Terms and Conditions
Last Updated: February 1, 2019
Terms and Conditions of Use
By continuing to access or use this Site, or any Service on this Site, you signify YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS OF USE
Any form of transfer or sublicense, or unauthorized access, distribution, reproduction, copying, retransmission, publication, sale, or exploitation (commercial or otherwise), of any portion of the Services, including but not limited to all content, services, digital products, tools or products, is hereby expressly prohibited.
2. PERMITTED USE
Our Site and Services are for your personal and non-commercial use. They contain material that is derived in whole or in part from material supplied and owned by Higher Frequencies and other sources. Such material is protected by copyright, trademark and other applicable laws. Unless otherwise agreed to in writing by Higher Frequencies, you agree that you will not use the Services, or duplicate, download, publish, modify or otherwise distribute or use any material in the Services for any purpose, except for your personal, non-commercial use. You also agree that you will not link to any page on the Site other than the home page (for example, “deep linking”), without the prior written consent of Higher Frequencies. Use of the Services or any materials or content on the Services for any commercial or other unauthorized purpose is prohibited. You acknowledge that storing, distributing or transmitting unlawful material could expose you to criminal and/or civil liability. You may not download (other than page caching) or modify the Services or any portion of them unless we have provided you with express written consent. You shall not make a derivative use of the Services (or any part thereof) for any purpose, nor shall you download or copy information of users, or otherwise engage in data mining or similar data gathering.
Registration, Accounts and Passwords
If we provide you with the ability to establish a personal account and you establish a personal account with us, you agree to provide true and accurate data about yourself on any applicable account registration form, and to update and keep such data current. You shall be solely responsible for maintaining the confidentiality of any such password and account, and are fully responsible for all activities that occur under any such password and account, whether authorized by you or not. You agree to and shall (i) immediately notify Higher Frequencies of any known or suspected unauthorized use(s) of any such applicable password or account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of any such password or credit card information, and (2) ensure that you exit from any applicable account of yours at the end of each session. You are solely responsible for all usage or activity on your account, including but not limited to use of the account by any third party authorized by you to use your account and password. You shall not allow any other person to access or use any username or password of yours. You shall not post your username or password on any website nor transmit it through unsecured sites. We may terminate any membership of yours and access to the Services if we learn that you have provided us with false or misleading registration data. If we feel your username and password are insecure or otherwise problematic, we may require you to change it or terminate your account.
Any fraudulent, abusive, or otherwise illegal activity is grounds for termination of any account of yours. And, in the event of fraudulent, abusive or otherwise illegal activity, Higher Frequencies may refer you to appropriate law enforcement agencies. Higher Frequencies cannot and will not be liable for any loss or damage arising from your failure to comply with this paragraph. Access and use of password protected and/or secure areas of the Site is restricted to authorized users only. Unauthorized individuals attempting to access these areas of the Site may be subject to prosecution.
This website sometimes places “cookies,” i.e., small pieces of text consisting of one or more name-value pairs containing bits of information such as user preferences, on a user’s computer, via the user’s web browser. You have the right to opt out of such use through your web browser’s settings, which allow you to decide whether or not to accept cookies. In addition, you may opt out of cookies by using either of the following mechanisms:
Personally Identifiable Information
5. USER CONDUCT AND SUBMISSIONS INCLUDING, BUT NOT LIMITED TO, USERS OPINIONS, COMMENTS AND DISPUTES
Users may elect to submit their opinions regarding services, content and products found on the Site; typically, this is done in the context of chat rooms, message boards, forum discussions or comment sections. These Users’ comments or opinions are meant to be informative for fellow Users who elect to read or use them. These comments or opinions are exclusively those of the User who post them and are not necessarily the opinion of Higher Frequencies. Moreover, Higher Frequencies does not and cannot guarantee the accuracy or veracity of these opinions or comments.
You are responsible for your use of the Services and the Site, and for any consequences thereof, including any information or materials you choose to make available, public or private communications transmitted through the Services or the Site (including posts), usernames and passwords that you provide to the Services or the Site, including those usernames and passwords provided by you for access to various third party services ( e.g., social networking and other accounts that you wish to link with your account on the Site).
