This Agreement sets forth the terms of service and purchases (“Product/Program/Membership/Book/Event”) from Austin Rutherford Official. These Services may include but are not limited to books, training, courses.
By placing your Order with Austin Rutherford Official, by clicking “accept/purchase/pay now,” or by using the Services, you agree to be bound by this Agreement. If you do not agree with these terms, you should leave the Optimized Assets, Inc website and discontinue use of the Services immediately.
In these terms and conditions, “We/us/our/[d/b/a]” means Austin Rutherford Official. “You/your” means you as a user of the Website and/or Customer of the Program/Services.
As used herein, the term “Products” shall include all products are services obtained from or through this Site or the Company, including but not limited to, (i) any initial course materials as described on the Site, (ii) any information and other data provided to you by the Company on a monthly subscription basis, and (iii) the use of any software or websites.
YOUR ACCEPTANCE OF OTHER AGREEMENTS
When you purchase products or services through this Site or from the Company, you may be asked to agree to special terms governing such purchases. In such cases, you may be asked to expressly consent to the special terms, for example, by checking a box or clicking on a button marked “I agree.”
OWNERSHIP OF SITE AND PRODUCTS
The Company owns and operates this Site and the information, materials, product names and services available on it. The Company also owns the Products and the information and materials available in connection therewith. All content including, but not limited to, text, graphics, logos, buttons, icons, data compilations, and images is the property of the Company, its licensors, or its content suppliers and is protected by U.S. and international copyright and trademark laws. The compilation (collection, arrangement, and assembly) of all content on this Site or contained in the Products is the exclusive property of the Company and is protected by U.S. and international copyright laws. All software used on this Site is the property of the Company or its suppliers and is protected by U.S. and international copyrights laws.
You do not acquire any ownership rights to this Site and its content, the Products, or any intellectual property, trademarks, or logos of the Company by your use of this Site or the Products. You acknowledge that this Site and its contents and the Products are valuable commercial assets which the Company has expended substantial time and resources to develop. You expressly agree that the Company and its affiliates retain all ownership rights to this Site and its contents, to the Products, and to any intellectual property, trademarks, or logos of the Company.
LIMITED LICENSE AND USE OF SITE AND PRODUCTS
You are hereby granted a limited, revocable, non-exclusive right to access and use this Site and the Products subject to the limitations set forth herein.
Use of Site. You are responsible for all activities that occur with the use of your account and password. You agree to provide true, accurate, current and complete information about yourself including, but not limited to, credit card information and electronic mail address, and to maintain and update this information to keep it true, accurate, current and complete. Upon expiration of your credit card, you shall notify the Company of the new credit card expiration date and all other relevant new information pertaining to the new credit card.
Any communications or material of any kind that you email, post or otherwise transmit through this Site, including data, questions, comments, or suggestions will be treated as non-confidential and nonproprietary. The Company is free to use any ideas, concepts, know-how or techniques contained in your communications for any purpose including, but not limited to, developing and marketing products using such information without compensation to you.
Use of Products. You may not reproduce, republish, resell or undertake any such similar use of the Products. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the Company and our affiliates without a specific license to do so. You may not use any meta tags or any other “hidden text” utilizing the Company’s name, logo or trademarks without the express written consent of the Company.
Any unauthorized use of the Site or the Products automatically terminates the permission or license granted by the Company herein.
FEES AND PAYMENT
This Agreement will be effective consistent with the term indicated on your Order form or Order page. Failure to pay for the Product or Program or Services consistent with the program requirements will result in termination of the Program prior to the end of the applicable term, and your access to Program materials or ongoing Services will be discontinued. Additional fees may be accrued in the event you continue to access the Program website or continue to use the Services after any failure to pay for said services.
Use of the Product or Program or Services covered by this Agreement and any content provided therein is at your own risk. Optimized Assets, Inc and its employees and agents are not responsible for any physical or non-physical damages imagined, perceived, or otherwise sustained as a result of the use of the Product or Program or Services or any content provided as part of the Product or Program or Services.
