TestDirectly Terms and Conditions
Last updated: May 15, 2020
Welcome to TestDirectly.com, please read these Terms and Conditions ("Terms", "Terms and Conditions", “Terms of Use”) carefully before using the testdirectly.com website (the "Site") operated by LigoLab LLC ("us", "we", or "our").
Your access to and use of the Site is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Site.
By accessing or using
the Site you agree to be bound by these Terms. If you disagree with any part of
the terms then you may not access the Site.
This Site is offered and
available to users who are 18 years of age or older. We do not collect or
maintain personal information from people we actually know are under 18 years
old. If we obtain actual knowledge that a user is under 18 years old, we will
use our best efforts to remove that person’s information from our database. By
using this Site, you represent and warrant that you are at least 18 years old
and of legal age to form a binding contract with us. If you do not meet all of
these requirements, you must not access or use the Site.
Changes
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Site thereafter. Your continued use or revisitation of the Site following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.
Accessing the Site and Account Security
We reserve the right to withdraw
or amend this Site, and any service or material we provide on the Site, in our
sole discretion without notice. We will not be liable if for any reason all or
any part of the Site is unavailable at any time or for any period. From time to
time, we may restrict access to some parts of the Site or the entire Site.
Certain services offered on this
Site (“Services”)
are available only to users who set up an account (“Account”). To access
the Site or some of the Services it offers, you may be asked to provide certain
registration details or other information. It is a condition of your use of the
Site that all the information you provide on the Site is correct, current and
complete. You agree that all information you provide to register with this Site
or otherwise, including but not limited to through the use of any interactive
features on the Site, is governed by our Privacy Policy, and you consent to all
actions we take with respect to your information consistent with our Privacy
Policy.
If you choose, or are provided
with, a username, password or any other piece of information as part of our
security procedures, you must treat such information as confidential, and you
must not disclose it to any other person or entity. You acknowledge that your
Account is personal to you and you agree not to provide any other person with
access to this Site or portions of it using your username, password, facility
license number or other security information. You agree to notify us
immediately of any unauthorized access to or use of your username or password
or any other breach of security. You also agree to ensure that you exit from
your Account at the end of each session. You should use particular caution when
accessing your Account from a public or shared computer so that others are not
able to view or record your password or other personal information. We have the
right to disable any username, password or other identifier, whether chosen by
you or provided by us, at any time in our sole discretion for any or no reason,
including if, in our opinion, you have violated any provision of these Terms of
Use. We may rely on the authority of anyone accessing your Account or using
your login credentials and in no event and under no circumstances shall we be
held liable to you for any liabilities or damages resulting from or arising out
of (i) any action or inaction by us under this
provision, (ii) any compromise of the confidentiality of your Account or
password, and (iii) any unauthorized access to your Account or use of your
password. We may store, transmit, receive, and/or access your data on or from
our own servers or those of our service providers which may be in or outside of
the United States.
Intellectual Property Rights
The Site and its entire
contents, features and functionality (including, but not limited to, all
information, software, text, displays, images, video and audio, and the design,
selection and arrangement thereof), are owned by us, our licensors or other
providers of such material and are protected by United States and international
copyright, trademark, patent, trade secret and other intellectual property or
proprietary rights laws. No right, title or interest in or to the Site or any
content on the Site is transferred to you, and we reserve all rights not
expressly granted herein. Any use of the Site not expressly permitted by these
Terms of Use is a breach of these Terms of Use and may violate copyright,
trademark and other laws.
Our name, brands, logos, slogans
and other trademarks are our trademarks. All other names, brands, logos,
product and service names, and designs appearing on this Site are the
trademarks of their respective owners. You may not use such trademarks without
our prior written permission.
These Terms of Use permit you to
use the Site for your personal, non-commercial use only. You must not
reproduce, distribute, modify, create derivative works of, publicly display,
publicly perform, republish, download, store or transmit any of the material on
our Site, except as follows:
·
Your computer may
temporarily store copies of such materials in RAM incidental to your accessing
and viewing those materials.
·
You may store files
that are automatically cached by your web browser for display enhancement
purposes.
·
You may print or
download a reasonable number of pages of the Site for your own personal,
non-commercial use and not for further reproduction, publication or
distribution.
