This Terms of Use (the “Terms”) is a legal agreement between the Company and Accessibility.com, LLC and its corporate affiliates, subsidiaries, and divisions as may change from time to time (collectively, “Accessibility.com,” “we,” “us,” and “our”). These terms together with our Privacy Policy apply to Accessibility.com’s websites, and other digital and interactive services that link to these Terms (together, the “Services”) and the “Company” refers to the company contracting to use such services.
Company acknowledges and agrees that, by accessing or using the Services or by uploading or posting any User Content (as defined below) to the Services, the Company, and permitted assigns (collectively, “Company”) are indicating that Company have read, understand, and agree to be bound by these Terms. If Company does not agree to these Terms, then Company have no right to access or use the Services and should not continue doing so.
We may, from time to time, modify these Terms. Please check this page periodically for updates. Any changes will be posted on the Services. If Company does not agree to, or cannot comply with, the modified Terms, Company must stop using the Services. The updated Terms will take effect after their posting and will apply on a going-forward basis, unless otherwise provided in a notice to Company, and except where Company either is a corporate entity within, or access Services from, the United States of America as provided in the Mandatory Arbitration and Class Action Waiver section of these Terms. Company continued use of the Services after any such update constitutes Company binding acceptance of such changes.
Additional terms may apply to Company use of the Services. We will provide these terms to Company or post them on the Services in connection with the features to which they apply; they are incorporated by reference into these Terms. For example, Accessibility.com’s Privacy Policy (which describes how we collect, use and disclose Company data and Company consent to such collection, use, and disclosure) is incorporated by reference and is a part of these Terms. If there is a conflict between these Terms and any additional terms that apply to a particular feature of the Services, the additional terms will control, but only to the extent of the conflict.
1.1 Eligibility. To use the Services Company must be, and represent and warrant that the Company have the legal authority in which Company are accessing the Services. By using the Services on behalf of any third party, Company is representing to us that Company is an authorized representative of that third party and that Company use of the Services constitutes that third party’s acceptance of these Terms. If Company have been previously prohibited from accessing the Services by Accessibility.com, Company is not permitted to access the Services.
1.2 Use Outside the United States of America. The Services are controlled and offered by Accessibility.com from the United States of America. Accessibility.com makes no representations that the Services are appropriate for use in other locations. Company who access or use the Services from other locations do so at their own risk and are responsible for compliance with local law.
2.1 Account Registration and Confidentiality. If Company creates an account to use any of the Services, during the registration process, Company must select a user name and password. It is Company responsibility to ensure that Company password remains confidential. By registering, Company agrees that Company will not allow others to use Company account and that Company is fully responsible for all activities that occur under Company user name. We may assume that any communications we receive under Company account have been made by Company.
2.2 Unauthorized Account Use. Company agrees to notify Accessibility.com immediately of any unauthorized use of Company account or any other breach of security. We will not be liable for any loss, damages, liability, expenses, or legal fees that Company may incur as a result of someone else using Company password or account, either with or without Company knowledge, and regardless of whether Company have or have not advised us of such unauthorized use. Company will be liable for losses, damages, liability, expenses, and legal fees incurred by Accessibility.com or a third party due to someone else using Company account.
2.3 No Obligation to Retain a Record of Company Account. Subject to our Privacy Policy, Accessibility.com has no obligation to retain a record of Company account or any data or information that Company may have stored for Company convenience by means of Company account or the Services.
2.4 Payment. In using the Services, Company acknowledges and agrees that it will be automatically renewed by invoice thirty (30) days prior to the expiration of the term of the Company contract unless Company has notified Accessibility.com prior to the expiration of Company contract within the Vendor Directory portal. Company agrees to payment of such renewal invoice within thirty days of the invoice date.
3.1 Intellectual Property Rights. The Services and all associated intellectual property rights are owned and operated by Accessibility.com and contain material which is derived in whole or in part from material supplied by Accessibility.com and its partners, as well as other sources, and is protected by copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws. The Services are also protected as a collective work or compilation under copyright and other law and treaties. Company agrees to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Services. Company acknowledges that the Services have been developed, compiled, prepared, revised, selected, and arranged by Accessibility.com and others through the application of methods and standards of judgement developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of Accessibility.com and such others. Company agrees that Company have and shall have no right over any of the proprietary rights in or associated with the Services save as set out in these Terms, and Company shall protect such rights of Accessibility.com and all others having rights in the Services during and after the term of these Terms and to comply with all reasonable written requests made by Accessibility.com or its suppliers and licensors of content or otherwise (“Suppliers”) to protect their and others’ contractual, statutory, and common law rights in the Services. Company agrees to notify Accessibility.com immediately upon becoming aware of any unauthorized access or use of the Services by any individual or entity or of any claim that the Services infringe upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Services shall, as between Company and Accessibility.com, at all times be and remain the sole and exclusive property of Accessibility.com.