ACCESS TO CONTENT
Any user who voluntarily signs up for more information or who purchases a product, service or program through the Website, is agreeing to the terms of this Agreement.
Visitors are those who visit the Website but do not register with us. No login or personal information is required of our Visitors, who can view all publicly available Website content.
INTELLECTUAL PROPERTY / RESTRICTIONS ON USE
The Website contains text, graphics, logos, images, coursework, software, video or audio files, and other material provided by or on behalf of the Company (collectively referred to as the “Content”). The Content includes the specific selection and arrangement, or design, of all Content. The Company retains all right, title and interest, including all intellectual property rights, in and to the Content. You must retain all copyright and other proprietary notices contained in the original Content. You agree not to duplicate, imitate, copy, reproduce, transmit, publish, display, distribute, sell, transfer, assign, license, sub-license, publicly perform, commercially exploit or create derivative works of such material and content, nor to help or assist third parties in doing the same. You are also prohibited from posting any portion of the Content in either print or digital format, included on any other website, social media page, or in a networked computer environment for any purpose. The Content may not be used in connection with any product or service that is not ours in any manner that is likely to cause confusion among users or disparages or discredits anyone.
You agree not to use the Website in a way that may cause the Website to be interrupted, damaged, rendered less efficient or such that the effectiveness or functionality of the Website is in any way impaired. You agree not to attempt any unauthorized access to any part or component of the Website. You shall not use the Website for any illegal purposes, and you will use it in compliance with all applicable laws and regulations.
You agree that in the event that you have any right, claim or action against any User arising out of that User’s use of the Website, then you will pursue such right, claim or action independently of and without recourse to us.
DIGITAL MILLENNIUM COPYRIGHT ACT; COPYRIGHT COMPLAINTS
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, Company has adopted a policy of terminating, in appropriate circumstances and at Company’s sole discretion, users or account holders who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Services and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
If you believe that anything on the Website or Services infringes upon any copyright that you own or control, you may file a notification of such infringement with our Designated Agent using our Contact Page
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you may be liable for any damages, including 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.
SUBMISSIONS & USER-GENERATED CONTENT LICENSE
There may be portions of the Website that allow for the posting of reviews, comments, photographs or other content (“User-Generated Content”). You may submit such content via the Website so long as it is not threatening, objectionable, illegal, obscene, defamatory (to us or anyone else), invasive of privacy or intellectual property rights, or otherwise injurious to us or third parties. Any content that you submit to us will not be subject to any expectation of privacy, trust, or confidence between us and no confidential, fiduciary or other relationship is intended or created between you and us. You agree that we shall have unrestricted rights to use the Content for any and all purposes whatsoever, commercial or otherwise, without any further permission from or any payment to you or anyone else. This includes rights to use the name that you submit, along with any other name by which you are known, in connection with the User-Generated Content.
Each time that you access the Website or create or submit User-Generated Content, you agree to, ratify and confirm the terms of the then-existing User-Generated Content License for that submission and all previous submissions by you to us.
CONTENT LINKED TO THE WEBSITE
You assume all of the risk, responsibilities and consequences resulting from your use of or access to third-party websites. You further agree that we are not responsible for the availability of any external sites or resources, and do not endorse and are not responsible or liable, directly or indirectly, for the content (including misrepresentative or defamatory content) of any third party websites, nor for any damage, loss or offense caused or alleged to be caused by, or in connection with, the use of or reliance on any such content, goods or services available on such external sites or resources, including those of affiliates, joint-venture partners, or others to whom we might provide links from time to time.
CHANGES TO THE WEBSITE
We reserve the right to modify or withdraw, temporarily or permanently, the Website (or any part of it) with or without notice to you. You agree that we shall not be liable to you or any third party for any modification to or withdrawal of the Website. You will not be eligible for any compensation because you cannot use any part of the Website or because of a failure, suspension or withdrawal of all or part of the Website.
