Terms of Service
Terms of Service
If you do not agree to these terms, do not access the Service in any way.
Fox reserves the right to make unilateral modifications to these terms at any time by updating the“Terms of Service” page. Any new features that augment, refine or enhance the current Service, including the release of new tools and resources, shall be subject to this Agreement. This Agreement applies to all visitors, users, and others who access the Service, whether on behalf of a company or on their own individual behalf (“Users”).
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
1. Use of Our Service
1.1. Agreement Prior to Use. This is a contract between you and Fox. You must read and agree to these terms before using the Service. If you do not agree, you may not use the Service. You may use the Service only if you can form a binding contract with Fox, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations.
1.2. Authorized Representative. If you open a StaffFox account on behalf of a company, organization, or other entity, then (a) “you” includes you and that entity, and (b) you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to this Agreement and any addendums, and that you agree to this Agreement and any addendums on the entity’s behalf.
1.3. Staff Agreement. You acknowledge and agree that if you are opening a StaffFox account or otherwise using the Service as or on behalf of an employer company, organization or other entity, your Staff (including but not limited to employees, contractors and volunteers) who open employee accounts must and do separately agree to be bound by this Agreement.
1.4. Not a Competitor. By using the Service you represent and warrant under penalty of perjury that you: a) do not work for or consult with, in any capacity paid or unpaid, a competitor of Fox, and b) that you will not provide any information or insight gained from your use of or access to the Service to a competitor of Fox.
1.5. Non-exclusive, Revocable, License. Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Service solely as permitted by the features of the Service, which may vary by User. We may terminate this license or your access to the Service at any time for any reason or no reason.
1.6. Age Restrictions. Any use or access to the Service by anyone under 13 is strictly prohibited and in violation of this Agreement. Any use of or access to the Service by anyone under 18 is only permitted with the express written permission of such individual’s legal guardian, and you represent and warrant that you have received such permission. The Service is not designed for use by anyone under the age of 18, and you accept all responsibility that may arise from your use of the Service in connection with any minors.
1.7. Geographic Restrictions. The Service is designed for use by employers, their staff (employees and/or volunteers) and individuals in the United States.
1.8 Prohibited Uses. You agree that you will not engage in or facilitate in any way the following prohibited activities:
making the Service available to, or use the Service for the benefit of, anyone other than you or other authorized Users,
selling, reselling, licensing, sublicensing, distributing, renting, leasing or otherwise transferring the Service to any third party, or use the Service to provide time sharing or similar services for any third party,
impersonating another person or otherwise misrepresenting your affiliation with a person or entity,
permitting direct or indirect access to or use of the Service in a way the circumvents any contractual limits on usage or means of authorized access,
copying, distributing, or disclosing any part of the Service or StaffFox Content (defined below) therein in any medium and in any way including without limitation by any automated or non-automated means,
taking any action that interferes with or disrupts the integrity, performance or security of the Service, including without limitation placing an excessive load on our infrastructure,
using the Service to post or communicate to others messages that could be considered spam, commercial solicitation, libelous, infringing, threatening, abusive or offensive,
accessing the Service for the purposes of monitoring availability, performance or functionality, or for any other benchmarking or competitive purposes.
1.9. No Guarantee of Availability. We may, without prior notice, change the Service or stop providing the Service to you or to Users generally. We may, without prior notice, change what features are available, what features are included or not included in different tiers of the Service, and/or create usage limits for the Service.
1.10. Your Access. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement or related addendums, or for any or no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.
1.11. Other Restrictions. We reserve the right to refuse service to anyone for any reason at any time. We may review and approve or reject prospective users of the Service at our sole discretion for any or no reason. The Service is not available to any Users previously rejected by Fox prior to using the service or removed from the Service by Fox
02. User Accounts
2.1. Your Account. You acknowledge that you do not own the account you use to access the Service, nor do you possess any rights of access or rights to data stored by or on behalf of Fox on our servers, including without limitation any data entered into your account.
2.2. Account Types. Your account gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion. We may maintain different types of accounts with different pricing and features for different types of Users.
