The SpitfireMarketing.net website is composed and operated by SPITFIRE MARKETING, an Australian Corporation and/or its affiliates. Collectively these will be noted as SpitfireMarketing.net.
The SpitfireMarketing.net website use is offered to you on the condition that you accept these Terms of Use, without modification of the terms, conditions, and notices herein. Your use of the website constitutes your acceptance of all these terms, conditions, and notices.
These Terms & Conditions are governed by the Electronic Signatures in Global and National Commerce Act.
THESE TERMS & CONDITIONS CONTAIN WARRANTY DISCLAIMERS AND OTHER PROVISIONS THAT LIMITS OUR LIABILITY TO YOU. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AND IN THEIR ENTIRETY, AS USING, ACCESSING AND/OR BROWSING OUR WEBSITE CONSTITUTES ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO BE BOUND TO EACH AND EVERY TERM AND CONDITION SET FORTH HEREIN, PLEASE EXIT OUR WEBSITE IMMEDIATELY AND DO NOT USE, ACCESS AND/OR BROWSE IT FURTHER.
Information on SpitfireMarketing.net, such as the “FAQ” or “Help” sections, are only recommendations, are informational in nature and are not intended as rules or guidelines. SpitfireMarketing.net is not liable or responsible for the actions of users or other individuals who have read or been informed of such information or other written material.
Privacy Policy and Protection of Personal Information
To view the Privacy Policy and our policies regarding the protection of and use of your personal information, please visit the SpitfireMarketing.net website’s Privacy Policy and Legal Disclaimer links.
Table of Contents
Definitions
Use of the Services
Third-Party Providers and Links
Proprietary Rights and Intellectual Property Rights
Website Disclaimers and Liability Limitations
DMCA Notifications of Claims of Infringements
Confidentiality
Terms and Termination
General Provisions
1. DEFINITIONS
“Affiliate” means any entity which directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.
“Malicious Code” means viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs.
“Users” means individuals who are authorized to use the Services, and whom have been supplied a user identification and password
“We,” “Us” or “Our” means SpitfireMarketing.net.
“Your Data” means all electronic data or information submitted by you for the Services.
2. USE OF THE SERVICES
We shall: (i) provide to you basic support for our website at no additional charge, and/or upgraded support if purchased separately, (ii) use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for: (a) planned downtime, of which we shall give at least 8 hours notice via the website, or (b) any unavailability caused by circumstances beyond our reasonable control, including without limitation, acts of God, acts of government, acts of nature such as: flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems (other than those involving our employees), or Internet service provider failures or delays, and (iii) provide the Purchased Services only in accordance with applicable laws and government regulations.
You shall (i) be responsible for Users’ compliance with this Agreement, (ii) be solely responsible for the accuracy, quality, integrity and legality of your data and identity, and of the means by which you acquired your data, (iii) use commercially reasonable efforts to prevent unauthorized access to or use of the Services, and notify us promptly of any such unauthorized access or use, and (iv) use the Services only in accordance with the applicable laws and government regulations. You shall not (a) make the Services available to anyone other than you, (b) sell, resell, rent or lease the Services, (c) use the Services to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (d) use the Services to store or transmit Malicious Code, (e) interfere with or disrupt the integrity or performance of the Services or third-party data contained therein, or (f) attempt to gain unauthorized access to the Services or their related systems or networks.
User Account, Password, Security and Use Restrictions
The individual user is responsible for maintaining the privacy of your account and password. You are entirely responsible for any and all activities that occur under your account. You agree to immediately notify us of any breach of security or unauthorized use of your account. SpitfireMarketing.net is not liable for any loss that may occur due to the unauthorized, or authorized use of your account or password, with or without your knowledge. You, can however, be held responsible for any loss that SpitfireMarketing.net may incur due to the authorized or unauthorized use of your account or password with or without your knowledge. You also agree to not use anyone else’s account at any time, pose as another user, falsify your identity in data or in photos. Any such deceptions will be handed over to law enforcement for prosecution.
