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PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR USING THIS WEB SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS, POLICIES, GUIDELINES AND DISCLOSURES INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEB SITE.
These Terms of Use for Beta Test Period ("Terms of Use") apply exclusively to your access to, and use of, the Indie.Biz Web site, owned by Indie.Biz Inc. ("Indie.Biz"), located at http://indie.biz (the "Site") and the information and other services provided therein (the "Services"). These Terms of Use do not alter in any way the terms or conditions of any other agreement you may have with Indie.Biz, or its subsidiaries or affiliates, for products, services or otherwise. If you are using the Site on behalf of any entity, you represent and warrant that you are authorized to accept these Terms of Use on such entity's behalf, and that such entity agrees to indemnify you and Indie.Biz for violations of these Terms of Use.
Indie.Biz reserves the right to change or modify any of the terms and conditions contained in these Terms of Use or any policy or guideline of the Site, at any time and in its sole discretion. Any changes or modification will be effective immediately upon posting of the revisions on the Site. Your continued use of this Site following the posting of its changes or modifications will constitute your acceptance of such changes or modifications. Therefore, you should frequently review these Terms of Use and applicable policies from time-to-time to understand the terms and conditions that apply to your use of the Site. If you do not agree to the amended terms, you must stop using the Site.
If you have any question regarding the use of the Site, please refer first to the support section. All other questions or comments about the Site or its contents should be directed to info@indie.biz.
By submitting your email address to our mailing list or for purposes of obtaining an Action Plan, you consent to receive emails from Indie.Biz, which may include commercial emails.
You understand that this beta site is pre-release and not of finished quality. It is of an experimental nature and consequently may be prone to failure or errors. Indie.biz cannot guarantee the proper functioning of the site, validity or compatibility of any data used in conjunction with the beta site. You acknowledge that Indie.biz will not be responsible for any loss or damage sustained as a result of your use of the beta site. The entire site may be withdrawn. The site is provided "as is" without warranty of any kind. The entire risk arising out of the use or performance of site remains with you. In no event shall Indie.biz be liable for any damage whatsoever arising out of the use of or inability to use the site, even if indie.biz has been advised of the possibility of such damages.
Many of the materials provided through the Site or Service are provided pursuant to the Creative Commons license. Those materials may be copied, used, displayed, modified and transmitted, if done in compliance with said license.
Materials not marked with the Creative Commons license, (the "Site Materials") are the property of Indie.Biz or its licensors and are protected by U.S. and international copyright laws.
As to the Site Materials, Indie.Biz grants to you, until such time as Indie.Biz determines the beta test to be terminated, a temporary, non-exclusive, and non-transferable limited license (without right to sub-license) to read them and use the underlying ideas in whatever manner you wish. Such license does not include or authorize: (a) any resale or commercial use of the Site or the Site Materials therein; (b) the distribution, public performance or public display of any Site Materials, (c) Any use of the Site or the Site Materials other than as specifically authorized herein, without the prior written permission of Indie.Biz, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes.
You agree to notify Indie.Biz of any and all functional flaws, errors, anomalies and problems directly or indirectly associated with the Site, and to respond to any and all reasonable inquiries, questionnaires, surveys and other test documents submitted to you by Indie.Biz.
You agree that all right, title and interest to any reports, feedback, or suggestions relating to an improvement of the Site and any invention relating to an improvement of the Site conceived in or made as a result of your use of the Site shall become the exclusive property of Indie.Biz and that Indie.Biz may disclose and use such for any purposes whatsoever, entirely without obligation of any kind to you.
Nothing in these Terms of Use shall entitle you to any service fee or other compensation in any form from Indie.Biz Inc. for any of the your undertakings hereunder, unless a specific agreement for such payment is made in writing executed by the duly authorized representatives of both you and Indie.Biz Inc.
You may not disclose the results of your testing or any benchmark tests of the Site to any third party without Indie.Biz’s prior written approval.
Indie.Biz respects the intellectual property rights of others and expects users of the Site and Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your copyrighted materials have been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
We reserve the right to remove content alleged to be infringing without prior notice and at our sole discretion. Our designated copyright agent for notice of alleged copyright infringement appearing on the Site and Services is:
Indie.biz Inc.
Attn: Michael Megalli.
4111 East Madison St., #378
Seattle, WA. 98112
Email: info@indie.biz
“Indie.Biz”, the Indie.Biz logo and any other product or service name or slogan contained in the Site are trademarks of Indie.Biz and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Indie.Biz or the applicable trademark holder. You may not use any metatags or any other "hidden text" utilizing "Indie.Biz" or any other name, trademark or product or service name of Indie.Biz without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Indie.Biz and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners.
