These Terms and Conditions, together with the estimate/quote (the “Quote”) and/or invoice (“Invoice”) attached to these Terms and Conditions, are hereinafter collectively referred to as this “Agreement” and shall constitute the entire agreement between the customer (“Customer”) identified on the Quote and/or Invoice and Southern Lift and supersede any previous agreement or understanding (oral or written) between the parties with respect to the subject matter of this Agreement. No prior inconsistent course of dealing, course of performance, or usage of trade, if any, constitutes a waiver of, or serves to explain or interpret, the Terms and Conditions set forth in this Agreement. Electronic transactions between Customer and Southern Lift will be solely governed by the Terms and Conditions of this Agreement, and any terms and conditions on Customer’s website or other internet site will be null and void and of no legal effect on Southern Lift. In the event Customer delivers, references, incorporates by reference, or produces any purchase order or document, any terms and conditions related thereto shall be null and void and of no legal effect on Southern Lift.
1. SCOPE OF SERVICES; PERFORMANCE OF SERVICES. Southern Lift shall supply part(s), component(s) and/or Goods” and/or perform the maintenance and/or repair (“Services”) on the equipment identified in the Quote and/or Invoice (“Equipment”), if applicable, in accordance with the specifications in the Quote and/or Invoice. No additional services or goods are included in this Agreement unless agreed upon by the parties in writing, or otherwise, as applicable.
2. CUSTOMER OBLIGATIONS. If necessary, Customer shall provide Southern Lift safe and free access to Customer’s site and arrange for all related services and utilities necessary for Southern Lift to safely and freely perform the Services. During the performance of the Services, Customer shall fully and completely secure all or any part of any facility where the Equipment is located to remove and mitigate any and all safety issues and risks, including but not limited to injury to facility occupants, customers, invitees, or any third party and/or property damage or work interruption arising out of the Services. If applicable, Customer shall make all necessary arrangements to address and mitigate the consequences of any electrical service interruption which might occur during the Services. Customer is responsible for operating and maintaining the Equipment in accordance with the owner’s manual for the Equipment.
3. INVOICING AND PAYMENT. Unless otherwise agreed to by the parties in writing and subject to credit approval by Southern Lift, payments are due thirty (30) days from the date of Invoice. If Customer does not have approved credit with Southern Lift, as solely determined by Southern Lift, payments are due in advance or at the time of supply of the Goods and/or Services. If payment is not received when due, in addition to any rights Southern Lift may have at law, Southern Lift may charge Customer eighteen percent (18%) interest annually on late payments, or the maximum amount allowed by law. Customer agrees to pay all Southern Lift‘s costs and expenses (including all reasonable attorneys’ fees) related to Southern Lift’s enforcement and collection of unpaid invoices, or any other enforcement of this Agreement by Southern Lift.
4. TAXES; EXEMPTIONS. The Invoice includes all applicable local, state, or federal sales and/or use or similar taxes which Southern Lift is required by applicable laws to collect from Customer under this Agreement. Customer must provide a valid tax exemption certificate or direct payment certificate prior to shipment of the Goods or performance of the Services, or such taxes will be included in the Invoice.
5. DELIVERY; TITLE AND RISK OF LOSS. Unless otherwise agreed in writing by the parties, any Goods supplied under this Agreement shall be delivered FOB Origin, freight prepaid to the first destination. If agreed, any charges for third party freight are subject to adjustment to reflect any change in price at time of shipment. Unless otherwise agreed to, packaging method, shipping documents and manner, route and carrier and delivery shall be as Southern Lift deems appropriate. All shipments are made within normal business hours, Monday through Friday. Unless otherwise agreed in writing by the parties, title and risk of loss for any Goods sold under this Agreement shall pass to Customer upon delivery of Goods by Southern Lift to freight carrier or to Customer at pickup at Southern Lift’s facility.
6. DELAYS. Any delivery, shipping, installation, or performance dates indicated in this Agreement are estimated and not guaranteed. Further, delivery time is subject to confirmation at time of order. Southern Lift shall not be liable to Customer or any third party for any loss, damage, or expense suffered by Customer or third party due to any delay in delivery, shipping, installation, or performance, however occasioned, including any delays in performance that result directly or indirectly from acts of Customer or causes beyond Southern Lift’s control, including but not limited to acts of God, accidents, fire, explosions, flood, unusual weather conditions, acts of government authority, or labor disputes.
