These terms and conditions of use (the “Agreement”) are entered into by and between you (“you” or “user”) and EBIKESGUIDE.COM, on behalf of itself and all that it controls. (collectively, “EBIKESGUIDE.COM,” “we,” “us,” or “our”).
This Agreement, together with any documents this Agreement expressly incorporates by reference, governs your access to and use of the website, content, and information provided by EBIKESGUIDE.COM, whether as a guest or a registered user. Please read this Agreement carefully. This is a legal contract between you and EBIKESGUIDE.COM. If you do not agree with these terms, do not use any pages of this website.
2. Changes to this Agreement. Subject to Section 11(i) of this Agreement, we may modify this Agreement or its policies at any time in our sole discretion. All changes are effective immediately when we post them. Your continued access and use of EBIKESGUIDE.COM following the posting of a revised Agreement means that you accept and agree to the changes. You should check this page regularly and review this Agreement so that you are aware of any changes, as they are binding on you.
3. Your Responsibilities. You may not use EBIKESGUIDE.COM to : (a) violate any local, state, national, or international law or regulation; (b) transmit any material that is abusive, harassing, tortious, defamatory, vulgar, pornographic, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable; (c) transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation; (d) transmit any material that contains adware, malware, spyware, software viruses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; (e) stalk, harass, or harm another individual; (f) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; (g) use any "robot," 'spider," "rover," 'scraper" or any other data-mining technology or automatic or manual process to monitor, cache, frame, mask, extract data from, copy or distribute any data from EBIKESGUIDE.COM, our network or databases; or (h) interfere with or disrupt EBIKESGUIDE.COM or servers or our networks, or disobey any requirements, procedures, policies, or regulations of networks connected to EBIKESGUIDE.COM.
4. User Submissions. We do not claim ownership of any information, data, text, software, music, sound, photographs, graphics, video, messages, tags or other materials you submit. (collectively, "User Submissions"). As between you and us, you own all rights to your User Submissions. We do not pre-screen User Submissions, and you agree that you are solely responsible for all of your User Submissions. We are not required to host, display, or distribute any User Submissions, and may remove at any time or refuse any User Submissions in our sole discretion. We are not responsible for any loss, theft or damage of any kind to any User Submissions. You represent and warrant that your User Submissions and our authorized use of such submissions do not and will not infringe the rights of any third party (including, without limitation, intellectual property rights, rights of privacy or publicity, or any other LEGAL or moral rights). You, and not we, are responsible for any consequences of sharing personal information aabout yourself, such as your home address or the home address of others. The rights granted under this section will survive the termination of this Agreement. All content, communication, and materials provided are intended for general information, general discussion, education, and entertainment purposes only. Do not construe that such content is either endorsed or verified by us. THE CONTENT IS PROVIDED "AS IS," AND YOUR USE OR RELIANCE ON SUCH MATERIALS ARE SOLELY AT YOUR OWN RISK.
You agree that your submission of any ideas, suggestions, documents, and proposals to EBIKESGUIDE.COM is at your own risk and that EBIKESGUIDE.COM has no obligations with respect to your submissions. You represent and warrant that you have all rights necessary to submit such information.
5. Trademarks. EBIKESGUIDE.COM's stylized name and other related graphics, logos, service marks and trade names used are the trademarks of EBIKESGUIDE.COM and may not be used without permission in connection with any third-party products or communications. Other trademarks, service marks and trade names that may appear on or in the communications are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the communications.
6. Restrictions on Use of Communications. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit EBIKESGUIDE.COM; (b) you shall not frame or use framing techniques to enclose any trademark, logo or communications (including images, text, page layout or form) of EBIKESGUIDE.COM; (c) you shall not use any metatags or other "hidden text" using EBIKESGUIDE.COM's name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of EBIKESGUIDE.COM and except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to "scrape" or download data from EBIKESGUIDE.COM (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials; (f) you shall not access EBIKESGUIDE.COM to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the EBIKESGUIDE.COM may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in EBIKESGUIDE.COM; (i) you shall not interfere with or attempt to interfere with the proper functioning of EBIKESGUIDE.COM in any way not expressly permitted by this Agreement; and (j) you shall not attempt to harm our communications, including but not limited to, by violating or attempting to violate any related security features, introducing viruses, worms, or similar harmful code, host or network, including by means of overloading, "flooding," "spamming," "mail bombing", or "crashing" EBIKESGUIDE.COM. Any unauthorized use of EBIKESGUIDE.COM terminates this Agreement created herein.
