Effective: October 1, 2019
The following Terms and Conditions (referred to herein as the “Terms”) constitute a binding agreement (referred to herein as the “Agreement”) between you (referred to herein as “you,” “your,” “User,” “Visitor,” or “Service Provider”) and Divine Transformation, LLC (referred to herein as “Company,” “we,” “our,” or “us”) and govern your access and use of the weddingofficiants.com website and any other websites, services, applications, or social media accounts owned or operated by our Company (referred to herein collectively as the “Site”).
1. Acceptance of Terms
By using or accessing the Site, you affirm that you are at least 18 years of age and of sound mind, have the legal and mental capacity to enter into this Agreement, and acknowledge that you have read the Agreement and the Terms herein and agree to them. You also acknowledge that our Company shall have the right to amend or alter the Terms of the Agreement, from time to time, upon our own discretion, and you agree to abide by any amendments or alterations to the Terms herein.
All those who utilize or visit the Site, regardless of the capacity in which they do so, agree to be bound by this Agreement. This Agreement supersedes all prior and previous agreements between you and our Company regarding terms and conditions related to your use of the Site, and all prior and previous agreements are hereby revoked by this Agreement. Any conflict among this Agreement and any additional or subsequent Agreement entered into to through use of the Site which supersedes this Agreement shall be resolved in favor of the most recent Agreement.
a. Classification of Users
Users are those who access or utilize the Site for any purpose, regardless of their purpose for doing so or the capacity in which they do so. For the purposes of classification in this Agreement, Users refers to all Visitors, Service Providers, and any other legal person or entity which accesses or utilizes the Site.
Visitors are those who access the Site for the purpose of seeking information or services related to marriage, wedding ceremonies, wedding officiation, or celebrants. Visitors acknowledge that we do not guarantee the accuracy of information related to Service Providers portrayed on the Site, or those Service Providers’ legitimacies. Our Company neither guarantees the quality of any of the Service Providers listed on the Site, nor do we endorse them. Visitors must conduct their own research and due diligence into the Service Providers, and conduct business with Service Providers at their own risk.
Service Providers are those who access the Site for the purpose of advertising products and/or services. You represent that, if you are agreeing to the Terms of this Agreement on behalf of another legal person or entity, you have the authority to do so in the required capacity. You also acknowledge that all references herein to the party on whose behalf you are entering this Agreement also refer to you.
You, the Service Provider, acknowledge and agree that this is not an endorsement Agreement. Our Company does not endorse or guarantee your goods or services. Our Company has no part in your transactions with other Users, and we have no responsibility to assist you in creating said transactions or to assist you in performing them. You acknowledge that Service Provider memberships are non-transferrable.
You, the Service Provider, are required to publish only true and correct information to the Site, and agree to do so by entering into this Agreement. You acknowledge that you are solely responsible for updating the information related to your membership on the Site. By accepting the Terms of this agreement, you agree to maintain valid applicable business and operations licensing, to provide our Company with your true, accurate, and complete information, to be responsible for your account and the activity conducted through it, and to safeguard your account credentials.
You, the Service Provider, acknowledge that our Company alone is responsible for determining the types of memberships, subscriptions, accounts, and services offered to Users through the Site, and the payment requirements associated therewith. We reserve the right to modify or cancel any unpaid memberships, unilaterally. The Terms of Purchase outlined in this Agreement are left to the sole determination of our Company, and govern all purchased subscriptions.
Upon reorganization, restructure, or dissolution of a Service Provider, that Service Provider’s account is considered “Forfeited” and our Company alone has the right to determine what is to become of the Service Provider’s forfeited account. Our Company may elect to delete the forfeited account, allow it to remain active, or transfer it to another Service Provider. Such actions may include information, photos, videos, reviews, and/or comments posted to the forfeited account that were previously associated with the Service Provider whose account was forfeited.
Various purchases or interactions available through the Site may require your agreement to additional terms and conditions, which will be presented to you upon your action. You acknowledge that those additional terms and conditions shall not supersede the Terms of this Agreement.
