Updated on 9-24-2010
Welcome to the website and services of MemoryHub, Inc.
As you read these rules of the road (for shorthand purposes, the “Terms”), we may refer to ourselves as “MemoryHub,” “MemoryHub, Inc.,” “us” or “our.” You -- our valued customer -- may be referred to as "you" and "your."
The purpose of these Terms is to make MemoryHub a great experience for you. These Terms govern your access to and use of the MemoryHub.com website ("Website") and services owned and/or operated by MemoryHub (collectively, the "Service"). Your continued access to or use of the Website and/or your use of the Service constitutes your agreement to these Terms. If you do not agree to these Terms, please do not access or use the Website or use the Service.
Certain customers and all MemoryHub independent MemoryManagers must create a MemoryHub account and register to use the Service. Should you set up a MemoryHub account and register to use the Service, you agree to: (a) provide accurate, current and complete information about yourself, and (b) maintain and update your information to keep it accurate, current and complete. You acknowledge that, if any information provided by you is untrue, inaccurate, not current or incomplete, we reserve the right to terminate your access to and use of the Service. Our use and disclosure of any such information that you provide is governed by our Privacy Policy.
Should you register and set up an account on MemoryHub.com, you will be asked to select a password and provide an email address. You will be responsible for the confidentiality and use of your password and agree not to transfer or resell your use of or access to the Service to any third party. YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR PASSWORD AND FOR ANY AND ALL ACTIVITIES (INCLUDING ANY PURCHASES) THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.
If you agree and adhere to these Terms, and solely for so long as you are permitted by MemoryHub to access the Service, we grant to you a non-exclusive, non-transferable, non-sub licensable, limited right and license to access the Service, including any images, text, graphics, videos, visuals, sounds, data, files, links and other materials incorporated into the Service (other than your Submissions), solely as made available by us, solely as necessary to access the Service and solely for your own personal, non-commercial, home purposes, provided that you keep intact all copyright and other proprietary notices. You acknowledge and agree that certain features of the Service may include advertisements and that such advertisements are a necessary part of the Service. The Service and the Website, including all such materials and all intellectual property rights therein, remain the property of MemoryHub or its licensors or suppliers. Except as expressly authorized by these Terms, you may not use, reproduce, distribute, modify, transmit, perform, display or create derivative works of any portion of the Service or the Website without the written consent of MemoryHub. Nothing herein grants any rights to commercially exploit any portion of the Service or the Website or any content therein. All rights not expressly granted hereunder are expressly reserved.
When using the Website and Service you agree to comply with all applicable laws, rules and regulations. Your use of the Website and/or Service is conditioned in part on your compliance with the rules of conduct set forth in this section; any failure to comply may result in termination of your access to the Service. While using the Service or the Website, you agree not to:
We may suspend and/or terminate your access to and use of the Service, the Website, and/or any features made available through the Service or the Webiste immediately if you fail to comply with the above rules or otherwise fail to comply with these Terms.
By posting or uploading to the Service or the Website, or otherwise submitting to or through MemoryHub as part of your use of the Service, any materials including, without limitation, photographs and other images, text, graphics, videos, visuals, sounds, data, files, links and other materials (collectively, "Submissions"), you will retain ownership of such Submissions, and you hereby grant us and our designees a worldwide, non-exclusive, sub-licensable (through multiple tiers), assignable, royalty-free, fully paid-up, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, and publicly display and perform (publicly or otherwise) such Submissions, solely in connection with the Service (including without limitation for purposes of promoting the Service). Please note that, while you retain ownership of your Submissions, any template or layout in which you arrange or organize such Submissions through tools and features made available through MemoryHub are not proprietary to you, and can be used by MemoryHub and others for any purposes. You acknowledge and agree that you have no rights in any such template and/or layout, and such template or layout shall be the sole and exclusive property of MemoryHub.
