Last Updated: March 21, 2018
The website https://ascendamerica.com/ (“Site”) is provided by AscendAmerica, LLC (“AscendAmerica,” “we,” “us” or “our”) to provide information and selected functionality to parties interested in Daré or its affiliates (“User,” “Users” “you” or “your”).
1 MODIFICATION OF THIS AGREEMENT.
We may change, modify, add or remove portions of the Agreement (each, an “Update”) at any time and in our sole discretion without prior notice and each such Update will be effective immediately. If we make an Update, we will change the “Last Updated” date above. Your continued use of the Site will confirm your acceptance of the Update. We encourage you to frequently review this Agreement to ensure you understand the latest terms and conditions associated with use of the Site. If you do not agree to an Update, you must discontinue using the Site.
2 OWNERSHIP; PROPRIETARY RIGHTS.
The Site, including all information and materials contained in the Site, is owned and operated by AscendAmerica, or, to the extent expressly otherwise indicated in the Site, other parties. All content, images, illustrations, designs, names, products, services, icons, photographs, video clips, typefaces, source and object code, format, queries, algorithms, visual interfaces, HTML, information, graphics, design, look and feel, compilation and all other elements (whether written or otherwise) of the Site (collectively, the “Site Materials”), as well as their selection and arrangement, and all intellectual property and other rights relating to Site Materials, are protected by, as appropriate by United States copyright, trade dress, patent, and trademark laws, international laws and conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Site Materials are the property of AscendAmerica or its subsidiaries or affiliated companies and/or third-party licensors. Except as expressly authorized by AscendAmerica under this Agreement, you agree not to directly or indirectly sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Site Materials.
3 GUIDELINES; USAGE RULES; PROHIBITED CONDUCT AND USES.
3.1. YOU UNDERSTAND AND HEREBY ACKNOWLEDGE AND AGREE THAT YOU WILL ABIDE BY THE USAGE RULES SET FORTH IN THIS SECTION 3 (THE “GUIDELINES”). IN PARTICULAR, YOU WILL NOT:
3.1.1. use the Site or any information displayed within the Site to stalk, harass, abuse, defame, threaten or defraud other Users, or collect, attempt to collect or store location or personal information about other Users;
3.1.2. use the Site if you are under the age of eighteen (18) years old;
3.1.3. use the Site for any illegal purpose, or in violation of any local, state, national, or international law, including laws governing intellectual property or other proprietary rights, data security, privacy or import or export control;
3.1.4. make unsolicited offers, advertisements, proposals, or send junk mail, to other Users. This includes, but is not limited to, unsolicited advertising, promotional materials or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures, surveying or requests to participate in surveys or studies;
3.1.5. impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Site accounts of other Users;
3.1.6. misrepresent the source, identity or content of information transmitted via the Site;
3.1.7. remove, circumvent, disable, damage or otherwise interfere with security-related features of the Site, features that prevent or restrict use or copying of any content accessible through the Site, or features that enforce limitations on use of the Site;
3.1.8. intentionally interfere with or damage operation of the Site or any User’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, worms, invalid data, keyloggers, spyware, Trojan horses, time bombs, or other malicious or harmful code, or imposing an unreasonable or disproportionately large load on our infrastructure;
3.1.9. post, store, send, transmit, or disseminate any information or material that a reasonable person could deem to be objectionable, defamatory, libelous, offensive, obscene, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically or otherwise offensive to any group or individual, intentionally misleading, false, harmful to minors, or otherwise inappropriate, regardless of whether the information or material, or its dissemination, is unlawful;
3.1.10. post, store, send, transmit, or disseminate any information or material that infringes any patents, trademarks, trade secrets, copyrights, or any other proprietary or intellectual property rights;
3.1.11. attempt to gain unauthorized access to the Site, or any part of it, other accounts, computer systems or networks connected to the Site, or any part of it, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site;
3.1.12. hack, spam or phish AscendAmerica or any Users; or
3.1.13. hold AscendAmerica responsible for your use of the Site.
Please let us know about any inappropriate behavior that you become aware of within the Site. If you find something that violates these Guidelines or the Agreement otherwise, let us know by sending us an email to email@example.com. We reserve the right, in our sole and absolute discretion, to deny you or anyone access to the Site without notice.
4 USAGE; REFUSAL OR SUSPENSION OF SERVICE.
4.1. ASCENDAMERICA RESERVES THE RIGHT, BUT HAS NO OBLIGATION, TO HAVE OUR SYSTEMS MONITOR ANY USER’S USE OF THE SITE. ACCORDINGLY, ASCENDAMERICA ALSO RESERVES THE RIGHT TO DISABLE ANY USER’S USE OF OR ACCESS TO THE SITE.
4.2. You alone are responsible for your involvement with other Users. You agree that AscendAmerica will not be responsible for any loss or damage incurred as the result of any such interactions.
5 THIRD-PARTY SITES, PRODUCTS AND SERVICES; LINKS.
The Site may include links to other websites or services (“Third Party Websites”) solely as a convenience to Users. AscendAmerica does not endorse any Third Party Website or the information, material, products or services contained on other sites linked to, or accessible through, any Third Party Website. Furthermore, AscendAmerica makes no express or implied warranties with regard to the information, material, products or services that are contained on or accessible through any Third Party Website. Access and use of any Third Party Website, including information, material, products and services on such Third Party Website or available through such Third Party Website is solely at your own risk.
