THESE TERMS AND CONDITIONS CONTAIN LEGAL OBLIGATIONS. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SHIPORACLE.COM SITE AND ITS SERVICES.
Last updated on May 31, 2009
Welcome to the Internet site of ShipOracle.com. By using the ShipOracle.com Site, or any of the products or services (collectively, the "Services") available on the ShipOracle.com Site, including Services offered on a payment basis (each a "Pay Service"), you agree, without limitation or qualification, to be bound by these terms and conditions (the "Terms and Conditions") and such other additional or alternative terms, conditions, rules and policies which are displayed or to which you may be directed in connection with use of the ShipOracle.com Site or Service, or, in the case of a Pay Service, which form part of your agreement to pay to access or use any particular ShipOracle.com Site or Service (your "Pay Services Agreement"), all as may be modified by ShipOracle.com from time to time in accordance with these Terms and Conditions. If you do not agree with these Terms and Conditions, you may not use the ShipOracle.com Site or any of the Services on the ShipOracle.com Site and must terminate any applicable Pay Services Agreement.
REGISTRATION, ACCOUNTS AND PASSWORDS
Certain of the Services and related material, software, information, data and other content made available on the ShipOracle.com Site ("Content") may require registration or subscription. Should you choose to register or subscribe for any such Services or related Content, you agree to provide accurate and current information about yourself as required by the relevant registration or subscription process, and to promptly update such information as necessary to ensure that it is kept accurate and complete. You agree to be responsible for: (a) maintaining the confidentiality of any passwords or other account identifiers which you choose or are assigned as a result of any registration or subscription on the ShipOracle.com Site, and (b) all activities that occur, including transaction effected, under such password or account. Further, you agree to notify ShipOracle.com of any unauthorized use of your password or account. ShipOracle.com will not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this Section.
RESTRICTIONS ON USE OF MATERIALS
All Content available on the ShipOracle.com Site, including the manner in which such Content is presented, and the Services are: Copyright of ShipOracle.com. All rights reserved. Such Content is protected by worldwide copyright laws and treaty provisions. ShipOracle.com grants you a limited non-exclusive, non-transferable license to use and display on your computer or other electronic access device, the Content and Services for your own personal, private and non-commercial use only, provided that you do not modify the Content and that you maintain all copyright and other proprietary notices. Except as provided herein, you agree not to reproduce, make derivative works of, retransmit, distribute, sell, publish, communicate, broadcast or otherwise make available any of the Content obtained through the ShipOracle.com Site or any of the Services, including without limitation, by caching, framing or similar means, without the prior written consent of the respective copyright owner of such Content. Consequently, you may not download any part of this website
In consideration of the availability, and your use, of the ShipOracle.com Site or any of the Services, you agree to comply with all applicable laws and these Terms and Conditions when using such ShipOracle.com Site or Service. You acknowledge that ShipOracle.com may investigate any violations of law and may cooperate with law enforcement authorities in prosecuting users in this regard. Additionally, you agree not to:
post, transmit, link to, or otherwise distribute any materials, information or content constituting, advocating or encouraging conduct that would constitute a criminal offense or give rise to civil liability, or otherwise use the ShipOracle.com Site or any of the Services in a manner which is contrary to law or would serve to restrict or inhibit any other user from using or enjoying the ShipOracle.com Site, any of the Services, or the Internet;
defame, abuse, stalk, harass, threaten or otherwise violate the legal rights of others, including without limitation, rights relating to privacy and publicity;
post, transmit, link to, or otherwise distribute any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information;
post, transmit, link to, or otherwise distribute any information, materials or content (including for greater certainty, software) which contains a virus, cancelbot, trojan horse, worm or other harmful or disruptive component.
The content of the pages of this website is for your general information and use only. It is subject to change without notice.
Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
All trade marks reproduced in this website which are not the property of, or licensed to, the operator are acknowledged on the website.
Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.
From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
You may not create a link to this website from another website or document without [business name]'s prior written consent.
