PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THIS WEBSITE. USE OR ACCESS OF THIS WEBSITE WILL BE AN INDICATION THAT YOU AGREE TO EACH OF THE TERMS AND CONDITIONS PROVIDED (“TERMS OF SERVICE”). IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU ARE NOT AUTHORIZED TO USE THIS WEBSITE FOR ANY PURPOSE.
2. Retention of Rights
OpenHuddle reserves the right, in its sole discretion, to change its Terms of Service at any time, for any reason, without notice. Please review the Terms of Service regularly so that you will be apprised of any modifications. Modifications to the Terms of Service will be effective upon posting to the Website. Your use of the Website following any such modification constitutes your agreement to follow and be bound by the Terms of Service as modified. The last date these Terms of Service were revised is set forth below. If you breach any of these Terms of Service, your right to use this Website will terminate automatically. If any modification is not acceptable to you, your only recourse is to cease to use the Website.
4. Website Access
A. OpenHuddle hereby grants you permission to use the Website as set forth in this Terms of Service, provided that: (i) your use of the Website as permitted is solely for your personal, noncommercial use; (ii) you will not copy or distribute any part of the Website in any medium without our prior written authorization; (iii) you will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website for its intended purpose; and (iv) you will otherwise comply with the terms and conditions of these Terms of Service.
B. In order to access some features of the Website, you will may, at OpenHuddle’s sole option, have to create an account ; provided that OpenHuddle shall make any necessary changes to this Terms of Service as applicable. You may never use another user’s account without permission. When creating your account, you must provide accurate and complete information as requested by us. If you register, you may communicate with OpenHuddle and other Users, post or publish comments, text, images or reviews, as may be made available at our complete discretion, on a message board, chat area, bulletin board, feedback area, news group, email functionality or other communication feature. All such communications are referred to after this as “User Generated Content”. You are solely responsible for all User Generated Content. If you have a User Generated Content featured on the Website, you are solely responsible for the activity that occurs on your account, and you must keep your account password secure. We disclaim all liability relating to User Generated Content. You may not submit any User Generated Content that contain any sexually suggestive, pornographic, infringing, hate-related, violent or illegal content. You must notify us immediately of any breach of security or unauthorized use of your account. Although we will not be liable for your losses caused by any unauthorized use of your account, you may be liable for our losses or others due to such unauthorized use.
C. You agree not to collect or harvest any personally identifiable information, including account names, from the Website, nor to use the communication systems provided by the Website for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Website with respect to any submissions made by them.
5. Participation at Your Own Risk.
Your participation is at your own risk. Although the Website enables users to connect and share User Generated Content with one another, OpenHuddle has no responsibility to control or monitor any information or exchanges between or among users. We do not control the reviews, advertisements and User Generated Content made available on the Website. Some people may find the reviews, advertisements and User Generated Content objectionable, inappropriate or offensive. We do not control or guarantee, nor are we responsible for, the truth, accuracy, ownership, completeness, integrity, safety, timeliness, quality, appropriateness, legality or applicability of any reviews, advertisements and User Generated Content. We assume no responsibility for monitoring any reviews, advertisements and User Generated Content or conduct during use of the Website. We are also under no obligation to modify or remove any reviews, advertisements and User Generated Content and assume no responsibility for a User’s conduct during his or her use of the Website. You agree that we have no responsibility or liability for the deletion or failure to store, maintain or transmit any reviews, advertisements and User Generated Content.
6. Intellectual Property Rights
A. OpenHuddle owns all right, title and interest, including without limitation all worldwide intellectual property rights in the Website including without limitation, proprietary text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like and the trademarks, service marks and logos contained therein (collectively “Information”), and all such rights to all derivative works or enhancements of, in and to, or relating to, the Website, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Notwithstanding the foregoing, OpenHuddle shall not own any right, title and interest to User Generated Content. The Information is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever. OpenHuddle reserves all rights not expressly granted in and to the Website and the Information.
B. By your use of this Website, you will not acquire any intellectual property or similar rights in the Website or related products and services. You agree you will not (i) remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website or related products and services; or (ii) use OpenHuddle’s name, logo, trademark, trade names or service marks except as expressly permitted in the Terms of Service without OpenHuddle’s prior written consent. You agree to not engage in the use, copying, or distribution of any of the Information other than expressly permitted herein, including any use, copying, or distribution of User Generated Content obtained through the Website for any commercial purposes. If you download or print a copy of the Information for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the Website or features that prevent or restrict use or copying of any Information or enforce limitations on use of the Website or the Information therein.
C. Notwithstanding the foregoing, we shall not own any right, title and interest to the User Generated Content. The User Generated Content is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever, without the express consent of the rights holder of the User Generated Content.
A. Your use of the Website is at your sole discretion and risk. The Website, and all materials, information, products and services included therein, are provide on an “AS IS” and "AS AVAILABLE" basis without warranties of any kind.
B. OPENHUDDLE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE WEBSITE, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE.
