In using this website you are deemed to have read and agreed to the following terms and conditions:
Welcome to Alpha Repricer.com, the website of Alpha Repricer, Inc.
(“Alpha Repricer,” “we,” or “us”). This page explains the terms by
which you may use our online services, website, and software
provided on or in connection with our services (collectively the
“Service”). By accessing or using the Service, you signify that
you have read, understood, and agree to be bound by this Terms of
Service Agreement (“Agreement”) and to the collection and use of
your information as set forth in the Alpha Repricer Privacy Policy,
whether or not you are a registered user of our Service. This
Agreement applies to all visitors, users, and others who access
the Service (“Users”).
PLEASE READ THIS AGREEMENT
CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS
AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION
THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO
RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
Alpha Repricer provides hosted meeting and video conferencing
solutions.
A.
Eligibility
You may use the Service only if you can form
a binding contract with Alpha Repricer, and only in compliance with
this Agreement and all applicable local, state, national, and
international laws, rules and regulations. Any use or access to
the Service by anyone under 13 is strictly prohibited and in
violation of this Agreement. The Service is not available to any
Users previously removed from the Service by Alpha Repricer.
B. Alpha Repricer Service
Subject to the terms and conditions of this Agreement, you are
hereby granted a non-exclusive, limited, non-transferable, freely
revocable license to use the Service as permitted by the features
of the Service. Alpha Repricer reserves all rights not expressly
granted herein in the Service and the Alpha Repricer Content (as
defined below). Alpha Repricer may terminate this license at any time
for any reason or no reason. previously.
C.
Alpha Repricer Accounts
Your Alpha Repricer account gives you
access to the services and functionality that we may establish and
maintain from time to time and in our sole discretion. We may
maintain different types of accounts for different types of Users.
If you open a Alpha Repricer account on behalf of a company,
organization, or other entity, then (a) “you” includes you and
that entity, and (b) you represent and warrant that you are an
authorized representative of the entity with the authority to bind
the entity to this Agreement, and that you agree to this Agreement
on the entity’s behalf. By connecting to Alpha Repricer with a
third-party service, you give us permission to access and use your
information from that service as permitted by that service, and to
store your log-in credentials for that service.
You may
never use another User’s account without permission. When creating
your account, you must provide accurate and complete information.
You are solely responsible for the activity that occurs on your
account, and you must keep your account password secure. We
encourage you to use “strong” passwords (passwords that use a
combination of upper and lower case letters, numbers and symbols)
with your account. You must notify Alpha Repricer immediately of any
breach of security or unauthorized use of your account.
Alpha Repricer will not be liable for any losses caused by any
unauthorized use of your account.
You may control your User
profile and how you interact with the Service by changing the
settings in your “Account Page”. By providing Alpha Repricer your
email address you consent to our using the email address to send
you Service-related notices, including any notices required by
law, in lieu of communication by postal mail. We may also use your
email address to send you other messages, such as changes to
features of the Service and special offers. If you do not want to
receive such email messages, you may opt out or change your
preferences in your “Account Page”. Opting out may prevent you
from receiving email messages regarding updates, improvements, or
offers.
D.
Service Rules
You agree not to engage in any of the
following prohibited activities: (i) copying, distributing, or
disclosing any part of the Service in any medium, including
without limitation by any automated or non-automated “scraping”;
(ii) using any automated system, including without limitation
“robots,” “spiders,” “offline readers,” etc., to access the
Service in a manner that sends more request messages to the
Alpha Repricer servers than a human can reasonably produce in the
same period of time by using a conventional on-line web browser;
(iii) transmitting spam, chain letters, or other unsolicited
email; (iv) attempting to interfere with, compromise the system
integrity or security or decipher any transmissions to or from the
servers running the Service; (v) taking any action that imposes,
or may impose at our sole discretion an unreasonable or
disproportionately large load on our infrastructure; (vi)
uploading invalid data, viruses, worms, or other software agents
through the Service; (vii) collecting or harvesting any personally
identifiable information, including account names, from the
Service; (viii) using the Service for any commercial solicitation
purposes; (ix) impersonating another person or otherwise
misrepresenting your affiliation with a person or entity,
conducting fraud, hiding or attempting to hide your identity; (x)
interfering with the proper working of the Service; (xi) accessing
any content on the Service through any technology or means other
than those provided or authorized by the Service; or (xii)
bypassing the measures we may use to prevent or restrict access to
the Service, including without limitation features that prevent or
restrict use or copying of any content or enforce limitations on
use of the Service or the content therein.
