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Terms and Conditions Policy

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TERMS AND CONDITIONS

Last updated: February 2, 2022

 

AGREEMENT TO TERMS

These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and Paramount Scheduling LLC ("Company", “we”, “us”, or “our”), concerning your access to and use of the http://www.futurenurses.online website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the “Site”). We are registered in North Carolina, United States and have our registered office at 10130 Perimeter Parkway, Suite 200, Charlotte, NC 28216. The Site provides an online marketplace for the following goods, products, and/or services: __________ (the “Marketplace Offerings”). In order to help make the Site a secure environment for the purchase and sale of Marketplace Offerings, all users are required to accept and comply with these Terms of Use. You agree that by accessing the Site and/or the Marketplace Offerings, you have read, understood, and agree to be bound by all of these Terms of Use.

IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND/OR THE MARKETPLACE OFFERINGS AND YOU MUST DISCONTINUE USE IMMEDIATELY.

 

Supplemental terms and conditions or documents that may be posted on the Site from time to time are

hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make

changes or modifications to these Terms of Use at any time and for any reason. We will alert you about

any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to

receive specific notice of each such change. Please ensure that you check the applicable Terms every

time you use our Site so that you understand which Terms apply. You will be subject to, and will be

deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by

your continued use of the Site after the date such revised Terms of Use are posted.

 

The information provided on the Site is not intended for distribution to or use by any person or entity in

any jurisdiction or country where such distribution or use would be contrary to law or regulation or

which would subject us to any registration requirement within such jurisdiction or country. Accordingly,

those persons who choose to access the Site from other locations do so on their own initiative and are

solely responsible for compliance with local laws, if and to the extent local laws are applicable.

 

The Site is not tailored to comply with industry-specific regulations (Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use this Site. You may not use the Site in a way that would violate the Gramm-Leach-Bliley Act (GLBA). The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site or use the Marketplace Offerings.

 

INTELLECTUAL PROPERTY RIGHTS

Unless otherwise indicated, the Site and the Marketplace Offerings are our proprietary property and all

source code, databases, functionality, software, website designs, audio, video, text, photographs, and

graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained

therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright

and trademark laws and various other intellectual property rights and unfair competition laws of the

United States, international copyright laws, and international conventions. The Content and the Marks

are provided on the Site “AS IS” for your information and personal use only. Except as expressly

provided in these Terms of Use, no part of the Site or the Marketplace Offerings and no Content or

Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed,

encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial

purpose whatsoever, without our express prior written permission.

 

Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site

and to download or print a copy of any portion of the Content to which you have properly gained access

solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and

to the Site, the Content and the Marks.

 

USER REPRESENTATIONS

By using the Site or the Marketplace Offerings, you represent and warrant that:(1) all registration

information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy

of such information and promptly update such registration information as necessary; (3) you have the

legal capacity and you agree to comply with these Terms of Use; (4) you are not a minor in the

jurisdiction in which you reside; (5) you will not access the Site or the Marketplace Offerings through

automated or nonhuman means, whether through a bot, script or otherwise; (6) you will not use the

Site for any illegal or unauthorized purpose; and (7) your use of the Site or the Marketplace Offerings

will not violate any applicable law or regulation.

 

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right

to suspend or terminate your account and refuse any and all current or future use of the Site (or any

portion thereof).

 

You may not use the Site or the Marketplace Offerings for any illegal or unauthorized purpose nor may

you, in the use of Marketplace Offerings, violate any laws. Among unauthorized Marketplace Offerings

are the following: intoxicants of any sort; illegal drugs or other illegal products; alcoholic beverages;

games of chance; and pornography or graphic adult content, images, or other adult products. Postings

of any unauthorized products or content may result in immediate termination of your account and a

lifetime ban from use of the Site. We are a service provider and make no representations as to the

safety, effectiveness, adequacy, accuracy, availability, prices, ratings, reviews, or legality of any of the

information contained on the Site or the Marketplace Offerings displayed or offered through the Site.

You understand and agree that the content of the Site does not contain or constitute representations to

be reasonably relied upon, and you agree to hold us harmless from any errors, omissions, or

misrepresentations contained within the Site’s content. We do not endorse or recommend any

Marketplace Offerings and the Site is provided for informational and advertising purposes only.

