This Web site and other Internet Web sites operated or controlled by ShulPay, Lakewood Websites LLC (“Site(s)”) include content, text, information, advertising, data, audio/visual materials, “applets,” and software (collectively, “Content”), as well as communication tools, access to email services, online directories, administrative services, download areas, discussion forums, search, account management tools, access to certain content, certain diagnostic tools and other information (“Services”). The Services may themselves contain Content, and Content and Services are sometimes collectively referred to as the “Resources”.
Registration information: Username and password
If you access the Sites anonymously, you will not be required to create a user name. However, in order to access certain Resources, you may be required to provide specific information and to create a user ID and password to establish an account. You agree that the information you provide in connection with establishing any account is accurate and that you will keep your information up-to-date. You are responsible for the security of all of your user names, passwords and registration information (such as unique account identifiers or historical billing information), and you are solely responsible for any use (authorized or not) of your accounts. You agree to notify immediately ShulPay of any unauthorized activity regarding any of your accounts or other breach of security. ShulPay may in its discretion suspend or terminate any of your user names and passwords at any time with or without notice.
Management of your data
You are solely responsible for obtaining, installing, and maintaining suitable equipment and software, including any necessary system or software upgrades, patches or other fixes, which are or may become necessary to access the Sites. Minimum systems requirements apply to the use of the Sites and it is your responsibility to ensure your computer system complies with these requirements. You agree that you are solely responsible for maintaining the security of your computer(s) and all personal and other data, including without limitation, encryption of data. WE STRONGLY RECOMMEND THE USE (AND APPROPRIATE UPDATING) OF COMMERCIAL ANTI-VIRUS, ANTI-SPYWARE AND FIREWALL SOFTWARE. ShulPay is not responsible for back-up or restoration of your information or for any loss of or disablement of access to your information, including without limitation, email and address book information. We reserve the right to: (a) use, copy, display, store, transmit and reformat data transmitted over our network and to distribute such content to multiple ShulPay servers for back-up and maintenance purposes; and (b) block or remove any unlawful content you store on or transmit to or from any ShulPay server. We do not guarantee the protection of your content or data located on our servers or transmitted across our network (or other networks) against loss, alteration or improper access.
Limitations on use: Unmoderated areas and third-party links
You acknowledge and agree that ShulPay (a) is not responsible for invalid destinations or transmission errors; and (b) does not guarantee your ability to access all Sites or Resources or that the Resources are secure or will meet your needs.
You understand and agree that ShulPay (and its third party suppliers and licensors (collectively “Licensors”)) have no control over third party networks or web sites that you may access in the course of your use of the Sites. The inclusion of any linked sites or content from the Sites does not imply endorsement of the linked site or content by ShulPay. In no event shall ShulPay or Licensors be liable to anyone for any damage arising from or caused, directly or indirectly, by the creation or use of a third party’s website, or the information or material accessed through such web sites. Access to any of the third party Web sites linked to from any of the Sites is entirely at your own risk and is solely governed by the terms and policies applicable to third party Web sites, and not these Terms. Accordingly, you should carefully review the privacy and other policies and terms of such third party web sites. In addition, certain areas of the Sites may contain Content from other users, and ShulPay and its Licensors assume no responsibility for the accuracy, quality, or value of any content, data, documents, graphics, images, information, advice, or opinion contained in any emails, message boards, chat rooms or similar Services reflecting user-generated content, and we do not endorse any advice or opinion contained therein. You acknowledge that through your use of certain areas of the Sites, you may have access to Content or information which may be sexually explicit, obscene or offensive, or otherwise unsuitable for children. You agree that the supervision of use of the Sites by children is your responsibility and that ShulPay and its Licensors are not responsible for access by you or any other users to objectionable or offensive content. SHULPAY STRONGLY RECOMMENDS THE USE OF COMMERCIALLY AVAILABLE CONTENT FILTERING SOFTWARE. You agree that your use of the Sites and the Internet, without limitation, is your sole responsibility, is solely at your own risk and is subject to all applicable local, state, n national and international laws and regulations.
