This Services Agreement (the "Agreement") is between you (“you” or “your” or “user”) and Diobox, Inc., a Delaware corporation (“Diobox” or “website” or “site” or “we” or “us”) and contains the terms of service (“Terms”) that govern and apply to your access and use of www.diobox.com and Diobox’s event services available via Diobox’s site and Diobox’s mobile apps (collectively, the “Service”). By accessing or using our Service, you agree to be bound by all of the terms and conditions described in these Terms. If you do not agree to all of these terms and conditions, do not use our Service.
USE OF SERVICES
Diobox grants you a non-exclusive, non-transferable, limited right to access, use and display its service (“Account”) subject to the Terms herein on any machine(s) or device(s) on which you are the primary user; in each case (a) in compliance with these Terms, and (b) to the extent permitted under all applicable laws and regulations (foreign and domestic). Notwithstanding the foregoing, you shall not, and shall not permit anyone else to, directly or indirectly: (i) copy, modify, reproduce, translate, localize, port or otherwise create derivatives of any part of the Service or Content (as defined below); (ii) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organization of all or any part of the Service; (iii) rent, lease, resell, distribute, use the Service for timesharing, service bureau, or otherwise exploit the Service in any unauthorized manner; (iv) remove or alter any proprietary notices or labels on or in the Service or Content; (v) engage in any activity that interferes with or disrupts the Service; or (vi) engage in any fraudulent activity or activity that facilitates fraud. Any rights not expressly granted herein are reserved.
Our Service may change from time to time and/or we may stop (permanently or temporarily) providing the Service (or features within the Service), possibly without prior notice to you. Certain features of our Service may be subject to additional terms or conditions, which will be posted with those features. Diobox retains the exclusive right without obligation to introduce, discontinue or reintroduce any services or features at its discretion.
FEES AND PAYMENT
Diobox may offer a free version of the Service for the user on a trial basis or with limited functionality; otherwise the Service requires a payment. If you sign-up for a paid Service, you agree to the following:
- Regardless of whether or not you use the Service, You agree to pay all subscription and/or membership fees, connect time charges, surcharges, applicable taxes and other charges you incur regarding your use of the Service. Diobox will charge you in accordance with the plan you choose. You are responsible to pay all charges associated with the Service, including, without limitation, cellular service, data charges, telephone and computer equipment necessary to access the Service to avoid a disconnection from the Service or a termination of your account.
- In the event of a breach of security, you will remain financially liable for any unauthorized use of your account with Diobox until you notify Diobox in writing by sending an email message to [email protected]
- Diobox reserves the right to increase fees, surcharges, subscription plans and/or membership fees or to institute new fees at any time for any reason, provided, however that whenever possible, Diobox will give you reasonable notice of such change. Diobox may reduce these fees at any time without notice to you. If your account is terminated or canceled, no part of any fees paid is refundable and any credits to your account is not convertible to cash or other form of credit.
- You authorize Diobox to charge using your selected payment method, for all applicable fees. Diobox may also periodically authorize your credit card in anticipation of account or related charges. All fees and charges are nonrefundable and there are no refunds or credits for partially used periods.
- Chargeback Waiver: All references to a “chargeback” refer to a full or partial reversal of a credit/debit card charge placed by Diobox. There is no reason for a chargeback to ever be filed and you waive the right to chargeback or the like. If you feel that your credit/debit card was used fraudulently on Diobox, please contact us for immediate resolution. You agree that you will not chargeback any amount charged to your credit/debit card on this site.
In order to access and use Diobox, you will need to register and create an account (your “Account”). By creating an Account, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. When creating an Account, you may be required to provide certain personal information about yourself and will establish a username and a password. You agree to provide accurate, current and complete information about your Account. You also agree to the following:
- When creating an Account, don’t:
- provide any false personal information to us (including a false username or email address) or create any account for anyone other than yourself without such other person’s permission;
- use a username that is the name of another person with the intent to impersonate that person;
- use a username that is subject to rights of another person without appropriate authorization; or
- use a username that is offensive, vulgar or obscene or otherwise in bad taste.
- We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, false or misleading or to reclaim any username that you create through the Service that violates our Terms. You are responsible for maintaining the confidentiality of your password and Account, and agree to notify us if your password is lost, stolen, or disclosed to an unauthorized third party, or otherwise may have been compromised. You are responsible for activities that occur under your Account.
- Account Security: You are responsible for maintaining the confidentiality of your account and password, and are wholly responsible for all activities that occur under your account. You agree to (a) immediately notify Diobox of any unauthorized use of your account or password or any other breach of security, and (b) ensure that you exit from your account at the end of each session. In the event of any dispute between two or more parties as to account ownership, you agree that Diobox shall be the sole arbiter of such dispute in its sole discretion and that Diobox’s decision (which may include termination or suspension of any account subject to dispute) shall be final and binding on all parties.
