Effective Date: April 29, 2020.
PLEASE READ THIS AGREEMENT CAREFULLY. IT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE SERVICE, SUCH AS YOUR GRANTS AND WAIVERS OF RIGHTS, THE LIMITATIONS OF OUR LIABILITY, YOUR INDEMNITY OF US, AND ARBITRATION OF CERTAIN DISPUTES.
Introduction and Overview
A. RIGHTS AND RESPONSIBILITIES TERMS
SERVICE CONTENT, OWNERSHIP, LIMITED LICENSE, AND RIGHTS OF OTHERS
Content. The Service contains a variety of: (i) materials and other items relating to JustFix and its products and services, and similar items from our licensors and other third parties, including all layout, information, articles, posts, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, pictures, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material (including source and object code); (ii) trademarks, logos, trade names, trade dress, service marks, and trade identities of various parties, including those of JustFix (collectively, “Trademarks”); and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”).
Ownership. The Service and the Content are owned or controlled by JustFix and our licensors and certain other third parties. All rights, titles, and interest in and to the Content available via the Service is the property of JustFix or our licensors or certain other third parties, and is protected by U.S. and international copyright, trademark, trade dress, patent and/or other intellectual property and other rights and laws to the fullest extent possible. JustFix owns the copyright in the selection, compilation, assembly, arrangement, and enhancement of the Content on the Service.
Limited License. Subject to your strict compliance with these Terms and the Additional Terms, JustFix grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download and copy (temporary storage only of web site content), display, view, use, play the Content on a personal computer, browser, laptop, tablet, mobile phone or other wireless device, or other Internet-enabled device (each, a “Device”), and/or print one copy of the Content (excluding source and object code in raw form or otherwise) as it is displayed to you, in each case for your personal, non-commercial use only. The foregoing limited license (i) does not give you any ownership of, or any other intellectual property interest in, any Content, and (ii) may be immediately suspended or terminated for any reason, in JustFix’s sole discretion, and without advance notice or liability. In some instances, we may permit you to have greater access to and use of Content subject to certain Additional Terms. Your breach of any of these Terms or Additional Terms automatically terminates this license.
Reservation of All Rights Not Granted As To Content and Service. These Terms and any applicable Additional Terms include only narrow, limited grants of rights to Content and to use and access the Service. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. All rights not expressly granted to you are reserved by JustFix and its licensors and other third parties. Any unauthorized use of any Content or the Service for any purpose is prohibited.
SERVICE AND CONTENT USE RESTRICTIONS
Service Use Restrictions. You agree that you will not: (i) use the Service for any political or commercial purpose (including, without limitation, for purposes of advertising, soliciting funds, collecting product prices, and selling products); (ii) use any meta tags or any other “hidden text” utilizing any Trademarks; (iii) engage in any activities through or in connection with the Service that seek to attempt to or do harm any individuals or entities or are unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third party, or are otherwise objectionable to JustFix; (iv) reverse engineer, decompile, disassemble, reverse assemble, or modify any Service source or object code or any software or other products, services, or processes accessible through any portion of the Service; (v) engage in any activity that interferes with a user’s access to the Service or the proper operation of the Service, or otherwise causes harm to the Service, JustFix, or other users of the Service; (vi) interfere with or circumvent any security feature of the Service or any feature that restricts or enforces limitations on use of or access to the Service or the Content; (vii) harvest or otherwise collect or store any information (including personally identifiable information about other users of the Service, including email addresses, without the express consent of such users); (viii) attempt to gain unauthorized access to the Service, other computer systems or networks connected to the Service; or (ix) otherwise violate these Terms or any applicable Additional Terms.
