THIS TERMS OF SERVICE AGREEMENT (THIS “AGREEMENT”) IS BETWEEN THE FORT BEND CHAMBER OF COMMERCE (THE “FBCC”) AND YOU.
BY CLICKING ON THE "I AGREE" BUTTON BELOW, YOU ACCEPT THIS AGREEMENT AND ASSENT TO AND AGREE TO BE LEGALLY BOUND BY ITS TERMS AND CONDITIONS. IF YOU DECLINE THIS AGREEMENT, THEN CLICK ON THE “I DO NOT AGREE” BUTTON, AND YOU WILL NOT BE PERMITTED TO ACCESS OR USE THE SERVICES OR RESTRICTED PORTIONS OF THE FBCC WEB SITE.
- Use of the Service. Upon acceptance of the terms and conditions of this Agreement, the FBCC will permit you to access and use selected portions of its web site (the “Services”) by accessing the FBCC’s web site, the home page of which is currently located at <http://www.fortbendchamber.com>, or such other web sites as the FBCC may authorize (the “Web Site”). Except for your limited right to access and use the Services and the Web Site, the FBCC does not grant you any other right or license, by implication or otherwise, to use the Services (or any subsequent version of the Services), the Web Site, or any patent, copyright, or other intellectual property or proprietary rights owned by or licensed to the FBCC.
- Acceptable Use. You agree not to use Services or the Web Site to (a) disseminate or transmit unsolicited communications, (b) disseminate or transmit material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening, or malicious, (c) disseminate or transmit files, graphics, software, or other material that actually or potentially infringes the copyright, trademark, patent, trade secret, or other intellectual property right of any third party, (d) create a false identity or to otherwise attempt to mislead any person as to the identity or origin of any communication, (e) interfere, disrupt, or attempt to gain unauthorized access to other accounts on the Services or any other computer network, (f) disseminate or transmit viruses, trojan horses, or any other malicious code or program, or (g) engage in any other activity deemed by the FBCC to be an unacceptable or inappropriate use of the Services or the Web Site.
- Third Party Components. You acknowledge and agree that use of the Services and the Web Site require third party equipment and software (collectively, the “Third Party Components”) that must be provided by you. The Third Party Components include, without limitation, the following: a computer(s), a connection to the internet, operating system software, and a web browser (the necessary version of any of the foregoing may be designated by the FBCC from time to time). THE FBCC SHALL HAVE NO RESPONSIBILITY TO YOU OR ANY THIRD PARTY WITH RESPECT TO THE THIRD PARTY COMPONENTS.
- Reservations. The FBCC retains all right, title, and interest in and to the Services, the Web Site, and any software used by the FBCC in providing the Service and the Web Site. Any rights not expressly granted to you herein are reserved by the FBCC. You agree not to copy, distribute, rent, lease, loan, modify or create derivative works, adapt, translate, perform, display (except as necessary to exercise your rights hereunder), sublicense, or transfer the Services, the Web Site, or any software used by the FBCC in providing the Service. Without limiting the generality of the foregoing, you agree not to offer or permit the Services or the Web Site to be used by any third parties nor to attempt to use the Services or the Web Site in a service bureau capacity. You agree not to reverse engineer, disassemble, or decompile the Services or any software used by the FBCC in providing the Services and the Web Site. You acknowledge that the Services, the Web Site, and the software used by the FBCC in providing the Services and the Web Site contain the FBCC’s proprietary and confidential information. You agree to abide by and not remove, obscure, or modify any proprietary notices accessible through the use of the Services, the Web Site, or any software used by the FBCC in providing the Services or the Web Site, or appearing on any reports or downloadable files generated through your use of the Services or the Web Site.