·
If we provide
desktop, mobile or other applications for download, you may download a single
copy to your computer or mobile device solely for your own personal,
non-commercial use, provided you agree to be bound by our applicable end user
license agreement for such applications.
·
If we provide social
media features, such as allowing you to share items you find in our news
section through social media links in those posts, you may take such actions as
are enabled by such features.
You must not:
·
Modify copies of any
materials from this Site;
·
Use any
illustrations, photographs, video or audio sequences or any graphics separately
from the accompanying text;
·
Delete or alter any
copyright, trademark or other proprietary rights notices from copies of
materials from this Site; or,
·
Access or use for
any commercial purposes any part of the Site or any services or materials
available through the Site.
Prohibited Uses
You may use the Site only for
lawful purposes and in accordance with these Terms of Use. You agree not to use
the Site:
·
In any way that
violates any applicable federal, state, local or international law or
regulation (including, without limitation, any laws regarding the export of
data or software to and from the United States or other countries).
·
For the purpose of
exploiting, harming or attempting to exploit or harm minors in any way by
exposing them to inappropriate content, asking for personally identifiable
information or otherwise.
·
To transmit, or
procure the sending of, any advertising or promotional material without our
prior written consent, including any “junk mail”, “chain letter” or “spam” or
any other similar solicitation.
·
To impersonate or
attempt to impersonate us, our employees, another user or any other person or
entity (including, without limitation, by using e-mail addresses or screen
names associated with any of the foregoing).
·
To engage in any
other conduct that restricts or inhibits anyone’s use or enjoyment of the Site,
or which, as determined by us, may harm us or other users of the Site or expose
them to liability.
Additionally, you agree not to:
·
Use the Site in any
manner that could disable, overburden, damage, or impair the Site or interfere
with any other user’s use of the Site, including his or her ability to engage
in real time activities through the Site.
·
Use any robot,
spider or other automatic device, process or means to access the Site for any
purpose, including monitoring or copying any of the material on the Site.
·
Use any manual
process to monitor or copy any of the material on the Site or for any other
unauthorized purpose without our prior written consent.
·
Use any device,
software or routine that interferes with the proper working of the Site.
·
Introduce any
viruses, Trojan horses, worms, logic bombs, keystroke logging, or other
material which is malicious or technologically harmful.
·
Attempt to gain
unauthorized access to, interfere with, damage or disrupt any parts of the
Site, the server on which the Site is stored, or any server, computer or
database connected to the Site.
·
Attack the Site via
a denial-of-service attack or a distributed denial-of-service attack.
·
Otherwise attempt to
interfere with the proper working of the Site.
Content You Post on the Site
You are responsible for all
content that you post on, transmit through or download from the Site (“User Content").
User Content does not include “Protected Health Information,” as defined in the
Health Insurance Portability and Accountability Act and the regulations
promulgated under that Act (“HIPAA”),
that you may provide or submit to us when requesting tests or Services. You may
not post User Content that: is not your own original creation or that you do
not have permission to use (keep in mind that just because something on the
internet does not have a copyright notice on it doesn’t mean you can use it
without permission); infringes the copyright, trademark, patent right, or other
proprietary right of any person or that is used without the permission of the
owner; you know to be inaccurate; is pornographic, sexually explicit, or
obscene; exploits children or minors; violates the rights of privacy or
publicity of any person; is harassing, libelous, slanderous, or defamatory;
contains any personally identifying information about any person without their
consent or about any person who is a minor; may be deemed generally offensive
to the website community, including blatant expressions of bigotry, prejudice,
racism, hatred, profanity or religious or political radicalism; includes
advertisements, promotions, solicitations, spam, or offers to sell any goods or
services for any commercial purpose; is off topic; is intended to provide
professional advice, including but not limited to, the provision of medical
treatment, or legal, financial or investment advice; is intended to solicit,
recommend, endorse, or offer to buy or sell any securities or other financial
instruments, tout stocks, or recommend that any particular security, portfolio
of securities, transaction, or investment strategy is suitable for you or any
specific person; violates any local, state, federal, and/or international laws
or regulations; promotes or provides instructional information about illegal or
illicit activities; contains software viruses or any other computer code,
files, or programs designed to destroy, interrupt, or otherwise limit the
functionality of any computer software, computer hardware, or other equipment;
or, is intended to overwhelm, cause technical disruptions of or denial of
service to the Site. We may remove any User Content that violates these Terms
of Use or that we determine is otherwise not appropriate for the Site in our
sole discretion.
