Black Fives, Inc. Terms and Conditions
1 (a). User Agreement to Terms and Conditions: The on-line resources, content, and all other material, information offered on or accessible through any page of BlackFives.com (the “Site”), including without limitation all hyperlinks, communications tools, branded programming, online forums, and personalized content (collectively, the “Products” and/or “Services”) provided by or through Black Fives, Inc. (hereinafter “BFI”) are made available to you (“you” or “Visitor”) subject to the following Terms and Conditions. By using the Site, you are agreeing to be bound by, and to comply with, these Terms and Conditions and any other terms and conditions or terms of service.
1 (b). Changes to Terms and Conditions: BLACK FIVES, INC. Company may change, add or remove portions of this Agreement at any time, but if it does so, it will post such changes on the Site. Please direct any questions with respect to the Terms and Conditions to:
Black Fives, Inc.
15 East Putnam Avenue
Greenwich, CT 06830
Email Address: holla @ blackfives.com
2. CHANGES IN PRODUCTS, SERVICES, AND TERMS AND CONDITIONS
2 (a). Changes in Service: BLACK FIVES, INC. may change, suspend or discontinue any aspect of the Service at any time, including the availability of any Service feature or content. BLACK FIVES, INC. may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability.
2 (b). Changes to Terms and Conditions: BLACK FIVES, INC. reserves the right to modify these Terms and Conditions from time to time, without notice. You should review these Terms and Conditions from time to time so you will be apprised of any changes.
2 (c). Notice: BLACK FIVES, INC. will post notice of changes on the Site. BLACK FIVES, INC. also reserves the right to notify its users of such changes at the email address we have on file.
3. ACCESS, AVAILABILITY, AND USAGE OF CONTENT, SERVICES, AND LINKS
3 (a). Personal Use: The contents of the Site and its services are intended for personal, noncommercial use. Visitor shall abide by all additional copyright notices, trademark notices, information, and/or restrictions contained therein.
3 (b).Copyright: The Site and its contents are protected by copyright pursuant to U.S. and international copyright laws. You may not modify, publish, transmit, participate in the transfer or sale of, create new works from, distribute, perform, display, or in any way exploit, any of the content or services (including software) in whole or in part. You may download or copy the content and other downloadable items displayed on the Site for personal use only, provided that you maintain all copyright and other notices contained therein. Copying or storing of any content for other than personal use is expressly prohibited without prior written permission from Black Fives, Inc. or the copyright holder identified in the copyright notice contained in the content.
4. WEBLOGS (BLOGS), FORUMS, AND COMMENTS
4 (a). Illegal Materials: Visitor shall not upload to, or distribute or otherwise publish on the site any libelous, defamatory, obscene, pornographic, abusive, or otherwise illegal material.
4 (b). Misuse: Visitor will not threaten or verbally abuse other Visitors, use defamatory language, or deliberately disrupt discussions with repetitive messages, meaningless messages or “spam.”
4 (c). Offensive Language: Visitor shall not use language that discriminates or offends on the basis of race, religion, nationality, gender, sexual preference, age, region, disability, etc. Hate speech of any kind is grounds for immediate and permanent suspension of access to all or part of BlackFives.com. Personal attacks are a direct violation of this Agreement and are grounds for immediate and permanent suspension of access to all or part of BlackFives.com.
4 (d). Non-Commercial Use Only: Weblogs (“blogs”), forums, and comments shall be used only in a noncommercial manner. Visitor shall not distribute or otherwise publish any material containing any solicitation of funds, advertising, promotion, or solicitation for goods or services.
4 (e). Right to Edit and Remove: Visitor is solely responsible for the content of Visitor’s messages, posts, and comments. However, while BLACK FIVES, INC. does not and cannot review every message posted on the blogs, forums, and comments, and is not responsible for the content of these messages, BLACK FIVES, INC. reserves the right to delete, move, or edit messages that it, in its sole discretion, deems inappropriate, abusive, defamatory, obscene, in violation of copyright or trademark laws, or otherwise unacceptable.
