1. THE SCOPE OF THIS AGREEMENT
Please read this Agreement very carefully.
To the best of our knowledge in good faith, ONTO believes that content, materials or other information on this Site are accurate. ONTO does not verify the accuracy of the information submitted by users, what we do is ask them to affirm that any information in their submitted content is accurate. You acknowledge and agree that your access and use of all content made available on the Site are at your own risk, for it is all provided to you solely to assist you in exercising your own best judgment.
2. GRANTING OF LICENSE
Conditioned upon your continued compliance with all the provisions of this Agreement (including, without any limitations, any external documentation and terms referenced or linked herein), you are hereby granted by ONTO a personal, limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use this Site solely for your direct use and not for republication, sale, or aggregation.
When under the present, foregoing license you use this Site, never shall you, indirectly or directly, (a) use this Site in any manner which could interfere with any third party’s authorized use of it, or that could disable, overburden, impair, or damage this Site. (b) attempt to discover any underlying trade secrets, code, or algorithms of this Site by decompiling, reverse-engineering, using or disassembling any other means (c) attempt to benefit any third party or service bureau arrangement by sublicensing, transferring, distributing, renting, leasing, time-sharing, using or encumbering this Site (d) otherwise modify this Site by combining, creating derivative works of, and adapting it (e) otherwise undermine or avoid any security mechanism, protocol, procedure, or device implemented in this Site by circumventing or disabling it (f) access or use this Site for any fraudulent, deceptive, tortious, malicious, unlawful, or otherwise injurious or harmful purpose, (g) obscure, deface, alter, or remove any proprietary rights notices on any accompanying documentation or element of this Site (h) take this Site and use it to compile, create, or supplement data for any other website, application, documentation, or service that substantially performs the same functionality as this Site.
3. THE OBLIGATIONS OF USERS
You represent that you are the legal age of majority in your jurisdiction of residence or at least eighteen (18) years of age (whichever is greater) and that, whenever you submit information to this Site, you will always provide accurate, current, complete, and true information (that you’re empowered to provide with all the necessary legal authority, rights, or permission(s) to do so). Additionally, it is your responsibility to comply with all the applicable rules, regulations, and laws regarding your use of this Site. If it is on behalf of an organization that you are accessing this Site, your organization shall be liable for any breach by you because they shall be bound to this Agreement. You represent that, on behalf of Your organization, you have all the power, authority, and rights to agree to this Agreement for them.
ONTO does not willingly, intentionally, or knowingly collect personal information from individuals under the age of thirteen (13) years in any medium for any purpose, for this Site is not intended for access or use by such individuals.
4. PASSWORDS AND INFORMATION
To use this Site or certain features of it, you may be required to register an account with us. Unless otherwise expressly agreed by ONTO, every registration is only for a single user. In its sole discretion, for registration ONTO from time to time may also designate adherence to access requirements, such as access credentials like a password and a username, for access to this Site and the use of it. Without first obtaining the prior express written consent of ONTO, which in its sole discretion may be withheld, you hereby agree to not disclose your access credentials to any third party and to always treat such information as confidential. If you suspect or become aware of any theft, unauthorized use, or loss of your login credentials, ONTO must be immediately notified of such by you. Any damage or loss arising from your failure (whether unintentional or intentional) to comply with these obligations are not the liability of ONTO’s. With your submission of the requested information in the registration form on this Site, you are warranting and representing that the information you submit for registration is current, complete, accurate, and true in every respect. To ensure that such information is true, accurate, current, and complete, your submitted account information must promptly be updated and maintained by you. If there are reasonable grounds for ONTO to suspect that any information submitted by you is inaccurate, not current, incomplete, or untrue, or that your account, registration, or use of this Site is in violation of this Agreement or any applicable laws, then ONTO reserves the right to terminate, suspend, or otherwise discontinue your account and/or pending registration.