 

USER REGISTRATION

You may be required to register with the Site in order to access the Marketplace Offerings. You agree to

keep your password confidential and will be responsible for all use of your account and password. We

reserve the right to remove, reclaim, or change a username you select if we determine, in our sole

discretion, that such username is inappropriate, obscene, or otherwise objectionable.

 

MARKETPLACE OFFERINGS

We make every effort to display as accurately as possible the colors, features, specifications, and details

of the Marketplace Offerings available on the Site. However, we do not guarantee that the colors,

features, specifications, and details of the Marketplace Offerings will be accurate, complete, reliable,

current, or free of other errors, and your electronic display may not accurately reflect the actual colors

and details of the products. All Marketplace Offerings are subject to availability, and we cannot

guarantee that Marketplace Offerings will be in stock. Certain Marketplace Offerings may be available

exclusively online through the Site. Such Marketplace Offerings may have limited quantities and are

subject to return or exchange only according to our Return Policy.

 

We reserve the right to limit the quantities of the Marketplace Offerings offered or available on the Site.

 

All descriptions or pricing of the Marketplace Offerings are subject to change at any time without notice, at our sole discretion. We reserve the right to discontinue any Marketplace Offerings at any time for any reason.

 

We do not warrant that the quality of any of the Marketplace Offerings purchased by you will meet your

expectations or that any errors in the Site will be corrected.

 

PURCHASES AND PAYMENT

We accept the following forms of payment:

- Visa

- Mastercard

- American Express

- Discover

- PayPal

 

You agree to provide current, complete, and accurate purchase and account information for all

purchases of the Marketplace Offerings made via the Site. You further agree to promptly update

account and payment information, including email address, payment method, and payment card

expiration date, so that we can complete your transactions and contact you as needed. Sales tax will be

added to the price of purchases as deemed required by us. We may change prices at any time. All

payments shall be in U.S. dollars.

 

You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping

fees, and you authorize us to charge your chosen payment provider for any such amounts upon placing

your order. If your order is subject to recurring charges, then you consent to our charging your payment

method on a recurring basis without requiring your prior approval for each recurring charge, until such  

time as you cancel the applicable order. We reserve the right to correct any errors or mistakes in pricing,

even if we have already requested or received payment.

 

We reserve the right to refuse any order placed through the Site. We may, in our sole discretion, limit or

cancel quantities purchased per person, per household, or per order. These restrictions may include

orders placed by or under the same customer account, the same payment method, and/or orders that

use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole

judgment, appear to be placed by dealers, resellers, or distributors.

 

RETURN/REFUNDS POLICY

All sales are final and no refund will be issued.

 

PROHIBITED ACTIVITIES

You may not access or use the Site for any purpose other than that for which we make the Site available.

 

The Site may not be used in connection with any commercial endeavors except those that are

specifically endorsed or approved by us.

 

As a user of the Site, you agree not to:

1. Systematically retrieve data or other content from the Site to create or compile, directly or indirectly,

a collection, compilation, database, or directory without written permission from us.

2. Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account

information such as user passwords.

3. Circumvent, disable, or otherwise interfere with security-related features of the Site, including

features that prevent or restrict the use or copying of any Content or enforce limitations on the use of

the Site and/or the Content contained therein.

4. Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.

5. Use any information obtained from the Site in order to harass, abuse, or harm another person.

6. Make improper use of our support services or submit false reports of abuse or misconduct.

7. Use the Site in a manner inconsistent with any applicable laws or regulations.

8. Engage in unauthorized framing of or linking to the Site.9. Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Marketplace Offerings.

10. Engage in any automated use of the system, such as using scripts to send comments or messages,

or using any data mining, robots, or similar data gathering and extraction tools.

11. Delete the copyright or other proprietary rights notice from any Content.

12. Attempt to impersonate another user or person or use the username of another user.

13. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active

information collection or transmission mechanism, including without limitation, clear graphics

interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred

to as “spyware” or “passive collection mechanisms” or “pcms”).

14. Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected

to the Site.

15. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any

portion of the Marketplace Offerings to you.

16. Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or

any portion of the Site.

17. Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or

other code.

18. Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any

of the software comprising or in any way making up a part of the Site.

19. Except as may be the result of standard search engine or Internet browser usage, use, launch,

develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility,

scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other

software.

20. Use a buying agent or purchasing agent to make purchases on the Site.

21. Make any unauthorized use of the Marketplace Offerings, including collecting usernames and/or

email addresses of users by electronic or other means for the purpose of sending unsolicited email, or

creating user accounts by automated means or under false pretenses.

22. Use the Marketplace Offerings as part of any effort to compete with us or otherwise use the Site

and/or the Content for any revenue-generating endeavor or commercial enterprise.

23. Use the Site to advertise or offer to sell goods and services.

24. Sell or otherwise transfer your profile.

 

USER GENERATED CONTRIBUTIONS

The Site may invite you to chat, contribute to, or participate in blogs, message boards, online forums,

and other functionality, and may provide you with the opportunity to create, submit, post, display,

transmit, perform, publish, distribute, or broadcast content and materials to us or on the Site, including

but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or

personal information or other material (collectively, "Contributions"). Contributions may be viewable by

other users of the Site and the Marketplace Offerings and through third-party websites. As such, any

Contributions you transmit maybe treated as non-confidential and non-proprietary. When you create or

make available any Contributions, you thereby represent and warrant that:

 

1. The creation, distribution, transmission, public display, or performance, and the accessing,

downloading, or copying of your Contributions do not and will not infringe the proprietary rights,

including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third

party.

2. You are the creator and owner of or have the necessary licenses, rights, consents, releases, and

permissions to use and to authorize us, the Site, and other users of the Site to use your Contributions in

any manner contemplated by the Site and these Terms of Use.

3. You have the written consent, release, and/or permission of each and every identifiable individual

person in your Contributions to use the name or likeness of each and every such identifiable individual

person to enable inclusion and use of your Contributions in any manner contemplated by the Site and

these Terms of Use.

4. Your Contributions are not false, inaccurate, or misleading.

5. Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid

schemes, chain letters, spam, mass mailings, or other forms of solicitation.

6. Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous,

or otherwise objectionable (as determined by us).

7. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.

8. Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other

person and to promote violence against a specific person or class of people.

9. Your Contributions do not violate any applicable law, regulation, or rule.

10. Your Contributions do not violate the privacy or publicity rights of any third party.

11. Your Contributions do not violate any applicable law concerning child pornography, or otherwise

intended to protect the health or well-being of minors.

12. Your Contributions do not include any offensive comments that are connected to race, national

origin, gender, sexual preference, or physical handicap.

13. Your Contributions do not otherwise violate, or link to material that violates, any provision of these

Terms of Use, or any applicable law or regulation.

 

Any use of the Site or the Marketplace Offerings in violation of the foregoing violates these Terms of Use

and may result in, among other things, termination or suspension of your rights to use the Site and the

Marketplace Offerings.

 

CONTRIBUTION LICENSE

By posting your Contributions to any part of the Site, you automatically grant, and you represent and

warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual,

nonexclusive, transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy,  

reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform,

publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such

contributions (including, without limitation, your image and voice) for any purpose, commercial,

advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such

contributions, and grant and authorize sublicenses of the foregoing. The use and distribution may occur

in any media formats and through any media channels.

 

This license will apply to any form, media, or technology now known or hereafter developed, and

Includes our use of your name, company name, and franchise name, as applicable, and any of the

trademarks, service marks, trade names, logos, and personal and commercial images you provide. You

waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been

asserted in your contributions.

 

We do not assert any ownership over your Contributions. You retain full ownership of all of your

Contributions and any intellectual property rights or other proprietary rights associated with your

Contributions. We are not liable for any statements or representations in your Contributions provided  

by you in any area on the Site. You are solely responsible for your Contributions to the Site and you

expressly agree to exonerate us from any and all responsibility and to refrain from any legal action

against us regarding your Contributions.

 

We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any

Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the

Site; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice.

We have no obligation to monitor your Contributions.