By posting or transmitting User
Content on or through the Site, you
1.
represent and
warrant that you are the creator and owner of, or have the necessary licenses,
rights, consents, and permissions to use and to authorize us and users of the
Site to use and distribute your User Content as necessary to exercise the
licenses granted by you in these Terms and in the manner contemplated by us and
the Terms of Use,
2.
represent and
warrant that your User Content, and the use thereof as contemplated herein,
does not and will not: (a) infringe, violate, or misappropriate any third-party
right, including any copyright, trademark, patent, trade secret, moral right,
privacy right, right of publicity, or any other intellectual property or
proprietary right; or (b) slander, defame, libel, or invade the right of
privacy, or violate the right of publicity or other property rights of any
other person; and,
3.
agree to and do
hereby grant us and our affiliates and partners a nonexclusive, perpetual,
irrevocable, worldwide, sublicensable, transferrable, royalty-free right and
license to use, store, display, publish, transmit, transfer, distribute,
reproduce, rearrange, edit, modify, aggregate, create derivative works of and
publicly perform the User Content that you submit to the Site for any purpose,
in any form, medium, or technology now known or later developed. You also
acknowledge that (i) we may have already created, or
be in the process of creating, content that may be substantially similar to
your ideas at the time you submit those ideas to us, and (ii) elements of your
ideas may not be subject to protection under copyright laws. You also grant us
a license to use your username in connection with our use of any User Content
you provide to us, including in connection with off-Site uses of such submitted
User Content. You also consent to the display of advertising within or adjacent
to any of your User Content. Any User Content sent to us, including feedback
data, such as questions, comments, suggestions and any other response shall be
deemed to be nonconfidential.
Reliance on Information Posted
The information presented on or
through the Site is made available solely for general information purposes. We
do not warrant the accuracy, completeness or usefulness of this information.
Any reliance you place on such information is strictly at your own risk. We
disclaim all liability and responsibility arising from any reliance placed on
such information by you or any other visitor to the Site, or by anyone who may
be informed of any of its contents. This Site may include content provided by
third parties, including materials provided by other users, bloggers and
third-party licensors, syndicators, aggregators and/or reporting services. All
statements and/or opinions expressed in these materials, and all articles and
responses to questions and other content, other than the content we provide,
are solely the opinions and the responsibility of the person or entity
providing those materials. These materials do not necessarily reflect our
opinion. We are not responsible, or liable to you or any third party, for the
content or accuracy of any materials provided by any third parties.
Links to other Websites and Resources
If the Site contains links to
other websites and resources provided by third parties, these links are
provided for your convenience only. This includes links contained in
advertisements, including banner advertisements and sponsored links. We have no
control over the contents of those websites or resources, and accept no
responsibility for them or for any loss or damage that may arise from your use
of them. If you decide to access any of the third party
websites linked to this Site, you do so entirely at your own risk and subject
to the terms and conditions of use for such websites.
Information About You and Your Visits to the Site
All information we collect on
this Site is subject to our Privacy Policy. By using the Site, you consent to
all actions taken by us with respect to your information in compliance with the
Privacy Policy.
Geographic Restrictions
The owner of the Site is based
in the United States. We provide this Site for use only by persons located in
the United States. We make no claims or representations 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.
Certain companies affiliated
with us may provide services and operate websites which may be linked to from
our Site and which are governed by their own terms of use and not these Terms
of Use, and may be subject to laws of other local or international
jurisdictions.
