- On-line Services and Disclaimer of Warranty. The Proz website provides on-line resources including, but not limited to, an on-line directory regarding instructors. Any new services, resources or informational content added to the website shall fall under the terms of this TOS Agreement. The on-line resources, informational content, and software on this web site is provided "AS IS", AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OF ANY COMPUTER PROGRAM OR SOFTWARE, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF INFORMATIONAL CONTENT, OR SYSTEM INTEGRATION, OR NONINFRINGMENT. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. Proz assumes no responsibility for any data loss or other loss suffered by any User of this website. User is fully responsible for maintaining its computer equipment and Internet access to use the Proz web site.
- Registration. Certain areas of the Proz website are provided solely to registered Users of the website. Any User registering for such services agrees to provide true and accurate information during the registration process. Proz reserves the right to terminate the access of such Users should Proz know,
or have reasonable grounds to suspect, that a User has entered false or misleading information during the registration process. ALL REGISTERED USERS MUST BE OF LEGAL AGE TO REGISTER. Children under the age of 18 shall not be permitted to register unless under the strict supervision of a legal guardian.
- User account. Users will select a username and password upon completing the registration process. Users are fully responsible for maintaining the confidentiality of their username and password. User agrees to immediately notify Proz at firstname.lastname@example.org should User know, or have reasonable grounds to suspect, that the username and password have been compromised. Proz shall not be responsible for User's failure to abide by this Paragraph.
- Informational content supplied by Users. User understands that all information, including computer files, software, graphics, sound files, and text, whether publicly displayed by User on the Proz website, or privately transmitted through the Proz website, are the responsibility of the User from which such
informational content has originated. User is fully responsible for any and all informational content that user uploads, posts, e-mails, or transmits using the Proz website. Proz does not and cannot control the informational content Users transmit through the Proz website. Under no circumstances shall Proz be held liable for User's exposure to informational content that User deems offensive, indecent or objectionable. Under no circumstances shall Proz be held liable for any errors or omissions in any informational content transmitted by Users.
- User conduct. User agrees to not use the Proz website to:
- upload, post, or transmit any informational content that is unlawful, threatens another person or entity, defamatory, vulgar, obscene, libelous, invades the privacy of another, or is otherwise objectionable;
- harm legal minors;
- collect personal information on, "cyberstalk" or harass another User, or engage in conduct that negatively affects the on-line experience of another User;
- impersonate another User, person, or entity, including any official or employee of Proz;
- intentionally or unintentionally violate any local, state, or federal law, including violations of the Copyright Act;
- upload, post or transmit any software or files that contain software viruses or other harmful computer code;
- interfere with the operation of Proz's web servers or other computers or Internet or network connections;
- upload, post or transmit any informational content that is the copyrighted, patented or trademarked intellectual property of another, or the trade secret of or confidential information of another;
- upload, post or transmit and unsolicited or unauthorized advertising, including "spam" or "junk mail."
Proz does not pre-screen uploaded, posted or transmitted content, but Proz reserves the right to inspect, edit and delete any content that Proz knows, or has reason to know, has violated this TOS Agreement. Proz reserves the right to immediately, and without notice, terminate the account of any User found to have violated the provisions of this TOS Agreement. Proz may disclose any informational content Users post, upload or transmit to the Proz website, if such disclosure is necessary to enforce this TOS Agreement, to respond to claims of intellectual property infringement, to comply with legal process, or to protect the rights of Proz, the public, or other Users.
- Content submitted by Users. Proz does not claim ownership of any informational content submitted by Users to the Proz website. User grants Proz a non-exclusive, royalty free license to use, distribute, reproduce, modify, and publicly display any informational content submitted to the Proz website. This license exists only so long as User allows its content to remain on the Proz website and will terminate in the event that User removes such content.
- Indemnity. User shall indemnify and hold Proz, and its subsidiaries, affiliates, officers, agents, co- branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content User submits, posts, transmits or makes available through the Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.
- No resale. User agrees not to reproduce, copy, duplicate, or sell any portion of the Proz website.
- Limits and modifications. Proz may establish without notice limits on the use of its website, including the maximum number of times Users may post to or participate in the directory, or to the number of times Users may access the Proz website. Proz reserves the right to modify any and
all portions of the Proz website without notice. Under no circumstances shall Proz be liable to User or any other party for such limits or modifications.
- Termination of User account. Proz may, at its sole discretion, terminate the User's account for any reason. Under no circumstances shall Proz be liable to User or any other party for such termination of User's account.
- Third party advertisers. Proz may allow third party advertisers to advertise on the Proz website. Proz takes no responsibility for User's dealings with, including any on-line or other purchases from, any third
party advertisers. Proz shall not be liable for any loss or damage incurred by User in its dealings with third party advertisers.
- Hyperlink policy. The Proz website contains hyperlinks to other Internet sites not under the editorial control of Proz. These hyperlinks are not express or implied endorsements or approvals by Proz of any products, services or information available from these sites.
- Proz's intellectual property rights. User agrees not to distribute, license, or create derivative works from any of Proz's copyrighted or trademarked material, including graphic files and software, available on the Proz website.
- No warranties. THE INFORMATION AND DOWNLOADABLE SOFTWARE PROVIDED ON THIS WEBSITE IS PROVIDED "AS IS" AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED, INCLUDING,
BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY OF ANY COMPUTER PROGRAM OR SOFTWARE, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF INFORMATIONAL CONTENT, OR SYSTEM INTEGRATION, OR NONINFRINGEMENT.
- Limitation of Liability. PROZ'S MAXIMUM LIABILITY FOR ANY INACCURATE INFORMATION OR SOFTWARE AND USER'S SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE INFORMATION RECEIVED (IF ANY). PROZ IS NOT
LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, LOSS OF BUSINESS, LOSS OF PROFITS OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE
LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS OF THIS PARAGRAPH MAY NOT APPLY TO YOU.
- Notice. Notices may be posted to the Proz website or e-mailed to Users using the e-mail address Users submitted during the registration process.
- General. This TOS Agreement constitutes the entire agreement between you and Proz as to the subject matter contained herein and governs User's use of the Proz website. This TOS Agreement shall be governed by the laws of the State of Utah. User agrees to submit to the personal and exclusive jurisdiction of the courts located within the County of Utah in the State of Utah. The failure of Proz to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of this TOS Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties'
intentions as reflected in the provision, and the other provisions of the TOS Agreement remain in full force and effect. Any claim arising under the terms of this TOS Agreement must be brought within one (1) year after such claim or cause of action arose or be forever barred. If any provision of this Agreement is held to be invalid or unenforceable, such invalidity or unenforceability will be limited to the maximum extent permissible, and the other provisions of this Agreement will remain in full force and effect.