7. LIMITED WARRANTIES.
a. New Goods: New Goods purchased or supplied under this Agreement are governed by the express written manufacturers’ warranty. No other warranty for Goods supplied under this Agreement is provided under this Agreement.
b. Southern Lift Exchange Components, Other Exchange Components, and Recon: Southern Lift will administer the Southern Lift exchange component warranty and the warranties of other manufacturers’ exchange components or Recon Components which are sold by Southern Lift. In the event of defects in such items, only manufacturers’ warranties will apply.
c. HHP Exchange Engine: HHP Exchange Engines remanufactured by Southern Lift under this Agreement are governed by the express Southern Lift’s written warranty. No other warranty for HHP exchange Engines supplied under this Agreement is provided under this Agreement.
d. General Service Work: All Services shall be free from defects in workmanship (i) for power generation equipment (including engines in such equipment), for a period of ninety (90) days after completion of Services or 500 hours of operation, whichever occurs first; or (ii) for engines, for a period of ninety (90) days after completion of Services, 25,000 miles or 900 hours of operation, whichever occurs first. In the event of a warrantable defect in workmanship of Services supplied under this Agreement (“Warrantable Defect”), Southern Lift’s obligation shall be solely limited to correcting the Warrantable Defect. Southern Lift shall correct the Warrantable Defect where (i) such Warrantable Defect becomes apparent to Customer during the warranty period; (ii) Southern Lift receives written notice of the Warrantable Defect within thirty (30) days following discovery by Customer; and (iii) Southern Lift has determined that there is a Warrantable Defect. Warrantable Defects remedied under this provision shall be subject to the remaining warranty period of the original warranty of the Services. New Goods supplied during the remedy of Warrantable Defects are warranted for the balance of the warranty period still available from the original warranty of such Goods.
Used Goods: Used Goods are sold “as is, where is” unless exception is made in writing between Southern Lift and Customer. Customer agrees to inspect all used Goods before completing the purchase.
THE REMEDIES PROVIDED IN THE LIMITED WARRANTIES AND THIS AGREEMENT ARE THE SOLE AND EXCLUSIVE WARRANTIES AND REMEDIES PROVIDED BY SOUTHERN LIFT TO THE CUSTOMER UNDER THIS AGREEMENT. EXCEPT AS SET OUT IN THE WARRANTY AND THIS AGREEMENT, AND TO THE EXTENT PERMITTED BY LAW, Southern Lift EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS, WARRANTIES, ENDORSEMENTS, AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY STATUTORY OR COMMON LAW IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS OF FITNESS FOR A PURPOSE OR MERCHANTABILITY.
8. INDEMNIFICATION. Customer shall indemnify, defend and hold harmless Southern Lift from and against any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attorneys’ fees, brought against or incurred by Southern Lift related to or arising out of this Agreement or the Services and/or Goods supplied under this Agreement (collectively, the “Claims”), where such Claims were caused or contributed, in whole or in part, by the acts, omissions, fault or negligence of the Customer. Customer shall present any Claims covered by this indemnity, including any tenders for defense and indemnity by Southern Lift to its insurance carrier unless Southern Lift directs that the defense will be handled by Southern Lift’s legal counsel at Customer’s expense.
