Note: You are entering into a legally binding agreement.
Zeromonopoly offers a global business network that connects potential Buyers and Suppliers of products and services; using tools that initiate, restore and preserve commercial relationships between both ends.
On our website, currently located at www.zeromonopoly.com (hereinafter, the “Site”) both user types (the “Buyers” and “Suppliers”, collectively referred to as the “User(s)”) can find, connect and engage in business by creating profiles with in-depth professional and company information.
Users can also search for other Users on a business directory, view Users profiles, showcase an unlimited number of products, services, brochures and manuals on a catalog; share photos, reviews, articles, links and questions; invite associates, create segmentations, send message, request or send quotes and more.
B) Scope and Intent
If you are using Zeromonopoly on behalf of a company or other legal entity, you are nevertheless individually bound by this Agreement even if your company has a separate agreement with us.
If you do not want to create an account and become a User, do not conclude the Agreement, do not click “Join Now” (or similar) and do not access, view, download or otherwise use any Zeromonopoly webpage, information or services. By clicking “Join Now”, “Join as Buyer”, “Join as Supplier”, “Agree”, “Next” or similar button, you acknowledge that you have read and understood the terms and conditions of this Agreement and that you agree to be bound by all of its provisions. By clicking “Join Now”, “Join as Buyer”, “Join as Supplier”, “Agree”, “Next” or similar button, you also consent to use electronic signatures and acknowledge your click of the “Join Now”, “Join as Buyer”, “Join as Supplier”, “Agree”, “Next” or similar button as one.
This Agreement applies to both Zeromonopoly Users and Visitors (the “Non-User”).
2. Your Obligations
A) Applicable laws and this Agreement
You must comply with all applicable laws, the Agreement, as may be amended from time to time with or without advance notice, and the policies and processes explained in the following sections:
- Code of Conduct and Responsibilities
- Copyright Policy or Complaints Regarding Content
B) License and warranty for your submissions to Zeromonopoly
You own the content and information you provide to Zeromonopoly under this Agreement, and may request its deletion at any time, unless you have shared information or content with others and they have not deleted it, or it was copied or stored by other Users.
Additionally, you grant Zeromonopoly a worldwide, unlimited, perpetual, irrevocable, non-exclusive, assignable, transferable, sublicensable, fully paid and royalty-free right and license to use, host, store, retain, add, remove, process, copy, reproduce, improve, modify, adapt, edit, publicly perform, display, publish, broadcast, distribute, syndicate, promote, exhibit, analyze, translate, create derivative works of, and commercialize, in any way now known or in the future discovered, any content, information, idea, concept, documentation, data, question, comment, technique, activity, negotiation, proposal, specification, requirement, remark, suggestion, image, graphic, chart, diagram, file, invitation and message; that you provide, submit, post, disclose, upload, download, share, input, list, offer, negotiate, transfer, email, communicate, send, receive, initiate or otherwise make available; directly or indirectly; to and throughout Zeromonopoly, without any further consent, notice and/or compensation to you or to any third parties. You acknowledge, consent and agree that any and all of the aforesaid content and information, or may will become public information and content, on and off our Site, that other Users and Non-Users may find, view, read, consult, collect, download, circulate, and use.
By providing information to us, you represent and warrant that you are entitled to submit the information and that the information is accurate, not confidential, and not in violation of any contractual restrictions or other third party rights. Any information you submit to us is at your own risk of loss.
It is your responsibility to keep your Zeromonopoly profile information accurate and updated.
C) Service Eligibility
To be eligible to use Zeromonopoly and the Service, you must meet the following criteria and represent, warrant and covenant that you: (1) are eighteen (18) years of age or older; (2) are not currently restricted from the Services, or not otherwise prohibited from having a Zeromonopoly account; (3) will only maintain one Zeromonopoly account at any given time which must be in your real name; (4) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party; (5) will not violate any rights of Zeromonopoly, including intellectual property rights such as copyright or trademark rights; and (6) agree to provide at your cost all equipment, software, and internet access necessary to use the Services.
D) Log In Credentials
You agree to: (1) Keep your password strong, secure and confidential; (2) not permit others to use your account; (3) refrain from using other Users’ accounts; (4) refrain from selling, trading or otherwise transferring your Zeromonopoly account to another party; (5) refrain from charging anyone for access to any portion of Zeromonopoly, or any information therein, and (6) follow the “Code of Conduct and Responsibilities”, addressed in Section 10.
Further, you are responsible for anything that happens through your account until you close down your account or prove that your account security was compromised due to no fault of your own.
You agree to indemnify, defend and hold Zeromonopoly and its subsidiaries, affiliated companies, owners, shareholders, officers, directors, employees, licensors, co-branders, suppliers, providers, agents, contractors and information providers; harmless from and against any and all damages, claims, losses and costs (including, but not limited to, reasonable expert and attorneys’ fees and costs) related to all third party claims, charges, and investigations, caused by (1) your failure to comply with this Agreement, including, without limitation, your submission of content that violates third party rights or applicable laws, (2) any content you submit to the Services, and (3) any activity in which you engage on or through Zeromonopoly.
