By accessing our Website or by clicking "Submit", "Sign in", "Log in", "Accept" or "Agree" to these Terms, you acknowledge that you have read, understand and agree to be bound by these Terms and Policies.
ARBITRATION NOTICE: THESE TERMS CONTAIN AN ARBITRATION CLAUSE FURTHER DOWN (DISPUTE RESOLUTION). EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THE DISPUTE RESOLUTION CLAUSE, YOU AND CODE T3 AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
2. Modifying these Terms
Code t3 reserves the right, at its sole discretion, to modify the Terms and Policies at any time and without prior notice. If we modify these Terms and Policies, we will post the modification through our website or provide you with notice of the modification. We will also update the "Effective from" at the top of our Terms and Policies. By continuing to access the Website after we have posted a modification through our Website or have provided you with notice of a modification through some other means, you are indicating that you agree to be bound by the modified Terms and Policies. If the modified Terms or Policies are not acceptable to you, your only recourse is to cease accessing the Website.
3. Rights we grant you
Subject to your compliance with these Terms and Policies, code t3 grants you a limited a non-exclusive, non-sub-licensable, non-assignable, royalty-free, and worldwide license to access the Website in a way that these Terms and our Policies allow. Code t3 retains all rights in the Website and any associated trademarks, copyrights, trade secrets or other intellectual property rights.
The Website allow you to view, interact with or otherwise access original code t3 or third-party content. "Content" includes, but is not limited to, text, graphics, videos, charts & data. The availability of such Content may change and not all Content is available in all formats. Use of the Content is subject to the license grant, but in addition, shall remain non-transferable. Third-party content displayed or accessible through the Website is protected by copyright and other intellectual property law and belongs to the respective owner(s) or licensor(s).
These Terms do not grant you the right to copy (further), distribute, prepare derivative works, publicly display, or otherwise use any Content. You are expressly prohibited from engaging in or facilitating the unauthorized sharing or distribution of Content. The Website’s features are protected by copyright, trademark and other intellectual property laws, and are the sole property of code t3.
You understand that all third-party Content is the sole responsibility of the respective third-parties from which such Content originated. Code t3 does not control the third-party content accessible via the Website and, as such, does not guarantee the accuracy, integrity or quality of such Content. Under no circumstances will code t3 be liable in any way for any third-party Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Website.
You acknowledge that code t3 does not pre-screen third-party Content, but that code t3 and its designees shall have the right (but not the obligation) in their sole discretion to refuse, modify or move any Content that is available through the Website. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. The Content will be regularly modified by code t3, at its sole discretion and without notice.
5. Export Compliance
Code t3 makes no representation that accessing the Website is appropriate or available outside of the United States. You represent that you are not located in, under the control of, or a national or resident of any country to which the United States has embargoed the import or export of goods, on the United States Treasury Department's List of Specially Designated Nationals or United States Commerce Department's Table of Deny Orders.
7. Links to other resources
Our Website may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by code t3 of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products or services on or available from such websites or resources.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Website ("Feedback"). You may submit Feedback by emailing us at email@example.com or through the "Contact Us" dialogue on our Website. You acknowledge and agree that all Feedback will be the sole and exclusive property of code t3 and you hereby irrevocably assign to code t3 all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At code t3s' request and expense, you will execute documents and take such further acts as code t3 may reasonably request to assist code t3 to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
9. Technical Requirements
Use of the Website requires internet access through your computer or mobile device. The user interface and functionality may not be the same across all platforms. Access to the Website may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications. Code t3 is not responsible for any delays, delivery failures, or other damage resulting from such problems.
Code t3 may send you messages to provide you with information regarding our Website or the services we provide. You hereby expressly consent to receiving such messages. You may report a problem to us regarding the Website, but we cannot guarantee that we will contact you to remedy such problem.
11. Limitation of Liability
CODE T3 LLC AND ITS AGENTS SHALL NOT IN ANY EVENT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR FOR DAMAGES MEASURED BY LOST PROFITS, OR FOR DAMAGES FOR LOST OPPORTUNITY, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA OR OTHER INTANGIBLE OR SPECULATIVE LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE USE OF THE WEBSITE.
