By using Pilotworks Digital, you (“you,” “user” or “Member”) agree to be bound by these Terms and all of the terms incorporated herein by reference. If you do not agree to these Terms, you must not access or use Pilotworks Digital including any related Services.
Pilotworks may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to Pilotworks Digital or any portion thereof, at any time, for any reason or no reason.
Pilotworks may amend the Terms related to Pilotworks Digital from time to time. Amendments will be effective upon Pilotworks posting such updated Terms at this location or the amended policies or supplemental terms on our Services. Your continued access or use of Pilotworks Digital after such posting constitutes your consent to be bound by the Terms, as amended. Additional or separate terms may apply to your use of other Pilotworks websites, services, apps, or participation in any promotion or contest. To the extent that the provisions of any additional terms conflict with this Agreement, the provisions of the additional terms will govern.
YOU ACKNOWLEDGE THAT PILOTWORKS DIGITAL DOES NOT PROVIDE FOOD SERVICES OR FUNCTIONS AS A BUSINESS THAT SELLS FOOD AND BEVERAGES. PILOTWORKS HAS NO CONTROL OVER THE CONDUCT OF USERS AND PILOTWORKS ACCOUNT HOLDERS OF THE SERVICES AND DISCLAIMS ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING PILOTWORKS DIGITAL OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON PILOTWORKS DIGITAL, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SERVICE OR HAVE A PILOTWORKS ACCOUNT. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE PILOTWORKS DIGITAL.
Pilotworks Digital is not targeted toward or intended for use by anyone under the age of 18. By using Pilotworks Digital, you represent and warrant that you (a) are 18 years of age or older, (b) are a legal resident of the United States, (c) have not been previously suspended or removed from Pilotworks Digital, or engaged in any activity that could result in suspension or removal from Pilotworks Digital, (d) do not have more than one Pilotworks Account, and (e) have full power and authority to enter into these Terms and in so doing will not violate any other agreement to which you are a party.
You must not use Pilotworks Digital for any unlawful purpose. All information you provide through your Pilotworks Account must be truthful, accurate and current. You shall correct any information that is no longer accurate or current. You must not “stalk” or otherwise harass another Member or any other person. You must not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity.
By using Pilotworks Digital, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Member or other third parties who caused you harm. You agree not to attempt to impose liability on or seek any legal remedy from Pilotworks with respect to such actions or omissions.
LICENSE TO ACCESS AND USE PILOTWORKS DIGITAL
You hereby acknowledge that Pilotworks owns all right, title, and interest in and to Pilotworks Digital and any and all proprietary and confidential information contained therein, which are protected by applicable intellectual property laws. Unless otherwise indicated in writing by us, you acknowledge that Pilotworks Digital may contain content and other materials contained therein, including, without limitation, the Pilotworks logo and all designs, text, graphics, pictures, information, data, software, sound files, User Content (as described herein), other files and the selection and arrangement thereof (collectively, the “Content”) that are the proprietary property of Pilotworks or our licensors or users, as applicable, and are protected by trademarks, trade secrets, U.S. and international copyright laws, or other intellectual property laws. You agree that you will not copy, reproduce, republish, distribute, adapt, post, or transmit any Content or material owned, operated, licensed, or controlled by Pilotworks on Pilotworks Digital without our express written consent, except that you may download one copy of the Content and materials for your personal, non-commercial use. Pilotworks makes no representations or warranties regarding the accuracy or completeness of the Content.
