UMPI Terms of Service, Content, Disclaimer of Warranties and Liabilities, and Privacy Policies
Effective: May,16, 2016
Last updated: May, 16, 2016
These Terms of Service ("Terms") govern your access to and use of the services, site(s), and applications offered by Universal Market Predictor (the "Service"; “UMPI”). Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. By accessing or using the Service you agree to be bound by these Terms. The Service is operated and provided by Universal Market Predictor, LLC.
Ability to Accept Terms of Service
NO PERSONS UNDER THE AGE OF EIGHTEEN (18) YEARS (TWENTY-ONE (21) YEARS IN PLACES WHERE EIGHTEEN (18) YEARS IS NOT THE AGE OF MAJORITY) MAY DIRECTLY OR INDIRECTLY VIEW, POSSESS OR OTHERWISE USE THE SERVICE.YOU HEREBY AFFIRM AND WARRANT THAT YOU ARE CURRENTLY OVER THE AGE OF EIGHTEEN (18) YEARS (TWENTY-ONE (21) YEARS IN PLACES WHERE EIGHTEEN (18) YEARS IS NOT THE AGE OF MAJORITY) AND YOU ARE FULLY ABLE AND COMPETENT TO ENTER INTO THE TERMS, CONDITIONS, OBLIGATIONS, AFFIRMATIONS, REPRESENTATIONS, AND WARRANTIES SET FORTH IN THESE TERMS, AND TO ABIDE BY AND COMPLY WITH THESE TERMS. YOU MAY NOT AUTHORIZE THIRD PARTIES OR ALLOW PERSONS UNDER THE AGE OF 18 TO USE YOUR ACCOUNT. YOU MAY NOT ASSIGN OR OTHERWISE TRANSFER YOUR ACCOUNT TO ANY OTHER PERSON OR ENTITY.
All sales are final. No refunds are available after sign up and payment. Cancel at any time before renewal date.
These Terms are the entire and exclusive agreement between UMPI and you regarding the Service (excluding any services for which you have a separate agreement with UMPI that is explicitly in addition or in place of these Terms), and these Terms supersede and replace any prior agreements between UMPI and you regarding the Service.
The failure of UMPI to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.
We may revise these Terms from time to time. The most current version will always be on this page (or such other page as the Service may indicate). Users shall be responsible for reviewing and becoming familiar with any such modifications.
UMPI shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond UMPI’s reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable, or sublicensable by the user except with UMPI’s prior written consent. UMPI may assign this Agreement in whole or in part at any time without the user’s consent.
No agency, partnership, joint venture, or employment is created as a result of this Agreement.
Use of the Service
You may use the Service only if you can form a binding contract with UMPI, and only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. You must provide us accurate information, including your real name, when you create your account on UMPI.
We may, without prior notice, change the Service; stop providing the Service or features of the Service, to you or to users generally; or create usage limits for the Service.
UMPI retains the right to create limits on use and storage in its sole discretion at any time with or without notice.
UMPI may also impose limits on certain features and services or restrict access to parts or all of the Service without notice or liability.
You agree that neither UMPI nor the site will be liable in any event to you or any other party for any suspension, modification, discontinuance, or lack of availability of the site, the Service, any Content, or other content.
You also certify that you are permitted under all applicable laws to use the Service and access the site and that you take full responsibility for the selection and use of the Service and access of the site. This agreement is void where prohibited by law, and the right to access the site is revoked in such jurisdictions.
UMPI makes no claim that the site may be lawfully viewed or that content may be accessed outside of the United States. Access to the content may not be legal by certain persons or in certain countries. If you access the site from outside the United States, you do so at your own risk and you are responsible for compliance with the laws of your jurisdiction.
The user shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to or access the site or otherwise to use the Service, including but not limited to modems, hardware, software, and long distance or local telephone service. Subscriber shall be responsible for ensuring that such equipment or ancillary services are compatible with the Services.
