The following Terms of Use (these “Terms”) govern the use of the website with the domain name www.aculocity.com (the “Site”). The Aculocity Privacy Policy is hereby incorporated by reference into these Terms. By using the Site, you, a user or viewer of the Site (“you”), acknowledge that you have read and understand and agree to be bound by and to follow these Terms, the Aculocity Privacy Policy and all applicable laws and regulations governing the Site. Aculocity reserves the right to change these Terms at any time without notice, effective immediately upon posting on the Site. Please check this page of the Site periodically for updates. These Terms are effective January 1, 2010. If you do not agree to these Terms, do not use the Site.

Use of the Site

You may only visit, view and retain a copy of pages of the Site for your own personal use, and you agree not to copy, duplicate, alter, download, publish, modify, create derivative works, publicly display or otherwise distribute any Content (as defined below) on the Site for any purpose other than for personal use. The information, software, text, images, data, illustrations, files, audio and video clips, designs, documents, and other materials and content (collectively, the “Content”) on the Site is the property of Aculocity or other third parties and may be protected by U.S. or other countries’ copyright laws. These Terms give you a non-exclusive, limited and revocable license to visit and use the Site for your own personal use only so long as you comply with all of these Terms. Any violation of these Terms exceeds the scope of that license and is prohibited. Nothing in this license, or in the Site, shall be construed as granting you any other rights or privileges of any kind with respect to the Site or any Content on the Site. By using the Site, you agree that you will (i) restrict your use of the Site and the Content of the Site to personal use; (ii) comply with all of these Terms; and (iii) not violate the rights of Aculocity or any other person or entity.

Commercial Use Is Restricted

The Site may not be used for commercial purposes of any kind, except as expressly permitted by Aculocity in writing. You must obtain Aculocity’s prior written consent to make commercial offers of any kind which involve or relate to the Site, whether by advertising, solicitations, links or any other form of solicitation or communication. Without limiting the foregoing, you may not use the Site to link to other sites for the purpose of selling merchandise of any kind, and you may not link to the Site without Aculocity’s prior written consent. Aculocity will investigate and take appropriate legal action against anyone who violates this provision, including, without limitation, removing the offending communication from the Site and barring such violators from use of the Site. Notwithstanding the foregoing, Aculocity may enter into agreements with certain third parties to allow such third parties to use the Site for commercial purposes. Nothing in this paragraph shall prohibit such authorized third parties’ use of the Site for commercial purposes.

User Contributions to the Site

Aculocity may provide you with opportunities to contribute to the Site, which may include but not be limited to uploading your user profile, participating in chats, blogging, using bulletin boards and providing ratings and reviews. Anything that is contributed to the Site by you or other users of the Site will be referred to in these Terms as “User Contributions”. User Contributions do not necessarily represent the view or opinions of Aculocity. Aculocity may not preview User Contributions before they appear on the Site. Aculocity does not guarantee the accuracy, safety, completeness or usefulness of any User Contribution and does not adopt, endorse or accept responsibility for the accuracy or reliability of any User Contribution or any opinion, recommendation or advice expressed therein. Aculocity hereby disclaims any and all liability in connection with User Contributions.

You may be exposed to User Contributions when using the Site. Aculocity is not liable or responsible for the intellectual property rights of or relating to User Contributions. You agree and acknowledge that such content may be inaccurate, offensive, indecent or objectionable, and you hereby waive any legal or equitable rights or remedies you may have against Aculocity with respect thereto. You may be held liable for any illegal or prohibited User Contributions you provide to the Site, including without limitation infringing, defamatory or offensive materials. You agree to indemnify and hold Aculocity harmless to the fullest extent permitted by law regarding all such matters relating to your use of the Site. If you discover this kind of material on the Site, please notify Aculocity by using the information under the Section entitled “Contact Aculocity” below.

Prohibited User Contributions

You will not submit prohibited User Contributions to the Site, including but not limited to a User Contribution that:

• Is patently offensive, such as a User Contribution that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
• Could be harmful to minors;
• Harasses or advocates harassment of another person;
• Involves the transmission of “junk mail,” “chain letters” or unsolicited mass mailing or “spamming”;
• Promotes information that is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
• Promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices or providing pirated music or links to pirated music files;
• Contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);
• Displays pornographic or sexually explicit material of any kind;
• Provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under 18;
• Provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses;
• Solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
• Engages in commercial activities such as contests, sweepstakes, barter, advertising, and pyramid schemes; or
• Infringes upon Aculocity’s or any third party’s copyright, patent, trademark, trade secret, rights of privacy or publicity or other proprietary or intellectual property rights of any nature.

