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    TERMS AND CONDITIONS OF USE OF WEBSITE – Bestions.com

    Effective Date: January 1, 2012

    Bestions, LLC, (collectively referred to herein as “Bestions”, “we,” or “us”) has established the following Terms and Conditions of Use of Website, (“Terms of Use” or “Agreement”) which set forth the legally binding terms and conditions for any use of the website and services offered by Bestions at (the “Site”).

    The Site and Bestions’s services are a social networking site that locates the best of several categories to provide a list to people from their peers, and to facilitate discussion about questions and answers on an unlimited quantity of topics. The Site allows for the authorized upload, download, sharing and distribution of digital content over the internet. Terms of Use for Bestions and the Site apply to any site or mobile application owned and operated by Bestions, except as otherwise provided.

    The following Terms of Use for the Bestions Site is a legal contract between You, either an individual user or a single entity (“You” or collectively “Users”), and the Site may only be used in a manner consistent with purposes in accordance with this Agreement.

    By using the Site in any manner, including but not limited to registering for, accessing, browsing, downloading from, or accessing the Bestions site, You represent that You have read, understand and agree to be bound by this Agreement, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. As You read these Terms of Use, please access and read the linked information. We may change these Terms of Use at any time by posting the changes to the Site. Your use of the Site constitutes Your agreement to the most recent version of this Agreement. If at any time you disagree with the Terms of Use, please immediately terminate your use of the Site in the manner prescribed below.

    The Privacy Policy applicable to this Site is available here. The Privacy Policy is hereby incorporated into these Terms of Use by reference. Please read the Terms of Use and the Privacy Policy carefully.

    Membership Eligibility

    You must register with the Site to post questions, comment, vote and otherwise use this Site to its fullest. You may only review questions and comments if you are not a registered User. By registering You warrant and represent to us that You are a U.S. citizen or legal resident over the age of 13, and have not been previously suspended or removed as a User by us from the Bestions Site.  If You are using or opening an account on the Site on behalf of an entity or organization (collectively “Subscribing Organization”), then You represent and warrant that You are an authorized representative of that Subscribing Organization with the authority to bind such organization to these Terms of Use; and agree to be bound by these Terms of Use on behalf of such Subscribing Organization.  BY USING THE BESTIONS SITE, YOU REPRESENT THAT YOU MEET THE ELIGIBILITY REQUIREMENTS IN THIS SECTION.  In any case, You affirm that You are over the age of 13, as the Site is not intended for children under 13. You must provide Your real name, e-mail address and other required information when You register.

    Fees, Charges and Services

    There is no fee for use of the Bestions Site, and no fee to register with the Site or obtain services from the Site.

    Prohibited, Questionable and Infringing Items and Activities

    You are solely responsible for Your conduct and activities on and regarding Bestions and any and all data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links (together, “User Content”) that You submit, post, or display on Bestions.

    Bestions has adopted a Copyright and Intellectual Property Policy concerning copyright and intellectual property infringement in accordance with U.S. intellectual property laws and the Digital Millennium Copyright Act (“DMCA”). That Policy is available here. These Terms of Use and all Policies listed here apply only to this Site and do not apply to websites that are linked to the Site. Bestions may promptly terminate without notice any User’s access to the Site if that User is determined by Bestions to be a “repeat infringer”.  A repeat infringer is a User who has been notified by Bestions of infringing activity violations more than twice and/or who has had their User Content or any other user-submitted content removed from the Site more than twice.

