These Terms & Conditions (the “Agreement”) governs Customer’s use of the RODEO NOW service (“Service”). Customer may also be referred to as “You” or “Your”, as more fully described on the Order Form. “We”, “Us”, “Our”, or “RODEO NOW” means Rodeo Now, LLC.
1. Acceptance of Terms.
1.1 This Agreement governs Your use of the Service. You agree not to share any username, password, or account information with any third parties. You agree to keep your password confidential. You are solely responsible for any damages incurred from the unauthorized use of your account.
1.2 You agree to notify Us immediately, in writing, in the event You become aware of any unauthorized use of Your password, username or account. We may rely on the provision of your username and password as identifying and authenticating You as the authorized user.
2. Modifications to the Service.
2.1 We reserve the right to modify the Service at any time, with or without notice. We may add, remove, or change functionality or features of the Service, with or without notice.
3. Proprietary and Intellectual Property Rights.
3.1 Subject to the limited rights expressly granted hereunder, RODEO NOW reserve all rights, title and interest in and to the Service, including all related intellectual property and proprietary rights. No rights are granted to You hereunder other than those as expressly set forth herein.
3.2 You have the right to access and use the Service subject to the terms of this Agreement.
3.3 You are responsible for protecting Your own intellectual property rights. You may only post or transmit content through the Service if you own or have permission to use that content or materials. You agree that you will not post or transmit content through the Service that violates or infringes upon Our or any third party’s intellectual property or proprietary rights (including but not limited to copyrights, trademarks, trade secrets, patents, publicity rights or privacy rights)
3.4 You grant us a worldwide, irrevocable, perpetual, non-exclusive, royalty-free license to reproduce, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, modify, create derivative works of, exhibit, and otherwise use your content and materials.
4. Content You Post or Transmit through the Service.
4.1 The views, opinions, recommendations, advice, and theories posted or transmitted by You through the Service are not subscribed to or advocated by RODEO NOW. Such content is not previewed or regularly monitored by RODEO NOW, but We reserve the right, but not the duty, to monitor content posted or transmitted by You through the Service. We may remove, disable, or restrict access to the Service and any content from the Service that we believe, in our sole discretion, violate these Terms or for any other reason. Under no circumstances may We be held liable for removing, disabling or restricting access to the Service or any contact. We may also terminate this Agreement and Your access to use the Service, in our sole discretion, based on the content of your posts, materials or any transmission through the Service.
4.2 We may use content you post or transmit through the Service with or without attributing that content to You, and for any purpose. We may make the content available to others. Additionally, if You send us information, feedback, ideas, or suggestions, it will not be considered confidential and may be freely be used by Us without any obligation to You.
4.3 You agree that You are solely liable for damages caused by content you post or transmit through the Service, including to third parties and for infringement or otherwise. You agree to indemnify, defend and hold Us harmless from any liability, claims, actions, judgments, damages, costs or expenses, including reasonable attorneys’ fees arising out of any content you post or transmit through the Service.
5. Your Use of the Service.
5.1. You may not post or transmit through the Service any data, text, music, sound, photographs, graphics, video, messages, or other material that: (1) violates any laws; (2) infringes on anyone’s privacy or publicity rights; (3) is defamatory, harassing, abusive, threatening, obscene, hateful, sexist, or racially or ethnically offensive; (4) promotes software or services that deliver unsolicited mail; or (5) promotes, encourages, or facilitates terrorism or other activities that risk national security.
5.2. You may not upload, post, email, or otherwise transmit any material on or through the Service that: (1) contains viruses, Trojan horses, worms, cancel bots, time bombs, spyware, or similar computer programming routines; (2) is knowingly untrue, inaccurate, or misleading; (3) obtains information from or through the Service in an unauthorized manner; or (4) damages or interferes with the operations of the Service or with other users of this Service.