Please report any violations of these Terms and Conditions to info@indie.biz
THE SITE, THE SITE MATERIALS (INCLUDING ANY LEGAL INFORMATION) AND THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. INDIE.BIZ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, CONTENT OR MATERIALS ON THE SITE. INDIE.BIZ DOES NOT REPRESENT OR WARRANT THAT SITE MATERIALS, INCLUDING THE INFORMATION AVAILABLE IN OR ON THE SITE, OR THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. INDIE.BIZ DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
While Indie.Biz endeavors to allow others to provide useful information to others, you acknowledge that such information is reliant upon third party opinion and contributions, that there are certain inherent limitations to the accuracy, objectivity or currency of such contributions, that such contributions are subjective, may be incomplete or may contain inaccuracies, and that information on the Site may be outdated or contain errors, omissions or misinterpretations of events and intentions. Someone else's assessment of the circumstances would almost certainly be different. None of the other information contained on the Site or provided through the Services, are intended as Indie.Biz’s endorsement or criticism of any particular person or entity. Nor are they a predictor of the outcome of any other person’s experience with the subject of a rating. You should not rely solely on information from this site in making judgments about third parties or their services. Furthermore, you should independently verify the accuracy of any information you obtain on the Site before using it. You agree to be solely responsible for your use of the content found on this Site, the Site Materials and the Services.
Additional information about Site Materials, the Services, the sources of information displayed on the Site, and other important matters is contained within the Site itself, and you acknowledge and agree that your use of the Site, or of any information or features in or on the Site, is informed by and subject not only to these Disclaimers and Terms of Use but also by the information and explanation available on these pages.
INDIE.BIZ IS NOT RESPONSIBLE FOR ERRORS OR OMISSIONS IN ANY INFORMATION OR MATERIALS CONTAINED ON THE SITE. WHILE INDIE.BIZ ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SITE SAFE, INDIE.BIZ CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S), OR ANY CONTENT OR MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES, SPYWARE, MALWARE, AND OTHER HARMFUL OR OTHERWISE UNDESIRABLE COMPONENTS FROM ANY DOWNLOAD.
The Site and the Services may change over time to meet the needs of Indie.Biz’ customers. Indie.Biz reserves the right to modify Site content and Services offered through the Site at any time without notice.
IN NO EVENT SHALL INDIE.BIZ OR ANY OF ITS CORPORATE AFFILIATES, INDEPENDENT CONTRACTORS, SERVICE PROVIDERS OR CONSULTANTS, OR ANY OF THEIR RESPECTIVE DIRECTORS, EMPLOYEES AND AGENTS, BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY RELATED TO OR CONNECTED WITH ANY USE OF THE SITE, THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES, LOSS OR INJURY CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM INDIE.BIZ OR THE SITE, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO INDIE.BIZ'S RECORDS, PROGRAMS OR SERVICES. THE AGGREGATE LIABILITY OF INDIE.BIZ, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING IN ANY MANNER TO THE USE OF THE SITE OR THE SITE MATERIALS, SHALL NOT EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO INDIE.BIZ FOR ACCESS TO OR USE OF THE SITE.
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.”
Indie.Biz or users may provide links to web pages and content of third parties as a service to those interested in such links and content, and Indie.Biz may post third party content or allow users to post their content or third party content to the Site (such content is collectively referred to as "Third Party Content"). Indie.Biz does not monitor or have any control over any Third Party Content or third party Web sites. Indie.Biz does not endorse or adopt any Third Party Content or third party website and can make no guarantee as to its accuracy or completeness. Indie.Biz does not represent or warrant the accuracy of any information contained therein and undertakes no responsibility to update or review any Third Party Content or third party Websites. Users use these links, Third Party Content and third party Websites at their own risk.
The Site may also contain, provide information regarding or link to certain applications and services provided or offered by third parties (collectively the "Third-Party Services"), including without limitation legal and legal related services. Indie.Biz is merely an information provider and is not a referral service, and it does not recommend or endorse any such Third-Party Services or monitor or have any control over such Third-Party Services. Therefore, Indie.Biz makes no guarantee, representation or warranty of any kinds as to the quality, competency, value, reliability, responsiveness, accuracy or completeness of any such Third-Party Services or the results obtained therefrom, and Indie.Biz assumes no responsibility or liability for any Third Party Services or for the actions or failure to act of those providing such Third-Party Services. You assume full responsibility for your use of any such Third-Party Services, and Indie.Biz is not responsible or liable for any Third-Party Services.
Indie.Biz may run advertisements and promotions from third parties on the Site. Your business dealings or correspondence with, or participation in promotions of, advertisers other than Indie.Biz, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. Indie.Biz is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-Indie.Biz advertisers on the Site.