Your use of this website and any dispute arising out of such use of the website is subject to the laws of the United States of America.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ShipOracle.com SITES AND ANY OF THE SERVICES AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THAT EACH OF SHIPORACLE.COM, ITS AGENTS and REPRESENTATIVES (COLLECTIVELY THE "ShipOracle.com GROUP") DOES NOT MAKE ANY, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS, WARRANTIES, TERMS, CONDITIONS AND ENDORSEMENTS (COLLECTIVELY THE "WARRANTIES") OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER HEREUNDER, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, SUITABILITY, RELIABILITY, FREEDOM FROM INFECTIONS OR VIRUSES OR COMPLETENESS AS WELL AS ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE; AND (B) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ShipOracle.com GROUP SPECIFICALLY MAKES NO WARRANTIES THAT THE ShipOracle.com SITE OR ANY OF THE SERVICES, INCLUDING ANY CONTENT, INFORMATION, PRODUCTS OR SERVICES OBTAINED FROM OR THROUGH THE USE OF THE ShipOracle.com SITE OR ANY OF THE SERVICES, WILL BE PROVIDED ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS OR THAT SUCH SERVICES OR THE RESULTS DERIVED THEREFROM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.
FINANCIAL INFORMATION DISCLAIMER
The Content (including any facts, views, opinions, recommendations, description of, or references to, products or securities) made available by the ShipOracle.com Group through the ShipOracle.com Site or any of the Services is: (a) for information purposes only; (b) not to be used or construed as an offer to sell, a solicitation of an offer to buy, or an endorsement, recommendation, or sponsorship of any entity or security by the ShipOracle.com Group; and (c) not necessarily reflective of the views or policy of SHIPORACLE.COM, including the publisher, contributors and staff of, and advertisers on, the ShipOracle.com Site. You acknowledge and agree that any request for information by you is unsolicited and will neither constitute nor be construed as investment advice by the ShipOracle.com Group. You should apply your own judgment in making any use of any Content, including, without limitation, the use of any information contained therein as the basis for any conclusions. You bear responsibility for your own investment research and decisions. PRIOR TO MAKING ANY INVESTMENT DECISION, IT IS STRONGLY RECOMMENDED THAT YOU SEEK OUTSIDE ADVICE FROM A INDEPENDENT AGENT. THE ShipOracle.com GROUP DOES NOT PROVIDE OR GUARANTEE ANY FINANCIAL ADVICE OR ADVICE REGARDING THE SUITABILITY, PROFITABILITY, OR POTENTIAL VALUE OF ANY PARTICULAR INVESTMENT, SECURITY, OR INFORMATION SOURCE.
For users of the ShipOracle.com Sites other than in relation to Pay Services Agreements, ShipOracle.com reserves the right, in its sole discretion, to add to, remove from, modify or otherwise change any part of these Terms and Conditions, in whole or in part, at any time. Except as otherwise expressly contemplated herein, changes will be effective when notice of such change is posted on the ShipOracle.com Site. Please check these Terms and Conditions regularly for updates by checking the date of "Last Update" at the top of this document. If any change is not acceptable to you, you must discontinue your use of any ShipOracle.com Sites and any of the Services immediately. Your continued use of the ShipOracle.com Site or any of the Services after any such changes are posted will constitute acceptance of those changes. Further, ShipOracle.com reserves the right to change, modify, suspend or discontinue any aspect of the ShipOracle.com Site, Services or Content from time to time without notice or liability and for any reason whatsoever. For users who have entered into a Pay Services Agreement, modifications to your Pay Services Agreement or these Terms and Conditions are discussed below.
CONTENT LINKED TO THE SHIPORACLE.COM SITE
Please exercise discretion while browsing the Internet. Please note that certain links on the ShipOracle.com Site may take you to other websites. ShipOracle.com provides these links only as a convenience and not as an endorsement by ShipOracle.com. These linked sites are not necessarily under the control of ShipOracle.com. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements. ShipOracle.com is not responsible for the content of any such linked sites or any other web page which is not part of the ShipOracle.com Site and under ShipOracle.com 's control. Unless otherwise expressly provided, ShipOracle.com makes no representation or warranty regarding, and does not endorse, any linked site or the information, products or services appearing thereon. Accordingly, you agree that ShipOracle.com will not be responsible or liable in any way for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any site linked from the ShipOracle.com Site.
