You may not use the Site if: (1) you are not of legal age or capacity to entering into a binding agreement with us, or (2) you are not permitted to receive any services under the laws of the United States of America or other countries or regions including the country or region in which you are a resident or from which you use the services. We reserve the right to terminate, suspend, charge, or restrict access to all or any part of our Site without notice or liability.
We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
Please note that these Terms include an arbitration provision, which you will be bound to by using and accessing our Site.
1. Member Account. a. Use of Services. To use our services, you must register as a member of our Site. This may include completing an application, in which you provide personal identifiable information to us. b. One Account. Unless approved by us, you may only register one member account on our Site. We may cancel, terminate, or suspend an account if we have reason to believe you have multiple accounts with us. The account may have a web-based email account with limited storage space for you to send and/or receive emails. c. ID and Password.Upon registration with us, we shall assign you an account and issue a member ID. You will need to create a password deemed acceptable by our security standards. d. Responsible for Content. You are responsible for all activities that occur under your account, regardless of whether you actually submitted the content. You acknowledge that the sharing of your content with other persons, or allowing multiple users outside of your business entity to use your account may cause irreparable harm to us or other users of our Site. You agree that You are responsible for negligent, intentional, or reckless behavior, as we well as any conduct that results in the compromise of data, credentials, or personal, sensitive, or confidential information. You hereby agree that our indemnification rights, as set forth below, shall be applicable if such harm does occur as a result of a third party using your account. e. Variance. Our services may vary for different regions and countries. We may, in our sole discretion, limit, deny, or create different levels of access to and use of any services. f. Changes. We may launch, change, upgrade, impose conditions to, suspend, or stop any services without prior notice. If you are not able to continue our services, we will no longer charge you fees for such services after this occurs; however, we may seek payment for fees incurred prior to the termination of your account or certain services. g. Removal. We reserve the right to suspend or terminate your account or take any other disciplinary action that we deem appropriate. We may also remove any content or information you provide on our Site, and do not bear any responsibility for such removal.
2. Transactions Between Buyers and Sellers.We do not represent the seller or buyer in transactions. We do not control and are not responsible for the quality, safety, lawfulness, or availability of the products or services offered on our Site or the ability of the sellers to complete a sale or the ability to buyers to complete a purchase.While we mayattemptto verify the accuracy of our customers and the information they provide, we cannot guarantee or validate a customer’s identity or the information he/she/it provides. You assume the risk and all responsibility while transacting. We encourage you to use caution and common sense while transacting.
Moreover, we shall not be responsible for any losses, liabilities, or obligations to buyers or sellers if a buyer or seller winds up, sells, liquidates, files for bankruptcy and/or receives a discharge in bankruptcy, or otherwise ceases to do business.
3. Security of Account. In order to conduct certain activities and functionalities of the Sites, you may need to register for an account, which includes creating access credentials, such as an email address and password. You are solely responsible for (1) monitoring, controlling access to, and maintaining the strict confidentiality of your access credentials, (2) not allowing another person to use your access credentials, and (3) any charges or damages that may be incurred as a result of your failure to maintain the strict confidentiality of your access credentials. We are not responsible for any harm relating to the theft of access credentials resulting from your actions, your disclosure of access credentials, or your decision in violation of these Terms to allow another person or entity to access and use our Site using your access credentials.
You must immediately notify us regarding any unauthorized use of your account or access credentials or any other concerns that you have about the misuse or security of your account by contacting us at the mailing or email address listed below.
You acknowledge and agree that you are solely responsible for maintaining the security of the devices you may use to access the Site. We are not responsible for any losses resulting from the loss or theft of any such device. While we utilize commercially reasonable security techniques to protect data from unauthorized access, we cannot guarantee the security of our system.
4. Intellectual Property. You may not use, copy, display, distribute, download, republish, sell, resell, modify, or reproduce any of the trademarks, copyrights, patents, or other intellectual property found on our Site unless authorized by us in writing, such as in a licensing agreement. This includes but is not limited to software, source code, photographs, written content, images, text, data, logos, video clips, graphics, directories, files, databases, lists, and designs.
Moreover, any information you submit to us may be deemed and remain our property. To the extent any such information is not owned by us, you hereby irrevocably assign that information to us. To the extent that such information is not assignable, you hereby provide us a non-revocable worldwide royalty-free and non-exclusive license (with the right to sublicense) to use, copy, reproduce, perform, display, process, adapt, transform, modify, sell, resell, publish, transmit, display, distribute, and create derivative works of the information in any and all mediums, now known or hereafter in existence, in perpetuity.
