TERMS OF USE
AGREEMENT TO OUR LEGAL TERMS
We are ePhoenix.org
We operate , as well as any other related products and services that refer or link to
these legal terms (the “Legal Terms”) (collectively, the “Services”).
You can contact us by email at support@ephoenix.org
These Legal Terms constitute a legally binding agreement made between you, whether
personally or on behalf of an entity (“you”), and ePhoenix.org, concerning your access
to and use of the Services. You agree that by accessing the Services, you have read,
understood, and agreed to be bound by all of these Legal Terms. IF YOU DO NOT
AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY
PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE
IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Services
from time to time are hereby expressly incorporated herein by reference. We reserve
the right, in our sole discretion, to make changes or modifications to these Legal Terms
at any time and for any reason. We will alert you about any changes by updating the
“Last updated” date of these Legal Terms, and you waive any right to receive specific
notice of each such change. It is your responsibility to periodically review these Legal
Terms to stay informed of updates. You will be subject to, and will be deemed to have
been made aware of and to have accepted, the changes in any revised Legal Terms by
your continued use of the Services after the date such revised Legal Terms are posted.
We recommend that you print a copy of these Legal Terms for your records.
TABLE OF CONTENTS
1. OUR SERVICES
2. INTELLECTUAL PROPERTY RIGHTS
3. USER REPRESENTATIONS
4. PROHIBITED ACTIVITIES
5. USER GENERATED CONTRIBUTIONS
6. CONTRIBUTION LICENSE
7. SERVICES MANAGEMENT
8. TERM AND TERMINATION
9. MODIFICATIONS AND INTERRUPTIONS
10. GOVERNING LAW
11. DISPUTE RESOLUTION
12. CORRECTIONS
13. DISCLAIMER
14. LIMITATIONS OF LIABILITY
15. INDEMNIFICATION
16. USER DATA
17. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
18. MISCELLANEOUS
19. CONTACT US
1. OUR SERVICES
The information provided when using the Services is not intended for distribution to or
use by any person or entity in any jurisdiction or country where such distribution or use
would be contrary to law or regulation or which would subject us to any registration
requirement within such jurisdiction or country. Accordingly, those persons who choose
to access the Services from other locations do so on their own initiative and are solely
responsible for compliance with local laws, if and to the extent local laws are
applicable.
2. INTELLECTUAL PROPERTY RIGHTS
Our intellectual property
We are the owner or the licensee of all intellectual property rights in our Services,
including all source code, databases, functionality, software, website designs, audio,
video, text, photographs, and graphics in the Services (collectively, the “Content”), as
well as the trademarks, service marks, and logos contained therein (the “Marks”).
Our Content and Marks are protected by copyright and trademark laws (and various
other intellectual property rights and unfair competition laws) and treaties in the United
States and around the world.
The Content and Marks are provided in or through the Services “AS IS” for your
personal, non-commercial use or internal business purpose only.
Your use of our Services
Subject to your compliance with these Legal Terms, including the “PROHIBITED
ACTIVITIES” section below, we grant you a non-exclusive, non-transferable, revocable
license to:
▪ access the Services; and
▪ download or print a copy of any portion of the Content to which you have
properly gained access.
solely for your personal, non-commercial use or internal business purpose.
Except as set out in this section or elsewhere in our Legal Terms, no part of the
Services and no Content or Marks may be copied, reproduced, aggregated,
republished, uploaded, posted, publicly displayed, encoded, translated, transmitted,
distributed, sold, licensed, or otherwise exploited for any commercial purpose
whatsoever, without our express prior written permission.
If you wish to make any use of the Services, Content, or Marks other than as set out in
this section or elsewhere in our Legal Terms, please address your request to:
__________. If we ever grant you the permission to post, reproduce, or publicly display
any part of our Services or Content, you must identify us as the owners or licensors of
the Services, Content, or Marks and ensure that any copyright or proprietary notice
appears or is visible on posting, reproducing, or displaying our Content.
We reserve all rights not expressly granted to you in and to the Services, Content, and
Marks.
Any breach of these Intellectual Property Rights will constitute a material breach of our
Legal Terms and your right to use our Services will terminate immediately.
Your submissions
Please review this section and the “PROHIBITED ACTIVITIES” section carefully prior
to using our Services to understand the (a) rights you give us and (b) obligations you
have when you post or upload any content through the Services.
