FieldReport: Terms of use

Last Modified: September 15, 2008.

Welcome to FieldReport, Inc. ("FieldReport"). The following terms and conditions ("Terms of Service"), along with any other agreements or rules posted on our Web site (the "Site") http://www.fieldreport.com, or otherwise provided to you by FieldReport, shall govern your use of the Site and the services ("Services") offered at the Site. These Terms of Service do not alter in any way the terms or conditions of any other agreement you may have with FieldReport, or its subsidiaries or affiliates, for products, services or otherwise. By accessing or using the Services or Site, you are agreeing to the following terms and conditions. Please read them carefully before using this Site or Services. Should you have any questions concerning this Agreement, please contact info@fieldreport.com.

You must be 18 years of age or older to register and create a FieldReport Account, and by completing the registration process for the Services, you represent and warrant that you are 18 years of age or older and have read, understand, have the legal capacity to, and hereby agree to, be legally bound by these terms and conditions. If you are between 13 and 18 years of age, you must have a parent create an account, authorize you to use such account, and confirm and consent to your agreement to these Terms of Service, in order to access any feature or service that requires and account. FieldReport is available ONLY TO USERS 13 YEARS OF AGE OR OLDER.

A. MODIFICATIONS TO THIS AGREEMENT

We reserve the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. You can find the most recent version of these terms and conditions on the Site, with the date of last modification noted above. You agree that such modifications shall become effective immediately upon the posting thereof, and you hereby waive any right you may have to receive specific notice of such changes or modifications. We encourage you to check the date of our terms and conditions whenever you visit this Site to check if they have been updated. You must review this agreement on a regular basis to keep yourself apprised of any changes. If you do not agree to the revised terms and conditions, your sole recourse is to immediately stop all use of the Services. Your continued use of the Services following the posting of modifications will confirm your acceptance of the revised terms and conditions. Should you have any questions regarding the use of our Site, please contact us at: info@fieldreport.com.

B. YOUR REGISTRATION OBLIGATIONS.

We provide the Services for your personal and professional use only. You may not use the Services commercially or to conduct business, other than to market your work through the Site, without a separate written contract with FieldReport.

To obtain and use the Services, you will be required to register with FieldReport by completing a registration form and designating a user ID and password. When registering with FieldReport you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

You may not authorize any third party to access or use the Services on your behalf, unless that third party is serving as your authorized representative under a legally binding power of attorney, is posting to your account only content of which you are the true creator and copyright holder, and such access is necessitated by your physical disability or your situational inability to access a computer connected to the internet. You are responsible for maintaining the confidentiality and security of your user ID and password and agree not to share your user ID and password with third parties, other than minor children who are authorized to use your account. You are fully and solely responsible for all activities that occur under your user ID or password. You agree to immediately notify FieldReport of any unauthorized use of your user ID or password or any other breach of security. FieldReport cannot and will not be liable for any loss or damage arising from any unauthorized use of your account.

C. CONSENT TO ELECTRONIC COMMUNICATIONS AND SOLICITATION.

By registering with FieldReport, you understand and agree that we may send you email or other communications or data from FieldReport regarding FieldReport, the Site and the Services (and any other communications that we may disclose in these Terms of Service, in our Privacy Policy or elsewhere on the Site), including but not limited to (i) notices about the Site or our Services or your use thereof, including any notices concerning changes to our terms and policies and violations of use, (ii) updates, and (iii) promotional information and materials regarding FieldReport and its products, services, and contests, via electronic mail or other means. Please see our Privacy Policy for more information on the types of communications we may send you and the opportunities we provide to opt-out of receiving such communications.

D. SUBMISSIONS AND SUBMISSION AGREEMENT.

Writers who create an account may submit to the Site original documents and stories about their true-life experiences for posting on the Site (each a "Submission"). Submissions may be reviewed and rated by the community of users and may be entered, at FieldReport's discretion, into various writing contests that FieldReport may sponsor from time to time. All Submissions shall be subject to, and by posting any Submission you hereby agree to, the terms and conditions of the FieldReport Submission Agreement ("Submission Agreement"), which is incorporated herein by this reference. You should read the Submission Agreement carefully before making any Submissions as it creates and grants certain rights, obligations and restrictions regarding your Submission. See Section H below and the Official Contest Rules for more information regarding contests on the Site.