5.3. You further agree that You will not: (1) misuse passwords or posted information; (2) use another user’s account without their permission; (3) impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with a person or entity, or forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted on or through the Service; (4) infiltrate or otherwise seek to gain unauthorized access to, or compromise the integrity of, the Service; (5) harvest, collect, or store information about the users of this Service or the other material posted by others on this Service (including personal information); (6) use content for any purpose inconsistent with the purpose of the Service; (7) use hidden pages, images, or restricted access pages; (8) use the Service in connection with surveys, contests, pyramid schemes, chain letters, junk email, spam, or any duplicative or unsolicited messages; (9) use any automated procedure to gather information or data from the Service by means of what is commonly called a “bot” or otherwise; (10) interfere with or disrupt the Service, servers, or networks connected to the Service; (11) breach or attempt to breach the security of software, networks, servers, data, computers, or other hardware relating to the Service (or that of any third party that is hosting or interfacing with any part of the Service); (12) create any frames at any other websites pertaining to or using any of the information provided through the Service, or promote bonus items, giveaways, random drawings, contests, or prizes on the Service; or (13) duplicate, copy, or otherwise exploit the Service or its content for commercial purposes.
5.4. By utilizing Our Classified Service, You agree that We may charge a fee for every Classified posting submitted by You. You further agree that when using Our Classified Service, We may hold the funds You apply to Your transaction in an escrow account. You further agree that when You release Your funds to a Seller that We may receive a percentage of the released funds. We reserve the right to apply funds held in an escrow account into a money market account, and further reserve all rights to profits generated by said money market account.
6. Intellectual Property.
6.1. Using the Service does not give You ownership of any intellectual property rights to the content You access. You may not use, publish, or disseminate content from the Service unless You obtain permission from Us or its owner, or unless You are otherwise permitted by law. Unauthorized use, publication or dissemination of any content, other than a link to this Service, without Our express written consent, may result in civil or criminal penalties, and will be prosecuted to the fullest extent possible under the law. It may also result in termination of Your right to use and/or access the Service.
6.2. We grant You a personal, limited, non-exclusive, non-transferable, freely revocable license to view, download, or print content available on the Service. The content You view, download, or print may be subject to other licenses and You agree to abide by those licenses. We may limit Your ability to view, download, or print content at Our sole discretion.
6.3. Unless otherwise stated, nothing within this Agreement or the Service shall be construed as conferring any license under this Agreement of any of Our intellectual property rights, or those of a third party, whether by estoppel, implication, waiver, or otherwise. You agree not to modify, alter, remove, or deface any of the trademarks, service marks, or other intellectual property made available by Us in connection with the Service. You agree not to use any of the trademarks, service marks, or other content accessible through the Service for any purpose other than the purpose for which this content is made available to You. You agree not to defame or disparage Us, Our trademarks or service marks, or any aspect of the Service. Unless otherwise stated, You agree not to adapt, translate, modify, decompile, disassemble, copy, create derivative works of, or reverse engineer the Service or any software or programs used in connection with the Service.
7. Social Networks and other Third-Party Sites.
7.2. The Service includes a fee incurred by a third-party vendor for payment processing. We reserve the right to adjust Our fee based on costs set by the third-party vendor.
7.3. If You believe that We have provided a link to a site that contains infringing or illegal content, We ask that You notify Us so that We may evaluate whether, in Our sole discretion, to disable or delete it.
Any unauthorized use of the Service or breach of this Agreement by You will be deemed a material breach of this Agreement, for which We may terminate this Agreement immediately and without notice. We may terminate this Agreement for convenience at any time and without notice to You.
9. Warranties and Disclaimer of Liability.
9.1 YOU AGREE THAT ALL ACCESS AND USE OF THE SERVICE AND ITS CONTENT IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” WE MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICE OR THE INFORMATION, SOFTWARE, FUNCTIONS, PROCESSES OR OTHER CONTENT HEREIN.
9.2 WE DISCLAIM ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, INTEGRATION, APPROPRIATENESS, RELIABILITY, COMPLETENESS, TIMELINESS, MERCHANTABILITY OR USEFULNESS, ARISING FROM TRADE USAGE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR OTHERWISE, OF THE SERVICE.
9.3 WE DISCLAIM ANY WARRANTY THAT THE SERVICE WILL BE SECURE, UNINTERRUPTED, NOT DELAYED OR SUSPENDED, NON-INFRINGING, UNCHANGED OR ERROR FREE OR THAT WE WILL CORRECT ANY DEFECTS THAT ARE FOUND.
