Effective Date: April 26, 2018
Welcome to these Terms of Service (these "Terms") of GreekTrack LLC, its subsidiaries and its affiliates ("greektrack", sometimes referred to as "we", "our" and "us"). Your access to and use of our website ("Website"), our mobile sites or applications (if and as applicable) ("Mobile Sites"), or our social media pages ("Social Media", and together with our Website and Mobile Sites, our "Services"), and the content and services provided through our Services, are subject to these Terms and all applicable laws. Please read the following Terms carefully, including Section 29 regarding arbitration of disputes, your waiver of class actions, collective actions and representative actions claims, and your waiver of the right to a jury trial.
By accessing and browsing through our Services, you accept these Terms without limitation or qualification and agree to be legally bound by them.
If you enter into any other agreement with us, then these Terms are in addition to the terms of such other agreement. However, if there is a conflict between these Terms (other than Sections 23-29) and said other agreement, then the conflicting terms in the other agreement shall control and prevail over these Terms. With respect to conflicts between said other agreement and Sections 23-29, the terms in Section 23-29 shall control and prevail.
1. Modification to These Terms
We are always working on improving and updating our Services. This process may at times include changing or removing features in order to improve your ability to use our Services. And because we are constantly trying to improve our Services, these Terms may also need to change.
Moreover, we reserve the right to update or modify these Terms at any time without notice, and you agree that we may do so. If the modifications to these Terms constitute a material change in our good faith reasonable judgment, we will notify you via email or by posting a notice on our Services.
IF YOU DO NOT AGREE TO THESE TERMS OR ANY MODIFICATION OF THESE TERMS, YOU MUST IMMEDIATELY STOP USING OUR SERVICES. YOUR CONTINUED USE OF OUR SERVICES AFTER ANY MODIFICATION TO THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF ANY AMENDED TERMS.
Any updates to the Terms that alter the cost of a subscription, or increase the site fee applicable to a paid subscription for an existing customer, will not apply to such customer until the beginning of that customer's next contractual period. For the purposes of these Terms, a contractual period (being an Initial Term or an Extended Term as defined in Section 13 (Subscriptions) for a customer shall mean the relevant subscription period for which payment is made.
If you ever have any questions, concerns or complaints about these Terms or our Services, you should immediately contact us at email@example.com.
As part of the account set-up and registration process, you may be asked to select a password. You will be responsible for the confidentiality and use of your account and password and agree not to transfer or resell your use of or access to the Service to any third party.
You are entirely responsible for maintaining the confidentiality of your password and for any and all activities (including purchases, as applicable) that are conducted through your account. You agree to immediately notify us of any unauthorized use of your account or password or any other breach of security. We are not and shall not be liable in any manner for any losses caused by any unauthorized use of your account, or any claims of loss or damage arising from your failure to comply with these account and password requirements. You may however be liable for any losses incurred by us or other parties due to any such unauthorized use or your failure to comply with these account and password requirements.
3. Your Use of Our Services
Subject to and conditional upon your compliance with these Terms, and for so long as you are permitted by greektrack to access our Services, we grant to you a non-exclusive, non-transferable, non-sublicensable, limited right and license to access our Services on the terms set out in these Terms.
While using our Services, you agree not to:
We may suspend and/or terminate your access to and use of our Services and/or any features made available through our Services immediately if you fail to comply with the above rules or otherwise fail to comply with these Terms.
4. Student Information
We offer our Services to schools, school districts, school administrators, and related entities, organizations and individuals who use our Services on their behalf (collectively, "Schools"). In this context, please be aware that our Services and certain content Schools provide may be subject to the Family Educational Rights and Privacy Act ("FERPA"), the Protection of Pupil Rights Amendment ("PPRA") and other laws or regulations applicable to student information. FERPA is a Federal law that applies to student "education records" (as defined by FERPA in 20 U.S.C. § 1232g(a)(4)(A)). PPRA is a Federal law that applies to the protection of students in surveys, analyses and evaluations (see 20 U.S.C. § 1232h). For a brief summary of FERPA, please visit the following link: Summary of FERPA. For a brief summary of PPRA, please visit the following link: Summary of PPRA
If you are a School using our Services, you hereby represent and warrant that you comply (and will comply) with your responsibilities under FERPA, PPRA and any other laws or regulations applicable to student information in connection with our Services. Such responsibilities include, without limitation, receiving consent from, or providing notice to (as applicable), eligible students or parents regarding the maintenance and/or use of such information. We recommend that all Schools provide appropriate disclosures to students and parents regarding their use of service providers such as greektrack.