5. REPRESENTATIONS AND WARRANTIES
5 (a). Visitor represents, warrants and covenants (a) that no materials of any kind submitted to BlackFives.com will (i) violate, plagiarize, or infringe upon the rights of any third party, including copyright, trademark, privacy or other personal or proprietary rights; or (ii) contain libelous or otherwise unlawful material; and (b) that you are at least eighteen years old. You hereby indemnify, defend and hold harmless BLACK FIVES, INC. and all officers, directors, owners, agents, information providers, affiliates, licensors and licensees (collectively, the “Indemnified Parties”) from and against any and all liability and costs, including, without limitation, reasonable attorneys’ fees, incurred by the Indemnified Parties in connection with any claim arising out of any breach by you or any user of your account of this Agreement or the foregoing representations, warranties and covenants. You shall cooperate as fully as reasonably required in the defense of any such claim.
7. LIMITATION OF LIABILITY
7 (a). Service Issues: Under no circumstances shall BLACK FIVES, INC. be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its sole control, including, without limitation, Internet failures or performance levels, viruses, hackers, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
8. NO LICENSE
Except as otherwise expressly provided, nothing herein shall be construed as conferring any license under any of BLACK FIVES, INC.’s or any third party’s intellectual property rights, whether by estoppel, implication, waiver, or otherwise.
9. COPYRIGHT, TRADEMARK AND PATENT NOTICES
BLACK FIVES® and BLACK FIVES ERA® are registered trademarks of BLACK FIVES, INC.. All other marks that appear throughout the Site belong to BLACK FIVES, INC. or the respective owners of such marks, and are protected by U.S. and international copyright and trademark laws. Any use of any of the marks appearing throughout the Site without the express written consent of BLACK FIVES, INC. or the owner of the mark, as appropriate, is strictly prohibited.
The copyrights to the content, format, arrangement, design and look and feel of this site are owned by BLACK FIVES, INC. Except for a single temporary copy in a single computer’s memory or another fair use under applicable copyright laws, the information contained herein may not otherwise be used (not copied, performed, displayed, distributed, rented, sublicensed, altered, stored for subsequent use, etc., in whole or in part, in any manner) without BLACK FIVES, INC.’s express prior written consent.
10. GOVERNING LAW AND FORUM FOR DISPUTES
All legal issues arising from or related to the use of the Site shall be construed in accordance with, and all questions with respect thereto shall be determined by, the laws of the State of Connecticut applicable to contracts entered into and wholly to be performed within said state. The state and federal courts of Connecticut shall be the exclusive forum and venue to resolve disputes arising out of or relating to these Terms and Conditions or any user’s use of the Site. By using the Site and thereby agreeing to these Terms and Conditions, users consent to personal jurisdiction and venue in the state and federal courts in Connecticut with respect to all such disputes.
11. INDEMNITY AND RELEASE
By using the Site you agree to indemnify BLACK FIVES, INC., affiliates, officers, and employees and hold them harmless from any and all claims and expenses, including without limitation attorneys’ fees, arising from or based upon your use of BlackFives.com. By using BlackFives.com you hereby agree to release BLACK FIVES, INC. and its parents, subsidiaries, affiliates, officers, and employees from any and all claims, demands, debts, obligations, damages (actual or consequential), costs, and expenses of any kind or nature whatsoever, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, that you may have against any of them arising out of or in any way related to such disputes and/or to the Site. You hereby agree to waive all laws that may limit the efficacy of such releases.
12. VIOLATIONS OF TERMS AND CONDITIONS
Should you violate these Terms and Conditions or any other rights of BLACK FIVES, INC., BLACK FIVES, INC. reserves the right to pursue any and all legal and equitable remedies against you, including, without limitation, terminating any and all user accounts, if any, on any and all of the web pages of the Site and blocking your future access to this site. If BLACK FIVES, INC. should fail to enforce any right or provision in these Terms and Conditions, you agree that this failure does not constitute a waiver of such right or provision or of any other rights or provisions in these Terms and Conditions.
If a court should find that one or more rights or provisions set forth in these Terms and Conditions are invalid, you agree that the remainder of the Terms and Conditions shall be enforceable and that, to the extent permitted by law, the court shall give effect to the parties’ intentions, as reflected in any such right or provision that has been declared invalid or unenforceable. The section titles in the Terms and Conditions are for convenience only and have no legal or contractual effect. If you are aware of any violations of these Terms and Conditions, please report them to:
Black Fives, Inc.
15 East Putnam Avenue
Greenwich, CT 06830
Email Address: holla @ blackfives.com