If the use of a Site or Resource by you or anyone using your account, in ShulPay’s sole discretion, violates these Terms or any other ShulPay agreement or policy, is objectionable or unlawful, or interferes with, disrupts or degrades the functioning or use of the Internet or the ShulPay network by ShulPay or other users then, without limiting any other right or remedy ShulPay may have, ShulPay may suspend, deny or restrict your access to any Site or Resource (and to take any other action ShulPaydeems appropriate to protect ShulPay, our users and other Internet users). Without limiting the general policy stated above, you agree not to use the Sites (including by linking to the Sites), or any Resources, in any manner that:
- is unlawful, harmful to minors, threatening, harassing, abusive, defamatory, slanderous, fraudulent, gratuitously violent, obscene, deceptive, libelous, invasive of another’s privacy, or racially, ethnically or otherwise offensive, hateful or abusive;
- infringes or misappropriates ShulPay’s or a third party’s intellectual property, confidentiality, or other rights;
- advocates or solicits violence, criminal conduct or the violation of law or the rights of any third party;
- distributes advertising or promotional content;
- compiles, uses, downloads or otherwise copies any user information and/or usage information (whether or not such information constitutes personally identifiable information), or that impermissibly transmits, provides or otherwise distributes such information to any third party;
- provides material support or resources (or conceals or disguises the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
- decompiles, disassembles, uses reverse engineering or otherwise attempts to derive the source code for the computer systems and other technology that operate the any of the Sites or that is available through the Sites;
- accesses (or attempts to access) any of the Resources by any means other than through the interface that is provided by ShulPay. You specifically agree not to access (or attempt to access) any of the Resources through any automated script or routine, including “robots,” “spiders,” “offline readers,” bots, web crawlers or other means, that accesses the Resources in a manner that sends more request messages to servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
- interferes with or disrupts the Resources (or the servers and networks which are connected to the Resources), whether via malicious software or otherwise; and/or
- reproduces, duplicates, redisplays, frames, makes copies of, or resells the Resources for any purpose.
Additional access and use restrictions may appear elsewhere on the Sites. In particular, forums, blogs or similar community-focused Sites or Resources may attach their own standards of conduct as is appropriate for the intended audience. You agree to abide by such additional restrictions. The Sites are intended solely for your private and personal use on your computer. Any other use or any attempt to use the Sites or Resources for commercial or other purposes is strictly prohibited.
Consent to monitoring and disclosure
While ShulPay is under no obligation to monitor the Sites or the Resources, you agree that ShulPay may monitor the Sites periodically to (1) comply with any applicable laws, rules, regulations or governmental requests; (2) to operate the Sites and Resources properly and/or efficiently, (3) to assist those using the Sites and Resources; or (4) to protect itself and its users. ShulPay reserves the right to modify, reject or eliminate any Content or Feedback that we, in our sole discretion, believe violates these Terms.
- We may provide you software Content for use in connection with the Services which is owned by ShulPay or its Licensors (“Software”). We reserve the right periodically to update or change the Software remotely or otherwise. You may use the Software only in connection with the Services and for no other purpose.
- Certain Software may be accompanied by an end user license agreement (“EULA”) from ShulPay or a third party. Your use of the Software is governed by the terms of that EULA and by these Terms, where applicable. You may not install or use any Software that is accompanied by or includes a EULA unless you first agree to the terms of the EULA.
- For Software not accompanied by a EULA, you are hereby granted a revocable, non-exclusive, non-transferable license by ShulPay or its Licensors to use the Software (and any corrections, updates and upgrades thereto). You may not make any copies of the Software. You agree that the Software is confidential information of ShulPay or its Licensors and that you will not disclose or use the Software except as expressly permitted herein. The Software contains copyrighted material, trade secrets, patents, and/or proprietary information owned by ShulPay or its Licensors. You may not modify, rent, lease, loan, use for timesharing or service bureau purposes, reproduce, sublicense or distribute copies of the Software, or otherwise transfer the Software to any third party. You are not granted any title or rights of ownership in the Software. You acknowledge that this license is not a sale of intellectual property and that ShulPay or its Licensors continue to own all right, title and interest, including but not limited to all copyright, patent, trademark, trade secret, and moral rights, to the Software and related documentation, as well as any corrections, updates and upgrades to it. The Software may be used in the United States only, and any export of the Software is strictly prohibited. Your license to use the Software will remain in effect until terminated by ShulPay or its Licensors.