Submissions: By directly sending us any question, comment, suggestion, idea,
feedback, or other information about the Services (“Submissions”), you agree to assign
to us all intellectual property rights in such Submission. You agree that we shall own
this Submission and be entitled to its unrestricted use and dissemination for any lawful
purpose, commercial or otherwise, without acknowledgment or compensation to you.
You are responsible for what you post or upload: By sending us Submissions
through any part of the Services you:
▪ confirm that you have read and agree with our “PROHIBITED ACTIVITIES” and
will not post, send, publish, upload, or transmit through the Services any
Submission that is illegal, harassing, hateful, harmful, defamatory, obscene,
bullying, abusive, discriminatory, threatening to any person or group, sexually
explicit, false, inaccurate, deceitful, or misleading;
▪ to the extent permissible by applicable law, waive any and all moral rights to any
such Submission;
▪ warrant that any such Submission are original to you or that you have the
necessary rights and licenses to submit such Submissions and that you have full
authority to grant us the above-mentioned rights in relation to your Submissions;
and
▪ warrant and represent that your Submissions do not constitute confidential
information.
You are solely responsible for your Submissions and you expressly agree to reimburse
us for any and all losses that we may suffer because of your breach of (a) this section,
(b) any third party’s intellectual property rights, or (c) applicable law.
3. USER REPRESENTATIONS
By using the Services, you represent and warrant that: (1) you have the legal capacity
and you agree to comply with these Legal Terms; (2) you are not a minor in the
jurisdiction in which you reside; (3) you will not access the Services through automated
or non-human means, whether through a bot, script or otherwise; (4) you will not use
the Services for any illegal or unauthorized purpose; and (5) your use of the Services
will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we
have the right to suspend or terminate your account and refuse any and all current or
future use of the Services (or any portion thereof).
4. PROHIBITED ACTIVITIES
You may not access or use the Services for any purpose other than that for which we
make the Services available. The Services may not be used in connection with any
commercial endeavors except those that are specifically endorsed or approved by us.
As a user of the Services, you agree not to:
▪ Systematically retrieve data or other content from the Services to create or
compile, directly or indirectly, a collection, compilation, database, or directory
without written permission from us.
▪ Trick, defraud, or mislead us and other users, especially in any attempt to learn
sensitive account information such as user passwords.
▪ Circumvent, disable, or otherwise interfere with security-related features of the
Services, including features that prevent or restrict the use or copying of any
Content or enforce limitations on the use of the Services and/or the Content
contained therein.
▪ Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Services.
▪ Use any information obtained from the Services in order to harass, abuse, or
harm another person.
▪ Make improper use of our support services or submit false reports of abuse or
misconduct.
▪ Use the Services in a manner inconsistent with any applicable laws or
regulations.
▪ Engage in unauthorized framing of or linking to the Services.
▪ Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or
other material, including excessive use of capital letters and spamming
(continuous posting of repetitive text), that interferes with any party’s
uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts,
alters, or interferes with the use, features, functions, operation, or maintenance
of the Services.
▪ Engage in any automated use of the system, such as using scripts to send
comments or messages, or using any data mining, robots, or similar data
gathering and extraction tools.
▪ Delete the copyright or other proprietary rights notice from any Content.
▪ Attempt to impersonate another user or person or use the username of another
user.
▪ Upload or transmit (or attempt to upload or to transmit) any material that acts as
a passive or active information collection or transmission mechanism, including
without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web
bugs, cookies, or other similar devices (sometimes referred to as “spyware” or
“passive collection mechanisms” or “pcms”).
▪ Interfere with, disrupt, or create an undue burden on the Services or the
networks or services connected to the Services.
▪ Harass, annoy, intimidate, or threaten any of our employees or agents engaged
in providing any portion of the Services to you.
▪ Attempt to bypass any measures of the Services designed to prevent or restrict
access to the Services, or any portion of the Services.
▪ Copy or adapt the Services’ software, including but not limited to Flash, PHP,
HTML, JavaScript, or other code.
▪ Except as permitted by applicable law, decipher, decompile, disassemble, or
reverse engineer any of the software comprising or in any way making up a part
of the Services.
▪ Except as may be the result of standard search engine or Internet browser
usage, use, launch, develop, or distribute any automated system, including
without limitation, any spider, robot, cheat utility, scraper, or offline reader that
accesses the Services, or use or launch any unauthorized script or other
software.
▪ Use a buying agent or purchasing agent to make purchases on the Services.
▪ Make any unauthorized use of the Services, including collecting usernames
and/or email addresses of users by electronic or other means for the purpose of
sending unsolicited email, or creating user accounts by automated means or
under false pretenses.
