Posted: January 22, 2015. Effective: January 22, 2015. View Archive of Previous Terms.
1. Using Our Services
You must be at least 13 years old and a resident of the United States to use the Services. You may use the Services only if you can form a binding contract with Pen L O P, LLC and are not a person barred from receiving services under the laws of any applicable jurisdiction. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations.
B. Your Account
The Services offered through the Site are for your own use, and not for the use or benefit of any third party. You accept full responsibility for all activity conducted through your account and you agree to and hereby release the Site and Pen L O P, LLC from any and all liability concerning such activity. You agree to notify Pen L O P, LLC immediately of any actual or suspected loss, theft, or unauthorized use of your account or password. Pen L O P, LLC expressly disclaims any and all liability for the accessing of any such data communications by unauthorized persons or entities.
C. Your License to Use the Services
Pen L O P, LLC grants you a personal, worldwide, royalty-free, non-assignable, non-transferable, and non-exclusive license to access and use the Site and the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services in the manner permitted by these Terms.
D. Notices and Service Messages
As part of providing you the Services, we may need to provide you with certain communications, such as service announcements or administrative messages. These communications are part of the Services which you may not be able to opt out from receiving. You agree that we may provide notices to you in the following ways: (1) a banner notice on the Site, (2) an email sent to the email address associated with your Account, or (3) through any other means including telephone, SMS, or physical mail.
E. Service Availability
Because we are constantly changing and improving our Services, the Services may change from time to time without prior notice to you. We may change, suspend, or discontinue the Services at any time, including the availability of any feature, database, or Content. We may also impose limits on certain features and Services or restrict your access to parts or all of the Services without notice or liability. We retain the right to create limits on use and storage in our sole discretion at any time with or without notice. We will use reasonable efforts to ensure the Site and Services are available twenty-four hours a day, seven days a week. However, we reserve the right to interrupt the Site with or without prior notice for any reason or no reason.
3. Site Content
A. Subscriber Content
You understand that all information, including but are not limited to data, text, graphics, logos, tools, photographs, images, illustrations, software, audio, video, and animations (collectively, “Content“), whether publicly posted or privately transmitted, available in connection with the Services is the sole responsibility of the person from whom such Content originated. You are entirely responsible for all Content that you upload, post, email, transmit, or otherwise make available via the Services (“Subscriber Content“).
We do not claim any rights in any Subscriber Content you may submit or make available for inclusion on Udorami.com. You retain your rights to any Subscriber Content that You contribute to the Site. However, by submitting, posting, or displaying Subscriber Content on or through the Services, you grant us an irrevocable worldwide, non-exclusive, transferable, sub-licensable, royalty-free license (“Content License”) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute such Content in any and all media or distribution methods (now known or later developed). You warrant, represent, and agree that you have the right to grant to us the rights set forth above.
Udorami.com may provide you with the option of making certain Content that you submit to the Site as private or available only to select users of Udorami.com. Udorami.com will maintain the privacy of such content in accordance with your election. However, if you do not elect to mark your Content as private, or later change such designation to allow such Content to be made available to others, we cannot and do not guarantee the privacy of any such Content.
We do not control or monitor the Content posted to the Site by others and we therefore do not guarantee the accuracy, integrity, or quality of such Content. Under no circumstances will we be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted, or otherwise made available on or through the Services. We are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable Content you may encounter on the Site or in connection with any Content.
We reserve the right, but undertake no duty, to pre-screen Subscriber Content, remove any Subscriber Content from the Site, re-post to the Site any Subscriber Content removed by any Subscriber or former Subscriber. We also reserve the right to access, preserve, and disclose any information reasonably believed necessary to (1) satisfy any applicable law, regulation, legal process, or government request, (2) enforce this Agreement, (3) address fraud, security, or technical issues, (4) respond to support requests from Subscribers, or (5) protect the rights, property, or safety of Subscribers, Pen L O P, llc, or the public.
B. Our Rights
All right, title, and interest in and to the Services (excluding government works and Subscriber Content) are and will remain the exclusive property of Pen L O P, LLC and its licensors. The Services are protected by copyright, trademark, and other laws of the United States, the State of New Mexico, and foreign countries. Nothing in the Terms gives you a right to use the Udorami.com name or any Udorami.com trademark, logo, domain name, or other distinctive brand feature.
