BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD, AND AGREE TO BE BOUND BY, ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.
1. General Conduct
By accessing or using the Site, you agree that:
(a) You will comply with the Agreement and all applicable laws, rules and regulation in connection with the Site, including but limited to, copyrights, trade secrets, fraud, privacy or publicity rights, or online conduct.
(b) You will only access the Site using means explicitly authorized by Apex;
(c) You will only access the Site for the purpose explicitly authorized by Apex;
(d) You will not attempt to circumvent any technological or security measure implemented by Apex to gain access to any user account, resource, computer system, and/or network connected to any Apex server;
(e) You will not use the Site in any way that could damage, disable, overburden or impair the Site, any Apex server, or the networks connected to any Apex server;
(f) You will not copy, rent, lease, redistribute, sell, transfer sublicense, decompile, reverse engineer, disassemble the Site or any content displayed through the Site, in whole or in part, in any format or media;
(g) You will not compile, directly or indirectly, any collection, database or directory of content displayed through the Site;
(h) You will not conduct any scraping, indexing, surveying, data mining, monitoring or any other kind of systematic retrieval of data or other content from the Site;
Failure to adhere to the Rules of Conduct will result in the suspension or permanent termination of use or deactivation of your account at Apex’s sole discretion.
2. User Account
Some access to the Site may require you to register for an account. All information that you provide when you register an account or otherwise communicate to Apex must be accurate, current, and complete at the time of registration. You must update your account information to keep it accurate, current, and complete. If you provide any information that is inaccurate, not current, or incomplete, or Apex has reasonable grounds to suspect that such information is inaccurate, not current, or incomplete, Apex has the right to suspend or deactivate your account and refuse any and all current or future use of the Site.
You are the sole authorized user of the account you create. You will not use another user’s account or attempt to impersonate another user. You will not authorize others to use your account. You may not assign or otherwise transfer your account to any other person or entity. You will keep secure and confidential your account password or any identification credentials which allows access to the Site. You are solely and fully responsible for all activities that occur under your password or account and for any unauthorized use of your password or your account. Should you suspect that any party may be using your password or account, you will notify Apex immediately. You may be liable for losses, damages, liability, expenses, and fees incurred by Apex or a third party arising from someone else using your account, regardless of whether you have notified us of such unauthorized use. If Apex believes that an account is being used by someone other than the account holder, Apex may suspend or deactivate the account. You will not create an account or if you have been previously removed by Apex, or if you have been previously banned from use of the Site.
When you use the Site, create a user account, or send emails, text messages, and other communications from, you may be communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, or notices and messages through the Site or to your phone, and you agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Where Apex requires that you provide an e-mail address or phone number, you are responsible for providing Apex with your most current e-mail address or phone number
4. Intellectual Property Ownership
The Site and everything on it, including, without limitation, text, images, videos, graphics and software, is owned by Apex and are protected by copyright, trademark, trade dress, domain name, patent, trade secret, international treaties, and/or other intellectual or proprietary rights and laws of the United States and other countries.
Apex grants to you a limited, non-exclusive, non-transferable, sub-licensable, and revocable license to access and use the Site solely as expressly permitted by this Agreement and subject to all the terms and conditions of this Agreement, all applicable intellectual property laws, and any additional terms contained on the Site.
5. Disclaimer of Warranty
YOU ACKNOWLEDGE AND AGREE THAT TO THE FULLEST EXTENT OF LAW, YOUR USE OF THE SITE AND SERVICES IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE PERIODICALLY MADE TO THE SITE AND SERVICES AND MAY BE MADE AT ANY TIME WITHOUT NOTICE TO YOU. THE SITE, ANY SERVICES, AND ALL OTHER CONTENT ON THE SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. APEX MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE SITE. APEX DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE, FREE OF VIRUSES OR MALWARE, OR OTHERWISE SECURE. APEX SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND APEX’S REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS.
You acknowledge and agree that the information contained on the Site provided by Apex is without representation or warranty of any kind. Your reliance upon this Site or any services is solely at your own risk and is not a substitute for legal advice or your professional judgment. Apex is not engaged in rendering legal advice.
6. Limitation of Liability
TO THE FULLEST EXTENT OF LAW, APEX SHALL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, AND LOSS OF DATA, REVENUE, USE AND ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SITE AND SERVICES REGARDLESS OF THE FORM OF ACTION OR BASIS OF THEM CLAIM.
You agree to indemnify, defend, and hold Apex harmless from and against any and all liability, including without limitation, losses, costs, claims, damages, settlements, judgments, penalties, awards and expenses (including reasonable attorney’s fees) arising out of, relating to or resulting from
(a) any user content;
(b) your use of the Site or any services;
(c) your breach of this Agreement or any representation, warranty or covenant in this Agreement; or
(d) your violation of any applicable laws, rules or regulations through or related to the use of the Site or any services. Apex reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Apex in asserting any available defenses.
8. Fees and Payments.
Apex may change the fees for our services as we deem necessary or appropriate for our business or to comply with applicable law. Charges paid by you for completed and delivered orders are final and non-refundable. Apex has no obligation to provide refunds or credits, but may grant them, in each case in Apex’s sole discretion. You are liable for all transaction taxes on the Services provided under this Agreement (other than taxes based on Apex’s income). All payments will be processed by Apex or its payments processor, using the preferred payment method designated in your account. If your payment details change, your card provider may provide us with updated card details. We may use these new details or details from other cards on file in order to help prevent any interruption to your Use of the Services. If you would like to use a different payment method or if there is a change in payment method, please update your billing information.
Apex may modify or discontinue the Site or Service, or may modify, suspend or terminate your access to the Site or any services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Site or the Service, Apex reserves the right to take appropriate legal action, including without limitation, pursuing civil, criminal or injunctive redress. Any provision of this Agreement that contemplates or governs performance or observance after termination of this Agreement will survive the termination of this Agreement.
10. Additional Terms and Policies
11. Choice of Law.
This Agreement and the rights and obligations of the parties shall be governed by and construed in accordance with the laws of the State of California as applied to transactions taking place wholly within California between California residents. Venue for any suit, action, or proceeding arising under or based upon this shall lie in a court of competent jurisdiction located in San Diego County, California, and appellate courts therefrom.
If any of these conditions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.
13. Transfer and Assignment.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you for any reason, but may be assigned by Apex without restriction. This Agreement binds and inures to the benefit of each party and the party’s successors and permitted assigns.
14. Entire Agreement.
This Agreement is the entire agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
16. Notice for California Residents.
If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Site or to receive further information regarding use of the Site.