We may, without
prior notice, change the Service; stop providing the Service or
features of the Service, to you or to users generally; or create
usage limits for the Service. We may permanently or temporarily
terminate or suspend your access to the Service without notice and
liability for any reason, including if in our sole determination
you violate any provision of this Agreement, or for no reason.
Upon termination for any reason or no reason, you continue to be
bound by this Agreement.
You are solely responsible for
your interactions with other Alpha Repricer Users. We reserve the
right, but have no obligation, to monitor disputes between you and
other Users. Alpha Repricer shall have no liability for your
interactions with other Users, or for any User’s action or
inaction.
Some areas of the Service allow Users to post content such as
profile information, documents, images, videos, comments,
questions, and other content or information (any such materials a
User submits, posts, displays, or otherwise makes available on the
Service “User Content”). We claim no ownership rights over User
Content created by you. The User Content you create remains yours;
however, by sharing User Content through the Service, you agree to
allow others to view, edit, and/or share your User Content in
accordance with your settings and this Agreement. Alpha Repricer has
the right (but not the obligation) in its sole discretion to
remove any User Content that is shared via the Service.
You
agree not to post User Content that: (i) may create a risk of
harm, loss, physical or mental injury, emotional distress, death,
disability, disfigurement, or physical or mental illness to you,
to any other person, or to any animal; (ii) may create a risk of
any other loss or damage to any person or property; (iii) seeks to
harm or exploit children by exposing them to inappropriate
content, asking for personally identifiable details or otherwise;
(iv) may constitute or contribute to a crime or tort; (v) contains
any information or content that we deem to be unlawful, harmful,
abusive, racially or ethnically offensive, defamatory, infringing,
invasive of personal privacy or publicity rights, harassing,
humiliating to other people (publicly or otherwise), libelous,
threatening, profane, or otherwise objectionable; (vi) contains
any information or content that is illegal (including, without
limitation, the disclosure of insider information under securities
law or of another party’s trade secrets); (vii) contains any
information or content that you do not have a right to make
available under any law or under contractual or fiduciary
relationships; or (viii) contains any information or content that
you know is not correct and current. You agree that any User
Content that you post does not and will not violate third-party
rights of any kind, including without limitation any Intellectual
Property Rights (as defined below) or rights of privacy. To the
extent that your User Content contains music, you hereby represent
that you are the owner of all the copyright rights, including
without limitation the performance, mechanical, and sound
recordings rights, with respect to each and every musical
composition (including lyrics) and sound recording contained in
such User Content and have the power to grant the license granted
below. Alpha Repricer reserves the right, but is not obligated, to
reject and/or remove any User Content that Alpha Repricer believes,
in its sole discretion, violates these provisions. You understand
that publishing your User Content on the Service is not a
substitute for registering it with the U.S. Copyright Office, the
Writer’s Guild of America, or any other rights organization.
For the purposes of this Agreement, “Intellectual Property Rights”
means all patent rights, copyright rights, mask work rights, moral
rights, rights of publicity, trademark, trade dress and service
mark rights, goodwill, trade secret rights and other intellectual
property rights as may now exist or hereafter come into existence,
and all applications therefore and registrations, renewals and
extensions thereof, under the laws of any state, country,
territory or other jurisdiction.