3.2 Use of Marks. Company may not use any of Accessibility.com’s trademarks, trade names, service marks, copyrights, or logos in any manner which creates the impression that such items belong to or are associated with Company or, except as otherwise provided herein, are used with Accessibility.com’s consent, and Company acknowledge that Company have no ownership rights in or to any such items. Company acknowledges and agrees that the use of Accessibility.com’s Vendor Directory in no way represents recommendation, approval or sanction of Company products or services.
4.1 Company Content. The Services may enable Company to submit, post, upload, or otherwise make available (collectively, “post”) content such as product or services details and descriptions, video clips, photographs, reviews, public messages, ideas, comments and other content (collectively, “Company Content”) that may or may not be viewable by other Vendor Directory users. Company acknowledge and agree that all Company Content, whether publicly posted or privately transmitted shall be subject to our Privacy Policy and is the sole responsibility of the person from whom the Company Content originated. Company further agrees that Company have all required rights to post such Company Content without violation of any third-party rights.
4.2 Our License to Company Content. When Company post Company Content on or through the Services, Company grant Accessibility.com a world-wide, perpetual, irrevocable, royalty-free, non-exclusive, and sub-licensable license to use, copy, distribute, reproduce, modify, edit, adapt, publicly perform, publicly display, translate, create derivative works from, sell, lease, transmit, disassemble, and publish such Company Content, in whole or in part, in any format or medium now known or developed in the future, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. Company acknowledges and agree that Company user name may be associated with any Company Content that Company post.
4.3 Company Content Representations. Company represents and warrants to us that Company own or otherwise control all rights to any Company Content Company post on or through the Services. Company agrees that Company will indemnify, defend, and hold harmless Accessibility.com against all claims, actions, proceedings, losses, damages, expenses, and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with resulting from Company Content Company post. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event, Company will cooperate with Accessibility.com in asserting any available defenses.
4.4 Company Content Review. Company acknowledges and agrees that Accessibility.com and its designees may or may not, at Accessibility.com’s discretion, pre-screen Company Content before its appearance on the Vendor Directory and Services, but that Accessibility.com has no obligation to do so. Company further acknowledges and agree that Accessibility.com reserves the right (but does not assume the obligation) in its sole discretion to reject, move, edit, or remove any Company Content that is contributed to the Vendor Directory and Services. Without limiting the foregoing, Accessibility.com and its designees shall have the right to remove any Company Content that violates these Terms or is otherwise objectionable in Accessibility.com ’s sole discretion. Company acknowledges and agrees that Accessibility.com does not verify, adopt, ratify, or sanction Company Content, and Company agree that Company must evaluate and bear all risks associated with Company use of Company Content or Company reliance on the accuracy, completeness, or usefulness of Company Content. Company understands that by using the Vendor Directory and Services, Company may be exposed to Company Content that Company may consider offensive or objectionable. Company also acknowledges that Accessibility.com is a provider of an interactive computing service, Accessibility.com expressly reserves its rights to not be treated as the publisher or speaker of any information provided by another information content provider on or through the Vendor Directory and Services.
Furthermore, Company acknowledges and agree that if Vendor Directory and Services provide Company with an opportunity to interact with a third party’s service, e.g., Facebook, Twitter, others, Company agrees to abide by that third party’s terms of service and privacy policy, and we encourage Company to review such terms of service.
4.5 User Feedback. Any information provided to us by e-mail or other mediums, including but not limited to feedback, data, answers, questions, comments, suggestions, plans, ideas, or the like, shall be deemed to be non-confidential, and we assume no obligation to protect such information from disclosure. The submission of such information to us shall in no way prevent the Accessibility.com use, manufacture or use of similar products, services, plans and ideas by us for any purpose whatsoever, and we shall be free to reproduce, use, disclose and distribute the information to others without restriction.
5.1 Company License. Subject to Company compliance with these Terms, we grant Company a limited, non-exclusive, non-sublicensable, non-transferable, and revocable right to access and use the Vendor Directory and Services for Company use for the purpose that it is provided consistent with the Terms.
5.2 Prohibited Uses. Use of the Vendor Directory and Services for any illegal purpose, or any other purpose not expressly permitted in these Terms, is strictly prohibited. Without limitation, Company will not:
Accessibility.com reserves the right, in its sole and absolute discretion, to remove any Company Content, block access to the Services, and/or cancel the account of any user.
