1. Designations. For purposes of these Terms of Service (1) “Content” means all data and materials, in any media, that is stored, transmitted, posted, published, hyper-linked, download or uploaded on the Website by or through the User; (2) “User” means the Website account holder and all persons and entities other than Vertical Technologies who utilize such Website account; and (3) all references to “Kometsales.com” and “Vertical Technologies” shall include the respective managers, directors, officers, owners, employees, affiliates, licensors, suppliers, vendors, and successors of each.
2. Website Account. Any account holder who holds an account on the Website agrees to be the owner of that account and to be solely responsible for all Content transmitted to or from or otherwise made available on such account. Kometsales.com and Vertical Technologies will not disclose any of the account holder’s Content unless required to do so by court or governmental order. However, the account holder shall be solely responsible for maintaining the security of their account and any data contained thereon. The account holder also shall be fully responsible for all activities that occur under the account and with respect to the Content thereon. The account holder agrees to immediately notify Vertical Technologies of any unauthorized or infringing uses discovered on the Website account or the Website or of any breaches of Website account security.
3. Use of Website Account. The Website account holder agrees to be fully responsible for the Content of their Website account and any harm resulting from that Content, regardless of whether the Content in question constitutes text, graphics, an audio/visual file or computer software. By making Content available on the Website and Website account, the account holder represents and warrants that: (1) the downloading, copying and use of the content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, moral rights, or work product rights of any third party; (2) the account holder has fully complied with any third-party licenses relating to the Content, and has done all things necessary to successfully pass through to end users any required terms; (3) the Content does not contain or will not cause to install any viruses, worms, malware, Trojan horses or other harmful or destructive content; (4) the Content is not spam, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing); and (5) the Content is not obscene or libelous and does not violate the privacy or publicity rights of any third party.
4. No Liability as to Content. Kometsales.com and Vertical Technologies have not reviewed and cannot review all of the material, including computer software, posted to the Website and shall not be held responsible for that material or its content, use or effects. Kometsales.com and Vertical Technologies do not represent or imply that they endorse any material posted or that they believe such material to be accurate, useful or non-harmful. The account holder and each User agrees to be solely responsible for taking precautions as necessary to protect themselves and their computer hardware and software and other electronic devices from viruses, worms, Trojan horses, and other harmful or destructive content.
5. Payment for Services. Except for the free 15-day trial period where the same is provided with respect to KometSales.com new customer accounts, all Website accounts are available for use and can be accessed if and only if all payments owed to Vertical Technologies are current. Vertical Technologies reserves the right to request payments in advance prior to authorizing use of the Website or Website accounts. Unless otherwise agreed in writing by Vertical Technologies, billing will be on a monthly basis and charged to the credit card furnished for that purpose. The actual amount billed will be based on the Komet Sales plan originally selected by the Website account holder.
6. Termination of Account. The Website account holder may terminate their Komet Sales account at any time, provided however, that notice of such termination shall be made in advance writing to Vertical Technologies and all notices of termination are effective only at the end of the monthly billing cycle during which termination is given. No refunds will be made for sums previously paid, regardless of the timing of the termination. The Website account holder is solely responsible to download, copy or otherwise preserve their information stored on the Website before terminating their Komet Sales account.
7. Trademarks. Komet Sales, Vertical Technologies, kometsales.com, the Kometsales.com logo, and all other trademarks, service marks, graphics and logos used in connection with Kometsales.com, or the Website are trademarks or registered trademarks of Vertical Technologies or its licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. The Website account holder acknowledges that their use of the Website grants them no right or license to reproduce or otherwise use any Vertical Technologies or third-party trademarks.
9. Copyright Infringement. If the Website account holder reasonably believes that their copyright is being infringed on the Website, then the account holder shall notify Vertical Technologies in writing describing in detail any such infringement. The account holder authorizes Vertical Technologies to take such action as Vertical Technologies in its sole discretion deems necessary or appropriate to review and resolve the infringement, including disabling all links to the infringing material. In the case of any User who infringes or repeatedly infringes the copyrights or other intellectual property rights of Vertical Technologies or others, Vertical Technologies in its discretion may restrict, terminate or deny access to that User the use of the Website or any Website account. In the case of such termination, Vertical Technologies will have no obligation to provide a refund of any amounts previously paid to Vertical Technologies by such User.
10. Content Posted on Other Websites. Vertical Technologies has not reviewed and cannot review all of the material, including computer software, made available through the websites and webpages linking to or from Kometsales.com. Vertical Technologies does not have any control over other websites and webpages and shall not responsible for the contents of the same of their use. By linking to another website or webpage, Vertical Technologies does not represent or imply that it endorses such website or webpage. Each User agrees to hold harmless Vertical Technologies from any other website and webpage content and further agrees to be responsible for taking precautions as necessary to protect themselves and their computer hardware and software and other electronic devices from viruses, worms, Trojan horses, and other harmful or destructive content.
11. Limitation of Warranties. Except as otherwise expressly stated, all content posted to or available from the Website is provided “AS IS” and Kometsales.com and Vertical Technologies make no representations or warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, title or non-infringement of proprietary rights.
12. Hold Harmless. The User agrees to defend, indemnify and hold harmless Kometsales.com and Vertical Technologies from and against any and all claims, demands and expenses, including reasonable attorneys’ fees, arising out of the use of the Website by or through the User, including but not limited to any violation by the these Terms of Service.
13. Force Majeure. The User acknowledges and agrees that Kometsales.com and Vertical Technologies shall not be held responsible for any service interruptions, outages, service delays, Website slowdowns, technical issues and glitches or services generally provided with respect to the Website and the Website account for any events beyond their control, including without limitation acts of nature or government, labor strikes and embargoes, supply shortages, etc.
14. Limitation of Liability. Except as otherwise expressly stated, in no event shall Kometsales.com and Vertical Technologies be liable to the User or to any other party for any direct, indirect, special, consequential or exemplary damages, regardless of the basis or nature of the claim, resulting from any use of the Website or the contents thereof or of any hyperlinked website including without limitation any lost profits, business interruption, loss of data or otherwise. In no event shall the aggregate liability for any and all of the User’s claims against the foregoing exceed the amounts actually paid by the User to Vertical Technologies for the last month of service from the date the claim is made. The User specifically agrees that the limitation of damages in this paragraph represents a reasonable allocation of risk between the User and Kometsales.com and Vertical Technologies.
15. Changes and Modifications. The Website, including without limitation all content and features contained thereon or used in connection therewith and these Terms of Service may be changed at the sole discretion of Vertical Technologies and upon notice to the Website account holder, which notice may be posted on the Website or otherwise published and delivered by mail, hand-delivery, e-mail or other written or electronic means. The continued use of the Website account shall constitute automatic acceptance of the changes and modifications and the User agrees to be bound by any such updates or changes.
16. Disputes. Any dispute arising between the parties to these Terms of Service or in connection to the Website shall be governed by the laws of the State of Florida, and the parties irrevocably agree to resolve all disputes in Miami-Dade County, Florida.
17. Waivers. All waivers by Kometsales.com or Vertical Technologies shall not be binding, unless made in writing and shall be narrowly construed as to not to imply future waivers.