Content Use Restrictions. Without limiting the restrictions in these Terms or in any applicable Additional Terms, you also agree that, in using the Service, you: (i) will not monitor, gather, copy, or distribute the Content (except as may be a result of standard search engine activity or use of a standard browser) on the Service by using any robot, rover, “bot”, spider, scraper, crawler, spyware, engine, device, software, extraction tool, or any other automatic device, utility, or manual process of any kind; (ii) will not frame or utilize framing techniques to enclose any such Content (including any images, text, or page layout); (iii) will keep intact all Trademark, copyright, and other intellectual property notices contained in such Content; (iv) will not use such Content in a manner that suggests an unauthorized association with any of our or our licensors’ products, services, or brands; (v) will not make any modifications to such Content (other than to the extent of your permitted use of the JustFix Licensed Elements, if applicable); (vi) will not copy, modify, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate or transfer to any third party or on any third-party application or website, or otherwise use or exploit such Content in any way for any purpose except as specifically permitted by these Terms or any applicable Additional Terms or with the prior written consent of an officer of JustFix or, in the case of Content from a licensor, the owner of the Content; and (vii) will not insert any code or product to manipulate such Content in any way that adversely affects any user experience of the Service.
Availability of Service and Content. JustFix may immediately suspend or terminate the availability of the Service and Content (and any elements and features of them), in whole or in part, for any reason, in JustFix’s sole discretion, and without advance notice or liability.
LINKS BY YOU TO THE SERVICE
We grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to create hyperlinks to the Service, so long as: (a) the links only incorporate text, and do not use any Trademarks, (b) the links and the content on your website do not suggest any affiliation with JustFix or cause any other confusion, and (c) the links and the content on your website do not portray JustFix or its products or services in a false, misleading, derogatory, or otherwise offensive matter, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third party or are otherwise objectionable to JustFix. JustFix reserves the right to suspend or prohibit linking to the Service for any reason, in its sole discretion, without advance notice or any liability of any kind to you or any third party.
B. ACCOUNTS AND FEATURES TERMS
THIRD-PARTY SERVICES; ADVERTISEMENTS; DEALINGS WITH THIRD PARTIES
Third-Party Content and Sites; Advertisements. The Service may contain or may interact with or otherwise be associated with third party platforms, services, plug-ins, applications, ads, tools and/or other content, and/or links to third-party websites or other services that are not owned, controlled or operated by JustFix (collectively, “Third-Party Services”), including services operated by advertisers, licensors, licensees, e-commerce partners and certain other third parties who may have business relationships with JustFix. We may also host our content, apps and tools on Third-Party Services. JustFix may have no control over the content, operations, policies, terms, or other elements of Third-Party Services, and JustFix does not assume any obligation to review any Third-Party Services. JustFix does not necessarily endorse, approve, or sponsor any Third-Party Services, or any third-party content, advertising, information, materials, products, services, or other items. Furthermore, JustFix is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised at such Third-Party Services. Some Third-Party Services may impose fees for access to their resources through our Service and/or your Account and you are responsible for all such fees. Finally, as permitted by applicable law, we will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within these Third-Party Services. Any activities you engage in connection with any of the same are subject to the privacy and other policies, terms and conditions of use and/or sale, and rules issued by the operator of the Third-Party Services. JustFix disclaims all liability in connection therewith, as permitted by applicable law.
As permitted by applicable law, you hereby grant JustFix an irrevocable perpetual license to use, reproduce, edit, create derivative works from, distribute, display, copy, transmit or otherwise use in any way, commercially or otherwise, any material that you post to any social networking site or other Third-Party Service in connection with us or our Service.
You may cancel or modify our email marketing communications you receive from us by following the instructions contained within our promotional emails. This will not affect subsequent subscriptions and if your opt-out is limited to certain types of emails the opt-out will be so limited. Please note that we reserve the right to send you certain communications relating to your account or use of our Service, such as administrative and service announcements and these transactional account messages may be unaffected if you choose to opt-out from receiving our marketing communications.
NOTICES, QUESTIONS AND CUSTOMER SERVICE
You agree that: (1) we may give you notices of new, revised or changed terms and other important matters by prominently posting notice on the home page of the Service, or in another reasonable manner; and (2) we may contact you by mail or email sent to the address provided by you. You agree to promptly notify us if you change your email or mailing address by updating your Profile Settings. All legal notices to us must be sent to 150 Court St, 2nd Floor, Brooklyn, NY 11201.
If you have a question regarding using the Service, you may contact JustFix Customer Support by sending an email to [EMAIL]. You acknowledge that the provision of customer support is at JustFix’s sole discretion and that we have no obligation to provide you with customer support of any kind. We may provide you with customer support from time to time, at our sole discretion, provided that you have created an Account and that you submit your customer support inquiries using such Account.
