By using the Site, you (a) acknowledge that you have read, understand, and
expressly agree to be legally bound by these Terms and Conditions (including
our privacy policy (“Privacy Policy”)), (b) agree to follow these Terms and
Conditions and all applicable laws and regulations governing our Site, (c)
represent and warrant that you are at least 18 years old, are a resident of the
United States or lawfully consent to U.S. jurisdiction for all purposes on our
Site as if a resident, and have the right, authority, and capacity to enter
into these Terms and Conditions (either on behalf of yourself or the entity you
represent if you are using this Site on behalf of an entity). If you do not
agree with the foregoing, you are not authorized to use the Sites.
These Terms and Conditions are a legal agreement between you and Zengerine,
Inc. that is providing you the Site, product, or service (“Zengerine”, “us”, or
“we”). These Terms and Conditions (including the Privacy Policy) constitute the
entire agreement between you and Zengerine regarding the subject matter hereof.
Any offer by Zengerine is conditioned on your acceptance of these Terms and
Conditions.
ACCESSING, BROWSING OR OTHERWISE USING THE SITE
INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS IN THIS AGREEMENT.
Modification of Terms
Zengerine reserves the right to discontinue or modify any of our Terms of Use
and/or our Privacy Policy as we deem necessary or desirable, at any time.
If Zengerine makes any substantial changes, we will notify you by sending you
an e-mail to the e-mail address that is registered with your account and/or by
posting notice of the change on the Site. The updated Terms of Use will
be effective upon the earlier of our sending an e-mail notice to you or our
posting of the changes on our Site.
Permitted Use and Restrictions
Subject to the terms and conditions of this Agreement, we hereby grant you a
limited, revocable, non-transferable and non-exclusive license to access and
use the Site by displaying it on your internet browser only for the purpose of
shopping for personal items sold on the Site and reviewing Site content and not
for any commercial use or use on behalf of any third party, except as
explicitly permitted by us in advance. Any breach of this Agreement shall
result in the immediate revocation of the license granted in this paragraph
without notice to you.
Except as permitted in the paragraph above, you may not reproduce, distribute,
display, sell, lease, transmit, create derivative works from, translate,
modify, reverse-engineer, disassemble, decompile or otherwise exploit this Site
or any portion of it unless expressly permitted by us in writing. You may not
make any commercial use of any of the information provided on the Site or make
any use of the Site for the benefit of another business unless Zengerine makes
available the means for such distribution through functionality offered by the
Site API enabling you to reproduce, modify, create derivative works,
distribute, sell, transfer, publicly display, publicly perform, transmit, or
otherwise use the Content or Service. We reserve the right to refuse
service, terminate accounts, and/or cancel orders at our discretion, including,
without limitation, if we believe that customer conduct violates applicable law
or is harmful to our interests.
You shall not upload to, distribute, or otherwise publish through this Site any
Content, information, or other material that (a) violates or infringes the
copyrights, patents, trademarks, service marks, trade secrets, or other
proprietary rights of any person or company; (b) is libelous, threatening,
defamatory, obscene, indecent, pornographic, or could give rise to any civil or
criminal liability under U.S. or international law; or (c) includes any bugs,
viruses, worms, trap doors, Trojan horses or other harmful code or properties
or any software intended to damage or alter a computer system or data. (d) send
unsolicited or unauthorized advertising, promotional materials, junk mail, spam,
chain letters, pyramid schemes, or any other form of duplicative or unsolicited
messages, whether commercial or otherwise; (e) harvest, collect, gather or
assemble information or data regarding other users, including e-mail addresses,
without their consent; (f) interfere with or disrupt servers or networks
connected to the Site or violate the regulations, policies or procedures of
such networks; (g) attempt to gain unauthorized access to the Site, other
computer systems or networks connected to or used together with the Site,
through password mining or other means; (h) harass or interfere with another
user’s use and enjoyment of the Site; or (i) engage in any illegal activities.
