When you associate with a Company through your Account, you represent that you currently work for or are associated with such Company in the manner in which you indicate and that you have the authority from that Company to identify yourself as working for or otherwise associated with the Company in the manner in which you do. Certain users of the Site or the Services ("users") will become administrators with the rights to create and/or modify company profiles on the Site (each a "Company Profile") and to accept or reject other users from associating with the Company through their Account ("Company Administrator"). Company Administrators also agree to contact Exeest to withdraw a Member's affiliation with a Company if the Member is no longer working for or associated with such Company. If a Company Administrator is no longer working for or associated with the relevant Company for which he or she is an administrator for, such user agrees to promptly notify Exeest of same. Exeest reserves all rights to designate, remove and/or add Company Administrators. Each Company Administrator represents that it has the authority to act as an administrator for such company and to act on behalf of the company and to undertake the responsibilities of Company Administrator specified in these Terms.
Each user registered for an Account ("Member") shall: (i) preserve and maintain his/her password confidential and secret by taking preventive actions such as logging out of his/her Account after using any of the Services; (ii) notify Exeest immediately of any unauthorized use of any password or Account or any other known or suspected breach of security related to the Site or the Services; (iii) report to Exeest immediately and use reasonable efforts to stop immediately any use, copying, or distribution of Site content or the Services in violation of these Terms that is known or suspected by you; (iv) authorize any other individual to use or access his/her Account; and (v) not impersonate another Exeest user or provide false identity information to gain access to or use the Site and the Services.
If you lose or forget the password to access your Account, please follow the instructions on the Site to obtain a new password.
Unless you are the Company Administrator, the association of your Account with a Company will require the prior consent of the Company Administrator. Each Account may only be associated with one email address and one Company. You may only have multiple accounts associated with more than one Company, if you provide separate email addresses and receive the required permission(s) from the relevant Company Administrators.
Each Company represents that: (i) any user that is acting on its behalf, including, without limitation, who enters into any agreements for Services in exchange for subscription or other fees, has the legal capacity to have the Company bound by these Terms; (ii) the Company Administrator, has the required permission from the Company to act as the Company Administrator and to undertake the responsibilities of Company Administrator specified in these Terms; (iii) the data provided by users claiming an association to the Company is accurate, complete and up to date; (iv) the information included in the Company Profile is truthful and accurate; and (v) the Company's employees and other users under its control shall comply with these Terms. It is the Company's responsibility to accurately manage the Member affiliations to their Company and to cause the Company Administrator to perform its obligations pursuant to these Terms.
Exeest may at its discretion vet certain Members and Companies to ensure the accuracy of Company Profile information and Account Information. Should you be selected to be vetted, you expressly agree that Exeest has the right, but not the obligation, to undertake all legal measures to ensure the accuracy of Company Profile information or your Account information, including, without limitation, to conduct internet searches, utilize internet databases and third party vendors, and contact the Company with which you claim affiliation.
You shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership of and right to use all Account Information if you are an individual, and Company Profile information, if you are a Company or a Company Administrator.
CONDITIONS OF USE
You understand and agree that you are solely responsible for compliance with any and all local, state, federal, provincial, national, or other law or regulation, or any applicable rule, code, regulation or order of a court, administrative agency or other governmental body (collectively, "Law") that may apply to your use of the Site, its content, and the Services.
You agree that the following actions are prohibited and constitute a material breach of these Terms. This list is not meant to be exhaustive, and Exeest reserves the right to determine what types of conduct it considers to be inappropriate use of the Site, its content, or the Services. In the case of inappropriate use, Exeest may take such measures as it determines in its sole discretion.
By way of example, and not as limitation, you agree that you will not and will not cause, advocate, encourage, or assist any third party to:
Upload, post, publish, submit, transmit, distribute or otherwise make available on or through the Site (collectively, "submit") any User Content, as defined below, in an inappropriate category or areas on the Site or the Services.
Use the Site or Services for any purpose or to take any action in violation of any Law.
