Effective as of February 23, 2010
SECTION 1. INTRODUCTION
The DocSTORE is a service of Docstoc, Inc. (DOCSTOC) that enables authorized users (You, or collectively, the Users) to buy sample and actual forms, checklists, business documents and legal documents (collectively, the Documents) through the websites located at www.docstoc.com/ (the DocStoc Platform).
By signing up for the DocSTORE, or otherwise using or benefiting from the DocStore, You acknowledge that You have read, understood and that you agree to be bound by these DocSTORE Terms of Service (the Agreement) and the Docstoc Terms of Service and all of the conditions therein.
SECTION 2. ELIGIBIITY
In order to use the DocSTORE as a Document Publisher (a "Document Publisher" is a User who subscribes to the DocSTORE and uploads Documents to the Docstoc Platform sale or licensing (the words "sale," "purchase," and "license" or "licensing" are used and intended to be used interchangeably) through the DocSTORE), You must: (i) register for a DocSTORE account on the Docstoc Platform (Your DocSTORE Account); (ii) be at least 18 years of age or older and, if You are using the DocSTORE on behalf of an organization, You must be an authorized representative of such organization with the authority to bind such organization to the terms of this Agreement and agree to such terms on behalf of such organization; and (iii) Your DocSTORE Account must be active and in good standing.
DOCSTOC reserves the right to refuse participation to any applicant or participant at any time, for any reason or for no reason, in its sole discretion.
SECTION 3. INCORPORATION BY REFERENCE
THIS AGREEMENT IS INCORPORATED BY REFERENCE INTO THE DOCSTOC TERMS OF SERVICE. FURTHER, THE DOCSTOC TERMS OF SERVICE ARE INCORPORATED INTO THIS AGREEMENT BY REFERENCE. YOUR PARTICIPATION IN AND USE OF THE DOCSTORE SERVICE IS SUBJECT AT ALL TIMES TO THE TERMS, CONDITIONS, AND PROVISIONS OF THIS AGREEMENT AND THE DOCSTOC TERMS OF SERVICE.
ALL USERS, BUT ESPECIALLY DOCUMENT PUBLISHERS, ARE ENCOURAGED TO REVIEW THE DOCSTOC TERMS OF SERVICE BEFORE UPLOADING DOCUMENTS, INCLUDING TO CONFIRM THAT THE DOCUMENTS DO NOT INFRINGE UPON THE RIGHTS OF ANYONE ELSE AND THAT THE DOCUMENT PUBLISHER HAS ALL LEGAL RIGHTS TO UPLOAD THE DOCUMENT, AND USERS ARE ENCOURAGED REVIEW THE Docstoc TERMS OF SERVICE BEFORE VIEWING OR DOWNLOADING DOCUMENTS SO TO CONFIRM, AMONG OTHER THINGS, DISCLAIMERS REGARDING DOCUMENTS.
When using the Docstoc Platform, You will be subject to any additional posted guidelines or rules applicable to specific services and features, which may be posted from time to time (the "Guidelines"). All such Guidelines are hereby incorporated by reference into this Agreement.
Capitalized terms not otherwise defined herein have the same meaning as in the Docstoc Terms of Service.
In the event of any conflict between this Agreement and the Docstoc Terms of Service, the terms of this Agreement shall take precedent.
SECTION 4. MODIFICATION OF TERMS
DOCSTOC MAY MAKE CHANGES TO THE CONTENT AND SERVICES OFFERED ON THIS SITE AT ANY TIME. DOCSTOC CAN CHANGE THESE TERMS AT ANY TIME BY POSTING UPDATED TERMS OF SERVICE ON THIS SITE AND/OR BY SENDING REGISTERED USERS AN EMAIL NOTICE OF THE CHANGES. ADDITIONALLY, WE MAY NOTIFY YOU THROUGH THE DOCSTOC ANNOUNCEMENTS AREA. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOU SHALL CEASE USING THIS SITE. IF YOU DO NOT CEASE USING THIS SITE, YOU WILL BE CONCLUSIVELY DEEMED TO HAVE ACCEPTED THE CHANGE. EXCEPT AS STATED ELSEWHERE, ALL AMENDED TERMS SHALL AUTOMATICALLY BE EFFECTIVE 30 DAYS AFTER THEY ARE INITIALLY POSTED. THIS AGREEMENT MAY NOT BE OTHERWISE AMENDED EXCEPT IN A WRITING HAND SIGNED BY YOU AND US. FOR PURPOSES OF THIS PROVISION, A WRITING DOES NOT INCLUDE AN EMAIL MESSAGE AND A SIGNATURE DOES NOT INCLUDE AN ELECTRONIC SIGNATURE.