9. LIMITATION OF LIABILITY. NOTWITHSTANDING ANY OTHER TERM OF THIS AGREEMENT, IN NO EVENT SHALL SOUTHERN LIFT, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION DOWNTIME, LOSS OF PROFIT OR REVENUE, LOSS OF DATA, LOSS OF OPPORTUNITY, DAMAGE TO GOODWILL, ENHANCED DAMAGES, MONETARY REQUESTS RELATING TO RECALL EXPENSES AND REPAIRS TO PROPERTY, AND/OR DAMAGES CAUSED BY DELAY) IN ANY WAY RELATED TO OR ARISING FROM SOUTHERN LIFT’S’ SUPPLY OF GOODS OR SERVICES UNDER THIS AGREEMENT. IN NO EVENT SHALL SOUTHERN LIFT’S LIABILITY TO CUSTOMER OR ANY THIRD PARTY CLAIMING DIRECTLY THROUGH CUSTOMER OR ON CUSTOMER’S BEHALF UNDER THIS AGREEMENT EXCEED THE TOTAL COST OF GOODS AND SERVICES SUPPLIED BY SOUTHERN LIFT UNDER THIS AGREEMENT GIVING RISE TO THE CLAIM. BY ACCEPTANCE OF THIS AGREEMENT, CUSTOMER ACKNOWLEDGES CUSTOMER’S SOLE REMEDY AGAINST Southern Lift FOR ANY LOSS SHALL BE THE REMEDY PROVIDED HEREIN EVEN IF THE EXCLUSIVE REMEDY IN SECTION 7 IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
10. GOVERNING LAW AND JURISDICTION. This Agreement and all matters arising hereunder shall be governed by and construed in accordance with the laws of the State of Indiana without giving effect to any choice or conflict of law provision. The parties agree that the court of the State of Indiana shall have exclusive jurisdiction to settle any dispute or claim arising in connection with this Agreement.CANCELLATION. Orders placed with and accepted by Southern Lift may not be cancelled except with Southern Lift’s prior written consent. Southern Lift may charge Customer a cancellation charge in accordance with current Southern Lift’s policy which is available upon request, in addition to the actual, non-recoverable costs incurred by Southern Lift.
11. REFUNDS/CREDITS. Goods ordered and delivered by Southern Lift under this Agreement are not returnable unless agreed to by Southern Lift. Southern Lift may, at its sole discretion, agree to accept Goods for return and provide credit where Goods are in new and saleable condition and presented with a copy of the original invoice. Credits for returns will be subject to up to a 15% handling/restocking charge and are limited to eligible items purchased from Southern Lift.
12. INTELLECTUAL PROPERTY. Any intellectual property rights created by either party, whether independently or jointly, in the course of the performance of this Agreement or otherwise related to Southern Lift pre-existing intellectual property or subject matter related thereto, shall be Southern Lift‘s property. Customer agrees to assign, and does hereby assign, all right, title, and interest to such intellectual property to Southern Lift. Any Southern Lift pre-existing intellectual property shall remain Southern Lift’s property. Nothing in this Agreement shall be deemed to have given Customer a license or any other rights to use any of the intellectual property rights of Southern Lift.
13. COMPLIANCE WITH LAWS. Customer shall comply with all laws applicable to its activities under this Agreement, including without limitation, any and all applicable national, provincial, and local export, anti-bribery, environmental, health, and safety laws and regulations in effect. Customer acknowledges that the Goods, and any related technology that are sold or otherwise provided hereunder may be subject to export and other trade controls restricting the sale, export, re-export and/or transfer, directly or indirectly, of such Goods or technology to certain countries or parties, including, but not limited to, licensing requirements under applicable laws and regulations of the United States, the United Kingdom and other jurisdictions. It is the intention of Southern Lift to comply with these laws, rules, and regulations. Any other provision of this Agreement to the contrary notwithstanding, Customer shall comply with all such applicable laws relating to the cross-border movement of goods or technology, and all related orders in effect from time to time, and equivalent measures. Customer shall accept full responsibility for any and all civil or criminal liabilities and costs arising from any breaches of those laws and regulations and will defend, indemnify, and hold Southern Lift harmless from and against any and all fines, penalties, claim, damages, liabilities, judgments, costs, fees, and expenses incurred by Southern Lift or its affiliates as a result of Customer’s breach.
14. CONFIDENTIALITY. Each party shall keep confidential any information received from the other that is not generally known to the public and at the time of disclosure, would reasonably be understood by the receiving party to be proprietary or confidential, whether disclosed in oral, written, visual, electronic, or other form, and which the receiving party (or agents) learns in connection with this Agreement including, but not limited to: (a) business plans, strategies, sales, projects and analyses; (b) financial information, pricing, and fee structures; (c) business processes, methods, and models; (d) employee and supplier information; (e) specifications; and (f) the terms and conditions of this Agreement. Each party shall take necessary steps to ensure compliance with this provision by its employees and agents.