Violate Exeest's policies or defame, abuse, harass, stalk, threaten or otherwise violate or infringe the rights of any other user or third party, including without limitation, their intellectual property, privacy, publicity or contractual right, or impersonating anyone else or misrepresenting your identity or affiliation.
Provide false, inaccurate, or misleading information as to the origin of your User Content.
Transfer your Account to another party without our consent.
Register for an Account on behalf of an individual other than yourself.
Misrepresent any person or Company or otherwise misrepresent yourself or your affiliation with any person or Company.
Use the Site or the Services to advertise or solicit others to purchase any product or service that is not related to the Services or User Content (unless you are an official Exeest partner or advertiser and have a written agreement with Exeest) or for any commercial or other purposes that are not expressly permitted by these Terms, including, without limitation, distributing bulk unsolicited email messages (sometimes called "spam") promotional materials, pyramid schemes, chain letters, or similar forms of unauthorized advertising or solicitation.
Access the Services if you are our direct competitor, except with our prior written consent, or access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes, including, but not limited to, building a competitive product or service.
Recruit or otherwise solicit any user, including, without limitation, any Member, to join third party services or websites that are competitive to the Site or the Services without our prior written approval.
Copy, adapt, modify, prepare derivative works based upon, distribute, aggregate, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, the Services, or any element thereof, or another user's User Content, except as expressly permitted in these Terms or in any Additional Terms.
Use the Site for unauthorized framing or linking, or via automated devices, bots, agents, crawl, scraping, scripts, intelligent search or any similar means of access to Site content.
Submit viruses, mal-ware, or any other technologies, including without limitations, cancel bots, Trojan horses, harmful code, corrupted files, flood pings, denial-of-service attacks, packet or IP spoofing, that may harm Exeest, or the interests or property of users.
Use any device, software or routine or the like to interfere or attempt to interfere with any Site functionality or attempt to access any area of the Site to which your access is not authorized or Exeest's computer systems, or the technical delivery systems of Exeest's providers.
Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Exeest or any of Exeest's providers or any other third party (including, without limitation, another user) to protect the Site, its content, the Services or User Content.
Take any action that imposes an unreasonable or disproportionately large load on the Site infrastructure or that otherwise may adversely affect performance of the Site or restrict any other user or Exeest from using or enjoying the Site or the Services.
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site or the Services.
Systematically retrieve data or other content from our Site or the Services to create, or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise.
Harvest or otherwise collect information about others, including, without limitation, email addresses or other contact information, without their consent, or hack or violate any security measures or the Site or the Services.
Falsify or delete any author attributions, legal or other notices, or proprietary designations or labels of origin or source.
Use the Site or the Services to conduct or promote fraudulent schemes, multi level marketing (MLM) schemes, get rich quick schemes, online gaming and gambling, cash gifting, work from home businesses, or any other dubious money-making ventures.
Engage in any other action that, in the judgment of Exeest, exposes it or any third party to potential liability or detriment of any type.
If you suspect the existence on the Site or through the Services of any content that violates any part of these Terms or if you access any other illicit or harmful content on the Site or through the Services, please notify us immediately by sending an e-mail to firstname.lastname@example.org.
Exeest will have the right to investigate and prosecute violations of any of the above or any other provisions of these Terms to the fullest extent of the Law. Exeest may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Exeest has no obligation to monitor your access to or use of the Site, the Services or User Content or to review or edit any User Content, but has the right to do so for any purpose, including, without limitation, operating the Site and the Services, to ensure your compliance with these Terms, or to comply with applicable Law. Exeest reserves the right, at any time and without prior notice, to remove or disable access to any User Content that Exeest, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site or the Services.
All rights not expressly granted by Exeest are hereby reserved.
a. Links to third party sites
Exeest is not responsible for the content of third-party websites that you reach through links on the Site, sites framed within the Site, or third-party advertisements on the Site. You acknowledge and agree that Exeest is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Exeest of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products or services on or available from such websites or resources.
Your use of third-party websites is at your own risk and subject to the terms and conditions of use for such sites. Any transaction that you conduct at a third-party website will be between you and the party providing that website. This means that Exeest is not your agent and is not a party to any transaction at a third-party website. We encourage you to review all the terms, rules and policies of each third-party website that you visit.