E. LIMITED LICENSE TO USE SITE.

Unless otherwise indicated in the Site, the Site and all content and other materials on the Site, including, without limitation, the FieldReport logo, and all documents, stories, text, designs, graphics, pictures, photographs, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the "Site Materials") are the proprietary property of FieldReport or its licensors or users and are protected by U.S. and international copyright laws. You are granted a limited, non-sublicensable license (the "License") to access and use the Site and (except where prohibited without a license) print to hard copy portions of the Site Materials for your informational, non-commercial and personal use only. Any other use of the Site Materials, including any publication or dissemination of any Site Materials, requires an express license from FieldReport. The License granted herein is subject to these Site Terms of Service and does not include: (a) any resale or commercial use of the Site or the Site Materials therein; (b) the collection and use of any content listings, pictures or descriptions; (c) the distribution, public performance or public display of any Site Materials; (d) modifying or otherwise making any derivative uses of the Site and the Site Materials, or any portion thereof; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of the Site, the Site Materials or any information contained therein, except as expressly permitted on the Site; or (g) any use of the Site or the Site Materials other than for its intended purpose.

Any use of the Site or the Site Materials other than as specifically authorized herein, without the prior written permission of FieldReport, is strictly prohibited and will terminate the License granted herein. Such unauthorized use may also violate applicable laws including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Site Terms of Service shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.

F. FieldReport Community Rules

The Site and the Services permit the submission, posting and transmission of stories, documents, poems, reviews, messages, materials, data, information, text, music, sound, photos, video, graphics, code or other items or content on the Site including without limitation Submissions ("User Content"). You are solely responsible for the User Content you post, and you agree not to submit, post, upload to, transmit, distribute, store, create or otherwise publish through the Site any of the following:

1. User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;

2. User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;

3. User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By posting any User Content, you represent and warrant that you have the lawful right to distribute and reproduce such User Content;

4. User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;

5. Unsolicited promotions, political campaigning, advertising or solicitations;

6. Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;

7. Viruses, corrupted data or other harmful, disruptive or destructive files;

8. User Content that contains undesirable images of, content regarding, or links or references to tobacco and alcohol products, illegal drugs, excessive violence or prejudicial or discriminatory content; and

9. User Content that, in the sole judgment of FieldReport, is objectionable or which restricts or inhibits any other person from using or enjoying the Site or the Services, or which may expose FieldReport or its users to any harm or liability of any type.

10. Submissions to the FieldReport experiential writing contest that are fictional, do not involve true-life stories or that are otherwise false or misleading.

Any use of the Site in violation of the foregoing rules (the "Community Rules") violates these Site Terms of Service and may result in, among other things, termination or suspension of your rights to use the Site and the Services. You remain solely liable for all User Content you submit or post on the Site or through the Service. FieldReport takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is FieldReport liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Your access and use of User Content and posting of Submissions is at your own risk. As a provider of interactive services, FieldReport is not liable for any statements, representations or User Content provided by its users on the Site. Although FieldReport does not routinely review User Content and has no obligation to review, screen, edit or monitor any of the User Content posted on the Site, FieldReport reserves the right, and has absolute discretion, to review, remove, reject, disable access to, screen or edit any User Content posted or stored on the Site at any time and for any reason without notice, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Site at your sole cost and expense. FieldReport reserves the right, in its sole discretion, to determine whether and what action to take in response to particular User Content, and any action or inaction in a particular instance shall not dictate or limit FieldReport's response with respect to other User Content.

You represent and warrant that (a) you own and control all of the rights to the User Content that you post or you otherwise have all necessary rights to submit and post such User Content to the Site and grant the licenses granted herein and in the Submission Agreement; (b) the User Content is accurate and not misleading; and (c) use and posting of the User Content you supply does not violate these Site Terms of Service and will not violate any rights of or cause injury to any person or entity.

You retain all ownership of and copyright in any User Content you post or submit to the Site. If you post User Content to the Site, unless we indicate otherwise, you grant FieldReport and its affiliates a worldwide, royalty-free (except as provided in the Submission Agreement), perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, edit, adapt, publish, translate, create derivative works from, distribute, perform and display such User Content throughout the world in any form or media. For Submissions, this License is subject to additional rights, restrictions, terms and conditions as set forth in the Submission Agreement, and in the event of any conflict between these Terms of Service and the Submission Agreement, the Submission Agreement shall control. You grant FieldReport and its affiliates and sublicensees the right to use the name that you submit in connection with such content, to the extent that it is made publicly available on the Site

G. USER CONDUCT

In using the Site or the Services, you agree to comply with the following rules of conduct (the "Conduct Rules")

1 You may not use the Services in any way that violates applicable federal, state, or international law, or for any malicious or unlawful purpose.

