1. INTRODUCTION AND ACCEPTANCE
eaccess.com ("Website") is an informational site operated by eAccess Solutions, Inc. ("us", "we", or "our").
WEBSITE. BY ACCESSING AND/OR USING THE WEBSITE (OTHER THAN TO READ THESE TERMS
DISPUTES RATHER THAN GOING TO COURT, GRANT US CERTAIN RIGHTS AND LICENSES,
PROVIDE US CERTAIN INDEMNITIES, WAIVE CERTAIN OF YOUR RIGHTS AND REMEDIES, AND
LIMIT OUR LIABILITY AND OBLIGATIONS TO YOU. READ THEM CAREFULLY AND DO NOT USE
THE SITE OR PURCHASE OUR PRODUCTS OR SERVICES IF YOU DO NOT AGREE.
valuable consideration the receipt and sufficiency of which you hereby
acknowledge. Such consideration includes, without limitation, your use of the
Website and the materials and information available on the same and the
possibility of publication or publicity of your User Content (as defined in
eAccess. A copy of this
here and is incorporated by reference
2. INTELLECTUAL PROPERTY
The Website and included content (and any derivative works
or enhancements of the same) including, but not limited to, all text,
illustrations, files, images, software, scripts, graphics, photos, sounds,
music, videos, information, content, materials, products, services, URLs,
technology, documentation, and interactive features (collectively, the
"Website Content") and all intellectual property rights to the same
are owned by us, our licensors, or both. Additionally, all trademarks, service
marks, trade names and trade dress that may appear on the Website are owned by
us, our licensors, or both. Except for the limited use rights granted to you in
Website or any Website Content. Any rights not expressly granted in these Terms
of Use are expressly reserved.
3. WEBSITE ACCESS AND USE
(A) Access to the Website including, without limitation, the
Website Content is provided for your information and personal, non-commercial
use only. When using the Website, you agree to comply with all applicable
federal, state, and local laws including, without limitation copyright law.
reproduce, distribute, create derivative works based upon, publicly display,
publicly perform, publish, transmit, or otherwise exploit Website Content for
any purpose whatsoever without obtaining prior written consent from us or, in
the case of third-party content, its respective owner. In certain instances, we
may permit you to download or print Website Content or both. In such a case,
you may download or print (as applicable) one copy of Website Content for your
personal, non-commercial use only. You acknowledge that you do not acquire any
ownership rights by downloading or printing Website Content.
(B) Furthermore, except as expressly permitted in these
(i) remove, alter, cover, or distort any copyright, trademark, or other
proprietary rights notice on the Website or Website Content;
(ii) circumvent, disable or otherwise interfere with
security-related features of the Website including, without limitation, any
features that prevent or restrict use or copying of any content or enforce
limitations on the use of the Website or Website Content;
(iii) use an automatic device (such as a robot or spider) or manual process to
copy or "scrape" the Website or Website Content for any purpose
without the express written permission of eAccess. Notwithstanding the foregoing,
eAccess grants public
search engine operators permission to use automatic devices (such as robots or
spiders) to copy Website Content from the Website for the sole purpose of
creating (and only to the extent necessary to create) a searchable index of
Website Content that is available to the public. We reserve the right to revoke
this permission (generally or specifically) at any time;
(iv) collect or harvest any personally identifiable information from the
Website including, without limitation, user names, passwords, e-mail addresses;
(v) solicit other users to join or become members of any commercial online
service or other organization without our prior written approval;
(vi) attempt to or interfere with the proper working of the Website or impair,
overburden, or disable the same;
(vii) decompile, reverse engineer, or disassemble any
portion of any the Website;
(viii) use network-monitoring software to determine architecture of or extract
usage data from the Website;
(ix) encourage conduct that violates any local, state or
federal law, either civil or criminal, or impersonate another user, person, or
entity (e.g., using another persons Membership (as defined in Section 5(B))
without permission, etc.);
(x) violate U.S. export laws, including, without limitation, violations of the
Export Administration Act and the Export Administration Regulations
administered by the Department of Commerce; or
(xi) engage in any conduct that restricts or inhibits any
other user from using or enjoying the Website.