- You agree that you will not use the Service for any illegal or unethical purpose, event, goal; nor in a manner related thereto.
- Diobox shall not at any time or for any purpose be deemed as the publisher or speaker of any information or communication initiated or made by you.
Our Service allows you to store lists of contact information, create email and invitation messages, upload photos, publish event information, and otherwise make available certain information, images, videos, text, links and/or other content (“Content”).
In any capacity in which you use Diobox, you understand that you are liable for all Content, in whatever form, that you provide or otherwise make available to or through the Service. You agree not to use the Service to:
- directly or indirectly disparage, damage or impugn the personal, professional or commercial reputation of any legal or natural person. You are responsible for your own actions and statements;
- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- violate CANSPAM;
- impersonate any person or entity, including, but not limited to, a Diobox representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
- upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other intellectual property or proprietary rights of any person or entity;
- upload, post, email, transmit or otherwise make available any Content related to the sale or provision of goods and services other than the sale or provision of tickets and registrations to events listed on the Service and other goods and services being sold or provided in conjunction with such events;
- upload, post, email, transmit or otherwise make available any Content that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or to otherwise interact with the Services in a manner not permitted by these Terms or expressly authorized by Diobox;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
- intentionally or unintentionally violate any applicable law or regulation (foreign or domestic), including without limitation (a) regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange (e.g., the New York Stock Exchange, the American Stock Exchange or the NASDAQ) and (b) laws and regulations (foreign or domestic) regarding the sale of tickets (including without limitation with respect to licensure requirements, maximums or limits on ticket prices, etc.);
- collect credit card number, expiration date or CSC code or any other credit card information;
- collect social security number, financial account number, drivers' license number, information covered by the Health Insurance Portability and Accountability Act of 1996, or other sensitive information required to be encrypted under applicable laws or for which disclosure is required in case of a data breach without first obtaining Diobox’s prior written consent; or
- stalk or otherwise harass any person or entity.
You acknowledge that Diobox does not pre-screen your Content or Third Party Content in connection with the Service, but that Diobox and its designees shall have the right (but not the obligation) to monitor, alter, edit, or remove any of your Content, in whole or in part. You acknowledge and agree that Diobox may preserve your Content and account information and may also disclose your Content and account information if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any of your Content violates the rights of third parties; and/or (d) protect the rights, property, or personal safety of Diobox, its users and/or the public. You understand that the technical processing and transmission of the Service, including your Content, may involve transmissions over various networks and/or changes to conform and adapt to technical requirements of connecting networks or devices.
You hereby agree to indemnify, defend and hold harmless Diobox and its employees, licensors, independent contractors, providers, subsidiaries and affiliates (collectively, the "Affiliates"), from and against any and all liability and costs incurred in connection with any claim arising out of any breach by you of the foregoing Terms, representations, warranties and covenants, including, without limitation, attorneys' fees and costs. You shall cooperate as fully as reasonably required in the defense of any claim. Diobox reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of Diobox.
LIMITATION OF LIABILITIES/DISCLAIMER OF WARRANTIES
- YOU AGREE THAT THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. DIOBOX HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT AND FITNESS FOR ANY PARTICULAR PURPOSE;
- DIOBOX MAKES NO WARRANTY THAT: (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY, SAFETY OR LEGALITY OF ANY CONTENT, PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU, OR EVENTS ATTENDED, THROUGH THE SERVICE, OR THE SERVICE ITSELF (OR ANY PART THEREOF), WILL MEET YOUR EXPECTATIONS, OR (E) ANY ERRORS IN THE SERVICES WILL BE CORRECTED;
- DIOBOX IS NOT RESPONSIBLE AND SHALL HAVE NO LIABILITY FOR THE CONTENT, PRODUCTS, SERVICES, ACTIONS OR INACTIONS OF ANY USER OR THIRD PARTY BEFORE, DURING AND/OR AFTER AN EVENT, EVEN IF DIOBOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;
- DIOBOX WILL HAVE NO LIABILITY WITH RESPECT TO ANY WARRANTY DISCLAIMED ABOVE;
- YOU ACKNOWLEDGE THAT DIOBOX HAS NO CONTROL OVER AND DOES NOT GUARANTEE THE QUALITY, SAFETY OR LEGALITY OF EVENTS ADVERTISED, THE TRUTH OR ACCURACY OF ANY USERS' OR THIRD PARTY’S CONTENT OR LISTINGS, OR THE ABILITY OF ANY USER OR THIRD PARTY TO PERFORM, OR ACTUALLY COMPLETE A TRANSACTION;
- ANY MATERIAL DOWNLOADED, PRODUCTS PURCHASED FROM DIOBOX, RELIANCE ON ANY INFORMATION IN THE SITE OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL OR ANY OTHER LOSS CONNECTED THERETO;
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DIOBOX OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE;
- YOU AGREE THAT DIOBOX SHALL BEAR NO LIABILITY WHETHER PARTIAL OR COMPLETE FOR ANY LOSS OCCASIONED BY OR ARISING FROM OUTAGES ON THE SITE, UPDATES TO THE SITE, FAILURE OF SECURITY MEASURES, USE OR RELIANCE ON LINKS TO SITES OF THIRD PARTIES OR LINKS FROM SITES OF THIRD PARTIES TO THE DIOBOX SITE, OR ANY OTHER LOSS CONNECTED TO THE USE OF THE SERVICE OR DIOBOX’S ACTIONS IN RELATION THERETO INCLUDING BUT NOT LIMITED TO ACTS OF NEGLIGENCE, EVEN IF DIOBOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES;
- UNDER NO CIRCUMSTANCES SHALL DIOBOX BE LIABLE FOR ANY SPECIAL OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SERVICES, EVEN IF DIOBOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- THE FOREGOING DISCLAIMERS SHALL NOT APPLY TO THE EXTENT, AND ONLY TO THE EXTENT, PROHIBITED BY LAWS APPLICABLE TO YOU (TAKING INTO ACCOUNT THE CHOICE OF LAW PROVISION OF THESE TERMS OF SERVICE).
