TERMS OF SERVICE
Welcome to Scalable Path’s website.
These Terms of Service govern the use of Scalable Path’s website (the “Site”), including its services and software, and any information, data, text, images, videos, audio, files, and other materials uploaded to or downloaded from, stored on, or transmitted through the Site (collectively, the “Content”). By accessing or using the Site, you agree to be bound by these Terms. If you do not agree, do not access or use the Site.
SECTION 1 – USER RESPONSIBILITIES
You are solely responsible for your use of the Site and the Content. You must use the Site and the Content in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations.
You must create a user account to access certain Site features (e.g., to create a profile or to track ongoing projects). All information you provide as part of this process must be complete and accurate. You are responsible for the actions taken by your account and for safeguarding your username and password. Scalable Path encourages you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers, and symbols). Scalable Path is not liable for any loss or damage arising from your failure to do so. If you know of or reasonably suspect a breach of security related to your account, you must immediately notify Scalable Path and modify your login information. Scalable Path reserves the right to remove or reclaim usernames for any reason.
Use and Conduct Restrictions.
You are allowed to use the Site as long as you follow Scalable Path’s basic rules. If Scalable Path determines that you have violated any of the rules below or elsewhere in these Terms, Scalable Path has the right to terminate your use of the Site and to take other actions it deems appropriate. You agree not to: (a) distribute, license, or sell the Site, any component of the Site, such as computer code, or any Content not owned by you; (b) reverse engineer, decompile, or attempt to derive the source code for underlying software or other intellectual property used to provide the Site; (c) attempt to gain unauthorized access to the Site or the Content, or to the computers, servers, and networks connected to the Site; (d) probe, scan, or test the vulnerability of any system or network related to the Site, or breach or circumvent Scalable Path’s security measures; (e) access or search, or attempt to access or search, the Site or the Content by any means (automated or otherwise) other than through currently available, published interfaces; (f) interfere with or disrupt the Site or servers or networks connected to the Site (including by transmitting worms, viruses, spyware, malware, or disruptive code); (g) use the Site or the Content to spam, phish, pharm, pretext, spider, crawl, or scrape; (h) use the Site or the Content for any illegal or unauthorized purpose; (i) use the Site or the Content, or cause the Site or the Content, to infringe upon or violate any intellectual property or proprietary rights; (j) use the Site to harass, defame, slander, or intimidate; (k) advertise, solicit, or transmit advertisements via the Site without Scalable Path’s prior approval; or (l) engage in any act that Scalable Path deems to be in conflict with the spirit or intent of the Site or these Terms.
SECTION 2 – USER-PROVIDED CONTENT
Users may submit Content through and onto the Site. All Content is the sole responsibility of the person or entity that originated that Content. Scalable Path does not take responsibility for user-provided Content, nor does it guarantee its accuracy.
By submitting Content, you represent that your Content and its submission: (a) does not violate any laws, contractual restrictions, or other third-party rights, including copyright, trademark, privacy, personality, or other personal or proprietary right; and (b) does not contain viruses, adware, spyware, worms, or other malicious code. You also represent that you have all the rights, power, and authority necessary to grant the rights granted in this agreement regarding Content originating with you. You agree to accept full liability for all Content submitted by you or on your behalf.
License Grant & Assignment.
Subject to other agreements that may in place between you and Scalable Path (e.g., client agreements and contractor agreements) and the exceptions set out at the end of this section, you retain your rights in Content that you submit to the Site. But you grant Scalable Path a worldwide, non-exclusive, royalty-free, perpetual, irrevocable license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, and display that Content in any and all media or distribution methods (now known or later developed) solely for the following purposes: (1) to provide the Site (including its related services and features), as intended; (2) to improve the Site (including its related services and features); and (3) to advertise Scalable Path, including, for example, by featuring Content provided by you (e.g., photographs of yourself) in Scalable Path advertising campaigns. Notwithstanding anything herein, any feedback, comments, or suggestions you provide to Scalable Path through the Site are entirely voluntary and Scalable Path is free to use them as it sees fit and without any obligation to you. Further, notwithstanding anything herein, any Content that you submit to Scalable Path’s Questions Marketplace is thereby assigned to Scalable Path and subject to the additional terms presented at the time of that submission, which can be found here.
SECTION 3 – ALL CONTENT
Reliance on Content.
Your use of, or reliance on, any Content, whether user-provided or not, is at your own risk. Scalable Path does not endorse, support, or guarantee that such Content is complete, truthful, or reliable. Scalable Path is not liable for any Content (including errors or omissions in the Content), nor any loss or damages resulting from the use of, or reliance on, that Content.
Right to Remove Content.
Scalable Path has the right, but not the obligation, to review, edit, refuse to post, delete, disable access to, or otherwise make unavailable any Content, including user-provided Content, without notice and for any reason.