2.3. Non-exclusive License. Subject to the terms and conditions of this Agreement, you are granted a non-exclusive, non-transferable, limited right to access and use the Services as set forthin an Order Forms(s) or an Addendum. To the extent that the Services may be used to reproduce materials, such use is limited to reproduction of non-copyrighted materials, materials in which you own the copyright, or materials you are authorized or legally permitted to reproduce.
2.4. License by You to Host Your Data. You grant Us and Our Affiliates a worldwide, sublicensable, non-exclusive, transferable license to use, modify, adapt, reproduce, distribute, display and disclose Your Data as necessary for Us to provide the Services and fulfill Our obligations in accordance with the terms of this Agreement.
2.5. Ownership of Historical Data. You acknowledge that at all times, Fox will remain the owner of all de-identified, raw transactional data and any other de-identified data collected, generated or otherwise derived by Fox in the course of providing Services, including Usage Data (“Historical Data”). To the extent it is commercially reasonable to do so, all retained Historical Data will be de-identified in a manner reasonably likely to prevent re-identification.
2.6. No Liability for Data. Notwithstanding and value attributed to such data by you or any third party, you understand and agree that any data and User Content residing on our servers may be deleted, altered, moved or transferred at any time for any reason at our sole discretion, with or without notice and with no liability of any kind. Fox does not provide and expressly disclaims any value, cash or otherwise, attributed to any data residing on our servers.
2.7. Controlling Access. You may never use another User’s account without permission. When creating your account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify Fox immediately of any breach of security or unauthorized use of your account. Fox will not be liable for any losses caused by any unauthorized use of your account.
03. User Content
3.2. Content Restrictions. You agree not to post User Content that: a) may create a risk of harm, injury, illness, distress, disability or death to you or to any other person, b) may create a risk of any other loss or damage to any person or property; c) seeks to harm or exploit children in any way, d) may constitute or contribute to a crime or tort, e) contains any information or content that we deem to be unlawful, harmful, harassing, abusive, threatening, infringing, libelous or otherwise objectionable, f) contains any information or content that you know is not correct and current, or g) violates any company, employer or other applicable policy.
3.3. Content Affirmations. In connection with your User Content, you affirm, represent and warrant the following:
You have the written consent of each and every identifiable natural person in the User Content, if any, to use such person’s name or likeness in the manner contemplated by the Service and this Agreement, and each such person has released you from any liability that may arise in relation to such use.
If applicable, you have the consent and appropriate rights in the User Content to use your employer’s logos, trademarks, trade names or service marks in the manner contemplated by the Service or this Agreement.
You have obtained and are solely responsible for obtaining all consents as may be required by law to post any User Content relating to third parties.
Your User Content and Fox’s use thereof as contemplated by this Agreement and the Service will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights.
To the best of your knowledge, all your User Content and other information that you provide to us is truthful, accurate and current.
3.4. Fox Rights to User Content. By uploading, entering, posting or otherwise making available any User Content on or through the Service, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Fox a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, analyze, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and Fox’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. In addition, Fox may exercise the rights to your User Content granted under this Agreement without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise.
3.5. Content Responsibility. Fox takes no responsibility and assumes no liability for any User Content that you or any other User or third-party posts, sends, or otherwise makes available over the Service. You shall be solely responsible for your User Content and the consequences of posting, publishing it, sharing it, or otherwise making it available on the Service, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that Fox shall not be liable for any damages you allege to incur as a result of or relating to any User Content. In addition to the foregoing, if you are an employer, as between you and Fox you are solely responsible for any and all User Content you provide and/or cause to be provided to the Service, and the consequences of providing, posting or transmitting such User Content, including responsibility for compliance with breach notification laws.
3.6. Interaction with Other Users. You are solely responsible for your interactions with other Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. We shall have no liability for your interactions with other Users, nor for their interaction with you.
3.7. Content Rejection and/or Removal. Fox has the right (but not the obligation) in its sole discretion to review and/or remove any User Content that is shared via the Service.
04. Proprietary Rights
4.1. Intellectual Property Rights. “Intellectual Property” and ”IP” mean all patent rights, copyright rights, trademark rights, trade dress and service mark rights, moral rights, rights of publicity, goodwill, trade secret rights, images, text, graphics, audio and visual materials, user interfaces, software and other intellectual property as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
4.2. Trade Secrets. “Trade Secrets” include the structure, organization, look and feel, functionality, and code of the Service. Trade Secrets are valuable to Fox and you shall keep such Trade Secrets confidential.