Subject to your compliance with these Terms, Pilotworks hereby grants you a limited, nonexclusive, nontransferable, non-sublicensable license to access and use Pilotworks Digital solely for your own personal, non-commercial purposes. However, you agree that such license is subject to these Terms and does not include any right to (a) sell, resell or use commercially Pilotworks Digital and the Contents, (b) distribute, publicly perform or publicly display any Content, (c) modify, adapt, translate, prepare derivative works from, reverse engineer, decompile, or otherwise attempt to derive source code from Pilotworks Digital, or modify or otherwise make any derivative uses of the Services or Content, or any portion thereof, (d) use any data mining, robots or similar data gathering or extraction methods, (e) download (other than the page caching) any portion of Pilotworks Digital or Content, except as expressly permitted by us, and (f) use Pilotworks Digital, including the Services or Content other than for their intended purposes, which shall be limited to use in furtherance of the Services. Any use of Pilotworks Digital or Content other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in these Terms shall be construed as conferring any right or license to any patent, trademark, copyright or other proprietary rights of Pilotworks or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time.
Notwithstanding anything to the contrary in these Terms, Pilotworks Digital and Content may include software components provided by Pilotworks or a third party that are subject to separate license terms, in which case those license terms will govern such software components.
THIRD-PARTY SERVICES AND CONTENT
REGISTRATION, ACCOUNT AND COMMUNICATION PREFERENCES
In order to use most aspects of Pilotworks Digital, you must purchase a Service and register for and maintain an active Pilotworks account (each a “Pilotworks Account”). By creating a Pilotworks Account, you agree to (a) provide accurate, current and complete account information, (b) maintain and promptly update from time to time as necessary your Pilotworks Account information, (c) maintain the security of your password and accept all risks of authorized access to your Pilotworks Account and the information you provide to us, and (d) immediately notify us if you discover or otherwise suspect any security breaches related to Pilotworks Digital, including but not limited to the Website or your Pilotworks Account.
By creating a Pilotworks Account, you also consent to receive electronic communications from Pilotworks (e.g., via email or by posting notices to the Website). These communications may include notices about your Pilotworks Account (e.g., payment authorizations, password changes and other transactional information) and are part of your relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We may also send you promotional communications via email, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these promotional emails at any time by following the unsubscribe instructions provided therein.
These Terms govern your use of Pilotworks Digital. Any terms and conditions related to the specific Services shall be governed by the terms and conditions of the [INSERT LINK] Membership Agreement or other definitive agreement between Pilotworks and you.
Pilotworks Digital may include interactive features and areas that allow users to create, post, share or store content, including, but not limited to, reviews, photos, video, sound, graphics, text, software, code, items or other materials (collectively, “User Content”). In the event you decide to share your User Content with others through Pilotworks Digital or third party platforms, you understand that this User Content will be viewable by others in accordance with privacy settings you establish. You agree that you are solely responsible for your User Content and for your use of any interactive features and areas on Pilotworks Digital.
By using the interactive features and areas of Pilotworks Digital, you further agree not to create, post, share, or store any of the following:
· User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
· User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;
· User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
· User Content that contains or depicts any statements, remarks or claims that do not reflect your honest views and experiences;
· User Content that impersonates, or misrepresents your affiliation with, any person or entity;
· User Content that references or depicts Pilotworks or our Services but fails to disclose a material connection to us, if you have one;
· User Content that contains any unsolicited promotions, political campaigning, advertising or solicitations;
· User Content that contains any private or personal information of a third party without such third party’s consent;
· User Content that references alcohol irresponsibly, such as references to overconsumption or use by minors;
· User Content that contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or
· User Content that, in our sole judgment, is objectionable or that restricts or inhibits any other person from using or enjoying Pilotworks Digital, the Services, or that may expose Pilotworks or others to any harm or liability of any type.
We are not responsible or liable for any User Content. Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on Pilotworks Digital at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on Pilotworks Digital at your sole cost and expense.
RIGHTS IN USER CONTENT
We do not claim any ownership interest in your User Content. However, by uploading, posting or submitting User Content to Pilotworks Digital or third-party websites, mobile apps or other online platforms connected to our Services, (e.g., Pilotworks’ Facebook page, Instagram page or Twitter feed), you hereby grant Pilotworks a limited, transferable, nonexclusive, royalty-free, worldwide, perpetual, irrevocable and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and publicly display your User Content, in whole or in part, and your name, likeness, voice and persona in any manner or media and for any purpose whatsoever at our sole discretion, including, without limitation, for publicity, promotional, advertising, trade, business, illustration, artistic and other commercial and noncommercial purposes.