Zeromonopoly thereby reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.
If you purchase any services that we offer for a fee, either on a one-time or subscription basis (“Paid Services”), you agree to Zeromonopoly storing your payment card information.
You also agree to pay the applicable fees for the Paid Services, including, but not limited to, periodic fees for premium accounts as they become due plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts.
Your obligation to pay fees continues through the end of the subscription period during which you cancel your subscription. You also acknowledge that Zeromonopoly’s Paid Services are subject to this Agreement and any additional terms related to the provision of the Paid Service.
G) Notify us of acts contrary to the Agreement
If you believe that you are entitled or obligated to act contrary to this Agreement under any mandatory law, you agree to provide us with detailed and substantiated explanation of your reasons in writing at least thirty (30) days before you act contrary to this Agreement, to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation, though we are under no obligation to do so.
H) Notices and Service Messages
You agree that Zeromonopoly may provide service messages and notices about the Services to you by placing a banner notice across the Site. Alternatively, a notice may consist of an email from us to an email address associated with your account, even if we have other contact information.
Furthermore, you agree that we may communicate with you through your Zeromonopoly account or through other means, including, but not limited to, email, mobile number, telephone or mail.
You acknowledge and agree that we shall have no liability associated with or arising from your failure to do so maintain accurate contact or other information, including, but not limited to, your failure to receive critical information about the Service.
I) Zeromonopoly Applications
Zeromonopoly may offer the Services through applications built using Zeromonopoly's platform (hereinafter, “Zeromonopoly Applications”); which may include, but are not limited to, smart phone applications for mobile devices, e.g. Google Android, Apple iOS, Windows Phone and Blackberry OS; the Zeromonopoly’s “Share” buttons and other interactive plug-ins distributed on websites across the web.
Zeromonopoly Applications are distinct from “Third Party Websites” or “Platform Applications”, addressed in Section 4-B. If you use a Zeromonopoly Application or interact with a website that has deployed a plug-in for that purpose, you agree that information about you and your use of the Services, including, but not limited to, your device, your mobile carrier, your internet access provider, your physical location, and/or web pages containing Zeromonopoly plug-ins that load in your browser may be communicated to us.
Furthermore, by importing any of your Zeromonopoly data through the Zeromonopoly Applications, you represent and warrant that you have authority to share the transferred data with your mobile carrier or other access provider. In the event you change or deactivate your mobile account, you must promptly update your Zeromonopoly account information to ensure that your messages are not sent to the person that acquires your old number and failure to do so is your responsibility.
You acknowledge you are responsible for any rates, fees, charges and necessary permissions related to accessing Zeromonopoly through your mobile access provider. Therefore, you should check with your provider to find out if the Services are available and the terms for these services for your specific mobile devices.
Finally, by using any downloadable application to enable your use of the Services, you are explicitly confirming your acceptance of the terms of the End User License Agreement associated with the application provided at download or installation, or as may be updated from time to time.
J) Communications and Sharing of Content and Information
Zeromonopoly incorporates online collaborative applications and tools that enables User-to-User negotiation, communication and sharing of information and content, by allowing Users to create business profiles with in-depth professional and company information; showcase on a catalog products, services, brochures and manuals; share photos, reviews, endorsements, articles, links and questions; post updates and business opportunities; invite associates, send messages, send or receive requests for quotations; send or receive quotations and more.
If you have an idea, information or content that you would like to keep confidential and/or do not want others to use, or that is subject to third party rights that may be infringed by you communicating and sharing, do not upload or post it on our Site. Because we cannot and do not control the acts of others, Zeromonopoly is not responsible for a User’s misuse or misappropriation of any content or information you negotiate, communicate, share or transfer directly or indirectly to and throughout our Site.
Furthermore, under the terms and conditions of this User Agreement, you authorize any Zeromonopoly User to initiate, provide, submit, post, disclose, upload, download, share, input, list, offer, negotiate, transfer, email, communicate, send, receive or initiate any content, information, idea, concept, documentation, data, question, comment, technique, activity, negotiation, proposal, specification, requirement, remark, suggestion, image, graphic, chart, diagram, file, invitation and message; with you through this network and platform, together with their personal and company information.
You acknowledge that you may encounter content or information posted by other Users or by Zeromonopoly that might be inaccurate, incomplete, inconstant, invalid, misleading, delayed, misrepresenting, dangerous, confidential, unlawful, illegal, false, fraudulent, defamatory, threatening, offensive or otherwise harmful. You agree that Zeromonopoly is not responsible for a Users content or information or for any damages as result of your use of or reliance on it.
Zeromonopoly reserves the right, but have no obligation, to publish or monitor any information or content on our Service and we can remove it in our sole discretion, with or without notice, if such information or content violates this Agreement or others’ intellectual property rights.