(C) You agree to cooperate fully with eAccess to investigate any suspected or actual
4. CONDITIONS FOR LINKING TO WEBSITE
We hereby grant you a non-exclusive, limited license,
revocable at our discretion, for you to link to the Website home page from any
site you own or control that is not commercially competitive with the Website
and does not criticize or otherwise injure us, so long as the site where the
link resides, and all other locations to which such site links, comply with all
applicable laws and do not in any way abuse, defame, stalk, threaten or violate
the rights of privacy, publicity, intellectual property or other legal rights
of others or, in any way, post, publish, distribute, disseminate or facilitate
any inappropriate, infringing, defamatory, profane, indecent, obscene or
illegal/unlawful information, topic, name or other material or that violates
the spirit of our mission. Such a link is not an endorsement of such other
site(s) by us. All of our rights and remedies are expressly reserved.
5. USER REGISTRATION
(A) In order to access or use some features of the Website,
you will have to become a registered user. If you are under the age of eighteen,
then you are not permitted to register or engage in any eAccess contests.
(B) If you become a registered user, you will provide true,
accurate and complete registration information and, if such information changes,
you will promptly update the relevant registration information. During
registration, you will create a user name and password (a
"Membership"), which may permit you access to certain areas of the
Website not available to non-registered users. You are responsible for
safeguarding and maintaining the confidentiality of your Membership. You are
solely responsible for the activity that occurs under your Membership, whether
or not you have authorized the activity. You agree to notify us immediately at sales@eAccess.com of
any breach of security or unauthorized use of your Membership.
6. WEBSITE CONTENT & THIRD PARTY LINKS
(A) We provide the Website including, without limitation
Website Content for entertainment, educational and promotional purposes only.
You may not rely on any information and opinions expressed on any of our
Website for any other purpose. In all instances, it is your responsibility to
evaluate the accuracy, timeliness, completeness, or usefulness of Website
Content. Under no circumstances will we be liable for any loss or damage caused
by your reliance on any Website Content.
(B) In some instances, Website Content may include content
posted by a third-party or will represent the opinions and judgments of a
third-party. We do not endorse, warrant and are not responsible for the
accuracy, timeliness, completeness, or reliability of any opinion, advice, or
statement made on the Website by anyone other than authorized employees or
spokespersons while acting in their official capacities.
(C) If there is a dispute between persons accessing the
Website or between persons accessing the Website and any third party, you
understand and agree that we are under no obligation to become involved. If
there is such a dispute, you hereby release eAccess and its officers, directors, employees,
parents, partners, successors, agents, affiliates, subsidiaries, and their
related companies from claims, demands, and damages of every kind or nature
arising out of, relating to, or in any way connected with such dispute.
(D) The Website may contain links to other websites maintained by third
parties. We do not operate or control, in any respect, or necessarily endorse
the content found on these third-party websites. You assume sole responsibility
for your use of third-party links. We are not responsible for any content
posted on third-party websites or liable to you for any loss or damage of any
sort incurred as a result of your dealings with any third-party or their
The Website may include certain services that may be
available via your mobile phone, including without limitation (a) the ability
to upload to the Website via your mobile phone (Mobile Uploads), (b) the
ability to receive and reply to messages and to send content and messages using
text messaging (Mobile Texts), and (c) the ability to access the Website from
your mobile phone (Mobile Web) (collectively, the "Mobile Services").
We do not currently charge for Mobile Services. Your carriers normal
messaging, data and other rates and fees will, however, still apply. You should
check with your carrier to find out what plans are available and how much they
cost. By using the Mobile Services you agree that we may communicate with you
regarding the Website and our partners by
SMS, MMS, text message or other
electronic means to your mobile device and that certain information about your
usage of the Mobile Services will be communicated to us.