    Restricted Activities: User Content and Your use of Bestions shall not:

    • Be false, inaccurate or misleading;
    • Be defamatory, trade libelous, unlawfully threaten, unlawfully harass, impersonate or intimidate any person (including Bestions staff or other Users), or falsely state or otherwise misrepresent Your affiliation with any person, through for example, the use of similar email addresses, nicknames, creation of false account(s) or any other method or device or collect, or attempt to collect, personal information about Users or third parties without their consent;
    • Fail to disclose payments or other consideration for product or service endorsements, or an ownership or beneficial interest in the endorsed product or service;
    • Be fraudulent or involve the purchase of, or offer to purchase, illegal, counterfeit or stolen items;
      *Infringe upon any third-party’s copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy;
    • Make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Users of the Site. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures; or
      *Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted herein or any Materials (as defined in section 5, below);
    • Delete the copyright or other proprietary rights on the Site or User Content
    • Remove, circumvent, disable, damage or otherwise interfere with security-related features of the Site or User Content, any features that prevent or restrict use or copying of any content accessible through the Site, or any features that enforce limitations on the use of the Site or User Content;
    • Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
    • Modify, adapt, translate or create derivative works based upon the Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
    • Forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the Site;
    • Violate this Agreement, any site policy or community guidelines, or any applicable law, statute, ordinance or regulation (including, but not limited to, those governing intellectual property and other proprietary rights and data protection and privacy);
    • Relay email from a third party’s mail servers without the permission of that third party;
    • Be obscene or contain pornography;
    • Contain or transmit any code of a destructive nature that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
    • Modify, adapt or hack Bestions or modify another website so as to falsely imply that it is associated with Bestions;
    • Interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site;
    • Use any robot, spider, scraper, or other automated means to access the Site for any purpose or bypass any measures Bestions may use to prevent or restrict access to the Site;
    • Appear to create liability for Bestions or cause Bestions to lose (in whole or in part) the services of Bestions’s ISPs or other suppliers;
    • Link directly or indirectly, reference or contain descriptions of goods or services that are prohibited under this Agreement, the Privacy Policy, the DMCA Copyright and Intellectual Property Policy or other policy documents as posted on Bestions;
    • Solicit money, investments or make any offering of securities or investments.
    • Post, upload or distribute marketing material, advertisements, spam, content designed to aid search engine optimization, content in HTML format with links or redirects, or other commercial content that in Bestions’s sole opinion detracts from the Bestions experience.

    Furthermore, You may not consummate, or attempt to consummate, any transaction that was initiated using Bestions’s service or Site which could cause Bestions to violate any applicable law, statute, ordinance or regulation, or that violates the Terms of Use.

    Content

    4.1 Ownership

    Subject to the licenses granted herein, You retain all of Your ownership rights in User Content owned by You. However, the factual data that you voted for or against something or commented on someone else’s post (by yourself or with others) is the property of Bestions which may be used in any fashion it desires.

    4.2 License Grant to Bestions.

    Unless otherwise agreed to in a separate written agreement between You and Bestions that was signed by an authorized representative of Bestions:

    a) By distributing or disseminating User Content through the Site, You hereby grant to Bestions a worldwide, non-exclusive, transferable, assignable, fully paid-up, royalty-free, license (with the right to grant and authorize sublicenses) to host, transfer, display, perform, modify, reproduce, distribute, compress or convert for distribution, and otherwise exploit Your User Content, in any media formats and through any media channels, solely in order to publish and promote such User Content in connection with services offered or to be offered by Bestions. Such license will apply to any form, media, or technology now known or hereafter developed.

    b) The license granted by You in Section 4.2(a), above, terminates as to a specific piece of User Content once You remove or delete such User Content from the Site.  Notwithstanding the foregoing (or anything else to the contrary in these Terms of Use) any sublicenses granted and/or authorized by Bestions with respect to Your User Content prior to Your removal of such User Content from the Site shall survive any termination or expiration of the license granted in Section 4.2(a) above.  

    c) By uploading User Content, You hereby warrant that Your User Content is free of any digital rights management, including any software designed to limit the number of times User Content may be copied or played.

    4.3 License Grant to other Bestions Users.

    By distributing or disseminating User Content through the Site, You hereby grant to each User that is authorized to access Your User Content a non-exclusive license to access and use Your User Content under the terms indicated by You when You uploaded such User Content.  Notwithstanding the foregoing, You hereby grant to each User that is authorized to access Your User Content at least a limited, non-exclusive, license to view, download (including, without limitation download to a portable device), print and have printed such User Content for personal use in the manner contemplated by these Terms of Use and the Site.  The foregoing license granted by You terminates as to a specific piece of User Content once You remove or delete such User Content from the Site provided, however, that User rights to such User Content arising out of distributions occurring on or prior to deletion of such User Content from the Site survive any termination or expiration of the license granted in this section 4.3.