In connection with your
User Content, you affirm, represent and warrant the following:
A. You have the written
consent of each and every identifiable natural person in the User
Content to use such person’s name or likeness in the manner
contemplated by the Service and this Agreement, and each such
person has released you from any liability that may arise in
relation to such use.
B.
Your User Content and Alpha Repricer’s use thereof as contemplated by
this Agreement and the Service will not violate any law or
infringe any rights of any third party, including but not limited
to any Intellectual Property Rights and privacy rights.
C. Alpha Repricer may exercise the
rights to your User Content granted under this Agreement without
liability for payment of any guild fees, residuals, payments,
fees, or royalties payable under any collective bargaining
agreement or otherwise.
D..
To the best of your knowledge, all your User Content and other
information that you provide to us is truthful and accurate.
Alpha Repricer takes no responsibility and assumes no liability for
any User Content that you or any other User or third party posts
or sends over the Service. You shall be solely responsible for
your User Content and the consequences of posting or publishing
it, and you agree that we are only acting as a passive conduit for
your online distribution and publication of your User Content. You
understand and agree that you may be exposed to User Content that
is inaccurate, objectionable, inappropriate for children, or
otherwise unsuited to your purpose, and you agree that Alpha Repricer
shall not be liable for any damages you allege to incur as a
result of User Content.
By posting any User Content on the Service, you expressly grant,
and you represent and warrant that you have all rights necessary
to grant, to Alpha Repricer a royalty-free, sub licensable,
transferable, perpetual, irrevocable, non-exclusive, worldwide
license to use, reproduce, modify, publish, list information
regarding, edit, translate, distribute, syndicate, publicly
perform, publicly display, and make derivative works of all such
User Content and your name, voice, and/or likeness as contained in
your User Content, in whole or in part, and in any form, media or
technology, whether now known or hereafter developed, for use in
connection with the Service and Alpha Repricer’s (and its successors’
and affiliates’) business, including without limitation for
promoting and redistributing part or all of the Service (and
derivative works thereof) in any media formats and through any
media channels. You also hereby grant each User of the Service a
non-exclusive license to access your User Content through the
Service, and to use, reproduce, distribute, display and perform
such User Content as permitted through the functionality of the
Service and under this Agreement.
We may make available software to access the Service via a mobile
device (“Mobile Software”). To use the Mobile Software you must
have a mobile device that is compatible with the Mobile Service.
Alpha Repricer does not warrant that the Mobile Software will be
compatible with your mobile device. Alpha Repricer hereby grants you
a non-exclusive, non-transferable, revocable license to use a
compiled code copy of the Mobile Software for one Alpha Repricer
account on one mobile device owned or leased solely by you, for
your personal use. You may not: (i) modify, disassemble, decompile
or reverse engineer the Mobile Software, except to the extent that
such restriction is expressly prohibited by law; (ii) rent, lease,
loan, resell, sublicense, distribute or otherwise transfer the
Mobile Software to any third party or use the Mobile Software to
provide time sharing or similar services for any third party;
(iii) make any copies of the Mobile Software; (iv) remove,
circumvent, disable, damage or otherwise interfere with
security-related features of the Mobile Software, features that
prevent or restrict use or copying of any content accessible
through the Mobile Software, or features that enforce limitations
on use of the Mobile Software; or (v) delete the copyright and
other proprietary rights notices on the Mobile Software. You
acknowledge that Alpha Repricer may from time to time issue upgraded
versions of the Mobile Software, and may automatically
electronically upgrade the version of the Mobile Software that you
are using on your mobile device. You consent to such automatic
upgrading on your mobile device, and agree that the terms and
conditions of this Agreement will apply to all such upgrades. Any
third-party code that may be incorporated in the Mobile Software
is covered by the applicable open source or third-party license
EULA, if any, authorizing use of such code. The foregoing license
grant is not a sale of the Mobile Software or any copy thereof,
and Alpha Repricer or its third party partners or suppliers retain
all right, title, and interest in the Mobile Software (and any
copy thereof). Any attempt by you to transfer any of the rights,
duties or obligations hereunder, except as expressly provided for
in this Agreement, is void. Alpha Repricer reserves all rights not
expressly granted under this Agreement. If the Mobile Software is
being acquired on behalf of the United States Government, then the
following provision applies: the Mobile Software will be deemed to
be “commercial computer software” and “commercial computer
software documentation,” respectively, pursuant to DFAR Section
227.7202 and FAR Section 12.212, as applicable. Any use,
reproduction, release, performance, display or disclosure of the
Service and any accompanying documentation by the U.S. Government
will be governed solely by these Terms of Service and is
prohibited except to the extent expressly permitted by these Terms
of Service. The Mobile Software originates in the United States,
and is subject to United States export laws and regulations. The
Mobile Software may not be exported or re-exported to certain
countries or those persons or entities prohibited from receiving
exports from the United States. In addition, the Mobile Software
may be subject to the import and export laws of other countries.