Accounts
We allow “guest” purchases. But you can establish an account with us to use
certain features of the Site (e.g., to order products and services from the
Site). During the account registration process you will be asked to select a
unique password. You are solely responsible for protecting and maintaining the
security and confidentiality of the password and account, and are fully
responsible for all activities that occur under the password. By logging into
the Site, you represent and warrant that: (i) you are the customer who
registered for the services; (ii) that you are using the services only for
permitted purposes; and (iii) you are not a competitor of Zengerine, or agent
thereof. You will immediately notify us of any unauthorized use of the password
or account or any other breach of security. You agree to exit from your account
at the end of each session. Please notify us at info@zengerine.com of any
potential unauthorized use(s) of your account, or breach of security; however,
we have no obligation to investigate the authorization or source of any such
access or use of the Site. YOU WILL
BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THIS SITE BY ANYONE USING
THE PASSWORD AND IDENTIFICATION ORIGINALLY ASSIGNED TO YOU WHETHER OR NOT SUCH
ACCESS TO AND USE OF THIS SITE IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT
LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING
WITHOUT LIMITATION FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE.
If you create an account, you represent and warrant that: (i) you will not
select or utilize a user name of another person with intent to impersonate that
person; (ii) you will not select or utilize a user name in which another person
has rights, if you do not have that person’s authorization to use such name;
(iii) you will not select or utilize a user name that Zengerine in its sole
discretion deems offensive; and (iv) you are not a competitor of Zengerine, or
an agent thereof.
Reviews and Comments
Except as otherwise provided elsewhere in this Agreement or on the Site,
anything that you submit or post to the Site and/or provide us, including
without limitation, ideas, know-how, techniques, questions, reviews, comments,
and suggestions (collectively, "Submissions") is and will be treated
as non-confidential and non-proprietary, and we shall have the royalty-free,
worldwide, perpetual, irrevocable and transferable right to use, copy,
distribute, display, publish, perform, sell, lease, transmit, adapt, create
derivative works from such Submissions by any means and in any form, and to
translate, modify, reverse-engineer, disassemble, or decompile such
Submissions. All Submissions shall automatically become our sole and
exclusive property and shall not be returned to you. In addition to the
rights applicable to any Submission, when you post comments or reviews to the
Site, you also grant us the right to use the name that you submit with any
review, comment, or other Content, if any, in connection with such review,
comment, or other content. You represent and warrant that you own or otherwise
control all of the rights to the reviews, comments and other Content that you
post on this Site and that use of your reviews, comments, or other Content by
us will not infringe upon or violate the rights of any third party. You further
agree that your Comments will not contain libelous or otherwise unlawful,
abusive or obscene material, or contain any computer virus or other malware
that could in any way affect the operation of the Site. You shall not use
a false email address, pretend to be someone other than yourself or otherwise
mislead us or third parties as to the origin of any Submissions or Content. We
may, but shall not be obligated to, remove or edit any Submissions (including
comments or reviews) for any reason.
Ordering Products and Services
You must be 18 years or older, and have a valid credit card, with full
authority to use it, to submit an order for products or services through our
Site.
Independent
Vendors
Zengerine relies upon a network of independent vendors who supply some of the goods advertised on the Site and in some cases, drop ship them directly to the member. Independent Vendors are solely responsible for the content of advertisements and the goods that they sell through the Site. Without limitation, Zengerine is not liable for any infringement of copyrights, trademarks, trade dress or other proprietary or intellectual property rights arising out of content posted on or transmitted through the Site, or items advertised on the Site, by our vendors, even if appearing on the Site or in emails from us. Nothing on the Site shall be deemed to confer on any person any license or right on the part of Zengerine or any supplier with respect to any such image, logo or name.
Product Prices, Colors, and Availability
All prices listed on the Sites are subject to change. In the event a product is
listed at an incorrect price or with incorrect information due to typographical
error or error in pricing or product information received from our suppliers,
we shall have the right, prior to the acceptance of your order pursuant to our
Order Acceptance Policy described below, to refuse or cancel any such orders
whether or not the order has been confirmed and your credit card charged. If
your credit card has already been charged for the purchase and your order is
canceled, we shall immediately issue a credit to your credit card account in
the amount of the charge.
Please note that the colors of items and products may depend on your monitor
and may not be correctly displayed.
The availability of products and other items on the Site may change at any
time, without notice.
