Terms and Conditions of Use
1. ACCEPTANCE OF TERMS
If you sign up for additional services that are governed by additional terms and conditions, we will inform you accordingly when you sign up for such additional services. Any additional services will be governed by the additional terms and conditions for such services and, unless otherwise provided by such additional terms and conditions, they are hereby incorporated into this Agreement by reference.
By accessing and using our Sites or creating an account, using or downloading any of our Services, you agree to comply with and be bound by this Agreement and accept these Terms as legally binding. If you are an entity other than a natural person, you agree that the representative who registers the account or uses our Services on your behalf has authority to bind you to these Terms. If you do not agree with all provisions of this Agreement, we’ll be sad to see you go, but please do not use our Sites or any of our Services.
2. YOUR USE OF OUR SERVICES
We provide a number of Services through our Sites. Although we work hard to ensure that our Services are free from interruptions, you understand and acknowledge that we cannot promise or guarantee specific results from using any of our Services. You understand and agree that while using any of our Services, temporary interruptions may occur as normal events that are out of our control.
User Accounts. In order to use some of our Services, you may be required to create an account. If you create an account or otherwise submit information to us, you must complete the specified process by providing us with current, complete, and accurate information as requested by the applicable registration form. It is your responsibility to maintain the currency, completeness, and accuracy of your registration data, and any loss caused by your failure to do so is your responsibility. During the registration process, you may be asked to enter your name, location, and valid email address and choose a password. It is entirely your responsibility to maintain the confidentiality of your password and account(s). Additionally, you are entirely responsible for any and all activities that occur under your account(s). You agree to notify Pentapedal immediately of any unauthorized use of any of your accounts. You further agree not to email, post, or otherwise disseminate any user ID, password, or other information which provides you access to any of our Services. Pentapedal is not liable for any loss that you may incur as a result of someone else using your password or account(s), either with or without your knowledge, and is not responsible for any delay in shutting down your account(s) after you have reported a breach of security to us.
Fees. If you choose to purchase one or more of the Services provided on our Sites, you may be asked to supply certain information relevant to your transaction, including without limitation, your credit or debit card number, the expiration date of your credit or debit card and your billing address. You represent and warrant that you have the legal right to use any credit or debit card(s) used in connection with any transaction. By submitting such information, you grant us or the third party collecting that information on our behalf the right to provide such information to third parties for purposes of facilitating the completion of transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any transaction. You agree to pay all charges incurred by you, on your behalf, or by your Account(s) through our Sites, at the price in effect when such charges are incurred. You are solely responsible for any taxes applicable to your transaction.
Subscription Plans. Some of our Services may offer paid subscription plans that allow you access to the Service during the term of your subscription. If you purchase a subscription plan, you understand and acknowledge that you will be charged on your chosen recurring basis until and unless you cancel your subscription. We may also offer free-trial or discounted subscriptions. If you enroll in a free-trial, you understand and agree that your paid subscription will begin at the end of the free-trial unless you canceled during the trial period and your debit or credit card will be charged once the subscription period begins.
You may modify your subscription plan at any time from your account. Although upgrade requests are immediate, downgrade requests can only begin at the start of your next billing cycle. Where your modification is for an upgrade, your subscription fee for the current billing cycle will be prorated and you will be prompted to pay the difference at the time of upgrade. All subsequent renewals will be charged at the rate of your upgraded plan unless canceled or modified. Where your modification is for a downgrade, your reduced payment will begin at the start of the next billing cycle.
Refunds. All payments made for any of our subscription-based Services become final after 24 hours from the initial subscription or any subsequent renewal. After the 24-hour window, your continued subscription to the Services constitutes your agreement to pay the amount of the subscription and you authorize us to charge the credit or debit card that is associated with your account or such other payment method that is available in your account. Once authorized, your subscription for the billing period cannot be canceled and your payment shall be non-refundable.
