Bloomforth may, without notice or liability, add, discontinue or revise any aspect, mode or design of the Services which include but not limited to the scope of service, time of service, or to the software/hardware required for access to the Services. Bloomforth may also limit the geographic locations or jurisdictions where certain Services may be available. Without prejudice to the foregoing, should there be a failure of or error, omission, defect, deficiency, delay causing downtime, or inability of a subscriber to access the Services for any length of time, including as a result of the permanent termination of service, the subscriber acknowledges and agrees that, except as otherwise set out herein, its only remedy for any error, omission, defect, deficiency, delay or other failure of the Bloomforth Apps or the Services whatsoever is to discontinue using the Bloomforth Apps and the Services. The subscribers and the users shall be responsible for maintaining the confidentiality of their usernames and password, and the subscriber will be responsible for all activities performed under their passwords, as well as unauthorized use. You assume sole responsibility for and shall ensure that any information, data, documents or materials used, disclosed, entered into or created using the Bloomforth Apps or in connection with the Services is accurate, reliable and complete and does not violate our content guidelines. You represent and warrant that you have obtained all required consents and comply with all applicable legislation, including without limitation privacy legislation, in connection with any use and disclosure of information relating to the use of the Bloomforth Apps and the Services. Bloomforth accepts no responsibility for the accuracy of any information, data, documents or materials entered into or created using the Bloomforth Apps or the Services except as otherwise set out herein. The input, posting or uploading of any information and the storage of any information, data, documents or materials on the Service by us does not constitute our endorsement nor warranty as to the compliance of such information or materials with applicable legislation, nor to the accuracy, timeliness, materiality, completeness, or reliability of such information or materials.
C. Conditions of Usage. You agree to use the Bloomforth Apps and the Services for the purposes that they were intended and only in accordance with the terms of this agreement.
D. Copyrights, Trademarks and Intellectual Property. Bloomforth and its licensors and suppliers own both the proprietary rights as well as the intellectual property rights to all URLs, materials, products, web content, webpage designs, webpage layouts, images, text, tools, utilities and software that make up the Services, but excluding your data and information which you provide to us or input using the Bloomforth Apps and the Services. The technical procedures, processes, concepts and methods of operation that are inherent within the Bloomforth Apps constitute trade secrets. The usage of our Services does not constitute a sale or transfer of any intellectual property rights to the users. Without any prejudice to the foregoing, any information or data entered using the Bloomforth Apps by a user or otherwise provided for accessing the Bloomforth Apps on the user's behalf shall at all material times remain the property of the user. The user hereby grants to Bloomforth worldwide, perpetual, royalty free, non exclusive right and license to use all content provided by the user in connection with the Bloomforth Apps and the Services for uses related to the delivery of the Services.
Materials on and relating to the Bloomforth Apps, including the content of the Bloomforth Apps, are protected by copyright, trademark and other intellectual property laws. Subject to your ownership of your user content and data, Bloomforth reserves all rights in and to such materials. The subscriber will not make store, download, transfer, sell, reproduce, redistribute, transfer to any other server, modify, reverse engineer or copy the Services or any of the materials or software or any part of the Bloomforth Apps or any content therefrom without the express written consent of Bloomforth. You will also take all reasonable steps to forestall any unauthorized use, copying or transfer of materials on or relating to the Bloomforth Apps.
Notwithstanding the above, you may, subject to the following conditions, use individual screen displays (screen shots) which you generate as a subscriber using the Services. Your use of screen shots is subject to the following:
Bloomforth has rights to several trade-marks which it uses in connection with the operation of the Bloomforth Apps. Bloomforth does not grant the users any right or license to use the Bloomforth trademarks or any logo, tradename or other intellectual property other than as expressly set out herein and in other licenses between you and us.
E. Prohibited Use. The users shall access the information stored using the Services for lawful purposes only and may not use such information for the purpose of committing or furthering fraudulent acts or for committing any acts that would give rise to both or either civil and criminal liability. The users agree not to publish, post, upload, distribute, provide or enter any material or information that is illegal, unlawful or can be regarded as fraudulent, libelous, malicious, threatening, offensive, profane, obscene, fanning ethnic or racial tensions, immoral or any such information which any reasonable person would consider objectionable on grounds of good conscience. No user shall use any means to restrict or prevent another user from accessing or enjoying the Bloomforth Apps. No user shall be permitted to upload material into the Bloomforth Apps that he or she ought to know infringes on the intellectual property of others, or upload material that places unnecessary load as to affect the performances of our websites, systems and equipment. You may not use the Bloomforth Apps and the Services in a manner which could block access to, impair, damage or otherwise disable the Bloomforth Apps or any of our servers. You may not attempt to gain unauthorized access to the Bloomforth Apps or to any other user's accounts, computer systems or networks through password miming, keystroke logging, hacking or any other means. You will not upload any files that contain viruses, Trojan horses, malware, spyware, worms, corrupted files or any other material or software that may damage the operation of another computer. Any and all materials uploaded are subject to applicable laws. No user shall lease, sell, pledge, sublicense, assign or otherwise deal with the software belonging to Bloomforth in a manner that is inconsistent with our intellectual property rights over the software. No user shall promote any commercial interest, falsify or delete any information on the Bloomforth Apps, collect personal information without express authority to do so, violate any applicable laws, create a false identity or utilize the Bloomforth Apps under false pretences.