Any business relationships or business/commercial agreements entered into by and between Users (“Visitors” and “Service Providers” of the Site) are not entering into an agreement with our Company. It is agreed, in the event that any User alleges and includes our Company in a dispute of any kind regarding a conflict between Users, the Plaintiff or the original complaining party hereby agrees to indemnify and hold our Company, its officers, directors, employees, independent contractors, and shareholders, harmless from any and all liabilities, damages, business interruptions, delays, losses, claims, or judgments of any kind whatsoever, including all costs, attorneys’ fees, and expenses incidental thereto, which may be suffered by, or charged to, our Company related to the business activities of the Users. Our Company shall have the sole right to select our legal representation and other advisors for matters related to this section.
2. Dispute Resolution – READ CAREFULLY
All disputes arising out of, or related to, this Agreement between the parties shall be settled on an individual basis through final and binding arbitration. All disputes are to be determined under the laws of the State of Maryland. You acknowledge that different states and countries have different laws related to information accessed online, and that it is your responsibility to educate yourself as to the laws that govern this Agreement.
3. Our Company is Not a Service Provider
Our Company offers a unique opportunity for Users to acquire information related to, and interact with, wedding officiants globally through the Site. You must be 18 years of age or older to utilize the Site, and minors (dependent on the age required for marriage in the jurisdiction wherein you intend to utilize the Site) are not eligible for our services. Users are individually responsible for all legal and financial obligations related to scheduling, negotiating, or procuring goods and/or services from Service Providers who advertise on the Site.
Our Company is not a party to transactions that occur between Users, and we have no knowledge of the terms and conditions associated with any such transactions. Therefore, Our Company does not control the occurrence, legitimacy, safety, or legality of transactions that occur between Users, nor do we have knowledge of the accuracy of any information provided by Service Providers in their accounts or listings on the Site. We have no control over the intentions to act or abilities to act of any Users who access the Site.
By accessing the Site, you agree that our Company is not a Service Provider. Our Company is not responsible for the creation of any content or information transferred among Users, because they themselves create the information that they distribute through the Site as a neutral forum.
4. Transactions and Other Dealings (Third Party Advertisers, Merchants, and Otherwise)
Your transactions and other dealings with third-party merchants or advertisers that are found on or through the website, including “click to purchase,” “co-registration,” and other similar programs, including payment and delivery of goods or services, are solely between you and such third-party merchant, advertiser, or otherwise.
5. Copyright Infringement – Digital Millennium Copyright Act (DMCA)
Our Company respects the intellectual property rights of others and requests that all Users of the Site do the same. If you believe that your protected creative work is being used on the Site in a way that constitutes copyright infringement, you may notify us by providing our copyright agent with the following information in writing:
a. your name, address, telephone number, and email address;
b. a statement that the information in your notification is accurate and a statement, made under penalty of perjury, that you are the copyright owner or are authorized to act on the copyright owner’s behalf;
c. the electronic or physical signature of the owner of the copyright or the person authorized to act on the owner’s behalf;
d. identification of the copyrighted work that you claim has been infringed;
e. identification of the material that is claimed to be infringing and information reasonably sufficient to permit us to locate the material (for example, by providing a URL to the material); and
f. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
Our designated agent to receive notification of claimed infringement can be reached using the contact information below:
C/O Divine Transformation, LLC
ATTN: Legal Department
PO BOX 2414
Ellicott City, MD 21041-2414
It is our policy to remove or terminate, in appropriate circumstances, any account or User for repeated infringement of intellectual property rights, including copyrights, and we also reserve the right to terminate an account or User for even one instance of infringement.
6. Good Samaritan Content Policy & Complaint Procedures.
It is the policy of the owners and operators of this Site to not tolerate any acts of intellectual property infringement or violations of U.S. law or to allow for any child pornography or obscene or defamatory material to be posted at this site. We will do our best, in good faith, to purge or otherwise restrict the availability of material that is infringing, racist, sexist, obscene, harassing, or otherwise objectionable. The provisions of this section are intended to implement this policy but are not intended to impose a contractual obligation on us to undertake, or refrain from undertaking, any particular course of conduct.
b. Complaint Procedures.
If you believe that someone has posted material at this website which infringes the intellectual property or other rights of third parties or which is in violation of U.S. law or which is racist, sexist, obscene, harassing, defamatory, or otherwise objectionable, or which constitutes child pornography, we ask you to promptly notify us by using our contact form located at https://weddingofficiants.com/about/contact/ . You must use this address if you want to ensure that your complaint is actually received by the appropriate person charged with responding to such communications.