You agree to indemnify and hold harmless eAccess and its officers, directors, employees,
parents, partners, successors, agents, distribution partners, affiliates,
subsidiaries, and their related companies from and against any and all claims,
liabilities, losses, damages, obligations, costs and expenses (including
reasonable attorneys fees and costs) arising out of, related to, or that may
arise in connection with: (i) your access to or use of the Website; (ii) User
Content provided by you or through use of your Membership; (iii) any actual or
alleged breach of any representation, warranty, or covenant that you have made
to us; or (v) your acts or omissions. You agree to cooperate fully with us in
the defense of any claim that is the subject of your obligations hereunder.
YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE IS AT YOUR SOLE
RISK. THE WEBSITE AND WEBSITE CONTENT ARE PROVIDED ON AN "AS IS" AND
"AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR
IMPLIED. WITHOUT LIMITING THE FOREGOING AND TO THE FULLEST EXTENT PERMITTED BY
LAW, EACCESS AND
ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS,
DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES
DISCLAIM ANY AND ALL WARRANTIES INCLUDING ANY: (1) WARRANTIES THAT THE WEBSITE
WILL MEET YOUR REQUIREMENTS; (2) WARRANTIES CONCERNING THE AVAILABILITY,
ACCURACY, SECURITY, USEFULNESS, TIMELINESS, OR INFORMATIONAL CONTENT OF THE
WEBSITE OR WEBSITE CONTENT; (3) WARRANTIES OF TITLE, NON-INFRINGEMENT,
MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE; (4) WARRANTIES FOR
SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON OUR WEBSITE OR ACCESSED
THROUGH THE WEBSITE; (5) WARRANTIES CONCERNING THE ACCURACY OR RELIABILITY OF
THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE; (6) WARRANTIES
THAT YOUR USE OF THE WEBSITE WILL BE SECURE OR UNINTERRUPTED; AND (7)
WARRANTIES THAT ERRORS IN THE SOFTWARE WILL BE CORRECTED.
10. LIMITATION ON LIABILITY
(A) UNDER NO CIRCUMSTANCES SHALL EACCESS OR ITS OFFICERS, DIRECTORS,
EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS,
AFFILIATES, SUBSIDIARIES, OR THEIR RELATED COMPANIES BE LIABLE FOR INDIRECT,
INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF
EACCESS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, RELATING TO, OR IN
DISSATISFACTION WITH THE WEBSITE INCLUDING, WITHOUT LIMITATION, THE WEBSITE
CONTENT IS TO STOP USING THE WEBSITE. SUCH LIMITATION SHALL ALSO APPLY WITH
RESPECT TO DAMAGES INCURRED BY REASON OF SERVICES OR PRODUCTS RECEIVED THROUGH
OR ADVERTISED IN CONNECTION WITH ANY OF THE WEBSITE OR ANY LINKS ON THE
WEBSITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR
ADVERTISED IN CONNECTION WITH ANY OF THE WEBSITE OR ANY LINKS ON THE WEBSITE.
SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF
ANY CONTENT POSTED BY A THIRD-PARTY OR CONDUCT OF A THIRD-PARTY ON THE WEBSITE.
(B) NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED
HEREIN, IN NO EVENT SHALL THE CUMULATIVE LIABILITY OF EACCESS AND ITS OFFICERS, DIRECTORS,
EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS,
AFFILIATES, SUBSIDIARIES, AND THEIR RELATED COMPANIES EXCEED THE GREATER OF THE
TOTAL PAYMENTS RECEIVED FROM YOU BY EACCESS DURING THE PRECEDING TWELVE (12) MONTH PERIOD OR $100.
FURTHERMORE, YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF, RELATING TO, OR
COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH
CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
(C) In some jurisdictions limitations of liability are not
permitted. In such jurisdictions, some of the foregoing limitations may not
apply to you. These limitations shall apply to the fullest extent permitted by
(A) We reserve the right in our sole discretion and at any
time to terminate or suspend your Membership and/or block your access to the
Website for any reason including, without limitation if you have failed to
eAccess shall not be
liable to you or any third party for any termination or suspension of your
Membership or for blocking your access to the Website.
