PART I: TERMS APPLICABLE TO ALL OF ELOOP PRODUCTS AND SERVICES
A. THE ELOOP NETWORK
These Gold Lasso eLoop Terms of Service comprise a legal agreement between You, meaning the company that You represent, and Gold Lasso, Inc. and governs Your use of Gold Lasso eLoop. BY SUBSCRIBING TO AN ELOOP SERVICE, YOU AGREE TO BE BOUND BY THE TERMS OF THESE TERMS OF SERVICE AND THE ADDITIONAL TERMS. If you do not agree to these Terms of Service and the Additional Terms do not subscribe to or use the eLoop services.
eLoop is made up of Web sites and Web pages operated by Gold Lasso and its affiliates and of various products and services which are provided by Gold Lasso, its affiliates or third party service providers. These Web sites, Web pages, products and services will be collectively referred to in this Agreement as "eLoop" or the "eLoop Network." "You" means You, Your company, Your employees, and anyone who has access to use Your eLoop account.
The general provisions in Part I of these Terms of Service apply to the eLoop Network and to all of the products and services provided through the eLoop network. The provisions in Part II of these Terms of Service are additional provisions that apply to the particular eLoop product(s) or service(s) described in each section of Part II. Each applicable eLoop account, product or service may have other posted guidelines or rules (the "Additional Terms"). All such Additional Terms are incorporated by reference into these Terms of Service.
The eLoop Network is offered to You on the condition that You accept these Terms of Service and the Additional Terms without modification. You agree to familiarize Yourself with, and to regularly review, the Terms of Service, the Additional Terms, and other terms and guidelines found throughout the eLoop Network and abide by them if You choose to use the sites, or accept the products, services or benefits, to which such terms apply
If You do not have print capability or otherwise desire to obtain a hard copy of these Terms of Service, please visit the eLoop customer service Web site and send an email requesting a hard copy.
B. YOUR WARRANTIES
By subscribing to any service offered on the eLoop site, You make the following representations and warranties. Gold Lasso shall have the right to terminate your eLoop account, without notice at any time, if any representation warranty made by You proves to be untrue in any respect.
You represent and warrant that:
a. You have the legal capacity and authority to; (i) enter into binding contracts for the sale and purchase of goods and services, (ii) be bound by these Terms of Service and the Additional Terms, (iii) to subscribe to and use the eLoop service, including, where applicable, the buying, selling and listing of items, in accordance with these Terms of Service and any Additional Terms and (iv) if you are acting in a corporate capacity, to bind Your company;
b. You will not use the eLoop Network for any purpose that is unlawful, or prohibited by these Terms of Service or the Additional Terms;
c. All information supplied by You or by others using Your account is true and accurate, including information submitted as part of the registration and subscription process;
d. Any products or services advertised, sold or otherwise distributed by You on or in connection with Your eLoop account are legal for sale or distribution; that you have all licenses necessary to sell or advertise the goods or services offered for sale or distribution and that all sales and advertisements will be in compliance with applicable law; and
e. You have and control all of the intellectual property, proprietary and similar rights necessary for all material located on Your account, all submissions, and all products and services sold or otherwise distributed by You or on Your behalf via Your account.
f. By using the eLoop Network, You agree that You will defend and indemnify Gold Lasso and its suppliers from any third party claim related to a breach of any of the foregoing warranties.
C. LIMITATIONS ON YOUR USE OF THE eLOOP NETWORK
The eLoop Network is provided to assist You with the operation of Your business. Your right to use the eLoop Network is limited to You, and Your company and its employees. You are solely responsible for Your content and Your eLoop account. Gold Lasso reserves the right, but is not obligated, to monitor or to review materials posted in Your eLoop account and to monitor your compliance with these Terms of Service and the Additional Terms. Gold Lasso reserves the right in its sole discretion to edit, refuse to post or remove any information or materials which violate these Terms of Service or the Additional Terms in whole or in part, without notice at any time.