    4.4 User Content Representations and Warranties.

    You are solely responsible for Your User Content and the consequences of posting or publishing them.  By uploading and publishing Your User Content, You affirm, represent, and warrant that:

    (1) You are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize Bestions and Bestions’s Users to use Your User Content as necessary to exercise the licenses granted by You in this section and in the manner contemplated by Bestions and these Terms of Use;

    (2) Your User Content does not and will not slander, defame, or libel any other person or entity.

    (3) The use of Your User Content as permitted herein does not and will not infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; and

    (4) Your User Content does not contain any viruses, adware, spyware, worms, or other malicious code.

    (5) You will disclose any direct or indirect interest in any product or service You recommend, including any financial remuneration or free or reduced price products You may receive.

    Violators of third-party rights may be subject to criminal and civil liability.  Bestions reserves all rights and remedies against any Users who violate these Terms of Use.

    4.5 User Content Disclaimer.

    The Bestions Site collects User opinions and questions and answers on a variety of topics, which are not controlled by Bestions. You understand that when using the Site You will be exposed to User Content from a variety of sources, and that Bestions 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 Bestions with respect thereto.  Bestions does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and Bestions 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 of Use, Bestions 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. 

    Bestions Site License Grant.

    5.1 License Grant to Upload.

    Subject to Your compliance with these Terms of Use, Bestions hereby grants to You a personal, limited, non-exclusive, non-transferable, freely revocable license to use the Bestions Site for the uploading and distributing of authorized digital content, including electronic documents (“User Content”).

    User Content is uploaded at Your own risk.  Notwithstanding anything to the contrary herein, Bestions does not guarantee that there will be no unauthorized copying or distribution of User Content nor will Bestions be liable for any unauthorized copying or usage of the User Content.

    We may make it possible for Users to upload images or links that include session cookies, web beacons or clear gifs, which may enable You to track affiliate income. Bestions reserve the right to edit referral links posted by Users, to add tags such that affiliate income deriving from our Site is credited to Bestions.

    5.2 License Grant to Download.

    Subject to Your compliance with these Terms of Use, Bestions hereby grants to You a limited, non-exclusive, non-transferable, freely revocable license to view, download (including, without limitation download to a portable device), print, and have printed User Content for personal use subject to any express restrictions contained in the license under which such User Content is distributed.

    5.3 Reservation of Rights.

    Bestions reserves all rights not expressly granted in these Terms of Use.

    5.4 Prevention of Unauthorized Use.

    Bestions reserves the right to exercise whatever lawful means it deems necessary to prevent unauthorized use of the Site, including, but not limited to, technological barriers, IP mapping, and directly contacting Your Internet Service Provider (ISP) regarding such unauthorized use.

    Bestions’ Intellectual Property

    The Bestions Site is owned and operated by Bestions.  The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, services, and all other elements of the Site provided by Bestions (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. The “look” and “feel” of the Site (including color combinations, button shapes, layout, design and all other graphical elements) are protected by U.S. copyright law. Except for User Content that is provided and owned by Users, all Materials contained on the Site are the property of Bestions or its subsidiaries or affiliated companies and/or third-party licensors.  All trademarks, service marks, and trade names (“Marks”) are proprietary to Bestions or its affiliates and/or third-party licensors.  Except as expressly authorized by Bestions, You agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials or the Site.  Bestions reserves all rights not expressly granted in these Terms of Use. You may not use the Marks for any purpose whatsoever other than as permitted by these Terms of Use.