It is a condition of your use of the Services that you do not:
- Interfere with any other user from using and enjoying the Services;
- Collect information about other users or third parties via the Services or use any such information for the purpose of transmitting or facilitating transmission of unauthorized or unsolicited advertising, junk or bulk e-mail, chain letters, or any other form of unauthorized solicitation;
- Engage in the systematic retrieval of data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database or directory, without Higher Frequencies’ prior written consent;
- Solicit other users to join, become members of, or contribute money to any online service or other organization, advocate or attempt to get users to join in illegal schemes or plan or participate in scams involving other users;
- Attempt to gain unauthorized access to other computer systems or networks connected to the Services; or
- Take actions for the purpose of manipulating or distorting, or that may undermine the integrity and accuracy of, any ratings or reviews of any service or product that may be presented by the Services.
- Provide fictitious information or conceal your identity or location, including, but not limited to, in an attempt to circumvent limits associated with promotional or other offers.
- Use the Services for unlawful purposes.
- Use the Services to commit an act of deception, fraud or abuse or violation of Higher Frequencies’ or any other company’s terms.
Additionally, you agree that you will not use the Services to upload, post, or otherwise distribute or facilitate distribution of any material that:
- Is libelous, defamatory or slanderous;
- Is sexually suggestive or contains explicit sexual content (including nudity);
- Does or may denigrate or offend any individual or group on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- Does or may threaten, abuse, harass, or invade the privacy of any third party;
- Is fraudulent or infringes the rights of any third party, including, without limitation, patent, trademark, trade secret, copyright, right of publicity, or other proprietary rights;
- Constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (also known as “spam”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
- Contains a software virus or any other computer code that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment, or to damage or obtain unauthorized access to any data or other information of any third party;
- Encourages conduct that would constitute a criminal offense or give rise to civil liability;
- Impersonates any person or entity, including any employee or representative of Higher Frequencies; or
- Violates any applicable law or these Terms.
Certain areas on the Services may allow you to provide us or others with photos and other images, commentaries, reviews, audio and video, “Feedback” (defined as suggestions, comments or other feedback you provide to us), posts, public or private messages or other content from you (“User Materials”). You alone are responsible for your User Materials, and once published, it cannot always be withdrawn. You assume all risks associated with your User Materials, including anyone’s reliance on its quality, accuracy, or reliability, or any disclosure by you of information in your User Materials that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of your User Materials as described herein. You may not imply that your User Materials is in any way sponsored or endorsed by Higher Frequencies.
You may expose yourself to liability if, for example, your User Materials contain material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation. All User Materials must comply with these Terms. Specific additional rules or terms may apply to the submission of User Materials. In any event, any User Materials you send to us will not be treated as confidential.
IN FURTHERANCE OF THE ABOVE-NOTED, YOU HEREBY AGREE AS FOLLOWS: YOU MAY NOT COPY, REPRODUCE, RECOMPILE, DECOMPILE, DISASSEMBLE, REVERSE ENGINEER, DISTRIBUTE, PUBLISH, DISPLAY, PERFORM, MODIFY, UPLOAD TO, CREATE DERIVATIVE WORKS FROM, TRANSMIT OR IN ANY WAY EXPLOIT ANY PART OF THE SITE OR SERVICES, EXCEPT THAT YOU MAY DOWNLOAD MATERIAL FROM THE SITE AND/OR MAKE A PRINT COPY FOR YOUR OWN PERSONAL, NONCOMMERCIAL USE, PROVIDED THAT YOU RETAIN ALL COPYRIGHT AND OTHER PROPRIETARY NOTICES. MODIFICATION OF THE SITE OR ITS CONTENT WOULD BE A VIOLATION OF HIGHER FREQUENCIES’S COPYRIGHT AND OTHER PROPRIETARY RIGHTS. ADDITIONALLY, YOU MAY NOT OFFER ANY PART OF THE SITE OR SERVICES FOR SALE OR DISTRIBUTE IT OVER ANY OTHER MEDIUM INCLUDING BUT NOT LIMITED TO OVER-THE-AIR TELEVISION OR RADIO BROADCAST, A COMPUTER NETWORK OR HYPERLINK FRAMING ON THE INTERNET WITHOUT THE PRIOR WRITTEN CONSENT OF HIGHER FREQUENCIES. FURTHERMORE, YOU MAY NOT USE ANY OF HIGHER FREQUENCIES’ TRADEMARKS, TRADE NAMES OR SERVICE MARKS IN ANY MANNER WHICH CREATES THE IMPRESSION THAT SUCH NAMES AND MARKS BELONG TO OR ARE ASSOCIATED WITH YOU OR ARE USED WITH HIGHER FREQUENCIES’ CONSENT, AND YOU ACKNOWLEDGE THAT YOU HAVE NO OWNERSHIP RIGHTS IN AND TO ANY OF THESE NAMES AND MARKS. YOU WILL NOT USE THE SITE OR THE INFORMATION CONTAINED THEREIN IN UNSOLICITED MAILINGS OR SPAM MATERIAL. YOU WILL NOT USE ANY OF HIGHER FREQUENCIES’ TRADEMARKS, TRADE NAMES OR SERVICE MARKS IN UNSOLICITED MAILINGS OR SPAM MATERIAL. YOU WILL NOT SPAM OR SEND UNSOLICITED MAILINGS TO ANY PERSON OR ENTITY USING THE SERVICE.