Please note that certain information, statements, data and content that you submit to Zeromonopoly are likely to, reveal your gender, ethnic origin, nationality, age, and/or other personal information about you. You acknowledge that your submission of any information, statements, data, and content to us is voluntary on your part.
Users outside the United State consent to having personal data transferred to and processed in the United States.
L) Export Control
You will only use the Services in a manner consistent with this Agreement and any and all applicable local, state, national and international laws and regulations, including, but not limited to, United States export control laws. You will not use the Services if you are located in, under the control of, or a national or resident of any country which the United States has (a) embargoed goods, (b) identified as a “Specially Designated National,” or (c) placed on the Commerce Department’s Table of Deny Orders. Additionally, if the Services are not legal in your jurisdiction, you may not register for and use the Services.
M) Contributions to Zeromonopoly
By submitting ideas, suggestions, feedback, documents, and/or proposals ("Contributions") to Zeromonopoly through our Contact Us webpage, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) we are not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) we shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) We may have something similar to the Contributions already under consideration or in development; (e) you irrevocably assign to us all rights to your Contributions; and (f) you are not entitled to any compensation or reimbursement of any kind from Us under any circumstances.
3. Your Rights
On the condition that you comply with all your obligations under this Agreement, including, but not limited to, the “Code of Conduct and Responsibilities”, addressed Section 10, we grant you a limited, revocable, non-exclusive, non-assignable, non-sublicensable, non-transferable license and right to access the Services, through a generally available web browser, mobile device or application (but not through scraping, spidering, crawling or other technology or software used to access data without the express written consent of Zeromonopoly or its Users), view information and use the Services that we provide on Zeromonopoly webpages and in accordance with this Agreement.
Any other use of Zeromonopoly contrary to our mission and purpose is strictly prohibited and a violation of this Agreement.
We reserve all rights not expressly granted in this Agreement, including, but not limited to, title, ownership, intellectual property rights, and all other rights and interest in Zeromonopoly and all related items, including any and all copies made of the Zeromonopoly website.
4. Our Rights and Obligations
A) Services Availability
We allow you to access Zeromonopoly as it may exist and be available on any given day and have no other obligations, except as expressly stated in this Agreement. We may modify, replace, refuse access to, suspend or discontinue Zeromonopoly, partially or entirely, or change and modify prices for all or part of the Services for you or for all our Users, at any time and in our sole and final discretion. All of these changes shall be effective upon their posting on our Site or by direct communication to you unless otherwise noted.
Zeromonopoly further reserves the right to withhold, remove and or discard any information and content available as part of your account, with or without notice if deemed by Zeromonopoly to be contrary to this Agreement.
B) Third Party Sites and Developers
Zeromonopoly may include (or you may be sent through the Site or the Services) links to third party websites (“Third Party Websites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information and other content. Zeromonopoly also enables third party developers (“Platform Developers”) to create applications, software and other content (“Platform Applications”) that provide features and functionality using data and developer tools made available by us through our developer platform. Such Third Party Websites and Platform Applications are not investigated, monitored or checked by us for accuracy, appropriateness, or completeness.
Zeromonopoly is not responsible for and does not endorse any features, content, advertising, products or other materials on or available from any Third Party Websites accessed through the Service or any Platform Applications available through or installed from our Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Websites or the Platform Applications. Inclusion of, linking to or permitting the use or installation of any Third Party Website or any Platform Applications does not imply approval or endorsement thereof by us.
If you decide to leave the Zeromonopoly and access the Third Party Websites or to use or install any Third Party Applications, you do so at your own risk and agree that your use of any Platform Application is on an “as-is” basis without any warranty as to the Platform Developer’s actions, that this Agreement does not apply to your use of any Third Party Site or Developer Application, and that Zeromonopoly does not endorse them.
C) Disclosure of User Information
You acknowledge, consent and agree that we may access, preserve, and disclose your personal information, profile information and any other information and content about your activities that you provide as a User or Non-Users if/when required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary in our opinion to: (a) comply with legal process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (b) investigate, prevent or take action regarding suspected or actual illegal activities or to assist government enforcement agencies; (c) enforce this Agreement; (d) to investigate and defend ourselves against any third party claims or allegations, whether or not the third party is a User, individual, or government agency; (e) respond to customer service inquiries; or (f) to exercise or protect the rights, integrity, property, security or personal safety of Zeromonopoly, our Users, partners, employees, public or others.
D) Negotiations and Interactions with other Users
Zeromonopoly is not involved and has no control over any negotiation between Users, including, without limitation, the accuracy of the information or specifications provided, prices, payment, returns, quality, warranties, shipping, insurance, fees, taxes, licenses, fines, permits, handling, transportation, storage, safety or legality of the products or services.
Zeromonopoly does not represent and cannot ensure that a User is not acting under false pretenses or that a transaction will be completed in a satisfactory manner. Should you have a dispute with another User, you must address such dispute with the User directly.