    Access and Interference

    You agree that You will not use (directly or indirectly) any robot, spider, scraper or other automated means to access Bestions for any purpose whatsoever, directly or indirectly, except to the extent expressly permitted by and in compliance with these Terms of Use. Additionally, You agree that You will not:

    Take any action that imposes, or may impose, in Bestions’s sole discretion, an unreasonable or disproportionately large load on Bestions’s infrastructure;

    Copy, reproduce, modify, create derivative works from, distribute or publicly display any User Content (except for Your own Content) or other allowed uses as set out in the Site except to the extent expressly permitted by and in compliance with the Agreement;

    Interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or

    Attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.

    Breach

    Without limiting any other remedies, Bestions may, without notice, and without refunding any fees or charges, delay or immediately remove User Content, warn Bestions’s community of a user’s actions, issue a warning to a user, temporarily suspend a user, temporarily or indefinitely suspend a user’s account privileges, terminate a user’s account, prohibit access to the Site, and take technical and legal steps to keep a user off the Site and refuse to provide services to a user if Bestions suspects or knows (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a user has breached this Agreement or other policy documents and community guidelines incorporated herein; Bestions is unable to verify or authenticate personal information or User Content; or Bestions believes that a user is acting inconsistently with the letter or spirit of Bestions’s policies, has engaged in improper or fraudulent activity in connection with Bestions or the actions may cause legal liability or financial loss to Bestions’s Users or to Bestions.

    Account

    You must be a registered member of the Site to post or upload User Content to Bestions. You may be asked to provide a password upon each login.  You are solely responsible for maintaining the confidentiality of Your account and password and for restricting access to Your computer, and You agree to accept responsibility for all activities that occur under Your account or password.  You agree that the information You provide to Bestions on registration and at all other times will be true, accurate, current, and complete.  You also agree that You will ensure that this information is kept accurate and up-to-date at all times.  If You have reason to believe that Your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of Your account ID, password, or any credit, debit or charge card number, if applicable), then You agree to immediately notify Bestions.  You may be liable for the losses incurred by Bestions or others due to any unauthorized use of Your Site account.

    h2. Third-Party Sites, Products and Services; Links

    The Site includes links or references to other web sites or services, which links are provided solely as a convenience to Users (“Reference Sites”).  Unless otherwise expressly stated by Bestions, Bestions does not endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites.  In addition, Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Site are solely between You and such advertiser.  Access and use of Reference Sites, including the information, materials, products, and services on or available through Reference Sites is solely at Your own risk.

    Privacy

    Bestions’s Privacy Policy, as amended from time to time, is incorporated into this Agreement by reference.

    Termination; Terms of Use Violations

    12.1 Bestions

    You agree that Bestions, in its sole discretion, for any or no reason, and without penalty, may terminate any account (or any part thereof) You may have with Bestions or Your use of the Site and remove and discard all or any part of Your account, User profile, and any User Content, at any time.  Bestions may also in its sole discretion and at any time discontinue providing access to the Site, or any part thereof, with or without notice.  You agree that any termination of Your access to the Site or any account You may have or portion thereof may be effected without prior notice, and You agree that Bestions will not be liable to You or any third party for any such termination.  Any suspected fraudulent, abusive, or illegal activity may be referred to appropriate law enforcement authorities.  These remedies are in addition to any other remedies Bestions may have at law or in equity.  As discussed herein, Bestions does not permit copyright infringing activities on the Site, and will terminate access to the Site, and remove all User Content or other content submitted by any Users who are found to be repeat infringers.

    12.2 You

    Your only remedy with respect to any dissatisfaction with (i) the Site, (ii) any of these Terms of Use, (iii) any policy or practice of Bestions in operating the Site, or (iv) any content or information transmitted through the Site, is to terminate these Terms of Use and Your account.  You may terminate these Terms of Use at any time by discontinuing use of any and all parts of the Site.

    12.3 User Content

    Subject to Section 4 above, upon termination of these Terms of Use by You or Bestions, Bestions will discontinue prospective hosting and distribution of Your User Content.

