DialedIN Terms of Service

Effective: June 1, 2015

Welcome to DialedIN (“DialedIN”, “we” or “us”). When using the services offered on or through www.DialedIN.com (together with any successor site(s), the “Site”), you agree to the following terms and conditions (the “Terms of Service”). These Terms of Service comprise the entire agreement between you and DialedIN and supersede all prior agreements between the parties regarding the subject matter contained herein. In addition, when using particular services on or through the Site, you shall be subject to any posted policies and guidelines applicable to such services, including any terms or conditions applicable to services provided in conjunction with any of our content and service partners. All such rules and guidelines are hereby incorporated by reference into these Terms of Service. If you do not understand or agree with these Terms of Service, please do not use the Site or the DialedIN Service (as defined below) and do not register to be a member of the Site. If you have any questions or concerns regarding these Terms of Service, please let us know by emailing us at support@DialedIN.com. BY COMPLETING THE REGISTRATION PROCESS, OR USING ANY OF PART OF THE DIALEDIN SERVICE, USER AGREES TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS HEREIN. You may continue to use DialedIN as long as you adhere to these Terms of Service.

Overview

The Site offers Internet-based communication and messaging services including the ability to create micro-websites or webpages, mobile websites, and email messaging together with widgets and distributable buttons (together with the Site, collectively, the “DialedIN Service”). These Terms of Service apply to the DialedIN Service. All content and services made available through the Site that were not made available as of the “Last Updated” date above, shall automatically be deemed to be part of the DialedIN Service when first made available through the Site.

Eligibility

Use of the DialedIN Service is void where prohibited. By using this Site, you represent and warrant that you have the right, authority, and capacity to enter into this agreement and to abide by all the terms and conditions of these Terms of Service. You must be an individual of 18 years of age or older to register or use the Site. We strongly encourage parents and guardians to supervise the activity of all children under the age of 18 when using the Internet.

Privacy Policy

It is DialedIN’s policy to respect the privacy of its users. DialedIN’s policies with regard to personally identifiable information it collects from you, what information third parties affiliated with DialedIN collect from you, and how that information is used is governed by the DialedIN Privacy Policy, which you can access here:

Registration

You are required to register with DialedIN if you want to use the DialedIN Service. In order to register with DialedIN you must supply a valid email address and mobile phone number, which will be used as unique identifiers for your account, and your name, zip code, and a password.

You are solely responsible for maintaining the confidentiality of your password and account, and agree not to transfer your email address or password, or lend or otherwise transfer your use of or access to the DialedIN Service, to any third party. You are also solely responsible for any and all activities that occur under your account. You may change your password, or any other account information, at any time by following instructions available on your Settings page. You agree to immediately notify us of any unauthorized use of your account or any other breach of security related to your account or the DialedIN Service, and to ensure that you “log off”/exit from your account (if applicable) at the end of each session. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations. In consideration for using the DialedIN Service, you agree to: (1) provide certain current, complete, and accurate information about you when prompted to do so by the DialedIN Service, and (2) maintain and update this information as required to keep it current, complete and accurate. If any information provided by you during your original registration or Registration sign-up is inaccurate, DialedIN reserves the right to terminate your account immediately and your right to use the DialedIN Service.

Description of the DialedIN Service

DialedIN provides Users with a variety of online services and features, including, but not limited to:

  1. Create a Website. Create a Website. DialedIN provides tools to create a website. This website can be used for a variety of purposes and supports the uploading of images, data collection systems, photos, video, text, audio and PDF or word attachments.
  2. Create a Mobile Website. Mobile websites can be created using DialedIN Enterprise and can support the incorporation of images, photos, data collection, rsvp systems and text.
  3. Creation and Distribution of Email. DialedIN provides the ability to create and send a customized email. This email supports images and text together with buttons and links associated with the micro-website.
  4. Creation and Distribution of Widgets and Buttons. DialedIN provides the ability to create and distribute widgets and buttons. These widgets and button provide links and data associated with an event and potentially linked to a website or mobile website.
  5. Address Book. The Address Book consists of contact information such as name, mobile number and email address you have either added yourself or imported or requested others to do.
  6. MY Media. DialedIN’s MY Media allows users to upload, publish and view images, photographs, video, audio and attachments.