You are solely responsible for your negotiations, activities and interactions with other Users.
We reserve the right, but have no obligation, to publish or monitor invitations, messages, notifications, any communication, interaction, activity, negotiation and dispute, between you and other Users, and to restrict, suspend, or close your account if we determine, in our sole discretion, that doing so is necessary to enforce this Agreement.
These Terms and the information provided by this Site in no way override the terms and conditions of your negotiation for any product or service with another User, except as specifically provided herein.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, AND ALL CONTENT, PRODUCTS, SERVICES AND USER CONTENT MADE AVAILABLE ON, THROUGH OR IN CONNECTION WITH ZEROMONOPOLY ARE PROVIDED "AS IS", "AS AVAILABLE" AND “WITH ALL FAULTS”, AND ZEROMONOPOLY HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, AND UNDERTAKINGS ARE HEREBY EXCLUDED.
ZEROMONOPOLY IS NOT RESPONSIBLE AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND FOR THE FOLLOWING:
- a) ANY DOCUMENT, CONTENT OR INFORMATION POSTED, SUBMITTED, DISCLOSED, UPLOADED, DOWNLOADED, SHARED, INPUTTED, LISTED, OFFERED, NEGOTIATED, TRANSFERRED, COMMUNICATED, EMAILED, SENT OR RECEIVED BY USERS THAT MIGHT BE INACCURATE, INCOMPLETE, INCONSTANT, INVALID, MISLEADING, MISREPRESENTING, DELAYED, DANGEROUS, CONFIDENTIAL, UNLAWFUL, ILLEGAL, FALSE, FRAUDULENT, DEFAMATORY, THREATENING, OFFENSIVE OR OTHERWISE HARMFUL.
- b) THE ABUSE, MISUSE OR MISAPPROPRIATION BY OTHER USERS OF THE CONTENT OR INFORMATION THAT YOU PROVIDE, SUBMIT, POST, DISCLOSE, UPLOAD, DOWNLOAD, SHARE, INPUT, LIST, OFFER, NEGOTIATE, TRANSFER, EMAIL COMMUNICATE, SEND, RECEIVE, INITIATE OR OTHERWISE MAKE AVAILABLE; DIRECTLY OR INDIRECTLY; TO AND THROUGHOUT THE SITE.
- c) THE DELETION OR RETENTION OF YOUR INFORMATION OR ANY OBLIGATION NOT TO DELETE YOUR INFORMATION.
- d) THE MANUFACTURE, IMPORTATION, EXPORTATION, DISTRIBUTION, OFFER, DISPLAY, PROMOTION, NEGOTIATION, PURCHASE, SALE AND/OR USE OF PRODUCTS OR SERVICES THAT ARE OFFERED OR DISPLAYED BY USERS THAT MAY VIOLATE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OWNED BY THIRD PARTIES.
- e) ANY NEGOTIATION, ACTIVITY OR INTERACTION BETWEEN USERS, INCLUDING, BUT NOT LIMITED TO THE ACCURACY OF THE INFORMATION, DATA OR SPECIFICATIONS PROVIDED, PRICES, PAYMENT, RETURNS, QUALITY, WARRANTIES, SHIPPING, INSURANCE, FEES, TAXES, LICENSES, FINES, PERMITS, HANDLING, TRANSPORTATION AND STORAGE.
- f) THE QUALITY, SAFETY, LEGALITY, LAWFULNESS OR AVAILABILITY OF ANY PRODUCT OR SERVICE DISPLAYED, PROMOTED, OFFERED, NEGOTIATED OR QUOTED BY USERS ON OR THROUGHOUT THE SITE.
- g) YOUR USE OF THE SERVICE WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES. ANY MATERIAL, SERVICE, OR TECHNOLOGY DESCRIBED OR USED ON THE SITE MAY BE SUBJECT TO INTELLECTUAL PROPERTY RIGHTS OWNED BY THIRD PARTIES WHO HAVE LICENSED SUCH MATERIAL, SERVICE, OR TECHNOLOGY TO US.
- h) THE SUCCESSFUL TRANSFER, TRANSMISSION, UPLOAD, DOWNLOAD, PROCESS, STORE, RECEIVE OR DELIVERY OF ANY CONTENT, INFORMATION, IDEA, CONCEPT, DOCUMENTATION, DATA, QUESTION, COMMENT, TECHNIQUE, ACTIVITY, NEGOTIATION, PROPOSAL, SPECIFICATION, REQUIREMENT, REMARK, SUGGESTION, IMAGE, GRAPHIC, CHART, DIAGRAM, FILE, INVITATION, COMMUNICATION AND MESSAGE; SENT THROUGH OUR SERVICES TO ANYONE.
- i) THE SERVICE WILL FUNCTION WITHOUT ANY INTERRUPTIONS, DELAYS, MALFUNCTIONING, IMPOSSIBILITY OF ACCESS OR ERROR FREE. THE OPERATION OF THE SERVICES MAY BE INTERRUPTED DUE TO, INCLUDING, WITHOUT LIMITATION, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, SATURATION OF THE INTERNET NETWORK, INAPPROPRIATE EQUIPMENT, MAINTENANCE, UPDATES, SYSTEM OR NETWORK FAILURES.
