TERMS OF USE
Date Revised and Posted: February 17, 2012
Radio Free Contracts LLC (“we” or “us” or “our”) provides WhichDraft.com (the “Site”) to you subject to these Terms of Use (“Terms of Use”). By using the Site, you agree to comply with these Terms of Use. The right to use the Site is personal to you as an individual or to your business (depending on how you pay to use the Site) and is may not be transferred to anyone else.
1. NO LEGAL ADVICE. All legal documents on the site show you various typical issues and sample legal language that you may decide whether or not to use in your sole discretion. You are responsible for evaluating the accuracy, completeness or usefulness of any information, opinion, document or other content available through the Site.
WE HIGHLY RECOMMEND THAT YOU SEEK ADVICE FROM AN EXPERIENCED ATTORNEY.
2. THIRD PARTIES. From time to time we might link to third party sites. You of course understand that we’re not responsible for those sites or anything offered through them.
3. YOUR USE OF THE SITE.
- Right to Use. We grant you a right to access and use the Site. This right is non-exclusive, non-transferable, non-sublicenseable, limited, and revocable. This right also is subject to our rules governing passwords and access to secure areas of the Site as provided to you by us. You represent and warrant that you are at least eighteen (18) years of age.
- Passwords. You are responsible for protecting the confidentiality of your password(s), and accept full responsibility for the acts and omissions of any third party using your passwor, due to your authorization or negligence, as if such acts and omissions were your own.
- Changes to the Site and Premium Features. We may at any time change or discontinue any aspect or feature of the Site, subject to us fulfilling our previous responsibilities to you based on your payment to us.
4. Changed Terms. We may at any time amend these Terms of Use. Such amendments are effective immediately upon notice to you by us posting the new Terms of Use on this Site. Any use of the Site by you after being notified means you accept these amendments.
5. Equipment. You understand that you are responsible for paying for, obtaining and maintaining all software, computer hardware, Internet connections and any other equipment or services you need to access and use the Site.
6. Your Conduct.
- Lawful Purposes. You may use the Site for lawful purposes only. You shall not post or transmit through the Site any material which violates or infringes the rights of others, or which is threatening, abusive, defamatory, libelous, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, contains injurious formulas, recipes, or instructions, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law. Any conduct by you that in our discretion restricts or inhibits any other Site user from using or enjoying the Site will also not be permitted.
- Our Intellectual Property. The Site contains copyrighted material, trademarks and other proprietary information, which may include, but is not limited to, text, software, photos, video, graphics, music and sound. We own a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to, granted to or assigned to us. You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works, publicly distribute, publicly display, reproduce, publicly perform, or in any way exploit in any format whatsoever (including, without limitation, print and electronic formats) any of the Site content, in whole or in part without our prior written authorization. You may edit, download and email copyrighted material for your personal use only and for the use of the specific individuals entering into contracts with you or your clients. Except as otherwise expressly permitted under the United States copyright laws, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without our express permission and the applicable copyright owner. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material.
- Works and Material You Submit to the Site. You shall not upload, post or otherwise make available on the Site any works or material protected by copyright, trademark or other proprietary right without the express written permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any works or material are not so protected rests entirely with you. You shall be liable for any damage resulting from any infringement of copyrights, trademarks, or other proprietary rights, or any other harm resulting from such a submission. For all works or material submitted by you to the Site, you automatically grant, or warrant that the owner of such material has expressly granted, to us the royalty-free, worldwide, fully-paid up right and license to use, reproduce, create derivative works, publicly distribute, publicly perform, publicly display, assume any sound recording rights or moral rights of attribution or integrity, transmit, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed (including, without limitation, print and electronic form, media and technology) for as long as you maintain the works or material on the Site, and solely for the purpose of providing the Site to you. We will not share your works or material with any other Site users without your prior consent.