5. Integrity of Site. You agree not to do anything which would undermine the integrity of our Site, such as leaving positive feedback for yourself using secondary member IDs or through third parties or by leaving unsubstantiated negative feedback for another user.
6. Availability. Our Site is not intended for distribution to, or use by, any person or entity in any city, county, state, or country where its distribution or use would be contrary to its respective law or regulation. By offering our Site, no distribution or solicitation is made by us to any person to use our Site in jurisdictions where the provision of our Site is prohibited by law. We are also not responsible for any system outages, slowdowns, or capacity limitations.
7. Monitoring Our Site.We have no obligation to monitor our Site; however, you acknowledge and agree that we have the right to monitor our Site from time to time and disclose any information as necessary or appropriate to satisfy any law, regulation, governmental request, to operate or improve our Site, or to protect ourselves or users of our Site.
8. Warranty Disclaimer. THE INFORMATION AND MATERIALS CONTAINED ON OUR SITE, INCLUDING TEXT, GRAPHICS, LINKS, OR OTHER ITEMS, AND CONTENT ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT ANY WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OF YOUR USE OF CONTENT OR WEBSITES. WE DO NOT WARRANT THAT OUR SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE DOES NOT CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. USE OF OUR SITE IS AT YOUR OWN RISK.THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
9. Limitation of Liability. IN NO EVENT WILL WE (INCLUDING OUR EMPLOYEES, AGENTS, OFFICERS, MANAGERS, INVESTORS, DIRECTORS, AFFILIATES, PARENTS, SUBSIDIARIES, OR PROVIDERS) BE LIABLE FOR ANY DAMAGES, INCLUDING GENERAL, SPECIAL, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, LOSSES, OR EXPENSES (INCLUDING WITHOUT LIMITATION, LOST PROFITS, OR BUSINESS INTERRUPTION) OF ANY KIND ARISING OUT OF OR RELATING IN ANY WAY TO THE USE OR INABILITY TO USE OUR SITE OR ANY THIRD-PARTY WEBSITES THAT ARE OUR SITE LINKS TO OR IS OTHERWISE CONNECTED TO. NOR SHALL WE LIABLE FOR ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, OR LINE OR SYSTEM FAILURE, EVEN IF WE OR A REPRESENTATIVE THEREOF ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES, OR EXPENSES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING IT. IF YOUR USE OF THE SITE RESULTS IN THE NEED FOR SERVICING, REPAIR, OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF.
UNDER NO CIRCUMSTANCES SHALL WE BE HELD LIABLE FOR ANY DELAY OR FAILURE OR DISRUPTION OF CONTENT OR SERVICES DELIVERED THROUGH THE SITE RESULTING DIRECTLY OR INDIRECTLY FROM ACTS OF NATURE, FORCES, OR CAUSES BEYOND REASONABLE CONTROL, INCLUDING WITHOUT LIMITATION, INTERNET FAILURES, COMPUTER, TELECOMMUNICATIONS, OR ANY OTHER EQUIPMENT FAILURES, ELECTRICAL POWER FAILURES, STRIKES, LABOR DISPUTES, RIOTS, INSURRECTIONS, CIVIL DISTURBANCES, SHORTAGES OR LABOR OR MATERIALS, FIRES, FLOOD, STORMS, EXPLOSIONS, ACTS OF GOD, WAR, GOVERNMENTAL ACTIONS, ORDERS OF DOMSESTIC OR FOREIGN COURTS OR TRIBUNALS OR NON- PERFORMANCE OF THIRD PARTIES.
IF THE FOREGOING LIMITATIONS ARE FOUND TO BE INVALID, YOU AGREE THAT OUR TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION OF ANY KIND OR NATURE SHALL BE LIMITED TO THE LESSER OF THE FEE YOU PAID FOR THE USE AND ACCESS OF THE SITE OR FIFTY DOLLARS ($50).
10. Copyright Policy. a. Your Responsibility. You are responsible for your use of the Site and for any content you submit, enter, post, share, or provide, including compliance with applicable laws, rules, and regulations. b. Reporting Claims of Copyright Infringement. We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from our Site infringe upon your copyright, then you may request removal of those materials (or access to them) from the Site by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following: i. Your physical or electronic signature. ii. Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Site, a representative list of such works. iii. Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material. iv. Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address). v. A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law. vi. A statement that the information in the written notice is accurate. vii. A statement under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated copyright agent to receive DMCA Notices is:
GemCrowd, Inc. Attn: Copyright Agent Address: 650 S. Hill Street Ste. 917 Los Angeles, CA 90014 Email: [email protected]
If you fail to comply with all of the requirements of the DMCA, your notice may not be effective. Please be aware that if you knowingly materially misrepresent that material or activity on the Site is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under the DMCA.
c. Repeat Infringers. It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers. d. Third Party Platforms. Please note that we will only be able to remove content or materials that are available on our Site and within our control. We will not be able to remove content or materials from third-party platforms that have used our code or technology.