No Unlawful or Prohibited Use
Part of your agreement with SpitfireMarketing.net is that you will NOT use the SpitfireMarketing.net website for any purpose that could be deemed unlawful or is prohibited by the terms, conditions, notices, and policies of SpitfireMarketing.net. Users agree that all information given is true and agrees not to falsify any information provided to SpitfireMarketing.net. You may NOT use the SpitfireMarketing.net website in a manner which could/may damage, disable, overburden, or impair any aspect of the SpitfireMarketing.net website, the network or networks connected to the SpitfireMarketing.net website, or interfere with any other party’s ability to use or enjoyment of the SpitfireMarketing.net website. Any unauthorized attempts to gain access to the SpitfireMarketing.net website, or other individual accounts, any computer systems or networks connected to any SpitfireMarketing.net website, through any means, including; hacking, password mining, or any other means, is strictly prohibited. Further, you may not in any way attempt to obtain any materials or information not intentionally made public/available, through the SpitfireMarketing.net website.
Age and Residence Requirements
You must be 18 years of age or older to register for an account for use of the Website and the Service. Your account may be terminated without warning if we believe that you are under the age of 18.
SpitfireMarketing.net Website Content and End User Agreement
All content that is made available by SpitfireMarketing.net to be viewed or downloaded, excluding content posted by the end user, is owned by and is the strict copyrighted work of SpitfireMarketing.net, and is protected by all copyright laws and international treaty provisions. Your use of the website, as an end user is governed by the regulations outlined in this Terms of Use and all other policies, notices, licensing and legal documents, that you, as the end user, are consenting to/agreeing to, by your utilization of the SpitfireMarketing.net website. If you do not consent or disagree with any of the rules/regulations outlined in any of the end user agreements, you must cease all use/utilization of the SpitfireMarketing.net website immediately. Any reproduction or redistribution of the content and/or software and/or any other aspect of the SpitfireMarketing.net products are expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
3. THIRD-PARTY PROVIDERS AND LINKS
Any other acquisition by you of third-party products or services, including but not limited to Third-Party Applications and implementation, customization and other services, and any exchange of data between you and any third-party provider, is solely between you and the applicable third-party provider. We do not warrant or support third-party products or services, whether or not they are designated by us as “certified.” No purchase of third-party products or services is required to use our Services.
If you install or enable Third-Party applications for use with our services, you acknowledge that we may allow providers of those Third-Party applications to access Your Data as required for the interoperation of such Third-Party applications with the Services. We shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by Third-Party application providers. The Services shall allow you to restrict such access by restricting users from installing or enabling such Third-Party applications for use with the Services.
Privacy: Please see our Privacy Policy. We ask for and require certain personal and identification information in order to operate SpitfireMarketing.net. At no time, and under no circumstances will SpitfireMarketing.net distribute, disseminate, sell, or disclose any personal or identification information given to us by our customers. Any personal data that is acquired or stored by SpitfireMarketing.net is for our purposes only.
Limitation of Liability
Under no circumstances, including, but not limited to, negligence, shall SpitfireMarketing.net be liable for any direct, indirect, incidental, special or consequential damages that result from the use of, or the inability to use, SpitfireMarketing.net services. You specifically acknowledge and agree that SpitfireMarketing.net is not liable for any defamatory, offensive or illegal conduct of any user. You acknowledge that SpitfireMarketing.net makes no claims or guarantees as to the accuracy or success of its services. If you are dissatisfied with any SpitfireMarketing.net service, or with any of our terms and conditions, your sole and exclusive remedy is to discontinue using SpitfireMarketing.net.
SpitfireMarketing.net is not responsible for any inability to access our services, temporary or otherwise. SpitfireMarketing.net is not responsible for any errors made in our service. By using SpitfireMarketing.net you acknowledge the fact that not all errors, omissions, and problems can be detected by SpitfireMarketing.net and its editors.
SpitfireMarketing.net does not warrant that the functions contained in its website will be uninterrupted or error-free or that defects will be corrected.
SpitfireMarketing.net is not responsible or liable for any inability to deliver materials to us.
SpitfireMarketing.net is not responsible or liable for any inability to receive materials from our service. This includes interruption of email transmission, invalid or incorrect email addresses, inability to view or print completed materials, or errors or omissions by the SpitfireMarketing.net staff.
SpitfireMarketing.net has links to Internet sites maintained by third parties. SpitfireMarketing.net does not operate or control in any respect any information, products or services on these third-party sites. The materials in this site and the third-party sites are provided “AS IS” and without warranties of any kind either express or implied. To the fullest extent permissible pursuant to applicable law, SpitfireMarketing.net disclaims all warranties. SpitfireMarketing.net does not warrant that the functions contained in the materials will be uninterrupted or error-free or that defects will be corrected. SpitfireMarketing.net does not warrant or make any representations regarding the use or the results of the use of the materials in this site or in third-party sites in terms of their correctness, accuracy, timeliness, reliability or otherwise. You (and not SpitfireMarketing.net) assume the entire cost of all necessary maintenance, repair or correction.