- Term; Termination. The term of this Agreement shall commence when you click “I AGREE” at the bottom of this Agreement and shall continue until terminated in accordance with the provisions of this Section 7. Either party may terminate this Agreement for any reason at any time. Without limiting the generality of the foregoing, the FBCC may immediately terminate this Agreement, or limit your access to the Services or the Web Site, if you (a) fail to comply with any term or condition of this Agreement, (b) use or attempt to use the Services or the Web Site in a manner that violates any Policy, (c) transfer, distribute, or disclose the Services or the Web Site (including, without limitation, your user ID or password) to a third party, or (d) attempt to modify the Services or the Web Site (except as permitted by the FBCC for you to make use of the Services). Sections 6, 9, 10, and 11 and this sentence shall survive the expiration or termination of this Agreement for any reason.
- Warranty by You. You represent and warrant to the FBCC that (a) you are at least 18 years of age, (b) you shall comply with all terms and conditions of this Agreement, including, without limitation, all of the Policies, (c) all files, data, text, and other information you have provided or may provide to the FBCC in connection with this Agreement is and shall be, to the best of your knowledge, complete and accurate, (d) you own, or are otherwise lawfully authorized to use, any files, data, text, or other information that you may transmit to or through the Services or the Web Site, and (e) that any use of the files, data, text, or other information supplied by you does not violate these legal notices and will not cause injury to any person or entity.
- Disclaimers. THE SERVICES AND THE SITE ARE PROVIDED ON AN “AS IS,” “WITH ALL FAULTS” BASIS. THE ENTIRE RISK AS TO SATISFACTORY QUALITY AND PERFORMANCE IS WITH YOU. THE FBCC DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OR FITNESS OF RESULTS, NON-INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES OR THE WEB SITE, OR OTHERWISE. YOU ACKNOWLEDGE AND AGREE THAT THE DESCRIPTIONS OF THE SERVICE AND THE SITE PROVIDED BY THE FBCC, WHETHER THROUGH THE WEB SITE OR OTHERWISE, ARE NOT A PART OF THIS AGREEMENT.
- Limitation of Liability. IN NO EVENT SHALL THE FBCC OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PREDECESSORS, SUCCESSORS, PARENTS, SUBSIDIARIES, ASSIGNS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, OR BUSINESS INFORMATION AND THE LIKE), WHETHER IN AN ACTION BASED IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SERVICES OR THE WEB SITE. IN NO EVENT SHALL THE FBCC’S TOTAL LIABILITY TO YOU UNDER THIS AGREEMENT EXCEED $100. THE FOREGOING LIMITATIONS OF LIABILITY REFLECT A DELIBERATE AND BARGAINED FOR ALLOCATION OF RISKS BETWEEN THE FBCC AND YOU.
- Miscellaneous. You shall not assign this Agreement or any of your rights or obligations hereunder and any purported assignment of this Agreement by you in contravention of the foregoing shall be null and void. The FBCC shall not be liable for any failure or delay in its performance under the Agreement (including, without limitation, provision of the Services) due to any cause beyond its reasonable control, including acts of war, acts of God, earthquake, flood, embargo, riot, sabotage, labor shortage or dispute, governmental acts, acts of third parties, failures of third party software or equipment (including, without limitation, Third Party Components), power or electrical failures, internet protocol packet loss or misrouting, and any internet connectivity failures. This Agreement is governed by the law of the Commonwealth of Texas, without regard to its conflict of laws principles. If any provision of this Agreement is held by a tribunal of competent jurisdiction to be illegal, invalid, or otherwise unenforceable in any jurisdiction, then to the fullest extent permitted by law (a) the same shall not affect the other provisions of this Agreement, (b) such provision shall be deemed modified to the extent necessary in the tribunal’s opinion to render such provision enforceable, and the rights and obligations of the parties shall be construed and enforced accordingly, preserving to the fullest extent the intent of the parties as set forth herein, and (c) such finding of invalidity, illegality, or unenforceability shall not affect the validity, legality, or enforceability of such provision in any other jurisdiction. The FBCC’s failure to act with respect to a breach by you or others does not waive the FBCC’s right to act with respect to subsequent or similar breaches. No waiver of any term of this Agreement will be valid unless in writing and acknowledged in writing by the party against whom enforcement is sought. This Agreement contains the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous representations, discussions, negotiations, letters, proposals, agreements, and understandings between the parties with respect to the subject matter hereof, whether written or oral.