SUBMISSIONS

Except where expressly provided otherwise by Aculocity, all comments, feedback, information or materials submitted to Aculocity through or in association with this Site (”Submissions”) shall be considered non-confidential and Aculocity’s property. By providing such Submissions to Aculocity, you agree to assign to Aculocity, at no charge, all worldwide rights, title and interest in copyrights and other intellectual property rights to the Submissions. Aculocity shall be free to use and/or disseminate such Submissions on an unrestricted basis for any purpose. You acknowledge that you are responsible for the Submissions that you provide, and that you, not Aculocity, have full responsibility for the Submissions, including their legality, reliability, appropriateness, originality and copyright. You acknowledge that Aculocity neither endorses nor is affiliated with any linked site and is not responsible for any information that appears on the linked site.

Access and Interference

You agree that you will not use any robot, spider or other automatic device, process or means to (i) access the Site or (ii) circumvent, avoid or defeat any security measures or systems used on the Site. You will not use any manual process to monitor or copy the Content on the Site for any unauthorized purpose. You will not use any device, software or routine that interferes with the proper functioning of the Site, nor will you attempt to interfere with the proper functioning of the Site. You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site.

Unauthorized Use of the Site; Violation of these Terms or Law; Equitable Relief

Any illegal or unauthorized use of the Site shall constitute a violation of these Terms. Unauthorized uses include but are not limited to using the Site to facilitate illegal sales, unauthorized framing of or linking to the Site or unauthorized use of any robot, spider or other automated process on the Site (each, an “Unauthorized Use”). Violations of these Terms may be investigated and appropriate legal action may be taken, including without limitation civil action, criminal prosecution and injunctive action. You understand and agree that in Aculocity’s sole discretion, and without prior notice, Aculocity may terminate and block your access to the Site or to Aculocity’s other services, or exercise any other remedy available, if Aculocity believes that your conduct or the conduct of any person with whom Aculocity believes you act in concert violates or is inconsistent with these Terms or the law, or violates the rights of Aculocity, a client of Aculocity or another user of the Site.

You agree that monetary damages may not provide a sufficient remedy to Aculocity for violations of these Terms and you consent to injunctive or other equitable relief for such violations without the necessity of proving that monetary damages are inadequate or cannot be measured and without posting any bond or other security.

Aculocity reserves the right, in its sole discretion, to modify, suspend or discontinue any part of the Site at any time, with or without notice to you. Aculocity also reserve the right, in its sole discretion, to impose limits on certain features and services and to restrict access to any part or all of the Site without notice to you. Aculocity shall not be liable to you or any third party for any claim or cause of action arising out of its exercise of the foregoing rights. Aculocity is not required to provide any refund to you if it exercises any of its rights or remedies, including those described above, because you have violated these Terms or any of Aculocity’s rights. Privacy

These Terms are subject to the Aculocity Privacy Policy, which is hereby incorporated by reference. Aculocity will not be responsible or otherwise liable for any use or disclosure of your contact information or financial information by a third party to whom Aculocity is allowed to disclose such information under the Privacy Policy.

Copyright Policy

The Content on the Site is the property of Aculocity and may be protected by copyright and other restrictions. Copyrights and other proprietary rights in the Content on the Site may also be owned by parties other than Aculocity. You may not copy, modify, distribute or otherwise use any of the Content on the Site, except for your personal and non-commercial use. You may not use or frame any Aculocity name, trademark or logo, images posted on the Site, the Content of any text, the design of any page, any form contained on a page or other proprietary materials without Aculocity’s prior written consent. Aculocity may withdraw any Content from the Site at any time in its sole discretion. Aculocity will terminate the privileges of any user who uses the Site to unlawfully transmit copyrighted material without a license, express consent, valid defense or fair use exemption to do so.

Trademarks

The names, titles, trademarks, service marks and logos (collectively, the “Trademarks”) displayed on the Site may be registered or unregistered common law trademarks of Aculocity or third parties. Nothing contained in the Site grants any license or right to use any Trademark without the prior written consent of Aculocity or the appropriate third party that owns the Trademark. Any unauthorized use of the Trademarks or any other images or content on the Site is prohibited.