Code t3 shall use reasonable efforts consistent with prevailing industry standards to maintain the Website in a manner which minimizes errors and interruptions. Access to the Website may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by code t3 or by third-party providers, or because of other causes beyond code t3's reasonable control.
NOTWITHSTANDING ANYTHING STATED IN THIS AGREEMENT TO THE CONTRARY, CODE T3 AND ITS AGENTS REPRESENT THAT THE WEBSITE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. CODE T3 AND ITS AGENTS ASSUME NO RESPONSIBILITY FOR ERRORS OR OMISSIONS MADE BY YOU, OR ERRORS OR OMISSIONS IN THE CONTENT, INFORMATION OR OTHER DATA WHICH ARE REFERENCED BY, LINKED TO OR PROVIDED BY OR THROUGH THE WEBSITE. CODE T3 AND ITS AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND REGARDING THE WEBSITE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT INCLUDED IN OR ACCESSIBLE FROM THE WEBSITE, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITATION, CODE T3 DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOUR USE OF THE WEBSITE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM OUR PLATFORMS IS AT YOUR SOLE RISK.
You agree to indemnify, defend and hold us and all of our officers, directors, employees, agents, and information providers harmless from and against any and all third-party claims, damages, liability and costs (including attorneys' fees and costs) incurred by any of these parties that arise out of or are caused by your use of our Website, your violation of these Terms, your infringement of any intellectual property rights. In the event that there are third party claims against you for which you properly seek damages from us under these Terms, or we are subject to any claim for which we have the right to be indemnified by you, we reserve the right at our expense in the case of claims by third parties against you, and at your expense in the case of claims for which we have the right to be indemnified by you, to assume the exclusive defense and control of any such claim, and you agree that in any event no such claim can be settled without our written consent.
13. Entire Agreement
These Terms and Policies constitute the entire and exclusive understanding and agreement between code t3 and you regarding our Website, and these Terms and Policies supersede and replace any and all prior agreements between code t3 and you regarding the Website.
14. Controlling Law and Jurisdiction
These Terms will be interpreted in accordance with the laws of the State of Wyoming and the United States of America, without regard to its conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a state court located in Laramie County, Wyoming or a United States District Court located in Laramie County, Wyoming for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction, as set forth in the Dispute Resolution provision below.
15. Dispute Resolution
Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action) between you and code t3 or their successors or assigns shall exclusively be settled through binding and confidential arbitration.
Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association ("AAA"). As modified by these Terms, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA's Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively, the "Rules and Procedures").
You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
You and code t3 must abide by the following rules: (a) ANY CLAIMS BROUGHT BY YOU OR CODE T3 MUST BE BROUGHT IN THE PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (b) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF; (c) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, code t3 will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation, (d) code t3 also reserves the right in its sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (e) the arbitrator shall honor claims of privilege and privacy recognized at law; (f) the arbitration shall be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (g) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (h) each side pays its own attorneys' fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and, in such instance, the fees and costs awarded shall be determined by the applicable law.
Notwithstanding the foregoing, either you or code t3 may bring an individual action in small claims court. Further, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party's patent, copyright, trademark, or trade secret shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in the state or federal courts located in Laramie County, Wyoming. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts located in Laramie County, Wyoming in order to maintain the status quo pending arbitration, and hereby agree to submit to the exclusive personal jurisdiction of the courts located within Laramie County, Wyoming for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate.
With the exception of subparts (a) and (b) in this Section (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting part was not contained herein. If, however, either subpart (a) or (b) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor code t3 shall be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court located in Laramie County, Wyoming.
For more information on AAA, the Rules and Procedures, or the process for filing an arbitration claim, you may call AAA at 800–778–7879 or visit the AAA website at http://www.adr.org.
You agree that no joint venture, partnership, or employment relationship exists between you and code t3 as a result of these Terms or use of the Website. To the extent allowed by applicable law, you agree that you will bring any claim or cause of action arising from or relating to your access or use of the Website within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and these Terms shall continue in effect. The failure of code t3 to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of code t3. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
17. Contacting code t3.
If you have any questions about these Terms, please contact us at firstname.lastname@example.org.