Terms and Conditions of Website Use
Last Updated: 2016-06-20
USE OF THE WEBSITES TERAPEAK.COM, TERAPEAK.COM.HK, TERAPEAK.FR, TERAPEAK.DE, TERAPEAK.CN, TERAPEAK.JP, TERAPEAK.IT, TERAPEAK.CA, TERAPEAK.CO.UK, TERAPEAK.SG AND THEIR SUBDOMAINS (EACH A “WEBSITE” AND COLLECTIVELY THE “WEBSITES”) IS SUBJECT TO THESE TERMS AND CONDITIONS OF WEBSITE USE (THE “TERMS AND CONDITIONS”) WHETHER ACCESSED DIRECTLY OR THROUGH A THIRD PARTY LINK OR WEBSITE.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING ANY OF THE WEBSITES. ANY USE OF THE WEBSITES OR THE WEBSITE MATERIALS OR ANY PORTION THEREOF SHALL BE GOVERNED BY THESE TERMS AND CONDITIONS.
TERAPEAK INC., TERAPEAK (CANADA) INC., TERAPEAK GMBH AND THEIR AFFILIATES AND SUBSIDIARIES (COLLECTIVELY “TERAPEAK”) RESERVES THE RIGHT AT ITS SOLE DISCRETION TO AMEND OR CHANGE THESE TERMS AND CONDITIONS AT ANY TIME AND SUCH AMENDMENTS OR CHANGES SHALL BE EFFECTIVE AS OF THE DATE IN WHICH THEY ARE POSTED ON THE WEBSITES. YOU AGREE TO BE BOUND BY ANY SUCH AMENDMENTS MADE FROM TIME TO TIME AND YOUR CONTINUED USE OF ANY OF THE WEBSITES SHALL CONSTITUTE AGREEMENT TO BE BOUND BY ANY REVISED TERMS AND CONDITIONS.
THE WEBSITES MAY ALSO PROVIDE OR REFERENCE OTHER AGREEMENTS SPECIFIC TO THE USE OF TERAPEAK’S PRODUCTS AND SERVICES (DEMONSTRATIONS OR ONLINE) (COLLECTIVELY THE “PRODUCTS AND SERVICES”). IN THE EVENT OF ANY CONFLICT OR INCONSISTENCY BETWEEN THESE TERMS AND CONDITIONS AND ANY PRODUCT OR SERVICE SPECIFIC AGREEMENT, THE PROVISIONS OF ANY SUCH PRODUCT OR SERVICE SPECIFIC AGREEMENT SHALL PREVAIL OVER THESE TERMS AND CONDITIONS TO THE EXTENT OF ANY SUCH CONFLICT OR INCONSISTENCY.
1. PURPOSE OF THE WEBSITES
The purpose of the Websites is to allow you, as a user of any of the Websites, to access our Products and Services. The Websites are controlled and operated by Terapeak from our offices within the Province of British Columbia, Canada. Terapeak makes no representation that the Websites, their design, images, and content (the Website design, images and content collectively the “Website Materials”) are appropriate or available for use in other locations. It is your responsibility to ensure that your use of the Websites and Website Materials is in compliance with applicable local laws.
2. OWNERSHIP OF WEBSITES AND WEBSITE MATERIALS
The Websites and Website Materials are owned, operated and are the exclusive property of Terapeak. The Websites and Website Materials contain copyrighted material, trademarks, and other proprietary intellectual property and are protected pursuant to copyright laws, trademark laws, other intellectual property and proprietary rights laws, international copyright treaties, multilateral and bilateral agreements and the common law. Unauthorized reproduction of the Websites or the Website materials, or any portion thereof, may result in severe civil and criminal law penalties. Terapeak shall enforce its intellectual property rights to the fullest extent of the law.
3. RIGHT TO USE WEBSITES AND WEBSITE MATERIALS
You may use the Websites and Website Materials for the sole purpose of accessing the Products and Services. This right to use is a limited, non-exclusive, non-transferable, and non-sublicenseable license. This right to use shall not constitute any transfer of any right, title or interest in and to the Websites and Website Materials and such use shall not be considered as granting, directly or indirectly, any license to use the Websites or Website Materials for any other purpose without the express written consent of Terapeak.
4. RESTRICTIONS ON USE
- You shall not reproduce, redistribute, republish, upload, post, or transmit any information or material from the Websites or the Website Materials in any manner whatsoever except as provided in 3 above.
- You shall not use any information or material from the Websites or Website Materials for any other works including any and all trademark or copyright works and agree not to use the Websites or the Website Materials in any manner that infringes on any third party copyright, patent, trademark, trade secret or other proprietary right or right of publicity or privacy.
- You agree that you shall not acquire any right, title or interest in the Websites or Website Materials through use of the Websites or Website Materials and agree to abide by the copyright and other proprietary notices contained therein.