SECTION 5. PRIVACY
Docstoc reserves the right to share Your contact information, including but not limited to, Your email address, Your postal address and Your telephone numbers, with certain providers of Documents, whose Documents You have purchased on, or downloaded through, the DocSTORE (the Document Providers or Document Publishers). You acknowledge that the Document Providers or Document Publishers with whom Docstoc has shared Your contact information may use Your personal information to notify You about products and promotional offers that may or may not be of interest to You. If You wish to unsubscribe from the mailing list of any Document Provider of Document Publisher, please contact that Document Provider or Document Publisher directly.
SECTION 6. CERTAIN RIGHTS BELONGING TO DOCSTOC
Docstoc will solely control the DocSTORE and all features and functionality thereof and will have the right to modify, change, or amend the same at all times, in its sole discretion. Docstoc reserves the right to exercise whatever lawful means it deems necessary to prevent or rectify unauthorized use (including the distribution of unauthorized content) on the DocSTORE, including, but not limited to, technological barriers, IP mapping, directly contacting Your Internet Service Provider (ISP) regarding such unauthorized use, and seeking legal action against You. Docstoc reserves the right to remove or delete any Document from the DocSTORE and/or the Docstoc Platform at any time, in its sole discretion, for any reason or for no reason, and without notice to You. If Docstoc removes or deletes a Document that You have purchased as a DocSTORE User or gained access to as a Docstoc Pro subscriber , Docstoc reserves the right to revoke Your purchase. If Docstoc revokes your purchase, Docstoc may elect, at Docstocs sole discretion, to provide a refund to You. Docstoc Pro subscribers who downloaded or gained access to any DocSTORE Document will not be entitled to any refund. If Docstoc removes any Document that you have purchased, Docstoc may elect, at Docstocs sole discretion, to provide You a limited window of time during which You may download such removed Document.
Docstoc reserves the right to decline to make any Document a Document Publisher uploads available on the Docstoc site or through DocSTORE, and retains the right to remove any Document made available for sale or to a Docsto Pro subscriber for any reason or no reason at all, in its sole discretion.
SECTION 7. YOUR COVENANTS, REPRESENTATIONS, WARRANTIES, AND AGREEMENT TO CONDITIONS; PROHIBITED USES OF THE DOCSTORE SERVICE
In addition to the prohibited conduct that You have agreed to as described in the Docstoc Terms of Service, Your use of the Docstoc Platform and the DocSTORE service is conditioned upon Your agreement to all of the terms of this Agreement, and You hereby agree, represent and warrant the following:
(a) You shall not, and shall not authorize or encourage any third party to share, copy, adapt, redistribute, reconfigure, modify, create derivative works from, resell, profit from, or otherwise exploit any Documents purchased or obtained on or through the DocSTORE other than as permitted by Docstoc;
(b) All Documents are available to You through this limited, personal, non-exclusive and non-transferable license to use and to display the Documents and to use the services of this Site solely for Your own personal or business use. Except for the license set forth herein, You acknowledge and agree that You may have no right to modify, edit, copy, reproduce, create derivative works, or reverse engineer, alter, enhance or in any way exploit any of the Documents in any manner, depending upon the terms of the license specified by the Document Publisher who has made the Document available or the creative commons license type selected by the Document Publisher who has made the Document available, except possibly for fair use rights (see 11 U.S.C. 107 see, e.g., http://www.copyright.gov/fls/fl102.html). In many instances You will have the right to modify, edit, reproduce, alter and use the Document Publisher Document for Your personal use or for business use. Unless specifically authorized by the Document Publisher You are prohibited from reselling, re-licensing, or distributing Document Publisher Documents. This limited license terminates automatically, without notice to You, if You breach any of these Terms. Upon termination of this limited license, You agree to immediately destroy any downloaded or printed Documents and all copies thereof, including backup or archival copies. Except as stated herein, You acknowledge that You have no right, title or interest in or to the Site or the Documents;