Disclaimer of Warranties
You understand that we cannot
and do not guarantee or warrant that authorized files or content available for
downloading from the Site or the internet will be free of viruses, malware or
other destructive code. You are responsible for implementing sufficient
procedures and checkpoints to satisfy your particular requirements for
anti-virus protection and accuracy of data input and output, and for
maintaining a means external to our Site for any reconstruction of any lost
data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED
DENIAL-OF-SERVICE ATTACK, VIRUS OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT
MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER
PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS
OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT,
OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE SITE, ITS
CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN
“AS IS” AND “AS AVAILABLE” BASIS, AT YOUR OWN RISK, AND WITHOUT ANY WARRANTIES
OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER WE NOR ANY OF OUR PROVIDERS,
PARTNERS, AFFILIATES, OR HEALTH CONSULTANTS MAKE ANY WARRANTY OR REPRESENTATION
WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, CURRENCY,
ACCURACY, AVAILABILITY OR OPERATION OF THE SITE, OR THE INFORMATION OR CONTENT
INCLUDED THEREON. WITHOUT LIMITING THE FOREGOING, NEITHER WE NOR ANYONE
ASSOCIATED WITH US REPRESENT OR WARRANT THAT THE SITE, ITS CONTENT OR ANY
SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE,
ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE, OUR
(AND OUR SERVICE PROVIDERS’) SERVERS, THE CONTENT, OR COMMUNICATIONS SENT FROM
OR ON BEHALF OF US ARE FREE OF VIRUSES SCRIPTS, TROJAN HORSES, WORMS, MALWARE,
TIME BOMBS OR OTHER HARMFUL COMPONENTS OR THAT THE SITE OR ANY SERVICES OR
ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS, EXPECTATIONS,
OR REQUIREMENTS OR ACHIEVE ANY INTENDED RESULTS. NO ADVICE OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE OR
SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
TO THE MAXIMUM EXTENT PERMITTED
UNDER APPLICABLE LAW, WE, ON OUR OWN BEHALF AND ON BEHALF OF OUR AFFILIATES AND
OUR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, HEREBY DISCLAIM ALL WARRANTIES
OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT
TO THE SITE AND THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ALL WARRANTIES OF
MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT,
OPERABILITY, CONDITION, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA AND SYSTEM
INTEGRATION, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF
PERFORMANCE, USAGE OR TRADE PRACTICE.
THE FOREGOING DOES NOT AFFECT
ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME
JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE
LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OF THESE
EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
Limitation on Liability
IN NO EVENT WILL WE, OUR
AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS
OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING
OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY
WEBSITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER WEBSITES OR ANY
SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR SUCH OTHER WEBSITES, INCLUDING
ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE
DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING,
EMOTIONAL DISTRESS, PROPERTY DAMAGE, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF
BUSINESS OR ANTICIPATED SAVINGS, BUSINESS INTERRUPTION, LOSS OF USE, LOSS OF
GOODWILL, LOSS OR CORRUPTION OF DATA, COST OF SUBSTITUTE GOODS OR SERVICES, OR
COMPUTER FAILURE OR MALFUNCTION.
TO THE FULLEST EXTENT PERMITTED
BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, OR ANY OF OUR
RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR
RELATED TO YOUR USE OF OR INABILITY TO USE THE SITE OR THE SERVICES FOR:
1.
ANY ACTION YOU TAKE
BASED ON THE INFORMATION YOU RECEIVE IN THROUGH OR FROM THE SERVICES;
2.
YOUR FAILURE TO KEEP
YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
3.
THE COST OF
PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA,
INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR
TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES;
4.
THE IMPROPER
AUTHORIZATION FOR THE SERVICES BY SOMEONE CLAIMING SUCH AUTHORITY; STATEMENTS
OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES.
THESE LIMITATIONS WILL APPLY
WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING
NEGLIGENCE) OR ANY OTHER THEORY OR CAUSE OF ACTION AND REGARDLESS OF WHETHER
SUCH DAMAGES WERE FORESEEABLE OR WE WERE ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
WE DO NOT GUARANTEE CONTINUOUS,
UNINTERRUPTED OR SECURE ACCESS TO THE SITE OR THE SERVICES, OR ANY RELATED
SERVICES. THE OPERATION OF SITE MAY BE INTERFERED WITH BY NUMEROUS FACTORS
OUTSIDE OUR CONTROL. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DAMAGES
THAT RESULT FROM THE USE OF OR INABILITY TO USE THE SITE, INCLUDING BUT NOT
LIMITED TO RELIANCE BY YOU ON ANY INFORMATION OBTAINED FROM THE SITE OR THAT
RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL,
ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE
OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS
FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO OUR RECORDS, PROGRAMS,
OR SERVICES. YOU HEREBY ACKNOWLEDGE THAT THIS PARAGRAPH SHALL APPLY TO ALL
CONTENT, DATA, AND INFORMATION SUBMITTED TO THE SITE.