4. PROPRIETARY RIGHTS AND INTELLECTUAL PROPERTY
Your use of our website and services is your consent to allow SpitfireMarketing.net to use your business name and business logos for SpitfireMarketing.net promotional purposes. SpitfireMarketing.net will only use this information as it relates to your use of our services within the scope of this Terms of Use.
Reservation of Rights. Subject to the limited rights expressly granted hereunder, we reserve all rights, title and interest in and to the Services, including all related intellectual property rights. No rights are granted to you hereunder other than as expressly set forth herein.
Restrictions. You shall not (i) permit any third party to access the Services except as permitted herein, (ii) create derivate works based on the Services, (iii) copy, frame or mirror any part or content of the Services, other than copying or framing on your own intranets or otherwise for your own internal business purposes, (iv) reverse engineer the Services, or (v) access the Services in order to (a) build a competitive product or service, or (b) copy any features, functions or graphics of the Services.
Ownership of Your Data. As between us and you, you exclusively own all rights, title and interest in and to all of Your Data.
Suggestions. You agree to grant to SpitfireMarketing.net a non-exclusive, worldwide, royalty-free, perpetual license, with the right to sublicense, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information. You hereby waive all rights, legal, moral or otherwise, in any such materials and information, and you hereby warrant that any such materials and information are original with you, or that you have the right to submit such materials and information. You agree that you shall have no recourse against SpitfireMarketing.net for any alleged or actual infringement or misappropriation of any proprietary right in your communication.
Operation. SpitfireMarketing.net reserves complete and sole discretion with respect to the operation of SpitfireMarketing.net website. SpitfireMarketing.net may, among other things: (a) make available to third parties information relating to SpitfireMarketing.net and Users; and (b) withdraw, suspend or discontinue any functionality or feature of SpitfireMarketing.net. SpitfireMarketing.net assumes no responsibility or liability for any content or activity, lawful or otherwise, occurring at any time on SpitfireMarketing.net’s website or by any user.
Content. Statements made in websites, blogs, newsgroups, message boards, email, forums, conferences and chats reflect only the views of their authors. Merchants appearing on SpitfireMarketing.net are not authorized SpitfireMarketing.net spokespersons, and their views do not necessarily reflect those of SpitfireMarketing.net.
Testimonials. SpitfireMarketing.net has the right to use your statements and feedback as posted testimonials on our website but we will limit use of the name to first name only.
Copyright. The entire contents of SpitfireMarketing.net website are copyrighted as a collective work under the laws of the United States and other copyright laws. SpitfireMarketing.net holds the copyright in the collective work. The collective work includes works which are the property of the Information Providers which are also protected by copyright and other intellectual property laws.
You may display (conditional upon any expressly stated restrictions or limitations relating to specific material) download portions of the material from the different areas of SpitfireMarketing.net solely for your own non-commercial use, unless otherwise permitted. Any redistribution retransmission or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner. You agree not to change or delete any proprietary notices from materials downloaded from SpitfireMarketing.net.
Other Sites. You are encouraged to use discretion while browsing the Internet on searches initiated at SpitfireMarketing.net. SpitfireMarketing.net links may lead unintentionally to sites containing information that some people may find inappropriate or offensive. It may also lead to sites which contain inaccurate information, false or misleading advertising, or information which violates copyright, libel or defamation laws. SpitfireMarketing.net and information providers make no representations concerning any effort to review all of the content of sites linked from its website.
5. WEBSITE DISCLAIMERS AND LIABILITY LIMITATIONS
Your use of our website or any of the information, links, products or services offered on this Site (collectively, the “Services”) is subject to these Terms of Use and is “AS IS.” The SpitfireMarketing.net Website, at its sole discretion, may change the Terms of Use, conditions and operation of this website at anytime without notice to you. By using this Site and/or any of its Services, you agree to these Terms, including any modifications we make, and further waive any rights or claims you may have against us.
We are not responsible for any incorrect or inaccurate Content Posted on the Website or in connection with the Service, whether made or caused by users of the Website, Members, our advertisers, developers or corporate partners or by any of the equipment or programming associated with or utilized in the operation of the Website or the Service.