You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, services or benefits obtained from the eLoop Network, except for such materials expressly owned or licensed to You for such benefits.
You may not use a name in connection with operating Your eLoop account that is confusing or misleading to participants, or otherwise impersonate or deceive participants with respect to Your identity.
You may not restrict or inhibit any other user from using and enjoying such user's rights in eLoop.
You may not interfere with or disrupt the eLoop Network or servers or any network connected to eLoop.
You may not use the eLoop Network or the products or services provided through or in connection with the eLoop Network to:
a. rent, lease, license, grant a security interest in, or otherwise transfer or sublicense Your rights hereunder to any third party;
b. defame, libel, slander, impersonate, abuse, harass, threaten, invade the privacy of or otherwise violate or infringe the legal rights (including the rights of privacy and publicity) of any other person;
c. conduct, promote or forward illegal contests, pyramid schemes, chain letters, unauthorized advertising, promotional materials, unsolicited e-mail ( including spamming) or multi-level or illegal marketing campaigns;
d.harm minors in any way;
e. publish, post, distribute, disseminate, advertise or link to any: (i) content, site, topic, name, material or information which is defamatory, libellous, slanderous, infringing, obscene, indecent, or which contains nudity or adult content; (ii) software, content or other material protected by intellectual property laws, copyright licenses, rights of privacy or publicity, or other proprietary rights, unless You own, or control such rights or have received all necessary consents for Your publication, distribution, or linking of such software and other materials; (iii) software, content or other material that contains viruses, worms, corrupted files, cracks or that may or are intended to damage the operation of or render inoperable another's computer, hardware, software, security measures or system or other programs written to defeat the security measures of any computer, system or programs; (iv) software, content, other material or Web site that constitutes "hate speech", whether directed at an individual or a group, and whether based upon the race, sex, creed, national origin, religious affiliation, sexual orientation or language of such individual or group;
f. sell, offer to sell, distribute, promote, facilitate, disseminate or link to any sites for marketing, sales, promotion, facilitation or distribution of: firearms; explosives; ammunition; liquor; tobacco products; illegal gambling (including gambling in connection with sporting events); food that is not packaged or does not comply with all applicable laws for sale to consumers by commercial merchants; illicit drugs, pharmaceuticals and controlled substances; counterfeit, pirated or stolen goods; any goods or services that infringe or otherwise violate a third party's rights including copyright, patent, trademark, or rights of publicity or privacy; goods that are considered indecent, obscene or pornographic; Nazi memorabilia; registered or unregistered securities; goods or services that You cannot legally sell; goods which are misrepresented or which do not in fact exist; fraudulent goods; goods or activities that if sold via any eLoop services or Your eLoop account would cause Gold Lasso to violate any law, statute or regulation; or any other illegal activity;
h. violate any applicable government laws or regulations, including but not limited to CAN SPAM Act 2003, S.877.
i. every email message sent in connection within eLoop must contain an "unsubscribe" link that allows subscribers to remove themselves from your mailing list. Each such link must remain operational for a period of thirty (30) days after the date on which you send the message, and must be in form and substance satisfactory to Gold Lasso. You acknowledge and agree that you will not remove, disable or attempt to remove or disable the link. You shall monitor and process unsubscribe requests received by you directly within 10 days of submission, and update the email addresses to which messages are sent through your eLoop account. Under the CAN-SPAM Act of 2003, you acknowledge that you are responsible for maintaining and honouring the list of unsubscribe requests following termination of your account and this Agreement.
