TERMS AND CONDITIONS
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. BY ACCESSING OR USING THIS WEBSITE OR OTHERWISE INDICATING ASSENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS, POLICIES, GUIDELINES, AND DISCLOSURES INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEBSITE.
These terms and conditions of use (these “Terms and Conditions”) set out below govern your access to, and use of, the website located at www.akelex.com (the “Site”), owned by Lifecom, Inc., an Oregon corporation doing business as “AkēLex” (“AkēLex”). These Terms and Conditions do not amend or supersede in any way the terms or conditions of any written agreement you may have with AkēLex. If you are using the Site on behalf of any entity, you represent and warrant that you are authorized to accept these Terms and Conditions on such entity’s behalf.
AkēLex reserves the right to modify or change these Terms and Conditions at any time in its sole discretion. Any modification or changes to these Terms and Conditions will be effective immediately upon posting of the same on the Site. You represent, warrant and attest that you are at least eighteen (18) years of age.
All questions or comments about the Site or its contents should be directed to customercare@akelex.com.
1. Privacy Policy. Please refer to the Privacy Policy for information on how AkēLex collects, uses, and discloses personally identifiable and other information from its Site users.
2. Copyright and Limited License. Unless otherwise indicated, the content of this Site, including, without limitation, the AkēLex logo, and all designs, text, graphics, pictures, information, data, software, sound files, other files, and the selection and arrangement thereof (collectively, the “Materials”) are the property of AkēLex and its licensors and are protected by U.S. and international copyright laws.
You are granted a limited, non-sublicensable license to access and use the Site. Such license is subject to these Terms and Conditions and does not include or authorize: (a) any resale or commercial use of the Site or the Site Materials therein; (b) the distribution, public performance or public display of any Site Materials; (c) modifying or otherwise making any derivative uses of the Site or the Site Materials, or any portion thereof; (d) use of automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Site; (e) downloading (other than page caching) of any portion of the Site, the Site Materials, or any information contained therein, except as expressly permitted; (f) any attempt to gain unauthorized access to AkēLex’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Site; (g) any use of the Site or the Site Materials other than for their intended purpose; (h) use of any portion of the Site or the Site Materials as a destination linked from any unsolicited bulk messages or unsolicited commercial messages; (i) any use of the Site or the Site Materials other than for their intended purpose; (j) copying, modifying, creating a derivative work of, reverse engineering, decompiling or otherwise attempting to extract the source code of any software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by AkēLex, in writing. Any use of the Site or the Site Materials other than as specifically authorized herein, without the prior written permission of AkēLex, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms and Conditions shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. This license is revocable at any time for any reason by AkēLex.
3. Hyperlinks. You are granted a limited, non-exclusive right to create a text hyperlink to the Site, provided such link does not portray AkēLex, any of its products or services, in a false, misleading, derogatory, or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing, or otherwise objectionable. This limited right may be revoked at any time. You may use a AkēLex logo or other proprietary graphic to link to this Site without the express written permission of AkēLex as long as the manner of your use is not objectionable to AkēLex. In the event that AkēLex objects to your use of the AkēLex logo or other proprietary graphic, you agree to cease using them. Further, you may not use, frame, or utilize framing techniques to enclose any AkēLex trademark, logo, or other proprietary information, including the images found at the Site, the content of any text, or the layout/design of any page or form contained on a page on the Site without AkēLex’ express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel, or otherwise in or under any patent, trademark, copyright, or proprietary right of AkēLex or any third party.
4. Third Party Services. The Site may contain, provide information regarding, or link to certain applications and services provided or offered by third parties (collectively the “Third-Party Services”). AkēLex does not recommend or endorse any such Third-Party Services or monitor or have any control over such Third-Party Services. Therefore, AkēLex makes no guarantee, representation, or warranty of any kinds as to the quality, competency, value, reliability, responsiveness, accuracy, or completeness of any such Third-Party Services or the results obtained therefrom, and AkēLex assumes no responsibility or liability for any Third Party Services or for the actions or failure to act of those providing such Third-Party Services. You assume full responsibility for your use of any such Third-Party Services, and AkēLex is not responsible or liable for any Third-Party Services.
5. Trademarks. “AkēLex”, the AkēLex logo, and any other product or service name or slogan displayed on the Site are trademarks of AkēLex and its suppliers or licensors, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of AkēLex or the applicable trademark holder. You may not use any metatags or any other “hidden text” utilizing “AkēLex” or any other name, trademark, or product or service name of AkēLex without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons, and scripts, is the service mark, trademark, and/or trade dress of AkēLex and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and AkēLex names or logos displayed on the Site are the property of their respective owners.