▪ Use the Services as part of any effort to compete with us or otherwise use the
Services and/or the Content for any revenue-generating endeavor or commercial
enterprise.
5. USER GENERATED CONTRIBUTIONS
The Services does not offer users to submit or post content. We may provide you with
the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or
broadcast content and materials to us or on the Services, including but not limited to
text, writings, video, audio, photographs, graphics, comments, suggestions, or personal
information or other material (collectively, “Contributions”). Contributions may be
viewable by other users of the Services and through third-party websites. When you
create or make available any Contributions, you thereby represent and warrant that:
6. CONTRIBUTION LICENSE
You and Services agree that we may access, store, process, and use any information
and personal data that you provide and your choices (including settings).
By submitting suggestions or other feedback regarding the Services, you agree that we
can use and share such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership of
all of your Contributions and any intellectual property rights or other proprietary rights
associated with your Contributions. We are not liable for any statements or
representations in your Contributions provided by you in any area on the Services. You
are solely responsible for your Contributions to the Services and you expressly agree
to exonerate us from any and all responsibility and to refrain from any legal action
against us regarding your Contributions.
7. SERVICES MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Services for violations of
these Legal Terms; (2) take appropriate legal action against anyone who, in our sole
discretion, violates the law or these Legal Terms, including without limitation, reporting
such user to law enforcement authorities; (3) in our sole discretion and without
limitation, refuse, restrict access to, limit the availability of, or disable (to the extent
technologically feasible) any of your Contributions or any portion thereof; (4) in our sole
discretion and without limitation, notice, or liability, to remove from the Services or
otherwise disable all files and content that are excessive in size or are in any way
burdensome to our systems; and (5) otherwise manage the Services in a manner
designed to protect our rights and property and to facilitate the proper functioning of the
Services.
8. TERM AND TERMINATION
These Legal Terms shall remain in full force and effect while you use the Services.
WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE
RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE
OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES (INCLUDING
BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR
FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY
REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL
TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE
YOUR USE OR PARTICIPATION IN THE SERVICES OR DELETE ANY CONTENT
OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN
OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from
registering and creating a new account under your name, a fake or borrowed name, or
the name of any third party, even if you may be acting on behalf of the third party. In
addition to terminating or suspending your account, we reserve the right to take
appropriate legal action, including without limitation pursuing civil, criminal, and
injunctive redress.
9. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Services at any
time or for any reason at our sole discretion without notice. However, we have no
obligation to update any information on our Services. We will not be liable to you or any
third party for any modification, price change, suspension, or discontinuance of the
Services.
We cannot guarantee the Services will be available at all times. We may experience
hardware, software, or other problems or need to perform maintenance related to the
Services, resulting in interruptions, delays, or errors. We reserve the right to change,
revise, update, suspend, discontinue, or otherwise modify the Services at any time or
for any reason without notice to you. You agree that we have no liability whatsoever for
any loss, damage, or inconvenience caused by your inability to access or use the
Services during any downtime or discontinuance of the Services. Nothing in these
Legal Terms will be construed to obligate us to maintain and support the Services or to
supply any corrections, updates, or releases in connection therewith.
10. GOVERNING LAW
These Legal Terms shall be governed by and defined following the laws of
__________. __________ and yourself irrevocably consent that the courts of
__________ shall have exclusive jurisdiction to resolve any dispute which may arise in
connection with these Legal Terms.
11. DISPUTE RESOLUTION
Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or claim related
to these Legal Terms (each a “Dispute” and collectively, the “Disputes”) brought by
either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree
to first attempt to negotiate any Dispute (except those Disputes expressly provided
below) informally for at least __________ days before initiating arbitration. Such
informal negotiations commence upon written notice from one Party to the other Party.
Binding Arbitration
Any dispute arising out of or in connection with these Legal Terms, including any
question regarding its existence, validity, or termination, shall be referred to and finally
resolved by the International Commercial Arbitration Court under the European
Arbitration Chamber (Belgium, Brussels, Avenue Louise, 146) according to the Rules of
this ICAC, which, as a result of referring to it, is considered as the part of this clause.
The number of arbitrators shall be __________. The seat, or legal place, or arbitration
shall be __________. The language of the proceedings shall be __________. The
governing law of these Legal Terms shall be substantive law of __________.