j. You agree to import, access or otherwise use only Permission Based Lists in connection with your use of the eLoop network. You hereby covenant that you shall not use any other lists in connection with your use of the Products. If you have used the eLoop feature that allows you to request a recipient to confirm that you have his or her permission to send emails to him or her, and such recipient has not responded or does not respond affirmatively to such request for confirmation, you agree that you shall not send emails to that recipient. Without limiting the foregoing, you agree that you shall not utilize the Product to send any commercial electronic mail message (as that term is defined in the CAN-SPAM Act of 2003) to any person who has opted out or otherwise objected to receiving such messages from you or another sender on whose behalf you may be acting. You cannot mail to distribution lists, newsgroups, or spam or unsolicited email addresses. Emails that you send through eLoop may generate spam complaints from recipients. You are responsible for ensuring that your email campaigns do not generate a number of spam complaints in excess of industry norms. Gold Lasso, in its sole discretion, shall determine whether your level of spam complaints is within industry norms, and its determination shall be final, binding and conclusive for all purposes under this Agreement. Gold Lasso will terminate your use of eLoop if it can be determined that your level of spam complaints is higher than industry norms.
k. You may not reproduce or redistribute any Software, as that term is defined in the Section entitled "Software Available on the eLoop Network." You may not copy or reproduce the Software to any other server or location for further reproduction or redistribution. You may not decompile, disassemble, reverse engineer or otherwise attempt to discover any trade secret contained in the eLoop Network, or in any product, service or Software provided through the eLoop Network.
l. The information provided by Gold Lasso to You may be proprietary in nature. You agree not to share any information provided to You by or on behalf of Gold Lasso with any unlicensed third party.
Products and services available through or in connection with eLoop require that You purchase a subscription or otherwise pay a fee. You hereby authorize Gold Lasso to charge Your credit card in advance or appropriately bill Your accounts payable department in accordance with the "Sales Worksheet & Authorization Agreement" agreed to earlier by You and Gold Lasso for all applicable fees incurred by You in connection with Your use of the eLoop product or service. You are solely responsible for all charges, fees, duties, taxes, and assessments arising out of any use of Your eLoop account by you or anyone else using your account. Fees associated with the use of the eLoop product and services not paid by You to Gold Lasso when due may bear interest at the lesser of (a) one and one-half percent (1.5%) per month, and (b) the maximum rate permitted by applicable law.
E. CHANGES TO SERVICES; TERMINATION OF ELOOP BY GOLD LASSO
Gold Lasso may terminate Your account, Your access to eLoop or any of Your eLoop services (in whole or in part) at any time, with or without cause, and with or without notice. You may be barred from accessing any of Your eLoop services or from using the eLoop Network or from receiving any products, services or benefits from eLoop, if Gold Lasso determines You have violated these Terms of Service or any Additional Terms, if You have failed to remit any applicable subscription fees when due, if any representation or warranty made by You is untrue in any respect or if Gold Lasso receives a court order or other legal action relating to Your account. In addition, if You violate any of these Terms of Service, or any applicable Additional Terms You will forfeit all in-kind credits and any other amounts accruing to You (if any) in connection with the eLoop Network and there will be no refund of any fees prepaid by You.
F. TERMINATION POLICY; FEES OWED
Should Gold Lasso terminate Your account in accordance with this section, You will be barred from accessing any of Your eLoop services or from using the eLoop Network or from receiving any products, services or benefits from eLoop. In addition, should Gold Lasso terminate Your account in accordance with this section, You: i) shall be responsible for the payment to Gold Lasso of all fees due and owing by You during the remaining Term of the Agreement, as such fees are specified in the Agreement; and, ii) shall forfeit all in-kind credits and any other amounts accruing to You (if any) in connection with the eLoop Network.
You acknowledge that You have no unilateral right to terminate the Agreement or these Terms of Service during the Term of the Agreement. As a result, You acknowledge that any attempted termination by You of the Agreement during the Term shall be null and void, that you shall be liable for the remaining fees due as stated in the Agreement and in these Terms of Service, and that You shall not be entitled to a refund of all or part of amounts already paid by You for such subscriptions.
If Gold Lasso terminates Your account without cause, Gold Lasso will provide You with a 30-day written notice and a refund of all fees tendered for use of Your eLoop account on a pro-rata basis.