- j) THE SERVICE WILL FUNCTION WITHOUT ANY MALICIOUS CODE, INCLUDING, BUT NOT LIMITED TO, SOFTWARE VIRUS, WORM, SPYWARE, TROJAN HORSE OR OTHER COMPUTER CODE, FILE OR PROGRAM DESIGNED TO INTERRUPT, IMPAIR, DESTROY OR LIMIT THE FUNCTIONALITY OF ANY COMPUTER SOFTWARE OR HARDWARE OR TELECOMMUNICATIONS EQUIPMENT.
- k) ANY THIRD PARTY WEBSITES ACCESSED THROUGH THE SERVICE OR ANY PLATFORM APPLICATIONS AVAILABLE THROUGH OR INSTALLED FROM OUR SITE, INCLUDING, BUT LIMITED TO, CONTENT, ACCURACY, OFFENSIVENESS, OPINIONS, RELIABILITY, PRIVACY PRACTICES OR OTHER POLICIES.
- l) ANY RATES, FEES, CHARGES AND NECESSARY PERMISSIONS RELATED TO THE USE, DOWNLOAD OR INSTALLATION OF THE SERVICES THROUGH YOUR MOBILE AND INTERNET ACCESS PROVIDER.
- m) YOUR FAILURE TO RECEIVE CRITICAL INFORMATION ABOUT THE SERVICE, DUE TO YOUR NEGLIGENCE TO MAINTAIN ACCURATE CONTACT OR OTHER INFORMATION.
IF YOU ARE DISSATISFIED OR HARMED BY ZEROMONOPOLY OR ANYTHING RELATED TO US, YOU MAY CLOSE YOUR ACCOUNT AND TERMINATE THIS AGREEMENT AND SUCH TERMINATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY.
6. Limitation of Liability
YOU ACKNOWLEDGE, CONSENT AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZEROMONOPOLY AND ITS SUBSIDIARIES, AFFILIATED COMPANIES, OWNERS, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS, CO-BRANDERS, SUPPLIERS, PROVIDERS, AGENTS, CONTRACTORS OR INFORMATION PROVIDERS; SHALL NOT, UNDER ANY CIRCUMSTANCES, BE HELD LIABLE OR RESPONSIBLE TO YOU OR ANY THIRD PERSON FOR ANY OR ALL LOSES, CLAIMS, DEMANDS, ACTIONS, PROCEEDINGS, COSTS, EXPENSES AND DAMAGES; INCLUDING, WITHOUT LIMITATION ANY ACTUAL, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, BUSINESS INTERRUPTIONS, LOSS OF USE, EQUIPMENT, INFORMATION, DATA, OPPORTUNITIES, REPUTATION, SAVINGS PROFIT OR REVENUES, OF ANY KIND, ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES.
IN NO EVENT SHALL THE LIABILITY OF ZEROMONOPOLY AND ITS SUBSIDIARIES, AFFILIATED COMPANIES, OWNERS, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS, CO-BRANDERS, SUPPLIERS, PROVIDERS, AGENTS, CONTRACTORS OR INFORMATION PROVIDERS; EXCEED, IN THE AGGREGATE FOR ALL CLAIMS: A) THREE (3) TIMES THE MOST RECENT MONTHLY FEE THAT YOU PAID FOR A PAID SERVICE, IF ANY; OR B) ONE HUNDRED UNITED STATES DOLLARS (US$100.00), WHICHEVER AMOUNT IS GREATER.
THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND ZEROMONOPOLY AND WITHOUT IT, THE TERMS AND PRICES CHARGED WOULD BE DIFFERENT.
THIS LIMITATION OF LIABILITY SHALL:
- a) APPLY REGARDLESS OF WHETHER: (1) YOU BASE YOUR CLAIM ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY; (2) WE KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF SUCH DAMAGES; OR (3) THE LIMITED REMEDIES PROVIDED IN THIS SECTION FAIL OF THEIR ESSENTIAL PURPOSE;
- b) NOT APPLY TO ANY DAMAGE THAT ZEROMONOPOLY MAY CAUSE YOU INTENTIONALLY OR KNOWINGLY IN VIOLATION OF THIS AGREEMENT OR APPLICABLE LAW, OR AS OTHERWISE MANDATED BY APPLICABLE LAW THAT CANNOT BE DISCLAIMED FROM IN THIS AGREEMENT AND,
- c) NOT APPLY IF YOU HAVE ENTERED INTO A SEPARATE AGREEMENT TO PURCHASE PAID SERVICES WITH A SEPARATE LIMITATION OF LIABILITY PROVISION THAT SUPERSEDES THIS SECTION IN RELATION TO THOSE PAID SERVICES.