You commit not to create hyperlinks to illicit or harmful links vis-à-vis Exeest or other users. You also commit to obtain any and all necessary authorizations from third parties in order to create any hyperlinks.
b. User Messaging
As part of the regular use of the Site and the Services, you agree to receive communications from other users related to the Services and business opportunities generated through the Site and the Services.
When communicating with other users, you agree to represent yourself or your Company accurately and that you will not impersonate any other person or Company.
You agree that you are the sole or designated "sender" (as such term is defined in the CAN-SPAM Act of 2003 and any rules or regulations adopted under such act (the "CAN-SPAM Act")) of any message sent by you using the Site or the Services.
When sending any kind of notifications or messages, including but not limited to screening invites, through the Site or the Services, you are responsible for ensuring that your use of the Site and the Services do not generate a number of spam or other complaints in excess of industry norms. We may terminate your access to or use of the Site and the Services if we determine that your level of messaging or notifications through the Site or the Services is higher than industry norms, as determined by us in our sole discretion. We reserve the right without notice to take all measures of any nature (whether legal, technical or otherwise) to prevent unsolicited bulk email and/or other unauthorized email, messages or campaigns from entering, utilizing or remaining within the Site or the Services.
You agree not to send messages through the Site or the Services to distribution lists, newsgroups, publicly available press or media addresses or purchased email addresses, unless you have received prior written permission to send such messages and the specific content therein from all applicable parties that would have a right to object to such message, including, without limitation, the current owner(s) of each address to which you are sending your message.
You agree that any message sent through using the Site or the Services will comply with all applicable Laws, including, without limitation, the CAN-SPAM Act.
You agree that you shall not utilize the Site or the Services to send any message the primary purpose of which is a commercial electronic mail message (as such term is defined in the CAN-SPAM Act) to any person who has opted out or otherwise objected to receiving such messages from you or another sender on whose behalf you may be acting.
SUBSCRIPTION & SERVICE FEE
Exeest offers a range of Services. Access to certain Services will require users to purchase a subscription or to pay other fees. Services and content availability on the Site may be subject to usage limits.
You shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. All payment obligations are non-cancellable and all amounts paid are nonrefundable. Payments not received within thirty (30) days of the due date as detailed at the time you place your order may result in discontinuation of certain Services, or any part thereof, and/or the discontinuance, suspension, deletion or termination of your Account, or other action determined in Exeest's sole discretion.
You shall not circumvent or manipulate our fee structure, the billing process, or fees owed to Exeest or use the Site or the Services to complete a transaction independent of the Site or the Services, or otherwise circumvent the obligation to pay any fees related to Exeest's provision of the Services. To the extent that you violate the terms contained in the immediately preceding sentence, you expressly agree that you will still be liable to Exeest for all amounts that would have been due and payable to Exeest had you not violated the terms contained in the immediately preceding sentence.
You also are responsible for any fees or charges incurred to access the Site through an Internet access provider or other third party service. As between the parties, You, and not Exeest, are responsible for paying any amounts billed to your credit card by a third party which were not authorized by you. Please note that Exeest cannot control any fees that may be charged to a user by his or her bank related to Exeest's collection of fees or charges, and Exeest disclaims all liability in this regard.
By placing an order on the Site you represent that you have the authority to both place and direct payment for the order. If you are paying for your order via credit/charge card, you represent that you are an authorized user of the credit/charge card and authorize Exeest or its designee to charge the credit/charge card you provided in the amount specified at checkout prior to completion of the order. You agree not to dispute the payment with your credit card company, so long as the transaction corresponds to the terms provided to you at the time you placed your order.
You understand and agree that you are solely responsible for determining your applicable tax reporting requirements in consultation with your tax advisors. Exeest cannot and does not offer tax-related advice to any user of the Site and Services, including, without limitation, Members.
You understand and agree that you are responsible for any fees from banks, collection agencies and other financial intermediaries incurred by Exeest on your behalf as part of your use of the Site or the Services, and that you will pay such amounts to Exeest in addition to any other fees and charges due.