Copyright notice: Intellectual property and submitted material policies
ShulPay expects that its users will from time to time use the Site or Resources to submit suggestions or comments about ShulPay’s products or services, including the Resources or Site. If you decide to transmit feedback, creative ideas, or materials, such as ideas for products, services, promotions, product names, technologies or processes, whether in the form of answers, questions, comments, suggestions, expressive works, plans, or otherwise (but excluding any completed software applications which shall be submitted in accordance with the last paragraph of this section) (“Creative Submissions”), via the Site(s) or Resources, ShulPay must protect its ability to pursue strategies or exploit ideas, whether coming from ShulPay’s employees or from third parties, that may be the same or similar to the such submissions. By transmitting, uploading, posting or submitting any Creative Submissions, you hereby grant to ShulPay an irrevocable, perpetual, worldwide, non-exclusive, royalty-free, unrestricted license to use, distribute, make, exploit, practice, reproduce, modify, adapt, publish, translate, publicly perform, and publicly display, and authorize others to do so, all such Creative Submissions in any manner whatsoever, in any medium now known or later developed, without compensation, attribution or any obligation to you or to any other person or entity. You agree that ShulPay is not under any obligation of confidentiality or restriction, express or implied, with respect to the Creative Submissions or other feedback.
By transmitting, uploading, posting or submitting any information or material using the Sites (including, without limitation Creative Submissions; collectively, the “Submitted Material”), you represent and warrant that: (i) such Submitted Material is not confidential, secret or proprietary information belonging to someone else; (ii) such Submitted Material does not violate these Terms and will not cause injury to any person or entity; and (iii) no other party has rights in the Submitted Material, in whole or in part, and that your transmission, posting, uploading or submission of the information does not violate any copyright, intellectual property right or other laws or obligations you may have to any person or entity. You agree that you shall have no recourse against ShulPay, or its licensors, successors or assigns, for any alleged or actual infringement or misappropriation of any intellectual property right in Submitted Material or any portion thereof. ShulPay is not responsible for back-up or restoration of Submitted Material or for any loss of or disablement of access to your Submitted Material.
The ShulPay name and logos and all related product and service names, design marks and slogans are trademarks, service marks, registered trademarks or registered service marks of ShulPay and may not be used in any manner without the prior written consent of ShulPay. All other trademarks and service marks are the property of their respective owners.
Disclaimers of warranty
SHULPAY AND ITS LICENSORS PROVIDE THE SITES AND RESOURCES “AS IS”, “AS AVAILABLE “AND “WITH ALL FAULTS” AND THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITES IS WITH YOU. SHOULD THE SITES OR ANY RESOURCE BE DEFECTIVE, YOU, AND NOT SHULPAY OR ITS LICENSORS, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING AND REPAIR. SHULPAY AND ITS LICENSORS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SITES AND RESOURCES (INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SHULPAY AND ITS LICENSORS MAKE NO WARRANTY THAT THE SITES OR RESOURCES WILL MEET YOUR REQUIREMENTS OR THAT THE SITES OR RESOURCES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE OR THAT DEFECTS IN THE SITES WILL BE CORRECTED, OR THAT ANY CONTENT OR OTHER MATERIAL ACCESSIBLE FROM THE SITES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO ADVICE OR INFORMATION GIVEN BY SHULPAY, ITS AFFILIATES, LICENSORS OR THEIR RESPECTIVE EMPLOYEES SHALL CREATE ANY WARRANTY. SHULPAY AND ITS LICENSORS MAKE NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITES OR RESOURCES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SITES OR RESOURCES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SITES OR RESOURCES OR FROM SHULPAY OR ITS SUPPLIERS OR LICENSORS (OR THE RESPECTIVE OFFICERS, DIRECTORS, AFFILIATES, EMPLOYEES, OR AGENTS OF ANY SUCH ENTITIES) (COLLECTIVELY, “THE SHULPAY PARTIES”) SHALL CREATE ANY WARRANTY. SHULPAY DISCLAIMS ALL EQUITABLE INDEMNITIES.