5. SUBMISSIONS OF THE USERS
User Content may be permitted to be submitted or uploaded by you with certain features in this Site. “User Content” can consist of the following but is not limited to just this: any of these that you publicly display: images, photos, audio, video, location data, ratings, reviews, complaints, compilations, messages, information or text. The accuracy of the information submitted by users is not verified by ONTO, but those who submit User Content are asked by ONTO to affirm that any information in their content is accurate.With the submission of User Content to any part of this Site, you are representing and warranting that:
The ability of other users to engage in real time exchanges is affected by the manner in which you act;
Any postings, contributions or comments you submit, including any questions or feedback, are your sole responsibility;
All your postings of User Content is complete, true and accurate in all respects;
You are the legal age of majority in your jurisdiction of residence or at least 18 years old, whichever is greater;
This Agreement is not violated by your submission and use of the User Content, nor will injury to any entity or person be caused by it;
In connection with submitted User Content, you are not entitled, have not been offered, and have not accepted to receive any form of compensation from any party; and
You will hold harmless, indemnify and defend ONTO, its directors, employees, agents and officers from any third party claim(s) and any losses, injuries or damages resulting from the display of your User Content.
Any User Content that is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, discriminatory, unlawful, or otherwise objectionable will never be submitted by you;
Any User Content that contains software malware, viruses, or any other computer programs, code, files, scripts, or tools designed to destroy, limit or interrupt the functionality of any computer hardware, telecommunications or software equipment will never be submitted by you;
Any User Content that misappropriates, infringes, or otherwise violates any trademark, trade secret, copyright, patent or other proprietary rights of any party will never be submitted by you;
Any User Content that is fraudulent, misleading, or false, will never be submitted by you;
This Site will never be used by you for marketing and sales purposes;
Other entities or persons will never be impersonated by you, nor will you falsely state or otherwise misrepresent your affiliation with an entity or a person;
You will never violate any applicable state, provincial, national, international or local law, whether unintentionally or intentionally;
Identifiers will never be manipulated by you in the hope of disguising the origin of the submission of any User Content;
Without their prior permission, you will never invade another’s privacy in any way, including taking another’s personal details and posting them; or
Any protected User Content and intellectual property submitted by you are exclusively authored and owned by you.
You acknowledge that, regardless of whether such content violates this Agreement, ONTO can refuse, move, edit, delete or remove any User Content that has been submitted because ONTO has the right to it in its sole discretion.
With your submission of User Content to this Site, you are hereby granting ONTO a world-wide, royalty-free, perpetual, irrevocable, fully transferable, freely sublicensable license to display, use, reproduce, create derivative works from, modify, publish, edit, translate, distribute and perform the User Content in any form, media or medium, format or forum, for any purpose in its discretion.
You acknowledge that, in connection with ONTO’s use of User Content, you do not reserve or possess any right of credit, acknowledgement, attribution, or prior approval. You hereby knowingly, expressly, and willingly, waive any right to enforce any proprietary right or intellectual property against ONTO on the basis of or as a result of its licensed use of any User Content, because you further acknowledge that you are not entitled to, nor will you be given any, compensation for any User Content.
Regarding User Content, ONTO shall never be subjected to any obligations of confidentiality, except as expressly required by applicable law, or as otherwise expressly agreed by ONTO in a separate written agreement.
6. PRIVACY OF DATA
7. ONTO INTELLECTUAL PROPERTY
ONTO retains all the titles, interests and rights, including all intellectual property rights, to graphics, logos, buttons, icons, images, texts, and audio clips (“ONTO Content”) without limitation, and to all the content and information on this Site. Additionally, no title, interest, or right to any intellectual property licensed or owned by ONTO are granted to you in this Agreement, other than those limited license rights expressly and specifically granted herein, and nothing in this Agreement shall be construed as any granting of permission or right to display or use ONTO’s registered service marks, logos, brand names, trade dress, trade names and trademarks (“Trademarks”), for any purpose whatsoever.