By uploading, posting or submitting User Content to Pilotworks through Pilotworks Digital or third-party websites, mobile apps or other online platforms connected to our Services, you represent and warrant that (a) such User Content is non-confidential, (b) you own and control all of the rights to the User Content or you otherwise have all necessary rights to post such User Content, (c) you authorize Pilotworks to use such User Content for the purposes described in these Terms, (d) the User Content is accurate and not misleading or harmful in any manner, and (e) the User Content, and your use and posting thereof, does not and will not violate these Terms or any applicable law, rule, regulation or third party right.
Separate and apart from User Content, you can submit questions, comments, suggestions, ideas, original or creative materials or other information about Pilotworks or the Services (collectively, “Feedback”). Feedback is non-confidential and shall be deemed and remain the sole property of Pilotworks. Pilotworks shall own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of this Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
NETWORK ACCESS AND DEVICES
You are responsible for obtaining the data network access necessary to use Pilotworks Digital. Your mobile network’s data and messaging rates and fees may apply if you access or use Pilotworks Digital from a wireless-enabled device or when you receive text messages and other communications from Pilotworks. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use Pilotworks Digital and any updates thereto. Pilotworks does not guarantee that Pilotworks Digital, or any portion thereof, will function on any particular hardware or devices. In addition, Pilotworks Digital may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless Pilotworks, and our past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (individually and collectively, the “Pilotworks Parties”), from and against all actual or alleged Pilotworks Party or third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of Pilotworks Digital or Content, (b) any User Content you create, post, share or store on or through Pilotworks Digital or any User Content you create, post, share or store on third-party websites, mobile apps or other online platforms connected to our Services, (c) any Feedback you provide, (d) your violation of these Terms, (e) your violation of the rights of another, and (f) any third party’s use or misuse of the Services provided to you. You agree to promptly notify Pilotworks of any third party Claims and cooperate with the Pilotworks Parties in defending such Claims. You further agree that the Pilotworks Parties shall have control of the defense or settlement of any third party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Pilotworks.
Pilotworks IS ONLY RESPONSIBLE FOR PROVIDING Pilotworks Digital, THE WEBSITE, AND THE SERVICES UNDER THE TERMS OF THIS AGREEMENT. your use of Pilotworks DIGITAL is at your sole risk.
Pilotworks DIGITAL MAY CONTAIN INFORMATION ABOUT SERVICES THAT ARE NOT AVAILABLE IN EVERY LOCATION. A REFERENCE TO A SERVICE ON PILOTWORKS Digital DOES NOT IMPLY OR GUARANTEE THAT IT IS OR WILL BE AVAILABLE IN YOUR LOCATION AT THE TIME OF YOUR ORDER.
Pilotworks Digital and ALL SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. PILOTWORKS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO Pilotworks Digital, including the WEBSITE, CONTENT, SERVICES, AND MATERIALS, ANY WARRANTIES THAT ARISE FROM TRADE USAGE OR CUSTOM, AND ANY WARRANTIES THAT Pilotworks DIGITAL, THE WEBSITE, OR SERVICES WILL BE FREE AND CLEAR FROM ANY ADVERSE LIEN OR SECURITY INTERESTS.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM PILOTWORKS, OR THROUGH PILOTWORKS DIGITAL, THE WEBSITE, CONTENT, SERVICES, OR MATERIALS WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
LIMITATION OF LIABILITY; RELEASE
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PILOTWORKS SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE PILOTWORKS DIGITAL, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE dissatisfied WITH PILOTWORKS DIGITAL, YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE TO DISCONTINUE USE OF PILOTWORKS DIGITAL.