- The material and content accessible from this site, and any other website owned, operated, licensed, or otherwise controlled by Diobox (the “Diobox Content”) is the proprietary information of Diobox or the party that provided or licensed the Diobox Content to Diobox, whereby such providing party retains all right, title, and interest in the Diobox Content. Diobox Content is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Service is protected by copyright as a collective work and/or compilation.
- Use of the Service beyond the scope of authorized access granted to you by Diobox immediately terminates said permission or license or your Account. In order to collect, aggregate, copy, duplicate, display or make derivative use of the Service or any Diobox Content made available via the Service for other purposes not stated herein, you must first obtain a license from Diobox.
- Although Diobox does not claim ownership of content that its users or third parties post or submit and are subsequently posted, by submitting and/or posting Content to any area of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to Diobox an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content, and to grant and authorize sublicenses of the foregoing. Diobox shall bear no liability in part or in whole for any infringement it may occasion in exercise of its foregoing rights.
- The Service may contain Content belonging to or originating from third parties ("Third Party Content"). Such Third Party Content is not investigated, monitored or checked for accuracy, appropriateness, or completeness by Diobox, and you agree that we are not responsible for any Third Party Content posted on or available through the Service. Inclusion of, linking to or permitting the use of any Third Party Content does not imply approval or endorsement thereof by Diobox.
- The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any Diobox Content made available in connection with the Service infringes your copyright, you (or your agent) may send us a notice requesting that the Content be removed, or access to it blocked.
NOTIFICATION OF CLAIMS OF INFRINGEMENT
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify Diobox's agent for notice of claims of copyright or other intellectual property infringement (“Agent”), at [email protected] and/or with our Designated Agent to Receive Notification of claims of Infringement registered with the US Copyright Office.
Attention: Copyright Agent
To be effective the notification must be in writing and contain the following information:
- Identify the material on the Diobox site that you claim is infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, with enough detail and information reasonably sufficient to permit us to locate it on the website;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works on our site.
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- A statement by you declaring under penalty of perjury that (1) the above information in your Notice is accurate, and (2) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
- Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; and
- Your physical or electronic signature.
Diobox will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA). We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, Diobox will also terminate a user’s account if the user is determined to be a repeat infringer.
Either you or Diobox may terminate this Agreement at any time upon notice. Diobox reserves the right to restrict, suspend or terminate the Services in whole or in part, without notice, with respect to any breach or threatened breach of these Terms. If Diobox terminates your account pursuant to this Section, Diobox reserves the right to deny access to the Service in whole or in part, including, without limitation, removing your data from the Diobox server, and to refuse to provide the Service to you following such termination.
MODIFICATIONS TO AGREEMENT
Diobox has the right to modify this Agreement. Any modification is effective immediately upon posting on the Diobox website that is reflected by the “Last Updated” date of this Agreement. Your continued use of the Diobox Service following notice of any modification to this Agreement shall be conclusively deemed an acceptance of all such modification(s).
- No Partnership: You agree that no joint venture, partnership, employment, or agency relationship exists between you and Diobox as a result of this agreement or use of Diobox Service.
- Governing Law: The formation, construction, performance and enforcement of this Agreement shall be governed solely in accordance with the laws of the state of New York without regard to its conﬂict of law provisions or the conﬂict of law provisions of any other jurisdiction. In the event of a dispute arising out of this Agreement, the parties’ speciﬁcally consent to the personal and exclusive jurisdiction of the local, state and federal courts of New York. The parties hereby waive any jurisdictional or venue defenses available to them and further consent to service of process in accordance with the Laws of the State of New York.
- Severability: Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall nevertheless remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid or enforceable provision.
Last updated: March 7, 2016