WE ARE NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY MEMBER OR OTHER USER OF THE WEBSITE. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY LOSS, LIABILITY OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH OR PROPERY DAMAGE, RESULTING FROM OR ARISING OUT OF ANYONE’S USE OF THE WEBSITE OR THE SERVICE, ANY CONTENT POSTED ON THE WEBSITE OR TRANSMITTED TO MEMBERS OR OTHER USERS OR ANY INTERACTIONS BETWEEN OR AMONG MEMBERS OR OTHER USERS OF THE WEBSITE, WHETHER ONLINE OR OFFLINE.
We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to or alteration of user or Member communications. We are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof. We are not responsible for any injury or damage to any computer equipment belonging to any user of the Website, any Member or any other person related to or resulting from use of the Website, viewing, playing or downloading any materials on or from the Website or otherwise in any way in connection with the Service. The Website and the Service are provided “AS IS” and, except as otherwise prohibited by applicable law, we expressly disclaim any warranty of any kind, including but not limited to warranties of merchantability, fitness for a particular purpose and non-infringement. We cannot guarantee and do not promise any specific results from use of the Website or the Service. No advice or information, whether oral or written, obtained by you from us or from or through the Website or the Service shall create any warranty not expressly stated herein.
Some of the Services may be subject to additional posted conditions. Your use of those Services is subject to those conditions, which are incorporated into these Terms by reference. In the event of an inconsistency between these Terms and any additional posted conditions, the provisions of the additional conditions shall control.
The content available through the website is the sole property of SpitfireMarketing.net or its advertisers, suppliers or licensors. All material published on our site, including, but not limited to, written content, photographs, graphics, images, illustrations, marks, logos, sound or video clips, and Flash animation, are protected by patent, copyright, trademark and other intellectual property laws. Except as otherwise explicitly agreed in writing, the content received through the site may be downloaded, displayed, and printed for your personal, non-commercial use only. Content owned by SpitfireMarketing.net or our advertisers, suppliers or licensors may be subject to additional restrictions. You agree not to modify, reproduce, retransmit, distribute, disseminate, sell, publish, reverse engineer, create derivative works of, broadcast, circulate or in any way exploit any of the materials or content received through the site to anyone without our express prior written consent.
You may be exposed to content that you find offensive, indecent, or objectionable or that is inaccurate, and you bear all risks associated with using that content. We have the right, but not the obligation, to remove any content that may, in our sole discretion, violate these Terms or that is otherwise objectionable.
Our site may contain links to other sites owned by third parties. Your use of each of those sites is subject to the conditions, if any, that each of those sites has posted. We have no control over sites that are not ours, and we are not responsible for any changes to or content on them. Our inclusion on our site of any third party content or a link to a third party site is not an endorsement of that content or third party site.
By using this site, you agree under penalty of perjury to make the following statements:
I am of legal age to view material discussed above, in accordance with the laws of the region in which I reside.
Any material that I am viewing is exclusively for my own personal use and I will not give, sell or otherwise provide any of it to anyone else.
I believe I have the unalienable right to read and/or view any type of material I choose.
I am aware of the standards of my local community with respect to the materials offered on this site; I am familiar with the materials offered by this site; and I represent, warrant and certify that the links, information, and use of materials on this site do not violate any standard or law that applies to me. In the event that a law that applies to me comes in to affect that would prevent me from viewing material on this site, I agree to no longer access this site.
I recognize that this site has no control over the content of websites which are listed or linked on it and that it takes no responsibility for the content of those other sites.
By viewing and/or using this site, you agree that SpitfireMarketing.net will not be liable for any commercial loss; inconvenience; loss of use, time, data, goodwill, revenues, profits, or savings; or any other special, incidental, indirect, or consequential damages in any way related to or arising from your use of this site. You agree to defend, indemnify and hold harmless SpitfireMarketing.net, its employees, directors, shareholders, members, officers, agents, subsidiaries and affiliates from any and all claims, losses, damages, causes of action, liabilities and expenses (including reasonable attorneys’ fees) related to or arising out of your use of the site, including without limitation claims made by third parties related to your use of the site.
We and our advertisers, suppliers and licensors provide this website on an “as is” and “as provided” basis, without any warranty or condition of any kind, express or implied, and specifically disclaim any implied warranties of non-infringement, title, merchantability, fitness for a particular purpose and availability of the site or services. Some countries do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. We make no representation that the site and/or services will be uninterrupted or error, force majeure, bug or virus free and shall not be held responsible in any way or by any means, either directly or indirectly, for any communications difficulties, access delays, any interruption and/or data delivery, non-delivery, mis-delivery, corruption, destruction, or events.
