GDI may modify this Agreement at any time, and such modification shall be effective immediately upon either posting of the modified Agreement or notifying you. You agree to review this Agreement periodically to ensure that you are aware of any modifications and you agree that your continued access or use of the Site shall be deemed your conclusive acceptance of the modified Agreement.
- Proprietary Rights – The entire contents displayed on the Site (the “Content”) have copyrighted protection as a collective work under the laws of the United States and other copyright laws. Unless otherwise noted, GDI is the sole exclusive owner of the Content. There may be collective work that is the property of other third parties and such collective work is also protected by copyright and other intellectual property laws. You are allowed to display and, subject to any expressly stated restrictions or limitations relating to specific material, download portions of the Content from the different areas of the Site only for non-commercial use, unless otherwise permitted. Any redistribution, retransmission or publication of any copyrighted material is strictly prohibited without the express written permission of the copyright owner. You may not change or delete any proprietary notices or labels from the Content or use, frame or utilize framing techniques to enclose any portion of the Site. You agree not to use any GDI logo or any other proprietary graphic or trademark without GDI’s express written consent. As between the parties, title, ownership rights, and intellectual property rights in the Content, and any copies or portions thereof, shall remain in GDI and/or its content providers. Third-party trademarks, service marks and logos contained in the Site are owned and licensed by their respective owners. All rights not expressly granted herein are reserved.
- Account – In order to access some specific aspects of the Site, you may be required to register for a GDI account (an “Account”). You may register for an Account by submitting information to us or allowing us to access your name and other profile information through existing accounts you may have on social networking or commenting websites, such as Disqus, Facebook, Google or Twitter (a “Third Party Profile”). You agree to: (a) provide true, accurate, current and complete information about yourself when registering for an Account; (b) maintain and promptly update your Account to keep it true, accurate, current and complete; and (c) maintain the security of your user identification and other confidential information relating to your Account. If you provide any information that is untrue, inaccurate, not current or incomplete, or GDI has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, GDI has the right to suspend or terminate your Account and refuse all current or future use of the Site (or any portion thereof).
- Submitted Content – You are solely responsible for the information, and other content including video content, links and textual content that you submit to the Site, including content that you upload, publish or display (hereinafter, “post”) to public areas of the Site (such as forums, blogs and chat rooms) (collectively, the “Submitted Content”). You understand the Site is available to the public. Therefore, any information you consider confidential should not be posted to the Site. By posting Submitted Content, you agree that GDI may reveal your identity and whatever information we know about you to any law enforcement agent or official in the event of legal action arising from any Submitted Content posting by you. Your participation in on-line communications occurs in real time and is not edited, censored, or otherwise controlled by GDI. GDI cannot and does not screen content provided by you to the Site. Notwithstanding the foregoing, GDI reserves the right to monitor content on the Site and to remove content, which GDI, in its sole discretion, determines to be harmful, offensive, or otherwise in violation of this Agreement or GDI’s operating policies for Users. Files that you upload, public messages that you send and your activity in forums and chats are subject to review, modification and deletion without notice.
- License Grant – By posting any Submitted Content on publicly accessible locations on the Site, you automatically grant (or warrant that the owner of such content has expressly granted) to GDI a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use, copy, sublicense, reproduce, distribute, redistribute, modify, adapt, publish, edit, translate, transmit, create derivative works of, publish and/or broadcast, publicly perform or display any materials or other information (including without limitation, ideas contained therein for new or improved products or services) you submit to public areas of the Site, alone or as part of other works in any form, media, or technology whether by any means and in any media now known or hereafter developed and to sublicense such rights through multiple tiers of sublicenses. You further acknowledge and agree that your name, likeness, and/or Third Party Profile may be associated with your Submitted Content and you hereby grant us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use your name, likeness, and/or Third Party Profile in association with your Submitted Content. You agree that you shall have no recourse against GDI for any alleged or actual infringement or misappropriation of any proprietary right in your communication to us. You hereby agree to also grant each User a non-exclusive license to access your Submitted Content through the Site, and to use, reproduce, distribute, display and perform such Submitted Content as permitted through the functionality of the Site and under this Agreement. You further acknowledge and agree that no compensation will be paid with respect to the use of your comments, as provided herein, that GDI may remove any comment at any time in its sole discretion. Further, when you post any Submitted Content on the Site, you authorize and direct GDI to make such copies thereof as GDI deems necessary to facilitate the posting and storage of such content on the Site. You may remove any Submitted Content you post from the Site at any time. If you choose to remove your Submitted Content, the license granted above will automatically expire, however you acknowledge that GDI may retain archived copies of the Submitted Content.