G. LINKS TO THIRD PARTY SITES
Links within the eLoop Network may let You leave the eLoop Network. You acknowledge that the linked sites are not under the control of Gold Lasso and that Gold Lasso is not responsible for the contents or operation of such linked sites or any link contained in such linked site, any changes or updates to such sites, or Web casting or any other form of transmission received from any linked site. Gold Lasso is providing these links to You only as a convenience, and the inclusion of any link does not imply endorsement by Gold Lasso of the linked site or any association with their operators.
H. LICENSE YOU GRANT TO GOLD LASSO
You grant Gold Lasso the right and license to publish Your name and or logo in client lists, case studies, press releases, articles, advertisements and other materials in connection with the promotion of Gold Lasso. The publishing of Your name and or logo in other than a "client listing" or "client announcement" capacity will require Your express written permission. You also grant Gold Lasso the right to publish a mutually edited; (a) press release announcing You as a client (b) case study every calendar year describing various business and technical successes experienced using eLoop. No compensation will be paid or due You with respect to the rights and licenses granted expressed above.
I. SOFTWARE AVAILABLE ON THE ELOOP NETWORK
Software (if any) that is made available to download from or otherwise use through the eLoop Network, excluding software that may be made available by third parties via eLoop, ("Software") is the copyrighted work of Gold Lasso and/or its suppliers. Your use of the Software is governed by these Terms of Service, and the applicable Additional Terms, and the terms of the end user license agreement, if any, which accompanies or is included with the Software ("License Agreement"). To the extent that the License Agreement conflicts with the Terms of Service or Additional Terms, the terms of the License Agreement shall govern Your use of the Software. You may not install or use any Software that is accompanied by or includes a License Agreement unless You first agree to the License Agreement. For any Software not accompanied by a license agreement, Gold Lasso Corporation hereby grants to You, the user, a personal, non-exclusive, non-transferable license to use the Software for viewing and otherwise using the particular eLoop account or eLoop service in accordance with the License Agreement, the Terms of Service and Additional Terms and for no other purpose. In addition, You shall keep intact all and may not alter any copyright and other proprietary notices contained in such Software. All Software is owned by Gold Lasso and/or its suppliers, and is protected to the maximum extent permitted by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties. Persons violating the foregoing, or who otherwise misappropriate any intellectual property or proprietary rights related to the Software may be prosecuted to the maximum extent possible. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCING THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. YOU MAY NOT DECOMPILE, DISASSEMBLE, REVERSE ENGINEER OR OTHERWISE ATTEMPT TO DISCOVER ANY TRADE SECRET CONTAINED IN ANY SOFTWARE PROVIDED HEREUNDER. You acknowledge that the Software, and any accompanying documentation and/or technical information, is subject to applicable export control laws and regulations of the USA. You agree not to export or re-export the Software, directly or indirectly, to any countries that are subject to USA export restrictions. All software downloaded or otherwise obtained by the U.S. Government pursuant to solicitations issued on or after December 1, 1995 is provided with the commercial license rights and restrictions described elsewhere herein. All Software provided to the U.S. Government pursuant to solicitations issued prior to December 1, 1995 is provided with RESTRICTED RIGHTS as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48 CFR 252.227-7013 (OCT 1988), as applicable.
J. LIMITATIONS OF LIABILITY AND DISCLAIMERS
The information, software, products, services and other material included in or available through the eLoop Network may not be complete, and may include inaccuracies or errors, and may also be modified, discontinued or deleted from time to time without notice. Advice, information, products, services or other materials received via the eLoop Network should not be relied upon for personal, medical, legal, business, financial or other decisions and is not intended to replace the advice of appropriate and qualified professionals. You acknowledge that You should consult an appropriate professional for specific advice tailored to Your situation.