DEALINGS WITH THIRD PARTIES
You acknowledge and agree that your correspondence or business dealings with any third parties, including any merchants or advertisers, found on, or through, the ShipOracle.com Site or any of the Services, including payment for and delivery of related goods and services, and all other terms, conditions, representations and warranties related to such dealings, are solely as between you and such third parties. The ShipOracle.com Group assumes no responsibility whatsoever for any charges you or any user of your account incurs when making purchases or other transactions in this manner. Further, the responsibility for ensuring compliance with all applicable laws in connection with any such transactions will be yours alone. You agree that the ShipOracle.com Group will not be responsible or liable in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such dealings or transactions.
SUBSCRIPTION/FEE BASED SERVICES
Certain of the Services and Content made available on the ShipOracle.com Site may be offered by ShipOracle.com on a payment basis. These Pay Services may be offered by ShipOracle.com on a prepaid usage basis or on a periodic subscription ("Subscription") basis. Should you choose to purchase or subscribe to certain Pay Services, you will be required to register as described at the time of registration for the Pay Service, and you will be assigned an account for such Pay Service (the "Pay Service Account") based on the information you provide as part of the registration process. You will be responsible for all uses of your Pay Services Account, including transactions effected and all applicable Pay Services fees, together with all applicable taxes (collectively, the "Fees"), incurred through your Pay Services Account. You agree to pay all the Fees applicable for such Pay Service which you incur. You agree to immediately notify ShipOracle.com of any unauthorized use of your Pay Services Account. Unless otherwise indicated in the registration process, in your Pay Services Agreement or in these Terms and Conditions, the Fees for a Pay Service purchased through your Pay Service Account are chargeable immediately (and at the beginning of each payment period for periodic Subscription Pay Services) to the credit card you designated for the particular Pay Service Account (the "Account Credit Card") or through such other billing process as applicable. All Fees are non-refundable.
Please note that Subscription Pay Services are billed automatically at the end of each payment period as set out in your Pay Services Agreement and Fees in respect of each payment period will be based on the then-current rate for the particular Subscription Pay Service. You may terminate your Pay Services Agreement at any time, which termination will only be effective at the end of the payment period in which you terminate your Pay Services Agreement, in accordance with these Terms and Conditions and your Pay Services Agreement. Should you terminate your pay service, you will be charged until the end of your billing cycle(based on the calender day of each month), and you will have access to the services until such time has expired. This hereby acknowledges you are entitled to no partial refunds.
By registering for a Pay Service, you warrant that: (a) you are of the age of majority in the jurisdiction in which you reside, (b) all information you submit is true and correct (including without limitation all Account Credit Card information), and (c) you are the cardholder of the Account Credit Card.
In consideration of the availability, and your use, of a Pay Service, you acknowledge and agree: (a) to the terms of your Pay Services Agreement and these Terms and Conditions, including, without limitation, the disclaimers, limitation of liability and provisions related to prohibited conduct set out herein; (b) that you are solely responsible for all acts or omissions that occur through your Pay Service Account; (c) that the Pay Service is for your personal, non-commercial use and you agree not to resell, distribute, transfer, share or otherwise use any Pay Service; and (d) that ShipOracle.com reserves the right to suspend or terminate your Pay Service Account and your use of a Pay Service in accordance with these Terms and Conditions and your Pay Services Agreement.
MODIFICATION PAY SERVICE AGREEMENTS AND TERMS OF SERVICE IN CONNECTION WITH SUBSCRIPTION/FEE BASED SERVICE
ShipOracle.com may at any time and from time to time amend or modify these Terms and Conditions or a Pay Service Agreement, including any Fees, features or other aspects of Pay Services, upon notice to you. Notification may be provided using one or more of the following methods: (i) letter mailed to your billing address; (ii) bill message; (iii) e-mail to one or more of your email accounts provided to shiporacle.com; (iv) posting on the shiporacle.com website; or (v) speaking to you or leaving a message for you. If you do not agree to any such amendments or modifications of your Pay Services Agreement or these Terms and Conditions, your sole remedy is to immediately stop using the ShipOracle.com Sites and Services, including Pay Services, and to terminate your Pay Services Agreement and these Terms and Conditions in accordance with these Terms and Conditions and your Pay Services Agreement. You can review the most current version of these Terms and Conditions at www.shiporacle.com.