You agree to comply with all United States and foreign laws
related to use of the Mobile Software and the Alpha Repricer Service.
Except for your User Content, the Service and all materials
therein or transferred thereby, including, without limitation,
software, images, text, graphics, illustrations, logos, patents,
trademarks, service marks, copyrights, photographs, audio, videos,
music, and User Content belonging to other Users (the “Alpha Repricer
Content”), and all Intellectual Property Rights related thereto,
are the exclusive property of Alpha Repricer and its licensors
(including other Users who post User Content to the Service).
Except as explicitly provided herein, nothing in this Agreement
shall be deemed to create a license in or under any such
Intellectual Property Rights, and you agree not to sell, license,
rent, modify, distribute, copy, reproduce, transmit, publicly
display, publicly perform, publish, adapt, edit or create
derivative works from any Alpha Repricer Content. Use of the
Alpha Repricer Content for any purpose not expressly permitted by
this Agreement is strictly prohibited.
You may choose to or
we may invite you to submit comments or ideas about the Service,
including without limitation about how to improve the Service or
our products (“Ideas”). By submitting any Idea, you agree that
your disclosure is gratuitous, unsolicited and without restriction
and will not place Alpha Repricer under any fiduciary or other
obligation, and that we are free to use the Idea without any
additional compensation to you, and/or to disclose the Idea on a
non-confidential basis or otherwise to anyone. You further
acknowledge that, by acceptance of your submission, Alpha Repricer
does not waive any rights to use similar or related ideas
previously known to Alpha Repricer, or developed by its employees, or
obtained from sources other than you.
A. Billing Policies.
Certain aspects of the Service may be provided for a fee or other
charge. If you elect to use paid aspects of the Service, you agree
to the pricing and payment terms https://www.alpharepricer.com,
as we may update them from time to time. Alpha Repricer may add new
services for additional fees and charges, or amend fees and
charges for existing services, at any time in its sole discretion.
Any change to our pricing or payment terms shall become effective
in the billing cycle following notice of such change to you as
provided in this Agreement.
B. No Refunds. You may cancel
your Alpha Repricer account at any time; however, there are no
refunds for cancellation. In the event that Alpha Repricer suspends
or terminates your account or this Agreement, you understand and
agree that you shall receive no refund or exchange for any
Alpha Repricer Property, any unused time on a subscription, any
license or subscription fees for any portion of the Service, any
content or data associated with your account, or for anything
else.
C. Payment
Information; Taxes. All information that you provide in
connection with a purchase or transaction or other monetary
transaction interaction with the Service must be accurate,
complete, and current. You agree to pay all charges incurred by
users of your credit card, debit card, or other payment method
used in connection with a purchase or transaction or other
monetary transaction interaction with the Service at the prices in
effect when such charges are incurred. You will pay any applicable
taxes, if any, relating to any such purchases, transactions or
other monetary transaction interactions. We reserve the right to
change pricing without prior notice and reserve the right to prenegotiate
a pricing with a specific seller depending on the Alpha Repricer
resource utilization.
