Megastar Distributors Web Site Agreement
Megastar Distributors Web Site (the "Site") is an online information
service provided by Megastar Distributors ("Megastar Distributors"), subject
to your compliance with the terms and conditions set forth below.
PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR USING THE SITE.
BY ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS AND
CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS
AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE SITE. Megastar Distributors
MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE
EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON THE SITE.
YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS
AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE
ACCEPTANCE OF THE MODIFIED AGREEMENT.
1. Copyright, Licenses and Idea Submissions.
The entire contents of the Site are protected by international copyright
and trademark laws. The owner of the copyrights and trademarks are Megastar
Disributors, its affiliates or other third party licensors. YOU MAY NOT
MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE,
IN ANY MANNER, THE MATERIAL ON THE SITE, INCLUDING TEXT, GRAPHICS, CODE
AND/OR SOFTWARE.
You may print and download portions of material from the different areas
of the Site solely for your own non-commercial use provided that you agree
not to change or delete any copyright or proprietary notices from the materials.
You agree to grant to Megastar Distributors a non-exclusive, royalty-free,
worldwide, perpetual license, with the right to sub-license, to reproduce,
distribute, transmit, create derivative works of, publicly display and
publicly perform any materials and other information (including, without
limitation, ideas contained therein for new or improved products and services)
you submit to any public areas of the Site (such as bulletin boards, forums
and newsgroups) or by e-mail to Megastar Distributors by all means and
in any media now known or hereafter developed. You also grant to Megastar
Distributors the right to use your name in connection with the submitted
materials and other information as well as in connection with all advertising,
marketing and promotional material related thereto. You agree that you
shall have no recourse against for any alleged or actual infringement
or misappropriation of any proprietary right in your communications to
Megastar Distributors
TRADEMARKS.
Publications, products, content or services referenced herein or on
the Site are the exclusive trademarks or servicemarks of Megastar Distributors.
Other product and company names mentioned in the Site may be the trademarks
of their respective owners.
2. Use of the Site.
You understand that, except for information, products or services clearly
identified as being supplied by Megastar Distributors, not operate,
control or endorse any information, products or services on the Internet
in any way. Except for Megastar Distributors - identified information,
products or services, all information, products and services offered through
the Site or on the Internet generally are offered by third parties, that
are not affiliated with Megastar Distributors a. You also understand that
Megastar Distributors cannot and does not guarantee or warrant that files
available for downloading through the Site will be free of infection or
viruses, worms, Trojan horses or other code that manifest contaminating
or destructive properties. You are responsible for implementing sufficient
procedures and checkpoints to satisfy your particular requirements for
accuracy of data input and output, and for maintaining a means external
to the Site for the reconstruction of any lost data.
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND
THE INTERNET. Megastar Distributors PROVIDES THE SITE AND RELATED INFORMATION
"AS IS" AND DOES NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS
OR ENDORSEMENTS WHATSOEVER (INCLUDING WITHOUT LIMITATION WARRANTIES OF
TITLE OR NINFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO THE SERVICE, ANY MERCHANDISE
INFORMATION OR SERVICE PROVIDED THROUGH THE SERVICE OR ON THE INTERNET
GENERALLY, AND Megastar Distributors SHALL NOT BE LIABLE FOR ANY COST OR
DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION.
IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS
AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER
INFORMATION PROVIDED THROUGH THE SERVICE OR ON THE INTERNET GENERALLY.
Megastar Distributors DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED
OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.
YOU UNDERSTAND FURTHER THAT THE PURE NATURE OF THE INTERNET CONTAINS
UNEDITED MATERIALS SOME OF WHICH ARE SEXUALLY EXPLICIT OR MAY BE OFFENSIVE
TO YOU. YOUR ACCESS TO SUCH MATERIALS IS AT YOUR RISK. Megastar Distributors
HAS NO CONTROL OVER AND ACCEPTS NO RESPONSIBILITY WHATSOEVER FOR SUCH MATERIALS.
LIMITATION OF LIABILITY
IN NO EVENT WILL Megastar Distributors BE LIABLE FOR (I) ANY INCIDENTAL,
CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES
FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION,
AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE,
OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE, OR DOWNLOADED
FROM THE SERVICE, OR ANY DELAY OF SUCH INFORMATION OR SERVICE. EVEN IF
Megastar Distributors OR ITS AUTHORIZED RESENTATIVES HAVE BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS,
OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AND/OR MATERIALS OR INFORMATION
DOWNLOADED THROUGH THE SERVICE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION
OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE
ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, Megastar Distributors
LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Megastar Distributors makes no representations whatsoever about any
other web site which you may access through this one or which may link
to this Site. When you access a non-Megastar Distributorsweb site, please
understand that it is independent from Megastar Distributors, and that
Megastar Distributors has no control over the content on that web site.
In addition, a link to a Megastar Distributors web site does not
mean that Megastar Distributors endorses or accepts any responsibility
for the content, or the use, of such web site.
3. Indemnification.
You agree to indemnify, defend and hold harmless Megastar Distributors,
its officers, directors, employees, agents, licensors, suppliers and any
third party information providers to the Service from and against all losses,
expenses, damages and costs, including reasonable attorneys' fees, resulting
from any violation of this Agreement (including negligent or wrongful conduct)
by you or any other person accessing the Service.
4. Third Party Rights.
The provisions of paragraphs 2 (Use of the Service), and 3 (Indemnification)
are for the benefit of Megastar Distributors and its officers, directors,
employees, agents, licensors, suppliers, and any third party information
providers to the Service. Each of these individuals or entities shall have
the right to assert and enforce those provisions directly against you on
its own behalf.
5.Term; Termination.
This Agreement may be terminated by either party without notice at any
time for any reason. The provisions of paragraphs 1 (Copyright, Licenses
and Idea Submissions), 2 (Use of the Service), 3 (Indemnification), 4 (Third
Party Rights) and 6 (Miscellaneous) shall survive any termination of this
Agreement.
6.Miscellaneous.
This Agreement shall all be governed and construed in accordance with
the laws of Canada applicable to agreements made and to be performed in
Canada. You agree that any legal action or proceeding between Megastar
Distributors and you for any purpose concerning this Agreement or the parties'
obligations here under shall be brought exclusively in a federal or state
court of competent jurisdiction sitting in Canada .
Any cause of action or claim you may have with respect to the Service
must be commenced within one (1) year after the claim or cause of action
arises or such claim or cause of action is barred. Megastar Distributors
failure to insist upon or enforce strict performance of any provision of
this Agreement shall not be construed as a waiver of any provision or right.
Neither the course of conduct between the parties nor trade practice shall
act to modify any provision of this Agreement. Megastar Distributors may
assign its rights and duties under this Agreement to any party at any time
without notice to you.
Any rights not expressly granted herein are reserved.
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