6. Warranty Disclaimer. ALL SITE MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. AKĒLEX DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, CONTENT, OR MATERIALS. AKĒLEX DOES NOT REPRESENT OR WARRANT THAT MATERIALS, INCLUDING THE INFORMATION AVAILABLE IN OR ON THE SITE, ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. AKĒLEX DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
AKĒLEX IS NOT RESPONSIBLE FOR ERRORS OR OMISSIONS IN ANY INFORMATION OR MATERIALS CONTAINED ON THE SITE. WHILE AKĒLEX ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SITE SAFE, AKĒLEX CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S), OR ANY CONTENT OR MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND NEUTRALIZE VIRUSES, SPYWARE, MALWARE, AND OTHER HARMFUL OR OTHERWISE UNDESIRABLE COMPONENTS FROM ANY DOWNLOAD.
Akēlex reserves the right to change any and all content contained on the Site and any services offered through the Site at any time without notice.
7. Limitation of Liability. IN NO EVENT SHALL AKĒLEX OR ANY OF ITS CORPORATE AFFILIATES, INDEPENDENT CONTRACTORS, SERVICE PROVIDERS, OR CONSULTANTS, OR ANY OF THEIR RESPECTIVE DIRECTORS, EMPLOYEES AND AGENTS, BE LIABLE FOR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY RELATED TO OR CONNECTED WITH ANY USE OF THIS SITE, THE CONTENT, OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES, LOSS OR INJURY CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM AKĒLEX, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION, OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO AKĒLEX’S RECORDS, PROGRAMS, OR SERVICES. THE AGGREGATE LIABILITY OF AKĒLEX, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY, ARISING OUT OF OR RELATING IN ANY MANNER TO THE USE OF THE SITE, SHALL NOT EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO AKĒLEX THEREFOR.
IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
8. Dispute Resolution. All legal matters between the parties shall be construed and determined under and in accordance with the laws of the State of Oregon, without regard to conflicts of law principles. In the event of any controversy or claim between the parties, the parties agree hereto shall consult and negotiate with each other and, recognizing their mutual interests, attempt to reach a solution satisfactory to both parties. If they do not reach settlement within a period of sixty (60) days, then either party may, by notice to the other party demand mediation under the mediation rules of the American Arbitration Association in Portland, Oregon. The parties give up their right to litigate their disputes and may not proceed to arbitration without first attempting mediation. If settlement is not reached within sixty (60) days after service of a written demand for mediation, any unresolved controversy or claim shall be resolved by arbitration in accordance with the rules of the American Arbitration Association before a single arbitrator in Portland, Oregon. The language of all proceedings and filings shall be English. The arbitrator shall render a written opinion including findings of fact and law and the award and/or determination of the arbitrator shall be binding upon the parties, and their respective administrators and assigns, and shall not be subject to appeal. Judgment may be entered upon the award of the arbitrator in any court of competent jurisdiction. The expenses of the arbitration shall be shared equally by the parties unless the arbitration determines that the expenses shall be otherwise assessed and the prevailing party may be awarded its attorneys’ fees and expenses by the arbitrator. It is the intent of the parties that, barring extraordinary circumstances, arbitration proceedings shall be concluded within ninety (90) days from the date the arbitrator is appointed. The arbitrator may extend this time limit only if failure to do so would unduly prejudice the rights of the parties. Failure to adhere to this time limit shall not constitute a basis for challenging the award. Consistent with the expedited nature of arbitration, pre-hearing information exchange shall be limited to the reasonable production of relevant, non-privileged documents, carried out expeditiously. Nothing herein shall prevent either party from seeking injunctive relief for any breach of its intellectual property rights by the other party.
9. Venue. You agree that with respect to any disputes or claims not subject to arbitration (as set forth above), any action at law or in equity shall be filed only in the state and federal courts located in Multnomah County, Oregon and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts.
10. Severability. If any of these Terms and Conditions should be determined to be invalid, illegal, or unenforceable for any reason by any court of competent jurisdiction then such term shall be enforced only to the extent it is enforceable and the remaining terms shall survive and remain in full force and effect and continue to be binding and enforceable.
11. Waiver. No waiver of any term, provision, or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision r condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver.
12. Force Majeure. If the performance of any part of these Terms and Conditions by either party is prevented, hindered, delayed, or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labor disputes, act of God, or any other causes beyond the control of either party, that party shall be excused from such to the extent that it is prevented, hindered, or delayed by such causes.
13. Entire Agreement. These Terms and Conditions and Privacy Policy, together with any written agreement referencing these Terms and Conditions (to which the parties manifest their assent) constitute the complete and exclusive statement of the agreement between the parties and supersedes any and all prior or contemporaneous communications, representations, statements, and understandings, whether oral or written, between the parties.