2. You may not post any material 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 otherwise attempt to harm, disrupt, or otherwise engage in activity that diminishes the Site, computer systems and network, or the Services or that imposes an unreasonable or disproportionately large load on our infrastructure.

3. You may not attempt to interfere with any other person's use of the Services.

4. You may not misrepresent your identity, impersonate any person or entity or otherwise misrepresents your affiliation with a person or entity.

5. You may not attempt to gain access to any account, computers or networks related to the Services without authorization.

6. You may not attempt to obtain any data through any means from the Services, except if we intend to provide or make it available to you.

7. You may not attempt to charge others to use the Services either directly or indirectly.

8. You may not use any robot, spider, scraper or other automated means or any manual process for any purpose without our express written permission. You may not violate the restrictions in any robot exclusion headers on this Website or bypass or circumvent other measures employed to prevent or limit access to this Site.

9. You may not forge or otherwise manipulate identities in order to disguise the origin of any User Content transmitted through the Site.

10. You may not use the Site to send or make available any unsolicited or unauthorized advertising, solicitations, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.

11. You may not post or share any personally identifiable or private information of any third party or collect or store personally identifiable or private information of any third party without authorization.

12. You may not solicit passwords or personal information from anyone under 18 or engage in any predatory or stalking conduct.

All judgments concerning the applicability or violation of these Conduct Rules shall be at the sole and exclusive discretion of FieldReport. Any use of the Site in violation of the foregoing rules (the "User Content Rules") violates these Site Terms of Service and may result in, among other things, termination or suspension of your rights to use the Site and the Services. FieldReport reserves the right, in its sole discretion, to determine whether and what action to take in response to each such notification, and any action or inaction in a particular instance shall not dictate or limit FieldReport's response to a future complaint. You acknowledge and agree that FieldReport shall not assume or have any liability for any User conduct or for any action or inaction by FieldReport with respect to any User conduct. Users shall remain solely responsible for their conduct.

H. CONTEST RULES.

Any User Content submitted to the Site for publication will, at FieldReport's discretion, be entered into various writing contests that FieldReport may sponsor from time to time. By submitting User Content, you agree to participate in the contest and you acknowledge that you have read and agree to all of the terms, conditions and rules set forth in the Official Contest Rules, which are hereby incorporated into these Terms of Service by reference. Without limiting the foregoing, you understand and agree that as a condition of being awarded any prize of U.S. $1,000 or greater, winners will be required to execute and deliver a signed affidavit of eligibility and acceptance of the Official Contest Rules, and an assignment of all rights in the winning User Content to FieldReport. Please see the Official Contest Rules for more details.

I. INTELLECTUAL PROPERTY RIGHTS AND NOTICES.

You agree that FieldReport or its licensors retain all ownership of and proprietary rights, title and interest, including copyright and all other intellectual property rights, in and to the Site, the Site Materials and the Service. You retain ownership of and proprietary rights in the User Content you submit, subject to the license granted to FieldReport in these Terms of Service and the Submission Agreement

FieldReport, and the FieldReport logo and any other product or service names or slogans of FieldReport contained in the Site are including without limitation, either trademarks, service marks or registered trademarks of FieldReport, and may not be copied, imitated, or used, in whole or in part, without FieldReport's prior written permission or that of our suppliers or licensors. Other product and company names may be trade or service marks of their respective owners. You may not use any metatags or any other "hidden text" utilizing "FieldReport" or any other name, trademark or product or service name of FieldReport without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of FieldReport and may not be copied, imitated or used, in whole or in part, without our prior written permission. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.

FieldReport may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter in its Site that are part of the Services. Unless we have granted you licenses to our intellectual property in these terms and conditions, our providing you with such Web pages does not give you any license to our intellectual property. Any rights not expressly granted herein are reserved.

J. REPEAT INFRINGER POLICY; NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT.

In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, FieldReport has adopted a policy of terminating, in appropriate circumstances and at its sole discretion, subscribers or account holders who are deemed to be repeat infringers. FieldReport may also at its sole discretion limit access to the Site 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 Site infringes the copyright in your work please provide notice in accordance with the DMCA to FieldReport's Agent for Notice of Claimed Infringement as set forth below ("Agent").