Your access to and use of the eLoop Network, and products and services of Gold Lasso, is at Your own risk. Even though Gold Lasso makes every best effort to ensure the security of its network by using 128bit SSL (Secured Socket Layer) technology and other security practices to protect its client's data, Gold Lasso makes no guarantees of any kind regarding the dependability, accuracy, security, timeliness or availability of the eLoop Network, or such products or services. Without limiting the foregoing, NEITHER GOLD LASSO NOR ITS RESPECTIVE SUPPLIERS MAKE ANY REPRESENTATIONS OR WARRANTIES ABOUT THE CONDITION, SUITABILITY, RELIABILITY, AVAILABILITY, COMPLETENESS, SECURITY, TIMELINESS, OR ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND MATERIALS CONTAINED IN eLoop FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND MATERIALS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. GOLD LASSO AND ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES OR MATERIALS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
IN NO EVENT SHALL GOLD LASSO OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION:
DAMAGES FOR LOSS OF USE, DATA, ACCOUNTS, REVENUES OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF ELOOP OR RELATED SERVICES, OR
-WITH THE DELAY OR INABILITY TO USE ELOOP OR RELATED SERVICES;
THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH ELOOP; OR
OTHERWISE ARISING OUT OF THE USE OF ELOOP, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF GOLD LASSO OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF eLoop, OR WITH ANY OF THESE TERMS OF SERVICE OR THE ADDITIONAL TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE eLoop NETWORK AND ITS RELATED SERVICES AND PRODUCTS.
Without limiting the foregoing, Gold Lasso is not responsible for any of Your data residing on Gold Lasso and eLoop Network hardware or systems, including such hardware or systems provided to Gold Lasso by third parties. You are responsible for maintaining and backing-up Your data and information that may reside on the Gold Lasso or eLoop hardware or systems, including such hardware or systems provided to Gold Lasso by third parties, whether or not such information is produced through the use of eLoop, including any information regarding the operation or use of Your account, catalogs, lists, order records, and other information You are providing or using in connection with Your use of the eLoop Network. It is Your responsibility to take the necessary steps to ensure Your primary means of business is maintained. Gold Lasso will not be liable for any damage, loss or disclosure of data, accounts, revenue or business arising out of or otherwise related to: (a) Your use of the eLoop Network, its services or products; (b) Your customers' use of Your eLoop account and Your products and services; (c) use of the eLoop Network by any other party to whom You have given access to Your company information for use of the eLoop Network; (d) errors, bugs or other defects in the eLoop Network; (e) lost company, customer or vendor information (e.g., billing information, credit card numbers, lost orders, etc.); (f) misuse of Your eLoop account to commit illegal or criminal activities, by You or any of your affiliates, with or without your knowledge (g) or that result from mistakes, omissions, interruptions, deletion of files or e-mail, loss of or damage to data, errors, defects, viruses, delays in operation, or transmission, or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to Gold Lasso's records, programs or services. You are solely responsible for maintaining and backing-up any information regarding the operation or use of Your eLoop account, catalogs, lists, order records, and other information You are providing or using in connection with Your use of the eLoop Network.
Gold Lasso is not liable for Your actions with Your customers or vendors, or the use of their information, or for any other actions arising from Your use, or the use of other parties to whom You have given access to Your eLoop information, through the use of the eLoop Network.
Gold Lasso is not involved in any transaction between You and Your buyer or seller or other third parties with whom you may have transactions through Your eLoop account or between You and any user of any products or services offered or provided by You or by a third party through the eLoop Network. Gold Lasso is not responsible for screening, censoring or otherwise controlling Your eLoop account, or any listings or transactions offered or conducted via Your eLoop account. You are deemed to have a direct commercial relationship with each third party that purchases goods or services from or undertakes any other transaction with You via Your eLoop account. Gold Lasso is not acting as Your or any third party's agent in connection with the operation of eLoop. You are solely responsible for: (a) processing customer orders or other transactions; (b) verifying the validity of incoming customer orders before finalizing the order; (c) informing customers of the status of such orders or transactions; (d) providing all customer support related to such orders or transactions (e.g., lost orders, billing disputes, payments, etc.); and, (e) determining, collecting and remitting to the appropriate authority all taxes (if any) arising from or related to such orders or transactions. Further, because Gold Lasso is not involved in any orders or other transactions between You and other users of eLoop or other marketplace forums, Gold Lasso cannot and will not be involved in resolving any disputes relating to any completed or uncompleted transactions or the purchase or sale of listed goods or otherwise.