C. DISPUTE TERMS
Disputes. To the fullest extent not prohibited by applicable law, if any controversy, allegation, or claim (including any non-contractual claim) arises out of or relates to the Service, the Content, these Terms, applicable Additional Terms, our privacy practices related to the Service and offers made on and transactions and communications conducted through the Service or to any of JustFix’s actual or alleged intellectual property rights (collectively, a “Dispute”), then you and we agree to send a written notice to the other providing a reasonable description of the Dispute, along with a proposed resolution of it. Our notice to you will be sent to you based on the most recent contact information that you provide us. But if no such information exists or if such information is not current, then we have no obligation under this Section. Your notice to us must be sent to: 150 Court Street, Brooklyn, NY 11201. Subject to applicable law, for a period of sixty (60) days from the date of receipt of notice from the other party, JustFix and you will engage in a dialogue in order to attempt to resolve the Dispute, though nothing will require either you or JustFix to resolve the Dispute on terms with respect to which you and JustFix, in each of our sole discretion, are not comfortable.
Jurisdiction. The parties agree that the state or federal courts in New York, NY shall have non-exclusive jurisdiction of any Dispute, unless otherwise required by applicable laws of your jurisdiction of resident.
Governing Law. To the maximum extent not prohibited by the mandatory laws in your country of residence, these Terms and any Dispute arising out of or in connection with it or its subject matter or formation (including non-contractual disputes), will be governed by, and construed in accordance with, the laws of New York without regard to its conflicts of law provisions that would apply other law.
Injunctive Relief. The foregoing provisions of this Section will not apply to any legal action taken by JustFix or you to seek an injunction or other equitable relief in connection with, any potential loss, cost, or damage (or any potential loss, cost, or damage) relating to the Service, any Content, your breach of these Terms of applicable Additional Terms and/or JustFix’s intellectual property rights (including such JustFix may claim that may be in dispute), JustFix’s operations, and/or JustFix’s products or services; provided however, your rights are subject to Waiver of Certain Injunctive or Other Equitable Relief (see below).
DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
AS PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED ON AN “AS IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS” BASIS AND YOUR ACCESS TO AND USE OF THE SERVICE IS AT YOUR SOLE RISK. Therefore, to the fullest extent permissible by applicable law, JustFix.NYC and its direct and indirect parents, subsidiaries, affiliates and each of their respective employees, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and assigns (collectively, “JustFix Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, in connection with, or otherwise directly or indirectly related to, the Service (including the Content), including without limitation:
(a) the functions, features, or any other elements on, or made accessible through, the Service;
(b) any Content, products, services, or instructions offered, referenced, or linked through the Service;
(c) security associated with your data or information;
(d) whether the Service or the servers that make the Service available are free from any harmful components (including viruses, Trojan horses, and other technologies that could adversely impact your Device);
(e) whether the information (including any instructions) on the Service is accurate, complete, correct, adequate, useful, timely, or reliable;
(f) whether any defects to or errors on the Service will be repaired or corrected;
(g) whether the Service will be compatible with any other specific hardware, software or service;
(h) whether your access to the Service will be uninterrupted;
(i) whether the Service will be available at any particular time or location; and
(j) whether your use of the Service is lawful in any particular jurisdiction.
EXCEPT FOR ANY SPECIFIC WARRANTIES PROVIDED HEREIN OR IN ADDITIONAL TERMS PROVIDED BY A JUSTFIX PARTY, AS PERMITTED BY APPLICABLE LAW, JUSTFIX PARTIES HEREBY FURTHER DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS.
The warranty limitations in this Section are not intended to limit any express warranties from applicable product manufacturers of physical products sold via the Service, or any express warranties by JustFix that are included in applicable Additional Terms, or your remedies required under applicable law to be available to you for personal injury claims arising out of product liability, or which are otherwise not waivable under applicable law.
