Last Updated: August 4, 2015
These Terms of Service (the "Agreement") set forth the terms and conditions that apply to your access and use of the internet website owned and operated by Launchrock ("we", "our" or "us") located at www.Launchrock.com (the "Site") and the services available thereon, including without limitation the services that enable you to create, test and host promotion specific custom landing pages for online marketing purposes (the "Services"). This Agreement forms a legally binding contract between you and us.
BY ACCEPTING THIS AGREEMENT BY COMPLETING THE ONLINE APPLICATION PROCESS, BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, BY EXECUTING A SUBSCRIPTION THAT REFERENCES THIS AGREEMENT (THE "SUBSCRIPTION"), BY USING THE SITE OR THE SERVICES, OR BY ANY OTHER MANIFESTATION OF YOUR ASSENT TO THESE TERMS, YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SITE OR THE SERVICES.
Ability to Use the Site and Services
The Site and the Services are available to users who have reached the legal age of majority in their jurisdiction, and are not under the age of 13, and reside in the United States or any of its territories or possessions. By using the Site or the Services, you represent and warrant that you meet all of the eligibility requirements contained herein. If you do not meet all of these requirements, you must not access or use the Site or Services. In order to use the Site or the Services, you must have reached the legal age of majority in your jurisdiction of residence or otherwise be legally eligible to be bound by this Agreement (e.g., by being an emancipated minor), and you must be fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Agreement, and to abide by and comply with this Agreement. It is your responsibility to ensure that you are legally eligible to enter into this Agreement under any laws applicable to you in your jurisdiction of residence or otherwise. If you accept this Agreement, you represent that you have the capacity to be bound by it. If you are under the age of 13 or are not of the age of majority or otherwise legally eligible to be bound by this Agreement, you may not use the Site or the Services.
Your Profile Information and Account
You agree and understand that you are responsible for maintaining the confidentiality of your password which, together with your e-mail address, allows you to access the Services. That e-mail address and password, together with any or other user information you provide, form your "Profile Information" and allow you to access your account ("Account"). You agree to provide true, accurate, current and complete information about yourself and to immediately provide updated information as your circumstances change. You may not misrepresent your Profile Information.
Your right to access and use the Services is personal to you and is not transferable by you to any other person or entity. You agree not to disclose your password to any third party. You are solely responsible for all activities that occur under your Account or under your Profile Information. If you become aware of any unauthorized use of your Account or Profile Information, you are responsible for notifying Launchrock immediately.
By providing us with your e-mail address, you agree to receive all required notices electronically, to that e-mail address. It is your responsibility to update or change your e-mail address, as appropriate.
Submission of Content
The Site and the Services available thereon enable you to provide or upload content, including but not limited to text, images, video, data, and other information or content (collectively, "Content"), to Launchrock for the purpose of providing the Services. You acknowledge and agree that you are solely responsible for all Content you submit, provide or upload and any consequences of submitting, providing or uploading it.
Launchrock will use Content you upload in connection with providing the Services to you, to maintain and operate the Site, to cooperate with any governmental investigation or as required by law or legal or administrative process, and to protect the rights and property of Launchrock, its users and other third parties. We also may use your Content for purposes of advertising and promoting the Site or our Services. You agree that by uploading, or otherwise providing any Content on or through the Site and/or the Services, you grant to Launchrock a perpetual, worldwide, non-exclusive, royalty-free license to use, reproduce, process, edit, reformat, publish, publicly perform and display, and distribute all or any portion of such Content, solely in connection with the purposes referenced above. This license includes the right to host, index, cache or otherwise format your Content in order to accomplish these purposes.
You represent and warrant that you own your Content, or have all the necessary licenses, rights, consents and permissions to grant the license set forth herein, and that its provision to Launchrock or Launchrock's use thereof will not violate the copyrights, privacy rights, publicity rights, trademark rights, contract rights or any other intellectual property rights or other rights of any person or entity.
LAUNCHROCK HAS NO RESPONSIBILITY FOR AND NO OBLIGATION TO MONITOR FOR APPROPRIATENESS, AND DOES NOT RECOMMEND OR ENDORSE, ANY CONTENT POSTED OR UPLOADED BY USERS ON THE SITE.
Launchrock retains the right to use or distribute any Aggregated Data generated by our customers or users. "Aggregated Data" means records which have been stripped of information potentially identifying Site users, and which have been manipulated or combined to provide generalized, anonymous information. Aggregated Data will not disclose you as the source or subject of the information.