 

GUIDELINES FOR REVIEWS

We may provide you areas on the Site to leave reviews or ratings. When posting a review, you must

comply with the following criteria: (1) you should have firsthand experience with the person/entity

being reviewed; (2) your reviews should not contain offensive profanity, or abusive, racist, offensive, or

hate language; (3) your reviews should not contain discriminatory references based on religion, race,

gender, national origin, age, marital status, sexual orientation, or disability; (4) your reviews should not

contain references to illegal activity; (5) you should not be affiliated with competitors if posting negative

reviews; (6) you should not make any conclusions as to the legality of conduct; (7) you may not post any

false or misleading statements; and (8) you may not organize a campaign encouraging others to post

reviews, whether positive or negative.

 

We may accept, reject, or remove reviews in our sole discretion. We have absolutely no obligation to

screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate.

Reviews are not endorsed by us, and do not necessarily represent our opinions or the views of any of

our affiliates or partners. We do not assume liability for any review or for any claims, liabilities, or losses

resulting from any review. By posting a review, you hereby grant to us a perpetual, non-exclusive,

worldwide, royalty-free, fully-paid, assignable, and sublicensable right and license to reproduce, modify,

translate, transmit by any means, display, perform, and/or distribute all content relating to reviews.

 

MOBILE APPLICATION LICENSE

Use License If you access the Marketplace Offerings via a mobile application, then we grant you a revocable, nonexclusive, non-transferable, limited right to install and use the mobile application on

wireless electronic devices owned or controlled by you, and to access and use the mobile application on

such devices strictly in accordance with the terms and conditions of this mobile application license

contained in these Terms of Use. You shall not: (1) except as permitted by applicable law, decompile,

reverse engineer, disassemble, attempt to derive the source code of, or decrypt the application; (2)

make any modification, adaptation, improvement, enhancement, translation, or derivative work from

the application; (3) violate any applicable laws, rules, or regulations in connection with your access or

use of the application; (4) remove, alter, or obscure any proprietary notice (including any notice of

copyright or trademark) posted by us or the licensors of the application; (5) use the application for any

revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or

intended; (6) make the application available over a network or other environment permitting access or

use by multiple devices or users at the same time; (7) use the application for creating a product, service,

or software that is, directly or indirectly, competitive with or in any way a substitute for the application;

(8) use the application to send automated queries to any website or to send any unsolicited commercial

e-mail; or (9) use any proprietary information or any of our interfaces or our other intellectual property

in the design, development, manufacture, licensing, or distribution of any applications, accessories, or

devices for use with the application.

 

Apple and Android Devices

 

The following terms apply when you use a mobile application obtained from either the Apple Store or

Google Play (each an “App Distributor”) to access the Marketplace Offerings: (1) the license granted to

you for our mobile application is limited to a non-transferable license to use the application on a device

that utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage

rules set forth in the applicable App Distributor’s terms of service; (2) we are responsible for providing

any maintenance and support services with respect to the mobile application as specified in the terms

and conditions of this mobile application license contained in these Terms of Use or as otherwise

required under applicable law, and you acknowledge that each App Distributor has no obligation

whatsoever to furnish any maintenance and support services with respect to the mobile application; (3)

in the event of any failure of the mobile application to conform to any applicable warranty, you may

notify the applicable App Distributor, and the App Distributor, in accordance with its terms and policies,

may refund the purchase price, if any, paid for the mobile application, and to the maximum extent

permitted by applicable law, the App Distributor will have no other warranty obligation whatsoever with

respect to the mobile application; (4) you represent and warrant that (i) you are not located in a country

that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a

“terrorist supporting” country and (ii) you are not listed on any U.S. government list of prohibited or

restricted parties; (5) you must comply with applicable third-party terms of agreement when using the

mobile application, e.g., if you have a VoIP application, then you must not be in violation of their

wireless data service agreement when using the mobile application; and (6) you acknowledge and agree

that the App Distributors are third-party beneficiaries of the terms and conditions in this mobile

application license contained in these Terms of Use, and that each App Distributor will have the right

(and will be deemed to have accepted the right) to enforce the terms and conditions in this mobile

application license contained in these Terms of Use against you as a third-party beneficiary thereof.

 

SUBMISSIONS

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other

information regarding the Site or the Marketplace Offerings ("Submissions") provided by you to us are

nonconfidential and shall become our sole property. We shall own exclusive rights, including all

intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these

 

Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or

compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby

warrant that any such Submissions are original with you or that you have the right to submit such

Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or

misappropriation of any proprietary right in your Submissions.

