If You use, or if You have selected to register to use the Every.CITY website or any of the Specialty EveryCity websites that are a part of the Every.CITY family, herein all referred to as Every.CITY, You agree to be bound by the terms and conditions set forth in these Terms and Conditions of Use ("Agreement").
1. Description of Services
Subject to Software Masters, Inc.'s acceptance of Your registration and Your compliance with the terms and conditions of this Agreement, you are responsible for providing the following: (i) all equipment, such as a computer and modem, necessary to access the World Wide Web; (ii) Your own access to the World Wide Web; and (iii) payment of all telephone or other fees associated with such access.
2. Conditions of Use
Your use of the Service is subject to all applicable local, state, national and international laws and regulations. You will: (a) not use the Service for any illegal purposes; (b) comply with all regulations, policies and procedures of networks through which You access and use the Service; and (c) not access or attempt to access any Service account for which You have no access authorization.
3. Account and Password
After You accept this Agreement and Your registration has been accepted by Software Masters, Inc., You will receive a confirmation by email that your Account has been established. You are solely responsible for any consequences arising out of Your failure to maintain the confidentiality of Your Password. You will notify Software Masters, Inc. of any unauthorized use or other breach in security of Your Account immediately after You learn of the same.
4. Disclaimer of Warranties
The transmission, storage, viewing and retrieval of data and files through the World Wide Web is subject to a variety of conditions that make such transmission, storage, viewing and retrieval potentially unreliable. ACCORDINGLY, YOUR USE OF YOUR ACCOUNT AND THE SERVICE IS AT YOUR SOLE RISK. YOUR ACCOUNT AND THE SERVICE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. Software Masters, Inc., ON BEHALF OF ITSELF AND ITS DISTRIBUTORS, ADVERTISERS AND SUPPLIERS, DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, WITH RESPECT TO YOUR ACCOUNT AND EVERY.CITY (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT). YOUR ACCOUNT AND EVERY.CITY MAY NOT MEET YOUR NEEDS. Software Masters, Inc. MAKES NO REPRESENTATION OR WARRANTY: (A) THAT YOUR ACCOUNT OR THAT EVERY.CITY WILL MEET YOUR NEEDS; (B) THAT ACCESS TO YOUR ACCOUNT OR EVERY.CITY WILL BE TIMELY, ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE; (C) THAT THE DATA ON YOUR DESKTOP OR SERVER WILL NOT BE LOST OR DAMAGED; OR (D) THAT DEFECTS IN EVERY.CITY WILL BE CORRECTED. YOU ACKNOWLEDGE THAT ANY MATERIAL OR DATA YOU RETRIEVE THROUGH THE USE OF EVERY.CITY IS DONE AT YOUR CHOICE AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE RETRIEVAL OF SUCH MATERIAL OR DATA.
5. Limitations of Liability
IN NO EVENT SHALL Software Masters, Inc. OR ITS ADVERTISERS OR SUPPLIERS HAVE ANY OBLIGATION OR LIABILITY TO YOU FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR DATA OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, REVENUE OR PROFITS OR BUSINESS INTERRUPTION) OR OTHER PECUNIARY LOSS ARISING OUT OF YOUR USE OR INABILITY TO USE YOUR ACCOUNT OR EVERY.CITY OR YOUR LOSS OF DATA OR FILES STORED THEREIN.
You will defend, indemnify and hold Software Masters, Inc., its parents, subsidiaries, affiliates, agents, officers, directors and employees, harmless from any claim or demand, including reasonable attorneys' fees and costs, made by any third party due to or arising out of Your use of Your Account and EVERY.CITY and any violation of this Agreement by You.
Either you or Software Masters, Inc. may terminate this Agreement with or without cause at any time by giving notice of such termination to the other in the manner described in paragraph below. Further, if Software Masters, Inc. believes that You have violated Your obligations under this Agreement, Software Masters, Inc. may, at its option and in addition to its other remedies, immediately and without notice, suspend Your Account and/or terminate this Agreement. Software Masters, Inc. will not be liable to You or any third party for any suspension or termination of Your Account or EVERY.CITY. Should You object to any terms and conditions of this Agreement or any subsequent modifications thereto or become dissatisfied with the Service in any way, Your only recourse is to immediately: (a) discontinue use of EVERY.CITY; (b) terminate this Agreement; and (c) notify Software Masters, Inc. of such termination. Upon any termination of this Agreement, You will cease use of EVERY.CITY. Finally, Bride Memberships will terminate automatically at the conclusion of one (1) year after the date of the single event provided in their membership.
Any notice under this Agreement given by Software Masters, Inc. to You will be deemed to be properly given if sent by email to Your email address as set forth in the Registration Information, or by a startup screen that starts before Your next use of EVERY.CITY or by written communication mailed by first class U.S. mail to Your address on record in the Registration Information or by a display about the changed information in the agreement on the index page if the change is generic. It is important that you maintain a correct working email id and update it if necessary to be able to receive Software Masters, Inc.'s communication. Any notice under this Agreement given by You to Software Masters, Inc. will be deemed to be properly given if received by email sent to Software Masters, Inc.'s Customer Service at firstname.lastname@example.org.
This Agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any provision of this Agreement is held to be invalid or unenforceable under applicable law to any extent, then (a) such provision will be interpreted, construed or reformed to the extent reasonably required to render the same valid, enforceable and consistent with the original intent underlying such provision and (b) such invalidity or unenforceability will not affect any other provision of this Agreement.
10. Modifications to this Agreement
The terms and conditions of this Agreement may be changed by Software Masters, Inc. from time to time. Upon any such change, Software Masters, Inc. will notify You of such change in accordance with paragraph 8 above and post an updated version of this Agreement on the Software Masters, Inc.'s Every.CITY website located at https://every.city. Your use of any Services after such notification will constitute Your acceptance of such changed terms and conditions.
Your right to use Every.CITY is personal to You, and You will not assign any of Your rights, obligations or interest in this Agreement or Your Account. Without limiting the foregoing, this Agreement is binding upon and inures to the benefit of the parties and their respective successors and assigns. Software Masters, Inc.'s failure to insist upon or enforce strict performance of any provision or right of this Agreement will not be construed as a waiver of any provision or right. This Agreement will be governed by the laws of the State of Kentucky, without regard to its conflict of laws rules. The provisions of the U.N. Convention on Contracts for the International Sale of Goods and any successor treaties will not apply. You consent to the venue and exclusive jurisdiction of the state and federal courts located in Madison County, Kentucky, U.S.A., with regard to any claim arising under or otherwise occurring by reason of this Agreement or Your use of EVERY.CITY or Your Account. You will commence any claim or cause of action arising under or otherwise occurring by reason of this Agreement within one (1) year after the claim or cause of action arises or such claim or cause of action is forever barred. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes any and all prior and contemporaneous understandings and agreements.