Acceptance of the Terms of Use
These terms of use entered into by and between you and Exipert, Inc. dba CheckMark Network, its subsidiaries and affiliates (collectively, “CMN”, “we”, “us”, or “our”). The following terms and conditions, together with any documents they incorporate by reference (collectively, the “Terms of Use”), govern your access to and use of our website and our services (the “Services”).
Please read the Terms of Use carefully before you use our website or our Services. By using our Services or by clicking to accept or agree to these Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at [checkmarknetwork.com/privacy], incorporated herein by reference (the “Privacy Policy”). If you do not agree to these terms, you must not access or use our website or our Services.
These Terms of Use are not intended and are not to be construed to amend, modify, or supersede any other terms agreed to and accepted by you in connection with any other products or services offered by CMN.
Changes to the Terms of Use
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of our website and Services thereafter. However, any changes to the dispute resolution provisions set out in the section entitled Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or before the date the change is posted for public access by us.
Your continued use of our website and Services following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check our website from time to time so you are aware of any changes, as they are binding on you.
Account Registration and Website Intellectual Property
To access our website or some of the Services we offer, you may be asked to provide certain registration details or other information. It is a condition of your use of the Services that all the information you provide to us is correct, current, and complete. You agree that all information you provide to register with us or otherwise, including but not limited to through the use of any interactive features on our website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to our website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
You shall not:
a) copy our website, except as expressly permitted by this license;
b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of our website;
c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of our website or any part thereof;
d) use any unauthorized process or software that intercepts, collects, reads, or “mines” information generated or stored by our website;
e) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from our website, including any copy thereof;
f) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available our website, or any features or functionality of our website, to any third party for any reason;
g) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting our website;
h) use our website or the Content to violate any applicable law or regulation;
or
i) engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our website, or which, as determined by us, may harm us or other users of the website or expose them to liability.
We reserve and shall retain our entire right, title, and interest in and to our website, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms of Use.
Use of Communication Services
Our website may contain social media features, chat areas, news groups, forums, communities, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.
By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded, restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.
We have no obligation to monitor any Communication Services provided in connection with the Website. However, we reserve the right to review materials posted to a Communication Service and to remove any materials in our sole discretion. We reserve the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
We reserve the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in our sole discretion.
We advise you to always use caution when giving out any personally identifying information about yourself or others in any Communication Service. We do not control or endorse the content, messages or information found in any Communication Service and, therefore, we specifically disclaim any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized Company spokespersons, and their views do not necessarily reflect those of the Company.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload any such materials.
International Users
Our website is controlled, operated and administered by us from our offices within the USA. If you access our website from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use our website or Services in any country or in any manner prohibited by any applicable laws, restrictions or regulations.
Indemnification
To the fullest extent permitted by law, and except to the extent arising from CMN’s recklessness, gross negligence or intentional misconduct, you agree to indemnify, defend, and hold CMN and its affiliates, officers, directors, shareholders, parents, subsidiaries, employees, consultants, agents, third party service providers, licensors and licensees harmless from any and all third party claims, liability, damages and/or costs (including, but not limited to reasonable attorneys’ fees and disbursements) arising from (a) a third party claim, action or allegation of infringement, misuse or misappropriation based on information, data, files or other material submitted by you to CMN; (b) any fraud, manipulation or other breach of these Terms of Use by you; (c) any third party claim, action or allegation brought against CMN arising out of or relating to a dispute with you relating to your purchase, sale or use of CMN Services; (d) your violation of any law or the rights of a third party; or (e) your use of the CMN website or the use of your account information by any third party who obtained access to that information through no fault of CMN. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with us in asserting any available defenses. You shall not settle any action or claims on our behalf without our prior written consent.
Liability Disclaimer
THE CMN WEBSITE IS PROVIDED TO YOU “AS IS” AND “AS AVAILABLE,” AND CMN MAKES NO REPRESENTATIONS OR WARRANTIES RELATING TO ITS WEBSITE (INCLUDING, WITHOUT LIMITATION, THE PERFORMANCE, AVAILABILITY, CONTENTS OR FUNCTIONS OF THE WEBSITE) OR RELATING TO ANY PRODUCTS, SERVICES, ADVERTISEMENTS, OR WEBSITES ACCESSED OR OBTAINED THROUGH THE WEBSITE, INCLUDING, WITHOUT LIMITATION, EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT OF THIRD PARTY RIGHTS AND TITLES, AS WELL AS ANY IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR COURSE OF PERFORMANCE. CMN IS UNDER NO OBLIGATION TO PERFORM ANY ADJUSTMENTS OR REPAIRS OF THE WEBSITE.