Company acknowledges, consents, and agrees that Accessibility.com may access, preserve, and disclose Company account information and/or any Company Content Company submits or makes available for inclusion on the Vendor Directory and Services, if required to do so by law or in a good faith belief that such access, preservation, or disclosure is permitted by Accessibility.com’s Privacy Policy or reasonably necessary or appropriate for any of the following reasons: (1) to comply with legal process; (2) to enforce these Terms; (3) to respond to claims that any content violates the rights of third parties; (4) to protect the rights, property, or personal safety of Accessibility.com, its agents and affiliates, its users, and the public; or (5) to address Company requests.
To the extent that Company makes a purchase of Vendor Directory or Services offered by Accessibility.com, such purchase will be subject to separate terms of sale presented on the website or online service where the purchase is made.
COMPANY EXPRESSLY UNDERSTAND AND AGREE THAT:
IN NO EVENT WILL ACCESSIBILITY.COM, ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, OR REPRESENTATIVES (AND ALL SUCCESSORS AND ASSIGNS OF ANY OF THE FOREGOING) (COLLECTIVELY “ACCESSIBILITY.COM” FOR PURPOSES OF THIS SECTION) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM THE PERFORMANCE, USE OF OR THE INABILITY TO USE THE SERVICES OR PRODUCTS, EVEN IF ACCESSIBILITY.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, VIOLATION OF STATUTE OR OTHERWISE. ACCESSIBILITY.COM WILL NOT BE LIABLE FOR THE COST OF REPLACEMENT PRODUCTS, LOSS OF REVENUE OR LOSS OF GOOD WILL. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE VENDOR DIRECTORY OR SERVICE TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT OR SERVICE ACCESSIBILITY.COM’S MAXIUM LIABILITY WILL BE $100.
ACCESSIBILITY.COM’S SERVICES ARE PROVIDED FOR COMMERCIAL OR BUSINESS PURPOSES, AND WE HAVE NO LIABILITY TO COMPANY FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY.
ACCESSIBILITY.COM DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SERVICE, AND ACCESSIBILITY.COM WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN COMPANY AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. ACCESSIBILITY.COM WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. COMPANY VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW.
If Company are a California entity, Company hereby waives California Civil Code §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.” This release includes the criminal acts of others.
COMPANY AGREE TO INDEMNIFY, DEFEND, AND HOLD ACCESSIBILITY.COM AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, OR REPRESENTATIVES (AND ALL SUCCESSORS AND ASSIGNS OF ANY OF THE FOREGOING), HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING WITHOUT LIMITATION, REASONABLE LEGAL FEES AND DISBURSEMENTS, MADE BY ANY THIRD PARTY IN CONNECTION WITH OR ARISING OUT OF COMPANY USE OF THE SERVICES, COMPANY CONNECTION TO THE SERVICES, COMPANY VIOLATION OF THE TERMS OR THE ACCESSIBILITY.COM PRIVACY POLICY, COMPANY VIOLATION OF AN APPLICABLE LAW, COMPANY SUBMISSION, POSTING, OR TRANSMISSION OF COMPANY CONTENT TO THE SERVICES, AND/OR COMPANY VIOLATION OF ANY RIGHTS OF ANOTHER. WE RESERVE THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF SUCH DISPUTES, AND IN ANY EVENT, COMPANY WILL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES.
Company correspondence or business dealings with, or participation in promotions with advertisers found on or through the Vendor Directory and Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between Company and such advertiser. Company agrees that Accessibility.com shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on or through the Services.
The Vendor Director and Services may provide (1) information and content provided by third parties; (2) links to third-party websites or resources, such as product or service ratings; and (3) third-party products and services for sale directly by Company. Accessibility.com is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for (i) any content, advertising, products, or other materials on or available from such sites or resources, (ii) any errors or omissions in these websites or resources, or (iii) any information handling practices or other business practices of the operators of such sites or resources. Company further acknowledges and agrees that Accessibility.com shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any linked sites or resources. Company interactions with such third parties will be governed by the third parties’ own terms of service and privacy policies, and any other similar terms.
13.1 Modification of Services. Accessibility.com reserves the right at any time to modify or discontinue, temporarily or permanently, the Services (or any part thereof), with or without notice. Company agrees that Accessibility.com shall not be liable to Company or any third party for any modification, suspension or discontinuance of the Services.