Exeest Screeners allow Users to share and stream video content. A Screener is an advance screening of a film, television series or other content sent to critics, awards voters, potential buyers or licensors, and other film industry professionals, including producers and distributors.
1) Availability: For each piece of content, the content Manager, owner, or representative may determine and pre-set desired viewing and or sharing rights or abilities for the recipient. It is understood that said Manager can assign such management functions to another member of their team or organization. Managers can grant viewing rights to specific audiences such as: Distributors, Sales agents, Festivals, Theatrical exhibitors, and other potential viewing parties.
2) Invitations: Invitations to view a video content through an Exeest screener can be sent by any Admins with control of said content to Guests, Users or to any third party by entering the recipient’s email addresses. The recipient then receives an email invitation that includes details about how to proceed with the viewing process. A personalized message may be added to the invitation. It is expressly specified that Admins can control how many plays of the content are allowed by the viewer, the expiration date of the link, and or withdraw invitations at any time in addition to controlling the accessibility of any content screener link that has been shared,
3) Content Protection Systems: All the content uploaded and shared by the Content Owner shall be protected by the Company through the following protection systems.
Digital Rights Management (DRM) that is designed to encrypt the Content in an effort to prevent it from being shown outside of the Platform. The User’s Content shall be protected from unsanctioned screenshots, screen sharing of the device where the video is being played and / or downloading. The Company shall use three different DRM providers in order to provide this service across a range of devices and browsers.
(i) Widevine v4.5 (Mozilla Firefox, Google Chrome)
(ii) PlayReady v4.2 (Windows Explorer, Microsoft Edge)
(iii) Apple Fairplay v4.2 (Safari)
QR Code: Each time the video is played a QR Code will be generated and it will be shown on the video. In this way, if a User tries to record the video, the Company can track the User that did it. Also, if the Content Owner tries to remove it, the viewing of the video shall be interrupted, and the Company will receive a notification on the Company’s admin panel.
2 Factor Authentication: Before a User starts viewing Content, the Company shall send him a one-time passcode to the User’s mobile, which will allow the User to access the video.
By uploading Your Titles to the Site, you grant Exeest a world-wide, royalty-free, fully paid-up license to distribute such titles via our secure screening services to other Site Users as authorized by you and other members of your company. Exeest is the sole owner of the right to screen the Titles on the Site.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site and the Services ("Feedback"). You may submit Feedback by emailing us at email@example.com. You acknowledge and agree that all Feedback will be the sole and exclusive property of Exeest and you hereby irrevocably assign to Exeest and agree to irrevocably assign to Exeest all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein.
In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, Exeest will respond appropriately to claims of copyright infringement committed using the Site and the Services.
If you are a copyright owner, or are authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Site and the Services by completing the following DMCA Notice of Alleged Infringement and delivering it to Exeest's Designated Copyright Agent, as specified below. Upon receipt of the Notice as described below, Exeest will take whatever action, in its sole discretion, it deems appropriate, including, without limitation, removal of the challenged material from the Site and the Services.
DMCA Notice of Alleged Infringement ("Notice")
Identify the copyrighted work that you claim has been infringed, or, if multiple copyrighted works are covered by this Notice, you may provide a representative list of the copyrighted works that you claim have been infringed.
Identify the material that you claim is infringing (or to be the subject of infringing activity) and that you are requesting to be removed or access to which you are requesting to be disabled, and information reasonably sufficient to permit us to locate the material, including at a minimum, if applicable, the URL of where such material may be found.
Provide your mailing address, telephone number, and, if available, email address.
Include the following statement in the body of your notice: "I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law."
Include a statement in the body of the notice, made under penalty of perjury, that the information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright or intellectual property owner's behalf.
Provide the full legal name and an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest
Deliver this Notice, with all items completed, to Exeest's Designated Copyright Agent:
c/o Exeest, Inc.