Notwithstanding the foregoing, neither Higher Frequencies, nor its affiliates, directors, officers, employees or other representatives can ensure prompt editing or removal of questionable content after online posting. Accordingly, neither Higher Frequencies, nor any of its affiliates, directors, officers, employees or other representatives shall assume liability for any action or inaction with respect to conduct, communications, or content on the Site.
You are solely responsible for your interactions with other Users. Higher Frequencies reserves the right, but has no obligation, to monitor disputes between you and other Users.
No Endorsement of User Content. You acknowledge and agree that Higher Frequencies does not endorse any User Materials of any user and is not responsible or liable for any User Materials, even though it may be unlawful, harassing, libelous, privacy invading, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable, or that it infringes or may infringe the intellectual property or other rights of another. You acknowledge that Higher Frequencies does not pre-screen or unilaterally monitor any User Materials, but that Higher Frequencies and its designees will have the right (but not the obligation) in its sole discretion to refuse, edit, move or remove any User Materials.
7. USER’S GRANT OF LIMITED LICENSE
Higher Frequencies may use User Materials in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms (“Other Media”). As such, you hereby irrevocably grant Higher Frequencies and its affiliates and licensees a world-wide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable rights to use, including, but not limited to the right to copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare derivative works of, any User Materials for any purpose. Please note that you also irrevocably grant the users of the Services and any Other Media the right to access User Materials in connection with their use of the Services and any Other Media. Finally, you irrevocably waive, and cause to be waived, against Higher Frequencies and its users any claims and assertions of moral rights or attribution with respect to your User Materials. You represent and warrant that you own such content or otherwise have sufficient rights in the content to grant to Higher Frequencies the foregoing license without infringing or violating the rights of any third party. You acknowledge that we are under no obligation to pay you or anyone else for any use or disclosure of User Materials. You hereby confirm: (a) your User Materials will be not be subject to any obligation, of confidence or otherwise, to you or any other person; (b) your posting of the content on or through the Services does not violate the privacy rights, publicity rights, copyrights or other rights of any other person; and (c) your posting is in accordance with these Terms and that we shall not be liable for any use or disclosure of such User Materials. We reserve the right (but do not assume the obligation) in our sole discretion to reject, move, edit or remove any User Materials that are contributed to the Services or Site. You acknowledge that we do not verify, adopt, ratify, or sanction User Materials, and you agree that you must evaluate and bear all risks associated with our use of User Materials or our reliance on the accuracy, completeness, or usefulness of User Materials.
8. RIGHTS RESERVED; PROPRIETARY RIGHTS
All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to Higher Frequencies (the “Intellectual Property Rights”) shall, as between you and Higher Frequencies, at all times be and remain the sole and exclusive property of Higher Frequencies. All present and future rights in and title to Higher Frequencies, the Services and the Site (including the right to exploit such and any portions thereof over any present or future technology) are reserved to Higher Frequencies for its exclusive use.
Higher Frequencies owns all right, title and interest in and to the Services and all materials and content contained in the Services, including, without limitation, all content, site design, logos, button icons, images, digital downloads, data compilations, text, and graphics are protected by copyright, trademark and other intellectual property laws. Any unauthorized use of such materials or content is strictly prohibited.
Permission is granted to individual consumers to electronically copy and to print hard copy portions of the Services solely for personal use. Any other use of materials on the Services, including reproduction for purposes other than those noted above, modification, distribution, or republication, any form of data extraction or data mining, or other commercial exploitation of any kind, without prior written permission of an authorized officer of Higher Frequencies is strictly prohibited. You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our Web pages or the content contained therein without prior written permission of an authorized officer of Higher Frequencies.
Higher Frequencies’ service marks/trademarks may not be used in connection with any product or service that is not provided or authorized by Higher Frequencies, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Higher Frequencies.