If you are a School using our Services, you are solely responsible for any and all student information submitted and you represent and warrant that you have the right to disclose such information. To ask questions about our policies with respect to student information, including questions related to the review of, changes to, or deletion of student information, contact us at firstname.lastname@example.org. Notwithstanding the foregoing, you should keep secure copies of student information for your records.
If you are a parent or eligible student, please first contact your School directly regarding student information used in connection with our Services.
5. Your Submissions
In the event that you post or upload to our Services, or otherwise submit to or through greektrack as part of your use of our Services, any materials such as photographs or other images, text, graphics, videos, visuals, visual interfaces, user interfaces, sounds, trademarks, logos, artwork, computer code, data, files, links, and other materials (collectively, "Submissions"), you will retain ownership of such Submissions.
You hereby grant us and our assignees and designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, fully paid-up, perpetual, irrevocable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, display, and distribute (through multiple tiers) such Submissions in any media solely in connection with our Services (including, without limitation, for purposes of promoting our Services). You grant us, our assignees, designees and sub-licensees the right to use the name and likeness that you submit in connection with such Submissions.
Notwithstanding the foregoing, any template or layout in which you arrange or organize such Submissions shall be the sole and exclusive property of greektrack and you acknowledge and agree that you have no rights to any such template and/or layout.
You represent, warrant, and covenant that you own or otherwise possess all necessary rights and consents with respect to your Submissions; that the Submissions are accurate; that use of such Submissions does not violate these Terms and will not cause injury to any person or entity; that in using your Submissions you shall comply with applicable law; and that you will indemnify us for all claims resulting from Submissions you supply.
If any identifiable individual is under the age of eighteen (18), you represent and warrant that you have obtained such written consent, release, and/or permission from such individual's parent or guardian (and you agree to provide to greektrack a copy of any such consents, releases, and/or permissions upon greektrack's request). If you do submit a Submission that contains the likeness of an identifiable individual under the age of eighteen (18), we strongly encourage you not to include any identifying information (such as the individual's name or address) with such Submission.
Our Services may permit users to share their Submissions with other users, including but not limited to our user comment functionality, online image share feature, our public gallery, user discussion boards, and user forums and blogs (collectively, "Forums"). We may monitor the Forums and any materials displayed, transmitted, or otherwise made available on or through the Forums or otherwise through our Services but have no obligation to do so.
A large volume of material is available in our Forums and Forum participants may occasionally post messages or make statements, whether intentionally or unintentionally, that are inaccurate, and provide content that may be objectionable to you.
The opinions expressed in the Forums reflect solely the opinions of the participants and may not reflect the opinions of greektrack and are not endorsed by greektrack.
We are not responsible for any errors or omissions in articles or postings, for hyperlinks embedded in messages, or for any results obtained from the use of such information. Under no circumstances will greektrack, any of our affiliates, distributors, partners, licensors, advertisers, or sponsors, (and/or any of our or their directors, officers, employees, consultants, agents, or other representatives) be liable for any loss or damage caused by your reliance on such information obtained through the Service.
7. Making Purchases
All information that you provide to us or our third party payment processor must be accurate, current, and complete.
You represent and warrant that you have the legal right to use any debit or credit card(s) or other payment means used to initiate any transaction.
You agree to pay all charges incurred by you or any users of your account and credit card (or other applicable payment mechanism) at the prices in effect when such charges are incurred. Sales made through our Services may incur transaction fees or payment processing fees paid to us, our third party service providers or our approved vendors (as applicable). You will also be responsible for paying any applicable taxes relating to your purchases. Verification of information applicable to a purchase may be required prior to our acceptance of any order. Failure to pay for charges or fees may result in your account being suspended or terminated.
It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws (including minimum age requirements) in regard to the possession, use, and sale of any item purchased through our Services.
Prices, products and services may change at our sole and absolute discretion at any time and for any reason. Please check our Services periodically for updated information.
If we determine any price information is inaccurate, we reserve the right to void any order made in reliance on an inaccurate price, and to correct or modify inaccurate charges for any order. If you believe any pricing information is inaccurate, you should notify us immediately.
For additional information about our rate(s) or price(s), please contact us at email@example.com.