C. All Content and Data on Our Servers Is Subject to Deletion, Alteration, or Transfer
When using the Site or the Services, you may accumulate Content that may reside as data on our servers. This data, and any other data, account history and account names residing on our servers, may be deleted, altered, moved or transferred at any time for any reason in our sole discretion. You understand and agree that we have the right, but not the obligation, to remove any site content (including your subscriber content) in whole or in part at any time for any reason or no reason, with or without notice and without any liability of any kind.
4. Acceptable Use Policy
Failure to do any of the following required acts, or to refrain from doing any of the prohibited acts, shall constitute a breach of this Agreement, which may result in immediate termination of your account.
A. Your Obligations
You agree that you will:
- Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
- Choose a strong and secure password;
- Maintain the security of your password and identification;
- Provide accurate information to us and keep it updated;
- Use your real name in your profile; and
- Use the Services in a professional manner.
You agree that you will not:
- Provide any false personal information on Udorami.com, or create an account for anyone other than yourself;
- Share your password, let anyone else access your account, or do anything else that might jeopardize the security of your account;
- Post content or take any action on Udorami.com that infringes or violates someone else’s rights or otherwise violates the law;
- Knowingly post any false or inaccurate material;
- Send unsolicited emails, bulk mail, spam, or other materials to users of the Site or any other individual;
- Harass, threaten, stalk, or abuse any person or party, including other users of the Site;
- Use manual or automated software, devices, scripts, robots, or other means or processes to access, “scrape,” “crawl,” or “spider” the Services or any related data or information;
- Probe, scan, or test the vulnerability of the Services;
- Copy or distribute any part of the Content through any method, including but not limited to any automated or non-automated scraping, except that You may copy or distribute Subscriber Content as permitted by applicable law and these Terms;
- Take any action that imposes, or may impose, an unreasonable or disproportionately large load on our infrastructure, as determined by us; or
- Bypass the measures we may use to prevent or restrict access to the Services, including but not limited to features that prevent or restrict use or copying of Content or enforce limitations on use of the Services or the Content.
- Post content that infringes, violates, or otherwise interferes with any copyright or trademark of another party,
- Post content that reveals any trade secret, unless Subscriber owns the trade secret or has the owner’s permission to post it,
- Post content that infringes any intellectual property right of another or the privacy or publicity rights of another,
- Post content that contains any information or content that Subscriber does not have a right to make available under any law or under contractual or fiduciary relationships,
- Post content that is libelous, defamatory, abusive, threatening, harassing, hateful, offensive, humiliating to other people (publicly or otherwise), obscene, or profane or otherwise violates any law or right of any third party,
- Post content that contains a virus, trojan horse, worm, time bomb, or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or information,
- Post content that may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal,
- Post content that may create a risk of any other loss or damage to any person or property,
- Post content that seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details, or otherwise,
- Post content that may constitute or contribute to a crime or tort, or
- Post content that contains any information or content that is illegal (including but not limited to disclosure of insider information under securities law).
5. Disclaimers and Limits of Liability
A. Warranty Disclaimer
You use our Services solely at your own risk. They are provided to you “as is” and “as available” and without warranty of any kind, express or implied.
Pen L O P, LLC SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM Pen L O P, llc SHALL CREATE ANY WARRANTY.
You hereby agree to defend, indemnify and hold harmless Pen L O P, LLC, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, distributors, successors and assigns and other Subscribers of the Services, from all damages, liabilities, claims and expenses, including without limitation attorneys’ fees and costs, arising from any breach of this Agreement by you, or from your use of the Site or the Services. You agree to defend, indemnify and hold harmless Pen L O P, LLC, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, and distributors, successors and assigns from all damages, liabilities, claims and expenses, including without limitation attorneys’ fees and costs, arising from any claims by third parties that your activity on the Site or your Subscriber Content (including activity performed by, or Content created by, third parties using your account) infringes upon, violates or misappropriates any of their Intellectual Property Rights or discloses their Proprietary Information.