Registration and Security
As a condition to using Service, you may be required to register with UMPI and select a password and profile name. You shall provide UMPI with accurate, complete, and updated registration information, including your real name and email address. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of your account. You may not (a) select or use as a profile name a name of another person with the intent to impersonate that person; or (b) use as a profile name a name subject to any rights of a person other than yourself without appropriate authorization. UMPI reserves the right to cancel or refuse registration of a profile name in its discretion. You shall be responsible for maintaining the confidentiality of your password. You are solely responsible for any use of or action taken under your password and accepts full responsibility for all activity conducted through your account and agrees to and hereby releases the site and UMPI from any and all liability concerning such activity. You agree to notify UMPI immediately of any actual or suspected loss, theft, or unauthorized use of your account or password. UMPI expressly disclaims any and all liability for the accessing of any such data communications by unauthorized persons or entities.
"Content" means any information, text, graphics, or other materials uploaded, downloaded or appearing on the Service. You retain ownership of all Content you submit, post, display, or otherwise make available on the Service.
Your License to UMPI
By submitting, posting or displaying Content on or through the Service, you grant us a worldwide, non-exclusive, royalty-free, perpetual, and irrevocable license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).
You agree that this license includes the right for other users of the Service to modify your Content, and for UMPI to make your Content available to others for the publication, distribution, syndication, or broadcast of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by UMPI or others may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Service.
We may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.
You grant UMPI the perpetual and irrevocable right and license to use, copy, cache, publish, display, distribute, modify, create derivative works, and store such Content and to allow others to do so in any medium now known or hereinafter developed in order to provide the Service, even if such Content has been contributed and subsequently removed by you. You warrant, represent, and agree you have the right to grant UMPI and the site the rights set forth above. You understand that publishing Content on the site is not a substitute for registering it with the United States Copyright Office, the Writer’s Guild of America, or any other rights organization.
Additionally, by uploading Content to the site, you warrant, represent and agree that you have the right to grant UMPI the license described above. You also represent, warrant and agree that you have not and will not contribute any Content that (a) infringes, violates or otherwise interferes with any copyright or trademark of another party, (b) reveals any trade secret, unless the trade secret belongs to you or you have the owner's permission to disclose it, (c) infringes any intellectual property right of another or the privacy or publicity rights of another, (d) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or right of any third party, (e) creates an impression that you know is incorrect, misleading, or deceptive, including by impersonating others or otherwise misrepresenting your affiliation with a person or entity; (f) contains other people's private or personally identifiable information without their express authorization and permission, and/or (g) contains or links to a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information. UMPI reserves the right in its discretion to remove any Content from the site, suspend or terminate your account at any time, or pursue any other remedy or relief available under equity or law.
Any government documents that constitute part of the Content lie in the public domain, and UMPI does not assert copyright in such government documents. However, UMPI does claim copyright in the markup, navigation features, online formatting, and other features that add value to such government documents as are included in the Site.
You may choose to or we may invite you to submit comments or ideas about the site or Service, including but not limited to about how to improve the site or Service (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction and will not place UMPI under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission of an Idea, UMPI does not waive any rights to use similar or related ideas previously known to UMPI, developed by UMPI’s employees, or obtained from sources other than you.
You must not do any of the following while accessing or using the Service: (i) use the Service for any unlawful purposes or for promotion of illegal activities; (ii) upload or post any Content (as defined above) in violation of the provisions contained in the Terms; (iii) use the Service for the purpose of spamming anyone; (iv) access or tamper with non-public areas of the Service, UMPI's computer systems, or the technical delivery systems of UMPI's providers; (v) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (vi) access or search or attempt to access or search the Service by any means (automated or otherwise) other than through the currently available, published interfaces that are provided by UMPI (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with UMPI (crawling the Service is permissible in accordance with these Terms, but scraping the Service without the prior consent of UMPI except as permitted by these Terms is expressly prohibited); (vii) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Service to send altered, deceptive or false source-identifying information; or (viii) interfere with or disrupt (or attempt to do so) the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Service, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Service.