- No Unauthorized Access and Unauthorized Activities on the Site. The Site is only publicly available for the authorized uses described in these Terms of Use. Access to the Site is not authorized for any activities that interfere or have the potential to interfere with our possessory interest in the Site or constitute a trespass to chattel. Unauthorized activities, include, but are not limited to: any access and use of the Site for automated access, screen scraping, data acquisition and consolidation, automated offers, auction aggregations, software robots (including, without limitation, shopping bots), or recursive searching; using the Site in an attempt to break security, or so as to actually break security of any computer network (including, without limitation, the Site itself), or to access an account, message, or file which does not belong to you; using the Site for unauthorized relays through any third party systems; attempting, in any way, to interfere with or deny service to any user or any host on the Internet; using the Site to add or attempt to add addresses to any mailing list (yours or a third party’s); furnishing false data on your sign-up form, contract, or online application, including, without limitation, providing fraudulent payment information; actively engaging in or authorizing making the Site or any portion available as part of a “co-branded” or “private label” web site, web service, or Internet access service, or as part of a “channel” through a software or Internet service, or similar arrangements or relationships that offer or provide access to the Site from or through other web sites, web services, or Internet access services, or as part of any other web site when framed and displayed as part of another web site or web service, and you shall not authorize any third party to make any of the Site available on any other web site by means of framing; and any other activities that exceed the scope of your right to access and use this Site.
7. Monitoring. We have the right, but not the obligation, to monitor the content of the Site. We have the right to refuse to post or remove any works or material submitted to or posted on the Site, subject to our payment obligations to you.
8. Termination. Either you or us may terminate these Terms of Use at any time, which, in your case, ends your right to use the Site. You may terminate these Terms of Use by deleting your account and ceasing to use the Site, but if you use the Site again in the future, then you will have agreed to these Terms of Use again.
9. Disclaimer. YOU ACKNOWLEDGE AND AGREE THAT THE SITE AND ITS CONTENTS ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS AND WE DO NOT MAKE ANY, AND HEREBY SPECIFICALLY DISCLAIM ANY, REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE OR ITS CONTENTS, INCLUDING, WITHOUT LIMITATION, ANY REGARDING OR ARISING FROM: (A) MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS; (B) COURSE OF DEALING, COURSE OF USAGE, OR COURSE OF PERFORMANCE; OR (C) TIMELINESS, ACCURACY, RELIABILITY OR CONTENT OF THE SITE AND ANY INFORMATION PROVIDED THROUGH THE SITE UNDER THIS AGREEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DISCLAIM ANY WARRANTY REGARDING THE PROFITABILITY OF TRANSACTIONS EXECUTED ON THE SITE OR THE RESULTS TO BE OBTAINED FROM THE USE OF THE INFORMATION ON THE SITE, AND INFORMATION ON THE SITE IS NOT INTENDED TO PROVIDE LEGAL, FINANCIAL, ACCOUNTING, TAX OR OTHER ADVICE, AND SHOULD NOT BE RELIED UPON IN THAT REGARD.
10. Limitation of Liability.
- Excluded Damages. YOU AGREE THAT UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, punitive, EXEMPLARY, or any other DAMAGES (COLLECTIVELY, THE “damages”), arising out of YOUR use or inability to use the SITE. BY WAY OF EXAMPLE AND NOT OF LIMITATION, WHICHDRAFT.COM IS NOT LIABLE FOR DAMAGES FOR: (I) LOSS OF REVENUE, ANTICIPATED PROFITS, BUSINESS, SAVINGS, GOODWILL OR DATA, (II) ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, DENIAL OF SERVICE ATTACK, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, AND (III) THIRD PARTY THEFT OF, DESTRUCTION OF, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF YOUR INFORMATION, EQUIPMENT, OR PROPERTY. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT WE ARE NOT LIABLE FOR THE CONDUCT OF AND INFORMATION SUPPLIED BY OTHER SITE USERS OR THIRD PARTIES (INCLUDING, WITHOUT LIMITATION, DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT) AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
- Enforceability. THE FOREGOING SHALL APPLY REGARDLESS OF: (A) OUR NEGLIGENCE OR GROSS NEGLIGENCE; (B) ANY FAILURE OF AN ESSENTIAL PURPOSE; AND (C) WHETHER SUCH LIABILITY ARISES IN NEGLIGENCE, CONTRACT, TORT, OR ANY OTHER THEORY OF LEGAL LIABILITY. THIS PROVISION ENTITLED “LIMITATION OF LIABILITY” APPLIES EVEN IF WHICHDRAFT.COM HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN THE DAMAGES. IN THOSE STATES THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR THE DAMAGES, OUR LIABILITY IS LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY LAW, and IN NO EVENT SHALL WHICHDRAFT.COM’s CUMULATIVE LIABILITY TO YOU EXCEED ONE HUNDRED DOLLARS ($100).