In order to respond as quickly as possible to any complaint, please provide us with as much detail as possible, including:
(1) the nature of the right infringed or violated (including the registration numbers of any registered copyrights, trademarks or patents allegedly infringed);
(2) all facts which lead you to believe that a right has been violated or infringed;
(3) the precise location where the offending material is located;
(4) any grounds to believe that the person who posted the material was not authorized to do so or did not have a valid defense (including the defense of fair use); and
(5) if known, the identity of the person or persons who posted the infringing or offending material.
7. Global access issues.
Our Company is based in the state of Maryland and the United States of America and operates the Site therefrom. However, our Site provides access to Users from around the globe.
By using the Site, you acknowledge that the laws related to marriage vary between jurisdictions, especially between jurisdictions of different countries. You alone are responsible for educating yourself as to the relative marriage laws related to the jurisdiction wherein you intend to be married. Users, Visitors, and Service Providers are respectfully responsible for compliance with applicable laws, wherever you access the Site from.
8. Account Credentials and Safety.
The account registration process may require you to provide personal information. Some of the features available through the Site may only be available to those who are accessing the Site with a registered account, access to which requires logging in with the correct username and password. You alone are responsible for activity conducted through your account and our Company is not liable for any injury that you suffer arising from your failure to protect your account credentials.
The information that you give our Company is protected from unauthorized access by mechanisms that are standard industry practices. Those practices include various security techniques such as firewalls, encryption, and secure socket layers. Unless agreed to otherwise under separate cover, our Company does not guarantee that unauthorized access to your personal information will not occur, because such guarantee is subject to countless factors outside of our control.
10. Forbidden Actions.
It is your responsibility to comply with applicable laws and contractual obligations while using the Site. By using or accessing the Site in any way, you confirm that your use of the Site is subject to the following stipulations and restrictions, and hereby agree that you will not:
a. Create an account representing an identity other than your own or that of a legal person for which you have the requisite authority to act on behalf of;
b. Use weddingofficiants.com to further any scheme to violate applicable laws or regulations, or aid or conspire with others to do so;
c. Interfere with or hinder other Users’ abilities to use and enjoy the benefits of the Site;
d. Collect and/or store information from the Site, whether manually or with a software tool, without express written consent from our Company for you to do otherwise;
e. Purposefully and/or intentionally gain unauthorized access to the Site or its associated features and information, through any means;
f. Introduce an imposition of data or information otherwise that would inherently burden, frustrate, or disrupt the infrastructure upon which the Site operates;
g. Use the Site or any information derived therefrom for any unlawful purpose or any purpose that contradicts the spirit or intention of the Terms herein;
h. Engage in spam related to the Site or those who access it;
i. Intentionally disguise the creator or publisher of any information provided on the Site, or to our Company or its representatives; or
j. Conspire to, or direct others to, avoid any requirements, procedures or obligations under this Agreement in bad faith.
Furthermore, Service Providers additionally agree that you will not:
a. Violate applicable laws and regulations, regardless of jurisdiction, internationally or domestically, related to transfer of goods or in furtherance of performance of a service; or
b. Use promotional text in your profile’s title, business name, or associated profile image.
Our Company reserves the right to block access to, or suspend or terminate the accounts of, any Users who engage in forbidden actions, or that engage in behavior that demeans or discourages other Users who access or intend to access the Site, regardless of their qualification as a Visitor or a Service Provider.
11. Publishing Content to weddingofficiants.com.
Through various features on the Site, those who access the Site can publish information to others who access the Site. All information published on the Site, including communications with other Users, should be created and published with proper judgment and common sense. You are solely responsible for content that you create and disseminate in relation to the Site and its features. Our Company does not control the content that is created and published to the Site. Our Company has no duty to monitor, revise, or delete the information that those who access the Site publish thereon, but we reserve the right to do so at our sole discretion. You are liable for, and agree to indemnify our Company from, any and all injuries that are alleged to have occurred as a result of information that was published or disseminated from your account to other Users of the Site.
You further agree that any information, creative works, text, writings, photographs, logos, music, likenesses, trademarks, and intellectual property you publish on this website shall be in compliance with copyright law.
By entering this Agreement, you agree that you will not publish content or information to the Site that you know to be incorrect, misleading, or outdated. You also agree that you will not disguise the creator or publisher of any information or content published to the Site.