Without limiting the foregoing, we shall not be liable to you or your business for any indirect, incidental, consequential, exemplary, special, or punitive damages or lost or imputed profits or royalties arising out of your use of this site or any goods or services provided, whether for breach of warranty or any obligation arising therefrom or otherwise, whether liability is asserted in contract or tort (including negligence and strict product liability) and irrespective of whether you have been advised of the possibility of any such loss or damage. You hereby waive any claim that these exclusions deprive you of an adequate remedy. In no event shall either party’s aggregate liability arising out of or related to this agreement, whether in contract, tort or under any other theory of liability, exceed the total amount paid by you hereunder in the 12 months preceding the incident.
Use of our site is subject to existing laws and legal process. Nothing contained in these Terms shall limit our right to comply with governmental, court, and law enforcement requests or requirements relating to your use of our site.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of our site, services or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
You will indemnify SpitfireMarketing.net for any expenses SpitfireMarketing.net may incur resulting from your violation of this Agreement, including, without limitation, any fines, fees, legal expenses, and labor for investigation and resolution.
EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, SpitfireMarketing.net AND ITS SUPPLIERS EXPRESSLY EXCLUDE AND DISCLAIM ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT TO THE EXTENT APPLICABLE BY LAW. IN NO EVENT IS SpitfireMarketing.net OR ITS SUPPLIERS LIABLE FOR ANY BUSINESS INTERRUPTION, LOST PROFIT, REVENUE, DATA OR DATA RECONSTRUCTION, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OPERATION OF LAW OR OTHERWISE, EVEN IF SpitfireMarketing.net OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL LIABILITY OF SpitfireMarketing.net, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OPERATION OF LAW OR OTHERWISE SHALL NOT EXCEED $500.00.
6. DMCA Notifications of Claims of Infringement
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify our agent for notice of claims of copyright or other intellectual property infringement (“Agent”), at our “Contact Us” page.
Please provide our Agent with the following Notice:
Identify the material on our site that you claim is infringing, with enough detail so that we may locate it on the website;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
A statement by you declaring under penalty of perjury that (1) the above information in your Notice is accurate, and (2) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
Your address, telephone number, and email address; and
Your physical or electronic signature.
We will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA).
7. CONFIDENTIALTY
As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Your Confidential Information shall include Your Data; Our Confidential Information shall include the Services; and Confidential Information of each party shall include the terms and conditions of this Agreement and all Order Forms, as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information (other than Your Data) shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.
Except as otherwise permitted in writing by the Disclosing Party, (i) the Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) not to disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and (ii) the Receiving Party shall limit access to Confidential Information of the Disclosing Party to those of its employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.
Without limiting the above, we shall maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of Your Data. We shall not (a) modify Your Data, (b) disclose Your Data except as compelled by law or as expressly permitted in writing by you, or (c) access Your Data except to provide the Services or prevent or address service or technical problems, or at your request in connection with customer support matters.
The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to such Confidential Information.
8. TERMS AND TERMINATION
A party may terminate this Agreement for cause: (i) upon 30 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.
9. GENERAL PROVISIONS
Software Malfunction or Website Interruption
SpitfireMarketing.net will make its best efforts to maintain its products and services as operational at all times. We are not liable for any known or unknown interruptions in our products, the website or its services. You agree to defend, indemnify and hold harmless SpitfireMarketing.net, its employees, directors, shareholders, members, officers, agents, subsidiaries and affiliates from any and all claims, losses, damages, causes of action, liabilities and expenses (including reasonable attorneys’ fees) related to or arising out of any software malfunctions or website service interruption, including without limitation claims made by third parties related to your use of the site.
Jurisdiction
By visiting this website you agree that in all matters relating to this website, you shall be governed by the laws of Texas, United States, as applicable. You may not use this website if law prohibits you from doing so in the country in which you reside. Each party agrees to the applicable governing law above without regard to choice or conflicts of law rules, and to the exclusive jurisdiction of the applicable courts above. Each party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement.
Arbitration
If a disputed issue is not resolved within ten (10) days, then the resolution of the dispute shall be referred to an Arbitrator chosen by the parties. If the parties are unable to resolve any dispute with the assistance of the Arbitrator within fifteen (15) days of the appointment thereof, the dispute shall be settled by arbitration. The award of the arbitration shall be final and binding upon the parties, and enforceable in any court of competent jurisdiction. The venue for any arbitration hereunder shall be Texas, United States. Nothing in this section shall defer or interfere with the entitlement of either party to obtain injunctive relief.
