PLEASE READ THESE TERMS OF SERVICE (“TERMS”) CAREFULLY. These Terms of Service (“Terms”) apply to your personal or business use of FireBoard’s website, products and/or services, applications and the technology supporting the service (collectively the “Services”). FireBoard Labs, LLC (“FireBoard”) makes the Services available to you (sometimes referred to as “your” or “user”) in exchange for your agreement with all the terms and conditions below.
These Terms are a binding legal document between you and FireBoard, together with any of its affiliates or subsidiaries. Do not access or use the Services if you do not agree to these Terms. FireBoard may revise and update these Terms from time to time without prior notice to you and will post the updated Terms to the Services. ANY CHANGES TO THESE TERMS WILL APPLY IMMEDIATELY UPON POSTING. Your continued use of the Services after updated Terms are posted to the Services constitutes your acceptance to be bound by any changes. You and FireBoard are referred to herein individually as a “Party” and jointly as the “Parties.”
1. RIGHT TO ACCESS THE SERVICES
FireBoard grants you a limited, revocable, non-transferable, and non-exclusive license to access and use the Services for your personal or business use only. FireBoard may terminate, in its sole discretion, your right to use the Services if you use the Services in excess of this limited right. FireBoard does not guarantee the accuracy of the Services. FireBoard retains the right to revoke this right or disable or deny access to the Services to any user for any reason.
2. PROPRIETARY RIGHTS
2.1 Ownership. As between you and FireBoard, FireBoard retains all ownership rights, control, or licenses to any content, applications, information, or materials FireBoard posts on the Services (“FireBoard Content”) and any and all patent rights, copyrights, trade secrets, trade names, service marks, trademarks, moral rights, know-how and any other similar rights or intangible assets recognized under any laws or international conventions, and in any country or jurisdiction in the world, as intellectual creations to which rights of ownership accrue, and all registrations, applications, disclosures, renewals, extensions, continuations or reissues of the foregoing now or hereafter in force (“Intellectual Property Rights”) pertaining to FireBoard or the Services in whole or in part. Nothing in these Terms is meant to give you any Intellectual Property Rights in or to FireBoard Content or the Services.
2.2 Suggestions. FireBoard shall have a royalty-free, worldwide, perpetual license to use or incorporate into the Services any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or your affiliates relating to the Services in any manner.
2.3 Trademarks. “FireBoard,” the FireBoard logo, and any and all FireBoard software and product names are trademarks or service marks of FireBoard or its affiliates (collectively, the “Marks”). No right or license to use the Marks is granted under these Terms, except that you shall have the limited right to use the Marks solely as they appear in the Services. You shall not use the Marks in advertising or promotional material nor shall you disclose FireBoard as a service provider to any third party, except for such disclosures required by federal, state or local government regulations, or as otherwise may be approved in advance and in writing by FireBoard. You shall not remove, alter or obscure any Marks or proprietary notices contained in the Services or other materials provided by FireBoard.
3. YOUR CONTENT
You are solely responsible and liable for the content you upload to the Services, and therefore, you agree to indemnify, defend, release, and hold FireBoard harmless from any claims made in connection with your content. You agree that your content may be viewed by other users, and that notwithstanding these Terms, other users may share your content with third parties. Do not upload any confidential information related to you or a third party. You represent and warrant to FireBoard that your content, including all information submitted by you in connection with your use of the Services, is accurate and truthful, and that you will update the information as necessary. FireBoard has the right to edit, remove, or delete your content at any time, in FireBoard’s sole discretion, for the following reasons: (i) you commit an immoral or unethical act; (ii) to enforce these Terms; (iii) to comply with applicable law; or (iv) your content infringes or misappropriates with any intellectual property rights of a third party.
If you post a photo or video of your use of the Services, you hereby irrevocably and perpetually grant to Fireboard, and our designees a worldwide license to use, publish, reproduce, create derivative works of, distribute, and publicly display the photo or video in any form, media, or content which now or hereafter exists, for advertising, promotional, or any other commercial purposes as well as non-commercial purposes. YOU AGREE THAT FIREBOARD SHALL HAVE THE RIGHT TO USE THE VIDEO AND/OR PICTURE EVEN IF IT CONTAINS YOUR LIKENESS OR THE LIKENESS OF OTHERS. You waive any compensation for any use of such photo or video. You hereby release and waive any claims, demands, damages, losses, liabilities, and causes of action arising from Fireboard’s uses of the photo or video, including, without limitation, any claims for defamation, libel, invasion of privacy, publicity, personality, or exploitation of your name or likeness. You represent and warrant that if the photo or video contains the image or likeness of a third party, you have obtained that third party’s consent to grant this license and that the photo or video does not contain the image or likeness of any minor child.