Order
Acceptance Policy
Your receipt of an electronic or other form of order confirmation does not
signify our acceptance of your order, nor does it constitute confirmation of
our offer to sell. We reserve the right at any time after receipt of your order
to accept or decline your order for any reason. We reserve the right at any
time after receipt of your order, without prior notice to you, to supply less
than the quantity you ordered of any item. We may require additional
verifications or information before accepting any order. Your order is not
accepted until we send you shipping information for the order (or the accepted
portion thereof). Notwithstanding the foregoing, you agree that, if we cancel
all or a portion of your order or if we provide you less than the quantity you
ordered, your sole and exclusive remedy is either (a) we will issue a credit to
your credit card account in the amount charged for the cancelled portion or the
quantity not provided (if your credit card has already been charged for the
order) or (b) we will not charge your credit card for the cancelled portion of
the order or the quantity not provided.
Payment
Terms
For each product or service you order on the Site, you agree to pay the price
applicable for the product or service (including any sales taxes, surcharges
and any delivery fees for the delivery service you select) as of the time you
submitted the order. Unless you and Zengerine have agreed to an alternate
billing arrangement in writing signed by Zengerine, Zengerine will
automatically bill your credit card submitted as part of the order process for
such price. All prices are non-refundable. Without limiting other remedies, we
reserve the right to charge a late fee on all past due payments equivalent to
the lesser of one and a half percent (1.5%) per month on the unpaid balance or
the highest rate allowed by law. You will pay for all collection costs,
attorneys fees, and court costs incurred in the collection of past due amounts.
Sales
Taxes
Sales taxes, or other taxes, customs, import/export charges, or similar
governmental charges are not included in the price of the Products.
We will automatically charge and withhold the applicable sales tax for orders
to be delivered to addresses within California.
Each customer shall be solely responsible for all sales taxes, or other taxes,
customs, import/export charges, or similar governmental charges (except for
taxes on Zengerine’s net income), on orders shipped to any other state or on
orders shipped outside the United States.
Shipping
and Delivery
Zengerine, in conjunction with our service providers, will attempt to deliver a
product within the request range of days provided at the time the order was
placed. You acknowledge that delivery date estimates are non-binding estimates
only and that you have no claim against us for any delays or early deliveries.
We reserve the right to make deliveries in installments, which shall not
relieve you from your obligation to accept and pay for remaining deliveries.
Our service providers do not telephone prior to delivering packages, and we
cannot guarantee the time of delivery. All products are deemed accepted upon
our delivery of the product to you or your designated recipient’s address. The
risk of loss and title for items purchased by you pass to you upon our delivery
of the items to the carrier.
Zengerine is not responsible for:
• Unsuccessful deliveries arising from the recipient not
being present at time of delivery at the address supplied by the sender.
• Decreased product quality due to an incorrect delivery
address supplied by the sender, or a re-route requested by the sender.
• Product quality problems caused by improper handling by the
recipient.
Errors,
Inaccuracies and Omissions
Occasionally there may be information on our Site that contains typographical
errors, inaccuracies, or omissions that may relate to product descriptions,
pricing, promotions, offers, and availability. We reserve the right to correct
any errors, inaccuracies or omissions and to change or update information or
cancel orders if any information on the Site is inaccurate at any time without
prior notice (including after you have submitted your order). If your
credit card has already been charged, an immediate credit will be issued to your
credit card.
User
Content from other Users, Links, Search Results, Advertising and Third-Party
Sellers
Our Site may contain (a) User Content (defined below) provided by other users,
(b) links to other sites operated by third parties, (c) advertisements and/or
sponsorships provided by third parties, and (d) stores, services, or product
lines offered by third parties ((a), (b) , (c), and (d) are collectively,
“Third-Party Materials”). We have no control over and are not responsible and
assume no liability for any Third-Party Materials or the applicable third
parties. We are not responsible for any acts or omissions of such third
parties. We do not review, approve, endorse, guarantee, warrant, or make any
representations with respect to Third-Party Materials or the applicable third
parties. For example, we do not guarantee, warrant or represent that the
Third-Party Materials are accurate, legal and/or inoffensive or that these
third party sites do not contain viruses or other features that may adversely affect
your computer. You use all Third Party Materials and interact with such third
parties at your own risk. We are not obligated to be involved in any disputes
between you and any such third parties. When you leave our site, our Terms and
Conditions (including our Privacy Policy) no longer govern. You should
carefully review the applicable third party privacy statements and other terms
and conditions of use.