We may provide for an automatic payment plan, in which case your fees will be charged to the credit or debit card you have on file. As a condition to you using an automatic payment plan, you agree to the following:
(a) You authorize us and/or our third party service providers to keep your payment card information on file and to charge the card on file for the fees or charges incurred.
(b) We or our third party service providers may email you with the details of the automatic payment plan.
(c) If your card account on file is closed or the account number is changed, or if, for any reason, a charge is rejected by your card issuer, you must update your card information or add a new card number in your account within our Services.
9. Calendar Feature
We may provide you with this feature as a convenience only, but we cannot guarantee that this feature will work accurately in all cases and/or at all times. We are not responsible or liable for any damages caused by your reliance on this feature, use of this feature, and/or inability to use this feature.
10. Third-Party Websites, Software,
Transmissions, and Services Our Services may direct (and permit other parties to direct) you to websites, software, resources or services owned or operated by third parties ("Third Party Properties"). By use of our Services you acknowledge and agree that we have no control over, do not endorse, and are not responsible or liable for the content, products, operation or other materials of such Third Party Properties. The fact that our Services direct you to such Third Party Properties is a convenience.
You are responsible for the costs associated with such Third Party Properties, including any applicable license fees and service charges.
Other websites may provide links to our Services with or without our authorization. We do not endorse such sites, and are not and shall not be responsible or liable for the content of or any links from those sites to our Services.
You agree that your use of third party websites and resources, or other materials on or available through such websites and resources, is at your own risk and is subject to the terms and conditions of use applicable to such sites and resources.
Some features of our Services enable you to send and receive transmissions. greektrack has no responsibility or liability for any transmissions and/or any content included in such transmissions sent or received by you. greektrack reserves the right, in its sole discretion and at any time, to block links to our Services or set limits on the number and size of any transmissions sent by or received through our Services and/or the amount of storage space available for transmissions or for any feature made available through our Services.
In the event we limit the number and size of any transmissions sent by or received through our Services and/or the amount of storage space available for transmissions or for any feature made available through our Service, the limits shall be applicable only following the end of the contractual period applicable to a customer
In addition to the terms and conditions of these Terms, any contests, sweepstakes, surveys, games, or similar promotions (collectively, "Promotions") made available through our Services may be governed by specific rules that are separate from these Terms. By participating in any such Promotion, you will become subject to those rules, which may vary from these Terms. You may not duplicate, sell or transfer in any way such promotions to the general public (whether posted to a public forum or otherwise), unless permitted by us.
12. Term and Termination
These Terms are effective upon your use of our Services. We may, in our sole and absolute discretion, immediately terminate these Terms and/or your access to and use of our Services or any portion thereof, at any time and for any reason. In addition, you may discontinue your use of our Services at any time, for any reason; however, you may still be subject to any other agreement you have entered into with us. Please contact us to determine if any agreement still applies.
Upon termination of these Terms, your right to access and/or use our Services will immediately cease. You agree that any termination of your access to or use of our Service may be effected without prior notice.
You agree that we shall not be liable to you or any third party for any termination of your access to our Services or to any such information, Submissions or files, and shall not be required to make such information, Submissions or files available to you after any such termination. Except for the license to access and use ours Services granted to you in Section 3 (Your Use of the Service), the rights and obligations of the parties as set forth herein will survive termination.
Should a customer choose a paid subscription plan offered as part of our Services and agree to pay the applicable fee listed on www.greektrack.com, and we agree to provide our Services, the term of the subscription plan will begin on the day that the customer registers for our Service. Subscriptions will auto-renew at the end of each subscription term (the "Initial Term") at the subscription fee established upon registering for our Service until the customer terminates the Service at least 30 days prior to the end of the subscription term by providing written notice to greektrack. If, prior to the end of the Initial Term, the customer provides written notice for a change in subscription plan, the term of the subscription plan will renew on the last day of the Initial Term for the period defined by the terms of the subsequent plan chosen (the "Extended Term").
If, at the end of the Initial Term or any Extended Term, the customer has not paid an additional subscription fee, the Service for the customer will be suspended until payment has been recieved.
In the event these Terms are terminated by us in accordance with Section 12 (Term and Termination) prior to the end of the Initial Term or the Extended Term as the case may be, the subscription fees applicable for the period from the date of termination until expiry of the relevant term shall be returned to the customer within 15 days following termination assuming payment for the current subscription term has already been received by greektrack.