With respect to any Submission that you may make, you represent, warrant and covenant that (i) you own or otherwise possess all necessary rights with respect to your Submissions, (ii) your Submissions do not and will not infringe, misappropriate, use or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, and (iii) you hereby consent to the use of your likeness, and you have obtained the written consent, release, and/or permission of every identifiable individual who appears in a Submission to use such individual's likeness, for purposes of using and otherwise exploiting the Submission in the manner contemplated by these Terms (including for purposes of promoting the Service), or, if any such identifiable individual is under the age of eighteen (18), you have obtained such written consent, release and/or permission from such individual's parent or guardian (and you agree to provide to MemoryHub a copy of any such consents, releases and/or permissions upon MemoryHub's request). If you do submit a Submission that contains the likeness of an identifiable individual is under the age of eighteen (18), we strongly encourage you not to include any identifying information (such as the individual's name or address) with such Submission.
None of the Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any Submissions. You acknowledge and agree that we may (but are not obligated to) do any or all of the following, at our discretion: (a) monitor and/or filter any Submissions (including without limitation by means of blocking or replacing expletives or other language that may be deemed harmful or offensive); (b) alter, remove, or refuse to send, transmit or otherwise use any Submission (including, without limitation, by suspending the processing and shipping of any order relating to any Submission); and/or (c) disclose any Submissions, and the circumstances surrounding the transmission or use thereof, to any third party in order to operate the Services; to protect us and our affiliates, distributors, partners, licensors, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents, other representatives, and users; to comply with legal obligations or governmental requests; to enforce these Terms; or for any other reason or purpose.
We may provide users with an automated method of reporting Submissions that they believe to be inappropriate. If we do provide such a method, Submissions that are reported more than a certain number of times may be automatically removed from the Service; provided, however, that MemoryHub has no obligation to remove Submissions in response to user reports or requests. MemoryHub is not responsible for, and will have no liability for, the removal or non-removal of any Submissions from the Service. Unless you sign up for the personal MemoryVault archiving service, we cannot be responsible for any losses to your Submissions. See the section Annual Subscriptions – personal MemoryVault which sets forth the scope of our liability.
Friends and family can be allowed to view selected content in your account through MemoryHub online share feature. The people you invite to view your Submissions through our online share feature will be able to see the content you have selected for them and will not have access to your entire account. Please note that when you share Submissions, you allow the recipients to share the Submissions with others, add them to their own accounts, and make prints or copies of the Submissions.
We may need to access your account for the following reasons:
MemoryHub reserves the right to close any account set up for fraudulent purposes and to terminate access to the Service of the person who set up such account.
When you want to purchase any of the Services or products through MemoryHub, we will ask you to supply certain information applicable to your purchase, including, without limitation, payment and other information. Any such information will be treated as described in our Privacy Policy. All information that you provide to us or our third party payment processor must be accurate, current and complete. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED TO INITIATE ANY TRANSACTION. You agree to pay all charges incurred by you or any users of your account and credit card (or other applicable payment mechanism) at the prices in effect when such charges are incurred. You will also be responsible for paying any applicable taxes relating to your purchases. Verification of information applicable to a purchase may be required prior to our acceptance of any order.
Due to the ever changing nature of our business, descriptions, images, references, features, content, specifications, products, price and availability of any products or services are subject to change without notice, and our current prices can be found on the Service or Website. We make reasonable efforts to accurately display the attributes of our products, including the color, but colors will vary. The inclusion of any products or services on the Service at a particular time does not imply or warrant that these products or services will be available at any time. It is your responsibility to ascertain and obey all applicable local, state, federal and international laws (including minimum age requirements) in regard to the possession, use and sale of any item purchased through the Service. By placing an order, you represent that the products ordered will be used only in a lawful manner. We reserve the right, with or without prior notice, to limit the available quantity of or discontinue any product or service; to honor, or impose conditions on the honoring of, any coupon, coupon code, promotional code or other similar promotions; to bar any user from making any or all purchase(s); and/or to refuse to provide any user with any product or service.
We assume title and risk of loss related to any analog to digital conversion (“conversion”) services only during the time we take actual possession of your analog audio/video Submissions (e.g., VHS video tapes) from a shipping carrier and then convey your Submissions to a carrier for return to you. Such title and risk of loss pass to you upon our delivery of the Submissions to a carrier. Except for conversion order adjustments, your order will be processed for payment at the time of order.
In the event that you send us conversion Submissions which contain one or more tapes that are longer than two hours (per tape), we will encode the entire tape(s), burn the first two hours on DVD and put the additional footage online for you to review and, if you choose, to make/order additional DVD(s) at an additional cost to you.
