Website Terms of Use
Last Modified: October 1, 2023
Acceptance of the Terms of Use
These terms of use are entered into by and
between You and Vertical Solutions, LLC ("Company,"
"we," or "us").
The following terms and conditions, together with any documents they expressly
incorporate by reference (collectively, "Terms of Use"),
govern your access to and use of proxyclimbing.com, including any content,
functionality and services offered on or through proxyclimbing.com (the "Website"), whether as a guest or a registered user.
Please read the Terms of Use carefully before
you start to use the Website. By using
the Website, you accept and agree to be bound and abide by these Terms of Use
and our Privacy Policy, found at https://proxyclimbing.com/privacy-policy, incorporated herein by reference. If you do not want to
agree to these Terms of Use or the Privacy Policy, you must not access or use
the Website.
This Website is offered and available to users
who are 18 years of age or older. By using this Website, you represent and
warrant that you are of legal age to form a binding contract with the Company.
If you do not meet all of these requirements, you must not access or use the
Website.
We may revise and update these Terms of Use from
time to time in our sole discretion. All changes are effective immediately when
we post them.
Your continued use of the Website following the
posting of revised Terms of Use means that you accept and agree to the changes.
You are expected to check this page frequently so you are aware of any changes,
as they are binding on you.
Accessing
the Website and Account Security
We reserve the right to withdraw or amend this
Website, and any service or material we provide on the Website, in our sole
discretion without notice. We will not be liable if for any reason all or any
part of the Website is unavailable at any time or for any period. From time to
time, we may restrict access to some parts of the Website, or the entire
Website, to users, including registered users.
You are responsible for both:
·
Making
all arrangements necessary for you to have access to the Website.
·
Ensuring
that all persons who access the Website through your internet connection are
aware of these Terms of Use and comply with them.
To access the Website or some of the resources
it offers, you may be asked to provide certain registration details or other
information. It is a condition of your use of the Website that all the
information you provide on the Website is correct, current and complete. You
agree that all information you provide to register with this Website or
otherwise, including, but not limited to, through the use of any interactive
features on the Website, is governed by our Privacy Policy, and you consent to all actions we take
with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with, a user
name, password or any other piece of information as part of our security
procedures, you must treat such information as confidential, and you must not
disclose it to any other person or entity. You also acknowledge that your
account is personal to you and agree not to provide any other person with
access to this Website or portions of it using your user name, password or
other security information. You agree to notify us immediately of any
unauthorized access to or use of your user name or password or any other breach
of security. You also agree to ensure that you exit from your account at the
end of each session. You should use particular caution when accessing your
account from a public or shared computer so that others are not able to view or
record your password or other personal information.
We have the right to disable any user name,
password or other identifier, whether chosen by you or provided by us, at any
time in our sole discretion for any or no reason, including if, in our opinion,
you have violated any provision of these Terms of Use.
Intellectual
Property Rights
The Website and its entire contents, features
and functionality (including but not limited to all information, software,
text, displays, images, video and audio, ordering and account systems and the
design, selection and arrangement thereof), are owned by the Company, its
licensors or other providers of such material and are protected by United
States and international copyright, trademark, patent, trade secret and other
intellectual property or proprietary rights laws.
These Terms of Use permit you to use the Website
for your personal, non-commercial use only. You must not reproduce, distribute,
modify, create derivative works of, publicly display, publicly perform,
republish, download, store or transmit any of the material on our Website,
except as follows:
·
Your
computer may temporarily store copies of such materials in RAM incidental to
your accessing and viewing those materials.
·
You
may store files that are automatically cached by your Web browser for display
enhancement purposes.
·
If
we provide desktop, mobile or other applications for download, you may download
a single copy to your computer or mobile device solely for your own personal,
non-commercial use, provided you agree to be bound by our end user license
agreement for such applications.
You must not:
·
Modify
copies of any materials from this site.
·
Use
any illustrations, photographs, video or audio sequences or any graphics
separately from the accompanying text.
·
Delete
or alter any copyright, trademark or other proprietary rights notices from
copies of materials from this site.
You must not access or use for any commercial
purposes any part of the Website or any services or materials available through
the Website.
If you print, copy, modify, download or
otherwise use or provide any other person with access to any part of the
Website in breach of the Terms of Use, your right to use the Website will cease
immediately and you must, at our option, return or destroy any copies of the
materials you have made. No right, title or interest in or to the Website or
any content on the Website is transferred to you, and all rights not expressly
granted are reserved by the Company. Any use of the Website not expressly
permitted by these Terms of Use is a breach of these Terms of Use and may
violate copyright, trademark and other laws.