We care about the privacy of our Users. You understand that by
using the Services you consent to the collection, use and
disclosure of your personally identifiable information and
aggregate data as set forth in our Privacy Policy,
and to have your personally identifiable information collected,
used, transferred to and processed in the United States.
Alpha Repricer uses commercially reasonable physical, managerial, and
technical safeguards to preserve the integrity and security of
your personal information and implement your privacy settings.
However, we cannot guarantee that unauthorized third parties will
never be able to defeat our security measures or use your personal
information for improper purposes. You acknowledge that you
provide your personal information at your own risk.
Since we respect artist and content owner rights, it is
Alpha Repricer’s policy to respond to alleged infringement notices
that comply with the Digital Millennium Copyright Act of 1998
(“DMCA”). If you believe that your copyrighted work has been
copied in a way that constitutes copyright infringement and is
accessible via the Service, please notify Alpha Repricer’s copyright
agent as set forth in the DMCA. For your complaint to be valid
under the DMCA, you must provide the following information in
writing:
1. An
electronic or physical signature of a person authorized to act on
behalf of the copyright owner;
2. Identification of the
copyrighted work that you claim has been infringed;
3. Identification of the
material that is claimed to be infringing and where it is located
on the Service;
4. Information reasonably sufficient to permit Alpha Repricer to
contact you, such as your address, telephone number, and, e-mail
address;
5. A
statement 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 law; and
6. A statement, made under
penalty of perjury, that the above information is accurate, and
that you are the copyright owner or are authorized to act on
behalf of the owner.
The above information must be
submitted our DMCA Agent via email:
Email: [email protected]
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE
MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION
FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT
COSTS, AND ATTORNEYS’ FEES.
Please note that this procedure
is exclusively for notifying Alpha Repricer and its affiliates that
your copyrighted material has been infringed. The preceding
requirements are intended to comply with Alpha Repricer’s rights and
obligations under the DMCA, including 17 U.S.C. §512(c), but do
not constitute legal advice. It may be advisable to contact an
attorney regarding your rights and obligations under the DMCA and
other applicable laws.
In accordance with the DMCA and
other applicable law, Alpha Repricer has adopted a policy of
terminating, in appropriate circumstances, Users who are deemed to
be repeat infringers. Alpha Repricer may also at its sole discretion
limit access to the Service and/or terminate the accounts of any
Users who infringe any intellectual property rights of others,
whether or not there is any repeat infringement.
The Service may contain links to third-party websites,
advertisers, services, special offers, or other events or
activities that are not owned or controlled by Alpha Repricer.
Alpha Repricer does not endorse or assume any responsibility for any
such third-party sites, information, materials, products, or
services. If you access a third party website from the Service,
you do so at your own risk, and you understand that this Agreement
and Alpha Repricer’s Privacy Policy do not apply to your use of such
sites. You expressly relieve Alpha Repricer from any and all
liability arising from your use of any third-party website,
service, or content. Additionally, your dealings with or
participation in promotions of advertisers found on the Service,
including payment and delivery of goods, and any other terms (such
as warranties) are solely between you and such advertisers. You
agree that Alpha Repricer shall not be responsible for any loss or
damage of any sort relating to your dealings with such
advertisers.
You agree to defend, indemnify and hold harmless Alpha Repricer and
its subsidiaries, agents, licensors, managers, and other
affiliated companies, and their employees, contractors, agents,
officers and directors, from and against any and all claims,
damages, obligations, losses, liabilities, costs or debt, and
expenses (including but not limited to attorney’s fees) arising
out of or related to: (i) your use of and access to the Service,
including any data or content transmitted or received by you; (ii)
your violation of any term of this Agreement, including without
limitation your breach of any of the representations and
warranties above; (iii) your violation of any third-party right,
including without limitation any right of privacy or Intellectual
Property Rights; (iv) your violation of any applicable law, rule
or regulation; (v) User Content or any other information or
content that is submitted via your account including without
limitation misleading, false or inaccurate information; (vi)
negligent or willful misconduct; or (vii) any other party’s access
and use of the Service with your unique username, password or
other appropriate security code.