Payment Processing. We do not process debit or credit cards, or take other payment processing information. Payment processing is handled through third-party services. If, for any reason, your bank or credit card company declines or otherwise refuses to pay the amount owed for the Services you have purchased, you agree that we may, suspend or terminate delivery of the Services and may require you to pay any overdue amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to us. You also agree to cooperate with us in any reasonable fraud investigations that we undertake as a result of the declined transaction. In the event legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses.
If your event includes paid tickets, you will have the option to integrate your account with our select third-party payment processors. For this purpose, our current select third-party payment processors are Stripe, Inc.(Stripe) and PayPal, Inc. (PayPal) and you will be subject to their respective terms and conditions as well as other agreements you may have with them. In the alternative, you may authorize us to collect ticket payments on your behalf. When we collect ticket payments from your event attendees, we will use Stripe as the payment processor and each ticket will be subject to Stripe’s payment processing fees as well as our service fees. By authorizing us to collect ticket payments, you agree to pay all processing fees and service fees.
Third-Party Services. Some of our Services may be enabled through third-party networks and services. You understand and agree that we have no control over the third-party networks or service(s) that we may use to provide you with some of our Services and shall not be responsible for their operation, use or service interruptions. We hereby disclaim any and all responsibility and liability for any harm resulting from your use of such third-party services and you hereby irrevocably waive any claim against Pentapedal with respect to such third-party services.
3. CONTENT AND INTELLECTUAL PROPERTY
Content Definition. For purposes of these Terms, “content” is defined as any information, communications, software, published works, photos, video, graphics, music, sounds, or other material that can be viewed by users on our Site and is owned by us or our Affiliates.
Ownership of Content. By accepting these Terms, you agree that all content presented to you through our Services is protected by any and all intellectual property and/or other proprietary rights available within the United States, and is the sole property of Pentapedal or its Affiliates.
Limitations on Use of Content. Except for a single copy made for personal use, you may not copy, reproduce, modify, republish, upload, post, transmit, or distribute any content from our Services in any form or by any means whatsoever without prior written permission from us. Any unauthorized use of our content violates our intellectual property interests and could result in criminal or civil penalties.
No warranty for Third-Party Infringement. Neither we nor our Affiliates warrant or represent that your use of materials displayed on, or obtained through our Services will not infringe the rights of third parties.
Information you Submit to us. You may submit certain data and information to us while using our Services. In doing so, you undertake to provide and maintain accurate, current and complete information; and maintain the security of your login details, where applicable. We respect the intellectual property rights of others, and we ask you to do the same. In providing us with data and information, you warrant that it does not infringe any third party’s rights (including without limitation Intellectual Property Rights and rights of privacy).
4. ACCEPTABLE USE
Your use of our Services is subject to all applicable local, state, national and international laws and regulations, and you agree not to violate such laws and regulations. Any attempt by any person to deliberately damage any of our Services is a violation of criminal and civil laws. We reserve the right to seek damages from any such person to the fullest extent permitted by law. When posting, uploading or transmitting any data or information via any of our Sites and Services, you agree that:
- It does not violate any law, statute, ordinance or regulation or legally binding code in any jurisdiction;
- It does not depict graphic violence, is not pornographic or sexually explicit;
- It is not threatening, abusive, harassing, menacing or contrary to the principles of internet etiquette;
- It is not intended or likely to cause harm to our computer systems including that which contains any viruses, Trojan horses, worms, time bombs or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
- Attempt to gain unauthorized access to any portion or feature of our Sites, or any other systems or networks connected to our Sites or to any of our servers, or to any of our Services, by hacking, password “mining” or any other illegitimate means.
- Probe, scan or test the vulnerability, nor breach the authentication measures of our Sites and Services.
- Use our Services for junk mail, pyramid schemes, phishing, “spam”, or other unsolicited emails to any person who has not given specific permission to be included in such a process.