107 N 3rd St #2h,
Brooklyn, NY 11249, United States
PROPRIETARY RIGHTS OF EXEEST
You acknowledge and agree that, as between Exeest and you, all right, title and interest in and to the Services, the Site and content on the Site, with the exception of the User Content which is subject to the license provisions previously specified, including without limitation any patents, copyrights, trademarks, trade secrets, inventions, know how, or any other intellectual property rights, are owned exclusively by Exeest or its licensors, are valid and enforceable, and are protected by United States intellectual property laws and other applicable laws. You agree that you will not modify, decompile, disassemble, reverse engineer or create derivative works of the Site or any portion thereof.
Copyright: All content on the Site, with the exception of the User Content, such as text, graphics, videos, logos, icons, images, media, data, audio, animation, software and other information and materials ("Exeest Content"), is the copyright and property of Exeest or its licensors and content suppliers and protected by U.S. and international copyright laws. Permission is granted to electronically copy and print hard copy portions of the Site solely for your own information and personal non-commercial use. Any other use, including without limitation the reproduction, modification, distribution, transmission, publication, display, performance filtering, altering, framing or linking or commercial exploitation of the Exeest Content, is strictly prohibited.
Trademarks: The trademarks, service marks, logos, slogans, trade names and trade dress used in the Exeest Content is proprietary to Exeest or its licensors. Unauthorized use of any trademark of Exeest or its licensors may be a violation of applicable trademark laws. Any third party names or trademarks referenced in the Site do not constitute or imply affiliation, endorsement or recommendation by Exeest of the third parties, or by the third parties of Exeest.
TERMINATION AND ACCOUNT CANCELLATION
You may cancel your Account at any time by sending an email to firstname.lastname@example.org.
In the event of account cancellation, deletion or termination for any reason, all of your Account Information and User Content may no longer be available. Exeest shall not be responsible for the loss of such content. Please note that if your Exeest account is cancelled, deleted or terminated, we do not have an obligation to delete, maintain, return or otherwise provide you with any of your Account Information or User Content.
Exeest reserves the right to, and you agree that Exeest may at any time, in its sole discretion, immediately and without notice, suspend, discontinue, or terminate your Account access to the Site, Services or any part thereof, or to block or remove any User Content, for any reason or no reason, with or without cause, including, without limitation, any breach by you of these Terms or any third-party claim relating to any User Content you submit. You agree that Exeest shall not be liable to you or any third party for any such suspension, discontinuance or termination. If we suspend, discontinue or delete your account for any reasons, you may not create another account or re-register for the Services. Exeest may block your email address and Internet protocol address to prevent further registration.
Both in the event Exeest terminates these Terms, or your access to our Site or Services, or suspends, discontinues, deletes or otherwise terminates your Account or you opt to cancel your Account, you will remain liable for all amounts due hereunder or otherwise due to Exeest. If we suspend, discontinue, delete or otherwise terminate your Account due to your breach of the Terms, you will not be refunded any fees you have prepaid relating to the Site or the Services. In no event will suspension, discontinuance, deletion or other termination of your Account relieve you of your obligation to pay any fees payable to us for the period prior to the effective date of same.