License to Use and Access the DialedIN Service

DialedIN grants you a limited license to access and make use of this Site and the DialedIN Service, according to the services and level selected, and not to download (other than uploaded attachments and page caching) or modify it, or any portion of it, except with DialedIN’s express written consent. This Site, the DialedIN Service or any portion thereof, may not be reproduced, duplicated, resold, copied, visited, or otherwise exploited for any commercial purposes without DialedIN’s express written consent. Use of the DialedIN Service that constitutes abuse shall be determined by DialedIN, in its sole discretion. DialedIN reserves the right to terminate your account if DialedIN determines you have not complied with these Terms of Service.

Restriction on Use of Content

You acknowledge that the DialedIN Service may contain information, software, photos, video, text, graphics, music, sounds or other material (collectively, “Content”) that are protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. The entire Content, taken together, is protected under U.S. copyright laws as a collective work, and we own a copyright in the selection, coordination, arrangement and enhancement of such Content. Modification of the Content or use of the Content for any other purpose, including use of any such Content on any other web site or networked computer environment is strictly prohibited. Except as otherwise expressly authorized in writing in advance by us, you agree not to reproduce, redistribute, sell, modify, rent, lease, loan, adapt, translate, create derivative works based (whether in whole or in part) on, decompile, reverse engineer, disassemble, or otherwise reduce all or any part of the Site or the DialedIN Service, including the Content.

The DialedIN name and logo are exclusively licensed to DialedIN. All other trademarks appearing on the DialedIN Service are trademarks of their respective owners. Our partners may also have additional proprietary rights in the content which they make available through the DialedIN Service. The trade names, trademarks and service marks owned by us, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion. Nothing contained on the DialedIN Service should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of our trade names, trademarks or service marks without our express prior written consent.

Materials Submitted Through the DialedIN Service

You are solely responsible for any data, text, software, sound files, images, photographs, graphics, video, messages, files, links or any other materials (“Materials”) which are transmitted, posted, or distributed by you through the DialedIN Service, including, but not limited to, the contents of your micro-website or webpage, mobile website, email, or related materials. All Materials posted by you, are your sole responsibility. By posting Materials you represent and warrant that you own all right, title and interest to such Materials and any likenesses contained in such Materials.

DialedIN does not control the Materials posted by users such as yourself via the DialedIN Service and, as such, does not guarantee the accuracy, integrity or quality of such Materials. By using the DialedIN Service you understand and agree that you may be exposed to Materials posted by other users that may be offensive, indecent or objectionable. Under no circumstances will DialedIN be liable in any way for any Materials posted by any user or third party, including, but not limited to, liability for any errors or omissions in any Materials or for any loss or damage of any kind incurred as a result of the use of any Materials posted, emailed or otherwise transmitted via the DialedIN Service.

You acknowledge and agree that (a) we reserve the right (but have no obligation) to evaluate the Materials before allowing them to be posted on or through the DialedIN Service or otherwise stored in connection with the DialedIN Service; and (b) we may do one or all of the following, at our sole discretion: (i) monitor the submission of Materials; (ii) alter, remove, or refuse to post or allow to be posted or stored any Materials; and/or (iii) disclose any Materials or any communication through the DialedIN Service, and the circumstances surrounding the transmission thereof, to (a) any third party in order to operate the DialedIN Service, (b) comply with applicable laws, (c) respond to governmental inquiries or requests, (d) comply with valid legal process, (e) protect the rights, privacy, safety or property of DialedIN, the Site visitors or the public, (f) permit us to pursue available remedies or limit the damages that we may sustain, and/or (g) enforce these Terms of Service.

Under no circumstances will we, or our employees, officers, directors, shareholders, agents, representatives or affiliates, be liable for any loss or damage caused by your reliance on Materials. The opinions expressed in reviews and user ratings reflect solely the opinions of the individuals who submitted such opinions, and may not reflect our opinions.

In addition, we have no control over, and shall have no liability for, any damages resulting from, the use (including without limitation republication) or misuse by any third party of information voluntarily made public through any part of the DialedIN Service. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE, YOU DO SO AT YOUR OWN RISK.