15. MISCELLANEOUS. All notices under this Agreement shall be in writing and be delivered personally, mailed via first class certified or registered mail, or sent by a nationally recognized express courier service to the addresses set forth in the Quote and/or Invoice. No amendment of this Agreement shall be valid unless it is writing and signed by the parties hereto. Failure of either party to require performance by the other party of any provision hereof shall in no way affect the right to require such performance at any time thereafter or the enforceability of the Agreement generally, nor shall the waiver by a party of a breach of any of the provisions hereof constitute a waiver of any succeeding breach. Any provision of this Agreement that is invalid or unenforceable shall not affect the validity or enforceability of the remaining terms hereof. These terms are exclusive and constitute entire agreement. Customer acknowledges that the provisions were freely negotiated and bargained for and Customer has agreed to purchase of the Goods and/or Services pursuant to these terms and conditions. Acceptance of this Agreement is expressly conditioned on Customer’s assent to all such terms and conditions. Neither party has relied on any statement, representation, agreement, understanding, or promise made by the other except as expressly set out in this Agreement.
All rights not expressly granted to you by us in these Terms and Conditions are reserved to us, and you acknowledge and agree that you do not acquire any ownership rights by accessing or downloading any material, whether or not copyrighted, from this Website as authorized hereunder. We reserve the right to refuse service, terminate accounts, and/or cancel orders at our discretion, including, without limitation, if we believe that your conduct violates applicable law or is harmful to our interests or businesses, or to our customers, affiliates, licensors or licensees.
We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders at our discretion, including, but not limited to, if we believe that customer conduct violates applicable law or is harmful to our interests or the interests of any of our customers, affiliates, licensors or licensees.
We reserve the right to change these Terms and Conditions, and the Disclaimer referenced herein, from time to time as we deem appropriate by posting such changes on this Website. Any changes, modifications, additions or deletions shall be effective immediately upon posting unless otherwise indicated. We will not separately notify you that changes have been made, regardless of the scope and importance of the changes, and we encourage you to periodically check back and review these Terms and Conditions so that you always will know what terms and conditions apply to your access to and use of this Website, or our use of any User Content that you have posted on this Website or submitted to us. Your continued use of this Website and/or your submission of any User Content to us after such changes are posted will be deemed to constitute your agreement to and acceptance of such changes. This Website may change, and we may restrict access to, suspend or discontinue this Website, or any portion of this Website, at any time.
This Website, all content displayed on this Website, and all software, data and information used to provide this Website, including text, images, photographs, method of display and presentation, source code, embedded routines and programs and other materials, as well as all copyrights, trademarks, patents and other intellectual property rights therein or thereto, are owned by us or our affiliates, licensors or licensees, and are protected under worldwide patent, copyright, trademark and other applicable laws and treaties, including, without limitation, applicable trade secret laws. We grant you the limited and nonexclusive right and license to access or download a single copy of the content from this Website solely for your personal and non-commercial use and as necessary in connection with the use of any services available through this Website.
Except as expressly authorized in these Terms and Conditions, you may not modify, distribute, reproduce, display, or use this Website or any elements thereof. Furthermore, (i) reproduction, re-transmission or re-presentation in any form, in whole or in part, of any content including, without limitation, programming code, text, images, photographs, or graphics, audio and video content, included within this Website is strictly prohibited without our prior express written permission; (ii) you may not frame, squeeze back, overlay or employ other techniques to enclose or display this Website, or any trademark, logo, content or other proprietary information (including images, photographs, text, page layout, or form) included on this Website, with any other software or content of a third party; (iii) you may not use any meta tags or any other “hidden text” utilizing our names or trademarks without our express written consent; and (iv) you may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in this Website or the services offered herein.
In addition to and without limiting any of the foregoing limitations and restrictions, you are expressly prohibited from using any automated means (including, without limitation, any spiders, robots, crawlers, scrapers, deep links, data mining, data gathering or extraction tools), or any other automated methodology, algorithm or device, or any manual process, to monitor, copy, download or otherwise access data or content from this Website for any purpose. A limited exception to the foregoing limitations and restrictions is provided to general purpose internet search engines (e.g., Google) and non-commercial public archives that use such tools to gather information for the sole purpose of displaying hyperlinks to this Website, provided they each do so from a stable IP address or range of IP addresses using an easily identifiable agent and comply with our applicable policies and procedures in effect from time to time. “General purpose internet search engine” does not include a website or search engine or other service that specializes in classified listings or in any subset of classifieds listings such as automobiles, vehicles, jobs, housing/apartments, rentals, services or equipment or which is in the business of providing classified ad listing services.
