Terms of Use – Advanced Computer Diagnostics

PLEASE READ THESE TERMS CAREFULLY. THIS IS A BINDING CONTRACT. Welcome to the Advanced Computer Diagnostics, LLC (“ACD” or “we”) website available at www.acdservice.com (“Site”).

THESE TERMS OF USE (“TERMS”) MAY CHANGE FROM TIME TO TIME. WE WILL NOTIFY YOU OF ANY MATERIAL CHANGES TO THESE TERMS BY POSTING A NOTICE ON THE HOMEPAGE OF THE SITE FOR A REASONABLE PERIOD OF TIME AFTER SUCH CHANGES ARE MADE, EMAIL YOU NOTICE OF SUCH CHANGES TO THE EMAIL ADDRESS ON FILE THROUGH YOUR REGISTRATION AND BY CHANGING THE “LAST UPDATED” DATE AT THE TOP OF THIS WEBPAGE. WE ENCOURAGE YOU TO CHECK THIS PAGE PERIODICALLY FOR ANY CHANGES. YOUR CONTINUED USE OF THE SITE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS WILL MEAN YOU ACCEPT THOSE CHANGES.

IN ADDITION, WHEN USING PARTICULAR SERVICES OR FEATURES, YOU SHALL BE SUBJECT TO ANY POSTED GUIDELINES OR POLICIES APPLICABLE TO SUCH SERVICES OR FEATURES THAT MAY BE POSTED FROM TIME TO TIME. THE PRIVACY POLICY AND ALL SUCH GUIDELINES OR POLICIES ARE HEREBY INCORPORATED BY REFERENCE INTO THESE TERMS. YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THE SITE.

Acceptance Of Terms

Your access to and use of the Site is subject exclusively to these Terms and your Subscription Agreement. You will not use the Site for any purpose that is unlawful or prohibited by these Terms. By using the Site, you are fully accepting the terms, conditions and disclaimers contained in these Terms. If you do not accept these Terms, you must immediately stop using the Site. IN THE EVENT A CONFLICT ARISES BETWEEN THE TERMS AND THE SUBSCRIPTION AGREEEMNT, THE LANGUAGE IN THE SUBSCRIPTION AGREEMENT WILL GOVERN.

Intellectual Property

All data, text, images, logos, photographs, graphics, audio, video, documents, trademarks, copyrights and other information and content available on or through the Site (“Content”), is the property of ACD or its licensors. The Content is protected by copyright, trademark, and/or other intellectual property laws and you acknowledge and agree that we retain all right, title and interest in and to the Content. The Site as a whole is protected by copyright and trade dress, all worldwide rights, titles and interest in and to which are owned by ACD.

Except as expressly authorized by these Terms or on the Site, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, exploit, create derivative works or otherwise use any of the aforementioned copyright or trademark materials in any form or by any means, without the prior written authorization of ACD or the respective copyright/trademark owner. ACD authorizes you only to view, not download, these copyright and trademark materials only for its intended, non-commercial use, provided that you keep intact all copyright and other proprietary notices contained in the original versions of said materials.

You agree that you will not: (1) create any materials that use the Content or any derivatives of the Content as a trademark, service mark, trade name or trade dress, other than as expressly approved by ACD in writing; (2) use the Content in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Content other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair ACD’s rights as owner of the Content or the legality and/or enforceability of the Content, including, challenging or opposing ACD’s ownership in the Content; (4) apply for trademark registration or renewal of trademark registration of any of the Content, any derivative of the Content, any combination of the Content and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Content; (5) use the Content on or in connection with any service or activity that is in violation of any law, statute, government regulation or standard.

Errors and Inaccuracies

We always strive to provide complete, accurate, up-to-date information on our Site. Unfortunately, despite those efforts, human or technological errors may occur. This Site may contain typographical mistakes, inaccuracies, or omissions, some of which may relate to error logs or imaging system statistics . We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information at any time without prior notice.

Non-Confidential Information

Please do not send to us any confidential or proprietary information through this Site. Any information, materials, suggestions, ideas or comments sent to us will be considered non-confidential, and by submitting it, you are giving us the absolute right to use, modify, reproduce, transmit, display and distribute it for any purpose whatsoever, with no payment or other compensation to you. However, we will not use your name unless we are required by law to identify the source of the materials, information, suggestions, ideas or comments, or unless we first obtain your permission.

Disclaimers And Limitation Of Liability

The following disclaimers are made on behalf of ACD, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.

THE SITE AND ALL CONTENT ON OR AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ACD EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. FURTHER, ACD MAKES NO WARRANTY THAT: (A) THE SITE, WILL MEET YOUR REQUIREMENTS; (B) THE SITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE WILL BE ACCURATE, TIMELY, OR RELIABLE; OR (D) THE QUALITY OF THE SITE WILL MEET YOUR EXPECTATIONS. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY THIRD-PARTY SITE. ACD SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SITE OR ANY THIRD-PARTY SITE.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

IF THE JURISDICTION YOU ARE IN DOES NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES, THEN SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN CERTAIN CIRCUMSTANCES.