- You agree not to copy, transfer, transmit, sub-license or assign or transmit the Websites or Website Materials over a network, by telephone or electronically using any other means without the express written consent of Terapeak.
- You agree not to distribute to or otherwise disseminate through the Websites any material or information of any kind that is libelous, defamatory, obscene, pornographic, abusive or otherwise violates any law or infringes or violates any rights of any other person or entity, or contains a solicitation of funds, advertising, or solicitation for goods and services.
- You shall not engage in activities or provide information that is false, inaccurate or misleading.
- You shall not provide information or participate in activities that will result in the transfer to any of the Websites of any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs and other computer programming routines that may damage, harm, interfere or expropriate any of the Websites’ systems, programs, content, information or applications.
- You shall not bypass any measures that we have taken to restrict access to the Websites or the Website Materials without Terapeak’s express written consent and you shall not engage in activities that would interfere with the operation of the Websites or Website Materials.
- You agree not to use any robot, spider, scraper or other automated means to access the Websites for any purpose.
- You agree not to impose an unreasonable load on the Website infrastructure that would have a “considerable effect” on the operation of the Websites. Terapeak shall have sole discretion as to what constitutes excessive use or what activity is considered excessive or has a “considerable effect”.
- You agree not to reverse engineer the Websites, and or use the information or layout of the Websites to build a competing product.
5. WARRANTIES AND REPRESENTATIONS
THE WEBSITES AND WEBSITE MATERIALS ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND SUITABILITY FOR A PARTICULAR PURPOSE OR ARISING FROM ANY COURSE OF DEALING OR USAGE OF TRADE. THE ENTIRE RISK OF USE OF THE WEBSITES OR WEBSITE MATERIALS IS WITH YOU. TERAPEAK DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT THE WEBSITES AND WEBSITE MATERIALS WILL MEET YOUR REQUIREMENTS OR OPERATE IN THE COMBINATION THAT YOU MAY SELECT FOR USE, THAT THE OPERATION OF THE WEBSITES OR WEBSITE MATERIALS WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT IN THE WEBSITES OR WEBSITE MATERIALS DEFECTS WILL BE CORRECTED. NO ORAL OR WRITTEN STATEMENT BY TERAPEAK OR BY A REPRESENTATIVE OF TERAPEAK SHALL CREATE A WARRANTY OR INCREASE THE SCOPE OF THIS WARRANTY. TERAPEAK DOES NOT WARRANT OR MAKE REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE WEBSITES OR WEBSITE MATERIALS IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY REPAIRS OR CORRECTION ARISING FROM YOUR USE OF THE WEBSITES OR WEBSITE MATERIALS. SOME STATES OR PROVINCES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, AND SOME STATES OR PROVINCES DO NOT ALLOW THE EXCLUSION OF SUCH IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. TERAPEAK DOES NOT WARRANT THE WEBSITES OR WEBSITE MATERIALS AGAINST INFRINGEMENT OR THE LIKE WITH RESPECT TO ANY COPYRIGHT, PATENT, TRADE SECRET, TRADEMARK OR OTHER PROPRIETARY RIGHT OF ANY THIRD PARTY AND DOES NOT WARRANT THAT THE WEBSITES AND WEBSITE MATERIALS DO NOT INCLUDE ANY VIRUS TO PERMIT UNAUTHORIZED ACCESS, TO DISABLE, ERASE OR OTHERWISE HARM SOFTWARE, HARDWARE OR DATA, OR TO PERFORM ANY OTHER SUCH ACTIONS. TERAPEAK SPECIFICALLY DISCLAIMS ANY RESPONSIBILITY FOR THE ACCURACY, CONTENT OR AVAILABILITY OF INFORMATION FOUND ON WEBSITES THAT LINK WITH THE WEBSITES OR FROM THIRD PARTY WEBSITES.
6. LIMITATION OF LIABILITY
By using the Websites and Website Materials, you assume all liability and risk for use and absolve Terapeak of any liability for your use of the Websites and Website Materials. Terapeak's entire liability and your entire remedy shall be to discontinue use of the Websites and Website Materials. In no event will Terapeak's liability to you extend to any lost profits, lost data, lost savings or other special, incidental, economic, indirect or consequential damages arising out of the use or inability to use the Websites or Website Materials, or for any claim by any other party, even if Terapeak has been advised of the possibility of such damages.
UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO, NEGLIGENCE, SHALL TERAPEAK BE LIABLE FOR ANY SPECIAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OF, OR INABILITY TO USE, THE WEBSITES OR WEBSITE MATERIALS. SOME STATES AND PROVINCES DO NOT ALLOW FOR THE LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify Terapeak from and against all claims, liability and expenses, including legal fees and costs arising from any unauthorized use of the Websites and Website Materials or from your breach of these Terms and Conditions. You agree to notify Terapeak immediately upon becoming aware of any unauthorized use of the Websites or Website Materials and take all reasonable steps to prevent subsequent unauthorized use. Terapeak reserves the right, in its sole discretion and at its own expense, to defend any such action or claim and you agree to co-operate fully with any such defense.