You agree to fully indemnify, defend and hold us (including our agents, representatives, and assigns, collectively the “Indemnified Parties”) harmless from and against any and all claims, liability, damages, losses, costs and expenses, including legal fees and expenses, suffered by us and arising out of any breach of the conditions by you or any other liabilities arising out of your use of the Website or Services, or the use by any other person accessing the Website using your password, personal computer or other electronic device, or internet access account. You shall cooperate with us in the defense of any claim including provide us with assistance, without charge, in connection with any such defense, including, without limitation, providing us with such information, documents, records, and reasonable access to you as we deem necessary. We reserve the right to employ separate counsel and assume the exclusive defense and control of the settlement and disposition of any claim that is subject to indemnification by you. You shall not settle any third party claim or waive any defense without our prior written consent.
DISCLAIMER OF WARRANTIES/LIMITATION OF LIABILITY
YOU AGREE THAT YOUR ACCESS TO AND USE OF THE WEBSITE AND ANY CONTENT HEREIN IS AT YOUR OWN RISK.
THE CONTENT ON THE WEBSITE IS PROVIDED “AS IS.” WE DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY, ACCURACY, CONDITION OR COMPLETENESS, OR ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OR TRADE. WE DO NOT WARRANT THAT THE WEBSITE OR ANY OF ITS CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVERS THAT HOST SUCH CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR ARE FULLY FUNCTIONAL, ACCURATE OR RELIABLE.
THE WEBSITE AND PRODUCTS, SERVICES OR PROGRAMS CONTAINED HEREIN ARE NOT SUBSTITUTES FOR PROFESSIONAL ADVICE OR TREATMENT, INCLUDING THE ADVICE AND TREATMENT OF A LICENSED HEALTH CARE PROFESSIONAL. WE MAKE NO REPRESENTATIONS OR WARRANTIES AND EXPRESSLY DISCLAIM ANY AND ALL LIABILITY CONCERNING ANY TREATMENT, OUTCOME OR ACTION FOLLOWING THE INFORMATION OFFERED OR PROVIDED WITHIN OR THROUGH THE WEBSITE. FOR SPECIFIC CONCERNS, QUESTIONS OR SITUATIONS REQUIRING PROFESSIONAL OR MEDICAL ADVICE, YOU SHOULD CONSULT WITH AN APPROPRIATELY TRAINED AND QUALIFIED SPECIALIST, SUCH AS A LICENSED PHYSICIAN, PSYCHOLOGIST, OR OTHER HEALTH PROFESSIONAL. NEVER DISREGARD THE MEDICAL ADVICE OF A PSYCHOLOGIST, PHYSICIAN OR OTHER HEALTH PROFESSIONAL, OR DELAY IN SEEKING SUCH ADVICE, BECAUSE OF THE INFORMATION OFFERED OR PROVIDED WITHIN OR THROUGH THE WEBSITE.
YOU ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THIS “DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY” AND FULLY UNDERSTAND THAT IT IS A RELEASE OF LIABILITY. YOU EXPRESSLY AGREE TO RELEASE AND DISCHARGE ALL INDEMNIFIED PARTIES (AS DEFINED ABOVE) FROM ANY AND ALL CLAIMS OR CAUSES OF ACTIONS AND YOU AGREE TO VOLUNTARILY GIVE UP AND IRREVOCABLY WAIVE AND RELEASE ANY RIGHT THAT YOU MAY OTHERWISE HAVE TO BRING A LEGAL ACTION AGAINST ANY INDEMNIFIED PARTY FOR PERSONAL INJURY OR PROPERTY DAMAGE.
