Terms of Service
Welcome to Merecal.com! This
User Agreement (the "Agreement") describes the terms on which
Merecal, LLC., ("Merecal") offers you an account on the Web
site located at www.merecal.com (the "Site"). BY REGISTERING
FOR AN ACCOUNT, YOU INDICATE YOUR ACCEPTANCE OF THIS AGREEMENT AND ITS
TERMS AND ANY MODIFICATIONS THAT MAY BE MADE TO THE AGREEMENT OR ITS
TERMS FROM TIME TO TIME. All uses of your account are governed by this
Agreement. Merecal shall not be liable to you for any breach of the
terms of this Agreement. If you have any questions about your obligations
under this Agreement, email info@merecal.com.
1. Modifications to Terms of Agreement.
Merecal reserves the right
to revise, amend or modify the terms of this Agreement (the "Terms")
at any time and in any manner at its sole discretion. Notice of any
revision, amendment or modification of the Terms will be posted in this
section of the Site, and any such revisions, amendment, or modifications
will be effective upon the posting of such notice. Continued use of
the Site by you constitutes your binding acceptance of such revisions,
amendments, and modifications. If you do not agree to these Terms, please
do not use the Site. Please check this section of the Site before using
the Site to determine whether a change has been made to these Terms.
If you do not agree to any changes in the Terms as they may occur, please
arrange to terminate your registration with the Site immediately (i)
by notifying Merecal of your unwillingness to accept the changes to
the Terms by emailing info@Merecal.com; and (ii) by discontinuing your
use of the Site. Your continued use of the Site will signify your acceptance
of any change in the Terms set forth herein. From time to time Merecal
may supplement these Terms with additional terms ("Additional Terms").
You understand and agree that such Additional Terms are hereby incorporated
by reference into these Terms.
2. Submission of Content.
a. You acknowledge that Merecal
does not pre-screen or filter user comments but that Merecal and its
designees shall have the right (but not the obligation) in their sole
discretion to refuse or remove any Content that is available via the
Site. Without limiting the foregoing, Merecal and its designees shall
have the right to remove any content that violates this Agreement or
is otherwise objectionable. You agree that you must evaluate, and bear
all risks associated with, the use of any Content, including any reliance
on the accuracy, completeness, or usefulness of such Content. In this
regard, you acknowledge that you may not rely on any Content submitted
to the Site.
To report alleged violations
of the Site Usage Guidelines as set forth in this Section 2e, please
email info@merecal.com.
You acknowledge and agree that
Merecal may preserve Content and may also disclose Content if required
to do so by law or if Merecal believes in good faith that such preservation
or disclosure is reasonably necessary to: (a) comply with legal process;
(b) enforce this Agreement; (c) respond to claims that any Content violates
the rights of third-parties; or (d) protect the rights, property, or
personal safety of Merecal, its users or the public.
b. OTHER FILTERING. Parental
control protections (such as computer hardware, software and filtering
services) are commercially available that may assist you in limiting
access to material that is harmful to minors. If you are interested
in learning about these protections, information may be obtained from
http://www.worldvillage.com/
3. Your Registration Obligations
In consideration of your use
of this Site, you agree to: (a) provide true, accurate, current and
complete information about yourself as prompted by the Site's registration
form (such information being the "Registration Data") and
(b) maintain and promptly update the Registration Data to keep it true,
accurate, current and complete. If you provide any information that
is untrue, inaccurate, not current or incomplete, or Merecal has reasonable
grounds to suspect that such information is untrue, inaccurate, not
current or incomplete, Merecal has the right to suspend or terminate
your account and refuse to offer you any and all current or future use
of the Site (or any portion thereof).
4. Privacy
Because your privacy is very
important to Merecal, the Site offers you a number of choices to facilitate
decisions about how you would like Merecal to use your personal information.
By accepting this Agreement, you expressly consent to Merecal's disclosure
and use of your personal information (including using email to communicate
with you) as described in The Site's then-current Privacy Statement,
which is incorporated herein by reference.
5. Indemnity
You agree to indemnify and
hold Merecal, and its subsidiaries, affiliates, officers, agents, co-branders
or other partners, and employees, harmless from any claim or demand,
including reasonable attorneys' fees, made by any third party due to
or arising out of Content you submit, post to or transmit through the
Site, your use of the Site, your connection to the Site, your violation
of this Agreement, or your violation of any rights of another.
6. No Resale of Site
You agree not to reproduce,
duplicate, copy, sell, resell or exploit for any commercial purposes,
any portion of the Site, use of the Site, or access to the Site.
7. Termination
You agree that Merecal, in
its sole discretion, may terminate your password, account (or any part
thereof) or use of the Site, and remove and discard any Content within
the Site, for any reason, including, without limitation, for lack of
use or if Merecal believes that you have violated or acted inconsistently
with the letter or spirit of this Agreement. Merecal may also in its
sole discretion and at any time discontinue providing the Site, or any
part thereof, with or without notice. You agree that any termination
of your access to the Site may be effected without prior notice, and
you acknowledge and agree that Merecal may immediately deactivate or
delete your account and all related information and Content in your
account and/or bar any further access to such information or to the
Site. Further, you agree that Merecal shall not be liable to you or
any third-party for any termination of your access to the Site.