Restrictions
The Parties agree that any arbitration shall be limited to the Dispute between the
Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined
with any other proceeding; (b) there is no right or authority for any Dispute to be
arbitrated on a class-action basis or to utilize class action procedures; and (c) there is
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.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisions
concerning informal negotiations binding arbitration: (a) any Disputes seeking to
enforce or protect, or concerning the validity of, any of the intellectual property rights of
a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion
of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is
found to be illegal or unenforceable, then neither Party will elect to arbitrate any
Dispute falling within that portion of this provision found to be illegal or unenforceable
and such Dispute shall be decided by a court of competent jurisdiction within the courts
listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction
of that court.
12. CORRECTIONS
There may be information on the Services that contains typographical errors,
inaccuracies, or omissions, including descriptions, pricing, availability, and various
other information. We reserve the right to correct any errors, inaccuracies, or omissions
and to change or update the information on the Services at any time, without prior
notice.
13. DISCLAIMER
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO
THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES,
EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE
THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.
WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT
THE ACCURACY OR COMPLETENESS OF THE SERVICES’ CONTENT OR THE
CONTENT OF ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO THE
SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY
(1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2)
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,
RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY
UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY
AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED
THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR
FROM THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE
WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD
PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND
MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A
RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR
OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT,
ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR
SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE
SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE
APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE
WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING
ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF
PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR
SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD
USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
14. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE
LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT,
CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE
DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR
OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE
HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR
LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE
FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE
AMOUNT PAID, IF ANY, BY YOU TO US OR . CERTAIN US STATE LAWS AND
INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES
OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS
APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS
MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
15. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our subsidiaries,
affiliates, and all of our respective officers, agents, partners, and employees, from and
against any loss, damage, liability, claim, or demand, including reasonable attorneys’
fees and expenses, made by any third party due to or arising out of: (1) use of the
Services; (2) breach of these Legal Terms; (3) any breach of your representations and
warranties set forth in these Legal Terms; (4) your violation of the rights of a third party,
including but not limited to intellectual property rights; or (5) any overt harmful act
toward any other user of the Services with whom you connected via the Services.
Notwithstanding the foregoing, we reserve the right, at your expense, to assume the
exclusive defense and control of any matter for which you are required to indemnify us,
and you agree to cooperate, at your expense, with our defense of such claims. We will
use reasonable efforts to notify you of any such claim, action, or proceeding which is
subject to this indemnification upon becoming aware of it.
16. USER DATA
We will maintain certain data that you transmit to the Services for the purpose of
managing the performance of the Services, as well as data relating to your use of the
Services. Although we perform regular routine backups of data, you are solely
responsible for all data that you transmit or that relates to any activity you have
undertaken using the Services. You agree that we shall have no liability to you for any
loss or corruption of any such data, and you hereby waive any right of action against us
arising from any such loss or corruption of such data.
17. ELECTRONIC COMMUNICATIONS, TRANSACTIONS,
AND SIGNATURES
Visiting the Services, sending us emails, and completing online forms constitute
electronic communications. You consent to receive electronic communications, and you
agree that all agreements, notices, disclosures, and other communications we provide
to you electronically, via email and on the Services, satisfy any legal requirement that
such communication be in writing. YOU HEREBY AGREE TO THE USE OF
ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS,
AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF
TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICES. You
hereby waive any rights or requirements under any statutes, regulations, rules,
ordinances, or other laws in any jurisdiction which require an original signature or
delivery or retention of non-electronic records, or to payments or the granting of credits
by any means other than electronic means.
18. MISCELLANEOUS
These Legal Terms and any policies or operating rules posted by us on the Services or
in respect to the Services constitute the entire agreement and understanding between
you and us. Our failure to exercise or enforce any right or provision of these Legal
Terms shall not operate as a waiver of such right or provision. These Legal Terms
operate to the fullest extent permissible by law. We may assign any or all of our rights
and obligations to others at any time. We shall not be responsible or liable for any loss,
damage, delay, or failure to act caused by any cause beyond our reasonable control. If
any provision or part of a provision of these Legal Terms is determined to be unlawful,
void, or unenforceable, that provision or part of the provision is deemed severable from
these Legal Terms and does not affect the validity and enforceability of any remaining
provisions. There is no joint venture, partnership, employment or agency relationship
created between you and us as a result of these Legal Terms or use of the Services.
You agree that these Legal Terms will not be construed against us by virtue of having
drafted them. You hereby waive any and all defenses you may have based on the
electronic form of these Legal Terms and the lack of signing by the parties hereto to
execute these Legal Terms.
19. CONTACT US
In order to resolve a complaint regarding the Services or to receive further information
regarding use of the Services, please contact us at:
03211 261 499
support@ephoenix.org
__________
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