FieldReport's Agent can be reached at:

FieldReport, Inc.
Attention Michael Bolcerek
1806 Belles Street, Suite 10B
San Francisco, CA 94129

E-Mail Address of Designated Agent: legal@fieldreport.com

K. THIRD PARTY TRANSACTIONS, CONTENT, SITES AND SERVICES.

Any transactions using FieldReport's services are between the transacting parties only. The Site and the Services may link you or provide you with certain functionality and access to third party content, services, advertising and promotions, including Web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole. Users use such Third Party Content contained therein at their own risk. However, FieldReport is not an agent of any transacting party, nor are we a direct party in any such transaction, and we do not endorse, monitor or have any control over any third party content, sites, transactions or services. Any such activities, and any terms associated with such activities, are solely between you and the applicable third party. Similarly, we are not responsible for any third party content you access with the Services and do not represent or warrant the accuracy of or undertake any responsibility to update or review any such third party content. You irrevocably waive any claim against us with respect to such sites and third party content, transactions and services, and FieldReport shall have no liability, obligation or responsibility for any such content, correspondence, purchase, promotion or transaction between you and any such third party. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You are solely responsible for your dealings with any third party related to the Services. Should you have any problems resulting from your use of any third party services or content, or should you suffer data loss or other losses as a result of problems with any of your other service providers or any third party services, we will not be responsible.

L. HYPERLINKS

You are granted a limited, non-exclusive right to create a text hyperlink to the Site for noncommercial purposes, provided such link does not portray FieldReport or any of its products and services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a FieldReport logo or other proprietary graphic of FieldReport to link to this Site without the express written permission of FieldReport. Further, you may not use, frame or utilize framing techniques to enclose any FieldReport trademark, logo or other proprietary information, including the images found at the Site, the content of any text or the layout/design of any page or form contained on a page on the Site without FieldReport's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of FieldReport or any third party.

FieldReport makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third party Web sites accessible by hyperlink from the Site, or Web sites linking to the Site. Such sites are not under the control of FieldReport and FieldReport is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. FieldReport provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by FieldReport of any site or any information contained therein. When you leave the Site, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site.

M. PRIVACY.

Please refer to our Privacy Policy for information regarding how your personal information is collected and used on the Site.

N. FIELDREPORT MAKES NO WARRANTIES.

FieldReport intends for the information contained on its Site and Services to be accurate and reliable; however, errors sometimes may occur. In addition, FieldReport may make changes and improvements to the information provided herein at any time. FIELDREPORT PROVIDES ITS SITE AND SERVICES "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE," AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FIELDREPORT, ITS AFFILIATES, RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS AND/OR SUPPLIERS (EACH, A "FIELDREPORT PARTY," AND COLLECTIVELY, THE "FIELDREPORT PARTIES") MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. THE FIELDREPORT PARTIES DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT ACCESS TO OR USE OF THE WEB SITES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS CONTRACT.

FIELDREPORT MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE SITE MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES CONTAINED ON THIS SITE FOR ANY PURPOSE, AND THE INCLUSION OR OFFERING OF ANY PRODUCTS OR SERVICES ON THIS SITE DOES NOT CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH PRODUCTS OR SERVICES BY FIELDREPORT.

O. LIMITATIONS OF LIABILITY

IN NO EVENT WILL ANY FIELDREPORT PARTY BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS CONTRACT OR YOUR USE OF THE SITE, THE SITE MATERIALS, OR THE SERVICES, EVEN IF SUCH FIELDREPORT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER THIS SECTION IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF WARRANTY, (3) NEGLIGENCE, OR (4) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH THE SERVICE, YOU DO NOT AGREE WITH ANY PART OF THIS CONTRACT, OR YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY FIELDREPORT PARTY WITH RESPECT TO THIS CONTRACT OR THE SERVICE, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE. In the event that, notwithstanding the foregoing disclaimers and indemnification, FieldReport is found responsible to any FieldReport User for any reason whatsoever, FieldReport's responsibility shall be limited to the transaction fees assessed for such user's transactions for FieldReport's Services, and shall not include punitive damages or consequential or resulting damages of any nature.

