The FractalPlanner.com Web site (the "Site") is an online service provided by Jim Stone Enterprises, and your use presupposes your compliance with the terms and conditions set forth below.
PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ORDERING, ACCESSING OR USING THE SITE.
BY ORDERING, ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW AND ARE BECOMING A PARTY TO THIS AGREEMENT.
IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE.
This Membership Agreement ("Agreement") by and between you, the contracting party entered above, ("You") and the Site is effective as of the date you order and join any FractalPlanner.com service, including trials.
This Membership Agreement is for business entities which, or individuals who want to use the FractalPlanner.com service.
The parties agree as follows:
Definitions.The terms below shall have the following meaning throughout this Agreement:
"Licensed Material" means the logos, branding, artwork, photographic images, text, URLs and other similar materials that you upload (or link to from within) to the Fractal Planner service in connection with your Member Account(s).
"Licensed Content" means the audio-visual works and video and audio content you upload or otherwise deliver to the Site and instruct Fractal Planner to serve for you in connection with Your Member Account(s).
"Fractal Planner" means the Web site located at FractalPlanner.com, and the services provided on therein.
Jim Stone Enterprises MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON THE SITE. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.
1. Subscription Plans.Gold Subscription: Regular monthly membership fee is $9.95. Membership includes access to your FractalPlanner.com member account area. Term is month to month and is automatically renewed unless cancelled.
To cancel service, send an email with the subject line "CANCEL MEMBERSHIP." Make sure you include all the identifying information a Site representative would need to process your request. You may terminate service at any time without paying any early termination fee.
Even if you cancel service, you must pay all service and usage charges incurred prior to cancellation.
Fractal Planner may terminate a member's account for non-payment or for violation of the terms of this Agreement and Conditions of Use and Service.
It is at FractalPlanner.com's sole discretion to allow a member who cancels membership to rejoin.
Promotions, Trial Offers and Special Discounts.
From time to time, we may offer promotional discounts as incentives to join in which case the amount a member pays for the first month may be less than stated above. We may also offer a trial period for a nominal amount prior to beginning a regular monthly subscription.
In the event we do offer a free trial or nominal fee trial, each customer (individual or business) is allowed ONLY ONE trial.
2. Your Responsibilities.To participate as a subscriber, You must maintain your member account (the "Member Account"). You must provide and maintain accurate and complete information in connection with your Member Account. You are solely responsible for the activity that occurs on and through your Member Account, and You must keep your account password secure.
Fractal Planner reserves the right to discontinue any aspect of the Fractal Planner Web site at any time, and to refuse or expunge any Licensed Content at any time.
4. Copyright, Licenses and Idea Submissions.You hereby grant Fractal Planner a worldwide, non-exclusive, royalty-free, license to distribute the Licensed Content and the Licensed Material in connection with the Fractal Planner web site and service, to third-party web sites.
The entire contents of Fractal Planner are protected by international copyright and trademark laws. The owner of the copyrights and trademarks is Jim Stone Enterprises, its affiliates or other third party licensors. YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of material from the different areas of the Site solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials. You agree to grant to FractalPlanner.com a non-exclusive, royalty-free, worldwide, perpetual license, with the right to sub-license, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any comments and other information (including, without limitation, ideas contained therein for new or improved products and services) you submit to any public areas of the Site (such as bulletin boards, forums, newsgroups, and public fractal checklists) or by e-mail to FractalPlanner.com (or other accounts owned by Jim Stone) by all means and in any media now known or hereafter developed. You also grant to FractalPlanner.com the right to use your name in connection with the submitted comments and other information as well as in connection with all advertising, marketing and promotional material related thereto. You agree that you shall have no recourse against the Site for any alleged or actual infringement or misappropriation of any proprietary right in your communications to FractalPlanner.com.
Publications, products, content or services referenced herein or on the Site are the exclusive trademarks or service marks of FractalPlanner.com. Other product and company names mentioned in the Site may be the trademarks of their respective owners.
5. Use of the Service.You understand that, except for information, products or services clearly identified as being supplied by the Site, the Site does not operate, control or endorse any information, products or services on the Internet in any way. Except for Fractal Planner-identified information, products or services, all information, products and services offered through the Site or on the Internet generally are offered by third parties, that are not affiliated with the Site.
a. You also understand that Jim Stone Enterprises can not and does not guarantee or warrant that files available for downloading through the Site will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Site for the reconstruction of any lost data.
6. Disclaimers.YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF Fractal Planner AND OF THE INTERNET. FractalPlanner.com PROVIDES ITS SERVICE AND RELATED INFORMATION "AS IS" AND DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NON-INFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SITE, ANY MERCHANDISE INFORMATION OR SERVICE PROVIDED THROUGH THE SITE OR ON THE INTERNET GENERALLY, AND FractalPlanner.com SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH THE SITE OR ON THE INTERNET GENERALLY. FractalPlanner.com DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN Fractal Planner WILL BE CORRECTED.