9. COPYRIGHTS AND COPYRIGHT AGENTS
Higher Frequencies respects the intellectual property of others, and we ask our users to do the same. The Digital Millennium Copyright Act of 1998 (the “Act”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. Higher Frequencies, pursuant to the Act, reserves the right, but not the obligation, to terminate your license to use the Services if it determines in its sole and absolute discretion that you are involved in infringing activity, including alleged acts of first-time or repeat infringement, regardless of whether the material or activity is ultimately determined to be infringing. Therefore, in compliance with the Act, if you believe that any such third-party materials infringe your intellectual property rights, please send a notice to the agent identified below to request a review of the alleged infringement. The notice must include the following information (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Services are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow Higher Frequencies to locate the material on the Services; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has 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 (f) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send Higher Frequencies a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. Notices and counter-notices with respect to the Services should be sent to:
Higher Frequencies Legal Department
20423 State Road 7
Boca Raton, Florida 33498
by email: firstname.lastname@example.org
Higher Frequencies suggests that you consult your legal advisor before filing a notice or counter-notice. Also, please be aware that there can be penalties for false claims under the DMCA.
10. FEES AND PAYMENTS
Higher Frequencies reserves the right at any time to charge fees for access or use of the Site or Services. If at any time Higher Frequencies requires a fee for access or the use of all or portions of the Site or Services, Higher Frequencies may require you to register and create an account. In no event will you be charged for access or use to all or portions of the Site or Services unless Higher Frequencies obtains your prior agreement to pay such charges. You shall pay all fees and charges incurred through your account at the rates in effect for the billing period in which such fees and charges are incurred, including but not limited to charges for any products or services offered for sale by or through the Site or Services or by any other vendor or service provider. All fees and charges shall be billed to you, and you shall be solely responsible for their payment. You shall pay all applicable taxes relating to the use of the Site or Services through your account, and the purchase of any other products or services. Certain portions or services of Higher Frequencies may require a prepaid fee (“Prepaid Fee”). The Prepaid Fee, and all taxes and other fees related thereto will be paid by you in advance. In no event will you receive access or services from Higher Frequencies if a Prepaid Fee is required unless Higher Frequencies receives, in advance, all fees and charges payable by you, including the Prepaid Fee.
11. THIRD-PARTY WEB SITES AND FUNCTIONALITY
Users may through hypertext or other computer links gain access to other sites on the Internet that are not under Higher Frequencies’ control. These sites may contain information or material that some people may find inappropriate or offensive. Should you, via a link contained herein, view content that is not provided by Higher Frequencies, you do so at your own risk. The content to which you link will not have been developed, checked for accuracy, or otherwise reviewed by Higher Frequencies. You acknowledge that Higher Frequencies is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites, nor for any damages or losses caused by any delays, defects or omissions that may exist in the services, information or other content provided in such linked sites, whether actual, alleged, consequential or punitive. The inclusion of such a link does not imply endorsement of the site by Higher Frequencies.
THE THIRD-PARTY WEB SITES OR SERVICES LINKED TO OR FROM THE SERVICES ARE NOT CONTROLLED BY HIGHER FREQUENCIES. ADDITIONALLY, THIRD PARTIES MAY PROVIDE TOOLS OR SERVICES (“THIRD PARTY TOOLS”) THAT ARE MADE AVAILABLE TO YOU THROUGH OUR SERVICES (FOR EXAMPLE, BUT NOT LIMITED TO, FACEBOOK FEATURES). ACCORDINGLY, HIGHER FREQUENCIES MAKES NO WARRANTIES OR CONDITIONS REGARDING SUCH THIRD-PARTY SERVICES OR WEB SITES OR THIRD-PARTY TOOLS AND WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR USE OF OR RELIANCE ON SUCH THIRD SERVICES OR WEB SITES OR THIRD- PARTY TOOLS. YOUR USE OF THIRD-PARTY SERVICES OR WEB SITES OR THIRD-PARTY TOOLS IS AT YOUR OWN RISK. THE INCLUSION ON THE SERVICE OF A LINK TO A THIRD-PARTY SERVICE OR WEB SITE, OR INCLUSION OF A THIRD-PARTY TOOL, DOES NOT IMPLY AN ENDORSEMENT BY HIGHER FREQUENCIES. WHEN YOU ACCESS ANY OF THESE THIRD-PARTY SERVICES OR SITES, OR THIRD- PARTY TOOLS, YOUR RIGHTS AND OBLIGATIONS WILL BE GOVERNED BY THE AGREEMENTS AND POLICIES RELATING TO THE USE OF THOSE THIRD-PARTY WEB SITES OR SERVICES OR THIRD-PARTY TOOLS.
