By accessing the Site, you agree to be bound by all of the terms and conditions contained herein (the “Terms”) M.D.R. hereby provides you only with a license to use and access this Site pursuant to the terms of these Terms, and you agree that you have no other rights in or to the Site or any information contained therein. IF YOU DO NOT AGREE TO ANY OF THE TERMS OF THIS AGREEMENT, THEN DO NOT USE OR OTHERWISE ACCES THE SITE.
M.D.R. reserves the right to modify these Terms at any time by posting a notice of such modifications in the relevant section of the Site, or by posting a notice in any other conspicuous manner that M.D.R. deems sufficient. your continued use of the Site will signify your acceptance of the changes to these Terms. EACH TIME YOU ACESS THE SITE, YOU WILL BE DEEMED TO HAVE ACCEPTED THESE TERMS (INCLUDING ANY AMENDMENTS OR UPDATES TO THIS AGREEMENT THAT MAY HAVE BEEN MADE FROM TIME TO TIME).
“Site” means the website, information, and other materials provided in connection with the domain located at https://marketingdr.co.
“M.D.R.” means Marketing Done Right LLC, an Ohio Limited Liability Company, and all parent companies, subsidiaries, affiliates, officers, directors, owners, members, employees, agents, contractors, subcontractors, licensees, licensors, and resellers of M.D.R., LLC.
“M.D.R. Materials” means any and all other information, data, documents, materials, works and other content, devices, methods, processes, hardware, Site and other technologies and inventions, including any deliverables, technical or functional descriptions, requirements, plans or reports, that are provided or used by M.D.R. in connection with the Site or otherwise comprise or relate to the Site or M.D.R. Systems. For the avoidance of doubt, M.D.R. Materials include resultant data and any information, data or other content derived from M.D.R. ‘s monitoring of your access to or use of the Site, but does not include.
“M.D.R. Systems” means the information technology infrastructure used by or on behalf of M.D.R. in performing the Site, including all computers, Site, hardware, databases, electronic systems (including database management systems) and networks, whether operated directly by M.D.R. or through the use of third-party services.
“Device or Devices” means any computer, mobile device, tablet, or other electronic device that you use to access or use the Site.
“Harmful Code” means any Site, hardware or other technology, device or means, including any virus, worm, malware or other malicious computer code, the purpose or effect of which is to (a) permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any (i) computer, Site, firmware, hardware, system or network or (ii) any application or function of any of the foregoing or the security, integrity, confidentiality or use of any data Processed thereby, or (b) prevent you or any Authorized User from accessing or using the Site or M.D.R. Systems as intended by these Terms.
“Intellectual Property Rights” means any and all registered and unregistered rights granted, applied for, or held by M.D.R. in the Site, or M.D.R. Materials, whether now or hereafter in existence, under or related to any patent, copyright, trademark, trade secret, database protection or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.
“Person” means an individual, corporation, partnership, joint venture, limited liability entity, governmental authority, non-profit organization, unincorporated organization, trust, association or other entity.
“Third-Party Services” means any other website, payment processing services, product, goods, services, applications. software, service, social networking, blogging, etc. linked in the Site that is owned and operated by any Person other than M.D.R..
“Your Data” means any and all information, including but not limited to, contact information, documents (including but not limited to your own content, or your modification of M.D.R. Materials, such as the instruction pages for interview guides), logo, etc. that you or any Authorized Users may input into the Site or M.D.R. Systems, or that you otherwise provide to M.D.R. during your use of the Site or Site pursuant to these Terms.
Grant of License. Subject to and conditioned on your compliance with all the terms and conditions of these Terms, M.D.R. hereby grants and you accept a revocable, non-exclusive, non-transferable, limited license to access and use the Site for the sole purpose of obtaining information from the Site. You may not make a copy of the Site available on a network where the Site could be downloaded, accessed, or used by other users, except by way of providing others with a publicly available link to the Site.
Reservation of Rights. Nothing in these Terms grants any right, title or interest in or to (including any license under) any Intellectual Property Rights in or relating to, the Site or M.D.R. Materials, whether expressly, by implication, estoppel or otherwise. All right, title and interest in and to the Site and the M.D.R. Materials are and will remain with M.D.R..