Regarding the Content supplied by you, UMPI is a distributor and not a publisher. UMPI has no more editorial control over such third-party or User Content than does a public library or newsstand. Any opinions, advice, statements, services, offers, or other information that constitutes part of Content expressed or made available by third parties and not by UMPI are those of the respective authors or distributors and not of UMPI. Neither UMPI nor any third party, including any Provider, or any user of the site, guarantees the accuracy, completeness, or usefulness of any Content, nor its merchantability or fitness for any particular purpose. In many instances, the Content available through the site represents the opinions and judgments of the respective Provider or user not under contract with the site. UMPI neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement made on the site by anyone other than authorized UMPI employees. Under no circumstances shall UMPI be liable for any loss, damage or harm caused by a user's reliance on information obtained through the site. It is the responsibility of a User to evaluate the information, opinion, advice or other Content available through the site.
Other Content Provisions
Your Content will be viewable by other users of the Service and through third party services and websites. You should only provide Content that you are comfortable sharing with others under these Terms.
All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Service. Any use of or reliance on any Content or materials posted via the Service or obtained by you through the Service is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Service or endorse any opinions expressed via the Service. You understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate. Under no circumstances will UMPI be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content made available via the Service or broadcast elsewhere.
You are responsible for your use of the Service, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and third party partners. You understand that your Content may be republished and if you do not have the right to submit Content for such use, it may subject you to liability. UMPI will not be responsible or liable for any use of your Content by UMPI in accordance with these Terms.
We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Service and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of UMPI, its users and the public.
UMPI reserves the right, but undertakes no duty, to pre-screen Content, remove any Content from the site, re-post to the site any Content removed by any current or former user, suspend or terminate your right to use the Services at any time, or pursue any other remedy or relief available to UMPI and/or the site under equity or law, for any reason (including but not limited to upon receipt of claims or allegations from third parties or authorities relating to such Content or if UMPI is concerned that you may have breached the immediately preceding paragraph) or for no reason at all.
UMPI also reserves the right to access, preserve, and disclose any information reasonably believed necessary to (a) satisfy any applicable law, regulation, legal process, or government request, (b) enforce this Agreement, (c) address fraud, security, or technical issues, (d) respond to support requests from users, or (e) protect the rights, property, or safety of users, UMPI, or the public.
Links To Other Sites
The Website may reference or link to third-party sites throughout the World Wide Web. UMPI has no control over these third-party sites or the content within them. UMPI cannot and does not guarantee, represent or warrant that the content contained in these third-party sites is accurate, legal, or inoffensive. UMPI does not endorse the content of any third-party site, nor do we warrant that they will not contain viruses or otherwise impact your computer. UMPI does not assume any responsibility or liability for the actions, product, services, and content of all these and any other third parties. If you choose to link to or use a third-party website, you should carefully review such third party's privacy statement and other terms and conditions of use. By using the site and/or Service to search for or link to another third-party site, you agree and understand that you may not make any claim against UMPI for any damages or losses, whatsoever, resulting from your use of the Website to obtain search results or to link to another site.
You are responsible for all of your activity in connection with the Service and accessing the site. Any fraudulent, abusive, or otherwise illegal activity or any use of the Service or Content in violation of this Agreement may be grounds for termination of your right to Service or to access the site. You may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any site or Service user.
Use of the site or Service to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material including that are deemed threatening or obscene, or engage in any kind of illegal activity is expressly prohibited. Under no circumstances will you use the site or the Service to (a) send unsolicited emails, bulk mail, spam, or other materials to users of the site or any other individual, (b) harass, threaten, stalk, or abuse any person or party, including other users of the Site, (c) create a false identity or to impersonate another person, or (d) knowingly post any false or inaccurate material.
Content for General Informational Purposes
All Content is for general informational purposes only and should not be taken as professional advice. You should seek independent professional advice from someone licensed or qualified in the applicable area instead of relying on any information, opinion, or advice on the site.
To the fullest extent allowed by law, UMPI disclaims any liability or responsibility for the accuracy, reliability, availability, completeness, legality, or operability of the material or services provided on this site. By using this site, you acknowledge that UMPI is not responsible or liable for any harm resulting from (a) use of the site, (b) downloading information contained on the site including but not limited to downloads of content posted by subscribers, (c) unauthorized disclosure of images, information, or data that results from the upload, download or storage of content posted by subscribers, (d) the temporary or permanent inability to access or retrieve any Content from the site, including but not limited to harm caused by viruses, worms, trojan horses, or any similar contamination or destructive program.