(B) If you become a registered user, you may terminate your
Membership at any time by sending an e-mail to sales@eAccess.com.
(C) Any suspension or termination shall not affect your
Use which by their nature should survive the suspension or termination of your
the rights and licenses that you have granted hereunder, indemnities, releases,
disclaimers, limitations on liability, provisions related to choice of law,
dispute resolution, no class action, no trial by jury and all of the
miscellaneous provisions in Section 20.
12. COPYRIGHT POLICY
respects the intellectual property rights of others and expects its users to do
the same. In appropriate circumstances and at its sole discretion,
eAccess may terminate
and/or disable the Membership of users who it suspects to be infringers of the
copyrights (or other intellectual property rights) of others. Additionally, in
appropriate circumstances and in its sole discretion, eAccess may remove or disable access to
material on any of its websites or hosted on its systems that may be infringing
or the subject of infringing activity.
(B) In accordance with the Digital Millennium Copyright Act
of 1998, Title 17 of the United States Code, Section 512 ("DMCA"), we
will respond promptly to claims of copyright infringement that are reported to
the agent that we have designated to receive notifications of claims
infringement (its "Designated Agent"). eAccess Designated Agent may be reached at:
c/o Legal Department
eAccess Solutions, Inc.
407 N. Quentin Road
Palatine, IL 60067
(C) If you are a copyright owner (or authorized to act on
behalf of the copyright owner) and believe that your works copyright has been
infringed, please report your notice of infringement to us by providing our
Designated Agent with a written notification of claimed infringement that
includes substantially the following:
(i) A physical or electronic signature of a person authorized to act on behalf
of the owner of an exclusive right that is allegedly infringed.
(ii) Identification of the copyrighted work claimed to have
been infringed, or, if multiple copyrighted works at a single online site are
covered by a single notification, a representative list of such works at that
(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) Information reasonably sufficient to permit us to
contact you, such as an address, telephone number, and, if available, an
electronic mail address at which you may be contacted.
(v) A statement 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.
(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 owner of an exclusive right that is allegedly infringed.
We will investigate notices of copyright infringement and take appropriate
actions under the DMCA. Inquiries that do not follow this procedure may not
receive a response. For more information on our
DMCA policy, please click on
this hyperlink: Infringements.
13. CHOICE OF LAW; JURISDICTION AND VENUE
laws of the State of Illinois without regard to its conflict of laws rules. Any legal proceedings against eAccess that may arise out of, relate to, or be in any way connected with our Website or these Terms
of Use shall be brought exclusively in the state and federal courts of Illinois located in Cook County and you
waive any jurisdictional, venue, or inconvenient forum objections to such
14. DISPUTE RESOLUTION; BINDING ARBITRATION
In the Dispute Resolution Section only, "we" and
"us" are used to refer to you and eAccess together.
(A) We each agree to first contact each other with any
disputes and provide a written description of the problem, all relevant
documents/information and the proposed resolution. You agree to contact us with
will contact you based on the contact information you have provided us.
(B) We each agree to finally settle all disputes (as defined
and subject to any specific exceptions below) only by arbitration. In
arbitration, there's no judge or jury and review is limited. However, just as a
court would, the arbitrator must honor the terms and limitations in the Terms
of Use and can award the same damages and relief. The arbitrator's decision and
award is final and binding, with some exceptions under the Federal Arbitration
Act ("FAA"), and judgment on the award may be entered in any court
with jurisdiction. We each also agree as follows:
(i) "Disputes" are any claims or controversies
against each other related in any way to the Website, Website Content or these
affiliates or other representatives, and claims eAccess may bring against you.