YOU UNDERSTAND FURTHER THAT THE PURE NATURE OF THE INTERNET CONTAINS UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE TO YOU. YOUR ACCESS TO SUCH MATERIALS IS AT YOUR RISK. FractalPlanner.com HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.
7. Limitation of Liability.IN NO EVENT SHALL Jim Stone Enterprises, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR (I) ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF OR INABILITY TO USE THE SITE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SITE, OR DOWNLOADED FROM THE SITE , OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF FractalPlanner.com OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, FractalPlanner.com's LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
YOU SPECIFICALLY ACKNOWLEDGE THAT Jim Stone Enterprises SHALL NOT BE LIABLE FOR ANY USER SUBMITTED CONTENT TO THE SITE OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU AND Jim Stone Enterprises AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
The Site is controlled and offered by Jim Stone Enterprises from its facilities in the United States of America. Jim Stone Enterprises make no representations that the Site is appropriate or available for use in other locations. If You access or use the Site from other jurisdictions, then You do so at your own volition and You are responsible for compliance with local law.
Jim Stone Enterprises makes no representations whatsoever about any other Web site which you may access through the Site or which may link to the Site. When you access a non-Fractal Planner. Web site, You acknowledge that it is independent from the Site, and that Jim Stone Enterprises has no control over the content on that Web site. In addition, a link to a FractalPlanner.com Web site does not mean that Jim Stone Enterprises endorses or accepts any responsibility for the content, or the use, of such Web site.
8. Your Representations and Warranties.You represent and warrant that: (a) You have the right, power and authority to enter into this Agreement and fully perform its obligations hereunder; (b) the making of this Agreement does not and will not conflict with any agreement existing between You and any other party; (c) You own or have all necessary licenses, rights, consents, and permissions to use and authorize Fractal Planner to use all copyrights, trademarks, trade secrets, rights of publicity, patents and other proprietary rights in and to the Licensed Content to enable the use of the Licensed Content in the manner contemplated by this Agreement; (d) You have the written consent, release, and/or permission of each and every identifiable individual person in the Licensed Content to use the name or likeness of each and every such identifiable individual person to enable the use of the Licensed Content in the manner contemplated by this Agreement; (e) the Licensed Content does not contain any unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive material; (f) the Licensed Content and Your Licensed Material will not infringe upon or otherwise violate any intellectual property, privacy, publicity or other right of any third party; and (g) You will be solely responsible for paying any royalties or other amounts that may be come due to artists, record labels, producers, actors, union trust funds, music publishers and all other rights holders from exploitation of the Licensed Content.
9. Indemnification.You agree to indemnify, defend and hold harmless Jim Stone Enterprises, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against any and all claims, losses, liabilities, obligations, expenses, damages, debts and costs, (including but not limited to attorney's fees) arising from: (a) Your use of and access to the Site; (b) violation of any term of this Agreement (including negligent or wrongful conduct) by You or any other person accessing the Service; (c) breach of any representation or warranty made by You or failure to perform any obligation assumed by You under this Agreement; (d) violation of any third party right, including without limitation any intellectual property or privacy right, by You; (e) any claim that the Licensed Content caused damage to a third party; or (f) any violation of laws, statutes, rules and/or regulations by You relating to your performance and/or the discharge of your obligations and duties as set forth in this Agreement. This defense and indemnification obligation will survive this Agreement and your use of the Site.
10. Third Party Rights.The provisions of paragraphs 5 (Use of the Service), and 9 (Indemnification) are for the benefit of Jim Stone Enterprises and its officers, directors, employees, agents, licensors, suppliers, and any third party information providers to Fractal Planner. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against You on its own behalf.
11. Objectionable Materials.Certain content dealing with pornography, illegal activities of any kind, hate, and racism may not be promoted through the Fractal Planner system. Jim Stone Enterprises reserves the rights to make the final decision as to what is appropriate. Violators may be terminated without notice.
12. Term; Termination.The license granted herein will remain in effect until such time as either party terminates the Agreement, which either party may do at any time by notifying the other party in writing with fourteen (14) days advance notice. Jim Stone Enterprises has the right to terminate the Agreement immediately without written notice to You if we discover you have violated the terms of the Agreement. The provisions of paragraphs 4 (Copyright, Licenses and Idea Submissions), 5 (Use of the Service), 9 (Indemnification), 10 (Third Party Rights) and 12 (Miscellaneous) shall survive any termination of this Agreement. Jim Stone Enterprises reserves the right to amend this Agreement at any time without notice.
13. Miscellaneous.This Agreement shall all be governed and construed in accordance with the laws of the State of Washington applicable to agreements made and to be performed in United States. You agree that any legal action or proceeding between Jim Stone Enterprises and you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in the County of Spokane in the State of Washington in the United States. Any cause of action or claim you may have with respect to the Service must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. Jim Stone Enterprises's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Jim Stone Enterprises failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement. Jim Stone Enterprises may assign its rights and duties under this Agreement to any party at any time without notice to you.
Any rights not expressly granted herein are reserved.