Trademarks
The Company name and logo, and all related
names, logos, product and service names, designs and slogans are trademarks of
the Company or its affiliates or licensors. You must not use such marks without
the prior written permission of the Company. All other names, logos, product and
service names, designs and slogans on this Website are the trademarks of their
respective owners.
Prohibited
Uses
You may use the Website only for lawful purposes
and in accordance with these Terms of Use. You agree not to use the Website:
·
In
any way that violates any applicable federal, state, local or international law
or regulation (including, without limitation, any laws regarding the export of
data or software to and from the US or other countries).
·
For
the purpose of exploiting, harming or attempting to exploit or harm minors in
any way by exposing them to inappropriate content, asking for personally
identifiable information or otherwise.
·
To
transmit, or procure the sending of, any advertising or promotional material,
including any "junk mail," "chain letter," "spam,"
or any other similar solicitation.
·
To
impersonate or attempt to impersonate the Company, a Company employee, another
user or any other person or entity (including, without limitation, by using
e-mail addresses associated with any of the foregoing).
·
To
engage in any other conduct that restricts or inhibits anyone's use or
enjoyment of the Website, or which, as determined by us, may harm the Company
or users of the Website, or expose them to liability.
Additionally, you agree not to:
·
Use
the Website in any manner that could disable, overburden, damage, or impair the
site or interfere with any other party's use of the Website, including their
ability to engage in real time activities through the Website.
·
Use
any robot, spider or other automatic device, process or means to access the
Website for any purpose, including monitoring or copying any of the material on
the Website.
·
Use
any manual process to monitor or copy any of the material on the Website, or
for any other purpose not expressly authorized in these Terms of Use, without
our prior written consent.
·
Use
any device, software or routine that interferes with the proper working of the
Website.
·
Introduce
any viruses, trojan horses, worms, logic bombs or other material which is
malicious or technologically harmful.
·
Attempt
to gain unauthorized access to, interfere with, damage or disrupt any parts of
the Website, the server on which the Website is stored, or any server, computer
or database connected to the Website.
·
Attack
the Website via a denial-of-service attack or a distributed denial-of-service
attack.
·
Otherwise
attempt to interfere with the proper working of the Website.
Reliance
on Information Posted
The information presented on or through the
Website is made available solely for general information purposes. We do not
warrant the accuracy, completeness or usefulness of this information. Any
reliance you place on such information is strictly at your own risk. We
disclaim all liability and responsibility arising from any reliance placed on
such materials by you or any other visitor to the Website, or by anyone who may
be informed of any of its contents.
This Website may include content provided by
third parties, including materials provided by other users, bloggers and
third-party licensors, syndicators, aggregators and/or reporting services. All
statements and/or opinions expressed in these materials, and all articles and
responses to questions and other content, other than the content provided by
the Company, are solely the opinions and the responsibility of the person or
entity providing those materials. These materials do not necessarily reflect the
opinion of the Company. We are not responsible, or liable to you or any third
party, for the content or accuracy of any materials provided by any third
parties.
Changes
to the Website
We may update the content on this Website from
time to time, but its content is not necessarily complete or up-to-date. Any of
the material on the Website may be out of date at any given time, and we are
under no obligation to update such material.
Information
About You and Your Visits to the Website
All information we
collect on this Website is subject to our Privacy Policy. By using the Website, you consent to
all actions taken by us with respect to your information in compliance with the
Privacy Policy.
Online
Purchases and Other Terms and Conditions
All purchases through
our site or other transactions for the sale of goods or services formed through
the Website, or as a result of visits made by you are governed by our Terms and Conditions of Sale, which are hereby
incorporated into these Terms of Use.
Additional terms and conditions may also apply
to specific portions, services or features of the Website. All such additional
terms and conditions are hereby incorporated by this reference into these Terms
of Use.
Linking
to the Website and Social Media Features
You may link to our homepage, provided you do so
in a way that is fair and legal and does not damage our reputation or take
advantage of it, but you must not establish a link in such a way as to suggest
any form of association, approval or endorsement on our part
This Website may provide certain social media
features that enable you to:
·
Link
from your own or certain third-party websites to certain content on this
Website.
·
Send
e-mails or other communications with certain content, or links to certain
content, on this Website.
·
Cause
limited portions of content on this Website to be displayed or appear to be
displayed on your own or certain third-party websites.