 

THIRD-PARTY WEBSITES AND CONTENT

The Site may contain (or you may be sent via the Site or the Marketplace Offerings) links to other websites ("Third-Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content"). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Websites accessed through the Site or any Third-Party Content posted on, available through, or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content.

Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Site and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms of Use no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Site or relating to any applications you use or install from the Site. Any purchases you make through Third Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party.

 

You agree and acknowledge that we do not endorse the products or services offered on Third-Party

Websites and you shall hold us harmless from any harm caused by your purchase of such products or

services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to

you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party

Websites.

 

ADVERTISERS

We allow advertisers to display their advertisements and other information in certain areas of the Site, such as sidebar advertisements or banner advertisements. If you are an advertiser, you shall take full

responsibility for any advertisements you place on the Site and any services provided on the Site or

products sold through those advertisements. Further, as an advertiser, you warrant and represent that you possess all rights and authority to place advertisements on the Site, including, but not limited to, intellectual property rights, publicity rights, and contractual rights. We simply provide the space to place such advertisements, and we have no other relationship with advertisers.

 

SITE MANAGEMENT

We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these Terms of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Site or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site and the Marketplace Offerings.

 

PRIVACY POLICY

We care about data privacy and security. Please review our Privacy Policy:

https://www.paramountscheduling.com/privacy-policy. By using the Site or the Marketplace Offerings, you agree to be bound by our Privacy Policy, which is incorporated into these Terms of Use. Please be advised the Site and the Marketplace Offerings are hosted in the United States. If you access the Site or the Marketplace Offerings from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Site, you are transferring your data to the United States, and you agree to have your data transferred to and processed in the United States.

 

COPYRIGHT INFRINGEMENTS

We respect the intellectual property rights of others. If you believe that any material available on or through the Site infringes upon any copyright you own or control, please immediately notify us using the contact information provided below (a “Notification”). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to applicable law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Site infringes your copyright, you should consider first contacting an attorney.

 

TERM AND TERMINATION

These Terms of Use shall remain in full force and effect while you use the Site. WITHOUT LIMITING ANY

OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE

DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE AND

THE MARKETPLACE OFFERINGS (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY

PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FORBREACH OF ANY

REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS

OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR

PARTICIPATION IN THE SITE AND THE MARKETPLACE OFFERINGS OR DELETE YOUR ACCOUNT

AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN

OUR SOLE DISCRETION.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

 

MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site.

We also reserve the right to modify or discontinue all or part of the Marketplace Offerings without notice at any time.

We will not be liable to you or any third party for any modification, price change, suspension, or

discontinuance of the Site or the Marketplace Offerings.

 

We cannot guarantee the Site and the Marketplace Offerings will be available at all times. We may

experience hardware, software, or other problems or need to perform maintenance related to the Site,

resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend,

discontinue, or otherwise modify the Site or the Marketplace Offerings at any time or for any reason  

without notice to you. You agree that we have no liability whatsoever for any loss, damage, or

inconvenience caused by your inability to access or use the Site or the Marketplace Offerings during any

downtime or discontinuance of the Site or the Marketplace Offerings. Nothing in these Terms of Use will

be construed to obligate us to maintain and support the Site or the Marketplace Offerings or to supply

any corrections, updates, or releases in connection therewith.

 

GOVERNING LAW

These Terms of Use and your use of the Site and the Marketplace Offerings are governed by and

construed in accordance with the laws of the State of North Carolina applicable to agreements made

and to be entirely performed within the State of North Carolina, without regard to its conflict of law

principles.

 

DISPUTE RESOLUTION

Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms

of Use (each "Dispute" and collectively, the "Disputes") brought by either you or us (individually, a

"Party" and collectively, the "Parties"), the Parties agree to first attempt to negotiate any Dispute

(except those Disputes expressly provided below) informally for at least three hundred thirty (330) days

before initiating arbitration. Such informal negotiations commence upon written notice from one Party

to the other Party.

 

Binding Arbitration

If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those

Disputes expressly excluded below) will be finally and exclusively resolved through binding arbitration.

YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN

COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the

Commercial Arbitration Rules of the American Arbitration Association ("AAA") and, where appropriate,

the AAA’s Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of

which are available at the AAA website: www.adr.org. Your arbitration fees and your share of arbitrator

compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the

AAA Consumer Rules. The arbitration may be conducted in person, through the submission of

documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a

statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and

any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the

applicable AAA rules or applicable law, the arbitration will take place in United States of America, North

Carolina. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration,

stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award

entered by the arbitrator.

 

If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced

or prosecuted in the state and federal courts located in Mecklenburg, North Carolina, and the Parties

hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens

with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations

Convention on Contracts for the International Sale of Goods and the Uniform Computer Information

Transaction Act (UCITA) is excluded from these Terms of Use.

If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any

Dispute falling within that portion of this provision found to be illegal or unenforceable, and such

Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction

above, and the Parties agree to submit to the personal jurisdiction of that court.

 

Restrictions

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To

the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is

no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action

procedures; and (c) there is no right or authority for any Dispute to be brought in a purported

representative capacity on behalf of the general public or any other persons.

 

Exceptions to Informal Negotiations and Arbitration

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

 

CORRECTIONS

There may be information on the Site that contains typographical errors, inaccuracies, or omissions that

may relate to the Marketplace Offerings, including descriptions, pricing, availability, and various other

information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or

update the information on the Site at any time, without prior notice.

 

DISCLAIMER

THE SITE AND THE MARKETPLACE OFFERINGS ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE

BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE

RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS

OR IMPLIED, IN CONNECTION WITH THE SITE AND THE MARKETPLACE OFFERINGS AND YOUR

USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE

NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE

SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL

ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES

OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE

WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY

UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL

PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY

INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE OR THE

MARKETPLACE OFFERINGS, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH

MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY

ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF

ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR

OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR

ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A

THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE

APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A

PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN

YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE

OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD

USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

LIMITATIONS OF LIABILITYIN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE

LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY,

INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA,  

OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE OR THE MARKETPLACE OFFERINGS,

EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING

ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE

WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED

TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE SIX (6) MONTH PERIOD PRIOR TO ANY

CAUSE OF ACTION ARISING. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT

ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN

DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR

LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

 

INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our

respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or

demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising

out of: (1) your Contributions; (2) use of the Marketplace Offerings; (3) breach of these Terms of Use; (4)

any breach of your representations and warranties set forth in these Terms of Use; (5) your violation of

the rights of a third party, including but not limited to intellectual property rights; or (6) any overt

harmful act toward any other user of the Site or the Marketplace Offerings with whom you connected

via the Site.

Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense

and control of any matter for which you are required to indemnify us, and you agree to cooperate, at

your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such

claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

 

USER DATA

We will maintain certain data that you transmit to the Site for the purpose of managing the performance of the Marketplace Offerings, as well as data relating to your use of the Marketplace Offerings. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Marketplace Offerings. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.

 

ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE

OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO

ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED

OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any

statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

 

CALIFORNIA USERS AND RESIDENTS

If any complaint with us is not satisfactorily resolved, you can contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.

 

MISCELLANEOUS

These Terms of Use and any policies or operating rules posted by us on the Site or in respect to the

Marketplace Offerings constitute the entire agreement and understanding between you and us. Our

failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver

of such right or provision. These Terms of Use operate to the fullest extent permissible by law. We may

assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable

for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any

provision or part of a provision of these Terms of Use is determined to be unlawful, void, or

unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and

does not affect the validity and enforceability of any remaining provisions. There is no joint venture,

partnership, employment or agency relationship created between you and us as a result of these Terms

of Use or use of the Marketplace Offerings. You agree that these Terms of Use will not be construed

against us by virtue of having drafted them. You hereby waive any and all defenses you may have based

on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute

these Terms of Use.

 

CONTACT US

In order to resolve a complaint regarding the Site or the Marketplace Offerings or to receive further

information regarding use of the Site or the Marketplace Offerings, please contact us at:

Paramount Scheduling LLC

10130 Perimeter Parkway

Suite 200

Charlotte, NC 28216

United States

Phone: 1-888-507-5266

info@paramountscheduling.com

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