\
Efexio Store Terms and Conditions

Ownership of Site; Agreement to Terms of Use

These Terms and Conditions of Use (the "Terms of Use") apply to the Efexio Web site located at www.efexio.com, and all associated applications, features and sites (collectively, the "Site") offered by Efexio, Inc. ("Efexio") and all activity on the Site unless such activity is subject to a separate agreement between you and Efexio, such as the Efexio Store Terms and Conditions and the Artist Program License Agreement, in which case the terms of that agreement will govern in the event of any inconsistencies between such agreement and these Terms of Use. The Site is the property of Efexio and its licensors. BY USING THE SITE, YOU AGREE TO THESE TERMS OF USE; IF YOU DO NOT AGREE, DO NOT USE THE SITE.

Efexio reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time by posting a notice on the Site. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Site following the posting of changes means that you accept and agree to the changes. Efexio may change, suspend or discontinue the Site for any reason, at any time, including the availability of any feature or Content (as defined herein). Efexio may also restrict your access to parts or all of the Site without notice or liability. As long as you comply with these Terms of Use, Efexio grants you a personal, non-exclusive, non-transferable, limited right to enter and use the Site.

You certify to Efexio that if you are an individual (i.e., not a corporation) you are at least 13 years of age. If you are between the ages of 13 and 18, you may use the Site only under the supervision of your parent or guardian. You also certify that you are legally permitted to use the Site. If you are entering into this Agreement on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity to this agreement, in which case the terms "you" or "your" shall refer to such entity.

Content

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, video, music, artwork and computer code (collectively, "Content"), including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content, contained on the Site is owned, controlled or licensed to Efexio by third parties, and is protected by trade dress, copyright, patent and trademark laws, and other intellectual property and unfair competition laws. You shall not store any significant portion of the Content in any form. Copying or storing of any Content for other than personal, noncommercial use is expressly prohibited without prior written permission from Efexio, or from the copyright holder identified in such Content's copyright notice. You shall abide by all copyright and other notices and restrictions contained in any Content accessed through the Site.

Except as expressly provided in these Terms of Use, no part of the Site and no Content may be copied, reproduced, modified, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, Web site or other medium for publication or distribution or for any commercial enterprise, nor may you create derivative works of the Content, without Efexio's express prior written consent.

You acknowledge and agree that if you contribute Content to the Site ("User Content"), you hereby do and shall grant Efexio a non-exclusive, worldwide, royalty-free, transferable, sublicensable right to use, modify, reproduce, distribute, prepare derivative works of, display, publish, perform and otherwise fully exploit such User Content (including all related intellectual property rights) in any media format and through any media channel and to allow others to do so. You also hereby do and shall grant each user of the Site a nonexclusive license to use your User Content as permitted through the functionality of the Site and under this Agreement. You warrant, represent and agree that you have the right to grant Efexio the rights set forth above. You represent, warrant and agree that you will not contribute any User Content that (a) infringes or violates any copyright or trademark or trade secret of another party, (b) infringes any intellectual property right or the privacy or publicity rights of another, (c) is libelous, defamatory, obscene, pornographic, harassing, hateful, offensive or otherwise violates any law or right of any third party, (d) contains a virus, trojan horse, worm, or other computer programming routine or engine intended to detrimentally interfere with any system, data or information, or (e) remains posted after you have been notified that such User Content violates any of sections (a) to (d) of this sentence.

Efexio reserves the right to remove any User Content from the Site at any time, for any reason or for no reason at all. All information transmitted through the Site is the sole responsibility of the person from whom such information originated. Efexio does not assume liability for any User Content. You are responsible for all User Content posted under your username (your "Efexio ID"), including User Content contributed by a third party under your Efexio ID. If you believe User Content residing on the Site infringes a copyright, please contact us at the address listed below.

Any feedback you provide to the Site shall be deemed to be non-confidential and the property of Efexio. Efexio shall be free to use such feedback on an unrestricted basis and will not be liable for any ideas or incur any liability as a result of any similarities that may appear in Efexio's future services or operations.

Your Use of the Site

You may not use the Site or 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 Efexio or others. You may not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site. Efexio reserves the right to bar any such activity.

You may not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any Efexio server, or to any of the services offered on or through the Site, by hacking, password "mining" or any other illegitimate means. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person's use of the Site.

You may not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site, or any other customer of Efexio, including any Efexio account not owned by you, to its source, or exploit the Site or any service or information made available or offered by or through the Site, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Site.

You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or Efexio's systems or networks, or any systems or networks connected to the Site or to Efexio. You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to Efexio on or through the Site or any service offered on or through the Site. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.