Non-Assignment. You may not, and in no way does these Terms confer any right in you to license, sublicense, sell, or otherwise authorize the use of the Site, whether in executable form, source code or otherwise, by any third parties.
License Term. This License is effective on your initial use of the Site and contemporaneous acceptance of these Terms, and shall remain effective until you discontinue all use of the Site. These Terms will also terminate immediately and without notice to you on your violation or breach of these Terms.
Effect of Expiration or Termination. Upon any expiration or termination of these Terms, except as expressly otherwise provided in these Terms:
Access to Site. Subject to and conditioned on your compliance with the terms and conditions of these Terms, during the term, M.D.R. shall use commercially reasonable efforts to provide access to the Site, but in no event shall M.D.R. be liable to you for any period of time in which you cannot access the site, such as during any scheduled or unscheduled downtime.
Changes. M.D.R. reserves the right, in its sole and absolute discretion, to make any changes to the Site that it deems appropriate, necessary, or useful.
Suspension or Termination of Site. M.D.R. may, directly or indirectly, and by any lawful means, suspend, terminate or otherwise deny your access to or use of all or any part of the Site or M.D.R. Materials, in its sole discretion, for your violation of the terms of these Terms or otherwise.
Your Devices. You agree that you will, at all times: (a) set up, maintain and operate in good repair all your Devices or systems on or through which the Site is accessed or used; (b) provide all cooperation and assistance as M.D.R. may reasonably request to enable M.D.R. to exercise its rights and perform its obligations under these Terms.
Effect of you Failure or Delay. M.D.R. is not responsible for, and you shall not be entitled to damages or compensation for, any delay or failure of performance caused in whole or in part by your delay in performing, or failure to perform, any of its obligations under these Terms.
Limitations and Restrictions. Your right to use the Site is limited to the license granted above and you may not otherwise use, or permit any other Person to access or use, the Site or M.D.R. Materials except as expressly permitted. For purposes of clarity and without limiting the generality of the foregoing, you may not:
Your Control and Responsibility. You agree that you have and will retain sole responsibility for: (a) all Your Data, including its content and use; (c) your Devices; (d) the security and use of your Devices; (e) access to and use of the Site and M.D.R. Materials directly or indirectly by or through the your Devices, with or without your knowledge or consent, including all results obtained from, and all conclusions, decisions and actions based on, such access or use; and (f) any and all other aspects of the operation, maintenance and management of, and all access to and use of, your Devices, and all access to and use of the Site and M.D.R. Materials by any Person by or through your Devices or any other means controlled by you.
Other Purpose. You agree not to use Site for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not intended, including but not limited to, using the Site to create a website, product, service, or Site, that is directly or indirectly competitive with or in any way a substitute for any website, product, service, or Site offered by M.D.R..
M.D.R. Systems and Security Obligations. M.D.R. will employ security measures in accordance with applicable industry practice.
Warranty Effects. In the event you, or any other party related to or in conjunction with you, use or make any modification to the Site in any manner that is not authorized by these Terms, any and all express or implied warranties (if any) provided by M.D.R. and not otherwise disclaimed below, shall be deemed null and void.
Title. All right, title and interest in and to the Site, Site, and M.D.R. Materials, including any and all Intellectual Property Rights therein, and including all enhancements, modifications, and updates to any of these, belong to and will remain with M.D.R., or the respective rights holders in any Third-Party Materials. you has no other right, license or authorization related to any of the Site, Site, or M.D.R. Materials (including Third-Party Materials) except as expressly set forth herein or the applicable third-party license. All other rights in and to the Site, Site, M.D.R. Materials (including Third-Party Materials) are expressly reserved by M.D.R. and the respective third-party licensors.
Survival. To the extent necessary for continued operation of M.D.R.’ business and in accordance with M.D.R.’ internal data retention policies and applicable laws, any licenses granted to M.D.R. with respect to Your Data shall survive expiration or termination of these Terms.