YOU UNDERSTAND THAT IN NO EVENT WILL CMN OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, LICENSORS, LICENSEES, EMPLOYEES, CONSULTANTS, OR THIRD PARTY SERVICE PROVIDERS BE LIABLE FOR ANY DIRECT (OTHER THAN REFUNDS OR CREDITS), CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, CMN’S PROVISION OF ITS WEBSITE, THE INABILITY TO USE THE WEBSITE OR RESULTING FROM ANY OTHER PRODUCTS OR SERVICES PURCHASED OR OBTAINED, MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE WEBSITE, EVEN IF CMN OR ANY RELATED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, TO THE FULLEST EXTENT PERMITTED BY LAW. IN ANY EVENT, THE AGGREGATE LIABILITY OF CMN AND ANY THIRD PARTY SERVICE PROVIDERS UNDER THESE TERMS SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00).
Termination / Access Restriction
We reserve the right, in our sole discretion, to terminate your access to our website and Services or any portion thereof at any time, without notice. Use of our website is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including, without limitation, this section.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and CMN as a result of your agreement to these Terms of Use or through your use of our website. Our performance of these Terms of Use is subject to existing laws and legal process, and nothing contained in these Terms of Use is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your use of our website or information provided to or gathered by us with respect to such use.
Arbitration
YOU AND CMN AGREE THAT, AT THE REQUEST OF EITHER YOU OR US, ANY DISPUTE ARISING OUT OF OR RELATING TO THESE TERMS OF USE SHALL BE RESOLVED BY INDIVIDUAL ARBITRATION ONLY, EXCEPT THAT ANY DISPUTE OR CLAIM THAT MAY BE BROUGHT IN SMALL CLAIMS COURT OR ANY CLAIM THAT CANNOT BE ARBITRATED UNDER APPLICABLE LAW SHALL NOT BE SUBJECT TO ARBITRATION. ANY SUCH ARBITRATION SHALL BE THE PARTIES’ SOLE AND EXCLUSIVE REMEDY. BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT ANY SUCH DISPUTE WILL BE DECIDED BY A NEUTRAL THIRD PARTY OUTSIDE OF COURT AND THAT YOU ARE WAIVING THE RIGHTS TO SUE IN A COURT OF LAW AND TO HAVE A JURY TRIAL REGARDING SUCH DISPUTE.
The arbitration will be administered by the American Arbitration Association under its then current Commercial Arbitration Rules. The arbitrator shall not have the authority to join or combine the claims of more than one person or to hear or decide any class, collective or representative action of any kind against the Company or you. The award of the arbitrator shall be final and binding and judgment on it may be entered in any court of competent jurisdiction. The arbitration shall take place in New Jersey. You and CMN shall pay their own filing and legal fees and other expenses, unless provided otherwise by law. The interpretation and enforcement of this arbitration provision shall be governed by the Federal Arbitration Act. This provision shall survive any termination of these Terms of Use.
Waiver of Right to Jury Trial
YOU AND CMN WAIVE THE RIGHT TO A JURY TRIAL IN ANY DISPUTE OR CLAIM BETWEEN YOU AND US THAT PROCEEDS IN COURT, WHETHER OR NOT ARISING FROM OR RELATED TO THESE TERMS OF USE, AND AGREE THAT THE DISPUTE OR CLAIM WILL BE HEARD AND DECIDED ONLY BY A JUDGE. This provision shall survive any termination of these Terms of Use.
Waiver of Class, Collective and Representative Actions
YOU AND CMN WAIVE THE RIGHT TO COMMENCE, BE A PARTY TO, JOIN OR BE AN ACTUAL OR PUTATIVE CLASS MEMBER OF ANY CLASS, COLLECTIVE OR REPRESENTATIVE ACTION OF ANY KIND IN ANY FORUM, INCLUDING IN COURT AND ARBITRATION, ARISING FROM OR RELATED TO THESE TERMS OF USE. This provision shall survive any termination of these Terms of Use.
Miscellaneous
Governing Law. These Terms of Use will be construed and interpreted in accordance with the federal laws of the United States of America and the applicable laws of the State of New Jersey, without reference to its conflict of laws rules.
Severability. If any portion of these Terms of Use is held to be invalid or otherwise unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be invalidated or otherwise affected.
Headings. Headings are for reference only and in no way define, limit, construe or describe the scope or extent of such section.
Waiver. CMN’s failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
Contact Us
CMN welcomes your questions or comments regarding these Terms of Use:
Exipert, Inc. dba CheckMark Network
2033 Main St., Suite 600
Sarasota, FL 34237
+1 201 798 2525
support@checkmarknetwork.com