Effective as of July 1, 2015
These Terms & Conditions constitute an agreement (“Agreement”) between you and VeriShip Inc. (“VeriShip”) regarding your use of the website operated by VeriShip (the “Site”) and the services offered by VeriShip (the “Services”). Any of the following actions constitute your agreement, without limitation or qualification, to be bound by, and to comply with, the terms of this Agreement: (i) your engagement of VeriShip to provide Services to you; or (ii) your use of the Site. If you are using the Site or Services on behalf of your employer and/or in connection with your employment, your use of such Site or Services signifies your employer’s unconditional acceptance of this Agreement. This Agreement will continue until terminated by either party, or modified or amended as set forth herein.
Use of Services
You represent and warrant that you are at least 18 years of age or the applicable state age of majority and that you possess the legal right and ability to enter into this Agreement. You agree not to use the Services or the Site for any unlawful or abusive purpose or in any way which interferes with the ability of VeriShip to provide Services and/or the Site to its customers, or damages the property of VeriShip.
THE MATERIALS AND CONTENT CONTAINED IN THE SITE AND THE SERVICES ARE PROVIDED “AS IS.” VERISHIP, THROUGH AND TOGETHER WITH ITS DIRECTORS, MANAGERS, OFFICERS, STOCKHOLDERS, MEMBERS, AGENTS, REPRESENTATIVES, EMPLOYEES AND AFFILIATED ENTITIES (COLLECTIVELY, THE “VERISHIP AFFILIATES” AND EACH, A “VERISHIP AFFILIATE”) MAKE NO WARRANTIES REGARDING THE MATERIALS, CONTENT OR SERVICES WHATSOEVER AND DISCLAIM ANY AND ALL EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY, FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OR TRADE. THIS PARAGRAPH SHALL SURVIVE TERMINATION OF THIS AGREEMENT.
**Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.
LIMITATION OF LIABILITY
IN NO EVENT SHALL ANY VERISHIP AFFILIATE BE LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, COMPENSATORY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION REGARDLESS OF WHETHER ANY VERISHIP AFFILIATE HAS BEEN INFORMED OF THE LIKELIHOOD OF SUCH DAMAGES) ARISING OUT OF OR RELATING TO THE PROVISION OF SERVICES BY VERISHIP. IN NO EVENT SHALL VERISHIP BE RESPONSIBLE FOR DAMAGES IN EXCESS OF THE FEES PAID BY THE USER TO VERISHIP OVER THE TWELVE MONTHS PRECEDING A CLAIM AGAINST VERISHIP. YOU AND VERISHIP AGREE THAT THIS SECTION, “LIMITATION OF LIABILITY”, IS AN AGREED ALLOCATION OF RISK BETWEEN YOU AND VERISHIP. YOU ACKNOWLEDGE THAT, ABSENT YOUR AGREEMENT TO THIS LIMITATION OF LIABILITY, VERISHIP WOULD NOT PROVIDE THE SITE OR SERVICES TO YOU.
THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OF THIS AGREEMENT.
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE VERISHIP AFFILIATES, FROM AND AGAINST ANY AND ALL CLAIMS, EXPENSES OR DAMAGES (INCLUDING ATTORNEYS’ FEES), WHETHER KNOWN OR UNKNOWN, ARISING FROM, INCURRED AS A RESULT OF, OR IN ANY MANNER RELATED TO (A) YOUR USE OF THE SERVICES OR THE SITE, OR (B) YOUR PROMISES OR STATEMENTS MADE IN THIS AGREEMENT. YOU HEREBY AGREE TO WAIVE (TO THE EXTENT PERMISSABLE) ALL LAWS THAT MAY LIMIT THE EFFECTIVENESS OF THE FOREGOING RELEASES. NOTWITHSTANDING THE FOREGOING, YOU SHALL NOT BE LIABLE FOR CLAIMS, EXPENSES OR DAMAGES ARISING FROM THE INTENTIONAL OR GROSSLY NEGLIGENT ACTS OF ANY VERISHIP AFFILIATES. THIS INDEMNIFICATION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OF THIS AGREEMENT.
Ownership of the Site and its Content
This Site, and all information, materials and content available on the Site, including without limitation any trademarks, logos, service marks, trade dress, text, and graphics (collectively, “Content”), is the property of VeriShip and/or certain third-parties, including certain parcel shipping carriers (“Carriers”) and other third-party providers and distributors. Nothing contained on the Site should be construed as granting, by implication or otherwise, any license or right to use any of the Content without the written permission of the party that owns the Content, whether it be VeriShip or a third party.
Links to Other Materials
The sites linked to the Site (if any) are not necessarily under the control of VeriShip and VeriShip is not responsible for the content of any linked site. VeriShip has selected the links for your convenience. The selection or omission of links is not intended to endorse any particular companies or products. If you decide to access any of the third party sites linked to the Site, you do so entirely at your own risk.
Dealing with Advertisers
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Site, including payment and delivery of related goods or services, are solely between you and such advertiser. You agree that in no event shall any VeriShip Affiliate be held responsible or liable for any loss or damage of any sort incurred as a result of or in connection with any dealings with such advertisers. By selecting a special offer, product, or service from a third-party within the Site, you agree that in order to receive the special offer, product, or service, VeriShip may share certain personal information of yours with the applicable third-party provider. VeriShip is not responsible for privacy practices or the content of such third-party providers or other websites other than the Site.
Subscription and Payment Terms
VeriShip offers Users the opportunity to subscribe for various Services. The VeriShip service requires that VeriShip receive a commission (the “Commission”) representing an agreed upon portion of the Carrier refunds obtained by the User as a result of the work of VeriShip. The Commission is payable by the User to VeriShip. Commission percentage, payment method, and terms may change at the sole and exclusive discretion of VeriShip, provided VeriShip gives the subscriber prior notice of the change. You agree to provide VeriShip at least 30 days advance written notice of your intention to cancel any subscription Service.
Governing Law; Jurisdiction and Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of Kansas, excluding that body of law applicable to conflicts of law. You agree that any suit, action or proceeding arising out of or relating to this Agreement shall be instituted only in a Kansas state or federal court sitting in Johnson County, Kansas. You hereby waive any objection you may have now or hereafter to the laying of the venue of any such suit, action or proceeding, and irrevocably submit to the jurisdiction of any such court in any such suit, action or proceeding.
We may change or modify this Agreement from time to time. You can review the most current version of this Agreement at any time at the Site (www.VeriShip.com). Your continued use of the Site of Services after the Agreement has been changed and posted to the Site constitutes your acceptance of the modified Agreement. We may assign all or part of our rights or duties under this Agreement in connection with a sale of all or substantially all the assets of VeriShip (including the Site and operations) to a third party. You may not assign this Agreement without our prior written consent. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed to reflect the parties’ original intent, and the remaining portions shall remain in full force and effect. This Agreement constitutes the entire agreement between VeriShip and you with respect to your use of the Site, materials, content and Services, and it supersedes all prior or contemporaneous communications and proposals between VeriShip and you with respect thereto. Any failure by VeriShip to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.