Your privilege to use the DialedIN Service depends on your compliance with the “Community Standards and Conduct” guidelines set forth in these Terms of Service. We may revoke your registration privileges and/or take any other appropriate measures to enforce these guidelines if violations are brought to our attention. Further, we may, in our sole discretion, terminate your account or participation in any feature of the DialedIN Service for any reason.

Customer Data and Media

Users may elect to upload their proprietary data relating to contacts (including email addresses and mobile phone numbers) and media. All customer data and media is confidential and owned by the customer.

The Parties agree that any materials created on DialedIN and any rights of patent, copyright, trademark, trade secret, and other proprietary rights in such materials will be the sole and exclusive property of you upon inception, conception, creation, fixture, development or reduction to practice.

DialedIN shall, immediately upon the Customer’s request or upon the termination, cancellation or expiration of any SOW or this Agreement, turn over to the Customer all Deliverables (including all other materials and information) prepared or developed pursuant to such SOW or this Agreement (as applicable), whether completed or in progress, and any Confidential Information, documents or other materials held by or on behalf of DialedIN, together with all copies thereof and on whatever media.

Payments

You agree to pay DialedINDialedIN all fees as described during the registration process. All monetary collections will be made by you directly to DialedINDialedIN via credit card, PayPal or other arrangement. Hence sometimes it will be necessary for DailedIn customers to transact through PayPal, and be subject to the applicable PayPal Terms of Use. DialedINDialedIN is not affiliated with PayPal, and neither is the agent or employee of the other, and neither is responsible in any way for the actions or performance (or lack thereof) of the other.

Community Standards and Conduct

You acknowledge that all Materials, whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Materials originated. This means that you are entirely responsible for all Materials that you post, email or otherwise transmit via the DialedINDialedIN Service. We do not control all of the Materials posted via the DialedINDialedIN Service and, as such, do not guarantee the accuracy, integrity or quality of such Materials. You understand that by using the DialedINDialedIN Service, you may be exposed to Materials that are offensive, indecent or objectionable. Under no circumstances will we be liable in any way for any Materials, including, but not limited to, for any inaccuracies, errors or omissions in any Materials, or for any loss or damage of any kind incurred as a result of the use of any Materials posted, emailed or otherwise transmitted via the DialedINDialedIN Service.

You agree not to:

  • Post, transmit, or otherwise make available, through or in connection with the DialedINDialedIN Service:
    • Anything that is or may be (a) unlawful, threatening, harassing, degrading, abusive, hateful or intimidating; (b) defamatory; libelous or invasive of another’s privacy; (c) fraudulent or tortious; (d) vulgar, obscene, indecent, sexually explicit, pornographic or otherwise objectionable; or (e) protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express prior consent of the owner of such right.
    • Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense, including prostitution; or that encourages or provides instructional information about illegal activities or activities such as “hacking,” “cracking,” or “phreaking.”
    • Any virus, worm, Trojan Horse, easter egg, time bomb, spyware, cancelbot, or other computer code, file, or program that is harmful or invasive or that may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.
    • Any unsolicited or unauthorized advertising, promotional material, “junk mail,” “spam,” “chain letter,” “pyramid scheme”, survey, contest, or investment opportunity, or any other form of solicitation, or use any distribution lists including any person who has not given specific permission to be included in such a process (commercial or otherwise).
    • Any Materials that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
    • Use the DialedINDialedIN Service to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others’ privacy rights or rights of publicity, or harvest or collect personally identifiable information, including email addresses, about users of the DialedINDialedIN Service.
    • Harm minors in any way.
    • Impersonate any person or entity, including without limitation any of our officials, guides or hosts; falsely state or otherwise misrepresent your affiliation with any person or entity; or express or imply that we endorse any statement you make.
    • Interfere with or disrupt the operation of the DialedIN Service or the servers or networks used to make the DialedIN Service available; or violate any requirements, procedures, policies or regulations of such networks.
    • Restrict or inhibit any other person from using the DialedIN Service, including without limitation by hacking or defacing any portion of the DialedIN Service; or disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the DialedIN Service or an Interactive Forum are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges.
  • Use the DialedIN Service to distribute or otherwise publish any material containing any solicitation of funds, promotion, advertising, or solicitation for goods or services without our express prior written consent; or use the DialedIN Service in a commercial manner.
  • Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of or access to the DialedIN Service.
  • Use, download, or otherwise copy, or provide (whether or not for a fee) to a person or entity that is not a user of the DialedIN Service any directory of DialedIN’s users or usage information or any portion thereof other than in the context of your use of the DialedIN Service as permitted under these Terms of Service.
  • Attempt to gain unauthorized access to the DialedIN Service, other accounts, computer systems or networks connected to the DialedIN Service, through password mining or any other means.
  • Remove any copyright, trademark or other proprietary rights notice from the DialedIN Service or Content or Materials originating from the DialedIN Service.
  • Frame or mirror any part of the DialedIN Service or Software without our express prior written consent; or forge headers or otherwise manipulate identifiers in order to disguise the origin of any Materials transmitted through the DialedIN Service.
  • Create a database by systematically downloading and storing content from the DialedIN Service.
  • Intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law.
  • Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or in any way gather Content or Materials from the DialedIN Service or reproduce or circumvent the navigational structure or presentation of the DialedIN Service.
  • Engage in any other conduct which, in DialedIN’s sole discretion, is considered inappropriate, unauthorized or objectionable.
    Comply will all applicable laws, regulations, and ordinances as a condition of use of the DialedIN Service.