You agree that the following content postings and/or actions are prohibited for all Users:
a. Those that may reasonably foreseeably create a risk of injury, whether physical, emotional, or financial, to you or any other person or animal;
b. Those that are intrinsically offensive or defamatory, fraudulent, or in furtherance of harassment, or any other principle related thereto;
c. Those that potentially place liability on our Company;
d. Those that violate, or reasonably foreseeably will result in violation of, any applicable jurisdictional law or regulation;
e. Those that evaluate the vulnerability of the Site, its security measures, or the software or programming upon which it operates;
f. Those that distribute your personal information that you intend to keep private, or that distribute information of others that is intended to be kept private;
g. Those that disseminate information that you, for any reason, are not at liberty to share;
h. Those that advertise or provide quick access to third-parties and/or their products or services;
i. Those that are considered slanderous or defamatory, or that include information related to legal actions involving our Company and/or its representatives;
j. Those that promote goods or services that are not available directly through a Service Provider or other advertiser on the Site;
k. Those that apply harmful computer ware to the Site, its infrastructure, or its features (i.e. software, viruses, worms, etc.);
l. Those that infringe upon other legal persons’ property rights, including intellectual property rights;
m. Those that are illegal or against applicable rules or regulations.
You acknowledge that our Company has the unilateral right to block access to, or suspend or terminate the accounts associated with, any and all Users who violate the aforementioned restrictions (a-m, above).
12. Publishing Responsibilities.
You alone are responsible for any information or content that you publish to the Site, and any liabilities that arise therefrom.
Our Company has no duty to monitor, revise, or remove information or content published to the Site by those who access it. You acknowledge that to the extent that we take any such action, it is upon our Company’s own free will and done in good faith. Only our Company, not its representatives, has authority to make binding commitments on our Company’s behalf.
Anyone authorized to act on behalf of our Company shall, in no situation, be held liable for any representation regarding action or inaction related to content or information that was published to the Site. Only our Company retains the power to control the revision or removal of information or content published to the Site.
13. Service Provider Promotions.
Our Company is not involved with the creation, organization, or operation of any contest or other promotional event created or promoted by Service Providers or other Users, and we are not responsible for any such contest or promotional event.
To the extent that our Company participates in such a contest or promotional event in the future, we will provide separate and individualized terms and conditions specifically related thereto.
14. Content Licensing and Attribution.
You acknowledge and represent that you are authorized to publish any and all content or information to the Site that you publish thereon. “Authorized” in this Agreement means that you either own the content that you publish, or that you have an unlimited license to post the content, if it is owned by another. You agree to give our Company an unlimited, perpetual, transferable, and paid-for license to utilize any and all content and information that you publish to the Site, in whatever matter that is determined fit by our Company. You acknowledge our right to retain, archive, or use any information or content that you publish to the Site, at our sole discretion, without any restrictions.
If your relationship with us is terminated for any reason, our Company reserves the right to continue to display all reviews, comments, images, information, or content you submitted or published to the Site.
15. Intellectual Property Ownership.
Our Company is the owner of all intellectual property content that appears in various forms on the Site. Our Company claims ownership of the Site and its features, interface, infrastructure, theme, color combinations, and function under applicable copyright and trademark laws in the United States.
You agree that you do not obtain an ownership right over information, content, or intellectual property published by another User on the Site. You agree that you will not redistribute information, content, or intellectual property that you obtained from the Site in exchange for any sort of benefit, financial or otherwise.
You acknowledge that you have no right to claim, or attempt to claim, a right in, or ownership of, any information or content from the Site that has not been posted by you.
16. Non-Discrimination Policy.
All are invited and welcome to access the Site and utilize its features. However, our Company does not tolerate discrimination based on an immutable or specific characteristic against other Users of the Site. This policy applies to the refusal to provide or accept goods or services from another User, and to the publishing of information or content, including direct communications, that is offensive and/or discriminatory based on the aforementioned criteria. Our Company reserves the right to block access to, or suspend or terminate those accounts of, any and all Users to which discriminatory behavior is properly attributable. If you experience, or believe that you may have experienced, the kind of discrimination described herein, please contact our support staff using our contact form located at https://weddingofficiants.com/about/contact/ so that your claim may be investigated. Our Company undertakes no obligation to investigate such claims, or to take any specific action as a result of those claims or our investigations, but we reserve the right to do so at our sole discretion.