    Disclaimers; No Warranties

    Your agreement to these disclaimers and the following limitations of liability are a material inducement for Bestions to permit You to access the Site. Your use of the Site, and Bestions’s obligations and liabilities in respect of Your use of the Site, are expressly limited as follows:

    • Conduct of Users. Bestions assumes no responsibility for the activities or conduct of Users.
    • Availability of Site. Bestions does not guarantee continuous, uninterrupted access to the Site, and operation of the Site may be interfered with by numerous factors outside Bestions’s control. The Site will also undergo periodic scheduled and unscheduled maintenance. Bestions assumes no liability in the event You are unable to access the Site, or the operation of the Site is interrupted for any reason.
    • Third party information. The Site displays the content, services, products or hyperlinks of other entities or individuals. Notwithstanding the presentation of any third party information on the Site, no such presentation shall be considered an endorsement, representation or warranty, either express or implied, by Bestions on behalf of any third party. In addition, Bestions does not endorse, warrant or otherwise guarantee the substance of any information posted by Users or third parties on the Site. Bestions shall have no liability or responsibility whatsoever for the content, subject matter or substance of any information accessed or obtained from third party websites accessed from the Site. Access to third party websites from the Site is done at Your own risk.
    • Accuracy of information. Bestions makes no representations or warranties regarding the truthfulness, accuracy, completeness, timeliness or reliability of any information submitted by Users, or of any other form of communication engaged in or information exchanged among Users. Information on the Site may contain inaccuracies or typographical errors. You acknowledge that any reliance on information submitted by Users or any other form of communication with Users will be at Your own risk.
    • “As is” and “as available” and “with all faults. You expressly agree that the use of the Site is at Your sole risk.  The Site and any data, information, third-party software, content (including commercial content), reference sites, services, or applications made available in conjunction with or through the Site are provided on an “as is” and “as available”, “with all faults” basis and without warranties or representations of any kind either express or implied
    • Harm to Your computer. Bestions, its suppliers, licensors, affiliates, and partners do not warrant that the Site will be free of errors, viruses, or other harmful components and do not warrant that any of the foregoing will be corrected. You understand and agree that You use, access, download, or otherwise obtain information, materials, or data through the Site or any reference sites at Your own discretion and risk and that You will be solely responsible for any damage to Your property (including without limitation Your computer system or portable device) or loss of data that results from the download or use of such material or data.
    • Uploaded content. The security measures used to protect user content used by Bestions herein are used in conjunction with the user content “as-is” and with no assurances that such security measures will withstand attempts to evade security mechanisms or that there will be no cracks, disablements or other circumvention of such security measures.

    Medical Questions

    If You think You may have a medical emergency, call Your health care provider or local emergency number (911 in the USA) immediately. Content posted by any persons answering medical questions through Bestions will not be considered and is not intended to be medical advice or instructions for medical diagnosis or treatment, and no physician-patient relationship is, or is intended to be, created by User Content submitted by health care providers.

    1. Content is not a substitute for professional medical advice, examination, diagnosis or treatment.
    2. Do not delay or forego seeking treatment for a medical condition or disregard professional medical advice based on Content.
    3. Always seek the advice of your physician or other qualified healthcare professional before starting or changing treatment.
    4. Content should not be used to diagnose, treat, cure, or prevent disease without supervision of a doctor or qualified healthcare provider.
    5. Content does not recommend or endorse any tests, physicians, products, procedures, opinions or other information. Bestions does not provide a ratings service for health care providers.
    6. Content is not regulated by the Food and Drug Administration or any state or national medical board.

    Information posted to Bestions publicly or sent in an unsolicited message to a health care provider is not confidential, and does not establish a physician-patient relationship without the express consent of the health care provider.

    Answers to Legal Questions

    If You think You may have a legal emergency, call Your attorney immediately. Content posted by any persons answering legal questions through Bestions will not be considered and is not intended to be legal advice or instructions for legal action, and no lawyer-client relationship is, or is intended to be, created by User Content submitted by attorneys or paralegals.