In order to permit us to protect the quality of our products and services, you hereby consent to our employees and representatives being able to access your account and records for any reason, in our sole discretion. We also reserve the right, but do not assume the responsibility, to monitor or review your conduct while using the DialedIN Service. Your use of the DialedIN Service is subject to all applicable local, state, national and international laws and regulations.

Further, you acknowledge that you are responsible for obtaining or providing all access lines, telephone and computer equipment (including modem), or other devices, necessary to access the DialedIN Service, and paying all charges related thereto.

No “Spamming”

You must not use any feature of the DialedIN Service for chain letters, junk mail, or “Spamming” nor make any use of the distribution lists in a manner involving any person who has not given specific permission to be included in such a process. An e-mail advertisement which is (a) addressed to a recipient with whom you do not have an existing business or personal relationship and (b) is not sent at the request of or with the express consent of the recipient to receive such communications from you (“Spam” or “Spamming”) is strictly prohibited by DialedIN. If you use any feature of the DialedIN Service for the purpose of sending Spam, DialedIN reserves the right to immediately terminate your access to the DialedIN Service and to seek appropriate legal recourse, as necessary. If you believe that other users are using the DialedIN Service for Spam, please notify DialedIN using the “Feedback” Form, report abuse by flagging any posting that appears to be Spam for DialedIN’s review, or by emailing DialedIN at support@DialedIN.com.

Links to Third Party Sites

The DialedIN Service may provide, or third parties may provide, links to other World Wide Websites or resources. Because we have no control over such sites and resources, you acknowledge and agree that we are not responsible for the availability of such external sites or resources, and do not endorse and are not responsible or liable for any content, advertising, products, services or other materials (collectively, “Third Party Materials”) on or available from such sites or resources. You understand that you may be exposed to Third Party Materials that are offensive, indecent or objectionable. You further acknowledge and agree that we 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 Third Party Materials available on or through any such site or resource.

Your Contact with Advertisers or Third Party Vendors

Third parties other than DialedIN and its affiliates operate stores, provide services, advertise, or sell products on this Site. In addition, we provide links to the sites of affiliates and certain other third parties. Your dealings with advertisers and third party vendors found on or through the DialedIN Service, including your participation in promotions, the purchase of goods, and any terms, conditions, warranties or representations associated with such activities, are solely between you and the third party. DialedIN does not make any representations or warranties with respect to any goods or Websites that may be obtained from such third parties, and you agree that DialedIN will have no liability for any loss or damage of any kind incurred as a result of any activities you undertake in connection with the use of or reliance on any content, goods, services, information or other materials available, or through such third parties, on our Site or the actions of such third parties. You acknowledge that such external sites usually have their own terms and conditions, including privacy policies, over which DialedIN has no control and which will govern your rights and obligations with respect to the use of those such third party’s product, services or Websites.

Product Descriptions

DialedIN and its affiliates attempt to be as accurate as possible. However, DialedIN does not warrant that product descriptions and other content on this Site is accurate, complete, reliable, current, or error-free.