Intellectual Property Rights
All right, title, interest and ownership and intellectual property rights in and to the Launchrock trademarks and the Site, including but not limited to its "look and feel" (e.g., text, graphics, images, logos, buttons, icons and the placement and layout thereof), images, video, audio, data, content, software (including html-based computer programs) and other media, material or information, other than user Content, are and will remain the property of Launchrock or its software or content suppliers. The Site is protected under Canada, United States and international copyright, trademark and other laws and treaties.
Subject to the terms and conditions of this Agreement, Launchrock grants to you, during the term of this Agreement, a personal, non-transferable, non-sublicensable, non-exclusive, revocable, limited-purpose right to access the Site and use the Services that are subject to a valid Subscription.
You acknowledge that any ideas, suggestions, concepts, processes or techniques (other than your Content) which you provide to Launchrock related to the Services, the Site or Launchrock or its business ("Feedback") shall become Launchrock's property without any compensation or other consideration payable to you by Launchrock, and you do so of your own free will and volition. Launchrock may or may not, in its sole discretion, use or incorporate the Feedback (in whatever form or derivative Launchrock may decide) into the Site, its software, services, documentation, business or other products, or any future versions or derivatives of the foregoing. You hereby assign all rights on a worldwide basis in perpetuity to Launchrock in any Feedback and, as applicable, waive any moral rights.
Launchrock owns any test results, data information and other output (other than your Content) generated by your use of the Site and/or the Services during the term of this Agreement. You may not disclose to any third party any test results or performance information regarding the Site or the Services, whether generated by you, Launchrock or a third party, except where expressly permitted.
Digital Millennium Copyright Act
If you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C Ãƒ,Ã‚Â§ 512(c)(3) for further detail):
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit Launchrock or our service provider to locate the material;
- Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Notifications of claimed infringement should be sent to the attention of Copyright Agent, Launchrock, at firstname.lastname@example.org. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to Launchrock customer service. You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid.
If you believe that your Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your Content, you may send a counter-notice containing the following information to the Copyright Agent:
- Your physical or electronic signature;
- Identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or disabled;
- A statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the Content; and
- Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in the Eastern District of Pennsylvania, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Copyright Agent, Launchrock may send a copy of the counter-notice to the original complaining party informing that person that we may replace the removed Content or cease disabling it in ten (10) business days. Unless the copyright owner files an action seeking a court order against the Content provider, member or user, the removed Content may be replaced, or access to it restored, in ten (10) to fourteen (14) business days or more after receipt of the counter-notice, at Launchrock's sole discretion.
You agree to safeguard, keep secret and not to disclose to any third party, any Confidential Information acquired, learned or provided from Launchrock during the term of this Agreement or following the expiration or termination of this Agreement. "Confidential Information" means any non-public information marked confidential or that ought reasonably to be considered confidential under the circumstances and includes, without limitation, any business plans, customer lists, operation procedures, trade secrets, design formulas and programming code, know-how and processes, computer programs, technical documentation and data, and inventions, discoveries, and improvements of any kinds.
Acceptable Use and Conduct:
You agree that that you will not publish or make available any Content that (or promotes or links to content or materials that), use the Site in a manner that, or use information obtained from the Site (including e-mail addresses) in a manner that:
- infringes, violates or misappropriates any third party's intellectual property or proprietary rights;
- contains software viruses, Trojan horses, worms, Easter eggs, spyware, malware, or any other computer code, files or programs that are designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or that are designed to access, disclose, monitor or destroy data without authorization;
- is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent or misleading purposes;
- is libelous or defamatory, or that is otherwise threatening, abusive, violent, harassing, malicious or harmful to any person or entity, or is invasive of another's privacy; collects personally identifiable information from children under the age of thirteen (13);
- is harmful to minors in any way;
- is hateful or discriminatory based on race, color, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by Launchrock;
- impersonates an Launchrock employee, or any other person, or falsely states or otherwise misrepresents your affiliation with any person or entity, for any reason, including to obtain access to the Site or a portion thereof without proper authorization;