Limitation of liability
IN NO EVENT WILL ANY OF THE SHULPAY PARTIES BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OR (B) ANY DAMAGES WHATSOEVER IN EXCESS OF ONE HUNDRED UNITED STATES (US$100.00) DOLLARS (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST REVENUES, LOSS OF GOODWILL, LOSS OF USE OR OTHER INTANGIBLE LOSSES), ARISING OUT OF OR IN CONNECTION WITH THE SITES (INCLUDING, WITHOUT LIMITATION, USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE SITES OR RESOURCES), WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, STATUTE, OR ANY OTHER LEGAL THEORY AND EVEN IF ANY SHULPAY PARTY HAS BEEN ADVISED (OR SHOULD HAVE KNOWN) OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to indemnify, defend and hold harmless ShulPay Parties from and against all losses, expenses, damages and costs, including reasonable attorneys’ and experts’ fees, arising from or related to claims made by any third-party due to or arising out of (a) Submitted Material or any other content you (or any parties who use your computer, with or without your permission) submit, post or upload to or transmit through the Sites or Resources, (b) your use of the Sites or Resources (or use of the Sites or Resources by any parties who use your computer, with or without your permission), (c) your violation of these Terms and/or your violation of any laws or regulations or the rights of another through the use of the Sites or Resources (or such violations by any parties who use your computer, with or without your permission). These indemnity obligations will survive termination of your relationship with ShulPay or your ceasing to use the Sites or Resources. ShulPay reserves the right to assume the defense and control of any matter subject to indemnification by you, in which event you will cooperate with ShulPay in asserting any available defenses.
International and export issues
Certain subsidiaries or affiliates of ShulPay only provide certain regulated telecommunications and other services in certain portions of the United States. If you choose to access any Site from outside the United States, you are responsible for compliance with all applicable laws, rules, regulations, decrees and orders (collectively, “Laws”). You agree to comply with all export and re-export restrictions and regulations of the Department of Commerce and any other United States or foreign agencies and authorities in connection with your use of the Sites and you agree that you shall not transfer, or authorize the transfer, of any Content to a prohibited country or otherwise in violation of any Laws. In particular, but without limitation, the Content may not be exported or re-exported, in violation of any Laws, (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By using any Content subject to any such restrictions and regulations, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
Changes to the sites and these terms
All information posted on the site is subject to change without notice and ShulPay reserves the right and sole discretion to change, limit, terminate, modify at any time, temporarily or permanently cease to provide the Sites or any part thereof to any user or group of users, without prior notice and for any reason or no reason. ShulPay reserves the right, from time to time, to amend or change these Terms (including any of the policies which may be applicable to your use of the Sites) by posting such revisions to the page located in this section (or successor web site). You agree to visit that Web site periodically to be aware of and review any such revisions. Changes to these Terms shall be effective upon posting, and you understand and agree that if you use the Services after the date on which the Terms have changed, ShulPay will treat your use of the Services as acceptance of the updated Terms, with prospective effect.
These Terms, together with (i) any additional terms to which you agree when using particular elements of a given Site, and, where applicable, (ii) any separate written or electronic agreement between you and ShulPay, constitute the entire and exclusive and final statement of the agreement between you and ShulPay with respect to the subject matter hereof, superseding any prior agreements or negotiations between you and ShulPay with respect to such subject matter. ShulPay’s failure to exercise or enforce any provision of these Terms shall not constitute a waiver of such provision. If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the Terms and shall not affect the validity and enforceability of any remaining provisions. You agree that these Terms shall be governed and construed in accordance with the laws of the State of New Jersey, and any legal action or proceeding between ShulPay and you for any purpose concerning these Terms shall be brought exclusively in a federal or state court of competent jurisdiction sitting in New Jersey. ShulPay may assign its rights and duties under these Terms to any party at any time without notice to you. Your rights and duties under these Terms are not assignable by you without our written consent. These Terms do not provide any third party (other than the ShulPay Parties) with a remedy, claim, or right of reimbursement.