17. Features and Amendments.
Our Company is not responsible for the uninterrupted functionality of the features that are normally available through the Site.
We reserve the right to alter or amend the Site and its features and functionality as we see fit, without any warning to you. You acknowledge our right to add, remove, or alter features on the Site at any time we see fit, and without any warning to you. You agree that such changes are under our Company’s sole discretion.
You agree that our Company is not liable for any loss or injury that may you may experience as a result of a failure or malfunction with the Site, or any feature thereon. You are responsible for taking your own data-loss protection measures, including keeping your own copies of the information and/or content you publish to the Site.
18. Terms of Purchase.
Service Providers have the obligation to pay for their memberships (“Service Provider Memberships”) to the Site, because we do not offer free advertising accounts to Service Providers.
Our Company reserves the right to create and install additional services or features on the Site that require added or amended fees and charges in addition to your currently subscribed service. Our Company also reserves its right to remove services from the Site. The act of adding or removing services from the Site is at our Company’s sole discretion. You agree that our Company has the right to add or remove services at its own discretion, without providing notice to you.
By registering for a Service Provider Membership, you agree that you irrevocably and expressly authorize our Company to transfer funds as applicable, via debit or credit card, based on your authorization via registration. It is your responsibility to make timely payments by keeping the information for a valid, non-expired credit or debit card on file in your account. Your failure to provide and maintain such accurate and up to date information may result in a billing failure, and puts your Service Provider Membership at risk of suspension or permanent removal.
You agree that Our Company may withhold any monies and/or debit any monies from any credit or debit card associated with your account to satisfy any fees, penalties, costs, adjustments, or any other financial action of the like, which our Company can apply at its own discretion without notice. Our Company reserves its rights to all causes of action against you for monies that our Company determines that you owe in association with your Service Provider Account. You agree that you will indemnify, defend, and hold our Company harmless in its pursuit of any such action.
It is your sole responsibility to satisfy all applicable fees and payments in association with your Service Provider Membership. All fees and charges are stated in U.S. Dollars and are non-refundable. You are required to make payments associated with your Service Provider Membership through your account on the Site. If you experience problems while trying to make a payment, or while trying to update your payment information, please contact us using our contact form located at https://weddingofficiants.com/about/contact/ .
You agree that you will indemnify our Company for the costs of pursuing you for outstanding payments and fees. You agree that our Company may share, at its own discretion, information related to your failure(s) to satisfy payments and fees, to applicable credit reporting agencies. Late fees will not be automatically charged to a credit card.
Our Company may, without notice and at its own discretion, correct any payment and/or processing errors that we discover. Said errors will be resolved by performing a direct debit or credit to the card associated with your account, pursuant to what is needed on a case-by-case basis, as determined by the sole discretion of our Company. Our Company is not liable for, and is not privy to, the terms related to failed transactions between Users. All failed payments for transactions occurring between Users are separate transactions that do not involve our Company as a party.
Financial transactions that occur through the site may be processed through third-party payment processors or other providers of such services. Some such transactions will provide you notice of separate terms and conditions when entering your payment information. The party that actually processes payments between you and the Site provides the terms and conditions that govern your transactions thereon.
As stated numerous times herein, our Company is not a party to any transaction that you attempt or complete with other Users. If you choose to transact with other Users, you acknowledge that you will be required to create your own separate and individual agreement with that User that does not involve our Company as a party. You alone are responsible for upholding your obligations and duties under the Terms of this Agreement.
You alone are responsible for charges made to your Service Provider Membership, and you alone are responsible for satisfying all debts that result from failure to satisfy charges associated with your Service Provider Membership, including interest and other associated penalties and/or fees. Those Service Provider Memberships with outstanding balances are subject to removal, no matter the dollar amount owed. You are also responsible for satisfying all taxes associated with your transactions through the Site. To the extent that our Company is obligated to collect such taxes from you, our Company will bill you for the same.