8. THIRD PARTY DATA AND THIRD PARTY WEBSITES
The Websites and the Products and Services use data provided by third parties (“Third Party Data”) in accordance with the terms and conditions of license agreements ("Third Party Data Provider Agreements") between Terapeak and certain third party data providers (each a “Third Party Data Provider”). Your use of Third Party Data as provided by the Websites and the Products and Services is limited strictly for the purposes of using the Websites and the Products and Services and other use of Third Party Data or the Websites or information derived from the Websites (such as other user information) or the Products and Services constitutes a breach of these Terms and Conditions.
You acknowledge and agree that each Third Party Data Provider is a third party beneficiary of these Terms and Conditions and will have the right to directly enforce these Terms and Conditions in full force and effect in its own name as if Terapeak was enforcing these Terms and Conditions.
The Websites may contain links to third party websites. Terapeak has no control over any third party websites and therefore any use by you of such websites is at your sole discretion and risk. Terapeak assumes no responsibility or obligations for any such use of third party websites.
9. SURVIVAL OF OBLIGATIONS
The obligations pursuant to the provisions of 2 (OWNERSHIP OF WEBSITE AND WEBSITE MATERIALS), 4 (RESTRICTIONS ON USE), 6 (LIMITATION OF LIABILITY and 7 (INDEMNIFICATION survive the termination of these Terms and Conditions.
Your right to use the Websites and Website Materials is subject to your continued compliance with these Terms and Conditions. This right shall terminate automatically without notice should you breach these Terms and Conditions. In the event that these Terms and Conditions are terminated, you agree to destroy all materials obtained by you from the Websites and any and all copies thereof.
11. GENERAL TERMS
With the exception of any enforcement of these Terms and Conditions by any Third Party Data Providers, any disputes under these Terms and Conditions shall be governed by the laws of the Province of British Columbia and laws of Canada where applicable, without giving effect to any conflict of laws principles. You expressly consent to the exclusive forum, jurisdiction and venue of the courts of British Columbia and the Federal Court of Canada, or any other jurisdiction or courts as may be determined by Terapeak.
These Terms and Conditions and any directions, policies, rules or guidelines posted on the Websites shall constitute the entire agreement between you and Terapeak with respect to your use of the Websites and the Website Materials. Should Terapeak waive a provision or right under these Terms and Conditions, such waiver does not constitute a waiver of any other provision of these Terms and Conditions or any subsequent waiver of a right or provision under these Terms and Conditions.
If any provision of these Terms and Conditions or any part of any provision of these Terms and Conditions is held by a court of competent jurisdiction to be unenforceable then the remainder of these Terms and Conditions shall continue to be of full force and effect.
12. Notice for Claims of Intellectual Property Violations and Copyright Infringement Pursuant to Section 512 (c) and (d) of Title 17 of the United States Code
We respond to notices of alleged infringement of copyrights and other intellectual property rights pursuant to the United States Digital Millennium Copyright Act (“DMCA”). We work to ensure that content on the Websites does not infringe upon the copyright, trademark, or other intellectual property rights of third parties. If you believe that your intellectual property rights have been infringed, please notify us and we will investigate. Learn how to submit such a notice to Terapeak below.
How to report a listing to Terapeak
If you have a good faith belief that an item on any of our Websites infringes on your copyrights or other intellectual property rights, you can report the alleged infringement to Terapeak by submitting a Notice of Claimed Infringement (NOCI) to Terapeak’s Designated Agent.
You can complete and submit an acceptable form of NOCI to Terapeak’s Designated Agent using our online NOCI form. Once your initial report has been processed, we may provide you with information on how to submit additional reports, if necessary, by email or through other electronic means.
If you are unable to fill out the online NOCI form, you can report infringement claims via a DMCA notification to Terapeak's Designated Agent by providing substantially the following information:
- The physical or electronic signature of the person authorized to act on behalf of the owner of the copyrights or other intellectual property rights in the work(s) that are allegedly infringed;
- Identification or description of the work(s) that you claim have been infringed;
- Identification or description of where the material that you claim is infringing is located on any of the Websites, with enough detail that we may find it on the Websites;
- Your name, address, telephone number, and email address;
- A statement by you that you have a good faith belief that the use of the material complained of is not authorized by the owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the owner of the copyrights or other intellectual property rights in the work(s) that are allegedly infringed or are authorized to act on the owner's behalf.
Terapeak's Designated Agent may be contacted as follows
eBay Designated Agent
583 W. eBay Way
Draper, UT 84020
By fax: (801) 757-9521
By email: firstname.lastname@example.org
Once we receive proper notice of a claimed infringement under the DMCA, we may remove the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content at issue.
Terapeak has adopted and implements a policy that provides for the termination in appropriate circumstances of the accounts of users who repeatedly infringe copyrights or other intellectual property rights of Terapeak and/or others.