By using our Site and Services, you represent and warrant that:
- All information you submit is truthful and accurate;
- You will maintain the accuracy of such information; and
- Your use of the Services does not violate any applicable law or regulation or the terms of this Agreement.
5. WARRANTIES AND DISCLAIMERS
OUR SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES OR OUR SITES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OFFERED WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY SERVICES PURCHASED OR OBTAINED BY YOU FROM OUR SITES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.
USE OF OR CONNECTION TO THE INTERNET PROVIDES THE OPPORTUNITY FOR UNAUTHORIZED THIRD PARTIES TO CIRCUMVENT SECURITY PRECAUTIONS AND ILLEGALLY GAIN ACCESS TO USER AND THIRD-PARTY DATA. ACCORDINGLY, WE CANNOT AND DO NOT GUARANTEE THE PRIVACY, SECURITY OR AUTHENTICITY OF ANY INFORMATION TRANSMITTED OVER OR STORED IN ANY SYSTEM CONNECTED TO THE INTERNET. IN ORDER TO PROTECT DATA THAT IS TRANSMITTED TO US, WE MAY SUSPEND YOUR USE OF OUR SERVICES IMMEDIATELY, WITHOUT PRIOR NOTICE, PENDING AN INVESTIGATION, IF ANY BREACH OF SECURITY IS SUSPECTED.
6. LIMITATION OF LIABILITY AND INDEMNIFICATION
Your exclusive remedy and our entire liability, if any, for any claims arising out of these Terms and your use of our Sites and Services shall be limited to the amount you paid us for the subscription during the one month period before the act giving rise to the liability.
IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFIT LOSS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF ANY OF OUR SITES OR SERVICES.
You agree to defend, indemnify, and hold us and our Affiliates harmless from all liabilities, claims, and expenses, including attorneys’ fees that may arise from your use or misuse of our Services. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
7. PRIVACY AND DATA PROTECTION
8. CHANGES TO THESE TERMS
We reserve the right to change these Terms from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to periodically review these Terms. Your continued use of our Services after such modifications will constitute acknowledgement and acceptance of the modified Terms.
9. MISCELLANEOUS PROVISIONS
Age Restrictions. You must be at least 16 years of age, or the applicable age of majority in your jurisdiction to use our Services. If you are below the applicable age, please exit our Website, Platform or Application or request a parent or guardian to assist you.
Governing Law. This Site is controlled by us from our offices in the State of Connecticut, and the statutes and laws of the State of Connecticut as well as U.S. Federal laws where applicable, shall be controlling, without regard to the conflicts of laws principles thereof. You agree and hereby submit to the exclusive personal jurisdiction and venue of any court of competent jurisdiction in the State of Connecticut with respect to such matters controlled by that court.
Notices. All notices to a party shall be in writing and shall be made via email or post. Notices to us concerning these Terms should be sent to the attention of the Legal Counsel at [email protected]
You may also write to us at:
Attn: Legal Counsel
37 W Center Street
Sounthington, CT 04689
You agree to allow us to submit notices to you through the email address provided by you. Any notices or communication under these Terms will be deemed delivered to the party receiving such communication on the delivery date if transmitted by confirmed email.
No Resale Right. You agree not to sell, resell, reproduce, duplicate, distribute, license, sub-license, copy or use for any commercial purposes any portion of our Sites or Services beyond the limited rights granted to you under these Terms or any other agreement between you and us.
Termination. If you wish to terminate any of your accounts with us, you may do so by canceling your subscription through your account for our subscription-based services; or by contacting us for our customized services. If you choose to terminate your account or cancel your subscription, any fees paid and authorized prior to the request for termination shall be non-refundable. We also reserve the right to terminate your access to the Services, at any time, with or without cause and with or without notice. In the event of such termination, your remedy shall be limited to the prorated fees for any portion of the subscription period that was not used prior to the termination.
Force Majeure. In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in fulfilment of our Services arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to: labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, pandemic, epidemic and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.
Savings Clause. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
No Waiver. Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.