IN NO EVENT WILL PILOTWORKS’ TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE PILOTWORKS DIGITAL, OR SERVICES YOU HAVE RECEIVED EXCEED (I) THE AMOUNTS YOU HAVE PAID TO PILOTWORKS FOR USE OF OUR SERVICES OR (II) ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO PILOTWORKS, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND PILOTWORKS.
YOU AGREE TO RELEASE PILOTWORKS AND THE PILOTWORKS PARTIES FROM ANY AND ALL LIABILITY AND OBLIGATIONS WHATSOEVER IN CONNECTION WITH OR ARISING FROM YOUR USE OF PILOTWORKS DIGITAL.
MODIFICATION TO PILOTworks digital
We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, Pilotworks Digital or any Services (or any features or parts thereof) at any time and without liability therefore.
In accordance with the Digital Millennium Copyright Act and other applicable laws, we have adopted a policy of limiting access to Pilotworks Digital by, or terminating the accounts of, users, in appropriate circumstances and in our sole discretion, who infringe the intellectual property rights of others. If you believe that anything on Pilotworks Digital infringes any copyright that you own or control, you may file a notification of such infringement with our designated agent as set forth below:
Grazer Labs, Inc. 219 Bowery, #2
New York, NY 10002 Attention: Copyright Agent
Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. You should also note that if you knowingly make any material misrepresentation in your notification that the material or activity is infringing, you will be liable for any damages, including, without limitation, costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
LIMITATION ON TIME TO COMMENCE ACTION, JURISDICTION AND ARBITRATION
You agree that any cause of action arising out of or related to these Terms and Pilotworks Digital must commence by you within one (1) year after the cause of action arose; otherwise, your ability to bring any case or cause of action against Pilotworks shall be permanently barred. Nothing herein shall be deemed to limit the period during which Pilotworks may bring any cause of action arising out of this Agreement against you. These Terms will be interpreted in accordance with the laws of the State of New York and the United States of America, without regard to its conflict of law provisions. This Agreement shall inure to the benefit of each party and its successors, assigns and agents. Pilotworks may assign its rights and duties under this Agreement to any of its subsidiaries or affiliates without giving you notice or to any other entity upon prior written notice to you.
Binding Arbitration. Any dispute or claim between you and Pilotworks, arising out of, or relating in any way to, the Terms, the Services, or your use of Pilotworks Digital (“Dispute”) shall be resolved exclusively by final, binding arbitration. By virtue of this Agreement, you and Pilotworks are each giving up the right to go to court and have any Dispute heard by a judge or jury.
The provisions of this Section shall constitute your and Pilotworks’ written agreement to arbitrate Disputes under the Federal Arbitration Act (“Arbitration Agreement”). Any modification to this Arbitration Agreement shall be in writing and signed by you and Pilotworks. The arbitration will be administered by the American Arbitration Association (“AAA”) and conducted before a single arbitrator pursuant to its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes, available at http://www.adr.org or by calling 800-778-7879. The arbitrator will apply and be bound by this Arbitration Agreement, apply applicable law and the facts, and issue a reasoned award. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. All arbitrations are to be conducted in New York County, State of New York.
GOVERNING LAW AND VENUE
These Terms, your access to and use of Pilotworks Digital shall be governed and construed and enforced in accordance with the laws of the State of New York, without regard to conflict of law rules or principles (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any Dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved in the state or federal courts of the State of New York and United States, respectively, sitting in the State of New York, County of New York, Borough of Manhattan.
Notwithstanding anything contained in these Terms, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use Pilotworks Digital, at any time and for any reason or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law.
If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
These Terms constitute the entire agreement between you and Pilotworks relating to your access to and use of Pilotworks Digital and Services, and unless otherwise provided herein, supersede any and all prior or contemporaneous communications, agreements, or arrangements between Pilotworks and you with respect to Pilotworks Digital. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without the prior written consent of Pilotworks. No waiver of any provision of these Terms will constitute a waiver of such provision in any prior, concurrent or subsequent circumstance, and Pilotworks’ failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.