You hereby release us, our subsidiaries, affiliates, officers, employees,
agents, and successors from any claim, demands, losses, damages, rights, and
actions of any kind, including personal injuries, death, and property damage,
that is either directly or indirectly related to or arising from use of Third
Party Materials or interactions with or conduct of the applicable third
parties. In connection with the foregoing, IF YOU ARE A CALIFORNIA RESIDENT,
YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES “A GENERAL
RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF
KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR.”
International
Access
This Site may be accessed from countries other than the United States. This
Site may contain products or references to products that are not available
outside of the United States. Any such references do not imply that such
products will be made available outside the United States. If you access and
use this Site outside the United States you are responsible for complying with
your local laws and regulations.
Termination
and Effect of Termination
In addition to any other legal or equitable remedies, we may, without prior
notice to you, immediately terminate the Agreement or revoke any or all of your
rights granted under this Agreement. Upon any termination of this Agreement,
you shall immediately cease all access to and use of the Site and we shall, in
addition to any other legal or equitable remedies, immediately revoke all
password(s) and account identification issued to you and deny your
access to and use of this Site in whole or in part. Any termination of this
Agreement shall not affect the respective rights and obligations (including
without limitation, payment obligations) of the parties arising before the date
of termination.
Privacy
We respect and make efforts to protect the privacy of all users of our Site.
Our current Privacy Policy available at http://www.zengerine.com/pages/privacy-policy/ is hereby incorporated herein by
reference and made a part of the Terms and Conditions.
Intellectual
Property
You acknowledge and agree that all copyright, designs, the "look and
feel" of the Site, trademarks and all other intellectual property and
material rights relating to the Content as herein described, including Zengerine
Software and all HTML and other code contained in this Site, shall remain at
all times vested in Zengerine and/or are the property of their respective
owners. All such Content, including third party trademarks, designs and related
intellectual property rights mentioned or displayed on this Site are protected
by federal and state laws, common laws and regulations and international treaty
provisions. You are permitted to use the Content only as expressly authorized
by Zengerine and/or its third party licensors. Any reproduction or
redistribution of the above listed Content is prohibited and may result in
civil and criminal penalties. Violators will be prosecuted to the fullest
extent permissible under applicable law. Without limiting the foregoing,
copying and use of the above listed materials to any other server, location or
support for publication, reproduction or distribution is expressly prohibited.
Copyright Infringement
The Digital Millennium Copyright Act of 1998 (the "DMCA") provides
recourse for copyright owners who believe that material appearing on the
Internet infringes their rights under U.S. copyright law. If you believe in good
faith that materials hosted by Zengerine infringe your copyright, you (or your
agent) may send us a notice requesting that the material be removed, or access
to it blocked. If you believe in good faith that a notice of copyright
infringement has been wrongly filed against you, the DMCA permits you to send
us a counter-notice. Notices and counter-notices must meet the then-current
statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/
for details. Notices and counter-notices with respect to our website should be
sent to Zengerine Attn: Copyright Issues, 2272 Latham Street Unit 3, Mountain
View, CA 94040, email: info@zengerine.com. We suggest that you
consult your legal advisor before filing a notice or counter-notice. Also, be
aware that there can be penalties for false claims under the DMCA.
Disclaimer
of Warranties
WITH RESPECT TO ANY OF OUR PRODUCTS, SERVICES OR SITE CONTENT, OUR SOLE AND
EXCLUSIVE OBLIGATION OR LIABILITY AND YOUR SOLE AND EXCLUSIVE REMEDY WILL BE,
IN OUR DISCRETION, TO REFUND THE PURCHASE PRICE OR TO REPLACE AND DELIVER
EQUIVALENT PRODUCT ITEMS, AS SOON AS REASONABLY POSSIBLE.
THE APPLICABLE CLAIM MUST BE BROUGHT WITHIN THIRTY (30) DAYS AFTER DELIVERY FOR
PERISHABLE PRODUCTS AND ONE HUNDRED EIGHTY (180) DAYS AFTER DELIVERY FOR
NON-PERISHABLE ITEMS, OR WE SHALL NOT BE LIABLE AND YOU WILL HAVE WAIVED ANY
AND ALL RELATED CLAIMS REGARDING SUCH PRODUCT ITEMS.
