1. INTRODUCTION

    Welcome to the Internet website https://www.aparently.com (this “Site”), which has been developed and is controlled and maintained by aParently (“aParently”). Please note that while this Site is owned and operated by aParently, the services provided on this Site may be performed by entities affiliated with or under contract to aParently. aParently and any and all such affiliated or contracted entities are collectively referred to herein as “we,” “us” or “our”.

    PLEASE READ THESE TERMS OF USE (“Terms of Use”) CAREFULLY BEFORE USING THIS SITE. By using this Site or by clicking a box that states that you accept or agree to these terms, you signify your agreement to these Terms of Use. If you do not agree to these Terms of Use, please exit the Site immediately, as you are not authorized to use the Site.

    You acknowledge that these Terms of Use are supported by reasonable and valuable consideration, the receipt and adequacy of which are hereby acknowledged. From time to time, these Terms of Use may be changed, expanded or amended, and may include the introduction of additional Terms of Use for certain Site features. Any changes to these Terms of Use may be made without notice and will be effective immediately upon posting on the Site, so please be sure to review them on a regular basis. The effective date appearing at the top of this page indicates when the latest changes were made to these Terms of Use.


  2. MATERIALS ON THE SITE AND RELATED RIGHTS AND RESTRICTIONS

    The information and materials provided through the Site, including any data, text, photographs, graphics, images, music, audio and video clips, logos, icons, software and links (collectively, the “Materials”) are intended to inform you. The Site is owned and operated by aParently in conjunction with others pursuant to contractual arrangements, and the Materials (and any intellectual property and other rights relating thereto) are and will remain the property of aParently and its licensors and suppliers. The Materials and the selection, compilation, collection, arrangement and assembly thereof are protected by U.S. and international copyright, trademark and other laws, and you acknowledge that these rights are valid and enforceable. The Materials may be used solely to the extent necessary for your authorized use of the Site, as provided in these Terms of Use or as expressly authorized in writing by aParently or, if so indicated in writing by aParently, its licensors or suppliers. Modification of the Materials or use of the Materials for any other purpose is a violation of our copyright and other proprietary rights, and is strictly prohibited. We may change the Site or delete Materials or features at any time, in any way, for any or no reason. You acknowledge that you do not acquire any ownership rights by using the Site or the Materials.

    Although aParently strives to provide Materials that are both useful and accurate, laws, regulations, data and other information change frequently and are subject to varying interpretations. In addition, the facts and circumstances of every situation differ. Accordingly, although aParently endeavors to use reasonable care in assembling the Materials, the Materials may not be up-to-date, accurate or complete. Further, the Materials should not be construed as professional advice on any subject matter, and availability or use of the Materials is not intended to create, and does not create, any professional services relationship.

    Please note that portions of the Materials have been contributed to the Site by various individuals. The inclusion of such information does not indicate any approval or endorsement of the views expressed therein. Information provided by individuals, whether publicly posted or privately transmitted, is the sole responsibility of the person providing such information. Please understand that aParently expressly disclaims any liability with respect to such materials.

    The trademarks, logos and service marks displayed on the Site (collectively the “Trademarks”) are the registered and unregistered trademarks of aParently, aParently’s licensors and suppliers, and others. The Trademarks owned by aParently, whether registered or unregistered, may not be used in connection with any product or service that is not aParently’s, in any manner that is likely to cause confusion with aParently or in any manner that disparages aParently. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark without the express written permission of aParently, aParently’s licensors or suppliers, or the third party owner of any such Trademark. Misuse of any Trademarks is prohibited, and aParently will aggressively enforce its intellectual property rights in such Trademarks, including via civil and criminal proceedings.


  3. SUBMISSION OF MATERIALS

    aParently welcomes and values your contributions to the Site in areas designated for contribution. In such areas, users may post reviews, comments and other content, so long as you adhere to aParently’s Community Guidelines, these Terms of Use and our Privacy Policy.