Third-Party Services. The Site may from time to time link or direct to unaffiliated Third-Party Services. Some of these Third-Party Services permit ou to log in using their account and credentials, and may allow you to interact and/or conduct transactions or allow you to configure your privacy settings. In certain situations, you also may be transferred to Third-Party Services through a link, even though it may appear that you are still using the Site. These Third-Party Services might require you to comply with separate terms and conditions, licenses, user’s guides, or privacy policies. You agree that all such usage is governed by the Persons in control of those Third Party Services, and that M.D.R. has no control over such Third-Party Services and is not liable for the action or inaction of any such Third-Party Services.
Disclaimer. M.D.R. provides access to the Third-Party Services to You as a convenience, and M.D.R. does not verify, make any representations or warranties or take responsibility for any such Third-Party Services. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SUBJECT TO THE STATUTORY OBLIGATIONS (AS DEFINED IN SECTION 1), YOU AGREE THAT CITY CONNECTS SHALL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SERVICES, OR FOR ANY HARM RELATED THERETO, OR FOR ANY DAMAGES OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE CONTENT OR BUSINESS PRACTICES OF ANY THIRD PARTY. CITY CONNECTS DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY THIRD-PARTY SERVICES AND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY PROVIDERS OF THIRD-PARTY SERVICES.
Additional Fees. Some of these web sites may charge separate fees, which are not included in any Membership or other fees that you pay to M.D.R.. Any separate charges or obligations that you incur in your dealings with Third-Party Services are Your responsibility and may subject You to additional or different terms and restrictions. You also acknowledge and agree that in certain circumstances Your wireless carrier or Internet service provider may charge You fees for data, messaging and/or other wireless access in connection with your registration for, access to, and/or receipt, and use of the Site. You are solely responsible for such fees and services.
Survival. This Section 7 shall survive the termination of these Terms.
Physical Conditions. A very small percentage of individuals may experience epileptic seizures or blackouts when exposed to certain visual images, including without limitation light patterns or flashing lights. If you experience any of the following symptoms while using the Site, immediately discontinue use and consult your physician before resuming use: blackouts, seizures, dizziness, altered vision, eye or muscle twitches, jerking or shaking of arms or legs, loss of awareness, disorientation, confusion, any involuntary movement, or convulsions.
Indemnification. You agree to indemnify to the fullest extent M.D.R from and against any and/or all liabilities, costs, demands, causes of action, damages and expenses arising in any way related to your breach of any of the provisions of these Terms.
Mutual Representations and Warranties. Each party represents and warrants that: it has reviewed and understands all the terms of these Terms; it has the full right, power and authority to enter into and perform its obligations and grant the rights, licenses, consents and authorizations it grants or is required to grant under these Terms; these Terms will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.
Severability. If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect. To the extent it is not possible under applicable law to change or interpret the provision that is held to be unenforceable or invalid, such provision shall be severed from these Terms and the remainder of the Agreement shall be given full force and effect.
Entire Agreement. These Terms constitutes the sole and entire Agreement between the parties. These Terms supersedes all prior understandings, agreements, representations, and documentation relating to the subject matter of these Terms.
Headings. The headings in these Terms are for reference only and do not affect the interpretation of these Terms.
Modifications. Modifications and amendments to these Terms, including any exhibit, schedule, or attachment hereto, shall be enforceable only if in writing and signed by authorized representatives of both parties.
Notices. All notices and other communications given in connection with this License shall be in writing and shall be deemed given (1) when sent via email to the last known email address of the party to whom the notice must be delivered, provided that receipt of the notice is acknowledged via a reply email or separate email acknowledging receipt of the notice; (2) when delivered personally to the recipient’s address as listed herein; or (3) three days after being deposited in the United States mail, postage prepaid to the recipient’s address as listed herein. Either party may change such information from time to time by providing written notice to the other in the manner set forth above.
Sale by M.D.R. These Terms shall inure to the benefit of M.D.R.’ successors in interest, including, without limitation, successors through merger, consolidation, or sale of substantially all of M.D.R.’ ownership or assets, and shall continue to be binding upon you.