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.
USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT
WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR
A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE
FOREGOING, Alpha Repricer, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS
LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR
CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE
SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION,
UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE
CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH
THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL
BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR
MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR
YOUR USE OF THE SERVICE. SOME STATES DO NOT ALLOW THE EXCLUSION OF
IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO
HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS
AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT
PROHIBITED BY APPLICABLE LAW.
Alpha Repricer DOES NOT WARRANT,
ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR
SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE
Alpha Repricer SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND
Alpha Repricer WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY
TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR
SERVICES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT
SHALL Alpha Repricer, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES,
SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT,
PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES,
INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS,
GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR
RELATING TO THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER
NO CIRCUMSTANCES WILL Alpha Repricer BE RESPONSIBLE FOR ANY DAMAGE,
LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER
UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE
INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, Alpha Repricer ASSUMES NO LIABILITY OR
RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF
CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE
WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE;
(III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS
AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY
INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE;
(V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE
TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY
ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE
INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED,
TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE;
AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL
CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL Alpha Repricer, ITS
AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS
BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES,
OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE
AMOUNT YOU PAID TO Alpha Repricer HEREUNDER OR $100.00, WHICHEVER IS
GREATER.
THIS LIMITATION OF LIABILITY SECTION APPLIES
WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT,
NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF
Alpha Repricer HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST
EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL
OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS
MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL
RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE
TO STATE. THE EXCLUSIONS AND LIMITATIONS OF LIABILITY UNDER THIS
AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE
LAW.
The Service is controlled and operated from facilities
in the United States. Alpha Repricer makes no representations that
the Service is appropriate or available for use in other
locations. Those who access or use the Service from other
jurisdictions do so at their own volition and are entirely
responsible for compliance with all applicable United States and
local laws and regulations, including but not limited to export
and import regulations. You may not use the Service if you are a
resident of a country embargoed by the United States, or are a
foreign person or entity blocked or denied by the United States
government. Unless otherwise explicitly stated, all materials
found on the Service are solely directed to individuals,
companies, or other entities located in the United States.
A. Governing Law. You
agree that: (i) the Service shall be deemed solely based in
Nevada; and (ii) the Service shall be deemed a passive one that
does not give rise to personal jurisdiction over Alpha Repricer,
either specific or general, in jurisdictions other than Nevada.
This Agreement shall be governed by the internal substantive laws
of the State of Nevada, without respect to its conflict of laws
principles. The parties acknowledge that this Agreement evidences
a transaction involving interstate commerce. Notwithstanding the
preceding sentences with respect to the substantive law, any
arbitration conducted pursuant to the terms of this Agreement
shall be governed by the Federal Arbitration Act (9 U.S.C. §§
1-16). The application of the United Nations Convention on
Contracts for the International Sale of Goods is expressly
excluded. You agree to submit to the personal jurisdiction of the
federal and state courts located in Douglass County, Nevada for
any actions for which we retain the right to seek injunctive or
other equitable relief in a court of competent jurisdiction to
prevent the actual or threatened infringement, misappropriation or
violation of a our copyrights, trademarks, trade secrets, patents,
or other intellectual property or proprietary rights, as set forth
in the Arbitration provision below.