- interferes or attempts to interfere with the proper working of the Site or prevents others from using the Site, or in a manner that disrupts the normal flow of dialogue with an excessive number of messages (flooding attack) to the Site, or that otherwise negatively affects other persons' ability to use the Site, or inadvertently or intentionally disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Site or any other site or system in use by another user of the Site;
- uses any manual or automated means, including agents, robots, scripts, or spiders, to monitor or copy the Site or the information or content contained therein (including any form of e-mail address harvesting);
- facilitates the unlawful distribution of copyrighted Content;
- licenses, sublicenses, rents or leases the Services to third parties, uses the Services for third party training, commercial time-sharing or service bureau use, or otherwise makes the Services available to third parties or commercially exploits the Services;
- includes personal or identifying information about another person in a manner that employs misleading e-mail or IP addresses, or forged headers or otherwise manipulated identifiers, in order to disguise the origin of Content transmitted through the Site to users;
- constitutes or contains any form of advertising or solicitation to users who have requested not to be contacted about other services, products or commercial interests (including, without limitation, any form of spamming);
- stalks or otherwise harasses anyone on the Site or with information obtained from the Site;
- collects, uses or discloses data, including personal information, about users without their informed consent or for unlawful purposes or in violation of applicable law or regulations;
- requests, solicits or otherwise obtains access to usernames, passwords or other authentication credentials from any user of the Site for the purposes of automating logins to the Site;
- attempts to gain unauthorized access to the computer systems of Launchrock or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Site;
- contains adult or pornographic Content;
- decompiles or reverse engineers or attempts to access the source code of the software underlying the Site, the Services or any other Launchrock technology, or that merges or combines any such software or technology with any other data or materials to form a new product or service;
- copies, archives, stores, reproduces, rearranges, modifies, downloads, uploads, creates derivate works from, displays, performs, publishes, distributes, redistributes or disseminates all or any part of the Site;
- accesses the Site for the purposes of building a product using similar ideas, features, functions, interface or graphics as those found in the Site;
- accesses the Site for the purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes;
- accesses the Site to upload any Content or computer code for the purposes of: (i) causing a breach of security to the Site; (ii) interfering with the proper working, functionality or performance of the Site; or (iii) preventing others from accessing or using the Site; or
- promotes any business or business activity other than the launch of the business that is the stated purpose of your launch page (including creating a launch page for a fictitious business, product, service or event in order to create a marketing list by collecting e-mail addresses).
Launchrock is not a e-mail platform. While we collect e-mail addresses of persons who have indicated an interest in receiving information about our users' launches, we do not transmit e-mails for or behalf of such users. Accordingly, by using the Services (including by exporting e-mail addresses from the Site), you represent, warrant and covenant that all use and transfer of such e-mail address will be in strict accordance with the CAN-SPAM Act of 2003 and its implementing regulations and interpretive guidelines (collectively, "CAN-SPAM") and with all other applicable laws and regulations relating to unsolicited messaging or spamming, unfair or deceptive advertising or trade practices, online promotions and consumer fraud. Without limiting the foregoing, you represent, warrant and covenant that (i) any commercial e-mail sent to an e-mail address you obtain from Site will include a valid physical postal address of the sender, a clear and conspicuous labeling that the e-mail is an advertisement or solicitation, and an "unsubscribe" or opt-out link by which the recipient can immediately opt out of receiving further commercial e-mails without additional requirements or consideration; (ii) you will honor within ten (10) business days any opt-out or unsubscribe request, after which time you will not transmit, or cause to be transmitted, any further commercial e-mails to the applicable e-mail address; (iii) you will not sell, license or transfer any e-mail address of an individual who has opted out or unsubscribed, except as expressly permitted by CAN-SPAM; (iv) you will not use false, misleading or deceptive "Subject," "From" or other headers in e-mails; (v) any launch page created, promoted or published by you through the Site shall be for a bona fide business that you are launching, and shall not be for the purpose of collecting e-mail addresses for the creation of a permanent marketing list or a list unrelated to the stated purpose of the launch page; and (vi) you may not use e-mail addresses collected through the Site for any purpose except to communicate with interested persons about your launch.
If at any time we believe that you have violated any of these requirements, we may suspend or terminate your Account access and/or your ability to obtain e-mail addresses through the Site. We also may delete all e-mail addresses collected on your behalf.
Disclaimer of Warranties
YOUR USE OF THE SITE AND ALL CONTENT FORMING PART OF OR RELATED TO THE SITE, INCLUDING ANY CONTENT YOU UPLOAD OR SUBMIT AND ANY THIRD PARTY SOFTWARE AND CONTENT, ARE AT YOUR SOLE RESPONSIBILITY AND RISK. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. LAUNCHROCK EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND WITH RESPECT TO THE SITE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT.
LAUNCHROCK DISCLAIMS ANY WARRANTY THAT THE SITE OR ANY CONTENT, INCLUDING WITHOUT LIMITATION ANY THIRD PARTY SOFTWARE AND CONTENT, WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKES THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU AGREE THAT FROM TIME TO TIME LAUNCHROCK MAY REMOVE THE SITE FOR INDEFINITE PERIODS OF TIME WITHOUT NOTICE TO YOU. YOUR ACCESS AND USE OF THE SITE MAY BE INTERRUPTED FROM TIME TO TIME FOR ANY OF SEVERAL REASONS, INCLUDING, WITHOUT LIMITATION, THE MALFUNCTION OF EQUIPMENT, THE FAILURE OF THIRD-PARTY SERVICE PROVIDERS, PERIODIC UPDATING, MAINTENANCE OR REPAIR OF THE SITE OR OTHER ACTIONS THAT LAUNCHROCK, IN ITS SOLE DISCRETION, MAY ELECT TO TAKE, AS WELL AS THE MALICIOUS ACTIONS OF HACKERS AND OTHER THIRD PARTIES. LAUNCHROCK MAKES NO GUARANTEE REGARDING: (A) THE AMOUNT, TIMING AND DELIVERY OF ANY CLICKS OR IMPRESSIONS WITH RESPECT TO ANY CONTENT (INCLUDING THIRD PARTY CONTENT) OR ADVERTISING ON THE SITE, (B) THE RESPONSE TO OR DEGREE OF INTEREST IN YOUR LAUNCH PAGE; OR (C) THE COMPATIBILITY OF YOUR SOFTWARE, HARDWARE OR CONTENT WITH THE SITE.
LAUNCHROCK IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF, OR FOR THE FAILINGS OF, ANY THIRD-PARTY PROVIDER OF ANY CONTENT, SERVICE, NETWORK, SOFTWARE OR HARDWARE, INCLUDING BUT NOT LIMITED TO, INTERNET SERVICE PROVIDERS, HOSTING SERVICES UTILIZED BY LAUNCHROCK, TELECOMMUNICATIONS PROVIDERS, CONTENT PROVIDED BY OTHER USERS, OR ANY SOFTWARE OR HARDWARE NOT PROVIDED BY LAUNCHROCK.
YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR CONTENT IS COMPATIBLE WITH THE SITE. LAUNCHROCK DISCLAIMS ANY LIABILITY OR RESPONSIBILITY FOR ANY UNAUTHORIZED USE OF YOUR CONTENT BY THIRD PARTIES OR OTHER USERS OF THE SITE AND IS NOT RESPONSIBLE FOR PROTECTING YOUR CONTENT.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LAUNCHROCK OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
THE SITE IS OFFERED AND CONTROLLED BY LAUNCHROCK FROM ITS FACILITIES IN THE UNITED STATES. LAUNCHROCK MAKES NO REPRESENTATIONS THAT THE SITE IS APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE SITE FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.
Third Party Sites and Content
The Site may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. These other websites are not under Launchrock's control, and you acknowledge that Launchrock is not responsible or liable for any third party content, products or services, including but not limited to the accuracy, integrity, quality, usefulness, legality, appropriateness, safety or intellectual property rights of or relating to such third party content, products or services or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Launchrock or any association with its operators. You further acknowledge and agree that Launchrock shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third party content, goods or services available on or through any such website or resource. Access and use of third party sites, including the information, material, products and services on third party sites or available through third party sites, is solely at your own risk.
Limitation of Liability
YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, BREACH OF WARRANTY OR CONDITION, BREACH OF CONTRACT OR TORT, SHALL LAUNCHROCK, ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE OWNERS, INVESTORS, CONTRACTORS, OFFICERS, DIRECTORS, MEMBERS, MANAGERS, PARTNERS, SHAREHOLDERS, LICENSORS, SUPPLIERS, CUSTOMERS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU OR ANY THIRD PARTY ACTING ON YOUR BEHALF FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES OR THE COST OF ANY SUBSTITUTE EQUIPMENT, FACILITIES OR SERVICES (EVEN IF LAUNCHROCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF OR YOUR INABILITY TO USE THE SITE, OR FOR ANY DIRECT DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT OR ANY SUBSCRIPTION EXCEEDING THE LESSER OF: (A) $100; AND (B) THE TOTAL AMOUNTS YOU PAID TO LAUNCHROCK IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE OCCURRENCE OF LOSS OR DAMAGE. TO THE EXTENT ANY PROVINCE, STATE OR JURISDICTION DOES NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY AS PROVIDED IN THIS PARAGRAPH, LAUNCHROCK'S LIABILITY IN SUCH PROVINCE, STATE OR JURISDICTION SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
THE FOREGOING LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO ANY DAMAGES INCURRED BY REASON OF ANY CONTENT OR SERVICES PROVIDED BY ANY THIRD PARTIES OTHER THAN LAUNCHROCK AND RECEIVED BY YOU THROUGH THE SITE. YOU ALSO AGREE THAT LAUNCHROCK WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS THE RESULT OF ANY INTERACTIONS OR DEALINGS WITH ADVERTISERS, THE PRESENCE OF SUCH ADVERTISERS ON THE SITE, OR ANY CONTENT OR SERVICES RECEIVED BY YOU ON ANY THIRD PARTY SITES.