12. DISCLAIMER OF WARRANTIES; EXCLUSION OF DAMAGES; LIMITATION OF LIABILITY; APPLICABILITY OF DISCLAIMERS, EXCLUSIONS AND LIMITS
While Higher Frequencies uses reasonable efforts to include up to date information on the Site and other Services, Higher Frequencies makes no warranties or representations as to its accuracy, timeliness, reliability, completeness or otherwise.
HIGHER FREQUENCIES PROVIDES THE SITE AND OTHER SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. HIGHER FREQUENCIES, ITS AFFILIATES, AGENTS AND LICENSORS (COLLECTIVELY, THE “HIGHER FREQUENCIES PARTIES”) DISCLAIM ALL WARRANTIES AND CONDITIONS, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. WITHOUT LIMITING THE FOREGOING, HIGHER FREQUENCIES DOES NOT WARRANT THAT THE SITE OR OTHER SERVICE WILL (1) BE UNINTERRUPTED; (2) BE FREE FROM INACCURACIES, ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS; (3) MEET YOUR REQUIREMENTS; OR (4) OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. YOUR USE OF THE SITE AND SERVICE IS SOLELY AT YOUR RISK.
THIS WAIVER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF ANY RECORD. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT EACH OF THE HIGHER FREQUENCIES PARTIES SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE SITE OR OTHER SERVICE. WITHOUT LIMITING THE FOREGOING, HIGHER FREQUENCIES WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING OUT OF (1) YOUR FAILURE TO COMPLY WITH SECTION 2 ABOVE (REGISTRATION, ACCOUNTS AND PASSWORDS) OR (2) CONTENT POSTED TO THE SITE OR OTHER SERVICE BY YOU OR ANY THIRD PARTY.
IN NO EVENT WILL THE HIGHER FREQUENCIES PARTIES’ AGGREGATE LIABILITY TO YOU IN CONNECTION WITH THE SITE AND SERVICE OR THESE TERMS EXCEED THE AMOUNT (IF ANY) PAID BY YOU TO HIGHER FREQUENCIES IN THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT WHICH GAVE RISE TO THE LIABILITY.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF DAMAGES, HIGHER FREQUENCIES’ LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY THE LAW OF SUCH JURISDICTION. IN ADDITION, BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE DISCLAIMER OF CERTAIN WARRANTIES, THE DISCLAIMERS SET FORTH ABOVE MAY NOT APPLY TO YOU.
You will indemnify and hold harmless the Higher Frequencies Parties, and at Higher Frequencies’ option defend the Higher Frequencies Parties, from and against any damage, loss, cost or expense (including without limitation, legal fees and costs) incurred in connection with any third-party claim, demand, proceeding or action (“Claim”) brought against any of the Higher Frequencies Parties arising out of your use of the Services or any alleged breach by you of any provision of these Terms, or the infringement by you, or any other subscriber or user of your account, of any intellectual property or other right of any person or entity. If you are obligated to indemnify any of the Higher Frequencies Parties, Higher Frequencies may, in its sole and absolute discretion, control the defense and disposition (including its possible settlement) of any Claim at your sole cost and expense. Without limitation of the foregoing, you will not settle, compromise or in any other manner dispose of any Claim without the written consent of Higher Frequencies, and you shall cooperate with Higher Frequencies in asserting any available defenses.
14. INTERNATIONAL USE
Higher Frequencies makes no representation that materials on the Site are appropriate, legal or available for use in locations outside the United States and Canada, or that it is authorized for export from the United States or Canada or import into any other country. The Site and Services are not intended for use or distribution by any person in any jurisdiction where such use or distribution is contrary to local law or regulation. Those who choose to use or access the Site or Services from other locations do so on their own initiative and should inform themselves about and observe any such laws or regulations and consult a professional if in doubt as to the meaning of any part of the content and services of Higher Frequencies. You are solely responsible for complying with all import and export laws and regulations and all applicable laws of any jurisdiction outside of the United States from which you may access the Site or Service.