In no event shall UMPI or Legal & Medical Contributors be liable for any damages (including, without limitation, incidental and consequential damages, personal injury / wrongful death, lost profits, or damages resulting from lost data or business interruption) resulting from the use of or inability to use the site or the Content, whether based on warranty, contract, tort, or any other legal theory, and whether or not UMPI or its Legal & Medical Contributors is advised of the possibility of such damages. Neither UMPI nor the Legal & Medical Contributors are liable for any personal injury, including death, caused by your use or misuse of the site or Content.
In particular, UMPI and the site are not attorneys or a law firm and do not provide legal advice. There is no attorney-client relationship between you and UMPI or between you and the Site. We do not review Content for accuracy or legal sufficiency, draw legal conclusions, or apply the law to the facts of your particular situation. Content is also not regulated by any state or national bar association. You understand that UMPI’s provision of Service is neither legal advice nor the practice of law and does not form an attorney-client relationship.
UMPI, its directors, officers, shareholders, employees, or members do not represent that they are licensed to provide professional advice.
Disclaimer of Warranties and Liabilities
THE SERVICE, CONTENT, AND SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. UMPI MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO THE SITE OR THE SERVICE, INCLUDING ANY REPRESENTATION OR WARRANTY THAT THE USE OF THE SITE OR SERVICE WILL (A) BE TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA, (B) MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) BE FREE FROM ERRORS OR HAVE DEFECTS CORRECTED, OR (D) BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
NEITHER UMPI NOR ANY OF OUR PARTNERS MAKES ANY WARRANTY THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL THAT YOU PURCHASE OR OBTAIN FROM THE USE OF OUR SERVICE WILL MEET YOUR EXPECTATIONS OR THAT AND ANY ERRORS WILL BE IMMEDIATELY CORRECTED. NEITHER WE NOR ANY OF OUR PARTNERS MAKES ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO OUR WEBSITES, ANY CONTENT, OR ANY OF OUR SERVICE, TOOLS, PRODUCTS, OR PROPERTIES. UMPI WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES. UMPI HAS NO SPECIAL RELATIONSHIP WITH OR FIDUCIARY DUTY TO YOU.
YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF OUR SERVICES AND THE ACCURACY OR COMPLETENESS OF THEIR CONTENT.
SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.
YOU ACKNOWLEDGE THAT UMPI HAS NO CONTROL OVER, AND NO DUTY TO TAKE ANY ACTION REGARDING WHICH USERS GAIN ACCESS TO THE SITE, WHICH THE USER ACCESSES VIA THE SITE, WHAT EFFECTS THE CONTENT MAY HAVE ON THE USER, HOW THE USER MAY INTERPRET OR USE THE CONTENT, OR WHAT ACTIONS THE USER MAY TAKE AS A RESULT OF HAVING BEEN EXPOSED TO THE CONTENT. MUCH OF THE CONTENT OF THE SITE IS PROVIDED BY AND IS THE RESPONSIBILITY OF THE USER WHO POSTED THE CONTENT; UMPI TAKES NO RESPONSIBILITY FOR USER CONTENT. YOU RELEASE UMPI FROM ALL LIABILITY FOR THE USER HAVING ACQUIRED OR NOT ACQUIRED CONTENT THROUGH THE SITE AND/OR SERVICE. THE SITE AND/OR SERVICE MAY CONTAIN, OR DIRECT THE USER TO SITES CONTAINING, INFORMATION THAT SOME PEOPLE MAY FIND OFFENSIVE OR INAPPROPRIATE. UMPI MAKES NO REPRESENTATIONS CONCERNING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE SITE, AND UMPI WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY, OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SITE.
NEITHER UMPI NOR THE SITE IS RESPONSIBLE OR LIABLE IN ANY WAY FOR THE FAILURE TO STORE, PRESERVE, OR ACCESS USER CONTENT OR OTHER MATERIALS YOU TRANSMIT OR ARCHIVE ON THE SITE. YOU ARE STRONGLY URGED TO TAKE MEASURES TO PRESERVE COPIES OF ANY DATA, MATERIAL, CONTENT, OR INFORMATION YOU POST OR UPLOAD ON THE SITE.