This Website includes certain trademarks and service marks owned by us and/or our affiliates or third parties. In addition to any other applicable restrictions or limitations, you agree not to copy, use or otherwise infringe upon or dilute these trademarks or service marks. You further agree that you will not alter or remove any copyright, trademark or other notices from any Website content.
We provide the content, information and other materials available through our Website for informational purposes only. You may use the content, information, consumer reviews, data and materials from, and the products and services available through, this Website solely for your personal and non-commercial use. Before you act on any content or information from our Website, you should independently confirm any facts that are important to your decision. IF YOU RELY ON ANY CONTENT, INFORMATION OR OTHER MATERIALS, PRODUCTS, OR SERVICES AVAILABLE THROUGH OUR WEBSITE, YOU EXPRESSLY AGREE THAT YOU DO SO SOLELY AT YOUR OWN RISK. YOU UNDERSTAND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT YOU MAY INCUR AS A RESULT OF YOUR USE OF ANY CONTENT, INFORMATION OR OTHER MATERIALS, PRODUCTS OR SERVICES.
We do not intend to provide any products or services to individuals who reside in the European Union. If you are an individual resident within the European Union, do not provide us with any of your personal information.
In order to purchase products or services from this Website, you must be at least eighteen (18) years of age and use a credit card. You are solely responsible for ensuring that the use of the Website in accordance with these Terms and Conditions in your jurisdiction of residence is permitted by law or regulation.
We have in place what we believe to be reasonable physical, electronic and managerial procedures to safeguard and help prevent unauthorized access of, maintain data security for and correctly use the information we collect online. However, while such reasonable efforts are intended to ensure the confidentiality of your private and personal information available as a result of your use of this Website, we cannot and do not warrant or guarantee the absolute safety and security of confidential data on the Internet.
You may have the opportunity to post or otherwise submit content and information, including but not limited to consumer reviews, opinions, data, materials, know how, concepts, inventions, techniques, or other postings or communications (collectively, “User Content”), to us via this Website, whether by posting to a public area of this Website (e.g., blogs or message boards) or by other submission to us through email, SMS/text messages or other means of electronic communication. By submitting any such User Content to us or posting any such User Content in any public area of this Website, you:
You also permit any other user of this Website to access, view, store or reproduce your User Content for that user’s personal use, which such use may include disclosure to third parties. By posting or submitting such User Content, you hereby waive any claim that we misappropriated any such User Content or any portions thereof. Once your User Content is published, we have no obligation to withdraw it.
You assume all risks associated with your User Content, including any other person’s reliance on its quality, accuracy, or reliability, any disclosure by you of information in User Content that personally identifies you, and any violations of any other person’s rights or any laws caused by your User Content. You may not imply that your User Content is approved or endorsed by us or any of our affiliates. User Content does not reflect the opinion or views of us of any of our affiliates.
We and our owners, affiliates and licensees may display advertising with or next to your User Content. We are not obligated to provide you with any compensation in connection with such advertising.
You further represent and warrant that any and all User Content that you provide will not constitute or include viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam" or unsolicited commercial electronic messages. You may not use a false e-mail address or false identity, impersonate any person or entity, or otherwise mislead as to the origin of User Content.
We may provide a variety of services on this Website through which you can directly interact with others, such as email services, blogging services, chat rooms, communications tools, forums and other public posting areas (“Communications Services”). (For purposes of these Terms and Conditions, all references to this Website generally include all Communication Services available through this Website.) We cannot and do not review every posting made in these Communications Services. You may well read any given posting before anyone on our staff does. You can expect these Communications Services to include information and opinions from a variety of individuals and organizations other than us. We do not endorse or guarantee the accuracy of any posting, regardless of whether the posting comes from a user, from a celebrity or “expert” guest or from a member of our staff, and we are not responsible or liable for, and do not assume any responsibility in respect of, the views and opinions expressed. We encourage an open exchange of information and User Content, but we want everyone to be able to enjoy these Communications Services.