Except as specifically permitted under this Agreement, you have no rights to such ONTO Trademarks or Content, and you will not use any ONTO Trademarks or Content. You may not allow anyone else to do anything with the ONTO Content or Trademarks not specifically permitted under this Agreement, nor can you yourself do so as well. Without ONTO’s prior written consent, ONTO’s Trademarks may not be displayed or used by you in any manner. Unless we specifically consent in writing, ONTO’s Trademarks, in any manner that disparages or discredits ONTO, or in any manner that is likely to cause confusion, may not be used in connection with any service or product that doesn’t belong to us. Nevertheless, any goodwill between the parties that is generated from the display or use of ONTO’s Trademarks shall insure solely to the benefit of ONTO.
You may only access and use, copy and download the ONTO Content for your non-commercial, personal use, and you will not erase, alter or otherwise obscure our trademark, proprietary, copyright or other notices on the ONTO Content, unless written consent is provided beforehand, or unless otherwise specifically set forth on this Site . You agree and acknowledge that the ONTO Content is provided to assist you in exercising your own judgment, and is made available solely for educational and informational purposes. The ONTO Content is not a substitute for your best personal judgment, nor is it a substitute for medical, tax, legal, or other professional advice. It is not guaranteed that the ONTO Content is completely accurate, and to that effect ONTO makes no warranty or representation of any kind. ONTO Content should not be construed as a representation of the opinions of ONTO, unless otherwise specifically specified on this Site, such as with a BBB rating, BBB accreditation, or a BBB alert. Unless otherwise specifically specified on this Site, such as with a BBB rating, BBB accreditation, or a BBB alert risk, your reliance on ONTO Content obtained through this Site is solely at your own. All rights not expressly granted in this Agreement are reserved to us.
8. MATERIALS FROM THIRD-PARTIES
Third-party providers deliver certain features, components, or services made available through this Site. By using any service, functionality, or product originating from this Site. You hereby acknowledge and consent that data and information uploaded or submitted by you to this Site with the applicable third-party provider as may be required to upload and enable the requested third-party service, functionality, or product, may all be shared by ONTO.
ONTO EXPRESSLY DISCLAIMS LIABILITY AND RESPONSIBILITY FOR ANY THIRD-PARTY PROGRAMS, APPLICATIONS, TOOLS, PRODUCTS, SERVICES, AND MATERIALS ACCESSED, SET FORTH, OR DESCRIBED ON THIS SITE, AND YOU FURTHER AGREE THAT FOR ANY DAMAGE OR LOSS INCURRED AS A RESULT OF ANY DEALINGS BETWEEN A THIRD PARTY AND YOURSELF ARE NOT THE RESPONSIBILITY OF ONTO.
9. INFRINGING COPYRIGHT-PROTECTED CONTENT AND ITS NOTIFICATION THEREOF
Third parties not within our control may make material available on this Site. For the inclusion of impermissible or illegal Content, material used in connection with this Site is not scanned by us, nor are we under any obligation to scan it. However, the copyright interests of others are always respected by us. ONTO’s policy is to ban material that we know infringes upon another party’s copyright to remain on this Site.
For you to let ONTO know of alleged trademark or copyright infringements of this Site, the federal law 17 U.S.C. §512(C)(3) says we must receive written notice from you that at a minimum contains the following:
The electronic or physical signature of a person who is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
The copyrighted work alleged to have been infringed must be identified, or, when multiple copyrighted works are covered by a single notification, a representative list of such works;
The copyrighted work that is alleged to be the subject of infringing activity or that is alleged to be infringing, must be identified and removed, or have its access to it disabled, and the information must be reasonably sufficient to permit ONTO to locate said material;
The complaining party can be located and contacted by ONTO when there’s reasonably sufficient Information to do so, such as a telephone number, an address, and, if available, an electronic mail address. The email is a very good form of contacting the complaining party.
A statement of a good faith belief that the complaining party has, in that use of the material in the manner complained of is not authorized by the law, the copyright owner, or its agent; and
A statement, under penalty of perjury, that the notification’s information is accurate, and that there is authorization for the complaining party to act on behalf of the owner of an allegedly infringed right that is exclusive.