IF YOU ARE DISSATISFIED WITH ANY
PORTION OF THIS SITE OR THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO
DISCONTINUE USE OF THE SITE OR THE SERVICES. OUR AGGREGATE LIABILITY TO YOU FOR
ALL CLAIMS ARISING FROM OR RELATED TO THE SITE OR THE SERVICES IS LIMITED TO
THE LESSER OF (I) THE AMOUNT OF FEES ACTUALLY PAID BY YOU FOR USE OF THE
SERVICES OR (II) ONE HUNDRED DOLLARS (U.S. $100.00).
THE FOREGOING DOES NOT AFFECT
ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. SOME
JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF
THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. IF YOU ARE A
CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: 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. IF YOU ARE A RESIDENT OF A STATE WITH PROTECTIONS
SIMILAR TO CALIFORNIA CIVIL CODE §1542, YOU HEREBY WAIVE SUCH PROVISIONS OR
PROTECTIONS.
Indemnification
You agree to defend, indemnify
and hold harmless us, our affiliates, licensors and service providers, and our
and their respective officers, directors, employees, contractors, agents,
licensors, suppliers, successors and assignees, from and against any and all
claims, liabilities, deficiencies, damages, actions, judgments, settlements,
interest, awards, losses, fines, penalties, costs, expenses or fees or any kind
(including reasonable attorneys’ fees and costs) arising from or relating to
your violation of these Terms of Use or the terms in our other policies and
agreements that you agree to be bound by, your use or misuse of the Site,
including, but not limited to, any use of the Site’s content, Services and
products other than as expressly authorized, your use of any information
obtained from the Site, any User Content you submit, post to or transmit
through the Site or the Services, or, your violation of any third party’s
rights, including, but not limited to, intellectual property rights, right of
privacy, right of publicity and confidentiality.
Termination
You may delete your Account and
end your registration at any time, for any reason by sending an email to contact@testdirectly.com We may terminate your use of the Site, your Account
and/or registration for any or no reason at any time. You understand that
termination of your agreement with us pursuant to these Terms of Use and your
Account will not entitle you to any refund and may involve deletion of your
information from our live databases as well as any content that you uploaded to
the Site using such Account. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY
OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SITE OR SERVICES OR
DELETION OF YOUR ACCOUNT OR CONTENT UPLOADED BY YOU.
YOUR SEPARATE USER AGREEMENT OR
CONSENT FOR SERVICES MAY CONTAIN DIFFERENT TERMINATION PROVISIONS FOR A GIVEN
SERVICE. IN SUCH CASES THE TERMINATION PROVISIONS WITHIN SUCH SEPARATE USER
AGREEMENT OR CONSENT FOR SERVICES SHALL GOVERN THE TERMINATION OF THOSE
SERVICES.
Dispute Resolution
In the event of any dispute,
claim, question or disagreement arising from or relating to this Agreement, or
the relationship that results from this Agreement (a “Dispute”), the parties
hereto shall use their best efforts to settle the Dispute. To this effect, the
parties shall consult and negotiate with each other in good faith and,
recognizing their mutual interests, attempt to reach a just and equitable
solution satisfactory to both parties. If the parties do not reach such
solution, then the Dispute shall be resolved by binding arbitration in Austin,
Texas, in accordance with the Commercial Arbitration Rules of the American
Arbitration Association (the “AAA”), subject to the limitations of this
section. This agreement to arbitrate will be specifically enforceable under the
prevailing law of any court having jurisdiction. Notice of a demand for
arbitration shall be filed in writing with the other party hereto and with the
AAA. To the extent permitted by law, any Dispute under this Agreement must be
filed within one year in an arbitration proceeding. The one-year period begins
when the claim or notice of dispute first could be filed. If a claim or dispute
is not filed within one year, it is permanently barred.
The parties agree that one (1)
arbitrator shall arbitrate the Dispute. The arbitrator shall be selected by the
joint agreement of the parties, but if they do not so agree within twenty (20)
days after the date of the notice of a demand for arbitration referred to
above, the selection shall be made pursuant to the Commercial Arbitration Rules
of the AAA from the panels of business arbitrators maintained by the AAA. The
decision of the arbitrator shall be made in writing, shall be final, judgment
may be entered upon it in any court having jurisdiction thereof, and the
decision shall not be subject to vacation, modification or appeal, except to
the extent permitted by sections 10 and 11 of the Federal Arbitration Act, the
terms of which sections the parties agree shall apply. Further, unless both you
and we agree in writing otherwise, the arbitrator may not consolidate more than
one person’s claims, and may not otherwise preside over any form of a
representative or class proceeding. The expenses of arbitration, including
reasonable attorneys’ fees and the fees and expenses of the arbitrator, shall
be shared equally by the parties.
