Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the web site, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access the Website or use any services. If these terms and conditions are considered an offer by Stuffly, acceptance is expressly limited to these terms. The Website is available only to individuals who are at least 13 years old.
You must not describe or assign keywords to your content in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and Stuffly may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause Stuffly liability. You must immediately notify Stuffly of any unauthorized uses of your content, your account or any other breaches of security. Stuffly will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
Responsibility of Contributors
If you comment on material available by means of the Website (any such material, “Content”), post Content to the Website, post links on the Website, or otherwise make (or allow any third party to make) Content, You are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that:
- the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
- if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
- you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms;
- the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content;
- the Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
- the Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party;
By submitting Content to Stuffly, you grant Stuffly a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing and promoting your content and Stuffly. If you delete Content, Stuffly will use reasonable efforts to remove it from the Website, but you acknowledge that caching or references to the Content may not be made immediately unavailable.
Without limiting any of those representations or warranties, Stuffly has the right (though not the obligation) to, in Stuffly’s sole discretion (i) refuse or remove any content that, in Stuffly’s reasonable opinion, violates any Stuffly policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in Stuffly’s sole discretion.
Responsibility of Website Visitors
Stuffly has not reviewed, and cannot review, all of the material, including computer software, posted to the Website, and cannot therefore be responsible for that material’s content, use or effects. By operating the Website, Stuffly does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Website may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Website may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Stuffly disclaims any responsibility for any harm resulting from the use by visitors of the Website, or from any downloading by those visitors of content there posted.
Content Posted on Other Websites
We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which Stuffly.co links, and that link to Stuffly.co. Stuffly does not have any control over those websites and webpages, and is not responsible for their contents or their use. By linking to a non-Stuffly website or webpage, Stuffly does not represent or imply that it endorses such website or webpage. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Stuffly disclaims any responsibility for any harm resulting from your use of non-Stuffly websites and webpages.
Copyright Infringement and DMCA Policy
As Stuffly asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Stuffly.co violates your copyright, you are encouraged to notify Stuffly in accordance with Stuffly’s Digital Millennium Copyright Act (“DMCA”) Policy. Stuffly will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Stuffly will terminate a visitor’s access to and use of the Website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Stuffly or others.
This Agreement does not transfer from Stuffly to you any Stuffly or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Stuffly. Stuffly, Stuffly.co, the Stuffly.co logo, and all other trademarks, service marks, graphics and logos used in connection with Stuffly.co, or the Website are trademarks or registered trademarks of Stuffly or Stuffly’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Stuffly or third-party trademarks.
Subject to your compliance with these Terms of Service, Stuffly grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and non-commercial use of Stuffly. This license does not include any resale or commercial use of any Stuffly services, or its contents; any collection and use of any product listings, descriptions, or prices; any benchmark, product, or user data; any derivative use of Stuffly or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms of Service are reserved and retained by Stuffly or its licensors, suppliers, merchants, publishers, rightsholders, or other content providers. No Stuffly service, nor any part of Stuffly, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Stuffly. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Stuffly without express written consent. You may not use any meta tags or any other “hidden text” utilizing Stuffly’s name or trademarks without the express written consent of Stuffly. You may not misuse Stuffly. You may use Stuffly only as permitted by law. The licenses granted by Stufflyterminate if you do not comply with these Terms of Service.
Stuffly reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. Stuffly may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.
Stuffly may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Stuffly.co account (if you have one), you may simply discontinue using the Website. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties
The Website is provided “as is”. Stuffly and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Stuffly nor its suppliers and licensors, makes any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.
Limitation of Liability
In no event will Stuffly, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Stuffly under this agreement during the twelve (12) month period prior to the cause of action. Stuffly shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty
You agree to indemnify and hold harmless Stuffly, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Website, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between Stuffly and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Stuffly, or by the posting by Stuffly of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Website will be governed by the laws of the state of Texas, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in Travis County, Texas. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Austin, Texas, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Stuffly may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.