    Most state bar associations have services to aid you in finding an attorney. For example, California residents should visit http://www.calbar.ca.gov/Public/Pamphlets/HiringaLawyer.aspx

    Content is provided for informational purposes only, with no assurance that the Content is true, correct, or accurate. No action should be taken, delayed, or deferred based on the Content.

    1. Content is not a substitute for professional legal advice or a solicitation to offer legal advice regarding specific facts. Should You ignore this warning and send specific or confidential information in a private message or post it as a comment, there is no duty to keep that information confidential or to discontinue or forego any representation adverse to your interests.
    2. You should not delay or forego seeking legal advice or disregard professional legal advice based on Content. Delay in seeking such legal advice could result in waiver of any claims You may have, depending on the applicable statute(s) of limitation.
    3. Content is not regulated by any state or national bar association.
    4. Information posted to Bestions publicly or sent in an unsolicited message to a lawyer is not confidential and does not establish attorney-client relationship without the express consent of the lawyer.

    IN ADDITION TO THE FOREGOING, TO THE FULLEST EXTENT PERMITTED UNDER THE APPLICABLE LAW, BY USING THE SITE YOU AGREE AND ACKNOWLEDGE THAT BESTIONS PROVIDES THE SITE AND SERVICES “AS IS” AND, DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS AND INTELLECTUAL PROPERTY RIGHTS OF OTHERS.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BESTIONS OR THROUGH THE BESTIONS SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREINYOU EXPRESSLY ACKNOWLEGE THAT AS USED IN THIS SECTION 13, THE TERM BESTIONS INCLUDES BESTIONS’S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS AND SUBCONTRACTORS

    Limitation of Liability

    14.1 Limitation on Liability

    UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL BESTIONS OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS, DAMAGE TO REPUTATION, OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE THE MATERIALS (INCLUDING USER CONTENT AND COMMERCIAL CONTENT) ON THE BESTIONS SITE OR ANY REFERENCE SITES, OR ANY OTHER INTERACTIONS WITH BESTIONS, EVEN IF BESTIONS OR A BESTIONS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

    14.2 Limitation of Damages.

    IN NO EVENT WILL THE TOTAL LIABILITY OF BESTIONS OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OF USE, YOUR USE OF THE BESTIONS SITE OR YOUR INTERACTION WITH OTHER SITE USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SITE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS (US $100), WHICHEVER IS GREATER.

    14.3 Reference Sites.

    THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN BESTIONS AND RECEIVED THROUGH OR ADVERTISED ON THE SITE OR RECEIVED THROUGH ANY REFERENCE SITES.

    14.4 Basis of the Bargain.

    YOU ACKNOWLEDGE AND AGREE THAT BESTIONS HAS OFFERED ITS SERVICES AND ENTERED INTO THESE TERMS OF USE IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND BESTIONS, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND BESTIONS. BESTIONS WOULD NOT BE ABLE TO PROVIDE THE SITE TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

    14.5 Limitations by Applicable Law.

    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 RIGHTSTHE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THESE TERMS OF USE APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE LOCATED.

    Indemnification

    YOU AGREE TO INDEMNIFY, DEFEND AND HOLD BESTIONS HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTIONS, DAMAGES, COSTS AND EXPENSES, INCLUDING BUT NOT LIMITED TO, ATTORNEYS FEES AND COSTS OF SUIT, ARISING OUT OF YOUR BREACH OF THESE TERMS OF USE.

    IN NO EVENT SHALL BESTIONS, AND (AS AND TO THE FULL EXTENT APPLICABLE) AFFILIATES, PARENTS, SUBSIDIARIES, OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES OR BESTIONS’S SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING THE CONDUCT OF THIRD PARTIES IN CONNECTION WITH THE USE OF THE SITE, OR ANY PURCHASE MADE THROUGH THE SITE, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES. BESTIONS RESERVES THE RIGHT, AT YOUR EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER FOR WHICH YOU ARE REQUIRED TO INDEMNIFY BESTIONS, AND YOU AGREE TO COOPERATE WITH BESTIONS’S DEFENSE OF THESE CLAIMSBESTIONS WILL USE REASONABLE EFFORTS TO NOTIFY YOU OF ANY SUCH CLAIM, ACTION, OR PROCEEDING UPON BECOMING AWARE OF IT.