Unless otherwise expressly stated in these Terms of Service, Your payments for orders or transactions conducted via Your eLoop account will be paid to You directly from Your designated acquiring bank, customers or other appropriate source ("payor"). Gold Lasso is not responsible for such payment, and will have no liability for any lost, disputed or fraudulent payment or tenders of payment, or other disputes arising between You and customers or payors. Gold Lasso makes no guarantee about the reliability or accuracy of these products or services, or the results obtained from using eLoop.
If the eLoop network is unavailable for a period of 48-hours or more due to circumstances WITHIN Gold Lasso's control such as hardware upgrades, software updates or other such necessary maintenance, Gold Lasso will refund fees paid by You for use of your eLoop account on a pro-rata basis.
If the eLoop network is unavailable for a period of 48-hours or more due to circumstances NOT WITHIN Gold Lasso's control such as ISP (Internet Service Provider) outages, power outages, or acts of nature You claim for refund will be evaluated on a case-by-case basis.
Both You and Gold Lasso agree to defend, indemnify and hold each other and its suppliers harmless from and against any and all claims, losses, liability costs and expenses (including but not limited to attorneys' fees) arising from unintentional violation of these Terms of Service (including, without limitation, violation of applicable Additional Terms), or any third-party's rights, (including, without limitation, infringement of any copyright, violation of any proprietary right and invasion of any privacy rights). These obligations will survive any termination of Your relationship with Gold Lasso or Your use of eLoop.
L. ACCESS RESTRICTION; ACCOUNT SECURITY AND PASSWORDS
Gold Lasso reserves the right to deny in its sole discretion any user access to eLoop or any portion thereof without notice.
You are responsible for safeguarding the confidentiality of Your account information (including password(s) and user name(s) issued to You) and for any use or misuse of Your account or the eLoop Network resulting from any third party using a password or user name issued to You. You agree to notify Gold Lasso immediately of any known or suspected unauthorized access to or use of Your account, Your password, the password of any individual user to whom You have issued a login ID or any other breach of security or misuse of the eLoop Network known to or suspected by You. You may change Your password at any time by following instructions in Your eLoop account.
You hereby authorize Gold Lasso to rely on any data, notice, instruction or request furnished by You to Gold Lasso, or that Gold Lasso reasonably believes to have been furnished by You. You are solely responsible for maintaining the confidentiality of Your account information and monitoring usage of Your account. Gold Lasso is not responsible for fraud of participants or of other users of your account.
M. YOUR CUSTOMER DATA
Gold Lasso will not use Your customer data or Your customer contact list for any purposes other than those intended in the eLoop service contract. Gold Lasso will hold all customer data in trust and confidence and will refrain from using the information for its own use or commercial purpose and from directly or indirectly disclosing or making available any customer data to any person, firm, company, entity or third party for any use.
N. DISPUTE RESOLUTION
Any controversy or claim arising out of or relating to these Terms of Service and/or the Additional Terms, or any breach thereof, shall be litigated in the Circuit Courts of Montgomery County in the State of Maryland, U.S.A. You and Gold Lasso hereby irrevocably consent to the exclusive jurisdiction and venue of the Circuit Courts in Montgomery County, Maryland, in all disputes arising out of or relating to the use of the eLoop Services or the eLoop Network.
These Terms of Service and the Additional Terms shall be governed by the laws of the State of Maryland. You and Gold Lasso waive any rights we may have to trial by jury.