ShipOracle.com reserves the right to suspend or terminate your Account and your access to the Site, Services and Content, including Pay Services, at any time for convenience, or for any other reason, including without limitation, if: (a) the Account Credit Card is invalid for any reason; (b) you give ShipOracle.com and/or its affiliates or licensors false or misleading information; (c) ShipOracle.com and/or its affiliates or licensors does not receive any payment when due; or (d) ShipOracle.com has determined, in its sole discretion, that the use of the ShipOracle.com Site or of any Services through your Account is, or was in breach of these Terms and Conditions or you are using the Services for unlawful or improper use; (e) for any so reason, including conflict of interest, suspected abuse, improper conduct, spamming, information gathering, manipulation, use of the information provided on this website for commercial gain, or any other grounds/conduct that shiporacle.com considers inappropriate. Any such termination by ShipOracle.com will be in addition to and without prejudice to such rights and remedies as may be available to shiporacle.com, including injunction and other equitable remedies. Your ability to use the Pay Services is also subject to any limits established by ShipOracle.com or by your Account Credit Card issuer. If Fees cannot be charged to your Account Credit Card or your charge is returned for any reason, including chargeback, ShipOracle.com reserves the right to either suspend or terminate your Pay Services Account and your access to the Pay Services. The disclaimer, limitations on liability, and indemnity provisions herein will survive termination or expiry of your Account, these Terms and Conditions and your Pay Services Agreement.
You may terminate your subscription to a Pay Service for a Subscription at any time by sending an email to email@example.com. All terminations will be effective at the end of the month in which such termination was effected. ShipOracle.com will not, under any circumstances, provide any refund in connection with the termination of any Pay Service for a Subscription with a duration of one month or less. With respect to the termination of Pay Services for a Subscription which are longer than one month, ShipOracle.com will provide a refund (in the form of a credit against the Account Credit Card) in an amount equal to: (i) the amount charged against the Account Credit Card and received by ShipOracle.com for the applicable Pay Service for a Subscription, less (ii) the regular amount that would have been payable if calculated on a monthly basis for the applicable subscription period up to the end of the monthly period in which termination is effective.
You agree to defend, indemnify and hold harmless each member of the ShipOracle.com Group and each of their respective officers, directors, employees and agents, including all third parties mentioned on the ShipOracle.com Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, resulting from or related to: (a) your breach of any of these Terms and Conditions; (b) your access to or use of the ShipOracle.com Site, Services or Content; or (c) your use or reliance on, or publication, communication or distribution of anything on or from the ShipOracle.com Site or through any of the Services. You will use your best efforts to cooperate with the ShipOracle.com site in the defense of any claim. The ShipOracle.com Group reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL THE SHIPORACLE.COM GROUP BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, AND ANY DAMAGES FOR LOSS OF PROFITS, SAVINGS, GOODWILL OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER SHIPORACLE.COM HAD BEEN ADVISED OF OR COULD HAVE FORESEEN THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE, INABILITY TO USE OR PERFORMANCE OF ANY OF THE SERVICES OF THE SHIPORACLE.COM SITE, OR (B) ANY UNAUTHORIZED ACCESS TO OR MODIFICATION TO ANY OF YOUR CONTENT OR TRANSMISSIONS, OR (C) ANY OTHER MATTER RELATING TO THE SHIPORACLE.COM SITE OR ANY OF THE SERVICES.