DISCLAIMER OF WARRANTIES
THE SITE AND ITS CONTENT AND ALL INFORMATION, CONTENT, SERVICES, PRODUCTS AND ACTIVITIES OFFERED, CONTAINED IN OR ADVERTISED ON THE SITE, INCLUDING, WITHOUT LIMITATION, TEXT, VIDEO, GRAPHICS AND LINKS, ARE PROVIDED ON AN "AS IS," "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, Exeest AND ITS LICENSORS, LICENSEES, SUPPLIERS, VENDORS, AND THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUBSIDIARIES, SERVICES PROVIDERS, SUCCESSORS, ASSIGNS, AND OTHERS ACTING IN CONCERT WITH ANY OF THE FOREGOING (COLLECTIVELY, "INDEMNIFIED PARTIES"), DISCLAIM ANY AND ALL CONDITIONS, GUARANTIES, REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SUITABILITY, FREEDOM FROM COMPUTER VIRUS, ACCURACY, RELIABILITY, SAFETY, NON-INTERRUPTION, PERFORMANCE, COURSE OF DEALING OR COURSE OF PERFORMANCE, OR COMPLIANCE WITH APPLICABLE LAW, WITH RESPECT TO THE SITE AND ITS CONTENT AND ALL INFORMATION, CONTENT, SERVICES, PRODUCTS AND ACTIVITIES OFFERED, CONTAINED IN OR ADVERTISED ON THE SITE, INCLUDING, WITHOUT LIMITATION: (A) THE TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES; (B) THE USE OF THE SITE OR THE SERVICES WILL BE TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA: (C) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (D) ANY USER CONTENT, Exeest CONTENT OR OTHER CONTENT ON THE SITE OR AVAILABLE THROUGH THE SERVICES WILL BE ACCURATE OR RELIABLE; (E) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (F) ERRORS OR DEFECTS WITH THE SITE OR THE SERVICES WILL BE CORRECTED; (G) THE SITE, THE SERVICES OR THE SERVER(S) THAT MAKE THE SITE AND SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (H) THE SERVICES WILL BE PERMITTED IN YOUR JURISDICTION; OR (I) Exeest WILL CONTINUE TO SUPPORT ANY PARTICULAR FEATURE OF THE Exeest SERVICES. YOUR USE OF THE SITE, THE SERVICES AND ANY CONTENT PROVIDED THROUGH SAME, IS ENTIRELY AT YOUR OWN RISK. WITHOUT LIMITING THE FOREGOING, YOU ARE RESPONSIBLE FOR TAKING ALL NECESSARY PRECAUTIONS TO INSURE THAT ANY USER CONTENT THAT YOU SUBMIT OR DOWNLOAD, AND THAT YOUR ACCESS AND USE OF THE SITE AND THE SERVICES, IS FREE OF VIRUSES OR OTHER HARMFUL CODE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, Exeest AND THE OTHER INDEMNIFIED PARTIES DISCLAIM ANY AND ALL LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY, OR ANY OTHER THEORY ARISING OUT OF OR IN CONNECTION WITH THE SITE OR SERVICES, OR THE USE, INABILITY TO USE OR PERFORMANCE OF, OR THE INFORMATION, CONTENT, PRODUCTS, SERVICES, ACTIVITIES OR MATERIALS AVAILABLE FROM OR THROUGH THE SITE OR THE SERVICES. IN NO EVENT SHALL Exeest OR THE OTHER INDEMNIFIED PARTIES BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, INCIDENTAL, EXEMPLARY OR SPECIAL DAMAGES OF ANY KIND WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR OR RESULTING FROM THE USE OF INABILITY TO USE THE SITE OR THE SERVICES, ANY GOODS OR SERVICES PURCHASED THROUGH THE SITE OR THE SERVICES, OR TRANSACTIONS ENTERED INTO THROUGH THE SITE; ANY LOSS OF, UNAUTHORIZED ACCESS TO, OR ALTERATION OF A USER'S TRANSMISSIONS OR DATA LOSS OF PROFITS; LOSS OF GOODWILL; BUSINESS INTERRUPTION; COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; OR LOSS OF OR UNAUTHORIZED ACCESS TO INFORMATION, AND THE LIKE; EVEN IN THE EVENT OF FAULT, TORT, BREACH OF CONTRACT, OR BREACH OF WARRANTY, AND EVEN IF Exeest HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OR THE EXISTENCE OF ANY LIMITED REMEDY.
EACH USER IS RESPONSIBLE FOR THE USER'S HARDWARE, DATA AND SOFTWARE AS WELL AS THE CONNECTION TO THE NETWORK ENABLING THE USER TO HAVE ACCESS TO THE SITE AND THE SERVICES. LIKEWISE, Exeest SHALL NOT BE HELD LIABLE FOR POSSIBLE DETERIORATIONS OF THE COMPANY'S EQUIPMENT, SOFTWARE OR DATA DUE TO THE USE OF OUR SERVICES. Exeest MAY MAKE CHANGES TO THE SITE, SERVICES OR CONTENT OR FEATURES OF THE SITE AT ANY TIME.