11. Links.Our Site may contain links to websites or other platforms that are controlled by third parties. We disclaim any liability for any information, materials, products, or services posted on a third-party website or platform. By creating a link featuring a third party on our Site, we in no way endorse or recommend that third party, and we shall not be held liable for any of their conduct. Such a third party may have terms and conditions, privacy policies, and other terms and policies of their own; we encourage you to read through them before using and accessing those websites and platforms.
12. Indemnification. You hereby agree to indemnify, defend, and hold us harmless from and against any and all claims, losses, expenses, demands, or liabilities, including attorneys’ fees and costs, incurred by us in connection with any claim by a third party arising out of (i) materials and content you submit to, post to, or transmit through our Site or (ii) your use of our Site in violation of the Terms or any applicable law. You further agree to cooperate fully in the defense of any such claims. We reserve the right, at your cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not settlement any claim or matter on our behalf without our written consent.
If you intend to seek arbitration, you must first send a written Notice of Dispute to us via certified mail at 650 South Hill Street, Suite 513, Los Angeles, California 90014 describing the nature of the claim and the specific relief sough. The notice should also be e-mailed [email protected] If we cannot reach a resolution within 30 days after our receipt of the Notice of Dispute, then you or we can commence arbitration with the American Arbitration Association. The arbitration shall be conducted under the Commercial Arbitration Rules of the American Arbitration Association, unless you are able to show that you are a consumer, in which event (1) the Consumer Arbitration Rules of the American Arbitration Association will apply, and (2)we will pay any filing fees in excess of what you would have had to pay for filing a lawsuit in state or federal court (whichever is greater) in the judicial district where you reside. The arbitrator’s judgment shall be final, non-appealable, and binding, and the judgment shall be enforceable in state or federal court. Each Party shall be responsible for their own fees and costs for their attorneys and expert witnesses. The arbitrator may only award money or equitable relief to the extent necessary to provide relief warranted for the Party’s claim.
If you are not an incorporated entity or if the Commercial Arbitration Rules of the American Arbitration Association are not applicable, then the Consumer Arbitration Rules of the American Arbitration Association will apply. All other terms of this arbitration section shall apply.
14. General Provisions: a. Compliance. You agree that you will comply with all applicable laws and regulations when using our Site. b. Termination. The Terms are effective until terminated by us. We may terminate at any time without notice or suspend or terminate your access and use of our Site at any time, with or without cause, in our absolute discretion and without notice. The following provisions shall survive termination of your use or access to our Site: the sections concerning Warranties, Limitation of Liability, Waiver, Applicable Law and Dispute Resolution, Severability, General Provisions, and other provision that by its nature would be expected tosurvive termination of your use or access to our Site. c. Waiver. Failure by us to enforce any of our rights under the Terms shall not be construed as a waiver of those rights or any other rights in any way whatsoever. d. Additional Terms. The Terms shall be subject to any other agreements you have entered into with us. Certain sections or pages of our Site may contain separate terms and conditions. In the event of a conflict, the additional terms and conditions will govern those sections or pages. e. No Partnership. Nothing in these Terms shall create an employee/employer relationship, partnership, joint venture, or franchise/franchiser relationship. f. Severability. If any portion or provision of these Terms is found to be invalid or unenforceable, the remaining portions and provisions shall remain in full force and effect. g. Changes. We reserve the right to amend, modify, or and/change these Terms at any time and without prior notice. If we decide to change our Terms, we will conspicuously post a link to the updated Terms in places on our website that we deem appropriate. By continuing to our Site, you hereby consent to any such changes. h. Assignment. We may assign these Terms and/or any rights herein to a third party without the need for written permission and without notice. However, you may not assign these Terms or your account to a third party without first obtaining written consent from us. i. Entire Terms. These Terms supersede any prior terms to which we may have been bound. The Terms shall be binding on, inure to the benefit of, and be enforceable against the Parties and any respective successors and assigns. You may not assign any rights or obligations under these Terms to a third party without express written consent from us. j. Governing Law. This Agreement shall be governed and interpreted under the laws of the State of Nevada.
GemCrowd.com, Inc. 650 South Hill Street, Suite 917 Los Angeles, California 90014 [email protected]