UNDER NO CIRCUMSTANCES (INCLUDING NEGLIGENCE) SHALL WE BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE EXEMPLARY OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS), PERSONAL INJURY (INCLUDING DEATH) OR PROPERTY DAMAGE OF ANY KIND OR NATURE WHATSOEVER THAT ARISE OUT OF OR RESULT FROM THE USE OF OR ANY INABILITY TO USE, THE WEBSITE OR ANY CONTENT OR FUNCTIONS THEREOF; OR ANY ACT OR OMISSION, ONLINE OR OFFLINE, OF ANY USER OF THE WEBSITE OR ANYONE ELSE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL LOSS, COST, DAMAGE, LIABILITY OR EXPENSE (INCLUDING ATTORNEYS FEES AND COSTS) THAT YOU MAY SUFFER OR INCUR, UNDER ANY THEORY OF LIABILITY, IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE, EXCEED THE LESSER OF THE AMOUNT PAID BY YOU, IF ANY, FOR THE RIGHT TO ACCESS OR PARTICIPATE IN ANY ACTIVITY RELATED TO THE WEBSITE OR $100.00
UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF THE INDEMNIFIED PARTIES BE LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING, DIRECTLY OR INDIRECTLY, FROM ANY EVENT OF FORCE MAJEURE OR OTHER CAUSE BEYOND OUR OR THEIR CONTROL INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, WAR, EQUIPMENT AND TECHNICAL FAILURES, ELECTRICAL POWER FAILURES OR FLUCTUATIONS, STRIKES, LABOR DISPUTES, RIOTS, CIVIL DISTURBANCES, SHORTAGES OF LABOR OR MATERIALS, NATURAL DISASTERS, GOVERNMENTAL ACTIONS, ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS, OR NON-PERFORMANCE OF THIRD PARTIES. NEITHER WE NOR ANY OTHER INDEMNIFIED PARTY IS RESPONSIBLE OR LIABLE FOR ANY INCOMPATIBILITY BETWEEN THE WEBSITE AND ANY SITE, SERVICE, SOFTWARE OR HARDWARE, OR ANY DELAY OR FAILURE YOU MAY EXPERIENCE WITH ANY TRANSMISSION OR TRANSACTION RELATED TO THE WEBSITE.
COMPLIANCE WITH APPLICABLE LAW
The Website is based in the United States. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with all applicable laws of your specific jurisdiction.
This Agreement and any action related thereto will be governed by the laws of the State of Ohio.
DISPUTE RESOLUTION & BINDING ARBITRATION
In the event of a dispute arising under or relating to this Agreement, the Content, or the Website (each, a “Dispute”), the parties agree to first submit the matter to mediation to be conducted by a mutually selected, qualified neutral, third-party attorney/mediator located in Columbus, Ohio, which mediation may occur in-person, online (via web cams), or telephonically, and shall be scheduled within 30 days of either party providing the other with a request to mediate. Should mediation fail to resolve the dispute, either party may request that the dispute be resolved by confidential, binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL. DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION.
All disputes will be resolved before a neutral arbitrator whose decision shall be final except for a limited right of appeal under the FAA. Any court in Columbus, Ohio may enforce the arbitrator’s award. The arbitration may be conducted in person, through the submission of documents, by phone, or online and shall be conducted by a qualified JAMS or similarly experienced arbitrator. If conducted in person, the arbitration shall take place in Columbus, Ohio. The parties may litigate in court to compel arbitration, to stay proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. In addition, we may litigate in court to seek injunctive relief.
CLASS ACTION WAIVER
You agree that any arbitration or court proceeding shall be limited to the Dispute between us and you, individually. To the full extent permitted by law, (i) no arbitration or legal proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class-action basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
When you visit the Website or correspond with us via e-mail, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices on the Website. You agree that all agreements, notices, disclosures, and other communications that we provide electronically satisfy any legal requirement that such communications be in writing.
These Conditions and documents referred to herein (as amended from time to time) contain the entire Agreement between you and us relating to the Website and any matter covered and supersede all prior and contemporaneous agreements, representations, understandings or proposals between us. No oral explanation or oral information given by either of us shall alter the interpretation of these Conditions.
MISCELLANEOUS LEGAL PROVISIONS
No waiver of any of the provisions herein by the Company shall constitute a waiver of any other provisions, nor shall any waiver constitute a continuing waiver.
The subject headings in this Agreement are provided for convenience only and shall not alter the construction or interpretation of any of its terms or provisions.