4.3. StaffFox Content. “StaffFox Content” means, excepting for your own User Content, the Service and all materials therein or transferred thereby, IP, Trade Secrets, and User Content belonging to other Users.
4.4. All Rights Reserved. Except as expressly provided otherwise in this Agreement, title, ownership and all rights and interest, including without limitation Intellectual Property Rights and Trade Secrets, in and to the Service and any authorized copies made by you remain with Us.
4.5. No License for StaffFox Content. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license StaffFox Content, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publish, adapt, edit or create derivative works from any StaffFox Content. Use of the StaffFox Content for any purpose not expressly permitted by this Agreement is strictly prohibited.
4.6. Your Submissions. Your suggestions, enhancement requests, recommendations, corrections, or other feedback and/or ideas provided by you, and their contents (“Ideas”), regardless of whether they were solicited or not, will automatically become the property of Fox, without any compensation to you. By submitting any Ideas, you agree that your disclosure is gratuitous and without restriction, and will not place Fox under any fiduciary or other obligation, and that we are free to use, sell, distribute and derive other works from your Ideas and their contents in any way without any additional compensation to you. You further acknowledge that, by receiving and/or accepting your Ideas, Fox does not waive any rights to use similar or related ideas previously known to Fox, or developed by its Staff, or obtained from sources other than you. Fox has no obligation to review your ideas or keep your Ideas confidential and may disclose your Ideas on a non-confidential basis or otherwise to anyone for any reason.
4.7. No Transfer of Rights. Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. If the Service is being acquired on behalf of the United States Government, then the following provision applies. The Service will be deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, reproduction, release, performance, display or disclosure of the Service and any accompanying documentation by the U.S. Government will be governed solely by these Terms of Service and is prohibited except to the extent expressly permitted by these Terms of Service.
5.1. Service-related Notifications. By providing Fox with your email address and/or mobile number, you consent to our using the email address and/or mobile number to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail.
5.2. Other Notifications. We may also use your email address and/or mobile number to send you other messages, such as changes to features of the Service, upcoming events, and special offers. If you do not want to receive such email messages, you may opt out or change your preferences on our website. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers.
06. Application Software and Service
6.1. Platform Support and Connectivity Charges. We may make available software to access the Service via a desktop, table and mobile devices. To use the Service you must have a device that is compatible with the Service. Fox does not warrant that the Service will be compatible with your device. Use of the Service may incur additional charges from your cable, wireless or other service provider. You agree that you are solely responsible for any such charges.
6.2. No Reverse Engineering. You may not modify, disassemble, decompile or reverse engineer the Service in any way, except to the extent that such restriction is expressly prohibited by law,
6.3 No copies. You may not make any copies, in whole or in part, of the Service.
6.4. No Disabling. You may not remove, circumvent, disable, damage or otherwise interfere with security-related features of the Service, features that prevent or restrict use or copying of any content accessible through the Service, features that enforce limitations on the use of the Service. In addition, you may not delete the copyright and other proprietary rights notices on the Service.
6.5. Application Updates. You acknowledge that Fox may from time to time, with or without notice, release upgraded versions of the Service. These updates may automatically upgrade the version of the Service on the device you are using. You consent to such automatic upgrading on your device, and agree that the terms and conditions of this Agreement will apply to all such upgrades.
6.6. Third-party Code. Any third-party code that may be incorporated in the Service is covered by the applicable open source or third-party license End User License Agreement (EULA), if any, authorizing use of such code.
6.7. Export Restrictions. The Service originates in the United States, and is subject to United States export laws and regulations. The Service may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Service may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Service.
07. Pricing and Payments
7.1. Product Tiers. Fox offers the Service in different tiers (“Product Tiers”) and add-on services (“Add-ons”) with each Product Tier and Add-on offering different features, limits and pricing designed for different types of users. Fox reserves the right to add, remove or modify each Product Tier and Add-on with or without notice. There is no guarantee that a Product Tier or Add-on will be available in the future.