All subscriptions (like our MemoryVault archiving service) are provided for a one (1) year term, which term will automatically renew each year for an additional one (1) year term, upon payment of the annual subscription fee, unless the subscription is terminated and/or cancelled by you or MemoryHub prior to the end of such annual term. We reserve the right at any time to change the annual subscription fee. Any such change will be effective immediately upon notice, which we may provide by any means including, without limitation, posting on the Service or by electronic mail. Your renewal of your subscription to the MemoryVault service following our notification of such change will be deemed your agreement with such change.
In the event that you cancel your subscription we will remove your Submissions from our online storage within 60 days of such cancellation. Prior to such removal, we recommend that you place an order (and make applicable payment for) your Submissions to be burned onto DVDs and sent to you or take other measures to ensure that your Submissions are not lost.
Subscription fees are paid in advance for each annual term and renewal. You may cancel your subscription at any time. Because we must pay for and maintain equipment to electronically store your Submissions, cancellations will not be subject to a pro-rated refund for the balance of you subscription term. Upon renewal of the subscription, the credit card designated on your account will be billed the applicable subscription fee then in affect at the time of renewal. We will notify you no fewer than 7 days prior to the billing of your credit card to renew the subscription. To avoid the automatic annual renewal of your subscription, you must notify us at least 2 days prior to the scheduled charging of your credit card.
In the event that we are unable to bill your annual subscription fee because the credit or debit card you provided to us for payment has expired, we will extend to you a 60 days grace period (the “Grace Period”) during which we will (a) notify you that you must provide current payment information, and (b) continue to provide online storage of your Submissions. If you do not respond to such notice or otherwise do not provide payment information, your Submissions will be removed from our online storage at the end of the Grace Period.
Disclaimer:MemoryHub has designed MemoryVault with the safety of your Submissions in mind. Nevertheless, no matter how careful we are there will be certain acts which we cannot reasonably predict, prevent or be responsible for, including:natural and man-made disasters, fire, flood, war, strikes, equipment damage or failure, software damage or failure, and other unforeseen circumstances (collectively “Unforeseen Circumstances”). MemoryHub shall not be responsible for any loss or damage to any of your Submissions due to Unforeseen Circumstances. Additionally, MemoryHub assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Submission. MemoryHub is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Services or combination thereof, including any injury or damage to your or to any person's computer related to or resulting from participation in or submitting materials in connection with the Service. In the event that your Submissions are lost or damaged due to our gross negligence and not due to Unforeseen Circumstances or other exclusions set forth in the Terms (including this paragraph), our liability to you shall be limited to the amounts you paid to MemoryHub for online storage during the last year. Nevertheless, you should keep your originals and maintain backup copies as part of a complete backup solution.
We reserve the right at any time, in our sole discretion and without notice, to suspend, modify, discontinue or permanently cancel the Service, or portions thereof; and the subscription and subscription plans, including without limitations making changes to any policies, features, and terms applicable thereto. If the Service, or any part thereof, for which you subscribe is permanently discontinued or canceled by MemoryHub, your subscription will terminate and we will have no further liability to you. In addition there may be occasions when the Service is interrupted such as for maintenance, upgrades, system or equipment failure or otherwise. MemoryHub shall have no liability to you for any interruption, suspension, discontinuance or unavailability of the Service for any reason, or for any loss of or inability to access any Submissions stored on the site. See section Annual Subscriptions – MemoryVault which sets forth our responsibilities related to MemoryVault.
MemoryHub offers a 30 day money-back guarantee on all of our products and services except for any shipping fees and/or any renewal of our personal MemoryVault. Within 30 days of receiving any product or service, if for any reason you are unsatisfied with your purchase, please contact us to discuss the details of providing your refund.
MemoryHub produces a very content rich website with regular updates and modifications of information and photos for your enjoyment. All of the information, content, and materials we offer and display at the Website is our property or the property of our licensors and is protected by copyright and other applicable laws of both the United States and foreign countries. The collection, arrangement and assembly of all content on the Website is our exclusive property and is also protected by US and international copyright laws. You may not copy or distribute such material without the copyright owner’s prior written consent. You may use these materials for personal, non-commercial use only, subject to the restrictions set forth in these Terms, so long as you do not modify the materials or remove any copyright or other proprietary rights notices contained in the materials. Any unauthorized use of any material contained in Service or the Website is strictly prohibited.