7. Indemnification. You agree to indemnify and hold EBIKESGUIDE.COM, its corporate parents, subsidiaries, and affiliates, and the officers, directors, employees, agents, representatives, partners and licensors of each (collectively, the "EBIKESGUIDE.COM Parties") harmless from any damages, losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of any claims concerning: (a) User Submissions; (b) your misuse of EBIKESGUIDE.COM; (c) your violation of this Agreement; (d) your violation of any rights of another party, including any users; or (e) your violation of any applicable laws, rules or regulations. EBIKESGUIDE.COM reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with EBIKESGUIDE.COM in asserting any available defenses. This provision does not require you to indemnify any of the EBIKESGUIDE.COM Parties for any unconscionable commercial practice by such party or for such party's negligence, fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact. You agree that the provisions in this section will survive any termination of this Agreement or your access to EBIKESGUIDE.COM.
8. Disclaimer of Warranties. YOU EXPRESSLY AGREE THAT USE OF EBIKESGUIDE.COM IS AT YOUR SOLE RISK. WE PROVIDE EBIKESGUIDE.COM ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO EBIKESGUIDE.COM. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM EBIKESGUIDE.COM SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
9. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EBIKESGUIDE.COM SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE OR FOR INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, OR USE, BUSINESS INTERRUPTION OR PROCUREMENT OF SUBSTITUTE GOODS, WHETHER OR NOT EBIKESGUIDE.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT EBIKESGUIDE.COM IS LIABLE TO YOU EXCEED THE GREATER OF (A) THE TOTAL AMOUNT ACTUALLY PAID TO EBIKESGUIDE.COM BY YOU DURING THE THREE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY, (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE OR REGULATION UNDER WHICH SUCH CLAIM ARISES, OR (C) ONE HUNDRED DOLLARS ($100). THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF EBIKESGUIDE.COM FOR (X) DEATH, TANGIBLE PROPERTY DAMAGE, OR PERSONAL INJURY CAUSED BY EBIKESGUIDE.COM'S GROSS NEGLIGENCE OR FOR (Y) ANY INJURY CAUSED BY EBIKESGUIDE.COM'S FRAUD OR FRAUDULENT MISREPRESENTATION. EBIKESGUIDE.COM ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT, OR USER COMMUNICATIONS. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN EBIKESGUIDE.COM AND YOU. THE LAWS OF SOME STATES DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU AND YOU MIGHT HAVE OTHER RIGHTS. IN ADDITION, THE FOREGOING DISCLAIMER OF PUNITIVE AND EXEMPLARY DAMAGES SHALL NOT APPLY TO USERS WHO RESIDE IN THE STATE OF NEW JERSEY.
10. International Users. The Communications are based in the United States. EBIKESGUIDE.COM makes no representations that the communications are appropriate or available for use in other locations. Those who access or use EBIKESGUIDE.COM from other countries do so at their own volition and are responsible for compliance with local law.
11. Dispute Resolution. Please read the following arbitration agreement in this section ("Arbitration Agreement") carefully. It requires you to arbitrate most disputes with EBIKESGUIDE.COM and limits the manner in which you can seek relief from us.
(a) Applicability of Arbitration Agreement. You agree that any dispute between you and us relating in this Agreement, will be resolved by binding arbitration, rather than in court, except that (a) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (b) you or EBIKESGUIDE.COM may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
IF YOU AGREE TO ARBITRATION WITH EBIKESGUIDE.COM, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST EBIKESGUIDE.COM ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING COVERED CLAIMS AGAINST EBIKESGUIDE.COM ONLY IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS ARBITRATION AGREEMENT.
