Strength Performance® Network Terms of Service and User
Agreement
Welcome to Strength Performance Network, an online social network
dedicated exclusively to strength and conditioning enthusiasts,
offering members the ability to post photos and videos, view jobs,
share workout tips and connect with others worldwide from the
professional, collegiate and high school levels. The Strength
Performance Network website,
www.strengthperformance.com
("SPN" or "the Website") is owned by Strength Performance LLC, a
North Carolina limited liability company (collectively, "us," "we”
or “our”). By accessing or using the Website (even through
automated means) or by registering as a member, you (the "User,"
“you,” or “your”) signify that you have read, understand and agree
to be bound by these Terms of Service ("Terms of Service" or
"Agreement"), and the related Privacy Policy referenced below
(together, the “Policies”), whether or not you are a registered
user of SPN. The Web is an evolving medium. SPN may change the
terms of this Agreement from time to time. By continuing to use
this Website following the posting of such changes, you agree to be
bound by this Agreement, as modified. We may change, restrict
access to, suspend, or discontinue this Website, or any portion of
this Website, at any time. PLEASE READ THESE TERMS OF SERVICE
CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR
LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE TERMS INCLUDE VARIOUS
LIMITATIONS AND EXCLUSIONS, AND PROVISIONS THAT GOVERN HOW ANY
DISPUTES WILL BE RESOLVED.
This Website is delivered through the Ning Platform operated by
Ning, Inc., which is an independent third-party contractor of ours.
We are a network creator under the Ning Platform. In addition to
being governed by our Terms of Service, your use of this Website is
also governed by the Ning Terms of Service and the Ning Privacy
Policy. [Click here for access to the Ning Terms of Service] [Click
here for access to the Ning Privacy Policy].
Registration Eligibility
To be able to view the Website and submit User Content as defined
below, you must register with this Website by establishing a user
account (“User Account”). By registering, you affirm that you are
either at least 18 years old, or an emancipated minor, or possess
legal parental or guardian consent, and are fully able and
competent to enter into the terms, conditions, obligations,
affirmations, representations and warranties set for in this
Agreement, and to abide by and comply with these Policies. In any
case, by registering you affirm that you are at least 13 years old,
as the Website does not wish to collect any information from
children under 13. If you are between the ages of 13 and 18, we
strongly encourage you to have your parents review and approve any
User Content that you plan to submit before you submit it to the
Website. If you are under 13 years of age, we’re impressed you’re
even reading the Terms of Use, but please do not register to use
this Website. Work with your parents on making your voice heard by
having them set up an account.
Registration Data; Account Security
Transparency matters to us. Since this is a user-driven site that
deals with strength and conditioning professionals and is
educational in nature, it is important that the SPN community know
accurate and relevant information about you, as a contributor to
our Website. By registering with SPN, you agree to (a) provide
accurate, current and complete information about you as may be
prompted by any registration forms on the Website ("Registration
Data"); (b) maintain the security of your password; (c) maintain
and promptly update your Registration Data, and any other
information you provide to SPN, to keep it accurate, current and
complete; (d) be fully responsible for all use of your User Account
and for any actions that take place using your User Account,
whether by you or others; and (e) promptly notify us of any breach
of security or unauthorized use of your User Account.
User Content Submitted to the Website
Registered users may submit User Content (as defined below) to the
Website that meets the requirements of the User Conduct section
below and any SPN Submission Guidelines, which if and when issued
and published on the Website will be incorporated into and made
part of these Terms of Service. When you make submissions, we may
request additional information from you in order to keep with the
open and transparent nature of the Website. Responsibility for the
content in each posting lies with the user whose User Account was
used to submit, upload, publish or display the content. Therefore,
you are solely responsible for all content (such as the
viewpoints, videos, photos, comments, blog posts, forum posts,
event posts and other content) you submit, upload, publish or
display on or through the Website, or transmit to or share with
other users (collectively the "User Content") and the consequences
of submitting, posting or publishing it. In connection with
your submitting or posting of User Content, you affirm, represent
and/or warrant that: all those depicted in any User Content you
submit to SPN have consented to their inclusion in your submission
with the understanding that it is being submitted to SPN for
potential distribution via a variety of distribution mechanisms,
including but not limited to distribution over the Internet and
transmission via broadcast and cable television; and you own or
have the necessary licenses, rights, consents and permissions to
use, and authorize us to use, all copyright, patent, trademark,
trade secret, or other proprietary rights in and to any and all
User Content as we may determine. If any person under the age of 13
appears in your submission, you affirm, represent and/or warrant
that you have obtained the consent of a parent or other legal
guardian of such person. When you submit or post User Content to
the Website, you authorize us to make such copies thereof as we
deem necessary. To protect your safety, please use your best
judgment about the personal information you provide when using SPN.