ALSO, IN NO EVENT WILL Exeest OR ANY OTHER INDEMNIFIED PARTY BE LIABLE TO YOU AND/OR ANY AGENCY FOR ANY AMOUNT IN EXCESS OF THE TOTAL DOLLAR AMOUNT ACTUALLY RECEIVED BY Exeest FROM YOU FOR ACCESS TO ANY OF THE SERVICES AVAILABLE AT THE SITE DURING THE YEAR PRIOR TO YOUR CLAIM.
YOU UNDERSTAND AND AGREE THAT Exeest IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN YOU AND OTHER USERS. Exeest HAS NO CONTROL OVER THE CONDUCT OF USERS OF THE SITE AND THE SERVICES, AND DISCLAIMS ALL LIABILITY IN THIS REGARD. LIKEWISE, Exeest DISCLAIMS ANY LIABILITY ASSOCIATED WITH WEBSITES AND RESOURCES OUTSIDE OF THE SITE AND THE SERVICES, EVEN IF LINKED TO FROM THE SITE OR THE SERVICES. Exeest EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USER OR OTHER THIRD PARTY.
BY USING THE SITE OR THE SERVICES, YOU AGREE THAT ANY LEGAL REMEDY OR LIABILITY THAT YOU SEEK TO OBTAIN FOR ACTIONS OR OMISSIONS OF OTHER USERS OR OTHER THIRD PARTIES WILL BE LIMITED TO A CLAIM AGAINST THE PARTICULAR USERS OR OTHER THIRD PARTIES WHO CAUSED YOU HARM AND YOU AGREE NOT TO ATTEMPT TO IMPOSE LIABILITY ON, OR SEEK ANY LEGAL REMEDY FROM Exeest WITH RESPECT TO SUCH ACTIONS OR OMISSIONS.
YOU ACKNOWLEDGE AND AGREE THAT Exeest DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY USER, INCLUDING WITHOUT LIMITATION, ANY MEMBER. Exeest HAS NO OBLIGATION TO SCREEN OR MONITOR ANY USER CONTENT AND DOES NOT GUARANTEE THAT ANY CONTENT AVAILABLE ON THE Exeest SERVICE COMPLIES WITH THESE TERMS OR IS SUITABLE FOR ALL USERS.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE OR THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR THE SERVICES, INCLUDING, BUT NOT LIMITED TO, BUYERS AND SELLERS OF RIGHTS TO THE TITLES. YOU UNDERSTAND THAT Exeest DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE OR THE SERVICES. Exeest MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE OR THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE OR THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE OR THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR THE SERVICES, INCLUDING, BUT NOT LIMITED TO SELLERS AND BUYERS OF RIGHTS TO THE TITLES.
THE LIMITATIONS SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THESE TERMS, THE SITE AND THE SERVICES. ABSENT SUCH LIMITATIONS, Exeest WOULD NOT PROVIDE YOU WITH THE SITE OR THE SERVICES.
THIS FOREGOING DISCLAIMER SHALL ONLY APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
FAILURE TO USE THE SITE AND SERVICE IN ACCORDANCE WITH THESE TERMS MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES.
BY USING THE SITE OR THE SERVICES, YOU AGREE, TO THE EXTENT PERMITTED BY LAW, TO INDEMNIFY, DEFEND AND HOLD Exeest AND THE OTHER INDEMNIFIED PARTIES HARMLESS WITH RESPECT TO ANY LOSS, LIABILITY, DEMAND OR EXPENSE OR CLAIM, INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES AND THE COST OF ANY INVESTIGATIONS, MADE BY YOU OR ON YOUR BEHALF OR BY ANY THIRD PARTY DUE TO, RELATING TO OR ARISING OUT OF YOUR BREACH OF THESE TERMS OR VIOLATION OF APPLICABLE LAW OR RIGHT OF Exeest OR A THIRD PARTY, YOUR USE OF OR RELIANCE ON THE SITE OR THE SERVICES, YOUR USER CONTENT, ANY ACTIVITY RELATED TO YOUR ACCOUNT OR ANY OTHER PERSON ACCESSING THE SITE OR THE SERVICES USING YOUR ACCOUNT, AND/OR YOUR INTERACTIONS OR TRANSACTIONS WITH ANY USER .