(c) You shall not upload to the Docstoc Platform or any other web site, or make available to the general public through the Internet, any Document You have downloaded or purchased from or through the DocSTORE or Docstoc. Any evidence of such conduct shall be grounds for the immediate termination of Your DocSTORE, Docstoc Pro, and Docstoc Accounts;
(d) With regard to any Documents that You upload You shall not use any deceptive, inaccurate, or false titles, tags, keywords, descriptions, or other techniques or tactics intended to or having the effect of causing Users to view or download such Document;
(e) You shall not attempt to upload any part of any Document that was previously rejected or removed by Docstoc unless the cause of the rejection or removal has been corrected;
(f) You shall not share Your DocSTORE Account login information with any third-party or provide any third-party with access to Your DocSTORE Account for the purpose of allowing such third-party to download a Document You have purchased or gained access to as a Docstoc Pro subscriber on or through the DocSTORE. Any evidence of such conduct shall be grounds for the immediate termination of Your DocSTORE, Docstoc Pro, and Docstoc Accounts;
(g) You shall not act in any way that violates any Guidelines, or any other agreement between Docstoc and You, or engage in any action or practice that disparages or devalues Docstocs, rights, reputation or goodwill;
(h) All of the information that You provide to Docstoc under this Agreement is current and accurate and will remain current and accurate and when there are any changes You will immediately update Your account to reflect as much;
(i) You have all necessary rights, power and authority to enter into and to perform under this Agreement;
(j) You have not entered into any other agreement that is in conflict with the terms of this Agreement;
(k) You shall comply with all applicable laws and regulations;
(l) You acknowledge that any attempted or actual violation of any of the terms, conditions, covenants, warranties or representations is a material breach of this Agreement and that Docstoc may pursue any and all applicable legal and equitable remedies against You, including but not limited to, an immediate suspension or termination of Your DocSTORE, Docstoc Pro, and Docstoc Accounts Docstoc, termination of this Agreement, and the pursuit of all available civil or criminal remedies.
SECTION 8. REFUND POLICY
Docstoc offers the 100% guarantee on select purchasable documents. The 100% guarantee shall only apply to such documents that expressly provide notice of the guarantee on the document purchase page and/or the billing information page. If a document does not expressly provide for the 100% guarantee it will not be subject to a refund under the 100% guarantee. This offer is not applicable to Docstoc Pro subscribers who obtain the Document through their Docstoc Pro account.
If and only if the 100% guarantee is expressly stated a refund will be contingent on the following:
(a) You must submit your refund request to email@example.com within seven (7) calendar days of Your purchase;
(b) You must provide DOCSTOC with a valid reason for your refund request. It shall be at the sole discretion of DOCSTOC to determine whether such reason is valid and ultimately, whether the refund will be issued;
(c) You will not have further access to any document for which a refund has been issued to you;
(d) You are limited to a maximum of five (5) refunds in any given calendar year (the Maximum Refund Quota);
(e) You may not create multiple DocStore Accounts for the purpose of evading the Maximum Refund Policy. Should DOCSTOC suspect You of any such conduct (as determined at the sole discretion of DOCSTOC), DOCSTOC will immediately terminate Your DocSTORE, Docstoc Pro, and Docstoc Accounts.
As a Document Publisher You agree that if a buyer requests a refund Docstoc has the right to make such a refund and deduct the amount paid or otherwise due the Document Publisher then or in the future in connection with the Document(s) upon which the buyer(s) received refund(s), and if no amount is due the Document Publisher or the amount due the Document Publisher is less than the amounts refunded to Document buyers the Document Publisher will within 15 calendar days reimburse Docstoc the amount paid the Document Publisher in connection with the Document.