By creating a Service Provider Membership, you expressly authorize our Company to apply or withdraw any monies from the payment methods for which you have provided. The only way to avoid this obligation is to modify your payment preferences in your account, or cancel your account. Our Company is not liable for monies taken in association with your Service Provider Membership after you attempted to modify your payment information or cancel your account, but before our Company had a reasonable opportunity to act. You are responsible for all fees associated with financial transactions through the Site.
a) Automatic Renewal
All Service Provider Membership subscriptions renew automatically, every 30 days for “Monthly” billing subscriptions, and every 365 days for “Annual” billing subscriptions. We do not offer any membership subscriptions which no not renew automatically.
b) Membership Subscription Cancellation
To avoid an upcoming recurring payment from being billed to the payment method associated with your account, you are required to cancel your Service Provider Membership subscription before it renews. You may cancel your Service Provider Membership subscription at any time by logging into your account and clicking the “Cancel Membership” button.
c) Refund Policy
The following Terms govern the issuance of refunds for all subscriptions:
i) “Monthly” Billing Subscriptions – All Membership subscriptions are non-refundable for Users who select the “Monthly” billing option. Subscribers who opt for “Monthly” billing pay in advance for their subscription the following month, so all that is required to avoid being charged for the following month’s subscription is to cancel your account. Upon cancellation of your account, your credit or debit card will not be billed for the following month, and your membership subscription will remain active until the end of the month.
ii) “Annual” Billing Subscriptions – All Membership subscriptions for Users who select the “Annual” billing option and cancel their account prior to the end of the year will receive a pro-rated refund in the amount of 1/365th of their annual subscription rate for every day between the date of cancellation and their next renewal date, minus credit card fees and any discounts or promotions applied to their subscription. If you select the “Annual” billing option and receive a “one month free” discount for doing so, then the amount of that discount (1/12th your annual subscription rate) will be deducted from your refund amount prior to calculating the pro-rated refund.
d) Credit Card Chargebacks
By paying for a Membership subscription, you agree that you are willingly entering into a paid subscription agreement for advertising services, and will never contact your credit card company and report your subscription charges as fraudulent or request a “chargeback” for your subscription fees. Because all subscriptions are paid for in advance of receiving advertising services through our Site, any User who requests a chargeback for their subscription is committing an act of theft against our Company. We take such actions very seriously, and will immediately and irrevocably terminate the account of any User whose subscription fees are charged back by their credit card company. We reserve the right to challenge any chargeback on the basis of the Terms of this Agreement and, if the requested chargeback is ultimately successful, we reserve the right to re-charge your credit card for the past due amount and any fees issued by our processor, or to pursue you in court for lost revenue, damages, and attorney’s fees associated with our collection efforts.
To allow for the free exchange of information amongst a small, select group of Users, you agree to treat all communications that take place at this site as confidential and not to disclose, copy or transmit to people who are not otherwise subject to this Agreement any messages, information, or content posted on our Site. You agree and understand that the purpose of this confidentiality provision is to foster an open environment where Users may freely exchange information without fear that specific comments will be quoted or attributed to them outside of the Site – not to create a binding obligation on the part of our Company to protect the confidentiality of information posted here, or to act as insurers or guarantors of, or to accept liability for, the conduct of other Users. You therefore agree and acknowledge that you will not post any information to or from our Site which constitutes a trade secret or which is otherwise so confidential that its disclosure could cause you or others any economic harm.
20. Modifications and Termination.
a. In General.
Our representatives are not authorized to vary the terms of this Agreement. This Agreement may be modified only (1) by obtaining our written consent in a notarized agreement signed by an authorized person on behalf of Our Company; or (2) as set forth below in subpart (b).
b. Periodic Revisions and Amendments.
You agree that we may modify the terms of this Agreement at our sole discretion. If we do so, we will notify you by posting a notice on our homepage for thirty (30) consecutive days in advance of the effective date of any modification to this Agreement. You agree that it shall be your responsibility to log on to this website at least once every thirty (30) days to check for a notice and to review any changes to the Terms of this Agreement.
Otherwise, it will be your responsibility and obligation to check the legal section of this website whenever you access this site, to determine if there have been any changes to this Agreement. You may notify us using the contact form located at https://weddingofficiants.com/about/contact/ at any time before, or within thirty (30) days after, any modification takes effect, to advise us that you do not accept the proposed modification. If we do not receive such a communication from you in the time prescribed, the modification will be deemed to have been accepted by you. You agree and understand that we reserve the right to unilaterally terminate your access privileges or otherwise deny you access to this site in the event that you decline to be bound by any proposed modifications to this Agreement.