All right, title and interest in and to the Service and the Website are and will remain the exclusive property of MemoryHub. The Service and the Website are protected by copyright, trademark and other laws of both the United States and foreign countries. You may not copy or modify the HTML code used to generate web pages on the website.
We respect the intellectual property rights of others and expect users of the Service to do the same. If you believe that your copyrighted property has been copied in any way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our copyright agent the information specified below. Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed. To be effective, the notification must be a written communication that includes the following:
We may give notice that we have removed or disabled access to certain material by means of a general notice on the Site, electronic mail to a user’s e-mail address in our records, or by written communication sent by first-class mail to your physical address in our records. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, you may provide counter-notification in writing to our copyright agent that includes the information below. To be effective, the counter-notification must be a written communication that contains the following:
Our Copyright Agent for notice of claims of copyright infringement on this Site can be reached as follows:
By Mail:
Unless otherwise noted, the trademarks, service marks, trade dress, trade names, and logos (collectively “Trademarks”) used and displayed on the Services and on the Website are our registered and unregistered Trademarks and the Trademarks of our licensors. Nothing on this Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on the Services or on the Website. Our Trademarks and those of our licensors may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits us.
As part of the Service's online image share feature, we may provide you with access to, and use of, certain personalized pages on the Service and the corresponding web addresses (URLs) chosen by you. However, we do not guarantee the availability of any particular web page or URL, and we reserve the right, at any time and in our sole discretion, to reclaim, suspend, terminate and/or transfer any such web page or URL. In such cases, we may, at our option, provide you with another web page and URL.
We reserve the right at any time to change all or any part of these Terms; change the Service, including by eliminating or discontinuing any of our content on or features of the Service; and change any fees or charges for use of the Service. Any changes we make will be effective immediately upon notice, which we may provide by any means including, without limitation, posting on the Service or by electronic mail. Your continued use of the Service or access to or use of the Website after such notice will be deemed your agreement with such changes. Please return to this page periodically to ensure your familiarity with the most current version of these Terms. Upon our request, you agree to sign a non-electronic version of these Terms. You agree that we shall not be liable to you or to any third party for any elimination or discontinuation of any content on or feature of the Service; or any change in any fees or charges for use of the Service.
These Terms shall remain effective until terminated as set forth herein. We may, in our sole discretion, immediately terminate these Terms, and/or your access to and use of the Service, any portion thereof, or the Website, at any time and for any reason, including if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms. Upon termination of these Terms, your right to access and/or use the Service will immediately cease. You agree that any termination of your access to or use of the Service may be effected without prior notice, and that we may immediately deactivate or delete your password and user name, and all related information and files associated with it (including all Submissions), and/or bar any further access to such information or files. You agree that we shall not be liable to you or any third party for any termination of your access to the Service or to any such information or files, and shall not be required to make such information or files available to you after any such termination. Except for the license to access and use the Service granted to you in these Terms, the rights and obligations of the parties as set forth herein will survive termination.
The Service may direct you to websites, software or services owned or operated by third parties ("Third Party Properties"). We have not reviewed all of the Third Party Properties to which you may be directed and we have no control over such Third Party Properties. We have no control over and are not responsible for (a) the content and operation of such Third Party Properties, or (b) the privacy or other practices of such Third Party Properties. The fact that the Service directs you to such Third Party Properties does not indicate any approval or endorsement of any Third Party Properties. We may direct you to such Third Party Properties only as a convenience. You are responsible for the costs associated with such Third Party Properties, including any applicable license fees and service charges. We strongly encourage you to become familiar with the terms of use and practices of any such Third Party Properties.
There may be other websites that provide links to the Service or to the Website with or without our authorization. We do not endorse such sites, and are not and shall not be responsible or liable for any links from those sites to the Service or the Website, any content, advertising, products or other materials available on or through such other sites, or any loss or damages incurred in connection therewith.
YOU AGREE THAT YOUR USE OF THIRD PARTY WEB SITES AND RESOURCES, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEB SITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.