6 USER RESTRICTIONS
You may not: (i) modify, disassemble, decompile or reverse engineer the Site; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Site to any third party or use the Site to provide time sharing or similar services for any third party; (iii) make any copy of the Site; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Site, features that prevent or restrict use or copying of any content accessible through the Site, or features that enforce limitations on use of the Site; or (v) delete the copyright and any other proprietary rights notice on the Site.
7 VIOLATIONS; TERMINATION.
You agree that AscendAmerica, in the good faith belief that you have violated any of the terms and conditions of the Agreement, may terminate your use of the Site or any portion thereof at any time. You agree that any termination of your access to the Site may have or portion thereof may be effected without prior notice and you agree that AscendAmerica will not be liable to you or any third party for any such termination. AscendAmerica does not permit copyright infringing activities on the Site and reserves the rights to terminate access to the Site and to remove all content submitted by any persons who are found to be infringers. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of the Site may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies AscendAmerica may have at law or in equity.
8 DISCLAIMERS; NO WARRANTIES.
8.1. THE SITE IS MADE AVAILABLE “AS IS,” “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. ASCENDAMERICA, AND ITS SUPPLIERS, LICENSORS AND PARTNERS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
8.2. ASCENDAMERICA AND ITS SUPPLIERS, LICENSORS AND BUSINESS PARTNERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITE WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8.3. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
9 INDEMNIFICATION; HOLD HARMLESS.
You agree to indemnify, defend, and hold AscendAmerica (and its affiliated companies and its and their respective contractors, employees, directors, officers, agents, suppliers, licensors and partners) harmless from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including attorneys’ fees, brought by a third party arising out of or related to: (i) your use or misuse of the Site generally; (ii) any violation of the rights of any other person or entity by you; (iii) any breach or violation by you of the Guidelines or the Agreement otherwise. AscendAmerica reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.
10 LIMITATION OF LIABILITY AND DAMAGES.
10.1. YOU ACKNOWLEDGE AND AGREE THAT UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL ASCENDAMERICA (OR ITS AFFILIATED COMPANIES OR ANY OF ITS OR THEIR RESPECTIVE CONTRACTORS, EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, SUPPLIERS, LICENSORS OR BUSINESS PARTNERS) BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL OR EXEMPLARY DAMAGES, EVEN IF ASCENDAMERICA OR AN ASCENDAMERICA AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 10 WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THE AGREEMENT AND WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
10.2. IN NO EVENT SHALL THE TOTAL LIABILITY TO YOU OF ASCENDAMERICA (AND ITS AFFILIATED COMPANIES AND ITS AND THEIR RESPECTIVE CONTRACTORS, EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, SUPPLIERS, LICENSORS AND BUSINESS PARTNERS, COLLECTIVELY) FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY OR OTHERWISE) EXCEED FIFTY U.S. DOLLARS.
10.3. APPLICABLE LAW IN YOUR STATE MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT ASCENDAMERICA’S LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR STATE.
11 BENEFIT OF THE BARGAIN.
YOU ACKNOWLEDGE AND AGREE THAT ASCENDAMERICA HAS OFFERED THE SITE AND ENTERED INTO THE AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH ABOVE. YOU FURTHER ACKNOWLEDGE AND AGREE THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH IN THIS AGREEMENT REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND ASCENDAMERICA AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH IN THE AGREEMENT FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND ASCENDAMERICA. ASCENDAMERICA WOULD NOT BE ABLE TO PROVIDE THE SITE TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS AND DISCLAIMERS.
You hereby release and forever discharge AscendAmerica (and its affiliated companies and its and their respective directors, officers, employees, agents, successors and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to: (i) any interactions with, or act or omission of the Site; or (ii) any third party site, product, service or link included on or accessed through the Site. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
13.1. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, United States of America, without giving effect to any principles of conflicts of law.
13.2. Jurisdiction. Except as provided in, and subject to, Section 13.2, you agree that any action at law or in equity arising out of or relating to this Agreement or the Site shall be filed only in the state or federal courts located in New York, New York, and you hereby consent and submit exclusively to the personal jurisdiction of such courts for the purposes of litigating any such action. Nothing in this Agreement shall prevent AscendAmerica from seeking injunctive relief in a court of competent jurisdiction.
13.3. Severability, Waiver. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. A provision of this Agreement may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of this Agreement shall in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement.
13.4. Notices. AscendAmerica may provide you with notices, including those regarding changes to this Agreement, by email, regular mail or postings on the Site. You must provide notice to AscendAmerica by email or regular mail using the information in Section 14.
13.6. Survival. Any and all provisions related to or regarding limitation of liability, disclaimers, and indemnification, as well as any other provisions which by their nature are intended to survive expiration or termination of this Agreement, do and hereby survive any expiration or termination of this Agreement or any termination of your use of access to the Site.
13.7. Headings; Construction; Entire Agreement. The heading references herein are for convenience purposes only, do not constitute a part of this Agreement, and shall not be deemed to limit or affect any of the provisions hereof. The word “including” means “including without limitation.” This is the entire agreement between us relating to the subject matter herein and shall not be modified except in writing, signed by both you and Daré, or by a change to the Agreement.
13.8. Claims. YOU AND ASCENDAMERICA AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
14 CONTACT INFORMATION.
AscendAmerica welcomes your comments or questions regarding these Terms of Service. Please contact us by using the following information:
Mailing Address: 2 University Plaza, Suite 314, Hackensack, NJ 07601