You acknowledge and agree that any questions, comments, reviews, or other materials or information that you post to public areas of the site are non-confidential and Indie.biz shall be entitled to the unrestricted use and dissemination of these materials for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You agree to defend, indemnify and hold harmless Indie.Biz, its corporate affiliates, independent contractors, service providers and consultants, and each of their respective directors, employees and agents, from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to your use of or inability to use the Site or the Services, including without limitation any actual or threatened suit, demand or claim arising out of or relating to your conduct, your violation of these Terms of Use or your violation of the rights of any third party.
Notwithstanding any of these Terms of Use, Indie.Biz reserves the right, without notice and in its sole discretion, to terminate your license to use the Site, and to block or prevent your access to and use of the Site. Arbitration.
The parties hereto may give legal notice by means of electronic mail, which electronic mail shall be considered delivered when sent. The notice address of Indie.biz shall be info@indie.biz (or such other address as is provided by Indie.biz to you via email at your Notice address) and your address for the receipt of notices pursuant to this Agreement shall be the current email address listed by you in your account profile.
This Agreement may not be assigned by you without the prior written approval of Indie.biz but may be assigned without your consent by Indie.biz to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger.
Relationship. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Indie.biz.
Waiver. No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision r condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver.
Severability. If any provision of this Agreement is determined to be illegal or unenforceable, then such provision will be enforced to the maximum extent possible and the other provisions will remain fully effective and enforceable.
Law. This Agreement is made in and shall be governed by the laws of the State of Washington without reference to conflicts of laws. Use of the Site or Services is unauthorized in any jurisdiction that does not give effect to all provisions of this agreement, including this paragraph.
Dispute Resolution: The validity of this Agreement and the rights, obligations, and relations of the parties hereunder shall be construed and determined under and in accordance with the laws of the State of Washington, without regard to conflicts of law principles. Except as specified herein, in the event of a controversy or claim arising out of or relating in any way to this contract, the parties hereto shall consult and negotiate with each other and, recognizing their mutual interests, attempt to reach a solution satisfactory to both parties. If they do not reach settlement within a period of sixty (60) days, then either party may, by notice to the other party demand mediation under the mediation rules of the American Arbitration Association. If settlement is not reached within sixty (60) days after service of a written demand for mediation, any unresolved controversy or claim arising out of or relating to this contract shall be resolved by arbitration in accordance with the rules of the American Arbitration Association before a single arbitrator in Seattle, Washington. The arbitrator shall render a written opinion including findings of fact and law and the award and/or determination of the arbitrator shall be binding upon the parties, and their respective administrators and assigns, and shall not be subject to appeal. Judgment may be entered upon the award of the arbitrator in any court of competent jurisdiction. The expenses of the arbitration shall be shared equally by the parties. All arbitration claims not filed within one (1) year after service of a written demand for mediation shall be time barred and deemed automatically waived. It is the intent of the parties that, barring extraordinary circumstances, arbitration proceedings shall be concluded within ninety (90) days from the date the arbitrator is appointed. The arbitrator may extend this time limit only if failure to do so would unduly prejudice the rights of the parties. Failure to adhere to this time limit shall not constitute a basis for challenging the award. Consistent with the expedited nature of arbitration, pre-hearing information exchange shall be limited to the reasonable production of relevant, non-privileged documents, carried out expeditiously. Arbitration must be on an individual basis. This means the parties hereto shall not join or consolidate claims in arbitration by or against any third party, or arbitrate any claims as a representative or member of a class or in a private attorney general capacity. With the exception of claims of infringement of intellectual property rights, the foregoing dispute resolution process shall be the sole and exclusive remedy for any controversy or claim arising out of or relating in any way to this Agreement.
Forum. Subject to the dispute resolution provisions of this Agreement, the parties irrevocably submit and consent to the exclusive exercise of jurisdiction and personal jurisdiction over each of the parties by the federal and/or state courts in the State of Washington. The parties hereby irrevocably waive any and all objections w to the laying of venue of any such suit, action or proceeding brought in any such federal or state court in the State of Washington.
Attorney’s Fees. If a suit in law or in equity, is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled.
Force Majeure. If the performance of any part of this Agreement by either party is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labor disputes, act of God or any other causes beyond the control of either party, that party shall be excused from such to the extent that it is prevented, hindered or delayed by such causes.
Entire Agreement. These Terms of Use, together with the Privacy Policy, constitute the complete and exclusive statement of the agreement between the parties with respect to the use of this Site and Service and any acts or omissions of Indie.biz and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties.