We do not, in the ordinary course of business, review private electronic messages that are not addressed to us. However, we reserve the right to do so and to use any other forms of information available to us by virtue of your use of this Website and any Communication Services (including, for example, reverse IP address inquiry) in order to comply with the law, to enforce these Terms and Conditions or to protect the rights, property or safety of visitors to this Website and/or users of any Communications Services, our customers, the public or us and our affiliates, licensors or licensees. We reserve the right (but assume no obligation) to review the content of this Website, including blogs, message boards, chat rooms, listings, forums and other User Content posted to this Website or via any Communications Services to determine compliance with these Terms and Conditions and any other rules established by us, and to satisfy any law, regulation or authorized government request. We shall have the right, in our sole discretion, to delete, move, refuse to post and/or edit any messages, listings, postings or other User Content that we consider unacceptable or inappropriate, whether for legal or other reasons.
By using this Website and/or any Communications Services, you agree not to post, submit or transmit through this Website or via any Communications Services any User Content or other information that (i) violates or infringes in any way upon the rights of others, (ii) is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, misleading, fraudulent or otherwise objectionable, (iii) encourages conduct that would constitute a criminal offense or give rise to civil liability or otherwise violate any law, or (iv) without our express prior approval, contains advertising or any solicitation with respect to products or services. The sender of any User Content to this Website or via any Communications Services or otherwise shall be solely responsible for the content and information contained therein, including its truthfulness and accuracy. By posting to this Website or via any Communications Services, or otherwise submitting User Content, you represent and warrant that you either own or otherwise control all rights necessary for you to provide, post, upload or submit such User Content. Without limiting the foregoing, you shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, or other proprietary rights or any other harm resulting from any User Content submitted by you to or through this Website or via any Communications Services. We reserve the right to deny access to this Website and/or any Communications Service to anyone who violates these Terms and Conditions or who, in our judgment, interferes with the ability of others to enjoy this Website or Communication Services, or infringes the rights of others. We will comply with the requirements of the law regarding disclosure of any messages to others, including law enforcement agencies. We do not guarantee that the Website will be free from User Content that is inaccurate, deceptive, offensive, threatening, defamatory, unlawful or otherwise objectionable.
We respect the rights of all copyright holders and have adopted and implemented a policy that provides for the removal of content from this Website under certain circumstances. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent the following information required by the Digital Millennium Copyright Act, 17 U.S.C. 512:
For copyright inquiries, including notification of claims of infringement, please contact our Copyright Agent at:
We may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of this Website, or to identify, contact or bring legal action against you or anyone else who may be causing injury to or interference with (either intentionally or unintentionally) our rights or property, or the rights or property of visitors to or users of this Website, including our customers. We reserve the right at all times to disclose any information that we deem necessary to comply with any applicable law, regulation, legal process or governmental request. We also may disclose your information when we determine that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes. You acknowledge and agree that we may preserve and store any communication by you with us through this Website or any service offered on or through this Website and may also disclose such data if required to do so by law or if we determine that such disclosure is reasonably necessary to (i) comply with legal process, (ii) enforce these Terms and Conditions, (iii) respond to claims that any such data violates the rights of others, or (iv) protect our rights, property or personal safety and/or our affiliates, employees, users of or visitors to this Website or the public.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT OUR WEBSITE AND ALL CONTENT, INFORMATION OR OTHER MATERIALS, PRODUCTS OR SERVICES AVAILABLE THROUGH OUR WEBSITE ARE PROVIDED BY US ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND THAT YOUR USE OF OUR WEBSITE AND ALL CONTENT, INFORMATION OR OTHER MATERIALS, PRODUCTS OR SERVICES AVAILABLE THROUGH OUR WEBSITE IS ENTIRELY AT YOUR OWN RISK. You understand that there may be delays, omissions, interruptions, inaccuracies and/or other problems with the information, products and services available through, published on or promoted over this Website, including information, products and services referred to, advertised or promoted on or sold through this Website. Neither we nor our affiliates, licensors or licensees warrant that this Website will be uninterrupted or error free; nor do we or they make any warranty as to the results that may be obtained from use of this Website or as to the accuracy, reliability or completeness of content or any information, product or service provided or made available through this Website. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE, AND OUR AFFILIATES, LICENSORS AND LICENSEES, SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED BY STATUTE OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT WITH RESPECT TO THIS WEBSITE AND/OR YOUR USE THEREOF.