SECTION 9. RELATIONSHIP OF PARTIES
(a) Agency. The relationship of Docstoc and Document Publishers is that of independent contractors. Nothing contained in this Agreement and no action by either Party shall be deemed to constitute any Party or any of such Partys employees or agents to be an employee or agent of the other Party or shall be deemed to create any partnership, joint venture, association, syndicate among or between any of the Parties, or shall be deemed to confer on any Party any express or implied right, power or authority to enter into any agreement or commitment, express or implied, or to incur any obligation or liability on behalf of the other Party not explicitly set forth in this Agreement. Neither Party will hold itself out as being in an agency relationship, or imply, or fail to correct a misunderstanding, that there is an agency relationship.
(b) Non-Exclusive Relationship. Document Publishers and Docstoc enjoy a non-exclusive relationship in all respects. Document Publishers acknowledge that Docstoc may sell documentation products developed and owned by third-parties, or documentation products developed and owned by Docstoc, the content of which may be similar to the Documents posted by Document Publisher. Docstoc acknowledges that Document Publishers may sell Documents and other documentation products directly or by licensing others to do so, however, Document Publishers agree that they will not use the Docstoc Platform to direct or steer Users to any channel other than the Docstoc Platform for the sale or licensing of any documents or documentation products.
SECTION 10. TERM; TERMINATION
The term of this Agreement will begin on the date You sign up for a DocSTORE Account, or use the DocSTORE service, on the Docstoc Platform and shall continue until terminated in accordance with the provisions set forth herein. Docstoc may, in its sole discretion, without cause, for any reason or no reason, and without liability or prior notice to You, immediately terminate this Agreement, Your DocSTORE, Docstoc Pro and/or Docstoc Accounts, and suspend or terminate Your participation in the DocSTORE and the Docstoc Platform at any time. Upon termination of this Agreement, any provision which, by its nature or express terms should survive, will survive such termination or expiration.
YOU ARE REMINDED THAT THERE ARE ADDITIONAL IMPORTANT GROUNDS FOR TERMINATION SET OUT IN THE DOCSTOC TERMS OF SERVICE AS WELL AS ELSEWHERE IN THIS AGREEMENT. These include:
Uploading Documents / Works that You do not have all rights to.
If Docstoc suspects that You as a Document Publisher have infringed upon the rights of anyone, including copyright infringement, Docstoc may terminate Your account and remove all the Documents You have uploaded. Further, You agree that termination on the basis of violation of these Terms of Service, or the Docstoc Terms of Service, will result in Your forfeiture of or claims to any money that Docstoc might otherwise have held for You, including as a set-off against damages or claims (including for refunds that Docstoc might make to Users who have purchased Your Documents). At the option of Docstoc upon suspecting that You as a Document Publisher have infringed upon the rights of anyone, including by engaging in copyright infringement, or that You otherwise violated these Terms of Service, or the Docstoc Terms of Service, Docstoc may terminate Your account and may give You the opportunity to explain why You uploaded infringing Documents or why You believe the Documents do not infringe the rights of anyone, or why you did not otherwise violate these Terms of Service, or the Docstoc Terms of Service, and if Docstoc is satisfied with Your explanation may allow You to sign-up for another DocSTORE account. At the option of Docstoc upon suspecting that You as a Document Publisher have infringed upon the rights of anyone, including by engaging in copyright infringement, or that You otherwise violated these Terms of Service, or the Docstoc Terms of Service, Docstoc may suspend Your account for a reasonable period of time and may give You the opportunity to remove improper Documents and explain why You uploaded infringing Documents or why You believe the Documents do not infringe the rights of anyone, or why you did not otherwise violate these Terms of Service, or the Docstoc Terms of Service. Docstoc will have sole discretion as to whether Your explanation suffices, whether to terminate Your account, whether to reinstate Your account, among other things. Multiple suspensions will likely result in termination.
If Your account has been terminated You are prohibited from signing up for another DocSTORE account, under any name, and You are prohibited from uploading any Documents to the Docstoc platform.
If You terminate Your account voluntarily and without Docstoc having indicated that it might terminate or suspend Your account, and You have not otherwise violated these Terms of Service or the Docstoc Terms of Service, the Documents that You uploaded to the Docstoc platform using DocSTORE will be removed and You will thereafter be paid the balance of the amount due you, unless Docstoc has any claims against you or to any of those amounts.