Unless we terminate your access privileges or you decide to terminate this Agreement, it shall remain in force so long as you are authorized to access this website. You agree that in the event you decide to terminate this Agreement or if your access privileges are suspended or terminated you shall continue to be bound by all obligations set forth in this Agreement including, but not limited to, those contained herein for a period of five (5) years or until the expiration of all applicable statute of limitations periods, whichever is longer. Except as otherwise provided in this agreement, you will not be bound by any modifications to this agreement which may take effect after such time as you or we terminate our contractual relationship.
21. Indemnification, Jurisdiction and Dispute Resolution.
As previously stated throughout this agreement, you agree, at your own expense, to defend us and indemnify us against any liability arising out of or relating in any way to alleged acts or omissions by you which, if true, would constitute a violation of one or more terms or provisions of this Agreement. All disputes arising out of or relating in any way to this Agreement or our ownership, operation or maintenance of this website shall be resolved exclusively in the appropriate state or federal court where subject matter jurisdiction is otherwise proper in Howard County, Maryland. All such disputes shall be governed by and construed in accordance with the laws of the United States and of the State of Maryland as applied to transactions entered into and to be performed wholly within Maryland between Maryland residents. In the event of any breach of this Agreement, you agree that, notwithstanding any other provision of law, we shall be entitled to obtain preliminary injunctive relief enforcing the terms of this Agreement.
22. DISCLAIMER OF WARRANTIES.
IN ORDER TO PROVIDE YOU WITH THE PRIVILEGE OF USING THIS WEBSITE, WE ARE UNABLE TO OFFER ANY WARRANTIES OR MAKE ANY REPRESENTATIONS ABOUT ANY BENEFITS OR OPPORTUNITIES WHICH YOU MAY OBTAIN AT THIS WEBSITE. WE HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. THIS WEBSITE IS MADE AVAILABLE TO YOU “AS IS,” WITHOUT ANY WARRANTIES WHATSOEVER ABOUT THE NATURE, CONTENT OR ACCURACY (EITHER WHEN POSTED OR AS A RESULT OF THE PASSAGE OF TIME) OF ANY MATERIAL AT THE SITE, AND WITHOUT ANY REPRESENTATIONS OR GUARANTEES. IN ADDITION, WE MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES THAT THIS WEBSITE WILL BE SECURE, ACCESSIBLE CONTINUOUSLY AND WITHOUT INTERRUPTION, OR ERROR FREE. TO THE EXTENT THAT YOU MIGHT OTHERWISE BELIEVE THAT ANY WARRANTIES, GUARANTEES OR REPRESENTATIONS HAVE BEEN MADE TO YOU, YOU HEREBY AGREE THAT SUCH STATEMENTS, WHETHER MADE ORALLY OR IN WRITING, ARE TO BE CONSTRUED AS MERELY NONBINDING EXPRESSIONS OF POLICY RATHER THAN AFFIRMATIVE REPRESENTATIONS, OBLIGATIONS, GUARANTEES OR WARRANTIES. IN THE EVENT OF ANY CONFLICT BETWEEN THIS SECTION AND OTHER TERMS OR PROVISIONS OF THIS AGREEMENT, THIS SECTION SHALL BE CONSTRUED TO TAKE PRECEDENCE.
23. Complete Agreement/No Representations.
This Agreement constitutes the entire agreement between you and us relating to your access to and use of this website and supersedes any prior or contemporaneous representations or agreements. This Agreement—and only this Agreement—shall govern our legal rights and obligations. Any rights not otherwise expressly granted by this Agreement are reserved by us. This Agreement may not be modified, either expressly or by implication, except as set forth herein. As set forth in this agreement, it is not our intention to make any legal representations or warranties about this website, either expressly or by implication. The terms of this Agreement are intended to supersede anything else that appears at this website, now or in the future. So that there is no misunderstanding, by entering into this Agreement you agree that, except as provided in this agreement, nothing posted at this website or otherwise communicated to you shall in any way supersede, modify, or vary the terms of this Agreement.
If any portion of this Agreement is ruled invalid or otherwise unenforceable, it shall be deemed amended in order to achieve as closely as possible the same effect as originally drafted. Any invalid or unenforceable portion should be construed as narrowly as possible in order to give effect to as much of the Agreement as possible.