”) and MacPaw Inc., registration number 4708642, or our affiliates (“we
”, or “us
” or “MacPaw
”) regarding Your use of the macpaw.foundation
, available on the Site, and incorporated into these Terms by reference. If You have questions regarding these Terms, please contact us:
601 Montgomery Street Suite 1400 San Francisco, CA 94111
These Terms are effective until terminated by You or by us. Your rights under these Terms will be terminated by us automatically without notice if You fail to comply with any provisions of these Terms. Any term or condition of these Terms which by its plain meaning shall be and must be performed after termination shall survive termination.
You agree to indemnify and hold harmless us, our affiliates and our and their officers, directors, licensors, partners, licensees, consultants, contractors, agents, attorneys, employees, and third-party service providers (collectively, the “Indemnitees”) from any and all claims, liabilities, costs, and expenses, including reasonable attorneys’ fees (collectively, “Claim(s)”), that actually or allegedly resulting from Your use of the Site. You agree to be solely responsible for defending any Claim against or suffered by any Indemnitee, subject to the relevant Indemnitee’s right to participate with counsel of its own choosing, and for payment of damages or losses resulting from all claims against any Indemnitee provided that You will not agree to any settlement that imposes any obligation or liability on any Indemnitee without our prior express written consent.
Links to other sites
This Site may contain links to other independent third-party web sites ("Linked Sites"). These Linked Sites are provided solely as a convenience to You. Such Linked Sites are not under MacPaw’s control, and MacPaw is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. Such Linked Sites do not necessarily follow our policies, thus You will need to make your own independent judgment regarding your interaction with these Linked Sites.
MACPAW DOES NOT PROMISE THAT THE SITE OR ANY CONTENT, SERVICE OR FEATURE OF THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITE WILL PROVIDE SPECIFIC RESULTS. THE SITE AND ITS CONTENT ARE DELIVERED ON AN “AS IS” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND YOUR USE THEREOF IS AT YOUR OWN RISK. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY LAW ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY (I) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (II) WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS, (III) WARRANTIES RELATING TO DELAYS, INTERRUPTIONS, ERRORS, OR OMISSIONS IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SITE, (IV) WARRANTIES RELATING TO THE ACCURACY OR CORRECTNESS OF DATA, AND ANY OTHER WARRANTIES OTHERWISE RELATING TO PERFORMANCE, NONPERFORMANCE, OR OTHER ACTS OR OMISSIONS BY US. IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT OUR WARRANTY DOES NOT COVER TELECOMMUNICATIONS OR INTERNET OUTAGES CAUSED BY THIRD PARTIES OR OTHERWISE OUTSIDE OF OUR CONTROL.
Limitation of liability
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL MACPAW BE LIABLE TO YOU OR A THIRD PARTY FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER. THIS INCLUDES, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR INFORMATION, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SITE OR ANY THIRD-PARTY SITE, SOFTWARE OR APPLICATIONS IN CONJUNCTION WITH THE SITE HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF MACPAW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. REGARDLESS, IN NO EVENT SHALL MACPAW'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE-STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
You acknowledge that the Site and all text, graphics, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, "Content") including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content, contained on the Site are protected by copyrights, trademarks, patents, trade secrets, and other intellectual property and proprietary rights (collectively, “Intellectual Property Rights”), and any unauthorized use of the same violates these Terms and may violate applicable law. Except as expressly provided herein, no part of the Site and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, web site or another medium for publication or distribution or for any commercial enterprise, without MacPaw’s express prior written consent. In addition, You agree not to take any action that may infringe on our Intellectual Property Rights.
These Terms will be governed by and construed in accordance with the laws of the State of California, excluding its conflict of laws principles. These Terms shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of these Terms shall continue in full force and effect.
All disputes, controversies, or claims arising out of or relating to these Terms or a breach thereof shall be submitted to and finally resolved by arbitration under the rules of the American Arbitration Association ("AAA") then in effect. There shall be one arbitrator, and such arbitrator shall be chosen by mutual agreement of the parties in accordance with AAA rules. The arbitration shall take place in the location in the State of California, USA, or such other location in the USA determined by MacPaw in its sole discretion. The arbitrator shall apply the laws of the State of California to all issues in dispute. The findings of the arbitrator shall be final and binding on the parties and may be entered in any court of competent jurisdiction for enforcement. Notwithstanding the laws of the State of California legal fees shall be awarded to the prevailing party in the arbitration.
Complete agreement and severability
These Terms constitute the entire agreement between You and MacPaw relating to the use of the Site and supersede all prior or contemporaneous understandings regarding the such subject matter. No amendment to or modification of these Terms will be binding unless in writing and signed by MacPaw. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. Any translation of these Terms is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of these Terms shall govern, to the extent not prohibited by local law in Your jurisdiction. If any term or provision of these Terms is declared void or unenforceable in a particular situation by any judicial or administrative authority, this declaration shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation. To the extent possible, the provision will be interpreted and enforced to the greatest extent legally permissible in order to effectuate the original intent, and if no such interpretation or enforcement is legally permissible, it shall be deemed severed from the Terms.