13.2 Termination. These Terms are effective unless and until terminated by Company or Accessibility.com. Accessibility.com may, in our sole and absolute discretion, deny Company access to all or part of the Vendor Directory and Services at any time for any or no reason at all, with or without notice to Company. Grounds for such termination shall include, but not be limited to, (a) breaches or violations of these Terms or other agreements, (b) requests by law enforcement or government agencies, (c) discontinuance or material modification of the Services (or any part thereof), (d) unexpected technical or security issues or problems, (e) extended periods of inactivity (f) activities related to protecting the rights, property or safety of Accessibility.com, its agents and affiliates, its users and the public; or (g) if Company provide any information, including registration information, that is false, inaccurate, out-of-date, or incomplete. If we terminate for no reason Company right to access the Services, we will fulfill our obligations to Company related to any order outstanding at the time of termination. If Company terminate Company account, Company will remain liable under these Terms for any purchase made prior to termination. If we terminate Company right to access the Services, these Terms will terminate and all rights Company have to access the Services will immediately terminate; however, certain provisions, rights, remedies, obligations or liabilities accrued up to the date of termination set out in these Terms will still apply post termination, including without limitation where Company are a resident of the USA, the Mandatory Arbitration and Class Action Waiver provisions. Termination of Company account may also include, at Accessibility.com’s sole discretion, the deletion of Company account and/or Company Content.
14.1 Initial Dispute Resolution. Most disputes can be resolved without resorting to formal litigation. If Company has any dispute with Accessibility.com, Company agrees that before taking any formal action, Company will contact us at Contact@Accessibility.com, and provide a brief, written description of the dispute and Company contact information (including Company user name, if Company dispute relates to an account). The parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with Accessibility.com, and good faith negotiations shall be a condition to either party initiating a lawsuit.
14.2 Dispute Resolution. Before initiating any legal claim or action (except with respect to equitable relief), the Parties agree to attempt in good faith to settle any dispute, controversy, or claim as outlines above through discussions, which such discussions shall be promptly initiated upon either Party’s receipt of a written notice of Dispute from the other Party. If the Parties cannot resolve the Dispute within 30 (30) days of a Party’s receipt of such written notice of Dispute, then the Parties may proceed to seek resolution of the Dispute through other available means. The Parties hereby consent to the exclusive jurisdiction of the federal and state courts in Florida for purposes of any actions or claims brought in connection with this Agreement.
14.3 Governing Law. These Terms and Agreement shall be governed by the laws of the State of Florida, U.S.A., without reference to any conflicts of law principles that would cause the application of the law of any other jurisdiction.
14.4 Class Action Waiver. The parties further agree to waive any formal Class Action Lawsuit and that any Class Action Lawsuit shall be resolved via Mediation which will be conducted in the party’s respective individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. COMPANY AND ACCESSIBILITY.COM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN COMPANY OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
14.5 Prevailing Party Attorney’s Fees. Should Accessibility.com prevail in any informal or formal action against Company or be forced to retain attorneys to defend against any formal or informal action by Company, then Accessibility.com shall be entitled to receive prevailing party attorney’s fees and costs from Company.
These Terms will be interpreted in accordance with the laws of the Florida, without regard to its conflict-of-law provisions. If any part of these Terms is considered invalid, it shall be enforced as effectively as possible while all other provisions remain in full effect.
16.1 Force Majeure. Under no circumstances shall Accessibility.com or its licensor or supplier be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control.
16.2 No Waiver; Severability. No waiver of any term of these Terms will be binding unless in writing, no waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and the failure of Accessibility.com to exercise or enforce any right or remedy in these Terms does not waive that right or remedy. If an arbitrator or a court of competent jurisdiction finds any provision of these Terms to be invalid, the parties agree that the court should endeavor to give effect, to the maximum extent permitted by law, to the parties’ intentions as reflected in the provision, and the other provisions of these Terms will remain in full force and effect.
16.3 Third-Party Beneficiaries. Company agrees that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
16.4 Miscellaneous. These Terms (and all terms and conditions incorporated herein) constitute the entire agreement between Company and Accessibility.com and govern Company use of the Vendor Directory, Services and products provided by Accessibility.com, and supersede any prior agreements between Company and Accessibility.com on the subject matter. These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by Company. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Accessibility.com without restriction. These Terms bind and inure to the benefit of each party and the party’s successors and permitted assigns. These Terms may not be modified by an oral statement by a representative of Accessibility.com. No agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms. Company agree that any agreements made by and between Company and us in electronic form are as legally binding as if made in physical written form. These Terms will not be construed against the drafter. “Include(s)” or “including” means, respectively, “include(s) without limitation” or “including without limitation”, unless expressly stated otherwise. If Company is using the Services for or on behalf of the U.S. government, Company license rights do not exceed those granted to non-government consumers. The section titles in these Terms are for convenience only and have no legal or contractual effect.
16.5 Notices. We may deliver notice to Company by e-mail, posting a notice on the Services, or any other method we choose, and such notice will be effective on dispatch. If Company gives notice to us, it will be effective when received, and Company must use the following physical or email address: (1) for US customers, Accessibility.com, 100 SE 2nd St., Suite 2000, PMB 110 Miami, FL 33131; or (2) Contact@Accessibility.com.
If Company has any questions about these Terms, please contact us by email at Contact@Accessibility.com or call us at 305-901-8737.
