WE ENCOURAGE YOU TO READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE YOU USE OUR SITE. Your use of our site is expressly conditioned on your acceptance of the following terms and conditions. By using our site, you signify your assent to these terms and conditions. If you do not agree with any part of the following terms and conditions, you must not use our site.
- 1. Ownership
Our site, and each of its modules, together with the arrangement and compilation of the content found on our site, is the copyrighted property of Longworth Industries, Inc. (“Longworth”) and/or its various third party providers and distributors. The trademarks, logos and service marks displayed on our site (collectively, the “Trademarks”) are registered and common law trademarks of Longworth, its affiliates, and various third parties. Nothing contained on our site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Trademarks without the written permission of Longworth or other party that may own the Trademarks.
- 2. Use of Site
Longworth grants you a limited, non-transferable license to use our site in accordance with the terms and conditions of this User Agreement. You shall not use our site for any other purposes, including without limitation, to make any speculative, false or fraudulent reservation or any reservation in anticipation of demand. Our site and the content provided in our site, including the text, graphics, button icons, audio and video clips, digital downloads, data compilations and software, may not be copied, reproduced, republished, uploaded, posted, transmitted or distributed without the written permission of Longworth, and/or its third party providers and distributors, except that you may download, display and print the materials presented on our site for your personal, non-commercial use only. You may not use any “robot,” “spider” or other automatic device, or a program, algorithm or methodology having similar processes or functionality, or any manual process, to monitor or copy any of the Web pages, data or content found on our site, in any case without the prior written permission of Longworth. You agree that you will not transmit or otherwise transfer any Web pages, data or content found on our site to any other computer, server, Web site, or other medium for mass distribution or for use in any commercial enterprise. You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of our site. You agree that you will not take any action that imposes a burden or load on our infrastructure that Longworth deems in its sole discretion to be unreasonable or disproportionate to the benefits Longworth obtains from your use of the site. Unauthorized use of our site and/or the materials contained on our site may violate applicable copyright, trademark or other intellectual property laws or other laws. You must retain all copyright and trademark notices, including any other proprietary notices, contained in the materials, and you must not alter, obscure or obliterate any of such notices. The use of such materials on any other Web site or in any environment of networked computers is prohibited. You are prohibited from posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory, pornographic or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law. In addition, you are prohibited from posting or transmitting any information which (a) infringes the rights of others or violates their privacy or publicity rights, (b) is protected by copyright, trademark or other proprietary right, unless with the express written permission of the owner of such right, (c) contains a virus, bug or other harmful item or (d) is used to unlawfully collude against another person in restraint of trade or competition. You shall be solely liable for any damages resulting from any infringement of copyright, trademark, or other proprietary right, or any other harm resulting from your use of our site.
- 3. Age and Responsibility
If you use our site, you are responsible for maintaining the confidentiality of your account information and your password. You agree to accept responsibility for all activities that occur under your account or password. You represent that you are of sufficient legal age to use our site and to create binding legal obligations for any liability you may incur as a result of the use of our site. You understand that you are financially responsible for all uses of our site by you and those using your login information. We request that all visitors to our website who are under thirteen years old not disclose or provide any personally identifiable information. If we discover that a child under thirteen years old has provided us with personally identifiable information, we will delete that child's personally identifiable information from our records.
- 4. Privacy
You have read the Longworth Privacy Policy, the terms of which are incorporated herein, and agree that the terms of such policy are reasonable. You consent to the use of your personal information by Longworth and/or its third party providers and distributors in accordance with the terms of and for the purposes set forth in the Longworth Privacy Policy.
- 5. Review of Transmissions
Longworth may, from time to time monitor and review any information transmitted or received through our site and reserves the right to censor, edit, remove or prohibit the transmission or receipt of any information that Longworth deems inappropriate or in violation of these terms and conditions. During monitoring, the information may be examined, recorded or copied, and your use of our site constitutes your consent to such monitoring and review. You agree that if you submit suggestions, ideas, comments or questions or post any other information on our site, you grant Longworth and its affiliates a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicenseable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such content in any form, media or technology. Longworth takes no responsibility and assumes no liability for any content posted or submitted by you.
- 6. Exclusion of Warranty
LONGWORTH AND ANY THIRD PARTY PROVIDERS AND DISTRIBUTORS MAKE NO WARRANTY OF ANY KIND REGARDING OUR SITE AND/OR ANY MATERIALS PROVIDED ON OUR SITE, ALL OF WHICH ARE PROVIDED ON AN “AS IS” BASIS. LONGWORTH AND ANY THIRD PARTY PROVIDERS AND DISTRIBUTORS DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENCY OR RELIABILITY OF ANY OF THE CONTENT OR DATA FOUND ON OUR SITE AND SUCH PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS, INCLUDING IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. NEITHER LONGWORTH NOR ANY THIRD PARTY PROVIDERS OR DISTRIBUTORS WARRANT THAT OUR SITE, ITS SERVERS OR ANY E-MAIL SENT FROM LONGWORTH ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC RIGHTS WHICH VARY FROM STATE TO STATE.
