Welcome to the Phorio web site at www.phorio.com ("Website"), owned and operated by Phorio Systems Corporation - and any other web sites, features, content, applications or services owned or operated by Phorio (collectively, "Phorio Online"). This Terms of Service ("Terms" or "Agreement") is for the users, members, customers, and others who visit and use Phorio Online (collectively or individually, "Members"). The services hereunder are offered by Phorio Systems Corporation, located at: 70 West Madison St., Chicago, IL 60602-4270, United States.
PLEASE READ CAREFULLY THE FOLLOWING TERMS OF SERVICE. By accessing, browsing, using and/or REGISTERING FOR PHORIO ONLINE, you acknowledge that you have read, understood, and agree to be bound by the following terms, including ANY GUIDELINES AND FUTURE modifications (collectively, the "TERMS"). If you do not agree to these Terms, then please do not use Phorio Online.
Privacy Notice Your privacy is important to Phorio.
Please read this notice carefully for details relating to the collection, use, and disclosure of your personal information.
The Way Phorio Uses Information:
- When you choose to create a public profile on Phorio Online, you will post, at your option, certain personal information that will be publicly displayed to other Members on Phorio Online.
- Phorio uses the information that we collect to operate, maintain, enhance, and provide to you all of the features and services found on Phorio Online. We will use your email address, without further consent, for administrative purposes such as sending you account activation and "welcome" emails, notifying you of major Phorio Online updates, for customer service purposes, to address copyright infringement issues, or to contact you regarding any Phorio Online activities in which you are presently participating.
- Phorio uses your email address to send to you activity emails, newsletters, and, from time to time, notices about special activities, features, or items available on Phorio Online and, in some cases, sponsored by third parties. You may opt out of receiving such notices by indicating your preferences in the Edit Profile section of Phorio Online.
- Phorio uses News Feeds to aggregate the information you provide and make it available to your friends and network members according to your privacy settings.
- Phorio uses all of the information that we collect to understand the usage trends and preferences of our Members, to improve the way Phorio Online works and looks, and to create new features and functionality.
- Phorio uses "automatically collected" information and information derived from "cookies" to: (a) remember your information so that you will not have to re-enter it during your visit or the next time you visit Phorio Online; (b) provide customized third-party advertisements, content, and information; (c) monitor the effectiveness of third-party marketing campaigns; (d) monitor aggregate site usage metrics such as total number of visitors and pages viewed; and (e) track your entries, submissions, and status in any games, sweepstakes, and contests.
When Phorio Discloses Information:
- Phorio does not share your personally identifiable information with other organizations for their marketing or promotional uses without your express consent.
- Phorio may disclose automatically collected and other aggregate non-personally-identifiable information with interested third parties to assist such parties in understanding the usage and demographic patterns for certain programs, content, services, advertisements, promotions, and/or other functionality on Phorio Online.
- Phorio may disclose some types of Member Information to certain affiliated companies or other businesses or persons who provide web site hosting, maintenance and security services, fulfill orders, offer certain functionality, help improve our site and create new site features. We require that these parties process such information in compliance with this Privacy Notice, we authorize only a limited use of such information, and we require these parties to use appropriate confidentiality measures.
- Phorio may disclose Member Information if required to do so by law or in the good-faith belief that such action is necessary to comply with state and federal laws (such as U.S. Copyright law) or respond to a court order, judicial or other government subpoena, or warrant. We may make such disclosures, in some cases, without providing Members notice.
- Phorio also reserves the right to disclose Member Information that we believe, in good faith, is appropriate or necessary to take precautions against liability; to protect Phorio from fraudulent, abusive, or unlawful uses; to investigate and defend ourselves against any third-party claims or allegations; to assist government enforcement agencies; to protect the security or integrity of Phorio Online; and to protect the rights, property, or personal safety of our Members or other persons.
- Phorio Online is hosted by an American company in the United States (or other countries) and is intended for United States visitors. If you are visiting from the European Union or other regions with laws governing data collection and use that may differ from U.S. law, please note that you are transferring your personal data to the United States and by providing your personal data you consent to that transfer.
In addition, do not display any personal information that could be used to find you in the real, off-line, world in public, with strangers or people you just met -- for example, your mailing or home address or phone numbers - unless you want to enable this.