You acknowledge and agree that if you make such disclosures either
through posting User Content, or uploading text, images, audio
files or other audio-visual content, in advertising you place or in
other interactive areas, or to third parties in any communication,
you do so fully understanding that such information could be used
to identify you.
By submitting User Content to any part of the Website, you
automatically grant, and you represent and warrant that you have
the right to grant, to us a worldwide, royalty-free, perpetual,
irrevocable, non-exclusive right and fully sub-licensable license
to use, copy, reproduce, distribute, publish, publicly perform,
publicly display, modify, adapt, translate, archive, store, and
create derivative works from such User Content, in any form,
format, or medium, of any kind now known or later developed.
Without limiting the generality of the previous sentence, you
authorize us to share the User Content across all websites and
other media owned, operated or controlled by us or our affiliates,
to include the User Content in a searchable format accessible by
users of SPN and other websites and Internet search engines, to
place advertisements in close proximity to such User Content, and
to use your name, likeness and any other information in connection
with our use of the User Content you provide to SPN. You waive all
moral rights with respect to any User Content you provide to SPN.
You also grant us the right to use any material, information,
ideas, concepts, know-how or techniques contained in any
communication you provide or otherwise submit to us for any purpose
whatsoever, including but not limited to, commercial purposes, and
developing, manufacturing and marketing commercial products and
services using such information. All rights in this paragraph are
granted without the need for additional compensation of any sort to
you.
SPN does not assert any ownership over your User
Content; rather, as between us and you, subject to the rights
granted to us by you in these Terms of Service, you retain full
ownership of all of your User Content and any intellectual property
rights or other proprietary rights associated with your User
Content. In connection with our efforts to create a meaningful
platform for ideas to be shared and topics to be discussed and
debated, we will consider your submissions for posting on SPN based
on our assessment of each submission’s relevance, production and
editorial quality and other considerations. You understand and
agree that we reserve the right, with or without notice, not to
post, and/or to delete, move, condense or edit any User Content
that we consider irrelevant, unacceptable or inappropriate, whether
for legal or other reasons. If after submitting any User Content
you conclude that it is inaccurate in any respect, or you wish to
withdraw it from the Website, you also have that right.
User Conduct
SPN is only available for your personal, non-commercial use. We
welcome and encourage you to submit and post comments and other
respectful and appropriate content to applicable sections of the
Website.
In connection with any access to the Website by you or through your
User Account, you agree not to, and not to permit any person who
may access the Website through your User Account to:
• submit, upload, post, transmit, share, store or otherwise make
available content that would violate or infringe upon the rights of
any third party, including copyright, trademark, privacy, publicity
or other personal or proprietary rights, or contain libelous, or
otherwise unlawful material;
• submit, upload, post, transmit, share, store or otherwise make
available content that advertises, promotes or offers to trade any
goods or services, except in areas and subject to terms
specifically permitted by these Terms of Service or any SPN
Submission Guidelines or otherwise designated or approved by SPN
for such purpose;
• submit, upload, post, transmit, share, store or otherwise make
available content created through the use of hidden cameras or the
recording of any conversation without the consent of all
participants;
• harvest or collect email addresses or other contact information
of other users from the Website by electronic or other means for
the purposes of sending unsolicited emails or other unsolicited
communications;
• use the Website in any unlawful manner or in any other manner
that could damage, disable, overburden or impair the Website;
• use automated scripts to collect information from or otherwise
interact with the Website;
• submit, upload, post, transmit, share, store or otherwise make
available any content that we deem to be harmful, threatening,
unlawful, libelous, infringing, abusive, inflammatory, harassing,
vulgar, obscene, fraudulent, invasive of privacy or publicity
rights, hateful, or racially, ethnically or otherwise
objectionable;
• register for more than one User Account, register for a User
Account on behalf of an individual other than yourself, impersonate
any person or entity, or falsely state or otherwise misrepresent
yourself, your age or your affiliation with any person or
entity;
• submit, upload, transmit, share or otherwise make available, or
use any information contained on the Website to create or send, any
unsolicited or unauthorized mass advertising, solicitations or
promotional materials such as "junk mail," "spam" or "chain
letters";
