YOUR RESPONSIBILITIES AND REGISTRATION OBLIGATIONS
In order to use the Services, you may be required to register
on our website and agree to provide truthful information when
requested. You are responsible to maintain the confidentiality
of your password and you are responsible for all uses of the
Services via your registration materials and/or login information,
whether authorized or unauthorized by you. You agree to notify
us immediately of any improper or unauthorized use of your
registration materials and/or login information. Failure to
immediately notify us of any improper or unauthorized use
of your registration materials and/or login information is
considered a breach of these Terms of Service and, at our
discretion, may preclude you from any future use of the Services.
PERSONAL USE ONLY
The Services are made available for your personal, non-commercial
use only. You may not use the Services to sell a product or
service, or to increase traffic to your website for commercial
reasons, such as advertising sales. For example, you may not
take the results from a naviciti.com search and reformat
and display them, or mirror the naviciti.com home page or
results pages on your website. You may not disseminate our
database information, or dissect or decompile our database
of any files associated with the Services. If you want to
make commercial use of the Services, you must enter into a
separate agreement with us to do so in advance. Please contact
us for more information. If you are interested in adding a
naviciti.com search box to your website or your company's
website, we encourage you to do so, provided that any such
search box links to our home page only.
CONTENT LINKED
TO BY NAVICITI.COM AND RELATED SITES
The websites displayed in the search results or linked to
by naviciti.com are in many cases developed and operated
by individuals or entities over whom we exercise no control.
The search results generated through naviciti.com’s
categories are indexed by naviciti.com’s automated
database programs and computers, and although we make every
reasonable effort to screen websites, we cannot and do not
screen each website before including them in their respective
categories. A search using the Services may produce search
results and links to websites that some people find objectionable,
inappropriate, or offensive. We cannot guarantee that a naviciti.com
search will not locate unintended or objectionable content
and we assume no responsibility for the content of any website
included in any search results or otherwise linked to by the
Services. In the event you have a dispute with the owners
of such websites, you release us, the owners of naviciti.com
(and our parent, subsidiaries, affiliates, related parties,
officers, directors, employees, agents, independent contractors,
advertisers, partners, and co-branders) from claims, demands
and damages of every kind and nature arising out of or in
any way connected with such disputes.
RESPONSIBILITY FOR CONTENT
You agree that all information or data of any kind, whether
text, software, code, music or sound, photographs or graphics,
video or other materials ("Content"), publicly or
privately provided and accessible through our website, shall
be the sole responsibility of the person providing the Content
or the person whose user account is used to deliver Content
to our website. You understand and agree that our website
may expose you to Content that may be objectionable or offensive.
We shall not be responsible to you in any way for the Content
that appears on this website nor for any error or omission
pertaining to such Content.
INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to
comply with all local rules regarding online conduct and acceptable
Content. Without limiting this general obligation, you agree
to comply with all applicable laws regarding the transmission
of technical data exported from the United States or the country
in which you reside.
CONTENT SUBMISSION
By providing any Content to our website:
(a) You agree to grant us a worldwide, royalty-free, perpetual,
non-exclusive right and license to use, display, reproduce,
modify, adapt, publish, distribute, perform, promote, archive,
and translate such Content, and to create derivative works
and compilations, in whole or in part from such Content. Such
license will apply with respect to any form, media or technology
for the display of Content now known or later developed;
(b) You warrant and represent that you have all legal rights
that may be necessary to grant us the license set forth in
subsection (a);
(c) You acknowledge and agree that we shall have the right
(but not the obligation), in our sole discretion, to refuse
to publish or to remove or block access to any Content you
provide to our website at any time and for any reason, with
or without notice;
(d) You warrant and represent that you have all rights necessary
to publish, post or otherwise use the information you request
to be posted to the naviciti.com website;
(e) You agree that we shall be free to use any ideas, concepts,
know-how or techniques contained in your Content for any purpose
whatsoever including, without limitation, publication on the
website, or other naviciti.com publications/broadcasts,
and developing, manufacturing, and marketing products using
such information, and we shall have no obligation to compensate
you for such use in any manner;
(f) You agree that we exclusively reserve the right to and
may, at any time and without notice and any liability to you,
modify or discontinue this website and the Services or delete
the Content you provide, whether temporarily or permanently.