Individual Features and Services. When using Phorio Online, you will be subject to any additional posted guidelines or rules including but not limited to these rules:
Never Ask for Passwords, or Give Anyone Else Yours: Phorio staff members will never ask you for your password. Any attempt to ask for other people's passwords is strictly prohibited.
No Spamming: Spam, or posts that are nonsensical or irrelevant to the forum in which they're posted, should not be posted.
Be Courteous: Please be civil and courteous towards your fellow Members. We have a very liberal policy regarding language, but overly abusive language is not permitted. If your post is excessively vulgar, insulting, explicit, or hateful, it may be removed and disciplinary actions may be taken on your account(s).
Modification of these Terms. Phorio reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms at any time by posting a notice on the Website or by sending you an email. Please check these Terms and any Guidelines periodically for changes. Your continued use of Phorio Online after the posting of changes constitutes your binding acceptance of such changes.
For any material changes to these Terms, such amended terms will automatically be effective thirty days after they are initially posted on Phorio Online.
Prohibited Conduct -- BY USING PHORIO ONLINE YOU AGREE not TO:
- "stalk", harass, threaten, or defraud other Phorio Members;
- send, post, or make available pornographic, threatening, embarrassing, hateful, racially or ethnically insulting, deceptive, tortious, defamatory, libelous, or otherwise inappropriate or offensive content to other Phorio Members;
- make unsolicited or inappropriate offers, advertisements or proposals for goods, services or other commercial activities outside of Phorio, or send junk mail or chain letters to other Members;
- impersonate another person or access another Member's account without permission, or impersonate Phorio staff;
- fail to deliver payment for any purchases made on Phorio Online;
- share Phorio-issued passwords with a third party or encourage another Member to do so;
- misrepresent the source, identity, or content of information transmitted via Phorio Online, (such as claiming a created work as your own that is not actually yours) or otherwise infringing any trademark, copyright, right of publicity or other right of any other person or entity;
- use or encourage others to use Phorio Online for any illegal purpose;
- use site features for anything other than their intended purpose, including exploiting site glitches for personal gain;
- interfere with any security-related features of Phorio Online;
- intentionally interfere with the operation of Phorio Online or any Member's enjoyment of it, including intentionally posting inflammatory statements to get a reaction ("Trolling");
- post, request, or link to sexually explicit or violent material or conduct;
- discuss, promote, or depict any form of child sexuality, abuse, exploitation, or related topics that may be harmful to or threaten the security of a child or minor;
- post or distribute any content that contains software viruses or other code intended to damage or interfere with any software, hardware, equipment, system, data, or other information of Phorio or any third party;
- decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of Phorio Online, except to the limited extent applicable laws specifically prohibit such restriction;
- use bots on the site; buy, sell or trade Phorio Points for non-Phorio items (including cash) or vice versa; or attempt to hack or scam other members;
- engage in any other conduct prohibited by our Rules and Guidelines.
Eligibility; Account Information. Phorio Online is not available to persons under the age of 13 or to any Members suspended or removed from Phorio Online by Phorio.
Paid services of Phorio Online are not available to employees or contractors working directly or indirectly for competitors of Phorio.
You agree that the information you provide to Phorio during Member registration and, at all other times, will be true, accurate, current and complete.
You also agree that you will ensure that this information is kept accurate and up-to-date at all times.
Phorio may, in its sole discretion, refuse to offer Phorio Online to any person or entity.
Phorio may change its eligibility criteria at any time.
This provision is void where prohibited by law and the right to access Phorio Online is revoked in such jurisdictions.
Password. When you register as a Member you will be asked to provide a password.
As you will be responsible for all activities that occur within your account, you should keep your password confidential.
You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password.
If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of your password, or any credit, debit or charge card number),
you will immediately notify Phorio.
You may be liable for the losses incurred by Phorio or others due to any unauthorized use of your account.
Ownership; Proprietary Rights. Phorio Online is owned and operated by Phorio Systems Corporation.
The visual interfaces, graphics, design, compilation, information, computer code, products, software, services,
and all other elements of Phorio Online provided by Phorio, including without limitation any artwork, Phorio virtual items, Phorio Points,
Member Submissions, Phorio Member Online Accounts or User IDs, or visual art and any combination thereof
(all of the foregoing, collectively, the "Materials") are protected by copyright, trade dress, patent, and trademark laws,
international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.