Other Terms and Conditions

Additional terms and conditions may apply to specific portions or features of the Site, including contests, promotions or other features, all of which terms are made a part of these Terms of Use by this reference. You agree to abide by such other terms and conditions, including where applicable representing that you are of sufficient legal age to use or participate in such service or feature. If there is a conflict between these Terms of Use and the terms posted for or applicable to a specific portion of the Site or for any service offered by Efexio, on or through the Site or otherwise, the latter terms shall control with respect to your use of that portion of the Site or the specific service. Efexio's obligations, if any, with regard to its products and services are governed by the specific agreements pursuant to which they are provided, and any conflict between these Terms of Use and those agreements should not be construed to alter such agreements.

Accounts, Passwords and Security

Certain features or services offered on or through the Site may require you to open an account (including setting up an Efexio ID and password). You are entirely responsible for maintaining the confidentiality of the information you hold for your account, including your password, and for any and all activity that occurs under your account as a result of your failing to keep this information secure and confidential. You agree to notify Efexio immediately of any unauthorized use of your account or password, or any other breach of security. You may be held liable for losses incurred by Efexio or any other user of or visitor to the Site due to someone else using your Efexio ID, password or account as a result of your failing to keep your account information secure and confidential.

You may not use anyone else's Efexio ID, password or account at any time without the express permission and consent of the holder of that Efexio ID, password or account. Efexio cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.

Privacy

Efexio's Privacy Policy applies to use of this Site, and its terms are made a part of these Terms of Use by this reference. You may access Efexio's Privacy Policy at http://www.efexio.com/privacy. Additionally, by using the Site, you acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information you send to the Site may be read or intercepted by others, even if there is a special notice that a particular transmission (for example, credit card information) is encrypted.

Third Party Sites

This Site may contain links to third-party Web sites ("Linked Sites"). These Linked Sites are provided solely as a convenience to Efexio's visitors. Such Linked Sites are not under Efexio's control, and Efexio 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 Linked Sites.

Warranty Disclaimer

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

YOU ACKNOWLEDGE THAT EFEXIO IS NOT RESPONSIBLE OR LIABLE FOR ANY HARM RESULTING FROM USE OF THE SITE OR DOWNLOADING INFORMATION CONTAINED ON THE SITE. You acknowledge that Efexio has no control over, and no duty to take any action regarding: which users gain access to the Site; what Content you access via the Site; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release Efexio from all liability for your having acquired or not acquired Content through the Site. The Site may contain, or direct you to sites containing, information that some people may find offensive or inappropriate. Efexio makes no representations concerning any content contained in or accessed through the Site, and Efexio will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site.

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, communication line failure, 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.

Efexio 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 Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Efexio updates the information on this Site regularly. However, Efexio cannot guarantee or accept responsibility or liability for the accuracy, currency or completeness of the information on this Site.

Limitation of Liability

IN NO EVENT SHALL EFEXIO, ITS DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, MEMBERS, AGENTS AND REPRESENTATIVES BE LIABLE WITH RESPECT TO THE SITE FOR (A) ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND; OR (B) DAMAGES FOR LOSS OF USE, PROFITS, DATA, IMAGES, USER CONTENT OR OTHER INTANGIBLES. EFEXIO'S LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO THE GREATER OF US$100.00 OR THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SITE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DAY THE ACT OR OMISSION OCCURRED THAT GAVE RISE TO YOUR CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnity

You agree to indemnify and hold Efexio, 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 by any third party due to or arising out of or in connection with your use of the Site.

Violation of These Terms of Use

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

You acknowledge and agree that Efexio may preserve any transmittal or communication by you with Efexio through the Site or any service offered on or through the Site, and may also disclose such data if required to do so by law or Efexio determines that such preservation or disclosure is reasonably necessary to (1) comply with legal process, (2) enforce these Terms of Use, (3) respond to claims that any such data violates the rights of others, or (4) protect the rights, property or personal safety of Efexio, its employees, users of or visitors to the Site, and the public.

You agree that Efexio may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if Efexio determines that you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Site. 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 Efexio, for which monetary damages would be inadequate, and you consent to Efexio obtaining any injunctive or equitable relief that Efexio deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Efexio may have at law or in equity.

You agree that Efexio may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) a request by you (self-initiated account deletions), (3) discontinuance or material modification of the Site or any service offered on or through the Site, or (4) unexpected technical issues or problems.

If Efexio does take any legal action against you as a result of your violation of these Terms of Use, Efexio 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 Efexio. You agree that Efexio will not be liable to you or to any third party for termination of your access to the Site as a result of any violation of these Terms of Use. Any fees paid hereunder are non-refundable. Upon any termination, your right to use the Site will immediately cease. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.

Governing Law; Dispute Resolution

You agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and the State of New York without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in New York City, New York, 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. In the event of any controversy or dispute between Efexio and you arising out of or in connection with your use of the Site, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If Efexio is unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.