Transactions with Organizations or Individuals

DialedIN shall not be liable for your interactions with any organizations and/or individuals found on or through the DialedIN Service. This includes, but is not limited to, payment and delivery of goods and services, and any other terms, conditions, warranties or representations associated with such dealings. These dealings are solely between you and such organizations and/or individuals. DialedIN reserves the right, but has no obligation to become involved in or monitor disputes between you and organizations and/or individuals found on or through the DialedIN Service.

Violation of Terms By Other Users

DialedIN asks that you participate in ensuring that all Users follow the terms and conditions of these Terms of Service by reporting any Private Event invitations, Public Events or other postings or messages that violate these Terms of Service. To report a violation of this Terms of Service, please email us at support@DialedIN.com.

Indemnification

You agree to indemnify, defend and hold harmless DialedIN, its parent company, subsidiaries, affiliates, officers, directors, employees, consultants, agents, successors and assigns from any and all claims, liability, damages, costs or demands, including, but not limited to, attorneys’ fees, arising from your use of the Site and/or the DialedIN Service, including, but not limited to, all content therein and any products or services obtained by you through the Site and/or the DialedIN Service, the violation of these Terms of Service by you, the infringement by you (or other user of the DialedIN Service using your account) of any intellectual property or other right of any person or entity or violation of any federal, state or local law or regulation.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY AGREE THAT YOUR USE OF THE DIALEDIN SERVICE IS AT YOUR SOLE RISK. THE DIALEDIN SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. DIALEDIN EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AS TO THE OPERATION OF THE DIALEDIN SERVICE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED IN THE DIALEDIN SERVICE. DIALEDIN MAKES NO WARRANTY THAT THE DIALEDIN SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE DIALEDIN SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. DIALEDIN MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE DIALEDIN SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE DIALEDIN SERVICE OR THAT DEFECTS IN THE DIALEDIN SERVICE WILL BE CORRECTED. YOU ACKNOWLEDGE THAT DIALEDIN DOES NOT CONTROL PRODUCTS OR SERVICES OFFERED BY ADVERTISERS, THIRD PARTIES OR OTHER USERS ON OR THROUGH THE DIALEDIN SERVICE, INCLUDING, BUT NOT LIMITED TO, INFORMATION, PRODUCTS, OR SERVICES PROVIDED BY LICENSE TO DIALEDIN FROM THIRD PARTIES OR MATERIALS PROVIDED BY OTHER USERS. DIALEDIN ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY, USEFULNESS OR DECENCY OF THE DIALEDIN SERVICE, OR CONTENT OR PRODUCTS DISTRIBUTED OR MADE AVAILABLE BY THIRD PARTIES (INCLUDING BUT NOT LIMITED TO ADVERTISERS AND USERS) THROUGH THE DIALEDIN SERVICE. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR ATTEMPT TO DOWNLOAD ANY MATERIAL FROM THE DIALEDIN SERVICE. DIALEDIN MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE DIALEDIN SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE DIALEDIN SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DIALEDIN OR THROUGH THE DIALEDIN SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

DIALEDIN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES, EVEN IF DIALEDIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM THE (I) USE OR THE INABILITY TO USE THE DIALEDIN SERVICE; (II) COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (III) ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR CONTENT RECEIVED OR TRANSACTIONS ENTERED INTO WITH DIALEDIN OR A THIRD PARTY THROUGH THE USE OF THE DIALEDIN SERVICE; (IV) INACCURACY OF ANY INFORMATION OBTAINED FROM USE OF THE DIALEDIN SERVICE OR RELIANCE ON SUCH INFORMATION; OR (V) UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR ALTERATION OF YOUR ACCOUNT OR DATA. YOU SPECIFICALLY AGREE THAT DIALEDIN IS NOT RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR ANY UNLAWFUL, HARASSING, DEFAMATORY, ABUSIVE, THREATENING, HARMFUL, VULGAR, OBSCENE, SEXUALLY EXPLICIT OR OTHERWISE OBJECTIONABLE CONDUCT OR SPEECH OF ANY OTHER PARTY ON OR THROUGH THE DIALEDIN SERVICE, OR FOR ANY INFRINGEMENT OR VIOLATION OF YOUR RIGHTS BY ANY OTHER PARTY, INCLUDING, BUT NOT LIMITED TO, INTELLECTUAL PROPERTY RIGHTS, RIGHTS OF PUBLICITY, OR RIGHTS OF PRIVACY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO USER.