Launchrock reserves the right to modify, suspend or discontinue the Site and/or Services, or any portion thereof, with or without notice at any time and for any reason, including, but not limited to, a failure to comply with the terms of this Agreement. In addition, Launchrock may at any time, with or without notice, suspend or terminate your Account and your ability to access the Services and your Content and data, if Launchrock, in its sole and absolute discretion, believes that you have violated the terms of this Agreement or applicable law or that you are engaging in activity that may harm the Site, Launchrock, Launchrock's reputation, Launchrock's customers or users, or other third parties; in such event, Launchrock may immediately delete your Content and data. Launchrock shall have no liability whatsoever for any damages, liabilities, losses or any other consequences that you may incur as a result of any such modification, suspension, termination, discontinuance or deletion.
You agree to indemnify, defend, and hold harmless Launchrock, its affiliates and its and their respective owners, investors, contractors, officers, directors, members, managers, partners, shareholders, licensors, suppliers, customers, employees, agents, third-party advertisers, technology providers and service providers from and against any loss, damage, cost, or liability (including, reasonable attorneys' fees) resulting from or relating in any way to a third-party claim, demand, action or proceeding that arises out of this Agreement or the Site, including but not limited to in relation to: (a) your use, non-use or misuse of, or connection to the Site, the Services and any Content (including without limitation your Content and any third party Content) forming part of the Site; (b) your breach or alleged breach of this Agreement; (c) your violation of any rights, including intellectual property rights, of a third party; (c) your violation or alleged violation of any laws; or (d) your use or exploitation of any information obtained from the Site (including, without limitation, any use or transfer of e-mail addresses in violation of CAN-SPAM or other anti-spam laws and regulations). Launchrock reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Launchrock, and you agree to cooperate with Launchrock's defense of these claims. You agree not to settle any matter without the prior written consent of Launchrock. Launchrock will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Cancellation and Termination
Launchrock reserves the right at any time, and without cost, charge or liability, to terminate this Agreement at its sole discretion for any reason, including, but not limited to, a failure to comply with the terms of this Agreement. Notice of termination will be provided to the e-mail address you currently have on file with us. Launchrock also reserves the right to deny access to anyone, including, but not limited to those users who use proxy servers and/or IP addresses residing in certain geographical areas outside of Canada and the United States. Launchrock reserves the right to terminate any portion of the Site at any time, for any reason, with or without notice.
If there is any dispute between you and Launchrock about or involving this Agreement, the Site or the Services, you hereby agree that the dispute shall be governed by and construed in accordance with the laws of the United States and of the Commonwealth of Pennsylvania, without regard to its conflict of law provisions. You hereby consent to the exclusive jurisdiction and venue of the state and federal courts located in Philadelphia, Pennsylvania with respect to any claim, proceeding or action relating to or otherwise arising out of this Agreement, the Site or the Services, howsoever arising, provided, however, that Launchrock may seek and obtain injunctive relief in any jurisdiction.
If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.
You agree that this Agreement is specifically enforceable by injunctive relief and other equitable remedies without proof of monetary damages or the necessity of posting bond.
You agree that if Launchrock does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which Launchrock has the benefit of under any applicable law), this will not be taken to be a formal waiver of Launchrock's rights and that those rights or remedies will still be available to Launchrock. Any waiver of Launchrock's rights or remedies, or of any breach of this Agreement, must be in writing and signed by Launchrock.
The sections of "Submission of Content", "Intellectual Property Rights", "Digital Millennium Copyright Act", "Confidential Information", "Disclaimer of Warranties", "Third Party Sites and Content", "Limitation of Liability", "Indemnity" and "Miscellaneous" will survive any actual or purported termination or expiry of this Agreement and continue in full force and effect.
You may contact Launchrock by e-mail at email@example.com or by mail at:
Attn: Terms of Service
1322 Manning Parkway
Powell, Ohio 43065