(b) Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to the following address:
The arbitration will be conducted by an established alternative dispute resolution provider. Disputes involving claims and counterclaims with an amount in controversy under $250,000, not inclusive of attorneys' fees and interest, shall be subject to the dispute resolution provider's most current version of the Streamlined Arbitration Rules and procedures available. All other claims shall be subject to the dispute resolution provider's most current version of the Comprehensive Arbitration Rules and Procedures. If the dispute resolution provider is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay the dispute resolution provider's filing, administrative, hearing and/or other fees and you cannot obtain a waiver from the dispute resolution provider, EBIKESGUIDE.COM will pay them for you. In addition, EBIKESGUIDE.COM will reimburse all such filing, administrative, hearing and/or other fees for claims wwith an amount in controversy totaling less than $100 unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
(c) Authority of Arbitrator. The arbitrator, and not any federal, state or local court or agency shall have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator will decide the rights and liabilities, if any, of you and EBIKESGUIDE.COM. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum's rules, and this Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
(d) Waiver of Jury Trial. YOU AND EBIKESGUIDE.COM HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN SMALL CLAIMS COURT AS PERMITTED HEREIN) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and EBIKESGUIDE.COM are instead electing that all covered claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in section 11(a) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
(e) Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, COLLECTIVE OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE FOR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Notwithstanding anything to the contrary herein, in the event that this section 11(e) is deemed invalid or unenforceable with respect to a particular claim or dispute, neither you nor we shall be entitled to arbitration of such claim or dispute and instead the applicable claim or dispute shall be resolved in a court as set forth in section 20(e).
(f) 30-Day Right to Opt-Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending a timely written notice, within 30 days after first becoming subject to this Arbitration Agreement, of your decision to opt-out to the following address:
Your notice must include your name and address, your username (if any), the email address you used to set up your account (if you have one), and a clear statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have with us or may enter into in the future with us.
(g) Severability. Subject to section 11(e), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
(h) Survival of Agreement. This Arbitration Agreement will survive the termination or expiration of the Agreement or your relationship with EBIKESGUIDE.COM.
(i) Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if EBIKESGUIDE.COM makes any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) of which you had already provided notice to EBIKESGUIDE.COM.
12. General Provisions.
(a) Electronic Communications. The communications between you and EBIKESGUIDE.COM use electronic means, whether you visit EBIKESGUIDE.COM or send EBIKESGUIDE.COM e-mails, or whether EBIKESGUIDE.COM communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from EBIKESGUIDE.COM in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications and documents that EBIKESGUIDE.COM provides to you electronically will have the same LEGAL effect that such communications or documents would have if they were set forth in "writing." The foregoing sentence does not affect your statutory rights.
(b) Assignment. This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without EBIKESGUIDE.COM's prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
(c) Force Majeure. EBIKESGUIDE.COM shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
(d) Questions, Complaints, Claims. If you have any questions, complaints or claims, please contact us at the following address:
(e) Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and EBIKESGUIDE.COM agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the state courts in New York, New York or federal courts located in the Southern District of New York.
(f) Governing Law. This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of NEW YORK, consistent with the Federal Arbitration Act, without giving effect to any conflict of law or other principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this agreement.
(g) Notice. Where EBIKESGUIDE.COM requires that you provide an e-mail address, you are responsible for providing EBIKESGUIDE.COM with your most current e-mail address. In the event that the last e-mail address you provided to EBIKESGUIDE.COM is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by this Agreement, EBIKESGUIDE.COM's dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to EBIKESGUIDE.COM at the following address:
Such notice shall be deemed given when received by EBIKESGUIDE.COM by letter delivered by nationally recognized overnight delivery service or first-class postage prepaid mail at the above address.
(h) Waiver. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
(i) Severability. Subject to Section 11(e), if any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
(j) Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Communications of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
(k) Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
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