Void Where Prohibited

Efexio administers and operates the Site from its location in New York City, New York USA. Although the Site is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. Efexio 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 feature, product or service offered on the Site is void where prohibited. If you choose to access the Site 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 export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations. If any of the provisions of these Terms of Use are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms of Use, so that these Terms of Use shall remain in full force and effect. These Terms of Use constitute the entire agreement between you and Efexio with regard to your use of the Site, and any and all other written or oral agreements or understandings previously existing between you and Efexio with respect to such use are hereby superseded and cancelled. Efexio's failure to insist on or enforce strict performance of these Terms of Use shall not be construed as a waiver by Efexio of any provision or any right it has to enforce these Terms of Use, nor shall any course of conduct between Efexio and you or any other party be deemed to modify any provision of these Terms of Use. These Terms of Use shall not be interpreted or construed to confer any rights or remedies on any third parties. These Terms of Use are not assignable, transferable or sublicensable by you except with Efexio's prior written consent. Efexio may transfer, assign or delegate this Agreement and its rights and obligations without consent. No agency, partnership, joint venture, or employment is created as a result of these Terms of Use and you do not have any authority to bind Efexio in any respect. Any notice that is required or permitted by these Terms of Use shall be in writing and shall be deemed effective upon receipt, when sent by confirmed e-mail to legal@efexio.com or when delivered in person by nationally recognized overnight courier or mailed by first class, registered or certified mail, postage prepaid, to Efexio, Inc., 208 E. 51st Street, Suite 317, New York, NY 10022, Attn: Legal.

Copyright © 2012 Efexio, Inc. All Rights Reserved.

COPYRIGHT POLICY

Efexio has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (http://lcweb.loc.gov/copyright/legislation/dmca.pdf) and other applicable laws. The address of Efexio's Designated Agent to Receive Notification of Claimed Infringement ("Designated Agent") is listed at the end of this policy. It is Efexio's policy to (1) block access to or remove Content that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of Efexio's advertisers, affiliates, content providers, members or users; and (2) remove and discontinue service to repeat offenders. If you believe that Content residing on or accessible through the Site infringes a copyright, please send a notice of copyright infringement by facsimile or regular mail (not e-mail) to Efexio, Inc., Attn: Legal (Copyright Agent), 208 E. 51st Street, Suite 317, New York, NY 10022, Phone: [---], containing the following information:

  • A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
  • Identification of works or materials being infringed;
  • Identification of the Content that is claimed to be infringing including information regarding the location of the Content that the copyright owner seeks to have removed, with sufficient detail so that Efexio is capable of finding and verifying its existence;
  • Contact information about the notifier including address, telephone number and, if available, e-mail address;
  • A statement that the notifier has a good faith belief that the Content is not authorized by the copyright owner, its agent, or the law; and
  • A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.

Once proper infringement notification is received by the Designated Agent, it is Efexio's policy to remove or disable access to the infringing Content and to notify the Content provider or user that it has removed or disabled access to the Content; that repeat offenders will have the infringing Content removed from the Site and that Efexio will terminate such content provider's or user's access to the Site.

In the event that Efexio notifies you that Efexio has received proper infringement notification about your Content, you may elect to send Efexio a counter notice.

Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability.

The process for counter-notifications is governed by Section 512(g) of the Digital Millennium Copyright Act: http://www.copyright.gov/legislation/dmca.pdf

To file a counter notification with Efexio, you must provide the following items to Efexio in writing:

  1. The specific URLs of material that Efexio has removed or to which Efexio has disabled access.
  2. your name, address, telephone number, and (if available)email address.
  3. A statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located (or New York County, New York if your address is outside of the United States), and that you will accept service of process from the person who provided notification under subsection 512(c)(1)(C) of the Copyright Act or an agent of such person.
  4. The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled."
  5. your signature.

Send the written communication to the following address:

Efexio, Inc.
208 E. 51st Street
Suite 317
New York, NY 10022
Attn: Legal (DMCA Counter-Notification)
Email: legal@efexio.com
Phone: 917-464-3743

After Efexio receives your counter-notification, Efexio will forward it to the party who submitted the original claim of copyright infringement. Please note that when Efexio forwards the counter-notification, it includes your personal information. By submitting a counter-notification, you consent to having your information revealed in this way. Efexio will not forward the counter-notification to any party other than the original claimant.

After Efexio sends out the counter-notification, the claimant must notify us within ten (10) days that he or she has filed an action seeking a court order to restrain you from engaging in infringing activity relating to the material on the Site. If Efexio receives such notification, Efexio will not display, distribute or otherwise exploit the material. If Efexio does not receive such notification, Efexio may elect to do so.


News  |  Contact Us  |  Terms of Use  |  Privacy Policy
© 2012 Efexio, Inc. All rights reserved. Patent pending.