YOU MAY NOT SETTLE ANY DISPUTE WITHOUT OUR PRIOR CONSENT, WHICH MAY ONLY BE GIVEN IN NON-ELECTRONIC WRITING SIGNED BY AN AUTHORIZED REPRESENTATIVE OF EXEEST.
PERMITTED USERS OF THE SITE
In consideration of your use of the Site, you represent that you are of an age to form a legal binding contract and you are not prohibited from receiving the services under the laws of the United States or any other applicable jurisdiction.
The Site is directed to persons 13 years of age or older and the Services on the Site are directed to persons 18 years of age or older. Exeest and the Site do not knowingly collect information from children under age 13. If you are under age 13, you are not permitted to use the Site or to submit any personally identifiable information to the Site. If you provide information to Exeest through the Site, you represent that you are 13 years of age or older. If you are between 13 and 17 years of age, when you visit, browse and use the information on the Site, you represent that you have the permission of a parent or guardian to do so and who agrees to these Terms on your behalf.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Exeest (i) via email (in each case to the address that you provide with your Account Details) or (ii) by posting to the Site.
Any notice provided by email will be deemed delivered on the date and at the time transmitted. You may give notice to Exeest (such notice shall be deemed given when received by Exeest) at any time by electronic mail to email@example.com.
If you do not wish to deal with us electronically, you should not use the Site or the Services.
If applicable law now or later requires us to communicate with you non-electronically, we reserve the right to charge a fee for doing so.
NOTICE REQUIRED BY CALIFORNIA LAW
Pursuant to California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights notice:
The name, address and telephone number of the provider of the Services is Exeest, Inc, 107 N 3rd Street, 2H, Brooklyn NY 11249. Complaints regarding the Service or requests to receive further information regarding use of the Services may be sent to the above address or to firstname.lastname@example.org
The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite S202, Sacramento, CA 95834 or by telephone at (916) 574-7950 or (800) 952-5210.
GOVERNING LAW; DISPUTES
These Terms, your use of the Site or the Services, any transactions conducted thereby, is governed by the law of the state of Delaware, without giving effect to its or any other jurisdiction's conflict of law provisions, provided that all matters relating to arbitration, shall be governed by the Federal Arbitration Act.
Exeest reserves the right to take steps Exeest believes are reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms. You agree that Exeest has the right, without liability to you, to disclose any Account Details, Account Information and/or User Content to law enforcement authorities, government officials, and/or a third party, as Exeest believes is reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms (including but not limited to Exeest's right to cooperate with any legal process relating to your use of Exeest and/or a third-party claim that your use of Exeest is unlawful and/or infringes such third party's rights).
You and Exeest agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of the Site (collectively, "Disputes") will be settled by confidential and binding arbitration in Delaware, rather than in court, except that Exeest retains the right to seek injunctive or other equitable relief, including, without limitation, injunctive relief and specific performance, without the requirement to post a bond or other security or proving damages are sufficient, in a court of competent jurisdiction. YOU ACKNOWLEDGE AND AGREE THAT YOU AND EXEEST ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY. You agree that to the fullest extent permitted by law: (1) no claims by you shall be joined with any other and you agree not to participate in any claim brought by others; (2) YOU HAVE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE LITIGATED OR ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; and (3) you have no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
The arbitration will be administered by one arbitrator in accordance with the Commercial Arbitration Rules of the American Arbitration Association ("AAA") then in effect, except as modified by this Section. The award of the arbitration will be binding and may be entered as a judgment in any court of competent jurisdiction. Any action to enforce an arbitration award will be brought in a federal or state court located in Delaware. Each party hereby irrevocably submits to the personal jurisdiction of the federal and state courts in Delaware.
The Site is directed to individuals residing in the United States. Those who choose to access the Site from locations outside the United States do so on their own initiative, and are responsible for compliance with local laws if and to the extent applicable. Exeest does not represent that the Services, the Site or its content, are appropriate outside the United States. Access to the Site or the Services from jurisdictions or territories where the content of this Site is illegal or penalized is prohibited.