The prevailing party in any such litigation shall be entitled to reimbursement of its attorney’s fees and costs.
These Terms of Service and the Additional Terms are governed by the laws of the State of Maryland, U.S.A. You hereby irrevocably consent to the exclusive jurisdiction and venue of courts in Montgomery County, Maryland, U.S.A. in all disputes arising out of or relating to the use of the eLoop Services or the eLoop Network.
You agree that no joint venture, partnership, employment, or agency relationship exists between You and Gold Lasso as a result of these Terms or Service or use of eLoop.
Gold Lasso's performance of this agreement is subject to existing laws and legal process, and nothing contained in these Terms of Service are in derogation of Gold Lasso's right to comply with governmental, court and law enforcement requests or requirements relating to Your use of the eLoop Network or information provided to or gathered by Gold Lasso with respect to such use.
If any part of these Terms of Service or the Additional Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms of Service and the Additional Terms shall continue in effect.
Unless otherwise specified herein, these Terms of Service, the Additional Terms and the Privacy Statement constitute the entire agreement between the user and Gold Lasso with respect to the eLoop Network and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Gold Lasso with respect to the eLoop Network.
A printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Gold Lasso is not obligated to monitor the content on eLoop. Gold Lasso reserves the right to disclose any information, content, or materials as necessary to satisfy any applicable law, regulation, legal process or government request or in accordance with Gold Lasso's Privacy Statement located at http://www.staging1.goldlasso.com/index.php/privacy-policy. Gold Lasso reserves the right to edit, refuse to post or to remove any information, content, or materials, in whole or in part, from Your eLoop account, in Gold Lasso's sole discretion, without notice at any time.
Any rights not expressly granted herein are reserved by Gold Lasso, including all legal and equitable remedies available to Gold Lasso or violation of any of these Terms of Service.
P. COPYRIGHT AND TRADEMARK NOTICES
All contents of the eLoop Network are: Copyright (c) 2002 - 2011 Gold Lasso, Inc. and/or its suppliers, c/o Gold Lasso, Inc. 25B Chestnut Street Gaithersburg, MD U.S.A. All rights reserved.
eLoop is either a trademark or registered trademark of Gold Lasso, Inc.. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
Any rights not expressly granted herein are reserved by Gold Lasso.
PART II: TERMS APPLICABLE TO SPECIFIC ELOOP PRODUCTS AND SERVICES
A. ELOOP EMAIL
eLoop Email is an e-mail marketing service that allows you to create, target, send and track email marketing campaigns to customers.
ELOOP Email may only be used in connection with e-mail lists for which recipients have voluntarily registered. Using eLoop Email to send e-mail to an address obtained without the consent of such addressee is a violation of the eLoop Terms of Service. If Gold Lasso receives complaints about Your list, Your list will be reviewed and may be terminated. You may not send mail under any company or organization name other than Your own.
If You use eLoop Email to create a mailing list (a "Mailing List"), You may remove any e-mail address contained therein from such Mailing List at Your discretion. You agree to honor the request of the owner of any e-mail address to remove that address from a Mailing List. You may establish additional terms and conditions that may be applied to persons subscribed to Your Mailing Lists.
E-mail messages distributed to Mailing Lists may not be in excess of 250KB. Gold Lasso may include in every sent e-mail a statement similar to the following: "Powered by eLoop Email".
Any e-mail messages not used in a given calendar month may not be applied in any other calendar month.
Without limiting any other applicable disclaimers or limitations, Gold Lasso disclaims any and all representations, warranties and conditions, express or implied, that messages sent in connection with the eLoop Email service will be delivered on time or received, or that the operation of the eLoop Email service will be available, error-free or secure. You acknowledge that the security mechanisms contained in eLoop Email have inherent limitations, and You are solely responsible for determining if use of the eLoop Email service sufficiently meets Your requirements.