Except for any Member Submissions, which are owned by and provided by our Members, all Materials contained on Phorio Online are the property of Phorio
or its subsidiaries or affiliated companies and/or third-party licensors.
All trademarks, service marks, and trade names are proprietary to Phorio or its affiliates and/or third-party licensors.
Except as expressly authorized by Phorio, you agree not to buy, sell, license, distribute, copy, modify, publicly perform or display, transmit, publish,
edit, adapt, create derivative works from, or otherwise make any unauthorized or commercial use of the Materials.
You agree to abide by all copyright notices, information and restrictions contained in any Materials.
Definition of Member Submissions.
Phorio may now or in the future permit submission , hosting, sharing, and/or publishing of any content (henceforth "Member Submissions") in the form of data, photographs, images, drawings, or texts, uploaded or posted to Phorio through tools, forms, personal ads, chat, messages, reviews, blogging, etc. by any person with a registered Phorio account. You understand that whether or not such Member Submissions are published, Phorio does not guarantee any confidentiality with respect to any Member Submissions.
Ownership, Limited License Grants. Members retain all ownership rights in their Member Submissions.
- Limited License Grant to Phorio. By submitting Member Submissions to Phorio Online, you hereby grant to Phorio, solely as necessary to provide the features and functionality of the part(s) of Phorio Online within which you choose to make your Member Submissions available, a worldwide, non-exclusive, perpetual, irrevocable, assignable, sublicensable, fully paid-up, and royalty-free license to use, modify, display, reproduce, distribute and perform (if applicable), prepare derivative works of and otherwise fully exploit ("Use") your Member Submissions within Phorio Online in any media formats and through any media channels, and to reformat, excerpt or translate any Member Submissions. This license also grants Phorio the right to use your Member Submissions for any other commercial purposes or to sublicense it.
- Limited License Grant to other Phorio Members. By submitting Member Submissions to Phorio Online, in cases where you display your Member Submissions for other Members to view, or when you directly exchange or otherwise provide your Member Submissions to other Members as permitted by certain Phorio Online functionality and these Terms, you hereby grant to such Members of Phorio Online a non-exclusive license to use your Member Submissions solely as necessary for such Members to participate in the relevant Phorio Online functionality or activity.
- Commissions. In the event that Member Submissions in the form of photographs or illustrations are sold or licensed as downloadable files, commissions based on a percentage of the sale or licensing price will be distributed to the Member who holds copyright to those images. If not otherwise stated, the commission for a Member is 70% for personally taken and sold photographs or for personally drawn and sold illustrations. Phorio has the right to adjust the commission rate if the Members of the Board of Directors agree to it, to a rate between between 50% and 80% for a sold or licensed image. Phorio may also pay commissions for licensed data records at its own discretion. Phorio retains the right to release any data records free of charge to the public domain or under an ODbL License; in this case no commission or compensation is paid to Members for the released data records. In the event that Phorio opts to pay commissions for data records, it has the right to adjust the quota or method for dividing and distributing data commissions at any time, and may tie commissions either to individual data records or to pools of data at its discretion. Any member may opt to delete his or her image content permanently at any time, with a delay period of up to 14 days before final deletion. Commissions are payable no later than one year after Phorio's receipt of payment from a customer (in order to consolidate small payments and minimize transaction fees). Transaction fees for payments to Members are paid by Phorio as long as these do not cause Phorio to lose money on the transaction. Commissions not claimed after at least 1 year become the property of Phorio, provided that a good faith effort has been made to contact the Member at the beginning of the one-year period. The commission is only payable if Phorio receives payment from the customer. A cancelled order will result in a cancelled commission. Paypal is the only supported payment system provided that the Member has access to Paypal in his or her country.
- Required Rights in Member Submissions. You shall be solely responsible for your own Member Submissions and the consequences of posting or publishing them. In connection with Member Submissions, you affirm, represent and/or warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to use and to authorize Phorio and Phorio's Members to use your Member Submissions as necessary to exercise the license granted by you in Section 8.2 above; (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in any Member Submissions to use the name or likeness of each and every such identifiable individual person, to enable inclusion and use of the Member Submissions in the manner contemplated by Phorio and these Terms and (iii) you will pay all royalties and other amounts owed to any person or entity due to your use of any Member Submissions on Phorio Online.
