TERMS OF SERVICE|
READ THESE TERMS CAREFULLY BEFORE USING THE SERVICES DESCRIBED BELOW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR OTHERWISE USE THESE SERVICES. YOUR CLICKING ON THE BUTTON MARKED "I ACCEPT" AND YOUR CONTINUED USE OF THE SERVICES INDICATES YOUR ACKNOWLEDGMENT THAT YOU HAVE READ AND ACCEPTED THESE TERMS AND CONDITIONS.
This Internet Services Agreement (the "Agreement") is between you and Seedsellers, Inc., a corporation organized and existing under the laws of California and with its principal place of business at 2930 Geer Road, Suite 146, Turlock, CA 95382 USA. Use of the Services signifies your agreement to the terms and conditions of use set forth in this Agreement.
1. Grant of Rights
Seedsellers grants you a non-exclusive, non-transferable, limited right to access, use and display the Internet access services provided by Seedsellers, including, without limitation, e-mail, Web site hosting, seed listings, newsgroups, bulletin board services, and any other services which Seedsellers may offer (collectively, the "Service") on any machine(s) of which you are the primary user. A Service account may not be transferred to another party or entity without prior written approval from Seedsellers, and any such transfer of a Service account is subject to any limits established by Seedsellers.
You recognize that you are solely responsible for the content of any information you make available by means of the Service, including, without limitation, by posting on a Web site or in e-mail, or in a bulletin board service. Seedsellers has the right to monitor the content which you or other users make by means of the Service, but shall have no obligation to do so. You agree that if Seedsellers in its sole discretion deems any content made available by you to be unlawful, fraudulent, unacceptable, offensive, obscene or otherwise objectionable, Seedsellers has the right, but not the obligation, to remove or deny access to such content. You expressly agree that Seedsellers shall not be liable to you for any action Seedsellers takes to remove or restrict access to such material, nor for any action taken to restrict access to material posted in violation of any law, regulation or rights of a third party, including, but not limited to, rights under the copyright law and prohibitions on libel, slander and invasion of privacy. Seedsellers has the right to take all reasonable actions to remove or restrict access to any such material, including restriction, suspension or termination of your access privileges and/or deletion of the objectionable material.
3. Proprietary Materials
Material accessible to you through the Seedsellers Service may be the subject of intellectual property rights, including, without limitation, patents, copyrights, trademarks and trade secrets. Except as expressly permitted by the owner of such rights, you may not reproduce, redistribute, retransmit, publish or otherwise transfer, or commercially exploit, any such material. Warning: This program is protected by copyright law and international treaties. Unauthorized reproduction or distribution of this program, or any portions of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
4. Prohibited Uses
5. System Resources
6. Charges and Payment
7. User Information
You acknowledge that transmissions made by means of the Service are not confidential and that your communications may be read or intercepted by others. You acknowledge that by transmitting materials by means of the Service, no confidential, fiduciary, contractually implied or other relationship is created between you and Seedsellers other than as set forth in the terms and conditions regarding payment to Seedsellers for any commissions or other sums owed Seedsellers as the result of using the Seedsellers website or ancillary services.
9. Warranty and Indemnification
You represent and warrant to Seedsellers that you will not transmit by means of the Service any materials of any kind which (i) violate, plagiarize, or infringe on the intellectual property or contractual rights of any third party; (ii) are exported in violation of any law, rule, or regulation governing exports from the United States; (iii) contain libelous, defamatory, obscene, pornographic, abusive or otherwise unlawful material; (iv) contain software viruses or any other malicious code designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. You further represent and warrant to Seedsellers that your use of the Service will at all times comply with all applicable laws, rules, and regulations. You hereby agree to indemnify, defend and hold harmless Seedsellers and its employees, licensors, independent contractors, providers, subsidiaries and affiliates (collectively, the "Affiliates"), from and against any and all liability and costs incurred by the Affiliates in connection with any claim arising out of any breach by you of the foregoing representations, warranties and covenants, including, without limitation, attorneys' fees and costs. You shall cooperate as fully as reasonably required in the defense of any claim. Seedsellers reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of Seedsellers.
10. DISCLAIMER OF WARRANTY
THE SERVICE (INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION ACCESSED BY ANY MEANS THEREOF) IS PROVIDED AS IS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES OF NON-INFRINGEMENT. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, SEEDSELLERS MAKES NO WARRANTIES AND SHALL NOT BE LIABLE FOR THE USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY INTERRUPTION OF OR ERROR IN THE SERVICES UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, SEEDSELLERS'S NEGLIGENCE.
11. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL Seedsellers BE LIABLE FOR ANY SPECIAL OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SERVICES, EVEN IF Seedsellers HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL SEEDSELLERS'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED $100 DOLLARS.
In addition to any other rights of the parties set forth herein, either you or Seedsellers may terminate this Agreement at any time upon notice. Seedsellers also reserves the right to restrict, suspend or terminate the Services in whole or in part, without notice, with respect to any breach or threatened breach of Sections 3 or 4, or based on a breach of any of your warranties set forth in Section 9, or if you fail to pay any invoice within thirty (30) days of the date such invoice is sent. If Seedsellers terminates your membership pursuant to this Section 12, Seedsellers reserves the right to deny access to the Service in whole or in part, including, without limitation, removing your information from the Seedsellers server, and to refuse to provide the service to you following such termination.
13. Modifications to Agreement
Seedsellers has the right to modify this Agreement. Any modification is effective immediately upon either a posting on the Seedsellers Home Page (http://www.seedsellers.com), or upon notice by electronic mail, or U.S. mail. Your continued use of the Seedsellers Service following notice of any modification to this Agreement shall be conclusively deemed an acceptance of all such modification(s). Your only right with respect to any dissatisfaction with any modifications made pursuant to this provision, or any policies or practices of Seedsellers in providing the Services, including, without limitation, (i) any change in the content of the Services, or (ii) any change in the amount or type of Service Fees, is to terminate Membership by delivering notice to Seedsellers. Such notice will be effective upon receipt by Seedsellers.
This Agreement constitutes the entire agreement between you and Seedsellers with respect to the Seedsellers Service and supersedes all prior agreements between you and Seedsellers. Failure by Seedsellers to enforce any provision of this agreement shall not be construed as a waiver of any provision or right. Interpretation and enforcement of this agreement shall be governed by the laws of the state of California (excluding its choice of law rules). You consent to personal jurisdiction in the federal and state courts of Stanislaus County, California for any action arising out of or relating to your use of the Seedsellers Service. The federal and state courts of Stanislaus County, California shall have exclusive jurisdiction over all such actions. In any such action, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including, but not limited to, its costs, both taxable and non-taxable, and reasonable attorney's fees. In the event that any portion of this Agreement is held unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect.