Metal Toad Website, Terms of Use

Ownership of Website; Agreement to Terms of Use

These Terms of Use (the "Terms of Use") apply to the Metal Toad website located at www.metaltoad.com ( the "Website"). The Website is the property of Metal Toad Media, Inc., an Oregon corporation ("Metal Toad") and its licensors. BY USING THE WEBSITE, YOU AGREE TO THESE TERMS OF USE; IF YOU DO NOT AGREE, DO NOT USE THE WEBSITE.

Metal Toad reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Website following the posting of changes will mean that you accept and agree to the changes. As long as you comply with these Terms of Use, Metal Toad grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Website.

Content

The text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, and computer code (collectively, "Content"), including but not limited to the design, structure, selection, and arrangement of such Content, contained on the Website is owned, controlled, or licensed by or to Metal Toad, and is protected by trade dress, copyright, patent, trademark, and other intellectual property rights and unfair competition laws.

Except as expressly provided in these Terms of Use, no part of the Website and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way to any other computer, server, web site or other medium for publication or distribution without Metal Toad's express prior written consent.

Your Use of the Site

You may not use "page-scrapers", "robots", "spiders" or any other automatic device, program, or methodology, or any similar manual process, to access, acquire, copy, or monitor any portion of the Website, or in any way reproduce or circumvent the navigational structure or presentation of the Website, to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Website. Metal Toad reserves the right to bar such activity.

You may not attempt to gain unauthorized access to any portion or feature of the Website, or any other systems or networks connected to the Website or to any Metal Toad server, or to any of the services offered on or through the Website, by hacking, password mining, or any other means.

You may not test the vulnerability of the security or authentication measures on the Website of the Website. You may not exploit the Website or any service or information made available or offered by or through the Website in any way where the purpose of the exploitation is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided by the Website.

You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or Metal Toad's systems or networks, or any systems or networks connected to the Website.

You agree not to use any device, software, or routine to interfere or attempt to interfere with the proper working of the Website or any transaction being conducted on the Website, or with any other person’s use of the Website.

You may not use the Website or any Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of Metal Toad or others.

Other Terms and Conditions

Metal Toad's obligations, if any, with regard to its products and services are governed solely by the agreements pursuant to which they are provided, and nothing on this Website should be construed to alter such agreements.

Metal Toad may make changes to any products or services offered on the Website, or to the applicable prices for any such products or services, at any time, without notice. The materials on the Website with respect to products and services may be out of date, and Metal Toad makes no commitment to update the materials on the Website with respect to such products and services.

Privacy

Metal Toad's Privacy Policy applies to use of this Website, and its terms are made a part of these Terms of Use by this reference. To view Metal Toad's Privacy Policy, please go to http://www.metaltoad.com/website-privacy-policy/.

By using the Website, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send to the Website may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.

Links to Other Sites

The Website may contain links to other independent third-party web sites ("Linked Sites"). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Metal Toad’s control, and Metal Toad is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.

Disclaimers

METAL TOAD DOES NOT PROMISE THAT THE WEBSITE OR ANY CONTENT, SERVICE, OR FEATURE OF THE WEBSITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE WEBSITE WILL PROVIDE SPECIFIC RESULTS. THE WEBSITE AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ALL INFORMATION PROVIDED ON THE WEBSITE IS SUBJECT TO CHANGE WITHOUT NOTICE. METAL TOAD CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE WEBSITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. METAL TOAD DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. METAL TOAD DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS, AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE WEBSITE OR ANY METAL TOAD SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE WEBSITE AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST METAL TOAD FOR DISSATISFACTION WITH THE WEBSITE OR ANY CONTENT IS TO STOP USING THE WEBSITE OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

The above disclaimer applies to any damages, liability, or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence, or any other cause of action.

Metal Toad reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend, or terminate operation of or access to the Website, or any portion of the Website, for any reason; (2) to modify or change the Website, or any portion of the Website, and any applicable policies or terms; and (3) to interrupt the operation of the Website, or any portion of the Website, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Limitation of Liability

Except where prohibited by law, in no event will Metal Toad be liable to you for any indirect, consequential, exemplary, incidental, or punitive damages, including lost profits, even if Metal Toad has been advised of the possibility of such damages.

If, notwithstanding the other provisions of these Terms of Use, Metal Toad is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Website or any Content, Metal Toad's liability will in no event exceed US$100.00. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you. Indemnity You agree to indemnify and hold Metal Toad, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries, and affiliates harmless from any demands, loss, liability, claims, or expenses (including attorneys’ fees), made against Metal Toad by any third party due to or arising out of or in connection with your use of the Website.

Violation of These Terms of Use

Metal Toad may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Website, or to identify, contact, or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) Metal Toad's rights or property, or the rights or property of visitors to or users of the Website. Metal Toad reserves the right at all times to disclose any information that Metal Toad deems necessary to comply with any applicable law, regulation, legal process, or governmental request. Metal Toad also may disclose your information when Metal Toad determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.

You agree that Metal Toad may, in its sole discretion and without prior notice, terminate your access to the Website or block your future access to the Website if we determine that you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Website. You also agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to Metal Toad, for which monetary damages would be inadequate, and you consent to Metal Toad obtaining any injunctive or equitable relief that Metal Toad deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Metal Toad may have at law or in equity.

You agree that Metal Toad may, in its sole discretion and without prior notice, terminate your access to the Website, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) discontinuance or material modification of the Website or any service offered on or through the Website, or (3) unexpected technical issues or problems.

If Metal Toad does take any legal action against you as a result of your violation of these Terms of Use, Metal Toad will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Metal Toad. You agree that Metal Toad will not be liable to you or to any third party for termination of your access to the Webiste as a result of any violation of these Terms of Use.

Governing Law; Dispute Resolution

You agree that all matters relating to your access to or use of the Website, including all disputes, will be governed by the laws of the United States and by the laws of the State of Oregon without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Portland, Oregon, and waive any objection to such jurisdiction or venue. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees.

Void Where Prohibited

Although the Website is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Website are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. Metal Toad reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product, or service to any person or geographic area. Any offer for any feature, product, or service made on the Website is void where prohibited. If you choose to access the Website from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.

Miscellaneous

You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Website, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations. If any term or provision of these Terms of Use is found invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of these Terms of Use or invalidate or render unenforceable such term or provision in any other jurisdiction. Metal Toad's failure to insist on or enforce strict performance of these Terms of Use will not be construed as a waiver by Metal Toad of any provision or any right it has to enforce these Terms of Use, nor will any course of conduct between Metal Toad and you or any other party be deemed to modify any provision of these Terms of Use. These Terms of Use will not be interpreted or construed to confer any rights or remedies on any third parties.

Feedback and Information

Any feedback you provide at this Website will be deemed to be non-confidential. Metal Toad will be free to use such information on an unrestricted basis.

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