- Member Submissions Representations. In connection with Member Submissions, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third-party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant Phorio all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage Phorio or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or is otherwise inappropriate; (iv) post advertisements or solicitations of business; (v) impersonate another person, or (vi) engage in any other activity that is prohibited by these Terms.
- Member Submissions Disclaimer. You understand that when using Phorio Online you will be exposed to Member Submissions from a variety of sources, and that Phorio is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Member Submissions. You further understand and acknowledge that you may be exposed to Member Submissions that are inaccurate, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Phorio with respect thereto, and agree to indemnify and hold Phorio, its owners/operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of Phorio Online. Phorio does not endorse any Member Submission or any opinion, recommendation or advice expressed therein, and Phorio expressly disclaims any and all liability in connection with Member Submissions. If notified by a Member or a content owner of a Member Submission that allegedly does not conform to these Terms, Phorio may investigate the allegation and determine in good faith and in its sole discretion whether to remove the Member Submission, which it reserves the right to do at any time. Phorio has the right, but not the obligation, to monitor Phorio Online, and Phorio may remove any Member Submission at any time for any reason. For clarity, Phorio does not permit copyright infringing activities on Phorio Online.
- Definition of Member Submissions. Phorio may now or in the future permit submission , hosting, sharing, and/or publishing of any content (henceforth "Member Submissions") in the form of data, photographs, images, drawings, or texts, uploaded or posted to Phorio through tools, forms, personal ads, chat, messages, reviews, blogging, etc. by any person with a registered Phorio account. You understand that whether or not such Member Submissions are published, Phorio does not guarantee any confidentiality with respect to any Member Submissions.
Messaging and Chat
- You are welcome to post, transmit or submit chat and messages (collectively "Messages") within, or in connection with, Phorio Online. Phorio accepts no responsibility whatsoever in connection with or arising from such Messages. Phorio does not endorse and has no control over the content of Messages submitted by others to Forums. Messages submitted to Forums are not reviewed by Phorio prior to posting and do not necessarily reflect the opinions or policies of Phorio. Phorio makes no warranties, express or implied, as to the content of the Messages in the Forums or the accuracy and reliability of any Messages and other materials in the Forums. Nonetheless, Phorio reserves the right to prevent Members from submitting content to Forums and to edit, restrict or remove such Messages for any reason at any time.
- Phorio assumes no responsibility for actively monitoring Forums for inappropriate Messages. If at any time Phorio chooses, in its sole discretion, to monitor the Forums, Phorio nonetheless assumes no responsibility for the content of the Messages, no obligation to modify or remove any inappropriate Messages, and no responsibility for the conduct of the Member submitting any Message. In submitting Messages to Forums, you agree to limit yourself strictly to discussions about the subject matter for which the Forums are intended. You agree that Phorio accepts no liability whatsoever if it determines to prevent your Messages from being submitted or if it edits, restricts or removes your Messages.
- Access to the Materials from territories where their contents are illegal is prohibited. Those who choose to access Phorio Online from locations outside of the United States do so at their own initiative and are responsible for compliance with all local rules including, without limitation, rules about the internet, data, email, or privacy. You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside. Members visiting Phorio Online from countries outside of the United States must agree to abide by all local rules regarding online conduct and acceptable content.
- As a condition of your use of Phorio Online, you will not use Phorio Online for any purpose that is unlawful or prohibited by these Terms. You may not use Phorio Online in any manner that in our sole discretion could damage, disable, overburden, or impair it or interfere with any other party's use and enjoyment of Phorio Online. You may not attempt to gain unauthorized access to Phorio Online, or any part of them, other accounts, computer systems or networks connected to Phorio Online, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of Phorio Online or any activities conducted on Phorio Online. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through Phorio Online. You agree neither to modify Phorio Online in any manner or form, nor to use modified versions of Phorio Online, including (without limitation) for the purpose of obtaining unauthorized access to Phorio Online.
- Phorio Online may contain robot exclusion headers. You agree that you will not use any robot, spider, scraper, or other automated means to access Phorio Online for any purpose without our express written permission or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to Phorio Online.
DMCA Notifications. It is Phorio's policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act.