YOU ACKNOWLEDGE, CONSENT AND AGREE THAT, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF THE SERVICES OR THESE AGREEMENT SHALL BE FILED WITHIN: ONE (1) MONTH AFTER SUCH CLAIM OR CAUSE OF ACTION ARISES.
ZEROMONOPOLY RESERVES THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU SHALL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES.
SOME COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH INDIVIDUALS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
A) Mutual Rights of Termination
You may terminate this Agreement, for any or no reason, at any time, with notice to Zeromonopoly. This notice will be effective upon Zeromonopoly processing your notice.
Zeromonopoly may terminate the Agreement and your account for any reason or no reason, at any time and at its sole and final discretion, with or without prior or due notice. This termination shall be effective immediately or as may be specified in the notice.
Termination of your account includes disabling your access to the Services and may also bar you from any future use of Zeromonopoly.
B) Misuse of the Services
Zeromonopoly may restrict, suspend or terminate the account of any User who abuses or misuses the Services. Misuse of the Services includes but is not limited to, inviting other Users with whom you do not know to connect, abusing the Site messaging services; creating multiple or false profiles; using the Services commercially without our authorization, infringing any intellectual property rights, violating the “Code of Conduct and Responsibilities”, addressed in Section 10; or any other behavior that Zeromonopoly, in its sole discretion, deems contrary to its due purpose. In addition, and without limiting the foregoing, we have adopted a policy of terminating accounts of Users who, in our sole discretion, are deemed to be repeat infringers under the United States Copyright Act and other intellectual property rights applicable law.
C) Effect of Termination
Upon the termination of your Zeromonopoly account, you lose access to the Services. The terms of this Agreement shall survive any termination, except Section 3 (Your Rights) and Sections 4-A (Services Availability); 4-B (Third Party Sites and Developers); and 4-D (Negotiations and Interactions with other Users) hereof.
8. Dispute Resolution
A) Law and Forum for Legal Disputes
This Agreement or any claim, dispute and/or cause of action (“claim”) arising out of or related to this Agreement, shall be governed by the laws of the Dominican Republic regardless of your country of origin or where you access our Site. You and Zeromonopoly agree that all claims arising out of or related to this Agreement must be resolved exclusively by the competent courts of the city of Santo Domingo, Dominican Republic, and no others; except as otherwise agreed by the parties or as described in the Section 8-B (Arbitration Option), paragraph below.
You and Zeromonopoly also agree to submit to the personal jurisdiction of the courts located in the city of Santo Domingo, Dominican Republic, for the purpose of litigating all such claims. Notwithstanding the above, you agree that Zeromonopoly shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
B) Arbitration Option
For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than Ten Thousand United States Dollars (USD$10,000.00), the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (hereinafter, the “ADR”) provider mutually agreed upon by the parties.
The ADR provider and the parties must comply with the following rules:
- a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration;
- b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties;
- c) the arbitration shall be overseen and ultimately decided by one or three (or any non-par number) of ADRs;
- d) the arbitration shall be in the English language (or other language mutually agreed by the parties in writing); and
- e) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.
9. General Terms
If any provision of this Agreement is found by a court with authority to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.
C) Notices and Service of Process
You may contact us via mail or courier at: Zeromonopoly, SRL. Av. Sarasota #65 - Hotel Embajador - Santo Domingo, Distrito Nacional Republica Dominicana Apartado Postal 25027
Additionally, Zeromonopoly only accepts service of process at this address. You agree that any legal notices that you provide without compliance with this section on Notices shall have no legal effect.
All other inquiries will not receive a response through this address and should be directed through our Contact Us webpage.
D) Entire Agreement
You agree that this Agreement constitutes the entire, complete and exclusive agreement between you and Zeromonopoly regarding the Services and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Zeromonopoly services, third-party content or third party software.
E) Amendments to this Agreement
We reserve the right to change, modify, add or delete portions of this Agreement at any time and at our sole and final discretion, with or without advance notice. If we do this, we will display a banner notice across the Site or by some other means, such as email, mobile number, telephone or mail.
In certain situations, for example, where a change to this Agreement is necessary to comply with legal requirements, we may not be able to give you advance notice. Any change becomes effective immediately upon posting on the Service or notifying you otherwise.
Your continued use of Zeromonopoly after any such change to the Agreement shall constitute your acceptance to the new terms or practices. If you do not want to agree to any changes to the Agreement, you can terminate this Agreement at any time per Section 7 (Termination).
F) No informal waivers, agreements or representations
Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by any Zeromonopoly Affiliate shall be deemed legally binding on any Zeromonopoly Affiliate, unless documented in a physical writing hand signed by a duly appointed officer of Zeromonopoly.
G) No Injunctive Relief
In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Service, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Services or any content or other material used or displayed through the Services.
Entities other than Zeromonopoly SRL., in which Zeromonopoly owns a 50% or greater interest in (“Affiliate”) are not parties, but intended third party beneficiaries of this Agreement, with a right to enforce the Agreement directly against you.