• submit, upload, post, transmit, share, store or otherwise make
available any private information of any third party, including,
addresses, phone numbers, email addresses, Social Security numbers
or credit card numbers;
• solicit personal information from anyone under 18 or solicit
passwords or personally identifying information for commercial or
unlawful purposes;
• submit, upload, post, transmit, share or otherwise make available
any material that contains software viruses or any other computer
code, files or programs designed to interrupt, destroy or limit the
functionality of SPN or any computer software or hardware or
telecommunications equipment;
• disrupt, interfere with, or otherwise harm or violate the
security of SPN, or any services, system resources, accounts,
passwords, servers or networks connected to or accessible through
SPN or any affiliated or linked sites;
• intimidate or harass another;
• "flame" any individual or entity (e.g., send repeated messages
related to another user and/or make derogatory or offensive
comments about another individual), or repeat prior posting of the
same message under multiple threads or subjects;
• submit, upload, post, transmit, share, store or otherwise make
available content that would constitute, encourage or provide
instructions for a criminal offense, violate the rights of any
party, or would otherwise create liability or violate any local,
state, national or international law;
• use or attempt to use another's account, service or system
without authorization from us, or create a false identity on the
Website;
• submit, upload, post, transmit, share, store or otherwise make
available content that, in our sole judgment, is objectionable or
which restricts or inhibits any other person from using or enjoying
the Website, or which may expose us or SPN or its users to any harm
or liability of any type; or
A VIOLATION OF THESE POSTING RULES MAY BE REFERRED TO LAW
ENFORCEMENT AUTHORITIES.
Proprietary Rights in Website Content; Limited License
All information, content, services and software displayed on,
transmitted through, or used in connection with SPN, with the
exception of User Content, including for example articles,
editorials, reviews, directories, guides, text, photographs,
images, illustrations, audio clips, video, html, source and object
code, trademarks, logos, and the like (collectively, the "SPN
Content"), as well as its selection and arrangement, is owned by us
and/or our affiliates, licensors and suppliers. No SPN Content or
User Content (collectively, the “Website Content”) may be modified,
copied, distributed, framed, reproduced, republished, downloaded,
scraped, displayed, posted, or sold in any form or by any means, in
whole or in part, without our prior written permission, except that
the foregoing does not apply with respect to your rights to your
own User Content that you legally submit as a registered user or
content that you may distribute using the “share” tools.
You are free to establish a hypertext link (“Link”) to this Website
provided the Link does not state or imply any endorsement or
sponsorship of you, your company or your site by us or SPN and
provided you agree to eliminate such Link at any time upon request
from us.
You are granted a limited license to access and use the Website and
the Website Content as provided in these Policies. You may
occasionally copy individual items of Website Content solely for
your personal, non-commercial use, provided that you keep all
copyright or other proprietary notices intact. Unless explicitly
stated herein, you may not upload or republish Website Content or
incorporate the Website Content in any other database or
compilation. Your license to use the Website Content for personal,
non-commercial purposes is subject to your compliance with these
Policies and does not permit use of any data mining, robots,
scraping or similar data gathering or extraction methods. Any other
use of the Website or the Website Content other than as
specifically authorized herein, without our prior written
permission, is strictly prohibited and will terminate the license
granted herein. Such unauthorized use may also violate applicable
laws including copyright and trademark laws. Unless explicitly
stated herein, nothing in these Policies shall be construed as
conferring any license to intellectual property rights, whether by
estoppel, implication or otherwise. This license is revocable at
any time without notice and with or without cause.
Trademarks
Strength Performance, Strength Performance Network and any SPN
graphics, logos, designs, page headers, button icons, scripts and
service names are registered trademarks or trade dress of Strength
Performance LLC in the U.S. and/or other countries.
Notification of Inaccuracies
We invite you to bring to our attention any material on the Website
that you believe to be inaccurate. Please forward a copy of the
material to
info@strengthperformance.com,
along with an explanation of your objection. Copyright Complaints:
We respect the intellectual property rights of others and comply
with the Digital Millennium Copyright Act (“DMCA”). If you are an
owner of intellectual property and you believe your intellectual
property has been improperly posted or distributed via this
Website, please notify us by sending an email to
info@strengthperformance.com
or by sending a notice by U.S. Mail to: Strength Performance, P.O.