    Please note that, because we and our designees allow users to post reviews and other information on the Site and may in the future host other types of forums on the Site (collectively, the “Forums”) and, therefore, redistribute materials you give to us, we require certain rights in those materials. Accordingly, by sending or transmitting to us reviews, comments, creative suggestions, ideas, notes, concepts, information or other materials (collectively, “Submissions”), or by posting such Submissions to any area of the Site, you grant us and our designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, perpetual, irrevocable right and license to use, reproduce, distribute (through multiple tiers), modify, edit, create derivative works of, publicly perform, publicly display, digitally perform, make, have made, sell, offer for sale and import such Submissions, alone or as part of other works, in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Submissions. 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 also grant aParently and its affiliates and sublicensees the right to use the name that you submit in connection with such Submissions, if they so choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate these Terms of Use and will not cause injury to any person or entity; and that you will indemnify aParently or its affiliates for all claims resulting from Submissions you supply. aParently takes no responsibility and assumes no liability for any Submissions posted by you or any third party.

    Our Groups are designed to facilitate the exchange of information between users. Information on our Groups is provided by members and other contributors, some of whom use screen names and are people not otherwise connected with aParently. You acknowledge that a large volume of information is available in our Groups and that people participating in such Groups occasionally post messages or make statements, whether intentionally or unintentionally, that are inaccurate, misleading or deceptive. We neither endorse nor are responsible for such messages or statements, or for any opinion, advice, information or other content made or displayed on the Site or Groups by third parties, whether such third parties are visitors to the Site, members of the aParently community or others. The opinions expressed in the Groups reflect solely the opinion(s) of the participants and may not reflect the opinion(s) of aParently. We are not responsible for any errors or omissions in articles or postings, for hyperlinks embedded in messages or for any results obtained from the use of such information. Under no circumstances will we or our affiliates, suppliers or agents be liable for any loss or damage caused by your reliance on such information obtained through the Site.

    We have no obligation to monitor the Site or the Groups, or any Submissions or other materials that you or other third parties transmit or post on the Site or the Groups. You acknowledge and agree that we and our affiliates have the right (but not the obligation) to monitor the Site and the Forums and the materials you transmit or post; to alter or remove any such materials (including, without limitation, any posting to a Forum); to disclose such materials and the circumstances surrounding their transmission to any third party in order to operate the Site properly; to protect ourselves, our sponsors and our members and visitors; and to comply with legal obligations or governmental requests.


  4. USE OF MATERIALS

    aParently grants you a limited license to access and make personal use of the Site. You may not download (other than page caching) or modify the Site or any portion of the Site. This license does not include, and you agree that you will not conduct, any resale or commercial use of the Site or its contents; any collection and use of any product or title listings, ratings, descriptions or prices; any derivative use of the Site 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. No portion of the Site may be reproduced, duplicated, copied, sold, resold, visited or otherwise exploited for any commercial purpose. You must retain all copyright and other proprietary notices on downloaded and copied Materials, and any such downloads or copies are subject to the terms and conditions of these Terms of Use. Further, the Materials remain the property of aParently or its licensors or suppliers. Use or downloading of any of the Materials is conditioned on acceptance of the terms and conditions of any license agreements relating to such Materials, including agreements of third parties. By acquiring or using the Materials, you agree to such terms and conditions. You may not use any metatags or any other “hidden text” utilizing aParently’s name or Trademarks without the express written consent of aParently. Any unauthorized use automatically terminates any permission or license granted by aParently. You are granted a limited, revocable and nonexclusive right to create a hyperlink to the home page of aParently so long as the link does not portray aParently, its affiliates or their products or services in a false, misleading, derogatory or otherwise offensive matter. You may not use any aParently logo or other proprietary graphic or Trademark as part of the link without express written permission. Other than as specifically described above, you may not copy, reproduce, distribute, modify, display, prepare derivative works based on, republish, transmit, repost or otherwise use the content of our Site, without prior written authorization from aParently.


  5. CONTENT ACCESSIBLE THROUGH LINKS FROM THE SITE

    The Site contains links to other World Wide Web sites and resources. Because aParently has no control over such sites and resources, you acknowledge and agree that aParently is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that aParently shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. We strongly encourage you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third parties.