Release and Waiver

By using the Site, you fully waive and release Aculocity and Aculocity’s members, managers, partners, affiliates, officers, subsidiaries, employees, agents, representatives, suppliers, licensees, and distributors from any and all claims, demands, losses and damages of every kind and nature, whether known or unknown, arising out of or in any way connected with the Site, your use of the Site, other users’ use of the Site and any dispute you have or claim to have against Aculocity and its affiliates or one or more users of the Site.

You acknowledge that you may have or may in the future have claims against Aculocity which you do not know or suspect to exist in your favor when you agreed to these Terms and which if known, might materially affect your consent to these Terms. You expressly waive all rights you may have under Section 1542 of the California Civil Code, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in its favor at the time of executing the release, which if known by it must have materially affected its settlement with the debtor.”

Warranty Disclaimers

ALL TEXT, IMAGES AND OTHER CONTENT ON THE SITE ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, NON-INFRINGEMENT AND THAT THE SITE WILL PROVIDE SPECIFIC RESULTS. Aculocity does not warrant that the Site will be uninterrupted or free of errors or that any errors or that any errors or defects will be corrected. Aculocity does not warrant that use of any of the Content on the Site will not infringe the rights of third parties.

General Disclaimers

ACULOCITY ASSUMES NO RESPONSIBILITY AND SHALL NOT BE LIABLE FOR (I) ANY ERRORS OR OMISSIONS IN THE CONTENT ON THE SITE, OR (II) DAMAGE TO OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR USE OF THE SITE OR YOUR COPYING OR DOWNLOADING OF ANY TEXT, IMAGES OR OTHER CONTENT FROM THE SITE.

ACULOCITY DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTY USERS, RETAILERS AND/OR ADVERTISERS ON THE SITE, IN CONNECTION WITH ACULOCITY’S SERVICES OR OTHERWISE RELATED TO YOUR USE OF THE SITE AND ACULOCITY’S SERVICES. ACULOCITY IS NOT RESPONSIBLE FOR THE PRODUCTS, SERVICES, ACTIONS OR FAILURE TO ACT OF ANY RETAILER OR THIRD PARTY IN CONNECTION WITH ACULOCITY’S SERVICES.

Limitation of Liability

In no event shall Aculocity, its affiliates, members, managers, officers, employees, agents and representatives be liable for any indirect, consequential, special, punitive or incidental losses or damages, including without limitation loss of business or lost profits, business interruption or loss of business information, incurred by you or any third party, regardless of the form of action, whether in contract, tort or otherwise, and regardless of whether the cause of action arises from use of the Site, Aculocity’s services or any component thereof, or any action or failure to act by Aculocity, even if Aculocity has been advised of the possibility of such damages or loss. Notwithstanding the foregoing, in no event shall Aculocity’s liability hereunder exceed the amounts paid by you to Aculocity for its services offered through the Site.

Severance and Waiver

In the event any provision of these Terms is held by a court to be invalid, unlawful or unenforceable, the validity, legality and enforceability of the remaining provisions contained in these Terms will not in any way be affected or impaired. Aculocity’s failure to exercise or enforce any right or provision under these Terms will not constitute a waiver of such right or provision by Aculocity, and no single or partial exercise by Aculocity of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy.

Governing Law, Venue and Jurisdiction

These Terms are governed by the laws of the State of Illinois, without regard to its conflicts of laws principals. Any case, controversy, suit, action, or proceeding arising out of, in connection with or related to these Terms shall be brought in a federal or state court located in Cook County, Illinois, and you hereby waive any objection to the exclusive jurisdiction of such courts. You hereby consent and submit to the jurisdiction of any local, state, or federal court located within said county and state. You hereby waive any right or basis you may otherwise have to transfer or change or object to the venue of any litigation arising out of, in connection with or related to these Terms in accordance with this paragraph.

Entire Agreement

You agree that these Terms and the Privacy Policy constitute the entire agreement between you and Aculocity with respect to your use of the Site. You agree that these Terms supersede any other agreements between you and Aculocity with respect to your use of the Site.

Indemnity

You agree to indemnify and hold Aculocity and its affiliates, and each of Aculocity’s and its affiliates’ respective managers, members, officers, agents, employees, contractors and principals, harmless from any loss, liability, claim or demand, including reasonable attorneys’ fees and costs, made by any third party due to or arising out of your use of the Site.

Contact Aculocity

If you have any questions or comments about these terms, please contact us via the Contact Us page.