SECTION 4 – SCALABLE PATH’S RIGHTS
All right, title, and interest in and to the Site and the Content (excluding user-provided Content) are Scalable Path’s exclusive property. The Site is protected by copyright, trademark, and other laws of both the United States and foreign countries, as further discussed in Section 6.
SECTION 5 – YOUR LICENSE TO USE THE SITE
Scalable Path gives you a personal, worldwide, royalty-free, non-assignable, and non-exclusive license to use any software, patented or proprietary protocol, or other proprietary material that Scalable Path provides to you as part of the Site. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Site as provided by Scalable Path, in the manner permitted by these Terms. You agree not to use the Site for any other purpose.
SECTION 6 – INTELLECTUAL PROPERTY
The trademarks, service marks, logos, and other distinctive brand features used or displayed through the Site (the “Trademarks”) are registered or unregistered trademarks of Scalable Path or third parties. You may not use any of these Trademarks without the prior, written approval from the trademark owner. Nothing on the Site grants, expressly or implicitly, any right or license to use any of these Trademarks or may be construed to mean Scalable Path has the authority to grant any right or license on behalf of any third party trademark owner.
Much of the Content throughout the Site is protected by copyright laws and may be covered by other restrictions as well. Such Content is proprietary to Scalable Path or used consistent with the owner’s permission or applicable law or regulation. Scalable Path retains all rights it may hold, including copyright, in its Content. Copyrights and other proprietary rights in the Content may also subsist in individuals and entities other than, or in addition to, Scalable Path. Scalable Path expressly prohibits the copying of any such protected Content, except as expressly permitted by these Terms.
Reservation of Rights.
All rights not expressly granted by Scalable Path herein are specifically reserved. Nothing on the Site or in these Terms grants, expressly or implicitly, any right or license to use any content or property of any third party, or may be construed to mean that Scalable Path has the authority to grant any right or license on behalf of any third party.
Scalable Path reserves the right to remove Content alleged to be infringing without prior notice, at its sole discretion, and without liability to you. Scalable Path will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to it. Scalable Path’s designated copyright agent for notice of alleged copyright infringement is:
Scalable Path, Inc.
500 Westover Dr #9092
Sanford, NC 27330
SECTION 7 – PRIVACY
SECTION 8 – ENDING THESE TERMS
These Terms apply until you or Scalable Path terminate this agreement. You may end this legal agreement with Scalable Path by discontinuing your use of the Site and by deactivating your account, if applicable. You do not need to specifically inform Scalable Path when you stop using the Site. Scalable Path may cease providing you with all or part of the Site and terminate this agreement at any time for any reason. This section doesn’t affect Scalable Path’s rights to change, limit, or stop providing the Site without prior notice. When this agreement terminates, all of the Terms terminate, except that the following sections will continue to apply: 2 (User-Provided Content), 3 (All Content), 4 (Scalable Path’s Rights), 6 (Intellectual Property), 7 (Privacy), 9 (Disclaimers and Limitations of Liability), and 10 (Miscellaneous).
SECTION 9 – DISCLAIMERS AND LIMITATIONS OF LIABILITY
Please read this section carefully since it limits the liability of Scalable Path and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “Scalable Path Entities”). Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result, the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have that may not be lawfully limited.
The Site is Available “As-Is.”
Your use of the Site and the Content is at your own risk. You agree that the Site (including its related services and features) is provided to you on an "AS IS" and "AS AVAILABLE" basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE SCALABLE PATH ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COPYRIGHT OWNERSHIP, AND NONINFRINGEMENT.
The Scalable Path Entities make no warranty and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security, or reliability of the Site or the Content, whether user-supplied or not; (ii) the conduct, whether online or offline, of any user; (iii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Site or Content; (iv) the deletion of, or the failure to store or to transmit, Content and other communications maintained by the Scalable Path Entities; and (v) whether the Site will meet your requirements or be available on an uninterrupted, prompt, secure, or error-free basis. No advice or information, whether oral or written, obtained from the Scalable Path Entities or through the Site, will create any warranty not expressly made herein.
The Site may contain links to third-party websites or resources. The Scalable Path Entities are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the Scalable Path Entities of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SCALABLE PATH ENTITIES ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) THE SITE; (B) THE CONTENT; (C) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE SITE; (D) ANY ERRORS OR OMISSIONS IN THE SITE OR THE CONTENT; (E) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SITE; OR (F) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF ANY CONTENT PROVIDED BY YOU.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE SCALABLE PATH ENTITIES EXCEED THE GREATER OF $100 OR THE AMOUNT YOU PAID SCALABLE PATH, IF ANY.
THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT THE SCALABLE PATH ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES, OR INJURIES THAT ARISE OUT OF SCALABLE PATH'S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEBSITE, SERVICE, PROPERTY, PRODUCT, OR OTHER CONTENT OWNED OR CONTROLLED BY THE SCALABLE PATH ENTITIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION, OR EXPLOITATION OF ANY WEBSITE, PROPERTY, PRODUCT, SERVICE, OR OTHER CONTENT OWNED OR CONTROLLED BY THE SCALABLE PATH ENTITIES.
BY ACCESSING THE SITE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND EXPRESSLY WAIVE THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA (AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY), WHICH PROVIDES: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."
You hereby indemnify the Scalable Path Entities from any claim, demand, damages, liability, expenses, and losses, including reasonable attorneys’ fees, asserted by any third party resulting from or arising out of (i) your use or misuse of the Site, the Content, or any information that you obtain from the foregoing; (ii) any Content provided or submitted by you; (iii) any breach by you of these Terms; and (iv) any misrepresentation made by you in connection with this agreement. Scalable Path reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you.
SECTION 10 – MISCELLANEOUS
The Site (including related services and features) are always evolving and may change from time to time without notice. Scalable Path may stop (permanently or temporarily) providing the Site (or any Site feature) to you or to users generally and may not be able to provide you with notice. Further, Scalable Path may modify the Site (or any Site feature) at its sole discretion. New Site features will also be subject to these Terms.
Waiver and Severability.
Scalable Path’s failure to enforce any right or provision in these Terms is not a waiver of that right or provision. In the event that any provision of these Terms (in whole or in part) is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in effect.
Changes To Terms of Services.
Scalable Path may revise these Terms from time to time. The most current version will always be located here. If the revision, in Scalable Path’s discretion, is material it will notify you via email to the email address associated with your account or by posting notice to the website. In consideration for using the Site, you agree to check back here from time to time to determine if the Terms have been revised. By continuing to access or use the Site after those revisions become effective, you agree to be bound by the revised Terms.
Controlling Law and Arbitration.
The Terms and any related actions are governed by California law, without regard to or application of California’s conflict of law provisions or those of any other jurisdiction, including your state or country of residence. YOU AGREE THAT ANY CAUSE OF ACTION, CONTROVERSY, OR CLAIM ARISING OUT OF OR RELATED TO THE USE OF THE SITE OR THE CONTENT BETWEEN SCALABLE PATH AND YOURSELF OR AS TO THE CONSTRUCTION, INTERPRETATION, AND EFFECT OF THIS AGREEMENT MUST BE SUBMITTED TO ARBITRATION BEFORE THE AMERICAN ARBITRATION ASSOCIATION, IN ACCORDANCE WITH ITS APPLICABLE RULES, IN SAN FRANCISCO, CALIFORNIA. AN AWARD OF ARBITRATION MAY BE CONFIRMED IN A COURT OF COMPETENT JURISDICTION. You agree that you and Scalable Path are each waiving the right to a trial by jury and to participate in a class action or class arbitration. The following is a list of exceptions to the foregoing dispute resolution requirements:
- (Either you or Scalable Path may assert claims, if they qualify, in small claims court in San Francisco, California without first engaging in arbitration.
- Scalable Path may bring a lawsuit against you in any court of competent jurisdiction solely for injunctive relief to stop any unauthorized use or abuse of the Site without first engaging in arbitration.
- Scalable Path may bring a lawsuit against you in any court of competent jurisdiction solely for injunctive relief to stop any intellectual property infringement without first engaging in arbitration.
- If the agreement to arbitrate is found to be unenforceable, then you agree that any resulting judicial proceedings will be brought in the federal or state courts of San Francisco, California, and by your use of the Site you expressly consent to venue and personal jurisdiction of those courts.
The Site is not intended to be distributed or used by any person or entity in any jurisdiction or country where the distribution or use would be illegal. Scalable Path reserves the right to limit the Site’s availability to any person, geographic area, or jurisdiction, at its discretion.
Software and Content related to the Site may be subject to United States export controls. No software or Content from the Site may be downloaded or exported: (a) into (or to a national or resident of) any country to which the United States has embargoed goods; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading any software or Content related to the Site, you represent that you are not located in, under the control of, or a national or resident of, any such country or on any such list.
You may use the Site only if you can form a binding contract with Scalable Path. You must be at least 13 years old to use the Site. If you are over 13 and under 18, you may use the Site only if your parent or legal guardian has reviewed these Terms and agreed to them on your behalf.
The headings in this agreement are inserted for reference only and do not limit the scope, extent, or intent of the agreement or its provisions. As used in this agreement, the words “include” and “including,” and variations, are considered to be followed by the words “without limitation.”
This Site operated and provided by:
Scalable Path, Inc.
500 Westover Dr #9092
Sanford, NC 27330
Effective: September 29, 2016