I) Assignment and Delegation
You may not assign or transfer any rights or obligations under the Agreement, your account or use of Services, to anyone without our consent. However, you agree that Zeromonopoly may assign or delegate all rights and obligations under the Agreement, fully or partially, to any of our affiliates or a party that buys it without your consent.
We may also substitute, by way of unilateral novation, effective upon notice to you, Zeromonopoly, SRL. for any third party that assumes our rights and obligations under this Agreement.
J) Potential Other Rights and Obligations
You may have rights or obligations under local law other than those enumerated here if you are located outside the Dominican Republic.
We duly undertake the protection of the rights of minors and underage persons, and thereby encourages parents, legal guardians and responsible adults to be actively involved in the safe use of the Internet by their minors. Under the terms of the Children's Online Privacy Protection Act (‘COPPA’), through the use and/or simple access to the Site, you hereby represent and warrant that you are at least thirteen (13) years of age, or older, as of the date of first access to our Site (but not registration, in which case you are hereby forbidden and barren) and, if you are still a minor (which will vary upon the jurisdiction where you reside), are therefore using the Site under the direct supervision of your parent, legal guardian or responsible adult.
We take spam seriously, and we encourage you and our Users to report any spam activities to us. We will not tolerate, nor allow others to undertake, any and all use your account and/or any information regarding the Site, pursuant to the remission of any other unsolicited bulk communication to any of our Users or to any third party.
10. Code of Conduct and Responsibilities
As a User of Zeromonopoly you acknowledge and agree to this User Agreement and will strictly uphold this code of conduct and list of prohibited uses.
In addition to upholding this Code of Conduct and list of Prohibited Uses, you are solely responsible for all content, information, idea, concept, documentation, data, question, comment, technique, activity, negotiation, proposal, specification, requirement, remark, suggestion, image, graphic, chart, diagram, file, invitation and message; that you may provide, submit, post, disclose, upload, download, share, input, list, offer, negotiate, transfer, email communicate, send, receive, initiate or otherwise make available; directly or indirectly; to and throughout Zeromonopoly.
Furthermore, you are responsible for adhering to all applicable local and national laws in your respective jurisdictions and ensure that your use of Zeromonopoly are in compliance with the same.
- Violate any applicable laws and regulations, including, without limitation, those governing export control, intellectual property, anti-spam, tax, privacy, consumer protection, unfair competition and false advertising;
- Provide inaccurate and outdated information to us;
- Use a fake first and last name on your profile;
- Use a fake company name on your profile;
- Fail to comply with notices sent by Zeromonopoly;
- Use the Services in a unprofessional and dishonest manner;
- Use the Services for personal use and not business purposes only;
- Act dishonestly or unprofessionally by posting inappropriate, inaccurate, or objectionable content;
- Act under false pretenses or defraud other Users by displaying, promoting, requesting, offering, negotiating or quoting; products and services that are false, fraudulent, counterfeit, forged, stolen, misleading, misrepresenting, delayed, defective, manipulated, dangerous, unlawful, unavailable, inaccurate, incomplete, illegal, defamatory, threatening, offensive, harmful or that violates any Third Party Rights.
- Engage in any unlawful activities, including, without limitation, those which would constitute a criminal offense, give rise to civil liability or encourage or abet any unlawful activities;
- Participate, directly or indirectly, in the setting up or development of a pyramid scheme, fraud or other similar practice;
- Harass, stalk, threaten, abuse or harm other Users or Non-Users;
- Send spam and other unwelcome communications to other Users or Non-Users;
- Send invitations and messages to distribution lists, newsgroup aliases, or group aliases;
- Send invitations and messages to Users or Non-Users who don't know you or who are unlikely to recognize you as a known contact.
- Create a User profile for anyone other than yourself (a real person);
- Upload a profile image that is not your likeness;
- Upload a company logo that is fake or outdated.
- Use or attempt to use another User account;
- Create multiple or false User accounts;
- Create an account to engage in activities which are identical or similar to the Zeromonopoly;
- Add content that is not intended for, or inaccurate for, a designated field (e.g., do not use “Name” field to display an email address; or do not use the “Company Description” field to describe products and services.
Provide, submit, post, disclose, upload, share, input, list, offer, negotiate, transfer, email, communicate, send, initiate or otherwise make available any content, information, idea, concept, documentation, data, question, comment, technique, activity, negotiation, proposal, specification, requirement, remark, suggestion, image, graphic, chart, diagram, file, invitation and message that:
- a) Falsely states, impersonates or otherwise misrepresents your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;
- b) Is unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable;
- c) Includes information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- d) Includes personally identifiable or private information of other Users or third party.
- e) Violates intellectual property rights of others, including patents, trademarks, trade secrets, copyrights or other proprietary rights;
- f) Violates any local, state, national or international law or that would encourage or provide instructions for a criminal offense.