We shall have no responsibility or liability for the timeliness,
deletion, failure to store, inaccuracy, or improper delivery
of any data or information provided through or associated
in any way with us or associated entities;
(g) You explicitly agree, in using the Services, that you
shall not:
(i) provide any Content or engage in any conduct that may
be unlawful, illegal, threatening, harmful, abusive, harassing,
stalking, tortious, defamatory, libelous, vulgar, obscene,
offensive, objectionable, pornographic, designed to or does
interfere or interrupt this website or any service provided,
infected with a virus or other destructive or deleterious
programming routine, give rise to civil or criminal liability,
or which may violate an applicable local, national or international
law;
(ii) impersonate or misrepresent your association with any
person or entity, or forge or otherwise seek to conceal or
misrepresent the origin of any Content provided by you;
(iii) collect or harvest any data about other users; or
(iv) provide or use this website and any Content or service
in any commercial manner or in any manner that would involve
junk mail, spam, chain letters, pyramid schemes, or any other
form of unauthorized advertising without our prior written
consent.
REQUESTS FOR REMOVAL OF LINKS OR CACHED MATERIALS
We may receive requests from people to remove links from its
search categories. Although we reserve the right to address
such requests individually, the general approach that we take
reflects the following principles:
naviciti.com’s search categories consist of information
that has been identified, indexed and compiled through a combination
of automated processes with minimal or no advance review by
human beings. Given the volume of information (web or otherwise)
that may be added, deleted, and changed on a regular basis,
we cannot and do not screen all information made available
through naviciti.com's search categories. The information
reflected in any naviciti.com search category may be unavailable,
if either (a) a business or website owner restricts access
to their information or website, or (b) a business closes
or their website is taken down from the web. Upon receipt
of a request by the business/website owner experiencing (b)
above, we would consider on a case-by-case basis requests
to remove the link to that website from its search categories.
However, if the operator of the business or website does not
take steps to prevent it, the facilities used by us to create
search categories are likely to find that website or business
and index it again in a relatively short period of time.
THIRD PARTY OFFERINGS
Goods and services of third parties may be advertised and/or
made available on or through this website. Representations
made regarding goods and services provided by third parties
are governed by the policies and representations made by these
third parties. We shall not be liable for or responsible in
any manner for any of your dealings or interaction with third
parties or for any loss or damage of any sort incurred as
the result of the presence of such advertisements on the naviciti.com
website.
ACCESS AND INTERFERENCE
Much of the information on the naviciti.com website is updated
on a real time basis and is proprietary or is licensed to
us by third parties. You agree that you will not use any robot,
spider, scraper or other automated means to access the Services
for any purpose without our express written permission. Additionally,
you agree that you will not: (i) take any action that imposes,
or may impose, in our sole discretion, an unreasonable or
disproportionately large load on our website; (ii) copy, reproduce,
modify, create derivative works from, distribute or publicly
display any Content from the naviciti.com website without
our prior expressed written permission and the appropriate
third party, as applicable; (iii) interfere or attempt to
interfere with the proper working of the Services; or (iv)
bypass any measures we may use to prevent or restrict access
to the Services.
INDEMNIFICATION
You agree to indemnify, defend, and hold us, the owner of
naviciti.com (and our parent, subsidiaries, affiliates, related
parties, officers, directors, employees, agents, independent
contractors, advertisers, partners, and co-branders) harmless,
from financial liabilities associated with any and all claims
or demands, including reasonable attorney's fees, that may
be made by any third party, that arises from or relates to
your use of this website or the Services, your provision of
Content, or your violation of these Terms of Service.
INTELLECTUAL PROPERTY
You acknowledge and agree that our website, the Services,
and the Content provided by us and our licensors is protected
by proprietary rights throughout the world, including but
not limited to copyrights, trademarks, trade secrets, service
marks or patents (called "Intellectual Property Rights").
These Intellectual Property Rights are valid and protected
in all forms, media and technologies existing now or developed
later. All right, title and interest in and to our website,
the Services, and such Content, including but not limited
to all Intellectual Property Rights, belong solely and exclusively
to the owners of naviciti.com or its licensors.
Copyright law limits your right to reproduce, use, sell,
transmit, publish, broadcast, or otherwise disseminate or
distribute Content from this website to anyone, including
but not limited to others in the same company or other organization,
whether or not for a charge or other consideration, including
but not limited to use in connection with the sale, retransmission,
distribution, publication, broadcasting, circulation or other
dissemination, for any purpose, whether commercial or otherwise,
without the express prior written permission of the copyright
owner or the owners of naviciti.com. You further agree not
to modify, rent, lease, loan, sell, distribute or create derivative
works based on the Content or the Services, in whole or in
part, without the express prior written permission of the
copyright owner or the owners of naviciti.com.