IN NO EVENT WILL ACD, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “ACD” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SITE, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE SITE, RELIANCE OR USE OF ANY INFORMATION OBTAINED ON OR THROUGH THE SITE OR THESE TERMS, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

Indemnity

You will defend, indemnify, and hold ACD including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the Site and participation in the Site, including: (1) your breach of these Terms or the documents it incorporates by reference; (2) your violation of any law or the rights of a third party as a result of your own interaction with such third party; (3) your use or reliance on any information provided on or through the Site; (4) any other activities in connection with the Site. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.

Links To Third Party Websites

The Site may include links to third party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of such websites and you acknowledge and agree that we are not responsible for the content or availability of any such sites.

Optional Tools

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools, “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the Site, or as a function of the Service, is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through the Site (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms.

Additionally, ACD may provide other third-party content on the Site (collectively the “Third-Party Content”). ACD does not control or endorse any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness. Please be aware that we do not create Third Party Content, update, or monitor it. Therefore, we are not responsible for any Third-Party Content on the Site.

Termination

To the fullest extent permitted by applicable law, ACD reserves the right, without notice and in our sole discretion, to terminate your license to use the Site and to block or prevent your future access to and use of the Site, including where we reasonably consider that: (a) your use of the Site violates these Terms or applicable law; (b) you fraudulently use or misuse the Site; or (c) we are unable to continue providing the Site to you due to technical or legitimate business reasons. To the fullest extent permitted by applicable law, your only remedy with respect to any dissatisfaction with (i) the Site, (ii) any term of these Terms, (iii) any policy or practice of ACD in operating the Site, or (iv) any content or information transmitted through the Site, is to discontinue use of any and all parts of the Site.

Force Majeure

In case of force majeure, we are not obliged to fulfil our obligations. In that case we may either suspend our obligations for the duration of the state of force majeure or definitely repudiate these Terms.

Events of force majeure are all circumstances external to our will and control that render the respect of our obligations completely or partly impossible. Such events include, but are not limited to, any Act of God, epidemic, pandemic, terrorism, war, political insurgence, insurrection, riot, civil unrest, act of civil or military authority, uprising, earthquake, flood, disruption of energy supplies or telecommunication networks or communication systems and/or the temporary down-time of the Site, or any other natural or man-made eventuality outside of our control, which causes the termination of an agreement or contract entered into, nor which could have been reasonably foreseen. In the case of a force majeure event, you are responsible for filing claims with the proper third-party entities.

Geographical Use

Although this Site may be accessible worldwide, the materials, products and services on this Site are not available for use in locations outside the United States of America. Furthermore, we make no claims that the Site is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Arbitration

In the event of any dispute, controversy or claim between the parties hereto arising out of or relating to these Terms, the parties shall first seek to resolve the dispute in good faith through informal discussion. If said discussions are unsuccessful, the parties will adhere to the dispute resolution policies in the Subscription Agreement.

Governing Law and Jurisdiction

These Terms, the Privacy Policy and any separate agreements whereby we provide you services shall be governed by the laws of the State of California. The parties agree exclusive jurisdiction shall be in Riverside County, California for any and all issues arising out of the Terms or any related documents or transactions.

Electronic Signature Agreement

By selecting the “I Accept” button, you are agreeing to sign these Terms electronically. You agree your electronic signature is the legal equivalent of its manual signature on these Terms. By selecting “I Accept” you consent to be legally bound by these Terms’ terms and conditions. You further agree that your use of a key pad, mouse or other device to select an item, button, icon or similar act/action, or to otherwise provide ACD instructions electronically, or making any acceptance of any agreement, acknowledgement, consent terms, disclosures or conditions constitutes your signature (herein after referred to as “E-Signature”), acceptance and agreement as if actually signed by you in writing. You further agree that no certification authority or other third party verification is necessary to validate your E-Signature and that the lack of such certification or third party verification will not in any way affect the enforceability of your E-Signature or any resulting these Terms between ACD and yourself.

Miscellaneous

Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. These Terms, the Privacy Policy and any other policies or operating rules posted by us on this Site or in respect to the Site constitutes the entire agreement and understanding between you and us and govern your use of the Site, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms). Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party. In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms, such determination shall not affect the validity and enforceability of any other remaining provisions. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of the Terms or your use of the Site. You may not assign the Terms or any of your rights or obligations under the Terms without our express written consent. The Terms inure to the benefit of our successors, assigns and licensees. The section titles in these Terms are for convenience only and have no legal or contractual effect.