Subscribers may gain access from the Site to third-party sites on the internet through hypertext or other computer links on the site. Third-party sites are not within the supervision or control of UMPI or the site. Unless explicitly otherwise provided, neither UMPI nor the site make any representation or warranty whatsoever about any third-party site that is linked to the site, or endorse the products or services offered on such site. UMPI and the site disclaim (a) all responsibility and liability for content on third-party websites and (b) any representations or warranties as to the security of any information (including but not limited to credit card and other personal information) that you might be requested to give any third party, and you hereby irrevocably waive any claim against the site or UMPI with respect to such sites and third-party content.
All right, title, and interest in and to the Service (excluding Content provided by users) are and will remain the exclusive property of UMPI and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries.
The Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and all intellectual property rights related thereto, are the exclusive property of UMPI and its licensors. You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service, except with express written consent.
All trademarks, service marks, logos, trade names and any other proprietary designations of UMPI used herein are trademarks or registered trademarks of UMPI. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Any feedback, comments, or suggestions you may provide regarding the Service is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.
The Service may include advertisements, which may be targeted to the Content or information on the Service, queries made through the Service, or other information. The types and extent of advertising by UMPI on the Service are subject to change. In consideration for UMPI granting you access to and use of the Service, you agree that UMPI and its third party providers and partners may place such advertising on the Service or in connection with the display of Content or information from the Service whether submitted by you or others.
UMPI respects the intellectual property rights of others and expects users of the Service to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information in accordance with the Digital Millennium Copyright Act: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) 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 (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated copyright agent for notice of alleged copyright infringement or other legal notices regarding Content appearing on the Service is:
Universal Market Predictor, LLC.
Attn: Copyright Agent
1843 Central Ave. Suite 222
Albany, NY 12205
Email: [email protected]
Please note that in addition to being forwarded to the person who provided the allegedly illegal content, we may send a copy of your notice (with your personal information removed) to Chilling Effects (www.chillingeffects.org) for publication and/or annotation. You can see an example of such a publication at www.chillingeffects.org. A link to your published notice will be displayed on UMPI in place of the removed content.
We reserve the right to remove Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, UMPI will also terminate a user's account if the user is determined to be a repeat infringer.
Limitation of Liability
In no event shall UMPI, its directors, officers, shareholders, employees, or members be liable with respect to the site or Service for (a) any direct, indirect, special, incidental, punitive, or consequential damages of any kind whatsoever, (b) damages for loss of use, profits, data, images, Content, or other intangibles, (c) damages for unauthorized use, non-performance of the site, errors, or omissions, or (d) damages related to downloading or posting Content.
Subscriber will indemnify and hold harmless (including costs and attorneys’ fees) UMPI, its directors, officers, and employees from any claim or demand made by any third party due to or arising out of (a) your access to the site or use of the Service, (b) violation of this Agreement by you, or (c) infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity.
Jurisdiction and Choice of Law; Arbitration
You agree that (a) the Service shall be deemed solely based in New York and (b) Services shall be deemed passive that do not give rise to personal jurisdiction over UMPI, either specific or general, in jurisdictions other than New York. You expressly agree that your rights and obligations, this Agreement, and any disputes shall be governed by and interpreted in accordance with the laws of the State of New York, excluding its choice of law rules.
User hereby irrevocably and unconditionally consents to submit to the personal jurisdiction of and exclusive venue in the federal and state courts located in and serving Schenectady County, New York as the legal forum for any litigation arising out of or relating to use of or purchase made through the Website. In any action against us arising from the use of this Website, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney's fees.
If a dispute arises from or relates to this contract or the breach thereof, and if the dispute cannot be settled through direct discussions, the parties agree to endeavor first to settle the dispute by mediation administered by the American Arbitration Association under its Commercial Mediation Procedures before resorting to arbitration. The parties further agree that any unresolved controversy or claim arising out of or relating to this contract, or breach thereof, shall be settled by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator(s) may be entered in court.