- g) Includes any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- h) Contains software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of Zeromonopoly or any User of Zeromonopoly;
- i) Forges headers or otherwise manipulate identifiers in order to disguise the origin of any communication or post transmitted through the Services.
- Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information found on Zeromonopoly (excluding content posted by you) except as permitted in this Agreement or as expressly authorized by Zeromonopoly;
- Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Services, any related technology, or any part thereof
- Imply or state, directly or indirectly, that you are affiliated with or endorsed by Zeromonopoly unless you have entered into a written agreement with Zeromonopoly, including, but not limited to, representing yourself as an accredited Zeromonopoly trainer.
- Rent, lease, loan, trade, sell/re-sell access to Zeromonopoly or any information therein, or the equivalent, in whole or part;
- Sell, sponsor, or otherwise monetize any service or functionality of Zeromonopoly, without the express written permission of Zeromonopoly.
- Deep-link to our Services (except Home Page) for any purpose other than to promote your profile on Zeromonopoly, without the express written permission of Zeromonopoly.
- Remove any copyright, trademark or other proprietary rights notices contained in or on Zeromonopoly, including those of both Zeromonopoly and any of its licensors;
- Remove, cover or obscure any form of advertisement included on Zeromonopoly;
- Use, copy, collect or transfer information, content or any data you view on and/or obtain from Zeromonopoly to provide any service that is competitive, in our sole discretion, with Zeromonopoly;
- Use, copy, collect or transfer information, content or any data, including, but not limited to, Users personally identifiable information obtained from Zeromonopoly except as expressly authorized in this Agreement or as the owner of such information may expressly permit;
- Adapt, copy, modify or create, in whole or part, derivative works based on Zeromonopoly, the Services, any related technology or other Users’ content; without the express written permission of Zeromonopoly.
- Scrape or copy profiles and information of others Users on Zeromonopoly through any means (including crawlers, browser plug- ins and add-ons, and any other technology or manual work);
- Share or disclose information of others without their express consent;
- Violate intellectual property rights of others, including patents, trademarks, trade secrets, copyrights or any other personal or proprietary rights.
- Violate the intellectual property or other rights of Zeromonopoly, including, without limitation, using the word “Zeromonopoly”, our trademarks or our logos in any business name, email, or URL except as expressly permitted by Zeromonopoly;
- Use manual or automated software, devices, scripts robots, other means or processes to access, scrape, crawl or spider any web pages, services; information or data contained in Zeromonopoly;
- Use bots or other automated methods to access the Services, add or download contacts, send or redirect invitations, messages, request for quotations and quotations; or perform other unauthorized activities through Zeromonopoly;
- Attempt to or actually access Zeromonopoly via automated or manual means or processes for purposes of monitoring the Services availability, performance or functionality for any competitive purpose;
- Attempt to or actually access Zeromonopoly by any means other than through the interfaces provided by Zeromonopoly such as its mobile application or by navigating to www.zeromonopoly.com using a web browser. This prohibition includes accessing or attempting to access Zeromonopoly using any third-party service, including software-as-a-service platforms that aggregate access to multiple services, including Zeromonopoly;
- Attempt to or actually override any security component or feature of Zeromonopoly;
- Engage in framing, mirroring or otherwise simulating the appearance or function of Zeromonopoly;
- Engage in any action that directly or indirectly interferes or disrupts the operations or proper working of, or places an unreasonable load on Zeromonopoly's infrastructure or any servers and networks connected to the Service, including, but not limited to, sending unsolicited communications to other Users, attempting to gain unauthorized access to the Services, transmitting or activating computer viruses, spam, denial of service attack or gaming algorithms.
11. Copyright Policy or Complaints Regarding Content
Any unauthorized use of Zeromonopoly patents, trademarks, trade names, service marks, logos, slogans, screen shots, graphic styles, designs, images, audio, video and other intellectual property rights (collectively, "Zeromonopoly Proprietary Property") without the prior written permission of Zeromonopoly is strictly prohibited. If you infringe upon our rights with respect to any Zeromonopoly Proprietary Property, you will be ordered to cease such illegal activity and you will be strictly liable to Zeromonopoly for any and all damages (including recovery of attorneys' fees) which may be suffered and/or incurred as a result of your infringement.
Zeromonopoly also respects the intellectual property rights of others. This Agreement requires that any content, information, idea, concept, documentation, data, technique, activity, negotiation, proposal, specification, requirement, remark, suggestion, image, graphic, chart, diagram, file, invitation and message; that a User may provide, submit, post, disclose, upload, download, share, input, list, offer, negotiate, transfer, email, communicate, send, receive, initiate or otherwise make available; directly or indirectly; to and throughout Zeromonopoly; be accurate, lawful and not in violation of the intellectual property rights or other rights of third parties.
To promote these objectives, we provide a process for submission of complaints concerning content posted by our Users. When we receive proper notification of alleged copyright infringement, we promptly remove or disable access to the allegedly infringing material and terminate the User accounts of repeat infringers.