G. Termination of Service. Bloomforth may terminate this agreement and your use of the Bloomforth Apps at any time without notice, including, without limitation, if you breach any of these terms. Subscribers may use Bloomforth on an at-will basis until the agreement has been terminated by either party pursuant to the terms of this agreement or any related license agreement. The following are the ways in which the agreement between a subscriber and Bloomforth may be terminated.
Upon such termination, you must immediately cease using the Bloomforth Apps indefinitely. We may at our option immediately block your access to the Bloomforth Apps.
H. Ownership and Disclosure of Information. You own all of your business's private data, content and all information which you enter and use in connection with the Services. We do not claim any rights, proprietary or otherwise over any data or information which you may use or disclose in connection with the Service and the Bloomforth Apps. Notwithstanding the above, there may be circumstances in which we may be required to disclose data, such as the following:
I. Third Party Links, APIs and Content. You may when using our Site and Services be directed to websites maintained by other third party service providers. Some of the functionality of the Services and the Bloomforth Apps interoperate with, and are highly dependent upon, application programming interfaces (APIs) from third parties, such as Google and Yahoo!. If at any point such third party services cease to make themselves or their APIs available to us on reasonable terms, we may cease to provide those third party services without entitling you to a refund, credit or other compensation. Your only recourse shall be to stop using the Bloomforth Apps and the Services. In addition, if you authorize us to do so, we may grant third parties access to some or all (depending on the permission you give) of your private data, content and information through our own API for use in connection with their services. You acknowledge that such sites and services are completely independent of the Bloomforth Apps and as we have no control over them, we accept no liability in respect of your use, ability or inability to use them or any of the content of such sites. In addition, we may at any time in our discretion and without notice to you, discontinue providing our API to such third party services. You acknowledge that any use of the products and services offered by such third party services providers (eg. for the purposes of payment processing, direct deposit services, payroll tax return preparation, filing and government remittances) will be at your sole risk. You acknowledge that use of such third party service providers and their websites and services is, except where prohibited or modified by applicable law, subject to the terms, conditions and policies established by the third party service providers. You expressly hold us harmless and hereby release us from any liability whatsoever whether arising out of contract, tort or otherwise for and from any Claims (defined below) arising out of your use of, or inability to use, the products and services of third party service providers whether or not such use is ancillary to your use of the Bloomforth Apps. The availability of such third party services in connection with the Bloomforth Apps does not constitute an endorsement, warranty, or representation as to the fitness, suitability, merchantability, title, non-infringement, quality, or accuracy of the third party provider or its products or services.
N. Governing Law and Dispute Resolution. Except as otherwise set out herein, this Agreement shall in all respects be governed by and interpreted, construed and enforced in accordance with the laws of the State of Virginia, United States of America, applicable therein as applied to agreements entered into and to be performed entirely within the State of Virginia, United States of America, without regard to its choice of law or conflicts of law principles that would require application of law of a different jurisdiction. This agreement and any actions whatsoever taken by you in connection herewith and with any Service, software, tool, application or functionality, will be deemed to have been performed in the State of Virginia, United States of America. The parties hereto irrevocably submit to the exclusive jurisdiction and venue of the courts of the State of Virginia, United States of America.
You waive all rights to a trial by jury in connection with any legal proceeding or dispute against us. You further agree that any dispute or proceeding which you may bring against us shall be conducted on an individual basis and not a class-wide basis and that any such proceeding or dispute shall not be consolidated with any other dispute or proceeding which might arise between us and any other user.
O. Legal Status of Bloomforth Corp. The website www.bloomforth.com and the content contained therein are the property of Bloomforth Corp., a company incorporated under the laws of the State of Virginia, United States of America.
P. Language. You and we expressly acknowledge and agree that this agreement and all related agreements, schedules, materials, licenses and policies be drafted in the English language only. (Il est convenu que cette convention et tous les annexes, documents, licences et politiques s'y rattachant soient rédigés en anglais.)
R. Information Received from Third Party Services. The Services offered by Bloomforth allow subscribers to: direct Bloomforth to access and retrieve their own information maintained online by third parties institutions (e.g. banks) with which they have pre-existing relationships (e.g. to maintain a bank account or pay bills); use third party service providers to accept and make payments on the subscribers' behalf; make bank deposits using third party services; file tax returns and pay tax remittances on behalf of subscribers using third parties; and other services related to the Bloomforth Apps. Bloomforth works with financial institutions and other third party service providers to retrieve financial and other information for the purpose of providing the Services. However, Bloomforth does not review this information for any purpose, including but not limited to accuracy. It is entirely your responsibility to ensure the accuracy, completeness and timeliness of any information required by us or any third party service providers in connection with any of the Services.
S. Registration Information. Subscribers and users are responsible for maintaining the confidentiality of their usernames, passwords and other access credentials which allow them use the Bloomforth Apps and access the Services.
T. Payment Processing Payment processing services for sellers on Bloomforth MarketPlace are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the "Stripe Services Agreement"). By agreeing to these terms or continuing to operate as a seller on Bloomforth MarketPlace, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Bloomforth MarketPlace enabling payment processing services through Stripe, you agree to provide Bloomforth MarketPlace accurate and complete information about you and your business, and you authorize Bloomforth MarketPlace to share it and transaction information related to your use of the payment processing services provided by Stripe.
V. Consumer Issues. You acknowledge that you intend to use the Bloomforth Apps and the Services for business purposes and not for individual consumer, household or domestic purposes.Bloomforth Corp.