14. Policy for Idea Submission
We appreciate our customers' interest in improving our Services; however, please note that any such ideas, suggestions or similar communications directed at such improvements that you submit will be owned by greektrack. You hereby irrevocably assign any intellectual property rights in such ideas and suggestions to greektrack.
In the event that the foregoing assignment is held to be ineffective for any reason, your ideas and suggestions will be treated as Submissions, subject to the license granted to greektrack in Section 5 (Your Submissions) of these Terms. If you intend to retain any intellectual property rights in your ideas and suggestions (patent, trade secrets, copyright, trademark, etc.), do not submit them to us without our prior written approval. You can inquire regarding such approval by sending a letter to:
4664 Todds Road
Lexington KY, 40509
Attn: Idea Submission
15. Our Proprietary Rights
Our Services belong to us. All text, graphics, sounds, user interfaces, visual interfaces, photographs, trademarks, logos, artwork, computer code and other material (collectively, "Content") from our Services may not be copied, distributed, republished, uploaded, posted or transmitted in any way, without our prior written consent. Modification or use of the materials in any other manner or for any other purpose violates our intellectual property rights.
You acknowledge and agree that all Content included in or made available through our Services, such as graphics, logos, button icons, images, text, digital downloads and data compilations or other material contained or distributed on or through our Services by us is our property or our content suppliers' property and is thereby protected by United States and international copyright laws. You may not use, reproduce or distribute any Content on our Services without our prior written consent, except as permitted by law.
You also acknowledge and agree that all graphics, logos, page headers, button icons, scripts, and service names included in or made available through our Services are our trademarks or trade dress ("Trademarks"), or used by us with permission. Our Trademarks may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion among customers or users, or in any manner that disparages or discredits us. All other trademarks not owned by us that appear in our Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.
You acknowledge and agree that our Services and any software used in connection with our Services ("Our Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws. All our Software shall remain our property and you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on our Software, in whole or in part.
You acknowledge and agree that certain features of our Services may include advertisements and that such advertisements are a necessary part of our Services.
16. Copyright Policy and Process for Allegation of Copyright Infringement
We respect the intellectual property rights of others and expect our users to do the same. We may terminate access to our Services for users whom we believe to be infringers, at our sole discretion.
It is our policy to respond expeditiously to claims of infringement. We will promptly process and investigate notices of alleged copyright infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable laws.
If you believe in good faith that your copyrighted material has been posted on our Services in violation of any applicable rights or licenses, and you want this material removed, you must promptly provide us with a written communication that details the information listed in this section.
Please also note that under Section 512(f) of the Copyright Act any person who knowingly materially misrepresents that material or activity is infringing, may be subject to liability. You may wish to contact an attorney for legal assistance on this matter prior to submitting a notification.
To file a copyright infringement notification with us, you will need to send a written communication that includes substantially the following:
(a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive copyright interest that is allegedly infringed.
(b) A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of alleged infringed copyrighted works.
(c) 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, including a link or description of where the claimed infringing Content is located on our Services so that we are capable of finding and verifying its existence.
(d) Contact information, including identification of the copyright owner, your name, address, telephone number and email address.
(e) A statement that the complaining party has 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.
(f) A statement by you, made under penalty of perjury, that the information in the notice is accurate, and that the complaining party is authorized to act on behalf of the owner of the copyright interest that is allegedly infringed.
Send the written infringement notice and the materials above to our "Designated Agent" the following address:
4664 Todds Road
Lexington KY, 40509
Upon our receipt of notices in substantial compliance with the DMCA and the requirements of this Section, we will use our reasonable efforts to remove or disable access to any material claimed to be infringing or claimed to be the subject of infringing activity and to remove or disable access to any reference or link to material or activity that is claimed to be infringing.
17. Children's Privacy
Our Services are not directed toward or intended for use by children under the age of 13, and we do not knowingly collect personal information from children under the age of 13. If you are a child under 13, do not attempt to register for our Services or send any personal information about yourself to us.
If you believe that a child under 13 may have provided us personal information, please contact us at firstname.lastname@example.org.
We hereby notify you that parental control protections are available that may assist you in limiting access to material that is harmful to minors. Information identifying such protections is available at the website of OnGuard Online (http://onguardonline.gov/). Please note that greektrack does not endorse any of the products or services listed at such sites.