You expressly acknowledge that ShipOracle.com has entered into your Pay Services Agreement and these Terms and Conditions, and has and will make certain ShipOracle.com Sites, Content and Services available to you in reliance upon the limitations and exclusions of liability and the disclaimers set forth herein, and that the same form an essential basis of the bargain between you and shiporacle.com. You expressly agree that the indemnities, limitations, exclusions of liability and the disclaimers set forth herein will survive, and continue to apply in the case of, a fundamental breach or breaches, the failure of essential purpose of contract, the failure of any exclusive remedy or termination of your Pay Services Agreement or these Terms and Conditions.
ARBITRATION AND ACTIONS
Except where prohibited by applicable law, any controversy, claim or dispute arising out of or relating to these Terms and Conditions, a Pay Service (unless otherwise specified in Pay Services Agreement), your Pay Services Agreement, your use of any ShipOracle.com Site or Service or the relationship which results from these Terms and Conditions, including without limitation, the performance, breach, enforcement, existence or validity of the matters provided for in these Terms and Conditions or your receipt and use of the Site or Services, which cannot be amicably resolved, even if only one of the parties declares that there is a difference (collectively, a "Claim"), will be referred to and finally settled (to the exclusion of the courts) by private and confidential binding arbitration before a single arbitrator held in Burlington, Vermont in English and governed by, as amended, replaced or re-enacted from time to time. The arbitrator will be a person who is legally trained and who has experience in the information technology field in the United States of America and is independent of either party. Any such Claim will be arbitrated on an individual basis, and will not be consolidated in any arbitration with any claim, controversy or dispute of any other party. Except where prohibited by applicable law, you agree to waive any right you may have to commence or participate in any class action against the ShipOracle.com Group relating to any Claim and you also agree to opt out of any class proceedings against the ShipOracle.com Group. Notwithstanding the foregoing, ShipOracle.com reserves the right to pursue the protection of intellectual property rights and confidential information through injunctive or other equitable relief through the courts.
SUBMISSION OF IDEAS OR SUGGESTIONS
ShipOracle.com is always improving the ShipOracle.com sites and services and developing new features. If you have ideas or suggestions regarding improvements or additions, ShipOracle.com would like to hear them - but any submission will be subject to these terms and conditions. UNDER NO CIRCUMSTANCES WILL ANY DISCLOSURE OF ANY IDEA OR SUGGESTION OR RELATED MATERIAL TO SHIPORACLE.COM AND/OR ITS AFFILIATES OR LICENSORS BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. BY SUBMITTING THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL TO SHIPORACLE.COM AND/OR ITS AFFILIATES OR LICENSORS, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL AND ARE REPRESENTING AND WARRANTING TO SHIPORACLE.COM AND/OR ITS AFFILIATES OR LICENSORS THAT THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY RIGHTS IN THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL AND THAT SHIPORACLE.COM AND/OR ITS AFFILIATES OR LICENSORS IS FREE TO IMPLEMENT THE IDEA OR SUGGESTION AND TO USE THE RELATED MATERIAL IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY SHIPORACLE.COM AND/OR ITS AFFILIATES OR LICENSORS, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.
These Terms and Conditions and any Pay Services Agreement you have entered into are personal to you, and you may not assign your rights or obligations to anyone. Your Pay Services Agreement and these Terms and Conditions constitute the entire agreement between ShipOracle.com and you pertaining to your use of the ShipOracle.com Site, Services and Content and supercede any prior agreements between you and ShipOracle.com with respect to the subject matter hereof. Shiporacle.com's failure to insist upon or enforce strict performance of any right or provision of your Pay Services Agreement or these Terms and Conditions will not constitute or be construed as a waiver of any right or provision. If any of the provisions (or parts thereof) contained in your Pay Services Agreement or these Terms and Conditions are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination will not affect the remaining provisions (or parts thereof) contained herein. Except where prohibited by applicable law, any cause of action you may have with respect to your use of the ShipOracle.com Sites or which is the subject of your Pay Services Agreement or these Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises. No changes to your Pay Services Agreement or these Terms and Conditions will be made except as expressly contemplated herein. The parties have required that your Pay Services Agreement and these Terms and Conditions and all documents relating thereto be drawn up in English.