FROM TIME TO TIME, ZENGERINE MAY OFFER HEALTH AND WELLNESS RELATED
PRODUCTS. YOU SHOULD ALWAYS SPEAK WITH A HEALTHCARE PROFESSIONAL BEFORE
TAKING ANY DIETARY, NUTRITIONAL, HERBAL OR HOMEOPATHIC SUPPLEMENT OR USING ANY
HEALTH RELATED PRODUCT. Zengerine does not warrant and shall have no
liability for information provided in this site regarding recommendations
concerning products for any and all health purposes. This information is
provided solely as a guideline to be used when discussing a program with a
healthcare professional. The claims made about specific nutrients or products
have not been evaluated by the Food and Drug Administration unless otherwise indicated.
Health and wellness related products on this Site are not intended to diagnose,
treat, cure or prevent disease. Content provided on this site is solely for
informational purposes. It is your sole responsibility to consult a
licensed physician or qualified health care professional for advice, diagnosis,
and/or treatment of any health related condition. Zengerine makes no guarantee
or warranty, express or implied, with respect to any health or wellness related
products or services sold, including any warranty of merchantability or fitness
for a particular purpose.
WHILE WE ENDEAVOR TO PROVIDE THE MOST ACCURATE, UP-TO-DATE INFORMATION
AVAILABLE, OUR SITE (INCLUDING OUR SITE CONTENT) MAY BE OUT OF DATE OR INCLUDE
OMISSIONS, INACCURACIES OR OTHER ERRORS. OUR SITES (INCLUDING OUR SITE CONTENT)
IS PROVIDED “AS IS” AND “AS AVAILABLE.” WE DO NOT PROMISE THAT OUR SITE (OR
SITE CONTENT OR SERVICES) WILL BE ERROR-FREE, TIMELY, SECURE, VIRUS FREE, OR
UNINTERRUPTED, OR THAT THE USE OF OUR SITE (OR SITE CONTENT) WILL PROVIDE ANY
SPECIFIC RESULTS. WE EXPRESSLY DISCLAIM ALL REPRESENTATIONS, GUARANTEES,
WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO OUR SITES
(INCLUDING OUR PRODUCTS, SERVICES, AND SITE CONTENT) INCLUDING BUT NOT LIMITED
TO, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE,
TITLE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ACCURACY. NO ORAL
OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR OUR AUTHORIZED REPRESENTATIVES
SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF OUR OBLIGATIONS
UNDER THESE TERMS AND CONDITIONS.
OTHER THAN AS REQUIRED UNDER APPLICABLE CONSUMER PROTECTION LAW, UNDER NO
CIRCUMSTANCE WILL ZENGERINE BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A USER'S
RELIANCE ON INFORMATION OBTAINED THROUGH THE SITE OR A LINKED SITE, OR USER'S
RELIANCE ON ANY PRODUCT OR SERVICE OBTAINED FROM A LINKED SITE. IT IS THE
RESPONSIBILITY OF THE USER TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS
OF ANY OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE SITE, OR OBTAINED
FROM A LINKED SITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE,
REGARDING THE EVALUATION OF ANY SPECIFIC OPINION, ADVICE, PRODUCT, SERVICE, OR
OTHER CONTENT.
Some jurisdictions do not allow the exclusion of implied warranties, so the
above exclusion may not apply to you. You may have other rights which vary from
jurisdiction to jurisdiction.
Limitation
on Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT ZENGERINE AND ITS SUBSIDIARIES,
AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE
LIABLE TO YOU OR ANY THIRD PARTY FOR ANY OF THE FOLLOWING TYPES OF DAMAGES
RELATED IN ANY WAY TO OUR RELATIONSHIP WITH YOU (INCLUDING OUR PRODUCTS,
SERVICES, OR SITE CONTENT) OR THIRD-PARTY MATERIALS OR WEB SITES: INDIRECT,
EXEMPLARY, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES
FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY,
WHETHER IN AN ACTION IN CONTRACT OR TORT, RELATED TO OUR PRODUCTS OR YOUR
ACCESS TO, AND USE OF, OUR SITE OR ANY OTHER HYPER-LINKED THIRD PARTY WEB SITE
(EVEN IF ZENGERINE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).