Termination, Modification and Extension of the DialedIN Service

You agree that we, in our sole discretion, may terminate your password, account (or any part thereof) or use of the DialedIN Service, and remove and discard any Materials within the DialedIN Service, for any reason, including, without limitation, if we believe that you have violated or acted inconsistently with the letter of these Terms of Service. We will also terminate your account upon receiving reliable information involving your violation of any law, and will cooperate with law enforcement agencies on such matters. We may also, in our sole discretion and at any time, discontinue providing the DialedIN Service, or any part thereof, with 90 days notice. You agree that any termination of your access to the DialedIN Service under any provision of these Terms of Service may be effected with 90 days prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account, and/or bar any further access to such files or the DialedIN Service, after the agreed notice period. Further, you agree that we shall not be liable to you or any third party for any termination of your access to the DialedIN Service.

We reserve the right, at any time and from time to time, temporarily or permanently, in whole or in part, to: (a) modify or discontinue the DialedIN Service, including, but not limited to (i) restricting the time the DialedIN Service are available, (ii) restricting the amount of use of the DialedIN Service permitted, and (iii) restricting or terminating any user’s right to use the DialedIN Service, with or without notice; (b) charge higher fees (if applicable) in connection with the use of the DialedIN Service; (c) modify and/or waive any fees charged in connection with the DialedIN Service; and/or (d) offer opportunities to some or all users of the DialedIN Service. You agree that neither we nor any of our affiliates, shall be liable to you or to any third party for any modification, suspension or discontinuance of the DialedIN Service, in whole or in part, or of any service, content or feature offered through the DialedIN Service.

The DialedIN Service shall be automatically extended on the same terms and conditions as set forth herein and in any ancillary statement of work for successive one-year periods (subject to this “Termination” section), as in effect immediately prior to the then-current expiration date, unless either party gives the other notice of non-extension at least three months before the then-current expiration date.

Jurisdictional Issues

The Site is controlled and operated by DialedIN from the United States, and is not intended to subject DialedIN to the laws or jurisdiction of any territory other than that of the United States. DialedIN does not represent or warrant that the DialedIN Service or any part thereof is appropriate or available for use in any particular jurisdiction. Those who choose to access the Site do so on their own initiative and at their own risk, and are responsible for complying with all local laws, rules and regulations. We may limit the Site’s availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.

Notices

DialedIN may give notice to you by email, a posting on the Site, or other reasonable means. You must give notice to DialedIN in writing via email or as otherwise expressly provided by DialedIN. DialedIN may broadcast, distribute or display notices or messages through the DialedIN Service to inform you of changes to these Terms of Service, the DialedIN Service, the Privacy Policy or other matters of importance. Such broadcast, distributions or displays of information shall constitute notice to you.

Governing Law and Other Miscellaneous Terms

These Terms of Service do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and DialedIN. These Terms of Service shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to these Terms of Service shall be filed only in the state or federal courts located in in the State of New York and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action and you waive any jurisdictional, venue or inconvenient forum objections to such courts. You agree that any claim or cause of action arising out of your use of the DialedIN Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or it shall forever be barred, notwithstanding any status of limitations or other law to the contrary. Within this period, any failure by DialedIN to enforce or exercise any provisions of these Terms of Service or related right shall not constitute a waiver of that right or provision. If any provision of these Terms of Service shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. DialedIN may assign these Terms of Service, in whole or in part, at any time with or without notice to you. You may not assign, transfer or sublicense these Terms of Service or any or all of your rights or obligations under these Terms of Service without DialedIN’s express prior written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. This is the entire agreement between you and DialedIN relating to the subject matter herein and shall not be modified by you except in writing, signed by both parties. These Terms of Service will inure to the benefit of DialedIN’s successors, assigns and licensees. Without limitation, you agree that a printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Hosting Services

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DMCA: Digital Millennium Copyright Act Notice and Policy