4. PROHIBITED USE
When using the Services, you shall not: (i) resell, disclose, disseminate, reproduce, or publish any portion of the Services in any manner; (ii) modify, translate, alter, disassemble, decompile, manipulate or reverse engineer any portion of the Services; (iii) violate applicable law; (iv) post pictures of children under the age of thirteen; (v) misrepresent your identity or age; (vi) harass, defame, threaten, or discriminate another user; or (vii) upload any malware, viruses, or other malicious code.
FireBoard may, in its sole discretion, suspend or terminate, in whole or in part, your access to the Services if you violate these Terms. FireBoard will not be liable to you or any other party for the suspension or termination of your access to the Services.
6. DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT ALLOWED BY LAW, FIREBOARD MAKES NO PROMISES ABOUT THE SERVICES. THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE (EVEN IF THAT PURPOSE IS KNOWN TO FIREBOARD), MERCHANTABILITY, NON-INFRINGEMENT, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. FIREBOARD EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS OR DAMAGE CAUSED BY ERRORS OR OMISSIONS IN, OR THE UNAVAILABILITY OF, THE SERVICES, WHETHER SUCH ERRORS OR OMISSIONS OR UNAVAILABILITY RESULT FROM NEGLIGENCE, ACCIDENT, OR OTHER CAUSE. FIREBOARD MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE LEGALITY OR PROPRIETY OF THE USE OF THE SERVICES FOR ANY SPECIFIC PURPOSES. FIREBOARD DOES NOT WARRANT THAT THE SERVICES SHALL MEET YOUR EXPECTATIONS OR REQUIREMENTS. WHILE THE MANUFACTURERS OR LICENSORS OF PRODUCTS MAY PROVIDE CERTAIN WARRANTIES AND OTHER TERMS AND CONDITIONS WITH RESPECT TO THE PRODUCTS, FIREBOARD MAKES NO REPRESENTATIONS OR WARRANTIES CONCERNING PRODUCTS MANUFACTURED BY THIRD PARTIES.
7. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, FIREBOARD AND ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, ASSIGNEES, AND SUCCESSORS-IN-INTEREST (A) ARE NOT LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF FIREBOARD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER ARISING (INCLUDING NEGLIGENCE), AND (B) WILL IN NO EVENT BE LIABLE TO YOU FOR ANY CLAIMS ARISING FROM OR RELATING TO YOUR USE OF THE SERVICES IN ANY AMOUNT. YOUR SOLE AND EXCLUSIVE REMEDY RELATED TO YOUR USE OF THE SERVICES IS TO STOP USING THE SERVICES.
You will indemnify, defend, and hold FireBoard, and its affiliates, harmless from and against all claims, losses, liabilities, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising from any claim, suit or proceeding brought against FireBoard by a third party arising out of or related to your, your affiliates, or your users’ (i) use or misuse of the Services; (ii) provision of or FireBoard’s use of any data; (iii) breach of these Terms; (iv) violation of any law or the rights of any third party; and (v) negligence or willful misconduct.
9. THIRD PARTY WEBSITES
The Service may contain advertisements, promotions, or recipes that are offered by third parties, as well as links to third party websites or resources. FireBoard is not responsible for the availability, or lack thereof, of such external websites or resources. If you choose to interact with the third parties made available through the Service, those parties’ terms will govern their relationship with you. FireBoard is not liable for such third parties’ terms or conduct. FireBoard advises you to take caution when using a recipe offered by a third party or when going to any third party links or websites and encourage you to read those parties’ terms.
All notices required under these Terms shall be sent through the Services.
If any provision, or part thereof, of these Terms become or are declared invalid, illegal or unenforceable in any respect under any law, such provision, or part thereof, shall be null and void, and deemed deleted from these Terms. The validity, legality and enforceability of the remaining provisions of these Terms shall not in any way be affected or impaired.
10.3 No Waiver
Any waiver is only valid to the extent expressly set forth in writing.
10.4 Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Missouri, without giving effect to its principles of conflicts of law. Any litigation arising out of these Terms shall be brought by either Party in a court of competent jurisdiction located in Jackson Country, Missouri, and each Party hereby waives any defenses it may have before such courts based on a lack of personal jurisdiction or inconvenient forum. Each Party hereby expressly and irrevocably waives the right to a jury trial. The prevailing party shall be awarded its reasonable attorneys’ fees and costs in any proceeding arising out of or related to these Terms.
10.5 No Third Party Beneficiaries
FireBoard and Customer agree that these Terms, including all terms incorporated by reference, are for the benefit of the entities executing such document(s) and are not intended to confer any rights or benefits on any third party, including any employee or client of either entity executing such document(s), and that there are no third party beneficiaries as to these Terms or any part or specific provision of these Terms.
The following Sections shall survive the expiration or termination of these Terms: §2 Proprietary Rights; §5 Termination; §6 Disclaimer of Warranties; §7 Limitation of Liability; §8 Indemnity; and §10 Miscellaneous, and any other Sections which, by their very nature, are intended to survive the expiration or termination of these Terms.