If you are a copyright owner or an agent thereof, and you believe that any content hosted on Phorio Online infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing Phorio's Designated Copyright Agent with the following information in writing:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on Phorio Online are covered by a single notification, a representative list of such works at Phorio Online;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Phorio to locate the material;
- Information reasonably sufficient to permit Phorio to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law (for example, "I am under the good faith belief that the use of the copyrighted content that is identified herein is not authorized by the copyright owner, its agent, or the law."); and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed (for example, "I swear, under penalty of perjury, that the information in this notification is accurate and that I am the copyright owner, or authorized to act on behalf of the copyright owner, of the copyright(s) that is allegedly infringed by the aforementioned content.").
- Phorio's Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows: Attention: Copyright Agent at Phorio Systems Corporation, 70 West Madison St., Chicago, IL 60602-4270, United States or by email at firstname.lastname@example.org. For clarity, only DMCA notices should go to the Phorio Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to Phorio customer service through our Help Center. You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid.
- Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
Phorio Points, Virtual Currency. Throughout your Phorio Online experience, you may accumulate "Points," which constitutes a limited license right to use a feature of Phorio Online when, as, and if allowed by Phorio. Points is a fictional currency used in the world of Phorio Online and it may be used to purchase virtual goods or virtual services which are stored in the Member's inventory and can be used to enhance the look of the Member's on-line persona or player, also known as an "Avatar", or other on-site features. Phorio may charge fees for the right to use Points, or may distribute Points without charge, in its sole discretion. Regardless of terminology used, Points represents a limited license right governed solely under these Terms, has no real value, and is not transferable or redeemable for any sum of money or monetary value from Phorio at any time. You agree that Phorio has the absolute right to reduce, manage, regulate, control, modify and/or eliminate Points as it sees fit in its sole discretion, and that Phorio will have no liability to you based on its exercise of such rights. Notwithstanding any other language to the contrary, as used in these Terms and throughout Phorio Online in the context of Points transfers: (a) the term "sell" means "to transfer for consideration to another Member or Phorio the licensed right to use Points in accordance with these Terms" and (b) the term "buy" means "to receive for consideration from another Member or Phorio the licensed right to use Points in accordance with these Terms." Phorio may halt, suspend, discontinue, or reverse any Points transaction (whether proposed, pending or past) in cases of actual or suspected fraud, violations of these Terms or other laws or regulations, or deliberate disruptions to or interference with Phorio Online, such as creating multiple secondary accounts strictly to accumulate Points by using site features and then funneling it to a singular account.
Fees and Payment Terms; Subscriptions.
- Phorio may charge fees for certain features. Should you elect to use such features, you shall pay all applicable fees, as described on the Website. Phorio reserves the right to change its fees and features at any time, and will provide notice upon the site. Use of Phorio Online by you following such notification constitutes your acceptance of any new or increased charges. If you purchase a Monthly collectible, buy "Phorio Cash" to purchase virtual merchandise or services, or otherwise buy products or services from Phorio Online, then you agree to pay for any such purchases, Phorio Cash, products and services and we may charge your selected payment method to collect any such payments. You are required to keep your billing information current, complete, and accurate (such as a change in billing address, credit card number or expiration date) and notify Phorio if your selected payment method is cancelled or compromised (e.g. for loss or theft).
- You may elect to purchase a subscription membership to use Phorio Online. The cost for a subscription will be automatically billed to your credit or debit card upfront, or on a monthly, quarterly or yearly basis. As a subscription Member you are entitled to receive all subscription membership benefits, which are subject to change by Phorio Online from time to time. If you want to cancel your subscription membership, you must contact Customer Support. Please allow forty-eight (48) hours for your subscription cancellation to go into effect. Accordingly, you may be billed for one additional period's subscription fee after you go online to cancel your subscription. Phorio reserves the right to modify or cancel its subscription membership program at any time, provided that Phorio will give you prior notice and an opportunity to cancel your subscription before increasing its subscription fees.
- You are responsible for all charges incurred under your account made by you or anyone who uses your account (including your children, family, or friends). If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. Your account may be deactivated without notice to you if payment is past due, regardless of the dollar amount. You are also responsible for paying any governmental taxes imposed on your purchase from or use of Phorio Online, including, but not limited to, sales, use or value-added taxes. To the extent Phorio is obligated to collect such taxes, the applicable tax will be added to your billing account.