- 7. Limitation of Liability
LONGWORTH ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN OUR SITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO OR AUDIO FROM THE SITE. IN NO EVENT SHALL LONGWORTH OR ANY THIRD PARTY PROVIDERS OR DISTRIBUTORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH (I) ANY USE OF OUR SITE OR CONTENT FOUND HEREIN, (II) ANY FAILURE OR DELAY, OR (III) THE PERFORMANCE OR NON PERFORMANCE BY LONGWORTH OR ANY THIRD PARTY PROVIDERS OR DISTRIBUTORS, INCLUDING, BUT NOT LIMITED TO, NON PERFORMANCE RESULTING FROM BANKRUPTCY, REORGANIZATION, INSOLVENCY, DISSOLUTION OR LIQUIDATION EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES TO SUCH PARTIES OR ANY OTHER PARTY.
If, notwithstanding the foregoing, Longworth or any third party provider or distributor should be found liable for any loss or damage which arises out of or is in any way connected with any of the above described functions or uses of our site or its content, the liability of Longworth and the third party providers and distributors shall in no event exceed, in the aggregate, the greater of (a) the subscription fee and service charge for accessing our site or (b) $100.00. In its sole discretion, in addition to any other rights or remedies available to Longworth and without any liability whatsoever, Longworth at any time and without notice may terminate or restrict your access to any component of our site. Some states do not allow limitation of liability, so the foregoing limitation may not apply to you.
- 8. Indemnification
You shall defend and indemnify Longworth and any third party providers and distributors and their officers, directors, employees and agents from and against any claim, cause of action or demand, including without limitation reasonable legal and accounting fees, brought by or on your behalf in excess of the liability described herein or by third parties as a result of your use of our site.
- 9. Claims of Copyright Infringement
The Digital Millennium Copyright Act of 1998 (as amended, the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by us infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. If you believe in good faith that we have wrongly filed a notice of copyright infringement against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA (see 17 U.S.C 512 for details). Notices and counter-notices with respect to the Site should be sent to Longworth Industries, Inc., 5417 North Carolina Highway 211, West End, North Carolina 27376, (910) 673-3875 (telecopier), and customerservice@proxgo.com (email). We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.
- 10. Links
Our site contains links to other Web sites which are provided solely as a convenience to you and not as an endorsement by Longworth, its third party providers or distributors of the contents of such other Web sites. None of Longworth or any third party provider or distributor shall be responsible for the content of any other Web sites and make no representation or warranty regarding any other Web sites or the contents or materials on such Web sites. If you decide to access other Web sites, you do so at your own risk.
- 11. Relationship
The relationship between Longworth and you will be that of independent contractors, and neither of us nor any of our respective officers, agents or employees will be held or construed to be partners, joint ventures, fiduciaries, employees or agents of the other.
- 12. Governing Law
This Agreement and its performance shall be governed by the laws of the State of North Carolina, without regard to its conflict of laws provisions. You consent and submit to the exclusive jurisdiction of the state courts located in Moore County, North Carolina, in all questions and controversies arising out of your use of our site and this Agreement. To the extent allowed by applicable law, any claim or cause of action arising from or relating to your access or use of our site must be brought within two (2) years from the date on which such claim or action arose or accrued.
- 13. Attorney’s Fees
If Longworth or its affiliates take any action to enforce this User Agreement and these terms and conditions, such parties will be entitled to recover from you, and you agree to pay, all reasonable and necessary attorney's fees and any cost of litigation, in addition to any other relief, at law or in equity, to which such parties may be entitled.
- 14. Injunctive Relief
You acknowledge that a violation or attempted violation of any of this User Agreement and these terms and conditions will cause such damage to Longworth as will be irreparable, the exact amount of which would be difficult to ascertain and for which there will be no adequate remedy at law. Accordingly, you agree that Longworth shall be entitled as a matter of right to an injunction issued by any court of competent jurisdiction, restraining such violation or attempted violation of these terms and conditions by You, or Your affiliates, partners, or agents, as well as recover from You any and all costs and expenses sustained or incurred by Longworth in obtaining such an injunction, including, without limitation, reasonable attorney’s fees. You agree that no bond or other security shall be required in connection with such injunction.
- 15. Termination
Longworth may terminate this User Agreement and these terms and conditions and/or the provision of any of the services at any time for any reason, including any improper use of our site or your failure to comply with these terms and conditions. Such termination shall not limit or otherwise effect any right to relief to which Longworth and its third party providers and distributors may be entitled, at law or in equity. Upon termination of this User Agreement and these terms and conditions, all rights granted to you will terminate and revert to Longworth and its third party providers or distributors, as applicable.
- 16. Assignment
You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder.
- 17. Modification
Longworth may at any time modify these terms and conditions and your continued use of our site will be conditioned upon the terms and conditions in force at the time of your use.
- 18. Additional Terms
Additional terms and conditions may apply to purchases of goods and services and other uses of portions of our site, and you agree to abide by such other terms and conditions.
- 19. Severability
These terms and conditions shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.
- 20. Headings
The headings used in this User Agreement are included for convenience only and will not limit or otherwise affect the terms and conditions herein.
- 21. Entire Agreement
This User Agreement, together with any terms and conditions incorporated herein or referred to herein constitute the entire agreement between us relating to the subject matter hereof, and supersedes any prior understandings or agreements (whether oral or written) regarding the subject matter, and may not be amended or modified except in writing or by making such amendments or modifications available on our site.