We shall have the right, at any time and in our sole discretion, to block links to the Service or the Website through technological or other means without prior notice.
In addition to the terms and conditions of these Terms, any contests, sweepstakes, surveys, games or similar promotions (collectively, "Promotions") made available through MemoryHub.com may be governed by specific rules that are separate from this Agreement. By participating in any such Promotion, you will become subject to those rules, which may vary from the terms and conditions set forth herein. We urge you to review any specific rules applicable to a particular Promotion, which will be linked from such Promotion, and to review our Privacy Policy which, in addition to these Terms, governs any information you submit in connection with such activities. To the extent that the terms and conditions of such rules conflict with these Terms, the terms and conditions of such rules shall control.
In order to use the Service, you must be at least 13 years of age or older. You represent that you are at least 13 years old. If you are not at least 13 years old, please do not use, attempt to use, or set up an account to use, the Service
MemoryHub would like to let you know that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors.
The Federal Trade Commission, in an attempt to protect consumers from aggressive sales people who put excessive pressure on consumers to buy things they really do not want, has required companies to provide consumers with (and to post a statement describing) a “cooling off” period. We do not believe these rules were designed for or fit our business, especially the very personal services offered to you by our MemoryManagers. Should you 1) make a purchase totaling $25.00 or more from MemoryHub; 2) in which you are assisted in making that purchase by a MemoryHub MemoryManager; and 3) the purchase takes place at a location other than the MemoryManager’s place of business, we are obligated to notify you of the following:
You may CANCEL this transaction, without any penalty or obligation, within THREE BUSINESS DAYS from the date of this transaction (5 business days for Alaska residents). If you cancel, any property traded in, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within TEN BUSINESS DAYS following receipt by the seller of your cancellation notice, and any security interest arising out of the transaction will be canceled. If you cancel, you must make available to the seller at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller regarding the return shipment of the goods at the seller’s expense and risk. If you do make the goods available to the seller and the seller does not pick them up within 20 days of the date of your Notice of Cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller, or if you agree to return the goods to the seller and fail to do so, then you remain liable for performance of all obligations under the contract. To cancel this transaction, mail or deliver a signed and dated copy of this Cancellation Notice or any other written notice, or send a telegram, to MemoryHub, ATTN: FTC Right To Cancel, 2805 E. Oakland Park Blvd, #194, Fort Lauderdale, FL 33306, NOT LATER THAN MIDNIGHT of the third business day following the date of this transaction.
I HEREBY CANCEL THIS TRANSACTION.
Buyer’s Signature _______________ Date: _______________
MemoryHub's products and services may be sold by independent contractor MemoryHub "MemoryManagers." MemoryManagers are independent contractors and are not employees or agents of MemoryHub. MemoryManagers have no authority (expressed or implied) to bind MemoryHub to any obligation to you. MemoryHub shall not be responsible to you or liable to you for any claims, representations, warranties, actions or inactions by or from a MemoryManager to you unless the MemoryManager is acting pursuant to express authorization given to him or her by MemoryHub.
This notice is for California users: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by phone at (916) 445-1254 or (800) 952-5210.
Software available in connection with the Service (“Software”) is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. You must comply fully with all applicable export laws and regulations of the United States, including, without limitation, the U.S. Export Administration Regulations. Downloading and using the Software is at your own risk.
You agree to indemnify, defend and hold us, our affiliates, distributors (including MemoryManagers), partners, licensors, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) and other expenses that arise directly or indirectly out of or from (a) your breach of these Terms, including any violation of the rules set forth in the Terms; (b) your Submissions; and/or (c) your activities in connection with the Service (including, without limitation, any and all purchases).