7.2. Pricing Changes. Fox may change the monthly and/or annual subscription plans and fees for Product Tiers and Add-ons at any time in its sole discretion. Fox shall provide 30 days’ notice before any change to our pricing or payment terms. Such notice may be provided at any time by posting the changes to the StaffFox website or the Service itself.
7.3. Billing. If you elect to use paid aspects of the Service, you agree to the pricing and payment terms, located at https://stafffox.com/pricing, as we may update them from time to time. Please note that a valid credit card or other payment arrangements are required for paying accounts, but free accounts are not required to provide a credit card number.
7.4. Upgrading and Downgrading. Any upgrade from a free tier or trial to any paying tier will end your free trial. You will be billed for your first month immediately upon upgrading. For any downgrade, the credit card that you provided will be charged the new rate at the start of your next billing cycle. Downgrading may cause the loss of content, User Content, features, or capacity of your account. We do not accept any liability for such loss.
7.5. No Refunds. You may cancel the Service at any time. If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately and you will not be charged again. However, there are no refunds for cancellation. The Service is billed in advance on a monthly or annual basis and is non-refundable. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or for unused pre-paid service. In the event that Fox suspends or terminates your account or this Agreement, you understand and agree that you shall receive no refund or exchange for any StaffFox Content, any unused time on a subscription, any license or subscription fees for any portion of the Service, any content or data associated with your account, or for anything else.
7.6. Payment Information and Taxes. You are solely responsible for ensuring that all information you provide in connection with a purchase or other monetary transaction associated with the Service must be accurate, complete, and current. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible and pay any applicable taxes, levies or duties, if any, relating to any such purchases, transactions or other monetary transaction interactions. You agree to pay all applicable taxes or charges imposed by any government entity in connection with your participation in the Service.
7.7. Payments. Payment shall be in the form you select when you register for the Service, or as subsequently updated as permitted by the Service. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Service at the prices in effect when such charges are incurred. Any third-party fees related to returned or cancelled payments due to a contact or payment information error or omission may be deducted from the newly issued payment.
7.8. Withholding Payments. We reserve the right to withhold payment or charge back to your account any amounts otherwise due to us under this Agreement, or amounts due to any breach of this Agreement by you, pending Fox’s reasonable investigation of such breach. We also reserve the right to withhold payment or charge back to your account any amounts subject to dispute, such as in the case of credit card charge backs, pending successful resolution of the dispute.
7.9. Disputes. If you dispute any payment made hereunder, you must notify us in writing within thirty (30) days of such payment or from when you purport such payment would have been due, whichever is earlier. Failure to so notify Fox shall result in the waiver by you of any claim relating to such disputed payment. Payment shall be calculated solely based on records maintained by Fox. No other measurements or statistics of any kind shall be accepted by Fox or have any effect under this Agreement and you shall have no audit rights hereunder. We may withhold any taxes or other amounts from payments due to you as required by law.
08. Notice to California Residents
The provider of services is Fox Optimization, Inc., 450 Sinclair Street, Reno, NV 89501. We can be reached at +1 (775) 335-0071. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.
09. Cancellation and Termination
9.1. Cancelling your Account. You are solely responsible for properly canceling your account. An email or phone request to cancel your account is not considered cancellation. You can cancel your account at any time by clicking on appropriate link in the My Account section of the Service Once you cancel your account or the Service, you will no longer have any access to your User Content or other account information.
9.2. Retention of User Content after Cancellation. User Content may be retained after cancellation unless and until we receive a deletion request. We may not be able to delete all information that has been shared with other Users. If you are an employer and wish to cancel your company account, we may retain the User Content of employees or other users associated with your company account so that such users may continue to use the Service and maintain access to that User Content.
9.3. Inactive Accounts. Accounts that are inactive for more than thirty (30) days may also be removed at Fox’s sole discretion and without further notice.
9.4. Fox, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other Fox service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your account or your access to your account, and the forfeiture and relinquishment of all content in your account.
10. Trademarks and Site Name Squatting
10.1. No Squatting. You may not engage in site name squatting. We reserve the right to reclaim names or subdomains on behalf of businesses or individuals that hold legal claim or trademark on those names, or otherwise have an interest in such names.