C. OpenHuddle expressly disclaims any warranties: (i) regarding the security, accuracy, reliability, timeliness and performance of the Website; (ii) regarding the goods, services, advise, information or links provided by any third parties or users; (iii) that the Website will meet your requirements; or (iv) that the Website will be error-free or that any errors will be corrected. No advice or information, whether oral or written, obtained by you from the Website shall create any warranty not expressly stated in this Agreement.
D. OpenHuddle assumes no responsibility for: (i) any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communication; and (ii) any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Website, including any injury or damage to you or to any person’s computer related to or resulting from use of the Website.
E. Under no circumstances shall OpenHuddle be responsible for any loss or damage, including personal injury or death, resulting from use of the Website, from any reviews, advertisements or User Generated Content posted on or through the Website, or from the conduct of any users of the Website, whether online or offline.
F. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.
8. Limitation of Liability
A. TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, OPENHUDDLE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY USE OR INABILITY TO USE THE WEBSITE OR THE INFORMATION. YOU UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES WILL OPENHUDDLE BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO: (i) ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE WEBSITE OR THE INFORMATION, (ii) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE WEBSITE OR THE INFORMATION, (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE OR THE SERVICE, OR (v) ANY OTHER MATTER RELATING TO THE WEBSITE OR THE CONTENT, EVEN IF OPENHUDDLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
B. OpenHuddle shall assume no liability for any failure or delay in the performance of its obligations hereunder on account of events beyond its reasonable control, which may include, without limitation, denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes, material shortages, extraordinary Internet congestion or extraordinary connectivity issues experienced by major telecommunications providers and unrelated to OpenHuddle’s infrastructure or connectivity to the Internet, or failure of any third party distribution partner, (each a "Force Majeure Event"). Upon the occurrence of a Force Majeure Event, OpenHuddle will be excused from any further performance of its obligations effected by the Force Majeure Event for so long as the event continues.
IF YOU ARE DISSATISFIED WITH THE WEBSITE, THE INFORMATION, OR THE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE.
9. User Conduct.
You agree to use the Website only for lawful purposes. You agree not to take any action that might compromise the security of the Website, render the Website inaccessible to others or otherwise cause damage to the Website or the Information. You agree not to add to, subtract from, or otherwise modify the Information. You agree not to use the Website in any manner that might interfere with the rights of OpenHuddle or any third party.
You agree to defend, indemnify and hold harmless OpenHuddle, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Website; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that the User Generated Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Website.
11. Ability to Accept Terms of Service
You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are over the age of 18, as the Website is not intended for children under 18. If you are under 18 years of age, then please do not use the Website—there are lots of other great websites for you. Speak to your parents about what sites are appropriate for you.
12. Governing Law; Arbitration
A. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, excluding its conflicts of laws principles. In any dispute arising out of this Agreement, you and OpenHuddle consent to the jurisdiction of both the state and federal courts of Suffolk County, Massachusetts and agree to bring any actions arising out of this Agreement in such court.
B. Injunctive Relief. Notwithstanding Section A above, you agree that certain breaches by you would cause irreparable injury to OpenHuddle, for which there are no adequate remedies at law, and nothing in this Section shall be deemed to prevent or delay OpenHuddle’s attempt to seek a temporary restraining order, preliminary injunction, specific performance or other interim or conservatory relief from any court having jurisdiction for your breach of these Terms of Service.
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by OpenHuddle without restriction.
14. Waiver; Severability
The failure to require performance of any provision shall not affect OpenHuddle’s right to require performance at any time thereafter, nor shall a waiver of any breach or default of these Terms of Service constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any portion of these Terms of Service is found to be unenforceable, such portion will be modified to reflect the parties’ intention and only to the extent necessary to make it enforceable, and the remaining provisions of these Terms of Service will remain in full force and effect.
15. Entire Agreement
These Terms of Service constitute the entire and exclusive understanding and agreement between you and OpenHuddle regarding this subject matter, and supersedes any and all prior or contemporaneous agreements or understandings, written and oral, between you and OpenHuddle relating to this subject matter. You may be subject to additional terms and conditions that may apply when you use or access certain features of the Website.
16. Independent Relationship
You and OpenHuddle are independent contractors, and these Terms of Service, including but not limited to submission or distribution of any reviews or advertisements, will not, in whole or in part, establish any relationship of partnership, joint venture, employment, franchise or agency between the you and OpenHuddle. Neither party will have the power to bind the other or incur obligations on the other's behalf without the other's prior written consent. Neither party is authorized to act as an agent or representative of the other or for or on behalf of the other party in any capacity other than as expressly set forth in this Agreement. Neither party shall in any manner advertise, represent or hold itself (or any of its agents) out as so acting or being authorized so to act, or incur any liabilities or obligations on behalf of, or in the name of, the other party, unless specifically provided for in this Agreement. Moreover, each party shall be solely responsible for the payment of all of its own taxes, assessments and all other similar withholdings from or assessments on any monies paid hereunder or in connection with the transactions contemplated hereby.
YOU AND OPENHUDDLE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Last Updated: October 15th, 2021
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