Notice
Who you are contracting with under this Agreement, who you should direct notices to under this Agreement, what law will apply in any lawsuit arising out of or in connection with this Agreement, and which courts can adjudicate any such lawsuit, shall be governed by and construed in accordance with the laws of the State of Texas, United States. You agree that any legal action or proceeding between SpitfireMarketing.net and you for any purpose concerning this Agreement or the parties’ obligations hereunder shall be brought exclusively in a court of competent jurisdiction in Texas, United States. Any cause of action or claim you may have with respect to SpitfireMarketing.net must be commenced within one (1) year after the claim or cause of action arises. SpitfireMarketing.net’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. SpitfireMarketing.net may assign its rights and duties under this Agreement to any party at any time without notice to you.
Except as otherwise specified in this Agreement, all notices, permissions and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the second business day after mailing, (iii) the second business day after sending by confirmed facsimile, or (iv) the first business day after sending by email (provided email shall not be sufficient for notices of termination or an indemnification claim). Notices to you shall be addressed to the system administrator designated by you for your relevant Services account, and in the case of billing-related notices, to the relevant billing contact designated by you.
Notices should be addressed via our Contact Us page.
This Site is a Venue
We are not involved in the actual transaction between users even though we may provide products and services. As a result, the quality, reliability, safety or legality of these is the responsibility of the user.
Computer Fraud
Any unauthorized use of our computer systems is a violation of this Agreement and certain federal and state laws, including without limitation the Computer Fraud and Abuse Act (18 U.S.C. ยง 1030 et seq.), relevant state statutes and the laws of the other states and territories of the USA and other countries. Such violations may subject the offender and his or her agents to civil and criminal penalties.
No Agency
Our relationship is that of independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relations is intended or created by these Terms or your use of the site.
Force Majeure
Neither party is liable for an omission or delay in the execution of its obligations hereunder caused by an event beyond its reasonable control. The time for the performance of the obligation that is so delayed shall be extended by a reasonable time, provided that payments shall not be delayed.
Severability
If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. The provisions of this Agreement pertaining to Confidential Information, privacy, and use restrictions shall survive the termination of this Agreement. Other sections pertaining to rights and obligations which by their nature should survive termination are hereby confirmed to so survive.
Attorney Fees
You shall pay on demand all of our reasonable attorney fees and other costs incurred by us to collect any fees or charges due us under this Agreement. Any disputes that may arise from these Terms and Conditions of Use shall be governed by the Laws of the United States and subject to the Jurisdiction of the Texas Courts.
Prior Agreement
This Agreement contains the complete and exclusive statement of the agreement between the parties and supersedes all prior and contemporaneous agreements, purchase orders, understandings, proposals, negotiations, representations or warranties of any kind whether written or oral. No oral or written representation that is not expressly contained in this Agreement is binding on either party.
Assignment
Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety, without consent of the other party, to its affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets not involving a direct competitor of the other party. A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of this Agreement upon written notice to the assigning party. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.
Entire Agreement
This Agreement, including all exhibits and addenda hereto, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and either signed or accepted electronically by the party against whom the modification, amendment or waiver is to be asserted. However, to the extent of any conflict or inconsistency between the provisions in the body of this Agreement and any exhibit or addendum hereto, the terms of such exhibit, addendum shall prevail.
Termination/ Access Restriction
These Terms of Use constitute the entire agreement between this site and you with respect to your use of this website. We may immediately terminate any user’s access to or use of the site due to such user’s breach of these Terms of Use or other unauthorized use of the site. Any cause of action you may have hereunder or with respect to your use of the site must be commenced within one (1) year after the claim or cause of action arises. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of any such right or provision. If for any reason a court of competent jurisdiction finds any provision of these Terms, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect.
Modification of Terms of Use and Fees
We reserve the right to change the terms, notices, and conditions of services, of the SpitfireMarketing.net website, including but not limited to, the services/sites offered, and the charges that you may incur in the future. You will be given 30 days notice of any fee increase with the option to decline such fee and cease use of our products and services. It is solely your responsibility to regularly review these Terms of Use and the other Policies of the SpitfireMarketing.net website, to ensure you are up to date with all the terms, conditions, and charges, associated with SpitfireMarketing.net. Your continued use of the SpitfireMarketing.net website, signifies your consent and agreement to all SpitfireMarketing.net policies, terms, conditions, and notices.
Contact Information
If you have questions or concerns regarding these terms, you should contact SpitfireMarketing.net at our “Contact Us” page.