This Terms of Service document (the “Terms”) outlines the terms and conditions of use of the services (the “Services” or “Service”) provided by Neoforth LLC (“Neoforth”). These Terms also govern the access to and use of Neoforth’s content (the “Content”), which includes the Neoforth website (the “Site”), applications (the “Apps”), and any software provided by Neoforth (the “Software”).
By agreeing to these Terms, you are also agreeing to the Privacy Policy (“Privacy Policy”), Acceptable Use Policy (“Acceptable Use Policy”), and Refund Policy (“Refund Policy”).
1. Acceptance
By accessing the Content or Services, you are agreeing on behalf of yourself or those you represent (“you”) to comply with and be legally bound by these Terms in their entirety. These Terms constitute a legally binding agreement (the “Agreement”) between you and Neoforth. If you do not agree with any part of the Terms, you may not use our Services.
By creating an account for using our Services, you represent that you are at least eighteen (18) years of age or that you are a valid legal entity, and that the registration information you have provided is accurate and complete.
2. Modification
Neoforth may update the Terms from time to time without notice. If you continue to use Neoforth’s Services, Content, Site, Apps, or Software after these changes take effect, then you agree to the revised Terms. The current version of the Terms is available on the Site. You understand and agree that it is your obligation to review these Terms from time to time in order to stay informed on current rules and obligations. Notification on any core changes to the Terms will be provided to subscribers through an email message or update to the Site. Your use of the Content or Services following the changes to these Terms constitutes your acceptance of the changed Terms.
3. Subscriptions
Neoforth Services are available to you upon registration on the Site. By subscribing to the Services, you agree to become a subscriber (“Subscriber”) for the period you have elected. A full list of subscription plans and pricing is available on the Site. Neoforth reserves the right to amend subscription fees or institute new fees at any time upon reasonable advance notice posted on the Site or sent via email. Any changes to the pricing will not affect the Subscriber’s current subscription period and will become effective upon subscription renewal.
When supported by your payment method, plans renew automatically by default at the completion of the billing term. By default, the renewal term is for the same duration as the billing term for the original subscription. The subscription fee will be charged automatically to the payment method you last selected. If you would like to discontinue automatic renewal, you may sign in to the Site and turn off auto-renewal.
4. License
Subject to your compliance with these Terms, Neoforth grants to you a non-exclusive and limited license to download and use the Software. Modifying, distributing to unauthorized parties, reverse engineering, or otherwise using the Software in any way not expressly authorized by Neoforth is strictly prohibited.
Usage of any material which is subject to Neoforth’s intellectual property rights is prohibited unless you have been provided with explicit written consent by Neoforth.
5. Language and Translation of Content
All of our Content was originally written in English. Any translation of our Content is done on a best-effort basis. We cannot guarantee the accuracy of translated Content. In the event of any discrepancy between the translated Content and the English Content, the English Content shall prevail.
6. Third-party Websites
Neoforth may provide you with content belonging to Third Parties (“Third Parties”) or links leading to third-party websites. Neoforth is not responsible for the availability of the content provided by Third Parties as they are not under the control or supervision of Neoforth, and they may have different terms of use and policies. Your access through our Services to any website, service, or content provided by Third Parties does not indicate any relationship between Neoforth and such Third Parties.
7. Disclaimers
We will strive to prevent interruptions to the Site and Services. However, these are provided on an “as-is” and “as-available” basis, and we do not warrant, either expressly or by implication, the accuracy of any materials or information provided through the Site or Service, or their suitability for any particular purpose. We expressly disclaim all warranties of any kind, whether express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose, or non-infringement. We do not make any warranty that the Services will meet your requirements, or that it will be uninterrupted, timely, secure, or error-free, or that defects, if any, will be corrected. You acknowledge that you access the Site and Services at your sole risk and discretion.
Server coverage, speeds, locations, and quality may vary. Neoforth will attempt to make the Service available at all times. However, the Service may be subject to unavailability for a variety of factors beyond our control, including but not limited to emergencies; third-party-service failures; or transmission, equipment, or network problems or limitations, interference, or signal strength; and may be interrupted, refused, limited, or curtailed. We are not responsible for data, messages, or pages lost, not delivered, delayed, or misdirected because of interruptions or performance issues with the Service, communications services, or networks. We may impose usage or Service limits, suspend Service, terminate accounts, or block certain kinds of usage in our sole discretion to protect Subscribers or the Service. The accuracy and timeliness of data received is not guaranteed; delays or omissions may occur.