15. BINDING ARBITRATION OF ALL DISPUTES
- the Arbitration shall be conducted before a single arbitrator selected in accordance with the Applicable Rules or by mutual agreement between you and Higher Frequencies (the “Arbitrator”);
- the Arbitrator, and not any federal, state or local court or agency, shall have the exclusive authority to resolve any dispute arising under or relating to the validity, interpretation, applicability, enforceability or formation of these Terms and/or these arbitration provisions hereof, including but not limited to any claim that all or any part of these Terms is void or voidable;
- the Arbitration shall be held either: (i) at a location determined by JAMS (or, if applicable, AAA) pursuant to the Applicable Rules (provided that such location is reasonably convenient for you and does not require travel in excess of 100 miles from your home or place of business); or (ii) at such other location as may be mutually agreed upon by you and Higher Frequencies; or (iii) at your election, if the only claims in the arbitration are asserted by you and are for less than $10,000 in aggregate, by telephone or by written submission.
- the Arbitrator (i) shall apply internal laws of the State of Florida consistent with the Federal Arbitration Act and applicable statutes of limitations, or, to the extent (if any) that federal law prevails, shall apply the law of the United States, irrespective of any conflict of law principles; (ii) shall entertain any motion to dismiss, motion to strike, motion for judgment on the pleadings, motion for complete or partial summary judgment, motion for summary adjudication, or any other dispositive motion consistent with Florida or federal rules of procedure, as applicable; (iii) shall honor claims of privilege recognized at law; and (iv) shall have authority to award any form of legal or equitable relief;
- the Arbitration can resolve only your and/or Higher Frequencies’ individual claims, and the Arbitrator shall have no authority to entertain or arbitrate any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated;
- the Arbitrator shall issue a written award supported by a statement of decision setting forth the Arbitrator’s complete determination of the dispute and the factual findings and legal conclusions relevant to it (an “Award”). Judgment upon the Award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets;
- in the event that you are able to demonstrate that the costs of Arbitration will be prohibitive as compared to the costs of litigation, Higher Frequencies will pay as much of your filing and hearing fees in connection with the Arbitration as the Arbitrator deems necessary to prevent the arbitration from being cost-prohibitive, regardless of the outcome of the Arbitration, unless the Arbitrator determines that your claim(s) were frivolous or asserted in bad faith;
- h. in the event you recover an Award greater than Higher Frequencies’ last written settlement offer, the Arbitrator shall also have the right to include in the Award Higher Frequencies’ reimbursement of your reasonable and actual out-of-pocket attorneys’ fees associated with the Arbitration, but Higher Frequencies shall in all events bear its own attorneys’ fees; and
- i. with the exception of subpart (e) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Applicable Rules, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (e) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor Higher Frequencies shall be entitled to arbitrate their dispute, and must instead bring any claims in a court of competent jurisdiction.
- Higher Frequencies may modify these arbitration provisions, but such modifications shall only become effective thirty (30) days after Higher Frequencies has given notice of such modifications and only on a prospective basis for claims arising from Higher Frequencies Transactions and Relationships occurring after the effective date of such notification.
- Notwithstanding the foregoing arbitration provisions, at your option, you may bring any claim you have against Higher Frequencies in your local small claims court within the United States, if your claim is within such court’s jurisdictional limit; provided that such court does not have the authority to entertain any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated in such proceeding.
16. GENERAL INFORMATION
In its sole and absolute discretion, with or without notice to you, Higher Frequencies may suspend or terminate your use of and access to the Services, terminate your account and/or remove and discard anything transmitted by you, or information stored, sent, or received via the Services without prior notice and for any reason, including, but not limited to: (i) concurrent access of the Services with identical user identification, (ii) permitting another person or entity to use your user identification to access the Services, (iii) any unauthorized access or use of the Services, (iv) any violation of these Terms, (v) tampering with or alteration of any of the software and/or data files contained in, or accessed through, the Services, (vi) failure to use the Services on a regular basis, or (vii) abuse, deception or fraudulent behavior. Such suspension or termination may include, but not be limited to, suspension or termination of access or rights to receive any content. You may terminate your account for any reason by emailing Higher Frequencies at email@example.com. Higher Frequencies shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension of the Services. Termination, suspension, or cancellation of the Services or your access rights shall not affect any right or relief to which Higher Frequencies may be entitled, at law or in equity, and all rights granted to you will automatically terminate and immediately revert to Higher Frequencies.
18. ENTIRE AGREEMENT
19. CONTACT INFORMATION
Higher Frequencies, Inc.
20423 State Road 7
Boca Raton, Florida 33498