Box 1737, Davidson, NC 28036. In your e-mail or letter, you will
need to include all of the notice elements listed in the DMCA at 17
U.S.C. § 512(c)(3). Please be aware that the DMCA makes copyright
owners liable if they materially misrepresent that a user's content
is infringing.
Feedback
We encourage you to contact us with any questions, comments,
suggestions, or other feedback you have about the Website
("Feedback"). Feedback may be sent to the following e-mail address:
info@strengthperformance.com.
Such Feedback constitutes User Content. You acknowledge and agree
that any Feedback provided by you to SPN is non-confidential and
SPN shall be entitled to the unrestricted use and dissemination of
the Feedback for any purpose, commercial or otherwise, without
acknowledgment or compensation to you.
Transactions and E-Commerce
During your visit to the Website you may elect to engage in a
transaction involving the purchase of a product or service offered
by us or a third party. Credit card, debit card and other payment
transactions and order fulfillment are often handled by a third
party processing agent, bank or distribution institution. Although
in most cases transactions are completed without difficulty, there
is no such thing as perfect security on the Internet or offline. If
you are concerned about online credit card or debit card safety, in
most cases a telephone number can be obtained so you can call and
place your order by phone should you prefer to do so. We cannot and
do not take responsibility for the success or security of payment
transactions undertaken or processed by third parties.
Advertisements and Promotional Material
User Content that advertises, promotes or offers to trade any goods
or services is permitted on SPN only in areas and subject to terms
specifically designated by SPN for such purpose.
Each of our advertisers and sponsors is solely responsible for its
own advertisements and other promotional material and we disclaim
any and all responsibility for the accuracy and correctness of any
statements or claims contained in any such advertisements and
promotional material and for the condition and performance of any
products and services offered by our advertisers and sponsors. On
occasion, a product or service may not be available at the time or
the price as it appears in an advertisement or other promotion. In
such event, or in the event a product is listed at an incorrect
price or with incorrect information due to typographical error,
technology effort, error in the date or length of publication, or
error in pricing or product information received from our
advertisers or suppliers, you agree we are not responsible for such
errors or discrepancies.
Communications with Third Parties Through SPN
Your dealings or communications through SPN with any party other
than us are solely between you and that third party. For example,
certain areas of SPN may allow you to conduct transactions or
purchase goods or services. In most cases, these transactions will
be conducted by our third-party partners and vendors. Under no
circumstances will we be liable for any goods, services, resources
or content available through such third party dealings or
communications, or for any harm related thereto. Please review
carefully that third party's policies and practices and make sure
you are comfortable with them before you engage in any transaction.
Complaints, concerns or questions relating to products and services
provided by third parties should be directed to the third
party.
During your visit to SPN you may link to, or view as part of a
frame, certain content that is actually created or hosted by a
third party. Inclusion on our Website of any third party content or
a link to a third party site is not an endorsement of that content
or the third party site by SPN or us. If you decide to leave the
Website and access any third party site, you do so at your own
risk. Because SPN has no control over third party sites and
resources, you acknowledge and agree that we are not responsible
for the availability of external sites or resources, or for the
content, actions, or policies of those sites. Information you
provide on such sites, including personal information and
transactional information, is subject to the terms of service and
privacy policies of those sites.
Privacy
We care about the privacy of our users. . This Website is subject
to the Ning Privacy Policy. [
click
here to access the Ning Privacy Policy] These Terms of Service
also contain certain provisions that describe how we may collect,
use and disclose personal information and other User Content. By
using the Website, you are consenting to have any User Content and
any personal data submitted to SPN or us transferred to and
processed in the United States and abroad.
International Use
SPN is controlled, operated and administered by us from our offices
within the United States. We make no representation that materials
or content available through the Website are appropriate or
available for use outside the United States and access to them from
countries and territories where their contents are illegal is
prohibited. You may not use SPN or export the content in violation
of U.S. export laws and regulations. If you access SPN from a
location outside the United States, you are responsible for
compliance with all applicable laws.