- Limitation on Liability of Parents, Subsidiaries, Shareholders, Officers, Directors, Members, Employees and Agents. You shall not make any claim against our parents, subsidiaries, affiliates, members, shareholders, officers, directors, employees or agents of but instead shall look solely to our assets for satisfaction of any our liabilities.
11. Indemnification. You shall indemnify and hold us harmless from and against any and all losses, damages, settlements, liabilities, costs, charges, assessments and expenses, as well as third party claims and causes of action, including, without limitation, attorneys’ fees, (collectively, the “Losses”) arising out of any breach by you of any of these Terms of Use, or any use by you of the Site or transmission by you through the Site. Except as prohibited by applicable law, We may set-off the amount of any Losses against any sums accruing to you under any transaction between you and us. Upon receipt of any third party claim, we shall have the right to assume the sole defense, at your expense, by attorneys chosen by us. You shall provide us with such assistance, without charge, as we may request in connection with any such defense, including, without limitation, providing us with such information, documents, records and reasonable access to you, as we deem necessary. You shall not settle any third party claim or waive any defense without our prior written consent.
12. Copyright Infringement: Termination, Notice and Takedown Policy. Our Copyright Agent for notice of claims of copyright infringement on or regarding the Site can be reached as follows:
- Copyright Agent
Attn: Jason Mark Anderman
WhichDraft.com
Email: requests@whichdraft.com
13. General.
- Entire Agreement and Amendments. These Terms of Use, collectively with our Privacy Policy and Disclaimer, are the entire agreement between the parties and supersede all earlier and simultaneous agreements regarding the subject matter. These Terms of Use may be amended only as described above. Independent Contractors, Third Party Beneficiaries, and Subcontractors. Both parties acknowledge that they are independent contractors under these Terms of Use, and neither party, nor any of their employees or agents, has the power or authority to bind or obligate the other party. No third party is a beneficiary of these Terms of Use. We may use subcontractors to administer, provide specific services and offer you access to and use of the Site. Governing Law and Forum. All claims regarding these Terms of Use are governed by and construed in accordance with the Laws of the State of New Jersey, United States of America (“New Jersey”) applicable to contracts wholly made and performed in New Jersey, except for any choice or conflict of law principles, and must be litigated in New Jersey, regardless of the inconvenience of the forum, except that we may seek temporary injunctive relief in any venue of its choosing. The parties acknowledge and agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to these Terms of Use. Assignment. These Terms of Use bind and inure to the benefit of the parties’ successors and assigns. These Terms of Use are not assignable, delegable, sublicenseable or otherwise transferable by you. Any transfer, assignment, delegation or sublicense by you is invalid. No Waivers, Cumulative Remedies. Our failure to insist upon strict performance of any provision of these Terms of Use is not a waiver of any of its rights under these Terms of Use. All of our remedies under this Agreement, at law or in equity, are cumulative and nonexclusive. Severability. If any portion of this Agreement is held to be unenforceable, the unenforceable portion must be construed as nearly as possible to reflect the original intent of the parties, the remaining portions remain in full force and effect, and the unenforceable portion remains enforceable in all other contexts and jurisdictions. Notices. All notices to us must be sent by registered or certified mail or by overnight commercial delivery to the address set forth on the Site. Captions and Plural Terms. All captions are for purposes of convenience only and are not to be used in interpretation or enforcement of this Agreement. Terms defined in the singular have the same meaning in the plural and vice versa. You acknowledge that any interpretation of these Terms of Use may not be construed against us because we drafted these Terms of Use. Survival. Sections entitled “Your Conduct”, “Monitoring”, “Disclaimer”, “Limitation of Liability”, “Indemnification” and “General” survive any termination of these Terms of Use.