It is to our designated agent listed below where all Claimed Copyright Infringement Notifications should be sent:
Ozzie Nearshore Telemarketing Operations
410 Grand St., Suite 008-B
New York, NY 10002
Once the above information is received by us, ONTO will promptly take appropriate action and launch a complete and thorough investigation, and then, at the contact address provided, we will notify you of the results of that action.
It is expressly agreed by you that it is only for lawful purposes as governed by any applicable international, national/federal, state, provincial, or local laws, statutes, and regulations that this Site may only be used. This Site may not be used by you in any way that could result in legal problems, such as civil or criminal liability. You shall be in compliance with the laws of the jurisdiction from which you access this Site even when you’re using it outside of the United States.
For information on linking to this Site, please refer to the ONTO Hyperlinking Policy located at https://onto.rocks.
12. WARRANTY’S DISCLAIMER
ONTO DISCLAIMS ANY LIABILITY FOR OMISSIONS OR ERRORS IN THIS SITE AND DOES NOT GUARANTEE OR WARRANT THE ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, USEFULNESS, OR ACCURACY OF THIS SITE. WITHOUT ANY WARRANTY, EITHER IMPLIED OR EXPRESSED, THIS SITE IS PROVIDED “AS-IS”. ALL WARRANTIES ARE DISCLAIMED BY ONTO, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY THAT THIS SITE IS FREE OF HARMFUL COMPONENTS SUCH AS VIRUSES, OR ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS OR NON-INFRINGEMENT FOR A PARTICULAR PURPOSE. THAT THE SITE IS ERROR-FREE IS SOMETHING THAT HAS NEVER BEEN WARRANTED BY ONTO, NOR THAT IT IS ACCORDING TO YOUR REQUIREMENTS OR EXPECTATIONS THAT THE SITE WILL OPERATE. IN THE RARE EVENT THAT THE EXCLUSION OF ANY OF THE FOREGOING WARRANTIES IS NOT ALLOWED BY A CERTAIN APPLICABLE LAW WE WEREN’T AWARE OF, OR THAT THE DISCLAIMER IS NOT PERMITTED, THEN TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, SAID WARRANTIES SHALL BE CONSIDERED DISCLAIMED AND EXCLUDED.IT IS AT YOUR OWN DISCRETION AND RISK THAT YOU ACQUIRE ANY MATERIAL YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH THIS SITE AND ANY LOSS OF DATA OR DAMAGE TO YOUR OWN COMPUTER SYSTEM THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL WILL BE OF YOUR SOLE RESPONSIBILITY.
You are in agreement that ONTO and its respective directors, employees, agents, officers, and independent licensors or contractors (collectively the “ONTO Parties”) will be held harmless by you from and against any and all losses, expenses, claims, liabilities or demands, including attorneys’ costs and fees, that are incurred in connection with any third party claim (including a claim for any intellectual property infringement) by the ONTO Parties arising out of (i) the use you give this Site and any material you are able to access by using this Site, or by any other means; (ii) the use such material you access from this Site is given by a third party after you make it available to such third party; or (iii) your violation of any applicable law or of this Agreement; you are also in agreement that you will indemnify the ONTO Parties for such and that in the defense of any such claims you will fully cooperate. At its own expense, ONTO reserves the right to take over the exclusive control and defense of any matter that you are otherwise subject to indemnify for, and in any event without the written consent of the relevant ONTO Parties you shall not settle any such matter or claim.
14. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL ONTO BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY INDIRECT, DIRECT, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR BUSINESS INTERRUPTION, GOODWILL, LOST PROFITS OR OTHER INTANGIBLE LOSSES OF ANY KIND RELATING IN OR ARISING FROM ANY WAY TO (I) YOUR INABILITY TO USE, OR USE OF, ALL OF THIS SITE’S INFORMATION OR THIS SITE; (II) ANY FAILURE OF PERFORMANCE, OMISSION, INTERRUPTION, DEFECT, ERROR, DELAY IN TRANSMISSION OR OPERATION, SYSTEM OR LINE FAILURE OR COMPUTER VIRUS; AND (III) ANY OTHER MATTER IN RELATION TO THIS SITE, EVEN IF IT’S JUST ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
15. SUSPENSION, TERM, AND TERMINATION
At the moment you first access or use this Site is when this Agreement takes effect (or retakes effect). If you fail to comply with any provision of this Agreement hereof, it terminates automatically and is subject to the survival rights of certain provisions that we have identified below. At any time, this Agreement may also be automatically terminated by you simply by ending your use of this Site, but every time you renew your use of this Site or re-access it, this Agreement automatically reapplies to you once again. All licenses granted by ONTO hereunder shall immediately terminate upon expiration or termination of this Site for any reason, and all use of this Site by you must immediately cease. This Agreement’s termination for any reason will be survived by this Agreement’s provisions concerning ONTO’s proprietary rights, the permissions and licenses to User Content, choice of law, limitations of liability, severability and waiver, indemnification rights, injunctive relief, and disclaimers of warranty.
On any grounds, including without limitation due to any reasonable belief of unlawful or fraudulent activity, and at any time in order to protect its goodwill and name, its business, the stability and security of this Site, and/or others’ rights, the right is reserved by ONTO to suspend or deny your access to this Site or to any portion thereof. Access to this Site may immediately be suspended by ONTO and any User Content you submitted to this Site may be removed and discarded for any reason if ONTO believes you violated the terms of this Agreement or have acted inconsistently with them. If, because of this, your access to this Site is terminated by ONTO, any liability from any third-party nor from you will fall onto ONTO.
Nothing contained in this Agreement will be deemed to establish, nor does your use of this Site create, between ONTO and you, a partnership, joint venture, agency, franchise or employment relationship. The authority to enter into any agreements for or on behalf of ONTO is not provided to you with your use of this Site. Moreover, the authority to incur liability or obligations on behalf of ONTO is not granted to you with your use of this Site, neither implied nor expressed. Site You are in agreement that no attempts to subject ONTO to any such liability or obligations will be made with your use of this.
It shall not be construed as a waiver of those rights or of any other rights in any way whatsoever if ONTO fails to enforce any of its rights under this Agreement.
18. JURISDICTION OF DISPUTE RESOLUTION AND CHOICE OF LAW
Without regard to its conflict of laws rules, the laws of the State of New York, U.S.A., shall construe and govern all other aspects of your use of this Site and this Agreement. You are in agreement that you will provide ONTO with written notification of any dispute or claim relating to or concerning your use of this Site and will give a reasonable period of time to ONTO to address it before filing any legal action, either as a class member or individually against ONTO. You are in agreement that any legal action is to be submitted to the personal jurisdiction of the federal and state courts located in the City and County of New York, New York, U.S.A.
19. OTHER AGREEMENTS
Any other agreements you have entered into with ONTO shall subject this Agreement. The other such agreements shall supersede and control if they conflict with the terms of this instant Agreement.
20. ADDITIONAL TERMS
If ever it is found that any provision of this Agreement is unenforceable or invalid, it is to the fullest extent possible that the remaining provisions of it shall be enforced, as they shall remain in full effect and force.
The right to modify this Agreement at any time is reserved by ONTO, with or without having to give you notice of it, as the posting of an updated version of this Agreement to this Site is to suffice. Ergo, this Agreement should be checked periodically by you for changes. You are in agreement that, if any modifications need to be done to this Agreement, ONTO will never be liable to any third party or to you for it.
23. SECTION HEADINGS
It is only for your convenience that the headings of the Sections in this Agreement are provided, and its interpretation or construction will not be affected by them.
Against the parties to this Agreement and their respective assignees and successors, this Agreement will inure to the benefit of, and will be enforceable and binding. No provision of this Agreement shall be modified by the trade practice or the course of conduct between the parties to this Agreement. ONTO hereby reserves any and all rights that are not expressly granted herein.
25. ELECTRONIC COMMUNICATIONS
Any electronic message or email may be sent to you by ONTO concerning your use of this Site; this can include without limitation, the provision of notifications or alerts within this Site. You are in agreement about consenting to receive such electronic communications, and about all such electronic communications being valid legal notices that satisfy any requirement that such notices be in writing.