B. Arbitration. B. Arbitration.
READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO
ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN
SEEK RELIEF FROM Alpha Repricer. In the unlikely event that
Alpha Repricer has not been able to resolve a dispute it has with you
after 60 days, we each agree to resolve any claim, dispute, or
controversy (excluding any Alpha Repricer claims for injunctive or
other equitable relief) arising out of or in connection with or
relating to these Terms of Service, or the breach or alleged
breach thereof (collectively, “Claims”), by binding arbitration by
the Judicial Mediation and Arbitration Services (“JAMS”) under the
Optional Expedited Arbitration Procedures then in effect for JAMS,
except as provided herein. The arbitration will be conducted in
Douglass County, Nevada, unless you and Alpha Repricer agree
otherwise. Each party will be responsible for paying any JAMS
filing, administrative and arbitrator fees in accordance with JAMS
rules. The award rendered by the arbitrator shall include costs of
arbitration, reasonable attorneys’ fees and reasonable costs for
expert and other witnesses, and any judgment on the award rendered
by the arbitrator may be entered in any court of competent
jurisdiction. Nothing in this Section shall be deemed as
preventing Alpha Repricer from seeking injunctive or other equitable
relief from the courts as necessary to protect any of
Alpha Repricer’s proprietary interests. ALL CLAIMS MUST BE BROUGHT IN
THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS
MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE
ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS
WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE
OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE
PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS TERMS OF
SERVICE, YOU AND Alpha Repricer ARE EACH WAIVING THE RIGHT TO A TRIAL
BY JURY OR TO PARTICIPATE IN A CLASS ACTION, .COLLECTIVE ACTION,
PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE
PROCEEDING OF ANY KIND.
A. Assignment. This
Agreement, and any rights and licenses granted hereunder, may not
be transferred or assigned by you, but may be assigned by
Alpha Repricer without restriction. Any attempted transfer or
assignment in violation hereof shall be null and void.
B. Notification Procedures and
Changes to the Agreement. Alpha Repricer may provide notifications,
whether such notifications are required by law or are for
marketing or other business related purposes, to you via email
notice, written or hard copy notice, or through posting of such
notice on our website, as determined by Alpha Repricer in our sole
discretion. Alpha Repricer reserves the right to determine the form
and means of providing notifications to our Users, provided that
you may opt out of certain means of notification as described in
this Agreement. Alpha Repricer is not responsible for any automatic
filtering you or your network provider may apply to email
notifications we send to the email address you provide us.
Alpha Repricer may, in its sole discretion, modify or update this
Agreement from time to time, and so you should review this page
periodically. When we change the Agreement in a material manner,
we will update the ‘last modified’ date at the bottom of this
page. Your continued use of the Service after any such change
constitutes your acceptance of the new Terms of Service. If you do
not agree to any of these terms or any future Terms of Service, do
not use or access (or continue to access) the Service.
C. Entire
Agreement/Severability. This Agreement, together with any
amendments and any additional agreements you may enter into with
Alpha Repricer in connection with the Service, shall constitute the
entire agreement between you and Alpha Repricer concerning the
Service. If any provision of this Agreement is deemed invalid by a
court of competent jurisdiction, the invalidity of such provision
shall not affect the validity of the remaining provisions of this
Agreement, which shall remain in full force and effect, except
that in the event of unenforceability of the universal Class
Action/Jury Trial Waiver, the entire arbitration agreement shall
be unenforceable.
D.
No Waiver. No waiver of any term of this Agreement shall be
deemed a further or continuing waiver of such term or any other
term, and Alpha Repricer’s failure to assert any right or provision
under this Agreement shall not constitute a waiver of such right
or provision.
E.
Government Use Rights. If the Service is licensed to the United
States government or any agency thereof, then the Service will be
deemed to be “commercial computer software” and “commercial
computer software documentation,” respectively, pursuant to DFAR
Section 227.7202 and FAR Section 12.212, as applicable. Any use,
reproduction, release, performance, display or disclosure of the
Service and any accompanying documentation by the U.S. Government
will be governed solely by these Terms of Service and is
prohibited except to the extent expressly permitted by these Terms
of Service.
F. Contact. Please contact us [email protected]
with any questions regarding this Agreement.
This Agreement
was last modified on 9/16/2013.