THE SERVICE, THE WEBSITE, ALL CONTENT AND/OR MATERIALS AVAILABLE THROUGH THE WEBSITE, AND ALL FEATURES AND FUNCTIONALITY OF THE SERVICE AND THE WEBSITE, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MEMORYHUB AND ITS OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISTRIBUTORS, AND OTHER REPRESENTATIVES EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. MEMORYHUB FURTHER EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. MEMORYHUB MAKES NO WARRANTY THAT THE SERVICES OR WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT THE SERVICE, THE WEBSITE, OR ITS SERVER IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MEMORYHUB MAKES NO WARRANTY REGARDING ANY SOFTWARE, GOODS, SERVICES, SPECIAL OFFERS, OR THE DELIVERY, QUALITY, ACCURACY, TIMELINESS, COMPLETENESS OR RELIABILITY OF ANY SOFTWARE, GOODS OR SERVICES, PURCHASED, ACCESSED OR OBTAINED THROUGH THE SERVICE. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SERVICE OR THE WEBSITE AND YOUR RELIANCE THEREON. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM MEMORYHUB OR ITS OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, DISTRIBUTORS, AND OTHER REPRESENTATIVES OR THROUGH THE SERVICE OR WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.YOUR USE OF THE SERVICE OR THE WEBSITE IS AT YOUR OWN RISK. SOME STATES DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, NEITHER MEMORYHUB NOR ANY OF OUR AFFILIATES, DISTRIBUTORS, PARTNERS, LICENSORS, ADVERTISERS OR SPONSORS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICE (INCLUDING, BUT NOT LIMITED TO, ALL MATERIALS INCORPORATED THEREIN AND ALL FEATURES AND FUNCTIONALITY OF THE SERVICE). YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICE IS TO STOP USING THE SERVICE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE SOLE, EXCLUSIVE AND MAXIMUM LIABILITY OF MEMORYHUB ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE $100. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
Any action hereunder must be brought, if at all, within one (1) year from the accrual of the cause of action. The parties agree that these Terms and any claims hereunder shall be governed by and subject to the state and federal laws of the state of Florida, without regard to its conflict of law provisions, and hereby consent to jurisdiction and venue in the courts of the state of Florida.
Many visitors to the Website are interested in submitting ideas and suggestions for products and services to be used at MemoryHub, We appreciate our customers' interest in improving the Service; however, please note that any such ideas or suggestions that you submit will be owned by MemoryHub, and you hereby irrevocably assign any intellectual property rights in such ideas and suggestions to MemoryHub. In the event that the foregoing assignment is held to be ineffective for any reason, your ideas and suggestions will be treated as Submissions, subject to the license granted to MemoryHub in these Terms. If you intend to retain any intellectual property rights in your ideas and suggestions (patent, trade secrets, copyright, trademark, etc.) please do not submit them to us without our prior written approval. You can inquire regarding such approval by sending a letter to MemoryHub, Inc., 2805 E. Oakland Park Blvd, #194, Fort Lauderdale, FL 33306. If we are interested in pursuing any idea or suggestion of yours, we will contact you. Please note that an additional legal agreement may be required by MemoryHub in order to evaluate your idea or suggestion.
All trademarks and service marks on the Service or the Website not owned by us are the property of their respective owners. The trade names, trademarks and service marks owned by us, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion. Nothing contained on the Service should be construed as granting, by implication, or otherwise, any license or right to use any of our trade names, trademarks or service marks without our express prior written consent.
The Service is controlled and operated by MemoryHub, and is not intended to subject MemoryHub to the laws or jurisdiction of any state, country or territory other than that of the United States. MemoryHub does not represent or warrant that the Service or any part thereof is appropriate or available for use in any particular jurisdiction. Those who choose to access the Service do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. We may limit the Service's availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
These Terms are governed by and construed in accordance with the laws of the State of Florida, United States of America, without regards to its principles of conflicts of law. You agree to submit to the exclusive jurisdiction of any State or Federal court located in Florida, in Broward County, and waive any jurisdictional, venue or inconvenient forum objections to such courts. If any provision of these Terms, or the application thereof to any person, place or circumstance, shall be held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable, such provision shall be enforced to the maximum extent possible, or, if incapable of such enforcement, shall be deemed to be deleted from these Terms, and the remainder of these Terms and such provisions as applied to other persons, places and circumstances shall remain in full force and effect. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy that it has or may have hereunder operate as a waiver of any right or remedy. This is the entire agreement between us relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements between us with respect to such subject matter. These Terms are not assignable, transferable or sub-licensable by you except with our prior written consent. These Terms may not be modified or amended except as set forth in these Terms. Any heading, caption or section title contained in these Terms is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.
If you have any questions or comments regarding these Terms, please contact us.
© MemoryHub, Inc. 2010
