FJDA Terms of Use

By using FJD Associates, Inc. (FJDA)  products, software, services or web sites ("FJDA Services"), you agree to the following terms and conditions, and any policies, guidelines or amendments thereto that may be presented to you from time to time, including but not limited to Program Policies and Legal Notices (collectively, the "Terms"). The section headings in the Terms are for convenience only and have no legal or contractual effect. We may update the Terms in the future, and you will be able to find the most current version of this agreement at https://fjdassociatesinc.com.

USE OF SERVICES
FJDA, its subsidiaries and affiliated companies, including your domain administrator ("FJDA") offer FJDA Services to you, provided that you are of legal age to form a binding contract and are not a person barred from receiving Services under the laws of the United States or other applicable jurisdiction. In order to access certain Services, you may be required to provide current, accurate identification, contact, and other information as part of the registration process and/or continued use of FJDA Services. You are responsible for maintaining the confidentiality of your account password, and are responsible for all activities that occur under your account. You agree to immediately notify FJDA of any unauthorized use of your password or account or any other breach of security. FJDA cannot and will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your password secure.

APPROPRIATE CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content") are the sole responsibility of the person from which such Content originated. FJDA reserves the right, but shall have no obligation, to pre-screen, flag, filter, refuse, modify or move any Content available via FJDA Services. You understand that by using FJDA Services you may be exposed to Content that is offensive, indecent or objectionable, and that you use FJDA Services at your own risk. You agree that you are responsible for your own conduct and any Content that you create, transmit or display while using FJDA Services and for any consequences thereof. You agree to use FJDA Services only for purposes that are legal, proper and in accordance with the Terms and any applicable policies or guidelines. You agree that you will not engage in any activity that interferes with or disrupts FJDA Services or servers or networks connected to FJDA Services. To report any activity or Content that may violate the Terms, please go to https://fjdassociatesinc.com.

In addition to this agreement, your use of some specific FJDA Services is governed by the policies or guidelines specific to those Services and which are specifically incorporated into this agreement.

You agree to comply with your company's data usage and privacy policies.

Users outside of the United States agree to comply with their own local rules regarding online conduct and acceptable content, including laws regulating the export of data to and from the United States or your country of residence.

FJDA PRIVACY POLICY
For information about our data protection practices, please see our Privacy Policy at https://fjdassociatesinc.com. By using FJDA Services, you acknowledge and agree that FJDA may access, preserve, and disclose your account information and any Content associated with that account if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) satisfy any applicable law, regulation, legal process or enforceable governmental request, (b) enforce the Terms, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam), or (d) protect against imminent harm to the rights, property or safety of FJDA, its users or the public as required or permitted by law. You understand that the technical processing and transmission of FJDA Services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks, devices or Services.

You also understand and agree that your domain administrator may have access to your account and its content, and may suspend or terminate your account access and your ability to modify your account.

PROPRIETARY RIGHTS
You acknowledge and agree that FJDA Services and any necessary software used in connection with FJDA Services ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws and treaties. You further acknowledge and agree that Content presented to you through FJDA Services is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by FJDA or other proper third party rights holders, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on Content, FJDA Services or Software, in whole or in part except as specifically authorized in a separate written agreement.

You agree not to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to FJDA Services. You agree not to access FJDA Services by any means other than through the interface that is provided by FJDA for use in accessing FJDA Services except as specifically authorized in a separate written agreement. Except as expressly authorized by FJDA you agree not to use, copy, imitate, or incorporate any trademark, service mark, trade dress, company name, or product name in a way that is likely to cause confusion among consumers. You also agree not to remove, obscure, or alter FJDA's or any third party's copyright notice, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the FJDA Services or Software.

FJDA claims no ownership or control over any Content submitted, posted or displayed by you on or through FJDA Services. You or a third party licensor, as appropriate, retain all patent, trademark and copyright to any Content you submit, post or display on or through FJDA Services and you are responsible for protecting those rights, as appropriate. By submitting, posting or displaying Content on or through FJDA Services you grant FJDA a worldwide, non-exclusive, royalty-free license to reproduce, adapt, modify, publish and distribute such Content on FJDA Services for the purpose of displaying, distributing and promoting FJDA Services. FJDA reserves the right to syndicate Content submitted, posted or displayed by you on or through FJDA Services and use that Content in connection with any service offered by FJDA. FJDA furthermore reserves the right to refuse to accept, post, display or transmit any Content in its sole discretion. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content submitted.

SOFTWARE AND AUTOMATIC UPDATES
Your use of any Software provided by FJDA will be governed by the Terms and any additional terms and conditions of the end user license agreement accompanying such Software. FJDA Software may automatically report version number or other diagnostic information and may automatically download upgrades to the Software to update, enhance and further develop FJDA Services, including providing bug fixes, patches, enhanced functions, missing plug-ins and new versions.

POLICIES REGARDING COPYRIGHT AND TRADEMARKS
It is our policy to respond to notices of alleged infringement that comply with the United States' Digital Millennium Copyright Act or other applicable law and to terminating the accounts of repeat infringers. Any use of FJDA's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features is strictly prohibited (or such other URL’s FJDA may provide from time to time).

GENERAL PRACTICES REGARDING USE AND STORAGE
You agree that FJDA has no responsibility or liability for the deletion or failure to store any Content and other communications maintained or transmitted by FJDA Services. You acknowledge that FJDA may have set no fixed upper limit on the number of transmissions you may send or receive through FJDA Services or the amount of storage space used; however, we retain the right, at our sole discretion, to create limits at any time with or without notice. Upon the termination of your use of FJDA Services, for failure to pay current or outstanding balances or, including upon receipt of a certificate or other legal document confirming your death, business liquidation or sale, FJDA will close your account and you will no longer be able to retrieve content contained in that account.