- User Representations and Warranties – You represent and warrant that (a) you are over the age of thirteen (13) and have the power, authority or consent to enter into and perform your obligations under the Agreement; (b) you shall comply with all terms and conditions of this Agreement and all applicable U.S. and international laws, statutes, ordinances, rules, regulations, contracts and applicable licenses regarding your use of the Site; and (c) each time you upload Submitted Content on the Site, you own or otherwise control the rights or have the necessary consents to upload or post such Submitted Content and to enable inclusion and use of the Submitted Content in the manner contemplated by the Site.
- Use Restrictions – You warrant, represent and agree that you will not contribute any Submitted Content or otherwise use or access the Site in a manner that (i) infringes the intellectual property rights or proprietary rights, or otherwise violates the legal rights (including rights of publicity or and privacy) of others; (ii) systematically collects and uses any data or content including the use of any data spiders, robots or similar data gathering, mining or extraction methods; (iii) you should know is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, indecent, obscene, libelous, fraudulent, deceptive, or misleading or otherwise objectionable; (iv) adversely affects or reflects negatively on GDI’s goodwill, name or reputation or causes duress, distress or discomfort to GDI or anyone else, or discourages any person, firm or enterprise from using all or any portion, feature, or function of the Site, or from advertising, liking or becoming a supplier to us in connection with the Site; (v) sends or results in the transmission of junk e-mail, chain letters, duplicative or unsolicited messages, or so-called “spamming”; (vi) transmits, distributes or uploads programs or material that contain malicious code, such as viruses, time bombs, cancelbots, worms, Trojan horse, spyware, or other potentially harmful programs or other material or information; (vii) falsely reports you to be an employee or agent of GDI; (viii) circumvents, disables or otherwise interfere with security-related features of the Site or its features that prevent or restrict use or copying of any content; (ix) causes the Site to be used for commercial or business purposes, including, without limitation, advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other Site or web pages; and (x) deletes any author attributions, legal notices or proprietary designations or labels in a file that you upload to the Site. GDI reserves the right to take such action as it deems appropriate and/or to remove any content from the Site at any time, for any reason, or for no reason at all.
- Operation – GDI reserves complete and sole discretion with respect to the operation of the Site. GDI may, among other things, withdraw, suspend or discontinue any functionality or feature of the Site. GDI may, in its complete and sole discretion, review uploaded files, comments, forums, and chats and authorize restrictions on access thereto. You acknowledge and agree that from time to time the Site may be inaccessible or inoperable for any reason, including, without limitation: (a) equipment malfunctions; (b) periodic maintenance procedures or repairs which GDI may undertake from time to time; or (c) causes beyond the control of GDI or which are not reasonably foreseeable by GDI.
- General Disclaimer – THE SITE IS PROVIDED BY GDI ON AN “AS IS” BASIS. GDI MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, GDI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES THAT ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THE TERMS OF THIS AGREEMENT. GDI CANNOT AND DOES NOT WARRANT AGAINST HUMAN AND MACHINE ERRORS, OMISSIONS, DELAYS, INTERRUPTIONS OR LOSSES, INCLUDING LOSS OF DATA. GDI CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE SITE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. GDI MAY CHANGE THE SITE OR THE FEATURES IN ANY WAY, AND AT ANY TIME AND FOR ANY REASON. ALTHOUGH GDI HAS ATTEMPTED TO PROVIDE ACCURATE INFORMATION ON THE SITE, GDI ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF THE INFORMATION.
- Informational Purposes Only – Any opinions expressed on the Site are the personal opinions of the original author and not of GDI, even though the original author may be employed by GDI. The Content is provided for informational and entertainment purposes only and is not an endorsement or representation by GDI or any other party, unless otherwise indicated. GDI does not assume any responsibility or liability for any Submitted Content, blogs, opinions or other commentary posted on the Site or any third-party website linked to the Site and makes no express or implied warranty or guarantee about the accuracy, copyright compliance, legality, or any other aspect of the Content.