P. CHANGES TO THE SERVICE; ADDITIONAL LIABILITY LIMITATION.

WE MAY CHANGE OR DISCONTINUE THE SITE AND THE SERVICES OR DELETE FEATURES AT ANY TIME AND FOR ANY REASON. WITHOUT LIMITING THE GENERAL NATURE OF SECTIONS N AND O, THE FIELDREPORT PARTIES ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION, ANY INFRINGING, INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY, TORTIOUS, OR ILLEGAL CONTENT, OR (2) ANY THIRD PARTY CONDUCT, TRANSMISSIONS OR DATA. IN ADDITION, WITHOUT LIMITING THE GENERALITY OF SECTIONS N AND O, FIELDREPORT IS NOT RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES THAT AFFECT YOUR ACCESS TO OR USE OF THE SITE, THE SITE MATERIALS AND THE SERVICES, (2) ANY INCOMPATIBILITY BETWEEN THE SITE AND SERVICES AND OTHER WEB SITES, SERVICES, SOFTWARE AND HARDWARE, (3) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE IN INITIATING, CONDUCTING OR COMPLETING ANY TRANSMISSIONS OR TRANSACTIONS IN CONNECTION WITH THE SOFTWARE AND SERVICES IN AN ACCURATE OR TIMELY MANNER, (4) ANY REVIEWS, COMMENTS OR RATINGS OR THE CONTENT, RESULTS, FAIRNESS, ACCURACY OR EFFECT OF SUCH REVIEWS, COMMENTS OR RATINGS; OR (5) ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY SITE MATERIALS, SOFTWARE AND SERVICES AVAILABLE FROM THIRD PARTIES ON THE SITE OR THROUGH LINKS ON THE SITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

Q. INDEMNIFICATION.

You agree to indemnify, defend and hold harmless FieldReport, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers, to and from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, arising out of, resulting from or relating to any Submission or other User Content you post, your use of the Site, your conduct on the Site or your Violation of these Terms of Service or the Submission Agreement. FieldReport reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with FieldReport in asserting any available defenses.

R. TERMINATION OF SERVICE.

FieldReport reserves the right to terminate without notice your password, account or use of the Site and the Services, to delete any data stored on the Site or in connection with the Services, and to block or prevent future access to the Site and the Services, in our sole discretion, without cause and/or without notice. You may terminate your user account upon notice to FieldReport at any time. Upon termination, ANY DATA YOU HAVE STORED ON FIELDREPORT'S SYSTEMS MAY NOT BE RETRIEVED, and FieldReport shall have no obligation to maintain any data stored in your account or to forward any data to you or any third party. It is your sole responsibility to retain copies of any materials you post to the Site or through the Services.

S. CHOICE OF LAW AND LOCATION FOR RESOLVING DISPUTES.

These Terms of Use shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts-of-law principles. Please note that your use of the Services may be subject to other local, state, national, and international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with FieldReport or relating in any way to your use of the Services resides in the courts of California, with venue in San Francisco County, California, and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of California in connection with any such dispute, including any claim involving FieldReport or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers.

T. NOTICES TO FIELDREPORT.

You may notify us by e-mail at info@fieldreport.com.

U. OTHER TERMS.

If any part of these terms and conditions are determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision, and the remainder of the agreement shall continue in effect. A printed version of these terms and conditions and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these terms and conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All rights not expressly granted herein are reserved.

V. MISCELLANEOUS.

FieldReport may assign this contract, in whole or in part, at any time with or without notice to you. You may not assign this contract, or any part of it, to any other party. Any attempt by you to do so is void. ANY CLAIM RELATED TO THIS CONTRACT OR THE SITE, THE SITE MATERIALS OR THE SERVICE MUST BE BROUGHT WITHIN ONE YEAR. THE ONE-YEAR PERIOD BEGINS ON THE DATE WHEN THE CLAIM FIRST COULD BE FILED. IF IT IS NOT, THEN THAT CLAIM IS PERMANENTLY BARRED. THIS APPLIES TO YOU AND YOUR SUCCESSORS. IT ALSO APPLIES TO US AND OUR SUCCESSORS AND ASSIGNS. The failure of FieldReport to exercise or enforce any right or provision of the terms and conditions shall not constitute a waiver of such right or provision. The section titles in these terms and conditions are for convenience only and have no legal or contractual effect.