You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of FJDA Services, use of FJDA Services, or access to FJDA Services except as otherwise expressly provided in the Terms or as specifically authorized in a separate written agreement.

MODIFICATIONS TO SERVICE
FJDA reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, FJDA Services (or any part thereof) with or without notice. You agree that FJDA shall not be liable to you or to any third party for any modification, suspension or discontinuance of FJDA Services.

TERMINATION
You may discontinue your use of FJDA Services at any time with a written thirty-day notice. You agree that FJDA may at any time and for any reason, including a period of account inactivity, terminate your access to FJDA Services, terminate the Terms, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to FJDA Services, your account or any files or other content contained in your account. Sections 10, 13, 14, 15, 16 and 19 (including choice of law, severability and statute of limitations), of the Terms, shall survive expiration or termination.

ADVERTISEMENTS
Some FJDA Services may be supported by advertising revenue and may display advertisements and promotions on the service. Such advertisements may be targeted to the content of information stored on the FJDA Services, queries made through FJDA Services or other information. The manner, mode and extent of advertising by FJDA on its Services are subject to change. As consideration for your use of FJDA Services, you agree that FJDA may place such advertising and that FJDA shall not be responsible or liable for any loss or damage of any sort incurred by you as a result of the presence of such advertisers on FJDA Services or your subsequent dealings with advertisers.

LINKS
FJDA Services may provide, or third parties may provide, links to other Web sites or resources. FJDA may have no control over such sites and resources and you acknowledge and agree that FJDA is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that FJDA shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or Services available on or through FJDA or any such site or resource.

INDEMNITY
YOU AGREE TO HOLD HARMLESS AND INDEMNIFY FJDA, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, EMPLOYEES, ADVERTISERS, LICENSORS, SUPPLIERS OR PARTNERS, (COLLECTIVELY "FJDA PARTNERS") FROM AND AGAINST ANY THIRD PARTY CLAIM ARISING FROM OR IN ANY WAY RELATED TO YOUR USE OF FJDA SERVICES, VIOLATION OF THE TERMS OR ANY OTHER ACTIONS CONNECTED WITH USE OF FJDA SERVICES, INCLUDING ANY LIABILITY OR EXPENSE ARISING FROM ALL CLAIMS, LOSSES, DAMAGES (ACTUAL AND CONSEQUENTIAL), SUITS, JUDGMENTS, LITIGATION COSTS AND ATTORNEYS' FEES, OF EVERY KIND AND NATURE. IN SUCH A CASE, FJDA WILL PROVIDE YOU WITH WRITTEN NOTICE OF SUCH CLAIM, SUIT OR ACTION.

FJDA, XMS, FJDA PARTNERS AND ITS LICENSORS SHALL NOT BE LIABLE TO THE END USER FOR ANY GENERAL, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR OTHER DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE FJDA PRODUCTS AND SERVICES OR THE USE OF FORMIDABLE HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF FJDA, XMS, FJDA PARTNERS AND LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE

DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF FJDA SERVICES IS AT YOUR SOLE RISK. FJDA SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, FJDA AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FJDA AND PARTNERS DO NOT WARRANT THAT (i) FJDA SERVICES WILL MEET YOUR REQUIREMENTS, (ii) FJDA SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF FJDA SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH FJDA SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF FJDA SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FJDA OR THROUGH OR FROM FJDA SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.

LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT FJDA AND PARTNERS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF FJDA OR PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE FJDA SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM FJDA SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON FJDA SERVICES; OR (v) ANY OTHER MATTER RELATING TO FJDA SERVICES.

FJDA, XMS, FJDA PARTNERS MAKES NO WARRANTIES TO THE END USER, EXPRESSED, IMPLIED OR STATUTORY REGARDING FJDA PRODUCTS, SERVICES OR FORMIDABLE, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND/OR FITNESS FOR A PARTICULAR PURPOSE, OR THE EQUIVALENT UNDER THE LAW OF ANY JURISDICTION.

EXCLUSIONS AND LIMITATIONS
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS IN SECTIONS 14 AND 15 WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
 
NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in the Terms, there shall be no third party beneficiaries to the Terms.

NOTICE
You agree that FJDA may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on FJDA Services.

For USA End Users and United States Government End Users, Formidable and associated documentation is deemed to be “commercial computer software” and “commercial computer documentation”, respectively, pursuant to DFAR § 227.7202 and FAR § 12.212(b), as applicable. Use, duplication or disclosure of Formidable and any derivative work, as defined by the Copyright Act of 1976 as amended, and any associated documentation or derivative works thereof, are subject to the restricted rights set forth in the DFAR and FAR above.

GENERAL INFORMATION
Entire Agreement. The Terms (including any policies, guidelines or amendments that may be presented to your form time to time such as Program Policies and Legal Notices) constitute the entire agreement between you and FJDA and govern your use of FJDA Services, superceding any prior agreements between you and FJDA for the use of FJDA Services. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other FJDA Services, affiliating Services, third-party content or third-party software.

Choice of Law and Forum. The Terms and the relationship between you and FJDA shall be governed by the laws of the State of New York without regard to its conflict of law provisions. You and FJDA agree to submit to the personal and exclusive jurisdiction of the courts located within the county of King, New York.

Waiver and Severability of Terms. The failure of FJDA to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of FJDA Services or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred

Effective 5/25/2014