- If your Member access contains access for exporting information, you are allowed to download and use this information only for real estate market analysis or for the identification of target customers. All information you obtain from Phorio is intended for internal use only. Any other use, including the distribution of such content to a third party, is strictly forbidden and will be treated as license infringement. If not otherwise stated, Members with export access are allowed to download up to 25,000 records per month in their booked region. Any use beyond the agreed limitation or the use of the export functionality outside of the booked region will be treated as license infringement and will be subject to costs of at least US $4 per data record.
Third-Party Sites, Products and Services; Links
- Phorio Online may include links to other web sites or services solely as a convenience to Members ("linked sites"). Phorio does not endorse any such linked sites or the information, material, products, or services contained on other linked sites or accessible through other linked sites. Furthermore, Phorio makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites. Access and use of linked sites, including the information, material, products, and services on linked sites or available through linked sites, is solely at your own risk, and you acknowledge that Phorio shall not be responsible or liable, directly or indirectly, for any loss or damage caused or alleged to be caused by your use of any linked site.
- Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through Phorio Online are solely between you and such advertiser. You agree that Phorio will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on Phorio Online.
- If you opt in to connect your Phorio account and data with Facebook (through the Facebook Connect feature) or with any other third party networking (or other) site, that data may become public through the other site.
Violations; Termination. You agree that Phorio, in its sole discretion and for any or no reason, may terminate any account (or any part thereof) you may have with Phorio or your use of Phorio Online and remove and discard all or any part of your account including its inventory of any virtual items, Phorio Points, Phorio Cash Member profile, or any Member Submission, at any time. As all items, Phorio Points, Phorio Cash, and other aspects of your account are considered to be licensed to you for your use while your account is in good standing, all of the previous are considered to be forfeit when the account is banned or otherwise terminated. Any fees paid hereunder are non-refundable. Phorio may also in its sole discretion and at any time discontinue providing access to Phorio Online, or any part thereof, with or without notice. You agree that any termination of your access to Phorio Online or any account you may have or portion thereof may be effected without prior notice, and you agree that Phorio shall not be liable to you or any third party for any such termination. As discussed herein, Phorio does not permit copyright infringing activities on Phorio Online, and reserves the right to terminate access to Phorio Online, and remove all content submitted, by any Members who are found to be repeat infringers. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Phorio Online may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Phorio may have at law or in equity.
Disclaimers; No Warranties. You acknowledge that Phorio has no control over, and no duty to take any action regarding: which users gain access to Phorio Online; what Materials you access via Phorio Online; what effects such Materials may have on you; how you may interpret or use such Materials; or what actions you may take as a result of having been exposed to such Materials. Phorio Online may contain links to websites containing information that some people may find offensive or inappropriate. You release Phorio from all liability for you having acquired or not acquired Materials through the Website.
PHORIO ONLINE AND ANY THIRD-PARTY SOFTWARE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH PHORIO ONLINE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, PHORIO, ITS SUPPLIERS, LICENSORS, AND PARTNERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
PHORIO, ITS SUPPLIERS, LICENSORS, AND PARTNERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN PHORIO ONLINE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT PHORIO ONLINE OR THE SERVERS THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
PHORIO, ITS SUPPLIERS, LICENSORS, AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF PHORIO ONLINE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT PHORIO NOR ITS SUPPLIERS, LICENSOR OR PARTNERS) ASSUME THE ENTIRE COST OF ANY NECESSARY SERVICING, REPAIR, OR CORRECTION. YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF PHORIO ONLINE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
Indemnification; Hold Harmless. You agree to indemnify, save, and hold Phorio, its affiliated companies, and its suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including attorneys' fees, arising out of your use or misuse of Phorio Online, violation of these Terms, violation of the rights of any other person or entity, or any breach of the representations, warranties, and covenants made by you herein. Phorio reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Phorio, and you agree to cooperate with Phorio's defense of these claims.
Limitation of Liability and Damages. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL PHORIO OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS ON PHORIO ONLINE, OR ANY OTHER INTERACTIONS WITH PHORIO, EVEN IF PHORIO OR A PHORIO AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, PHORIO'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
IN NO EVENT WILL THE TOTAL LIABILITY OF PHORIO OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF PHORIO ONLINE, INCLUDING WITHOUT LIMITATION YOUR INTERACTIONS WITH OTHER PHORIO ONLINE MEMBERS, (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING PHORIO ONLINE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DAY THE ACT OR OMISSION OCCURRED THAT GAVE RISE TO YOUR CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.