Either party may bring a claim
related to intellectual property rights, or seek temporary and preliminary
specific performance and injunctive relief, in any court of competent
jurisdiction, without the posting of bond or other security.
DMCA Notification.
We respect the rights of
intellectual property holders. If you believe that any content on the Site
violates these Terms of Use or your intellectual property rights, you can
report such violation to us in accordance with the Digital Millennium Copyright
Act (17 U.S.C. §512). In the case of an alleged infringement, please provide
the following information:
·
A description of the
copyrighted work or other intellectual property that you claim has been
infringed;
·
A description of
where the material that you claim is infringing is located on the Site
(including the exact URL);
·
An address, a
telephone number, and an e-mail address where we can contact you;
·
A statement that you
have a good faith belief that the use is not authorized by the copyright or
other intellectual property rights owner, by its agent, or by law;
·
A statement by you
under penalty of perjury that the information in your notice is accurate and
that you are the copyright or intellectual property owner or are authorized to
act on the owner's behalf; and,
·
Your electronic or
physical signature, or that of the person authorized to act on behalf of the
owner of the copyright or other right being infringed.
We may request additional
information before we remove allegedly infringing material. You may report a
copyright violation by providing the above information to our designated agent
at: Director of Communications, LigoLab LLC, 500 N. Central Ave, Suite 250,
Glendale, CA 91203. Phone: +1 (818) 230-1307; Email: contact@testdirectly.com
We will terminate the user
account of any user who repeatedly submits content that violates our intellectual
property policies. A repeat infringer is a user who has been notified of
infringing activity more than twice and/or has had content removed from the
Site more than twice.
Miscellaneous.
Governing Law and Jurisdiction.
All matters relating to the Site
and these Terms of Use and any dispute or claim arising therefrom or related
thereto (in each case, including non-contractual disputes or claims), shall be
governed by and construed in accordance with the laws of the State of California
regardless of your country of origin or where you access the Site or the
Services, and notwithstanding of any conflicts of law principles and the United
Nations Convention for the International Sale of Goods.
Class Action Waiver.
Any proceedings to resolve or
litigate any dispute in any forum will be conducted solely on an individual
basis. Neither you nor we will seek to have any dispute heard as a class action
or in any other proceeding in which either party acts or proposes to act in a
representative capacity, and each party hereby waives any right to assert
consolidated claims with respect to any disputes subject to arbitration under
these Terms of Use or any disputes between the parties. No arbitration or
proceeding will be combined with another without the prior written consent of
all parties to all affected arbitrations or proceedings.
Notices.
You agree that we may provide
you with notices, including those regarding changes to this agreement, by email
to the address you provided at the time of registration or as changed in your
Account profile on the Site.
Independent Contractors.
The parties intend that an
independent contractor relationship will be created by these Terms of Use, and
that no additional partnership, joint venture, employee, employer or other relationship
is intended. You agree not to hold yourself out as in any way sponsored by,
affiliated with, endorsed by, in partnership or venture with, nor as an
employee or employer of us, any of our affiliates or service providers.
Entire Agreement.
These Terms of Use, our Privacy
Policy, and any User Agreement, Consent for Services, or HIPAA Privacy
Authorization you have consented to constitute the entire agreement between you
and us with respect to the Site and supersede all prior or contemporaneous understandings
and agreements, whether written or oral, with respect thereto. No failure to
exercise, and no delay in exercising, on the part of you or us, any right or
any power hereunder shall operate as a waiver thereof, nor shall any single or
partial exercise of any right or power hereunder preclude further exercise of
that or any other right hereunder. In the event of a conflict between these
Terms of Use and any applicable purchase order or other terms other than our
User Agreement, the terms of these Terms of Use shall govern. If any provision
of these Terms of Use is illegal or unenforceable under applicable law, the
remainder of the provision will be amended to achieve as closely as possible
the effect of the original term and all other provisions of these Terms of Use
will continue in full force and effect. The headings of sections and paragraphs
in these Terms of Use are for convenience only and shall not affect its
interpretation.
Your Comments and Concerns
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