  6. YOUR ACCOUNT

    When and if you register with the Site, you agree to (a) provide accurate, current and complete information about yourself and any other affiliated members within your profile as prompted by our registration form (including your email address) and (b) maintain and update your information (including your email address) 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 Site.

    As part of the registration process, you will be asked to select a username and password. You agree to use your real name as username and one that does not impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive or may cause confusion, as determined by us in our sole discretion. You will be responsible for the confidentiality and use of your username and password and agree not to transfer or resell your use of or access to the Site to any third party. If you have reason to believe that your account with us is no longer secure, you must promptly change your password. YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND FOR ANY AND ALL ACTIVITIES (INCLUDING PUBLIC GROUPS, AS APPLICABLE) THAT ARE CONDUCTED THROUGH YOUR ACCOUNT.


  7. CODE OF CONDUCT

    While using the Site and/or Materials, you agree to comply with all applicable laws, rules and regulations, and that you will not:

    • Use the Site or Materials for any unlawful or improper purpose;
    • Use a false e-mail address, impersonate any person or entity or otherwise mislead as to the origin of any content;
    • Express or imply that any statements you make are endorsed by us, without our prior written consent;
    • Transmit (a) any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable or infringes our or any third party’s intellectual property, privacy, publicity or other rights; (b) any material, non-public information about companies without the authorization to do so; (c) any trade secret of any third party; or (d) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication;
    • Use any aParently Trademark or any aParently graphics, logos, page headers, button icons, scripts or services names;
    • Remove any copyright, trademark or other proprietary rights notices contained in the Site or any Materials;
    • “Frame” or “mirror” any part of the Site without our prior written authorization;
    • Collect or store personal data about other users;
    • Harass other users;
    • Restrict or inhibit any other visitor or member from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site;
    • Engage in spamming or flooding;
    • Transmit any software or other materials that contain any viruses, worms, trojan horses, defects, date bombs, time bombs or other items of a destructive nature; or
    • Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents.

    If you find any Materials on the Site which you believe violate or are inconsistent with this Code of Conduct, please contact the Site administrator at support@aparently.com


  8. CLAIMS OF COPYRIGHT INFRINGEMENT

    The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any of the Materials hosted on the Site infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow aParently to locate the material on the Site; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send aParently a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. Notices and counter-notices with respect to the Site should be sent to Copyrights c/o aParently, 79 Madison Avenue, New York, NY 10016. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA. Please note that aParently may terminate any user who it reasonably believes to be a repeat copyright infringer.


  9. DISCLAIMERS

    THE SITE, THE MATERIALS ON THE SITE AND ANY PRODUCT OR SERVICE OBTAINED THROUGH THE SITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you. NEITHER APARENTLY NOR ANY OF ITS AFFILIATES, LICENSORS, MEMBER ORGANIZATIONS, SUPPLIERS, ADVERTISERS, SPONSORS OR AGENTS MAKES ANY WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE SITE OR ANY OF THE MATERIALS, NOR DO THEY WARRANT THAT YOUR USE OF THE SITE OR ANY SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, THE SERVER(S) ON WHICH THE SITE IS HOSTED OR SITE SOFTWARE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU ACKNOWLEDGE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOUR USE OF THE SITE AND ANY MATERIALS PROVIDED THROUGH THE SITE IS ENTIRELY AT YOUR OWN RISK.


  10. LIMITATION OF LIABILITY

    NEITHER APARENTLY NOR ANY OF OUR AFFILIATES, LICENSORS, MEMBER ORGANIZATIONS, SUPPLIERS, ADVERTISERS OR SPONSORS, NOR ANY OF OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER 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 SITE AND/OR MATERIALS CONTAINED ON THE SITE OR ANY LINKED SITE, EVEN IF APARENTLY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, MATERIALS OR ANY LINKED SITE IS TO STOP USING THE SITE, MATERIALS OR LINKED SITE, AS APPLICABLE.

    IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE EXCEED THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO ACCESS THE SITE. MOREOVER, UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR AFFILIATES, LICENSORS, MEMBER ORGANIZATIONS, SUPPLIERS, ADVERTISERS OR SPONSORS BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND OUR OR THEIR REASONABLE CONTROL.


  11. TERMINATION

    We reserve the right to terminate your access to and use of the Site or any portion thereof, at any time and for any reason, with or without cause. aParently shall have no liability for any such termination, following which your right to use the Site shall immediately cease, and you shall destroy all Materials obtained from the Site and all copies thereof, whether made under these Terms of Use or otherwise.


  12. INDEMNIFICATION

    You agree to indemnify, defend and hold aParently, our affiliates, licensors, member organizations, suppliers, 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 without limitation attorneys’ fees) and other expenses that arise directly or indirectly out of or from (a) your breach of these Terms of Use, (b) your use of and activities in connection with the Site and/or (c) your account(s). You shall cooperate with us in the defense of any claim. We reserve the right, at our own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by you.


  13. ACCESS BY MINORS

    aParently strives to comply with the Children’s Online Privacy Protection Act (COPPA). Please see our Privacy Policy for more information on this subject. In addition, pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you 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. Information identifying current providers of such protections is available at Get Net Wise, www.getnetwise.org, and at OnGuard Online, at http://onguardonline.gov. Please note that neither such website is controlled, operated or endorsed by aParently and that aParently is not responsible for such sites.


  14. NOTICE FOR CALIFORNIA USERS

    Under California Civil Code Section 1789.3, California Site users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.


  15. APPLICABLE LAW AND JURISDICTIONAL ISSUES

    The Site is controlled and operated by aParently from its office in New York, New York and is not intended to subject aParently to the laws or jurisdiction of any state, country or territory other than New York and the United States of America. The Site is solely directed to individuals residing in the United States. Those who choose to access the Site from other locations do so on their own initiative and at their own risk, and are responsible for compliance with local laws, if and to the extent local laws are applicable. These Terms of Use are governed by and construed in accordance with the laws of the State of New York, United States of America, without regard to its principles of conflicts of law, and the parties hereby expressly exclude application of the United Nations Convention on the International Sale of Goods. You agree to submit to the exclusive jurisdiction of any State or Federal court located in the County of New York, New York, United States of America, and waive any jurisdictional, venue or inconvenient forum objections to such courts.

    Any dispute or claim arising out of or relating to these Terms of Use shall be settled by arbitration in accordance with the then-prevailing commercial arbitration rules of the American Arbitration Association, and applying New York law and/or U.S. federal law, if applicable. Such arbitration will take place in New York, NY, USA, before one (1) arbitrator selected in accordance with such arbitration rules, who shall be an attorney with a reasonable knowledge of the Internet. The arbitration shall be conducted in English and all documents submitted by the parties must be in English. This section is incorporated by reference. The arbitrators shall have no power to award consequential, incidental, indirect or punitive damages, or any damages in excess of compensatory damages, if any. Notwithstanding the foregoing, (i) either party may seek injunctive or other equitable relief in a court of competent jurisdiction pending the outcome of such arbitration and (ii) any judgment upon the decision rendered by such arbitration against a party, and/or any injunctive or other equitable relief granted by such arbitration, may be entered in any court having competent jurisdiction over the party or its assets. YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THESE TERMS OF USE OR THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.


  16. Miscellaneous

    If any provision of these Terms of Use is found to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions. These Terms of Use constitute the entire agreement between us relating to the subject matter herein and supersede any and all prior or contemporaneous written or oral agreements between us with respect to such subject matter. These Terms of Use are not assignable, transferable or sublicenseable by you except with aParently’s prior written consent. 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. Any heading, caption or section title contained in these Terms of Use is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.


  17. QUESTIONS

    The Site is provided by aParently. If you have any questions, comments or complaints regarding these Terms of Use or the Site, feel free to contact us at support@aparently.com