C. Limitation of Liability
IN NO EVENT SHALL Pen L O P, LLC OR ANY OF ITS SHAREHOLDERS, AFFILIATES, DIRECTORS, OFFICERS, SUBSIDIARIES, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION: A. ANY DAMAGES FOR LOSS OF USE, PROFITS, DATA, IMAGES, CONTENT, OR OTHER INTANGIBLES; B. DAMAGES FOR UNAUTHORIZED USE, NON-PERFORMANCE OF THE SITE, ERRORS, OR OMISSIONS; OR C. DAMAGES RELATED TO DOWNLOADING OR POSTING CONTENT) ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICES OR THE SITE (INCLUDING WITHOUT LIMITATION ITS MODIFICATION OR TERMINATION), YOUR ACCOUNT (INCLUDING WITHOUT LIMITATION ITS TERMINATION OR SUSPENSION), OR THIS AGREEMENT, WHETHER OR NOT Pen L O P, LLC MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
IN NO EVENT WILL THE AGGREGATE LIABILITY OF Pen L O P, LLC OR THE SITE TO YOU FOR DAMAGES OF ANY KIND OR NATURE EXCEED ONE HUNDRED DOLLARS (U.S. $100.00).
Some jurisdictions do not allow the foregoing limitations of liability, so to the extent that any such limitation is impermissible, such limitation may not apply to you. You agree that Pen L O P, LLC shall not be held responsible or liable for anything that occurs or results from accessing the Site or participating in the Services.
D. Third-Party Websites
The Site may contain links to third party websites or resources that are outside Pen L O P,LLC’s control and not covered by this Agreement. Links to such websites or resources do not imply any endorsement by Pen L O P, LLC of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources, and You hereby irrevocably waive any claim against the Site or Pen L O P, LLC with respect to such sites and third-party content.
We may revise these Terms from time to time. The most current version will always be available at [TERMS URL]. If the revision, in our sole discretion, is material we will notify you by email at the email associated with your account or via the Site when you next use the Services.
These terms will continue to apply until terminated by either you or us. You may end your agreement with us at any time for any reason by deactivating your account and discontinuing your use of the Services. We may terminate this Agreement at any time for any reason with notice or liability to you. Upon termination of your account, your right to use the Services and to access the Site and any Content will immediately cease. Upon termination, the following sections shall survive and continue to apply: Sections 5, 8, and 9.
8. General Terms
- The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
- If any provision of this agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this agreement shall otherwise remain in full force and effect and enforceable.
- Pen L O P, LLC shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Pen L O P, LLC’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.
- This agreement is not assignable, transferable or sublicensable by Subscriber except with Pen L O P, LLC’s prior written consent.
- All of our rights and obligations under this agreement are freely assignable by us in whole or in part at any time without Subscriber’s consent.
- This agreement does not confer any third party beneficiary rights.
- We reserve all rights not expressly granted to you.
9. Jurisdiction and Choice of Law; Arbitration
You expressly agree that Your rights and obligations, this Agreement, and any disputes related thereto shall be governed by and interpreted in accordance with the laws of the State of New Mexico, excluding its choice of law rules. Any claim or dispute between You and Pen L O P, llc that arises in whole or in part from the Services shall be decided exclusively by a court of competent jurisdiction located in Bernalillo County, New Mexico. You consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
We want to address your concerns without needing a formal legal case. Before filing a claim against us, you agree to try to resolve the Dispute informally by contacting us at firstname.lastname@example.org. We will try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or we may bring a formal proceeding.
10. Copyright Policy
We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act. If you think somebody is violating your copyrights and want to notify us, you can find information about submitting notices and our policy about responding to notices in our Copyright Policy. For further information see this useful article.
- By the “Site,” we mean the website operated by us at https://www.udorami.com/lists and any other Udorami.com branded websites (including subdomains or mobile versions).
- By “Udorami.com” or the “Services,” we mean the features and services we make available through the Site, including the Site, email notifications, applications, and commerce services.
- By “Pen L O P, LLC,” we mean Pen L O P, LLC, a New Mexico limited liability company, together with its parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers and directors. We may also refer to Pen L O P, LLC as “we” or “us” in this Agreement.
- By “Subscriber,” we mean an individual that has created an account on Udorami.com. We may also refer to Subscribers as “you” in this Agreement.
These services are operated and provided by Pen L O P, LLC. If you have any questions about these Terms, please contact us:
Pen L O P, LLC
5021 Indian School NE
Albuquerque, NM 87110