DialedIN respects others’ intellectual property rights and has made every effort to secure appropriate clearances for all proprietary intellectual properties that DialedIN directly makes available on www.DialedIN.com and we require our users to do the same. DialedIN will respond to allegations of copyright violations in accordance with the Digital Millennium Copyright Act (“DMCA”). The DMCA provides a process for a copyright owner to give notification to an online service provider concerning alleged copyright infringement. When a valid DMCA notification is received, the service provider responds under this process by taking down the offending content. Upon taking down content under the DMCA, DialedIN will take reasonable steps to contact the owner of the removed content so that a counter-notification may be filed. On receiving a valid counter-notification, we generally restore the content in question, unless we receive notice from the notification provider that a legal action has been filed seeking a court order to restrain the alleged infringer from engaging in the infringing activity. You may use the notification process below to alert us to claims of infringement other than copyright but such notifications are not covered by the DMCA and will be governed by our Terms of Use.

Please note that these notifications and counter-notifications are real-world legal notices provided outside of the DialedIN environment. DialedIN may provide copies of such notices to the participants in the dispute or third parties, at our discretion and as required by law – the Privacy Policy for DialedIN does not protect information provided in these notices.

To File a Notification of Infringing Content
A written notification must be made. This can be done either by email or written letter (regular U.S. mail or courier) or to our DMCA Agent at:
DialedIn, Inc.
(Attn: Infringements)
335 Madison Avenue 11th Floor,
New York, NY 10017

Please include the following information in your notice:

  1. Identification of the work(s) claimed to have been infringed and a statement of ownership to such work(s);
  2. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
  3. Information reasonably sufficient to permit us to contact you, such as an address, telephone number and e-mail address at which you may be contacted;
  4. A statement that you have 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;
  5. Include the following statement: “I have good faith belief that the use of the copyrighted materials described above and contained on the service is not authorized by the copyright owner, its agent or by protection of law”;
  6. A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  7. Your physical or electronic signature (i.e., “/s/ [print name]“); and
  8. (Optional) Provide information, if possible, sufficient to permit us to notify the user(s) who posted the content that allegedly contains infringing material. You may also provide screenshots or other materials that are helpful to identify the works in question. (This is for identification only, not to “prove” substantive claims.)

Please note: The DMCA provides that you may be liable for damages (including costs and attorneys fees) if you falsely claim that materials infringe your copyrights. We recommend contacting an attorney if you are unsure whether your content is protected by copyright laws.

DO NOT SEND ANY INQUIRIES UNRELATED TO INFRINGEMENT OF RIGHTS (E.G., REQUESTS FOR TECHNICAL ASSISTANCE OR CUSTOMER SERVICE, ETC.) TO THE CONTACT LISTED ABOVE. YOU WILL NOT RECEIVE A RESPONSE IF YOU SEND COMPLAINTS UNRELATED TO LEGAL MATTERS TO THAT CONTACT. All other correspondence should be sent to Feedback (click to hyperlink).

To file a counter-notification
If your content has been taken down as a result of a notification by a purported copyright owner that such party’s copyright rights are infringed by your content, you may respond by sending us a DMCA counter-notification as follows:

  1. List the material that was removed by the DialedIN administrators, and the location at which the material appeared before it was removed. Please identify in sufficient detail;
  2. Provide your name, address, telephone number, email address (if available);
  3. State that you consent to the jurisdiction of U.S. Federal District Court for the judicial district in which you reside (or New York, New York if your address is outside of the United States);
  4. State that you will accept service of process from the person who provided notification to us of the alleged infringement or an agent of such person;
  5. State the following: “I swear, under penalty of perjury, that I have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled”; and
  6. Your physical or electronic signature (i.e., “/s/ [print name]“).

Send the written document to the designated DMCA Agent at DialedIN:
DialedIn, Inc.
335 Madison Avenue 11th Floor,
New York, NY 10017
(Attn: Infringements)

If you have a question or complaint regarding the DialedIN Service, please send an email to support@DialedIN.com. You may also contact us by writing to DialedIN, 335 Madison Avenue 11th Floor New York, NY 10017, Attention: Customer Service.

Modifications to These Terms of Service

DialedIN reserves the right to amend these Terms of Service at its sole discretion, but after consultation with the customer, and any modifications shall be effective immediately upon posting. By continuing to use the Site following such changes, you will be deemed to have agreed to such changes. If you do not agree with the terms of these Terms of Service or any changes thereto, please do not continue using this Site.