10.2. No misleading. Accounts using business names and/or logos that we determine, in our sole discretion, mislead or could mislead others will be subject to suspension at our discretion.
11. Text Messaging
11.1. Consent to Add Employees. Fox makes it easy for you to add employees to your StaffFox account so that you can manage your schedule and exchange messages with each other. You represent and warrant that each person you add to your StaffFox account has consented to be added to the account and to receive messages from Fox and text messages from you and anyone else associated with your account.
11.2. Legal Compliance. You represent and warrant that all communications you cause to be sent through the Service shall at all times comply with all applicable state, federal laws and international laws and regulations, including, but not limited to, the Telephone Consumer Protection Act, the Telemarketing Sales Rule, the CAN-SPAM Act, and all other laws and regulations concerning privacy, telemarketing, and the sending of SMS text messages.
11.3. Consent to Receive Messages. As part of the Service, Fox sometimes causes administrative and other messages to be sent to users, including both employers and staff. For example, upon adding a new staff member to an employer’s StaffFox account, the new employee will receive a welcome message, instructions on how to register for the Service, a link with more information about the service, and other information such as new user tutorials and support information. Fox may send other messages as well. By signing up for the Service, you agree to receive text messages from us.
11.4. Text Messaging Fees. You may incur additional charges from your wireless provider for messages sent in relation to Fox services. You agree that you are solely responsible for any such charges. Please be aware that texting charges can fluctuate internationally. Text messaging rates can normally be found by asking your service provider.
12.2. EEA Policy. Where you are a company, organization or other similar entity, to the extent that we process any personal data on your behalf and a) that personal data relates to individuals located in the European Economic Area (EEA); or b) you are established in the EEA, you agree that we do so as a data processor only, and the parties agree to comply with the provisions of the Data Processing Addendum.
13. Data Protections
Fox utilizes physical, managerial, and technical safeguards to preserve the integrity and security of your personal information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
14. Third-Party Links and Information
15. Vendors and Contractors
Fox may use vendors, contractors or other third-party service provides to help provide the Service to you, and we may change our use of such vendors and contractors at our sole discretion and without notice to you.
You agree to defend, indemnify and hold harmless Fox and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: a) your use of and access to the Service, including any data or content transmitted or received by you, b) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above, c) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights, d) your violation of any applicable law, rule or regulation, e) User Content or any content that is submitted via your account including without limitation misleading, false, or inaccurate information, f) your gross negligence or willful misconduct, or g) any other party’s access and use of the Service with your unique username, password or other appropriate security code.
17. No Warranty
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FOX OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, FOX, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.
FOX DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY HYPERLINKED WEBSITE OR SERVICE, AND FOX WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
18. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FOX, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL FOX BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FOX ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR THE SERVICE; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL FOX, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO FOX HEREUNDER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF FOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
The Service is controlled and operated from facilities in the United States. Fox makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
19. Governing Law, Arbitration, and Class Action/Jury Trial Waiver
19.1 Governing Law. You agree that: a) the Service shall be deemed solely based in the State of Nevada, and b) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than the State of Nevada. This Agreement shall be governed by the internal substantive laws of the State of Nevada, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Washoe County, Nevada for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that Washoe County, Nevada is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.
19.2. Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM FOX. For any dispute with Fox, you agree to first contact us at email@example.com and attempt to resolve the dispute with us informally and in good faith. In the unlikely event that Fox has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Washoe County, Nevada, unless you and Fox agree otherwise. If you are using the Service for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using the Service for non-commercial purposes: a) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS, b) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses, and c) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Fox from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights.
19.3. Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND FOX ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
20. General Terms
20.1. Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Fox without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
20.3. Entire Agreement and Severability. This Agreement, together with any amendments and any additional agreements or addendums you may enter into with Fox in connection with the Service, shall constitute the entire agreement between you and Fox concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable.
20.4. Waiver of Construction Against the Drafter. This Agreement shall be interpreted in accordance with the plain meaning of its terms and not strictly for or against either of the parties to this Agreement.
20.5. No waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Fox’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
Please contact us at firstname.lastname@example.org with any questions regarding this Agreement.
This Agreement was last modified on July 30, 2019.