You may use these features solely as they are
provided by us and solely with respect to the content they are displayed with.
Subject to the foregoing, you must not:
·
Establish
a link from any website that is not owned by you.
·
Cause
the Website or portions of it to be displayed, or appear to be displayed by,
for example, framing, deep linking or in-line linking, on any other site.
·
Link
to any part of the Website other than the homepage.
·
Otherwise
take any action with respect to the materials on this Website that is
inconsistent with any other provision of these Terms of Use.
You agree to cooperate with us in causing any
unauthorized framing or linking immediately to cease. We reserve the right to
withdraw linking permission without notice.
We may disable all or any social media features
and any links at any time without notice in our discretion.
Links
from the Website
If the Website contains links to other sites and
resources provided by third parties, these links are provided for your
convenience only. This includes links contained in advertisements, including
banner advertisements and sponsored links. We have no control over the contents
of those sites or resources, and accept no responsibility for them or for any
loss or damage that may arise from your use of them. If you decide to access
any of the third party websites linked to this Website, you do so entirely at
your own risk and subject to the terms and conditions of use for such websites.
Geographic
Restrictions
The owner of the Website is based in the United
States. We provide this Website for use only by persons located in the United
States. We make no claims that the Website or any of its content is accessible
or appropriate outside of the United States. Access to the Website may not be
legal by certain persons or in certain countries. If you access the Website
from outside the United States, you do so on your own initiative and are
responsible for compliance with local laws.
Disclaimer
of Warranties
You understand that we cannot and do not
guarantee or warrant that files available for downloading from the internet or
the Website will be free of viruses or other destructive code. You are
responsible for implementing sufficient procedures and checkpoints to satisfy
your particular requirements for anti-virus protection and accuracy of data
input and output, and for maintaining a means external to our site for any
reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE
CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER
TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT,
COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE
WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR
DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY
SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE
WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE
PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT
ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR
ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION
WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR
AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE
COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE
WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL
BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE
CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF
VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR
ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF
ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT
LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR
PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES
WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation
on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO
EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS,
EMPLOYEES, OR AGENTS, BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL
THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE
WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER
WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER
WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR
PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND
SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF
BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA,
AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR
OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY
WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify and hold harmless
the Company, its affiliates, licensors and service providers, and its and their
respective officers, directors, employees, contractors, agents, licensors,
suppliers, successors and assigns from and against any claims, liabilities,
damages, judgments, awards, losses, costs, expenses or fees (including
reasonable attorneys' fees) arising out of or relating to your violation of
these Terms of Use or your use of the Website, including, but not limited to,
your User Contributions, any use of the Website's content, services and
products other than as expressly authorized in these Terms of Use, or your use
of any information obtained from the Website.
Governing Law and
Jurisdiction
All matters relating to the Website and these
Terms of Use, and any dispute or claim arising therefrom or related thereto (in
each case, including non-contractual disputes or claims), shall be governed by
and construed in accordance with the internal laws of the State of Utah without
giving effect to any choice or conflict of law provision or rule (whether of
the State of Utah or any other jurisdiction).
Any legal suit, action or proceeding arising out
of, or related to, these Terms of Use or the Website shall be instituted
exclusively in the federal courts of the United States or the courts of the State
of Utah, in each case located in the City of Salt Lake City and County of Salt
Lake, although we retain the right to bring any suit, action or proceeding
against you for breach of these Terms of Use in your country of residence or
any other relevant country. You waive any and all objections to the exercise of
jurisdiction over you by such courts and to venue in such courts.
Waiver
and Severability
No waiver by the Company of any term or
condition set forth in these Terms of Use shall be deemed a further or
continuing waiver of such term or condition or a waiver of any other term or
condition, and any failure of the Company to assert a right or provision under
these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held
by a court or other tribunal of competent jurisdiction to be invalid, illegal
or unenforceable for any reason, such provision shall be eliminated or limited
to the minimum extent such that the remaining provisions of the Terms of Use
will continue in full force and effect.
Entire
Agreement
The Terms of Use, our Privacy Policy, and Terms and Conditions of Sale constitute the sole and
entire agreement between you and Vertical Solutions, LLC with respect to the
Website and supersede all prior and contemporaneous understandings, agreements,
representations and warranties, both written and oral, with respect to the
Website.
Your
Comments and Concerns
This website is operated by Vertical Solutions,
LLC.
All other feedback, comments, requests for
technical support and other communications relating to the Website should be directed
to: sales@proxyclimbing.com.