NOTWITHSTANDING THE ANYTHING TO THE CONTRARY, OUR LIABILITY TO YOU FOR ANY
DAMAGES ARISING FROM OR RELATED IN ANY WAY TO OUR RELATIONSHIP WITH YOU
(INCLUDING OUR PRODUCTS, SERVICES, OR SITE CONTENT), OR THIRD-PARTY MATERIALS
OR WEB SITES (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION), WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID TO ZENGERINE FOR THE
APPLICABLE TRANSACTION GIVING RISE TO THE LIABILITY, OR, IF THERE IS NO PAID
TRANSACTION RELATED TO THE LIABILITY, THE LESSER OF THE AMOUNTS PAID BY YOU TO ZENGERINE
IN THE PRIOR TWELVE (12) MONTHS AND FIFTY DOLLARS ($50).
Because some states/jurisdictions do not allow the exclusion or limitation of
liability for consequential or incidental damages, the above limitation may not
apply to you. If any applicable authority holds any portion of this section to
be unenforceable, then liability will be limited to the fullest extent of
applicable law.
Basis
of Bargain
THE WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY SET FORTH ABOVE ARE
FUNDAMENTAL ELEMENTS OF THE BASIS OF THE AGREEMENT BETWEEN ZENGERINE AND YOU. ZENGERINE
WOULD NOT BE ABLE TO PROVIDE THE SITE (INCLUDING THE PRODUCTS, SERVICES, AND
SITE CONTENT) ON AN ECONOMICALLY ACCEPTABLE BASIS WITHOUT SUCH LIMITATIONS. THE
WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY INURE TO THE BENEFIT OF ZENGERINE’S
SUPPLIERS.
Indemnity
You agree to indemnify and hold Zengerine (and its officers, directors, agents,
affiliates, subsidiaries, joint ventures, and employees) harmless from any
claim or demand, including reasonable attorneys’ fees, or arising out of or
related to your breach of this Term of Service, or your violation of any law or
the rights of a third party.
Dispute
Resolution
Applicable
Law: The Terms and Conditions and any legal action against us shall
be governed in all respects by the laws of the State of California and as those
laws apply to agreements entered into and to be performed entirely within California,
without regard to conflict of law provisions.
Forum
and Jurisdiction: You agree that any claim or dispute you have or
may bring against Zengerine must be resolved by an appropriate federal or state
court located in Santa Clara County, California. You agree to submit to the
personal jurisdiction of the courts located in the Santa Clara County,
California for the purpose of litigating any claim or dispute you have with or
bring against Zengerine. Notwithstanding the foregoing, to the extent Zengerine
believes that you have in any manner violated (or you threaten to violate) Zengerine’s
intellectual property rights, you agree that Zengerine is entitled to apply for
injunctive remedies (or an equivalent type of urgent legal relief) in any
appropriate jurisdiction.
Statute
of Limitations. You agree that regardless of any statute or law to
the contrary, any claim or cause of action not covered by the section entitled
“Disclaimer of Warranties” herein arising out of or related to use of the Site,
Products or services or the Terms of Use must be filed within one (1) year
after such claim or cause of action arose or be forever barred.
Severability
If any these provisions shall be deemed invalid, void, or for any reason
unenforceable, that condition shall be deemed several and shall not affect the
validity and enforceability of any remaining provision.
Other
General Provisions
Section titles in the Terms and Conditions are for convenience and do not
define, limit, or extend any provision of the Terms and Conditions. As used
herein, the term “including” means “including without limitation”. Our failure
to enforce any right or provision shall not operate as a waiver of such right
or provision. Neither party is the agent or partner of the other party. These
Terms and Conditions may not be assigned by you without our prior written
consent and any attempted assignment in violation of the foregoing shall be
null and void. We may assign any of our rights under these Terms and Conditions
without your prior written consent, to any third party. The terms of these
Terms and Conditions shall be binding upon permitted assignees.
Agreement Last Revised: 6/23/2012