Disclaimers
We are not responsible or liable in any manner for any User Content
posted on the Website or in connection with the Website, whether
posted by users of the Website, by us or by third parties. We are
also not responsible or liable in any manner for any injury or harm
caused by User Content, whether posted by users of the Website, by
us or by third parties. Although we provide guidelines for user
conduct, submissions and postings, we do not control and are not
responsible for what users submit, upload, post, share, store or
make available on the Website and are not responsible for any
offensive, inappropriate, obscene, unlawful or otherwise
objectionable content you may encounter on the Website or in
connection with any User Content. We are not responsible for the
conduct, whether online or offline, of any user of the Website.
The Website may be temporarily unavailable from time to time for
maintenance or other reasons. We assume no responsibility for any
error, omission, interruption, deletion, defect, delay in operation
or transmission, communications line failure, theft or destruction
or unauthorized access to, or alteration of, User Content. We are
not responsible for any technical malfunction or other problems of
any telephone network or service, computer systems, servers or
providers, computer or mobile phone equipment, software, failure of
email, uploads or downloads on account of technical problems or
traffic congestion on the Internet or at the Website or combination
thereof, including injury or damage to User's or to any other
person's computer, mobile phone, or other hardware or software,
related to or resulting from using or downloading materials in
connection with the Website. Under no circumstances will we be
responsible for any loss or damage, including any loss or damage to
any User Content or personal injury or death, resulting from
anyone's use of the Website, any User Content or third party
applications, or software transmitted to Users, or any interactions
between users of the Website, whether online or offline.
THE WEBSITE AND THE WEBSITE CONTENT ARE PROVIDED "AS-IS" AND WE
DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER
EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR
NON-INFRINGEMENT. WE CANNOT GUARANTEE AND DO NOT PROMISE ANY
SPECIFIC RESULTS FROM USE OF THE WEBSITE. WE DO NOT REPRESENT OR
WARRANT THAT ANY SOFTWARE, APPLICATIONS, CONTENT OR MATERIALS ON
THE SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR
THAT THE WEBSITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER
HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE
USE AND DOWNLOADING OF ANY SUCH CONTENT OR MATERIALS AND USE
RELIABLE, INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT
VIRUSES. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE
THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, OR DATA
FROM OR THROUGH THE WEBSITE AT YOUR OWN DISCRETION AND RISK AND
THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY
DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR
OTHER HARM OF ANY KIND THAT MAY RESULT. We reserve the right to
change any and all content, software and other items used or
contained in the Website or offered through the Website at any time
without notice.
Reference to any products, services, processes or other
information, by trade name, trademark, manufacturer, supplier or
otherwise, whether contained in User Content, SPN content, or a
paid or unpaid advertisement or sponsorship on the Website or in
other media, does not constitute or imply endorsement, sponsorship
or recommendation thereof, or any affiliation therewith, by SPN or
us.
Limitation on Liability
IN NO EVENT WILL WE OR OUR AFFILIATES, INCLUDING BUT NOT LIMITED TO
THE PARTNERS, SUPPLIERS, LICENSORS, OFFICERS, DIRECTORS, MANAGERS,
MEMBERS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS AND
AGENTS AND SUB-LICENSEES OF US OR ANY OF OUR AFFILIATES BE LIABLE
TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL,
EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR
ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE WEBSITE,
OR ANY OF THE WEBSITE CONTENT OR OTHER MATERIALS ON, ACCESSED
THROUGH OR DOWNLOADED FROM THE WEBSITE, EVEN IF WE OR SUCH
AFFILIATE OR PERSON IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED
HEREIN, THE AGGREGATE LIABILITY OF US AND OUR AFFLIIATES AND THE
PARTNERS, SUPPLIERS, LICENSORS, OFFICERS, DIRECTORS, MANAGERS,
MEMBERS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS AND
AGENTS AND SUB-LICENSEES OF US AND OUR AFFILIATES TO YOU FOR ANY
CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT
ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO SPN AND
US FOR USE OF THE WEBSITE OR USER CONTENT, BUT IN NO CASE WILL ANY
SUCH LIABILITY TO YOU EXCEED US$100 IN THE AGGREGATE. YOU
ACKNOWLEDGE THAT IF NO FEES ARE PAID TO US OR SPN BY YOU FOR USE OF
THE WEBSITE OR USER CONTENT, YOU SHALL BE LIMITED TO INJUNCTIVE
RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL NOT BE
ENTITLED TO DAMAGES OF ANY KIND FROM US OR OUR AFFILIATES OR THE
PARTNERS, SUPPLIERS, LICENSORS, OFFICERS, DIRECTORS, MANAGERS,
MEMBERS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS AND
AGENTS AND SUB-LICENSEES OF US OR OUR AFFILIATES, REGARDLESS OF THE
CAUSE OF ACTION. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON
IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN
DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE
DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND
YOU MAY HAVE ADDITIONAL RIGHTS UNDER APPLICABLE STATE LAW. If there
is a dispute between you and any third party (including any other
User of the Website), we have no obligation to become involved. You
release us, our affiliates, and the partners, suppliers, licensors,
officers, directors, managers, members, shareholders, employees,
representatives, contractors and agents and sublicensees of us and
our from claims, demands and damages of every kind or nature
arising out of or related to any disputes with other Users. If you
are a California resident, you waive California Civil Code Section
1542, which says:
"A general release does not extend to claims
which the creditor does not know or suspect to exist in his favor
at the time of executing the release, which, if known by him must
have materially affected his settlement with the debtor." And, if
you are not a California resident, you waive any applicable state
statutes of a similar effect.