SECTION 11. FORMS, AGREEMENTS AND DOCUMENTS
Documents are provided for a charge and without any representations or warranties, express or implied, as to their suitability, legal effect, completeness, currentness, accuracy, and/or appropriateness.
THE DOCUMENTS ARE PROVIDED AS IS, AS AVAILABLE, AND WITH ALL FAULTS, AND DOCSTOC AND ANY DOCUMENT PROVIDER FULLY DISCLAIM ANY AND ALL WARRANTIES, INCLUDING BUT NOT LIMITED, TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
You acknowledge that Documents may be inappropriate for Your particular circumstances. Furthermore, state laws may require different or additional provisions to ensure Your desired result. You should consult with legal counsel to determine the appropriate legal or business documents necessary for Your particular transactions, as the Documents are only samples and may not be applicable to Your particular situation. Some Documents are public domain forms or may be available from public records, however, You will not upload or otherwise make available for sale any Documents that are public domain forms or may be available from public records, unless You create derivative works or make material modifications or adaptations and have the right to do so and do not otherwise infringe upon the rights of anyone else.
You understand that when using the Site You will be exposed to User Content from a variety of sources, and that Docstoc is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such User Content. You further understand and acknowledge that You may be exposed to User Content that is 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 Docstoc with respect thereto. Docstoc does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and Docstoc expressly disclaims any and all liability in connection with User Content. If notified by a User or a content owner of User Content that allegedly does not conform to these Terms, Docstoc may investigate the allegation and determine in its sole discretion whether to remove the User Content, which it reserves the right to do at any time and without notice. For clarity, Docstoc does not permit copyright infringing activities on the Site. Pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available on the Internet by using search engines to search for parental control protection, for example.
Docstoc is not responsible for the language used in the Document, e.g., if You thought the Document was written entirely in English and it contains a language You can not read Docstoc is not responsible. Docstoc may hold the Document Publisher responsible, however, and if Docstoc does issue any refunds then the provisions of Section 8 shall apply and Docstoc may deduct the amount paid or otherwise due the Document Publisher then or in the future in connection with the Document(s) upon which the buyer(s) received refund(s), and if no amount is due the Document Publisher or the amount due the Document Publisher is less than the amounts refunded to Document buyers the Document Publisher will within 15 calendar days reimburse Docstoc the amount paid the Document Publisher in connection with the Document. Further, if it is repeatedly misleading as to what languages are in the Document Docstoc may terminate Your Account.
SECTION 12. NO LEGAL ADVICE OR ATTORNEY-CLIENT RELATIONSHIP
Information or Documents contained on or made available through the DocSTORE are not intended to, and do not constitute, legal advice, recommendations, or counseling under any circumstance, and no attorney-client relationship is formed. Docstoc and all Document Providers disclaim any warranties or guarantees as to, among other things, the accurateness, completeness, adequacy or currency of the information contained in Documents available through the Docstoc Platform, including for purchase or by way of Your Docstoc Pro subscription through the DocSTORE or through any Document Providers web site. Your use of the Documents, the information on the Docstoc Platform, or the materials linked to the Docstoc Platform, is entirely at Your own risk. Docstoc is not a law firm and the Docstoc Platform is not a lawyer referral service.
SECTION 13. PRICING
Each Document Publisher shall have the right to establish the initial price point of each of his or her own Documents, as agreed to by Docstoc, provided Docstoc may subsequently modify Document prices in line with commercially reasonable business practices.
SECTION 14. COMMISSIONS
(a) Commission Rate. Docstoc shall pay Document Publisher a commission equal to fifty percent (50%) of Sales Proceeds (defined below) from Users originating on or purchasing or licensing any Document through Docstocs website. If Document Publisher has an existing affiliate model and Docstoc provides links back to the Document Publisher site, Document Publisher shall use persistent cookies that are valid for a period of at least one hundred and twenty (120) days to track Users originating on or from Docstocs website, and will use other best practice methods to track customers originating on or from Docstocs website. Document Publisher shall not allow any other affiliates cookies to overwrite or displace the Docstoc affiliate cookie. Sales Proceeds shall mean the gross sales proceeds generated by Users purchasing or licensing any Document through Docstocs website, or tracked customers originating on Docstocs website, minus credit card processing fees, if any. However, no commission shall be paid for orders that are refunded, not paid or undeliverable.