18. Notice for California Users
This notice is for our California users: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
19. Consent to Monitoring
We reserve the right to monitor your use and activities on our Services, and you acknowledge and agree that we may (but are not required to) do so, and that we may disclose any such information, if and as we deem appropriate for purposes of ensuring your compliance with these Terms, applicable law, cooperating with legal authorities, and otherwise protecting our rights, property and interests.
20. Privacy and Use of Personal Information
21. Consent to Electronic Communications
When you use our Services, or send emails to us, you are communicating with us electronically. You hereby consent to receive communications from us electronically. We will communicate with you by email or by posting notices on our Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
You further agree that any notices provided electronically by us are deemed to be given and received on the date any such electronic communication is transmitted. Please be aware that emails to you from us may be routed to your "Spam" or "Junk" folder. It is your responsibility to check your "Spam" or "Junk" folder, to change your settings to allow emails from us if needed, and to inform us if you change your email address.
22. U.S. Government Restricted Rights
If you are an agency or instrumentality of the United States Government, any software and documentation included in our Services are "commercial computer software" and "commercial computer software documentation", and pursuant to FAR 12.212 or DFARS 227.7202, and their successors, as applicable, use, reproduction and disclosure of such software and documentation are governed by these Terms.
Software and material included in our Services may be subject to United States export controls. You will comply fully with all applicable export laws and regulations of the United States, including, without limitation, the U.S. Export Administration Regulations.
You agree to promptly and completely indemnify, defend and hold harmless us, our owners, and our and their suppliers, distributors, partners, licensors, advertisers, sponsors, officers, directors, employees, consultants, agents, attorneys, affiliates and representatives from any claim, liability, loss, damage, cost, or expense (including, without limitation, all costs of defense, including reasonable attorneys' fees, court costs, the costs of investigation and any appeal and damages) arising out of or in any way related to: (a) your use and any actions taken by you in connection with your use of our Services (including the Website, Social Media and Mobile Sites); (b) Submissions you submit, post to or transmit through our Services; (c) your connection to our Services; and (d) any violation of any third party's rights or a violation of law or regulation while using our Services or otherwise, or any breach of these Terms. Such indemnification shall not be construed to limit or exclude any other claims or remedies that we may assert under these Terms, by law or in equity, all of which are hereby expressly reserved.
25. Disclaimer of Warranties
YOU UNDERSTAND AND AGREE THAT YOUR USE OF OUR SERVICES IS AT YOUR SOLE RISK. SUCH SERVICES AND THE MATERIALS AVAILABLE THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE AND OUR REPRESENTATIVES EXPRESSLY DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, INDEMNITIES AND GUARANTEES WITH RESPECT TO OUR SERVICES AND THE OPERATION, CAPACITY, SPEED, FUNCTIONALITY, QUALIFICATIONS, OR CAPABILITIES OF OUR SERVICES, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW, CUSTOM, PRIOR ORAL OR WRITTEN STATEMENTS BY US, OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO ANY WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT). NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH OR FROM OUR SERVICES SHALL CREATE ANY WARRANTY.
WE ARE NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF OUR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS OR THIRD PARTIES. YOU ACKNOWLEDGE THAT YOU ACCEPT SUCH RISKS AND AGREE THAT WE ARE NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF USERS OR THIRD PARTIES PARTICIPATING IN OUR SERVICES (INCLUDING, WITHOUT LIMITATION, ACTS WHEREBY OUR USERS UPLOAD SUBMISSIONS OR COMMUNICATE WITH THIRD PARTIES VIA OUR SERVICES).
YOU FURTHER ACKNOWLEDGE AND AGREE THAT: (A) OUR SERVICES MAY NOT BE UNINTERRUPTED OR ERROR-FREE; (B) YOU MAY BE EXPOSED TO VIRUSES OR OTHER HARMFUL APPLICATIONS AND A VARIETY OF MATERIALS AND INFORMATION THAT MAY BE OFFENSIVE TO YOU THROUGH OUR SERVICES; (C) WE DO NOT GUARANTEE THE SECURITY OF OUR SERVICES; (D) BY USING OUR SERVICES, UNAUTHORIZED THIRD PARTIES MAY BE ABLE TO ACCESS YOUR COMPUTER OR FILES OR OTHERWISE MONITOR YOUR CONNECTION AND ACTIVITIES; AND (E) AVAILABILITY OF OUR SERVICES IS BASED ON THE DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY SPECIFIED IN THESE TERMS, AND THE USE OF OUR SERVICES WOULD REQUIRE A SUBSTANTIAL CHARGE TO YOU IF ANY OF THESE TERMS WERE UNENFORCEABLE.