(ii) If either of us wants to arbitrate a dispute, we agree
to send written notice to the other providing a description of the dispute,
previous efforts to resolve the dispute, all supporting documents/information,
and the proposed resolution. We will send notice to you based on the contact
information you have provided us and notice to us must be sent to:
eAccess, ATTN: Legal
Department, 407 N. Quentin
Road, Palatine, IL 60067. We agree to make attempts to resolve the
dispute. If we cannot resolve the dispute within forty-five (45) days of
receipt of the notice to arbitrate, then we may submit the dispute to formal
(iii) The FAA applies to this Agreement and arbitration
provision. We each agree the FAA's provisions, not state law, govern all
questions of whether a dispute is subject to arbitration.
(iv) The arbitration will be administered by the American
Arbitration Association ("AAA") under its arbitration rules. If any
obtain procedures, rules, and fee information from the AAA at 1-800-778-7879 or
(v) The arbitration will be conducted by a single neutral
arbitrator and will take place in New York, NY. The federal
(vi) We each agree not to pursue arbitration on a
basis. We each agree that any arbitration will be solely between you and us
(not brought on behalf of or together with another individual's claim). If for
any reason any court or arbitrator holds that this restriction is
unconscionable or unenforceable, then our agreement to arbitrate doesn't apply
and the dispute must be brought in court.
(vii) The prevailing party in the arbitration will be
entitled to recover its costs and expenses, including reasonable attorneys
fees and experts fees, which are incurred in connection with the arbitration.
(C) Either of us may bring qualifying claims in small claims
15. NO CLASS ACTIONS
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO
PURSUE DISPUTES ON A CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE
CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE
CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION OR OTHER
16. NO TRIAL BY JURY
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO
TRIAL BY JURY IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.
17. AMENDMENT; ADDITIONAL TERMS
(A) We reserve the right in our sole discretion and at any
time and for any reason, to modify or discontinue any aspect or feature of the
provide you with operating rules or additional terms that may govern your use
of the Website generally, unique parts of the Website, or both
("Additional Terms"). Any Additional Terms that we may provide to you
immediately upon notice, either by posting on the Website or by notification by
e-mail or conventional mail. It is your responsibility to review the Terms of
Use and the Website from time to time for any changes or Additional Terms. Your
access and use of any the Website following any modification of these Terms of
Use or the provision of Additional Terms will signify your assent to and
acceptance of the same. If you object to any subsequent revision to the Terms
of Use or to any Additional Terms, you may terminate your Membership as
provided in Section 12(B) herein or, if you do not have an Membership, your
only recourse is to immediately discontinue use of the Website.
18. TERRITORIAL RESTRICTIONS
Software related to or made available by the Website may be
subject to United States export controls. Thus, no software from the Website may be downloaded, exported
or re-exported (a) into (or to a national or resident of) Cuba, North Korea,
Iran, Syria or any other country to which the United States has embargoed
goods; or (b) to anyone on the U.S. Treasury Departments list of Specially
Designated Nationals or the U.S. Commerce Departments Table of Deny Orders. By
downloading any software related to the Website, you represent and warrant that
you are not located in, under the control of, or a national or resident of, any
such country or on any such list. The parties specifically disclaim application
of the Convention on Contracts for the International Sale of Goods.
(A) Any delay or failure on the part of us to exercise or
not, in any event, be construed as a waiver of the right and privilege to do so
at any subsequent time. You irrevocably agree that you waive any and all rights
to injunctive or other equitable relief. The section headings used herein are
for convenience only and shall not be given any legal import. If any provision
such provision shall not affect the validity of the remaining provisions of the
Additional Terms incorporated by reference) constitute the entire agreement of
the parties with respect to the subject matter hereof, and supersede all
previous written or oral agreements between us with respect to such subject
obligations hereunder, in whole or in part, without our prior written consent.
Any such purported assignment or delegation by you without the appropriate
prior written consent will be null and void and of no force and effect.
eAccess may assign
Effective: January 1, 2009. 2009 eAccess Solutions, Inc.