Termination
We may terminate your registration to SPN, delete your SPN profile
and/or any content or information that you have submitted or posted
on the Website and/or prohibit you from using or accessing the
Website for any reason, or no reason, at any time in our sole
discretion, with or without notice.
Governing Law; Venue and Jurisdiction
By visiting or using the Website, you agree that the laws of the
State of North Carolina, without regard to principles of conflict
of laws, will govern these Policies and any dispute of any sort
that might arise between you and us or any of our affiliates or the
partners, suppliers, licensors, officers, directors, managers,
members, shareholders, employees, representatives, contractors and
agents, and sub-licensees of us or our affiliates. Any dispute
arising from or in connection with these Policies shall be resolved
exclusively in a federal or state court located in the State of
North Carolina, County of Mecklenburg, and you hereby consent to,
and waive all defenses of lack of personal jurisdiction and forum
non conveniens with respect to, venue and jurisdiction in a federal
or state court located in the State of North Carolina, County of
Mecklenburg. You agree that no claim subject to these Terms of
Service may be brought as a class action.
Indemnity
You agree to indemnify, defend and hold harmless us and our
affiliates, and each of the partners, suppliers, licensors,
officers, directors, managers, members, shareholders, employees,
representatives, contractors and agents, and sub-licensees of us
and our affiliates, from and against any and all claims (including
but not limited to claims for defamation, trade disparagement,
privacy and intellectual property infringement) and damages
(including attorneys' fees and court costs) arising from or
relating to any allegation regarding: (a) your use of SPN; (b) our
use of any User Content or other information you provide, as long
as such use is not inconsistent with this Agreement; (c)
information or material provided through your SPN account, even if
not posted by you; and (d) any violation of this Agreement by
you.
Definitions and Constructions
Unless otherwise specified, the terms "includes", "including",
"e.g.,", "for example", and other similar terms are deemed to
include the term "without limitation” immediately thereafter. Terms
used in these Terms of Service with the initial letter(s)
capitalized will have the meaning attributed to them in these Terms
of Service.
Other
These Policies constitute the entire agreement between you and us
regarding the use of the Website, superseding any prior agreements
between you and us relating to your use of the Website. These
Policies do not establish rights in any third party beneficiaries.
Any failure by us to exercise or enforce any right or provision of
these Policies shall not constitute a waiver of such right or
provision in that or any other instance. Nothing contained herein
shall limit our right to comply with governmental, court, and
law-enforcement requests or requirements relating to your use of
the Website. You agree that regardless of any statute or law to the
contrary, any claim or cause of action arising out of or related to
the use of the Website, including these Policies, must be filed
within one (1) year after such claim or cause of action arose or be
forever barred. If any provision of these Policies shall be deemed
unlawful, void or for any reason unenforceable, then that provision
shall be deemed severable from these Policies and shall not affect
the validity and enforceability of any remaining provisions and the
remainder of these Policies shall continue in full force and
effect. Use of the Website is subject to existing laws and legal
process. The material on this Website is presented for general
informational purposes only, and should not be construed as
professional advice. Although we hope all who come to the Website
will be truthful and respectful, we cannot verify or guarantee the
truthfulness, accuracy, or reliability of any User Content. No
action should be taken based upon any information contained in this
Website until you have independently confirmed such information. We
do not endorse or support any opinions expressed via the Website.
We expect that you will use caution and common sense and exercise
good judgment when using the Website and evaluating the information
and materials available via the Website.