26. Limitation of Liability; Time for Commencing Action
YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES SHALL WE, OUR OWNERS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE, INCIDENTAL OR EXEMPLARY DAMAGES OR LOST PROFITS, REGARDLESS OF WHETHER BASED ON CLAIMS ARISING OUT OF OR IN CONNECTION WITH USE OF OUR SERVICES (INCLUDING, BUT NOT LIMITED TO, PRODUCTS OR SERVICES ORDERED THROUGH OUR SERVICES, UNAUTHORIZED ACCESS, DAMAGE OR INJURY RESULTING FROM OUR SERVICES, THEFT, CLAIMS FOR LOSS OF GOODWILL OR LOSS OF DATA, USE OF OR RELIANCE ON OUR SERVICES, STOPPAGE OF OTHER WORK, IMPAIRMENT OF OTHER ASSETS, OR DAMAGE CAUSED TO EQUIPMENT OR PROGRAMS FROM ANY VIRUS OR OTHER HARMFUL APPLICATION), AND REGARDLESS OF WHETHER FORESEEABLE OR UNFORESEEABLE OR WHETHER SUCH ACTION OR CLAIM IS BROUGHT IN TORT, CONTRACT OR ANY OTHER BASIS.
IN THE EVENT THAT YOU OBJECT TO ANY OF THESE TERMS OR ARE DISSATISFIED WITH YOUR USE OF OUR SERVICES, YOUR ONLY RECOURSE IS TO IMMEDIATELY DISCONTINUE YOUR USE OF OUR SERVICES. NOTWITHSTANDING THE FOREGOING, YOU MAY STILL BE SUBJECT TO ANY OTHER AGREEMENT YOU HAVE ENTERED INTO WITH US.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
YOU AGREE THAT ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF OUR SERVICES OR THESE TERMS MUST COMMENCE WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR ACCRUED. OTHERWISE, SUCH CLAIM OR CAUSE OF ACTION SHALL BE PERMANENTLY AND FOREVER BARRED.
In the event that you have a dispute with a third party, you agree to release us and our owners (including our and their suppliers, distributors, partners, licensors, advertisers, sponsors, officers, directors, employees, consultants, agents, attorneys, affiliates and representatives) from claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes with such third parties or to your use of our Services. We reserve the right to monitor disputes between you and such third parties.
Furthermore, you expressly waive any rights you may have under California Civil Code Section 1542 (or analogous laws of other states), which says:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
To the extent that we may attempt to resolve a dispute between users, which we are not required to do, we will make any such attempt in good faith based on our policies and these Terms.
28. Jurisdictional Issues and Governing Law
Our Services are controlled and operated by greektrack from the United States, and is not intended to subject greektrack to the laws or jurisdiction of any state, country or territory other than that of the United States. greektrack does not represent or warrant that our Services or any part thereof is appropriate or available for use in any other location. Those who choose to access our Services do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. We may limit our Services' availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
These Terms are governed by and construed in accordance with the laws of the State of Kentucky, United States of America, without regards to any principles of conflicts of law.
29. Arbitration of Disputes
If any dispute, claim (including any statutory claim), difference or disagreement of any kind whatsoever arising out of or relating to the Services, these Terms, its breach or interpretation, or the performance of any obligation hereunder (a "Dispute") shall arise between you, on the one hand, and us, on the other (in such capacity, each a "Disputing Party"), the Disputing Parties shall attempt, in good faith, to first resolve or settle the Dispute by mutual discussions. All discussions and negotiations under this Section shall be confidential and shall be treated as compromise and settlement negotiations, and no oral or documentary representations made by the Disputing Parties during the discussions and negotiations shall be admissible for any purpose in any subsequent proceedings. If any Dispute is not resolved within twenty (20) days of receipt by a Disputing Party of notice of a Dispute (or within such longer period as to which the Disputing Parties have agreed in writing), then, on the request of any Disputing Party, the Dispute shall be submitted to first mediation and then arbitration (if necessary) in accordance with this Section.