9.4 BY USING THE SERVICE, YOU ACKNOWLEDGE THAT, EXCEPT WHERE PROHIBITED, WE SPECIFICALLY DISCLAIM ANY LIABILITY (WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE) FOR ANY DIRECT, INDIRECT, INCIDENTAL, COMMON LAW, STATUTORY, REGULATORY, CONSEQUENTIAL, COMPENSATORY, PUNITIVE, EXEMPLARY, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR ACCESS TO OR USE OF THE SERVICE, (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR GOODWILL, LOST BUSINESS OPPORTUNITY, DAMAGE TO BUSINESS REPUTATION, COMPUTER FAILURE, ANY FAILURE OF DELIVERY, THE COST OF PROCURING SUBSTITUTE GOODS AND/OR SERVICES, INCOMPLETE COMMUNICATION, INTERRUPTION OF SERVICE, LOST OR DAMAGED DATA, VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT, OR THE VIOLATION OF YOUR RIGHTS BY ANY THIRD PARTY.
9.5 WE MAKES NO REPRESENTATIONS THAT THE MATERIALS OR CONTENT CONTAINED WITHIN THE SERVICE ARE APPROPRIATE FOR LOCATIONS OR USERS OUTSIDE THE UNITED STATES.
9.7 YOU ARE SOLELY RESPONSIBLE FOR COMPLYING WITH PERTINENT STATE, FEDERAL, OR LOCAL LAWS, RULES, AND REGULATIONS, INCLUDING, BUT NOT LIMITED TO, THE TELEPHONE COMMUNICATIONS PROTECTION ACT (47 USC § 227) AND FEDERAL AND STATE DO NOT CALL LAWS. WE ARE NOT OBLIGATED TO INFORM USERS OF ANY LAWS.
9.8 SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.
10.1 You agree to defend, indemnify, and hold us harmless from and against any claims, actions, or demands, including, without limitation, legal and accounting fees, arising or resulting from:
- 10.1.1 Your breach of this Agreement.
- 10.1.2 Your access to, use or misuse of the Service, or any content, materials, information or services provided for on or by the Service;
10.1.3 Your negligence, actions, or omissions.
- 10.1.4 Your violation or alleged violation of any law, regulation, or ordinance; or
- 10.1.5 Your violation or alleged violation of the rights of any third party.
10.2. We shall provide notice to You of any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification under this Agreement. In such case, You agree to cooperate with any reasonable requests assisting Us in the defense of such matter. Your obligations as stated herein survive the Term of this Agreement and your use of the Service.
In such case, You agree to cooperate with any reasonable requests assisting Us in the defense of such matter. Your obligations as stated herein survive the Term of this Agreement and your use of the Service.
11. Digital Millennium Copyright Act (“DMCA). If you believe your copyrighted work has been copied in a way that constitutes copyright infringement, please provide the following information to our Copyright Agent:
- 11.1. An electronic of physical signature of the person authorized to act on behalf of the owner of the copyright;
- 11.2. A description of the copyrighted work that you claim has been infringed;
- 11.3. A description of where the copyrighted work that you claim is infringing is located on our website;
- 11.4. Your address, phone number, and e-mail address;
- 11.5. A statement by you that you have a good faith belief that the use is not authorized by the copyright owner, its agent, or applicable law; and
- 11.6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner, or authorized to act on behalf of the copyright owner.
Our Copyright Agent can be reached as follows – firstname.lastname@example.org.
12. Other Terms.
12.1. Choice of Law and Venue. This Agreement is governed by the substantive laws of the State of Oklahoma without respect to any conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts in the State of Oklahoma.
12.2. Severability. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
12.3. No Waiver. Failure by Us to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against Us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance.
12.4. Entire Agreement. Except as expressly agreed to in writing by Us, this Agreement constitutes the entire agreement between the Parties with respect to the subject matter, and supersede all previous or contemporaneous agreements, whether written or oral, between the Parties with respect to the subject matter.
12.5. Headings. The section headings are provided merely for convenience and shall not be given any legal import.
12.6. Assignability. You may not assign or transfer any rights under this Agreement (or your subscription), whether by operation of law or otherwise, to anyone without Our written consent. We may assign Our rights and obligations under this Agreement to Our affiliates or to any party that buys all or substantially all of Our business or assets without Your consent.
12.7. Third-Party Beneficiaries. This Agreement does not create any third-party beneficiary rights to any person who is not a Party. However, companies affiliated with RODEO NOW shall be considered third-party beneficiaries of this Agreement.
12.8. Survival of Terms. Provisions of this Agreement relating to limitation of liability, indemnification, venue, choice of law, and any other provisions that by their nature should survive, will survive the termination or expiration of this Agreement.