    Legal Compliance

    You will comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding Your use of the Site and any Bestions service.

    Mobile Services

    Bestions intends to provide mobile services without charge to You. You will not have any premium message fees as a result of such services, but please be aware that your carrier’s normal rates and fees, such as data and text messaging fees, will still apply. In the event You change or deactivate your mobile telephone number, You must update Your User Profile on the Site to ensure that messages are not sent to the person who acquires your old number. For further information, check our Site often or send a message through our Contact Us page.

    United States Export Controls

    You agree to comply with all applicable export laws and restrictions and regulations of the United States Department of Commerce or other United States or other sovereign agency or authority, and not to export, or allow the export or re-export of any software, technical data or any direct product thereof in violation of any such restrictions, laws or regulations, or unless and until all required licenses and authorizations are obtained with respect to the countries specified in the applicable United States Export Administration Regulations (or any successor supplement or regulations). The transfer of certain technical data and commodities may require a license from an agency of the United States government and/or written assurances by You that You will not export such software, technical data, or commodities to certain foreign countries without prior approval of such agency.  Your rights under these Terms of Use are contingent on Your compliance with this provision.

    Severability

    The invalidity or unenforceability of any portion or provision of these Terms of Use shall in no way affect the validity or enforceability of any other portion or provision of the Agreement. Any invalid or unenforceable portion or provision shall be deemed severed from the Agreement and the remainder of the Agreement shall be construed and enforced as if the Agreement did not contain such invalid or unenforceable portion or provision.

    Bestions Service

    Bestions reserves the right to modify or terminate the Site for any reason, without notice, at any time. Bestions reserves the right to alter these Terms of Use and other Site policies (including without limitation its privacy policy) at any time, so please review the policies frequently. If Bestions makes a material change, we will notify You here, by means of a notice on our home page, or through other means Bestions deems appropriate. What constitutes a “material change” will be determined at Bestions’s sole discretion, in good faith.

    Governing Law

    This Agreement shall be interpreted and governed by the law of the Commonwealth of Pennsylvania without regard to its conflict of laws principles. You expressly acknowledge and agree that any claim brought in connection with this Agreement or the subject matter herein shall only be brought in a federal or state court located in Philadelphia, Pennslvania, and You expressly waive all objections You might have to jurisdiction, venue, service of process, forum non conveniens or the like in connection therewith.

    Survival

    Upon termination of these Terms of Use, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, sections 3-27.

    Notices

    Except as expressly stated in this Agreement, any notices You send to Bestions shall be given through our Contact Us page. You agree to accept notices sent to You at the email address You provide to Bestions during the registration process, or as You may update it from time to time. Alternatively, we may give You notice by postal mail, return receipt requested, to any street address You have provided to Bestions. Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Notice sent by postal mail shall be deemed given three (3) days after the date of mailing.

    For issues concerning intellectual property, please provide notice as specified in Bestions’s DMCA Copyright and Intellectual Property Policy.

    Waiver

    The failure of Bestions to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision.  Any waiver of any provision of these Terms of Use will be effective only if in writing and signed by Bestions.

    Assignment

    These Terms of Use and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Bestions without restriction.  Any assignment attempted to be made in violation of these Terms of Use shall be null, void and of no effect.

    Headings

    The heading references herein are for convenience purposes only, do not constitute a part of these Terms of Use, and will not be deemed to limit or affect any of the provisions hereof.

    Controlling Terms

    This Agreement and those additional terms and conditions and policies referenced herein represent the complete agreement and understanding with respect to the subject matter of this Agreement. Different or additional terms or conditions in any prior or subsequent communication (whether by email or any other form of communication) shall not add to, modify, or otherwise change the terms and conditions of this Agreement.

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