All product or company names, or other marks appearing on
this website are the trademarks of their respective owners.
Nothing contained in this website should be construed as granting,
by implication, estoppel, or otherwise, any license or right
to use any trademark displayed on this website without the
express prior written permission of the trademark owners or
the owners of naviciti.com.
ARBITRATION
All controversies and claims arising out of or relating in
any way to these Terms of Service, or any breach thereof,
shall be settled solely by arbitration held in Wayne County,
Michigan, in accordance with the Commercial Arbitration Rules
of the American Arbitration Association, except we may seek
injunctive relief from a state court located in Wayne County,
Michigan, or federal court in the Eastern District of Michigan,
to enforce provisions of these Terms of Service relating to
confidential information or protection of its intellectual
property rights. Judgment upon any arbitration award may be
entered and enforced in any court having proper jurisdiction.
No demand for arbitration hereunder may be filed by you as
a claim or counterclaim if you have not given timely written
notice of such claim to us or if more than one year has expired
from the date of the cause of action accrued, as provided
in these Terms of Service.
The arbitrator(s) shall be bound by the terms of these Terms
of Service, shall not apply principles of equity or allow
any claims not permitted by the Terms of Service, may only
award or grant to the parties such remedies as a court of
competent jurisdiction could award or grant within the locality
where the arbitration takes place and which are authorized
(and not excluded or otherwise limited under these Terms of
Service), and may not award consequential or punitive damages.
The arbitrator(s) may include the arbitration fees in an award.
DISCLAIMER OF WARRANTIES
We disclaim any and all responsibility or liability for the
accuracy, content, completeness, legality, reliability, or
operability or availability of information or material displayed
in the naviciti.com search results. We disclaim any responsibility
for the deletion, failure to store, misdelivery, or untimely
delivery of any information or material. We disclaim any responsibility
for any harm resulting from uploading, downloading or accessing
any information or material on the Internet through the Services.
The Services, and all materials, information, products and
services included in the Services are provided “as is,”
with no warranties whatsoever. We, the owners of naviciti.com,
and its licensors expressly disclaim to the fullest extent
permitted by law all express, implied, and statutory warranties,
including, without limitation, the warranties of merchantability,
fitness for a particular purpose, and non-infringement of
proprietary rights. We, the owners of naviciti.com, and
its licensors disclaim any warranties regarding the security,
reliability, timeliness, and performance of the Services.
We, the owners of naviciti.com, and its licensors disclaim
any and all warranties pertaining to the completeness or accuracy
of information or advice obtained through the Services.
LIMITATION OF LIABILITY
Under no circumstances shall we, the owners of naviciti.com,
or our licensors be liable to any user on account of the use
or misuse of, or reliance on the Services. This limitation
of liability prevents recovery of direct, indirect, incidental,
consequential, special exemplary, and punitive damages whether
such claim is based on warranty, contract, tort (including
negligence), or otherwise. Such limitation of liability shall
apply to claims based on the inability to use the Services,
or from the interruption, suspension, or termination of the
Services (including such damages incurred by third parties).
This limitation shall also apply with respect to damages incurred
by reason of other services or goods received through or advertised
on the Services or received through any links provided in
the Services, as well as by reason of any information or advice
received through or advertised on the Services or received
through any links provided in the Services. This limitation
shall also apply, without limitation, to the costs of procurement
of substitute goods or services, lost profits, or lost data.
Such limitation shall apply notwithstanding any failure of
essential purpose of any limited remedy and to the fullest
extent permitted by law.
MISCELLANEOUS PROVISIONS
These Terms of Service will be governed by and construed in
accordance with the laws of the State of Michigan, without
giving effect to its conflict of laws provisions or your actual
state or country of residence. By registering or using this
website and service you consent and submit to the exclusive
jurisdiction and venue of the county or city where the headquarters
of the owner of this website is located. If, for any reason,
an arbitrator or a court of competent jurisdiction finds any
provision or portion of the Terms of Service to be unenforceable,
the remainder of the Terms of Service will continue in full
force and effect.
These Terms of Service constitute the entire agreement between
the parties with respect to the subject matter hereof and
supersede and replace all prior or contemporaneous understandings
or agreements, written or oral, regarding such subject matter.
Any waiver of any provision of the Terms of Service will be
effective only if such waiver is in writing and signed by
one of our authorized representatives. Our waiver of any provision
of these Terms of Service or of a breach by you of any provision
of these Terms of Service shall not be deemed a waiver of
future compliance with these Terms of Service and such provision,
as well as all other provisions of these Terms of Service,
shall remain in full force and effect.