8. Dealings with Advertisers or Partners
Your correspondence or business
dealings with, or participation in promotions of, advertisers or partners
found on or through the Site, including payment and delivery of related
goods or services, and any other terms, conditions, warranties or representations
associated with such dealings, are solely between you and such advertiser
or partner. You agree that Merecal shall not be responsible or liable
for any loss or damage of any sort incurred as the result of any such
dealings or as the result of the presence of such advertisers or partners
on the Site.
9. Links
Merecal may provide, or third
parties may provide, links to other web sites or resources that are
beyond Merecal's control. Merecal makes no representations as to the
quality, suitability, functionality or legality of any sites to which
links may be provided, and you hereby waive any claim you might have
against Merecal, with respect to such sites. Merecal is not responsible
for the content on the internet or web pages that are contained outside
the site.
10. No Warranty
The site and Merecal's Services
are provided "as is," and Merecal and its suppliers and co-brand
partners expressly disclaim all warranties or conditions of any kind
(express, implied or statutory), including without limitation the implied
warranties of title, non-infringement, merchantability and fitness for
a particular purpose. Without limiting the foregoing, Merecal does not
promise or warrant to you that any aspect of the Site will work properly
or will be available continuously. Some states do not allow the disclaimer
of implied warranties, so the foregoing disclaimer may not apply to
you. This warranty gives you specific legal rights and you may also
have other legal rights, which vary from state to state.
11. Liability Limits
In no event shall Merecal or
its suppliers or co-brand partners be liable for any lost profits or
special, incidental or consequential damages (however arising, including
negligence) arising out of or in connection with the site, its services
or this agreement. Some states do not allow the foregoing limitations
of liability, so they may not apply to you.
12. Access Limits
Without Merecal's express written
consent, you may not (a) use any automated means to access the Site
or collect any information from the Site (including without limitation
robots, spiders or scripts), or (b) frame the Site, place pop-up windows
over its pages, or otherwise affect the display of its pages. This means,
among other activities, that you agree not to engage in the practices
of "screen scraping," "database scraping," or any
other activity with the purpose of obtaining lists of users or other
information. You agree that you will not use the Site in any manner
which could damage, disable, overburden, or impair the Site or interfere
with any other party's use and enjoyment of the Site.
13. Governing Law and Arbitration
This Agreement is governed
in all respects by the laws of the State of Oregon as such laws are
applied to agreements entered into and to be performed entirely within
Oregon between Oregon residents. Any controversy or claim arising out
of or relating to this Agreement or the Site shall be settled by binding
arbitration in accordance with the commercial arbitration rules of the
American Arbitration Association. Any such controversy or claim shall
be arbitrated on an individual basis, and shall not be consolidated
in any arbitration with any claim or controversy of any other party.
The arbitration shall be conducted in Washington County, Oregon, and
judgment on the arbitration award may be entered into any court having
jurisdiction thereof. The award of the arbitrator shall be final and
binding upon the parties without appeal or review except as permitted
by Oregon law. Notwithstanding the foregoing, either party may seek
any interim or preliminary relief from a court of competent jurisdiction
in Washington County, Oregon as necessary to protect the party's rights
or property pending the completion of arbitration. By using the Site,
you consent and submit to the exclusive jurisdiction and venue of the
state and federal courts located in Washington County, Oregon.
14. Entire Agreement
This Agreement (and any addenda
or statements expressly incorporated into this Agreement that you enter
into) constitute the entire agreement, and supersede the provisions
of any other agreements or understandings (oral or written), between
the parties with respect to the subject matter of such documents. In
the event of any conflict between the terms of this Agreement and an
addendum, the provisions of the addendum shall control.
15. General
You shall comply with all laws
and regulations applicable to your access and use of the Site and your
publication of your Content. If any portion of this Agreement is deemed
unenforceable, that portion shall be enforced to the maximum extent
possible and the remaining portions of the Agreement shall be given
full effect. Merecal's failure to act in a particular circumstance does
not waive the ability to act with respect to that circumstance or similar
circumstances. Merecal shall be excused for any failure to perform to
the extent that its performance is prevented by any reason outside of
its control. No agency, partnership, joint venture, employment or franchise
relationship is intended or created by this Agreement. Merecal may change,
remove, or require registration or payment to continue use of any aspect
of the Site at any time without further notice to you. Merecal's suppliers
and co-brand partners are third-party beneficiaries of this Agreement.
Except as provided in Section 1, this Agreement may be amended only
by a writing physically signed by both Merecal and you.
16. Other Disclosures
The Site is provided by Merecal, LLC. At present, Merecal does not charge you any fees to use its Site or services. However, any expenses (such as hardware, software and Internet access costs) or taxes you incur to access the Site shall be your sole responsibility.