NEITHER WE, NOR ANY OF OUR AFFILIATES, LICENSORS OR LICENSEES, SHALL HAVE ANY LIABILITY FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN THE CONTENT, INFORMATION OR OTHER MATERIALS, PRODUCTS OR SERVICES CONTAINED WITHIN OR OTHERWISE AVAILABLE THROUGH OUR WEBSITE. IN NO EVENT SHALL WE, OR ANY OF OUR AFFILIATES, LICENSORS OR LICENSEES, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DAMAGES, OTHER THAN DIRECT DAMAGES, ARISING OUT OF YOUR ACCESS TO OR USE OF, OR INABILITY TO USE, OUR WEBSITE OR ANY CONTENT, INFORMATION OR OTHER MATERIALS, PRODUCTS OR SERVICES WITHIN OR OTHERWISE AVAILABLE THROUGH OUR WEBSITE, OR OUR USE OF ANY MATERIALS THAT YOU PROVIDE TO US. IN ADDITION TO AND WITHOUT LIMITING THE FOREGOING LIMITATION OF LIABILITY, IN NO EVENT SHALL WE, OR ANY OF OUR AFFILIATES, LICENSORS OR LICENSEES, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR SIMILAR DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST REVENUES OR PROFITS, OR LOSS OF BUSINESS OR DATA), EVEN IF WE OR ANY SUCH OTHER PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Without limiting the foregoing, you agree that the entire aggregate liability of us and our affiliates, licensors, and licensees, if any, arising out of any kind of legal claim (whether in contract, tort or under any other legal theory) arising out of your access to or use of, or inability to use, our Website or any content, information or other materials, products or services within or otherwise available through our Website, or our use of any materials that you provide to us, will not exceed one hundred dollars ($100).
To the extent that the jurisdiction where you reside does not allow limitations on the period of an implied warranty or the exclusion or limitation of liability for consequential or incidental damages, some of the above limitations may not apply to you.
You hereby release and agree to indemnify, defend and hold harmless us, and our affiliates, licensors and licensees, including our Supporting Providers (defined below), from and against any and all claims, actions, suits, proceedings, costs, demands, liabilities, losses, damages and expenses, including, without limitation, attorneys’ fees, arising from or relating to: (i) your breach of these Terms and Conditions or any matter for which you are responsible or liable under the terms of these Terms and Conditions, (ii) third party claims with respect to our use of any User Content that you have posted on this Website or of any materials that you provide to us, including, but not limited to, infringement of copyright, trade secret, patent, trademark, proprietary rights, or any other claims, or (iii) any dispute between you and any third party, including, without limitation, any other user, any advertiser or any party to any actual, prospective or terminated sale or transaction. If you are a California resident, you hereby waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
You agree that any and all causes of action arising out of or relating to our Website or any of the content, information or other materials, products or services within or otherwise available through our Website shall be resolved individually, WITHOUT RESORT TO ANY FORM OF CLASS ACTION.
Any waiver of any provision of the Terms and Conditions will be effective only if in writing and signed by us.
If you are visiting our Website from a location outside the United States, your connection will be through and to servers located in the United States. By using our Website, or providing us with information, you (a) acknowledge that the Website is subject to the laws of the United States, (b) consent to the collection, processing, maintenance and transfer of such information in and to the United States and other applicable territories in which the privacy laws may not be as comprehensive as or equivalent to those in the country where you reside and/or are a citizen, and (c) waive any claims that may arise under those laws.
Your use of our Website for spamming is strictly prohibited. By using our Website, you agree not to use information concerning other users of our Website, or any items such users have listed or searched for on our Website (including, without limitation, listing information, user names, email addresses, telephone numbers, and/or other information), for any purpose that is not expressly permitted by these Terms and Conditions. You may not post information directed to or collect personal information from any minor.
You shall use our Website and the content, information or other materials, products and services within or otherwise available through our Website for lawful purposes only. Any conduct by you that in our judgment and discretion restricts or inhibits any other person from using or enjoying our Website or the content, information or other materials, products or services within or otherwise available through our Website will not be permitted.
You agree that all notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions, or portion thereof, to be unenforceable, all other terms and conditions shall remain in full force and effect.
Our failure to enforce any provision of these Terms and Conditions will not be deemed a waiver of future enforcement of that or any other provision of these Terms and Conditions.
If you have any questions, please contact us at
TERMS AND CONDITIONS LAST UPDATED 23/09/2020