Neoforth reserves the right to investigate matters we consider to be violations of these Terms. We may, but are not obligated to, in our sole discretion and without notice, remove, block, filter, or restrict by any means any materials or information that we consider to be actual or potential violations of the restrictions set forth in these Terms, and any other activities that may subject Neoforth or our customers to liability. Neoforth disclaims any and all liability for any failure on our part to prevent such materials or information from being transmitted over the Service and/or into your computing device.
8. Limitations of Liability
Neoforth shall not be liable and shall not have responsibility of any kind to any Subscriber or other individual for any loss or damage that you incur in the event of:
- any failure or interruption of the Site or Service;
- any act or omission of any Third Party involved in making the Site or Service or the data contained therein available to you;
- any other cause relating to your access or use, or inability to access or use, any portion of the Site or its Content;
- your interactions on the Site or Service;
- your failure to comply with this Agreement;
- the cost of procurement of substitute goods or services;
- unauthorized access to or alteration of your transmissions or data, whether or not the circumstances giving rise to such cause may have been within the control of Neoforth or of any vendor providing software, services, or support for the Site or Service.
In no event will Neoforth, its partners, affiliates, subsidiaries, members, officers, or employees be liable for any direct, special, indirect, consequential, or incidental damages, or for any other loss or damages of any kind, even if they have been advised of the possibility thereof. The foregoing shall not apply to the extent prohibited by applicable law.
9. Indemnification
You agree to indemnify, defend, and hold harmless Neoforth, its officers, directors, employees, members, partners, agents, and suppliers, and their respective affiliates, officers, directors, employees, members, shareholders, partners, and agents, from any and all claims and expenses, including attorneys’ fees, arising out of your use of the Content and Service, including but not limited to your violation of this Agreement. We may, at our sole discretion, assume the exclusive defense and control of any matter subject to indemnification by you. The assumption of such defense or control by us, however, shall not excuse any of your indemnity obligations.
10. Choice of Law
This Agreement shall be governed by and construed in accordance with the laws of the United States of America, excluding its rules governing conflicts of law.
11. Arbitration
All disputes arising out of or relating to this Agreement or the use of the Site or Services shall be finally settled under the Rules of Arbitration (“Rules”) of the International Centre for Dispute Resolution (ICDR) by one arbitrator (“Arbitrator”) appointed in accordance with said Rules. The arbitration shall be conducted in the United States of America, unless all parties agree otherwise by a signed written agreement.
The Arbitrator must be qualified and have a background in the area of computer networks, including but not limited to the internet.
The Arbitrator shall have the authority to permit an expedited exchange of documents, but any discovery shall be limited to document requests and interrogatories. The Arbitrator shall have no power or authority to add to or detract from this Agreement, and the costs of the arbitration shall be borne equally, except as described below.
The arbitration shall be conducted on an expedited schedule. The arbitration must be concluded, and an award issued, no later than one hundred and twenty (120) days following the filing of the demand for arbitration, unless all parties to the arbitration proceeding agree in writing to an extension of time or continuance.
Regardless of any statute or law to the contrary, you agree that any cause of action arising out of or related to the use of our Site or Services must be commenced within one (1) year after the cause of action accrues, or such action will be permanently barred.
In the event that Neoforth is the respondent in any such arbitration, damages awarded against Neoforth may not exceed the amount you have paid Neoforth for use of the Service.
The Arbitrator shall have the authority to grant any temporary or preliminary injunctive relief in a form substantially similar to that which would otherwise be granted by a court of law. The Arbitrator shall have no authority to award punitive damages. The resulting arbitration award may be enforced, or injunctive relief may be sought, in any court of competent jurisdiction in the United States of America. Reasonable costs (including all costs of arbitration) and attorney’s fees shall be awarded against the party that commenced the arbitration, in the event that party does not prevail in the arbitration.
The parties subject to this arbitration provision include Neoforth, its officers, directors, and employees, and any company or legal entity which is a parent, subsidiary, or sister company to Neoforth, or with which Neoforth has contracted to provide services to Subscribers through Neoforth.
12. Final Provisions
If any provision in this Agreement is held invalid or unenforceable, that provision shall be construed in a manner consistent with applicable law to reflect the original intent of the provision, and the remaining provisions of this Agreement shall remain in full force and effect. Any failure to exercise or enforce any right or the provision of this agreement shall not constitute a waiver of such right or provision.
Thursday, December 24, 2020