(b) Payment. Within thirty (30) days following the end of each month, Docstoc shall pay Document Publisher for commissions earned on Documents sold or licensed during the preceding month. If the commission payable to Document Publisher for any period is less than one hundred U.S. dollars ($100.00), Docstoc will hold those commissions until such time as Document Publishers commission earned and payable equals said amount, or within 90 days following the termination of this Agreement, subject to Docstocs right to withhold payment as set out in this Agreement. If you remove all of your sellable Documents the DocSTORE you won't be able to accrue more earnings. So every other quarter, Docstoc will issue payments to you only if you're no longer selling any documents, even if your balance is below $100. These payments will be made in late January and late July. If a Document sale that generated commission is refunded to the User, Docstoc will deduct the corresponding commission from Document Publishers next periods payment. Docstoc will issue each Document Publisher a check, credit your PayPal account, or make payment in the manner that You specify in Your preferred payment setting. You may request that Docstoc hold Your payment, in which instance payment will be deferred until up to 60 days following Your instruction that the funds due You should be paid to You. Alternate or substitute payees may not be named. No amounts held or as yet unpaid by Docstoc are to be construed as being held in trust, implicit or otherwise, and do not earn interest for Your benefit. You are responsible for paying Your own taxes, such as income taxes. Docstoc may require your social security number or tax identification number, if required to report earning by law, before making payment to You. Currentl in the United States sales taxes may not generally apply to digital purchases such as DocSTORE Documents.
(c) Order Processing / Commission Tracking. All aspects of order processing and fulfillment, including order entry, User service, cancellations, returns and payment processing shall be Docstocs sole responsibility. Docstoc shall track the amount of sales generated by each Document and shall make this information available to the Document Publisher. Any discrepancy between the amount of commissions owed according to these records, and the actual amount of commissions paid to Document Publisher in any period or periods shall be rectified by Docstoc within thirty (30) days of discovering such discrepancy. You shall have no right to review or audit the books and records of Docstoc.
SECTION 15. ADVERTISING
Docstoc has the right to display any advertising or promotions, including for Docstoc or third parties, over, near, or around any Document Publisher Document, and You (as either a Document Publisher or User) waive any claims or rights in association therewith, including claims to any remuneration, regarding moral rights, complaints about implicit endorsement or association, or the like. You are notified and agree that anything at all placed over, near, or around any Document is not an endorsement by or an association with the uploader (including any Document Publisher).
SECTION 16. INDEMNIFICATION
You agree to indemnify, defend and hold harmless Docstoc, and its parent, subsidiaries, affiliates or any related companies (including those which share substantially common ownership), its suppliers, licensors and partners, and the officers, directors, employees, contractors, agents, attorneys, and representatives of any of them from any and all claims, losses, obligations, damages, liabilities, costs or debts and expenses (including attorneys fees and costs) arising out of, related to or which may arise from (i) Your use or misuse of the DocSTORE; (ii) Your breach or other violation of this Agreement including any representations, warranties and covenants herein; or (iii) Your violation of the rights of any other person or entity. Docstoc reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify, defend or hold us harmless, and You agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Docstoc. Docstoc will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.
SECTION 17. DISCLAIMER; LIMITATION OF DAMAGES
THE INFORMATION, CONTENT AND DOCUMENTS FROM OR PROVIDED THROUGH THE DOCSTOC PLATFORM, INCLUDING BUT NOT LIMITED TO THE DOCSTORE, ARE PROVIDED AS-IS, AS AVAILABLE, WITH ALL FAULTS, AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND WARRANTIES ARISING OUT OF THE COURSE OF DEALING OR PERFORMANCE). THE INFORMATION AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. DOCSTOC AND DOCSTOC AFFILIATED PARTIES, INCLUDING BUT NOT LIMITED TO, THE DOCUMENT PROVIDERS, HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ANY DOCUMENT, INFORMATION, SERVICE, OR THE DOCSTOC PLATFORM.
IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, DOCSTOC, DOCUMENT PROVIDERS, DOCSTOC AFFILIATED PARTIES, CONTRACTORS, EMPLOYEES, AGENTS, DIRECTORS, OFFICERS, ATTORNEYS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS, ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, ARISING OUT OF OR RELATING TO (1) THIS AGREEMENT, (2) ANY ERRORS IN OR OMISSIONS FROM OUR SITE OR FROM ANY SERVICES, PRODUCTS, OR DOCUMENTS OBTAINABLE THEREFROM, (3) THE UNAVAILABILITY OR INTERRUPTION OF OUR SITE OR ANY FEATURES THEREFROM, (4) YOUR USE OR YOUR INABILITY TO USE THE DOCUMENTS OR THE DOCSTORE SERVICE, (5) THE CONTENT CONTAINED ON OUR SITE, EVEN IF DOCSTOC HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THIS AGREEMENT APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED, IF THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED APPLY AT ALL.
THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN DOCSTOC AND YOU. THIS SITE AND THE PRODUCTS, SERVICES, DOCUMENTS AND INFORMATION PRESENTED WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DOCSTOC THROUGH THE DOCSTOC PLATFORM OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.
ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN OR LINKED FROM THE ELECTRONIC FILE CONTAINING A DOCUMENT IS DISCLAIMED.
SECTION 18. LIMITATION OF DAMAGES
THE AGGREGATE LIABILITY OF DOCSTOC AND ANY DOCSTOC AFFILIATED PARTY, CONTRACTORS, EMPLOYEES, AGENTS, DIRECTORS, OFFICERS, ATTORNEYS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE DOCSTOC PLATFORM AND/OR THE PRODUCTS, INFORMATION, DOCUMENTS AND SERVICES PROVIDED HEREIN OR HEREBY SHALL NOT EXCEED $100 AND THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST US AND ANY AFFILIATED PARTY.
SECTION 19. ASSIGNMENT; ENTIRE AGREEMENT; APPLICABLE LAW AND VENUE; HEADINGS; SEVERABILITY; NO WAIVER
Docstoc may freely assign this Agreement at any time without notice to You. You may not transfer, sell, or assign Your rights or obligations under this Agreement and any attempt to do so shall be void. Subject to the foregoing, this Agreement inures to the benefit of and shall be binding on the parties permitted assignees, transferees and successors.
This Agreement, including all agreements and Guidelines incorporated by reference herein, sets forth the entire agreement and understanding of the parties with respect to the subject matter hereto, and supersedes all prior and contemporaneous agreements relating thereto, written or oral, between the parties.
This Agreement shall be governed by, and construed in accordance with, the laws of the State of California, without reference to its choice of law doctrine. The parties agree that the federal and state courts in Los Angeles County, California will have exclusive jurisdiction and venue over this Agreement, and the parties hereby agree to submit to such jurisdiction and venue exclusively.
Section or paragraph headings used in this Agreement are for reference purposes only, and may not be used in the interpretation hereof.
In the event that any provision of this Agreement conflicts with the law under which this Agreement is to be construed or if any such provision is held invalid by a court with jurisdiction over the parties to this Agreement, (i) such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and (ii) the remaining terms, provisions, covenants and restrictions of this Agreement shall remain in full force and effect.
A waiver of any provision of this Agreement will only be valid if provided in writing and will only be applicable to the specific incident and occurrence so waived. The failure by either party to insist upon the strict performance of this Agreement, or to exercise any term hereof, will not act as a waiver of any right, promise or term, which will continue in full force and effect.
SECTION 20. SURVIVAL
Upon termination of these Terms, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, sections regarding proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and damages and all general provisions shall survive any termination of these Terms.
SECTION 21. COMPLAINTS
In accordance with Cal. Civ. Code §1789.3, if You are a resident of California You may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (916)445-1254 or (800) 952-5210.
SECTION 22. CUSTOMER SERVICE; SUPPORT
The DocSTORE is a distribution network and intermediary through which Document Providers make their Documents available to Users for purchase. Docstoc does not audit the Documents for their suitability, legal effect, completeness, currentness, accuracy, and/or appropriateness. For assistance, questions or support regarding the content of any of the Documents, please contact the Document Provider for that Document.
For assistance with or questions regarding this Agreement, You can send us an email at firstname.lastname@example.org. Responses to emails will be provided as soon as possible.