Any Dispute not resolved by mutual discussions (as set forth above) shall, on the receipt of a demand for mediation, be settled by JAMS through nonbinding mediation administered by JAMS and its mediation rules. Unless otherwise agreed by the Disputing Parties in writing, the mediation shall be held, and the award shall be issued, the nearest resolution center to Lexington, Kentucky. The mediation shall be conducted before a single mediator, who shall be neutral and independent of the Disputing Parties. The mediator shall be selected by an agreement between the Disputing Parties, except that if the Disputing Parties are unable to agree to a mediator within twenty (20) days after the receipt of a demand for mediation, each Disputing Party may and shall have the right to demand that JAMS appoint a retired judge. If the Disputing Parties are unable to resolve the Dispute within ninety (90) days following the receipt of a demand for mediation (or such other period as agreed to in writing by the Disputing Parties), then the Dispute may be submitted to arbitration in accordance with this Section.
Any Dispute not resolved by mediation (as set forth above) shall, on the receipt of a demand for arbitration, be finally and exclusively settled by JAMS through binding arbitration administered by JAMS in accordance with its Comprehensive Arbitration Rules (the "Rules") then in effect. Unless otherwise agreed by the Disputing Parties in writing, the arbitration shall be held, and the award shall be issued, in the nearest resolution center to Lexington, Kentucky. The arbitration shall be conducted before a single arbitrator, who shall be neutral and independent of the Disputing Parties. The arbitrator shall be selected by an agreement between the Disputing Parties, except that if the Disputing Parties are unable to agree within twenty (20) days after the receipt of a demand for mediation, the arbitrator shall be appointed as provided in the Rules.
The Disputing Parties intend to preserve their rights under any applicable law to seek and obtain provisional relief from any court of competent jurisdiction to the extent necessary to preserve the status quo pending the appointment of the mediator or arbitrator (as applicable) or to protect meaningful relief in the mediation or arbitration (as applicable). Once appointed, the mediator shall have the authority to require that the parties resolve any provisional relief in their settlement agreement. To the extent applicable, the arbitrator shall also have full authority to grant provisional remedies and to direct the Disputing Parties to request that any court modify or vacate any temporary or preliminary relief by such court, and to award damages for the failure of any Disputing Party to respect the arbitrator's orders to that effect.
Any arbitration proceeding to enforce, confirm, modify or vacate a decision or award rendered hereunder shall be governed by the Federal Arbitration Act, 9 U.S.C. §1 et seq. In arriving at a decision, the arbitrator shall be bound by the terms and conditions of this Agreement and shall apply the governing law of this Agreement without regard to conflicts of law principles. The arbitrator shall award the prevailing party all reasonable costs, expenses and attorneys' fees incurred in connection with the Dispute proceedings; provided, however, if a Disputing Party fails to either pursue or participate in good faith mutual discussions (i.e., the first paragraph of this Section) or to demand or participate in non-binding mediation before any arbitration proceeding, such Disputing Party shall forfeit any right to recover any costs or expenses in the Dispute (including attorneys' or expert fees and costs of JAMS) even if such Disputing Party is the prevailing party. The award, which shall be in writing and shall state the findings of fact and conclusions of law upon which it is based, shall be final and binding on the parties and shall be the sole and exclusive remedy between the parties regarding the issues submitted to arbitration. Judgment may be entered in any court of competent jurisdiction.
The parties expressly intend and agree that: (a) class action, collective action and representative action procedures shall not be asserted, nor shall they apply, in any Dispute or proceeding pursuant to these Terms; (b) no party shall assert a class, collective or representative claim against the other, in arbitration or otherwise; and (c) each of the parties shall submit only its own, individual claims for resolution and will not seek to represent the interests of any other person.
IN ADDITION, THE PARTIES ARE VOLUNTARILY AND INTENTIONALLY WAIVING THEIR RIGHT TO A JURY TRIAL AS TO ANY DISPUTE.
If any provision of these Terms, shall be held invalid, void or otherwise unenforceable (pursuant to Section 29), such provision shall be enforced to the maximum extent possible, or, if incapable of such enforcement, shall be deemed to be deleted from these Terms. The rest of these Terms and such provisions as applied to other persons, places and circumstances shall remain in full force and effect.
These Terms shall not be construed as creating a partnership, joint venture, agency relations or granting a franchise between us and any other party.
No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any delay or omission on the part of either party to exercise any right or remedy that it has or may have hereunder operate as a waiver of any right or remedy.
These Terms are not assignable, transferable, or sublicenseable by you except with our prior written consent.
These Terms may not be modified or amended except as set forth in the introductory section of these Terms.
Any heading, caption, or section title contained in these Terms is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.
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