THESE LIMITATIONS WILL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED BY THIRD PARTIES OTHER THAN PHORIO AND RECEIVED THROUGH OR ADVERTISED ON PHORIO ONLINE OR RECEIVED THROUGH ANY LINKS PROVIDED ON PHORIO ONLINE.
- Notice. Except as explicitly stated otherwise, legal notices will be served on Phorio's national registered agent or to the email address you provide to Phorio during the registration process. Notice will be deemed given twenty-four hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to a postal address, if provided by you through Phorio Online. In such case, notice will be deemed given three days after the date of mailing.
- Waiver. The failure of Phorio to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Phorio.
- Governing Law. These Terms will be governed by and construed in accordance with the laws of the State of Illinois, without giving effect to any principles of conflicts of law.
- Jurisdiction. You agree that any action at law or in equity arising out of or relating to these Terms or Phorio will be filed only in the state or federal courts in and for Cook County, Illinois, and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action.
- Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
- Assignment. These Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Phorio without restriction.
- Survival. Sections 7 and 14 through 19 will survive any termination of these Terms.
- Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
- Entire Agreement. This is the entire agreement between you and Phorio relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms or Guidelines made by Phorio as set forth in Section 3 above.
- Claims. YOU AND PHORIO AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO PHORIO ONLINE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
- Disclosures. The services hereunder are offered by Phorio Systems Corporation, located at: 70 West Madison St., Chicago, IL 60602-4270, United States. You can also contact us through our feedback form. If you are a Illinois resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.
Withdrawal Right For Consumers in Germany and the EU: As a private customer (consumer) who is residing in Germany or other countries of the European Union you have a legal right on withdrawal and are entitled to revoke your declaration of intent aimed at the conclusion of the contract without reasons within 14 days after receipt of the service, in text form (e.g. letter, e-mail) or - if the service is received before the expiry of such revocation period - by return of the service.
The revocation period starts to run upon receipt of this instruction in text form but not before receipt of the service by consumer (in case of recurring deliveries not before receipt of the first installment) and not before complying with our information requirements pursuant in Germany to Article 246 Section 2 in connection with Section 1 paragraph 1 and 2 EG BGB and with our obligations pursuant to Section 312 e paragraph 1 sentence 1 BGB in connection with Article 246 Section 3 EG BGB. The revocation period shall be deemed observed if the service is returned or notice of revocation is given within this period. The revocation by returning a service shall be returned to: phorio.com and the withdrawal can be made online or by email to: email@example.com
Consequences of consumer's withdrawal: In case of a valid withdrawal, reciprocal performance received and emoluments taken if any (e.g. interest) are to be returned. If you are unable to return the performance received or only in deteriorated conditions, you may need to compensate us in this respect. This does not apply if the deterioration is exclusively caused by its examination to the extent it would have been possible in a physical store. Besides, the customer can avoid the obligation to compensate for the deterioration resulting from his use of the products in accordance with their intended purpose by not using the goods as if it was its property and by avoiding any action that might deteriorate the products.
If the product may be returned by parcel it shall be returned at our risk. You shall bear the regulary costs of return shipping, if the product delivered equals the product ordered and if the price of the returned product does not exceed EUR 40 or if the price is higher and you have not yet rendered the consideration or a contractually agreed partial payment at the time of withdrawal. Otherwise return shipping is free. Products which may not be returned by parcel will be collected at consumer. Any obligation to reimburse any payment needs to be complied with within 30 days. This deadline starts to run for the consumer upon dispatch of the revocation or of the product, for us upon its receipt.
Special Notice: In case of services, your withdrawal right expires prematurely if the agreement is fulfilled by you or Phorio upon your expressed request, before you have exercised your withdrawal right.
The withdrawal right, for consumers who reside in Germany and the rest of the European Union, is excluded in case of any distance selling contract: a) for delivery of goods that are created by the entrepreneur according to the consumerâ€™s specifications or products of a clearly personal nature or products that due to their nature can clearly not be returned or can perish or age quickly or products that have exceeded their expiry date, b) regarding the delivery of audio- or video recording or software or images or files to the extent that the data medium was unsealed and not pathed to others by consumer, c) for delivery of newspapers and magazines.
Copyright © 2017, Phorio Systems Corporation.
Last modified: March 5, 2017. All rights reserved.