- Disclaimer of Third Party Information – You understand that when using the Site, you may be exposed to Submitted Content and third party content from a variety of sources, and that GDI is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Submitted Content or third party content. You further understand and acknowledge that you may be exposed to Submitted Content and third party content that may be offensive, indecent, inaccurate, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against GDI with respect thereto. You acknowledge that statements made on the Site, forums, conferences, chats and/or Submitted Content reflect only the views of their authors. Forum managers, forum hosts, content providers, or merchants appearing on the Site, if applicable, are not authorized GDI spokespersons, and their views do not necessarily reflect those of GDI, and GDI does not endorse any Submitted Content or any opinion, recommendation, or advice expressed therein.
- Indemnification – YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS GDI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS AND SUPPLIERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEY’S FEES, RESULTING FROM ANY VIOLATION OF THIS AGREEMENT, BREACH OF YOUR REPRESENTATIONS CONTAINED HEREIN, OR ANY ACTIVITY RELATED TO YOUR USE OF THE SITE (INCLUDING INFRINGEMENT OF THIRD PARTIES’ WORLDWIDE INTELLECTUAL PROPERTY RIGHTS OR NEGLIGENT OR WRONGFUL CONDUCT) BY YOU OR ANY OTHER PERSON ACCESSING THE SITE USING YOUR ACCOUNT.
- Waiver and Release – YOU AGREE THAT NEITHER GDI NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS SHALL HAVE ANY LIABILITY TO YOU UNDER ANY THEORY OF LIABILITY OR INDEMNITY IN CONNECTION WITH YOUR USE OF THE SITE OR THE CONTENT. YOU SPECIFICALLY ACKNOWLEDGE THAT GDI SHALL NOT BE LIABLE FOR SUBMITTED CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU HEREBY RELEASE AND FOREVER WAIVE ANY AND ALL CLAIMS YOU MAY HAVE AGAINST GDI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS (INCLUDING BUT NOT LIMITED TO CLAIMS BASED UPON THE NEGLIGENCE OF GDI, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS) FOR LOSSES OR DAMAGES YOU SUSTAIN IN CONNECTION WITH YOUR USE OF THE SITE OR THE CONTENT.
- Liability Limitation – NOTWITHSTANDING THE FOREGOING PARAGRAPH GDI WILL NOT BE LIABLE UNDER ANY THEORY OF LAW, FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA OR COSTS OF REPLACEMENT GOODS, ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION PRESENTED, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF GDI MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. The Site is controlled and offered by GDI from its facilities in the United States of America. GDI makes no representations that the Site is appropriate or available for use in other locations. Those who access or use the Site from other jurisdictions do so at their own volition and are responsible for compliance with local law.
- Copyright or Intellectual Property Infringement Notification – GDI respects the intellectual property rights of others. You can notify GDI of possible copyright infringement, and GDI will review all claims of copyright infringement received and remove content deemed to have been posted or distributed in violation of any such laws. To make a claim, please provide the following:
- (a) A physical or an electronic signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed;
- (b) A description of the copyrighted work or other intellectual property that you claim has been infringed;
- (c) A description of where the material that you claim is infringing is located on the Site reasonably sufficient to permit GDI to locate the material;
- (d) Your contact information, including your address, telephone number, and email;
- (e) A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- (f) A statement by you that the above information in your notice is accurate and that you, made under penalty of perjury, are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Contact the agent designated to receive and act on copyright violations under the Digital Millennium Copyright Act (“DMCA”). Claims can be directed to us at (415) 448-6732, firstname.lastname@example.org or to GoDrive, Inc., [8033 W Sunset Blvd. #623, Los Angeles, CA 90046].
- Term and Termination – Either you or GDI may terminate this Agreement at any time and for any reason. In addition, this Agreement will terminate immediately, without notice, if you fail to comply with the terms of this Agreement. GDI also reserves the right to terminate or suspend your Account and access to the Site without prior notice. The provisions of Sections 1 – 4, 6 – 12, 14 and 16 shall survive any termination of this Agreement.
- Notice – GDI may deliver notice to you under this Agreement by means of electronic mail or a general notice on the Site. You may give notice to GDI at any time via electronic mail to the Site at the following address:ATTN: Member Services