Sporian will use reasonable commercial efforts to provide these services in a professional, reliable and secure manner. SPORIAN PROVIDES THE SPORIAN WEB SITE "AS IS" AND "AS AVAILABLE" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS OR IMPLIED. SPORIAN SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Limit of Liability
IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE USE OR INABILITY TO USE THE SERVICES, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR LOSS OF PROFITS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
PARTICIPANT AGREES THAT SPORIAN SHALL NOT BE RESPONSIBLE OR LIABLE TO PARTICIPANT OR ANYONE ELSE FOR THE STATEMENTS OR CONDUCT OF ANY THIRD PARTY IN CONNECTION WITH SPORIAN'S WEB SITE OR SERVICES.
SPORIAN'S LIABILITY UNDER THIS AGREEMENT IS LIMITED TO THE AMOUNT OF FEES PARTICIPANT PAYS TO SPORIAN FOR THE AFFECTED TRANSACTION.
General Compliance with Laws
Each party agrees to comply with all applicable laws regarding use or provision of the Sporian services.
If the individual accepting this agreement accepts the Agreement on behalf of another entity, then that individual warrants and represents that he or she is authorized on behalf of the entity and has the corporate power to bind the corporation to this agreement.
Participant is responsible for all agents acting or purporting to act on Participant's behalf. Participant is responsible for the actions and statements of all users who access the Sporian web site using Participant's ID. Such users will be deemed to be agents of Participant. Participant agrees that prior to permitting any and all agents to use the services of Sporian, each such agent will first acknowledge the terms of this Agreement and agree to be bound by them.
Participant and its agents, on the one hand, and Sporian, on the other hand, are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
No Assignment, Resale or Unauthorized Commercial Use. Agreement applies only to Participant. Participant agrees not to resell, assign or transfer its rights or obligations under this Agreement. Participant also agrees not to make any unauthorized commercial use of Sporian's web site or services.
Participant agrees not to make use of or disclose to third parties any other user's information received by Participant from this web site other than as necessary to participate in this web site. The preceding obligation does not apply to other user's information that is publicly available or available from sources other than this web site.
Additional Rules of Etiquette
Participant will not, when using this web site, (i) threaten, defame or spread false information about another participant; (ii) engage in extortive behavior; (iii) use the Sporian web site to send unsolicited commercial e-mail ("spam"); (iv) use violent, racist, sexist, homophobic or other hateful language.
Except as explicitly stated otherwise in this Agreement, any notices shall be given by e-mail to email@example.com (in the case of Sporian) or by changes to this document (in Participant's case).
This Agreement shall be governed in all respects by the laws of the State of Colorado, United States of America. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deemed severed from this Agreement and shall not affect the validity or enforceability of the remaining provisions. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Any failure by Sporian to act with respect to a breach by Participant or others does not waive Sporian's right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof.
The services hereunder are offered by Sporian, Inc., located at 4699 Nautilus Court South Suite 200, Boulder, Colorado 80301.
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