LIMITATIONS OF OUR LIABILITY
AS PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL ANY JUSTFIX PARTIES BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES, for any indirect, economic, exemplary, special, punitive, incidental, or consequential losses or damages of any kind, including without limitation loss of profits, in connection with, or otherwise directly or indirectly related to the Service (including the Content), including without limitation:
(a) your use of or inability to use the Service, or the performance of the Service;
(b) any action taken in connection with an investigation by JustFix Parties or law enforcement authorities regarding your access to or use of the Service;
(c) any action taken in connection with copyright or other intellectual property owners or other rights owners;
(d) any errors or omissions in the Service’s technical operation or security or any compromise or loss of your user-generated content or other data or information; or
(e) any damage to any user’s computer, hardware, software, modem, or other equipment or technology, including damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line, or network failure or any other technical or other malfunction, including losses or damages in the form of lost profits, loss of goodwill, loss of data, work stoppage, accuracy of results, or equipment failure or malfunction.
As permitted by applicable law, the foregoing limitations of liability will apply even if any of the foregoing events or circumstances were foreseeable and even if JustFix Parties were advised of or should have known of the possibility of such losses or damages, regardless of whether you bring an action based in contract, negligence, strict liability, or tort (including whether caused, in whole or in part, by negligence, acts of god, telecommunications failure, or destruction of the Service).
EXCEPT AS MAY BE PROVIDED IN ANY APPLICABLE ADDITIONAL TERMS, AS PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL JUSTFIX PARTIES’ TOTAL LIABILITY TO YOU, FOR ALL POSSIBLE DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE SERVICE AND YOUR RIGHTS UNDER THESE TERMS, EXCEED AN AMOUNT EQUAL TO THE AMOUNT YOU HAVE PAID JUSTFIX IN CONNECTION WITH THE TRANSACTION(S) THAT UNDERLIE THE CLAIM(S); PROVIDED, HOWEVER, THIS PROVISION WILL NOT APPLY IF A COURT OR TRIBUNAL WITH APPLICABLE JURISDICTION FINDS SUCH TO BE UNCONSCIONABLE. FOR PURPOSES OF CLARITY, THE PRIOR SENTENCE DOES NOT EXPAND OR LIMIT ANY EXPRESS, WRITTEN PRODUCT WARRANTY THAT IS PROVIDED BY JUSTFIX OR A MANUFACTURER OF A PHYSICAL PRODUCT.
The liability limitations in this Section are not intended to limit any express warranties from applicable product manufacturers of physical products sold by JustFix itself via the Service, or any express warranties by JustFix that are included in applicable Additional Terms, or your remedies required under applicable law to be available to you for personal injury claims arising out of product liability to the extent not waivable under applicable law.
WAIVER OF CERTAIN INJUNCTIVE OR OTHER EQUITABLE RELIEF
AS PERMITTED BY APPLICABLE LAW, IF YOU CLAIM THAT YOU HAVE INCURRED ANY LOSS, DAMAGES, OR INJURIES IN CONNECTION WITH YOUR USE OF THE SERVICE, THEN THE LOSSES, DAMAGES, AND INJURIES WILL NOT BE DEEMED IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER EQUITABLE RELIEF THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY JUSTFIX OR A LICENSOR OF JUSTFIX. HOWEVER, SUCH SHALL NOT LIMIT YOUR ABILITY TO SEEK OTHER EQUITABLE RELIEF, SUBJECT TO THESE TERMS AND ANY APPLICABLE ADDITIONAL TERMS.
D. STANDARD TERMS AND CONDITIONS
UPDATES TO TERMS.
These Terms (or if applicable Additional Terms), in the form posted at the time of your use of the applicable services to which it applies, shall govern such use (including transactions entered during such use). AS OUR SERVICE EVOLVES, THE TERMS AND CONDITIONS UNDER WHICH WE OFFER THE SERVICE MAY PROSPECTIVELY BE MODIFIED AND WE MAY CEASE OFFERING THE SERVICE UNDER THE TERMS OR APPLICABLE ADDITIONAL TERMS FOR WHICH THEY WERE PREVIOUSLY OFFERED. ACCORDINGLY, EACH TIME YOU SIGN IN TO OR OTHERWISE USE THE SERVICE YOU ARE ENTERING INTO A NEW AGREEMENT WITH US ON THE THEN APPLICABLE TERMS AND CONDITIONS AND YOU AGREE THAT WE MAY NOTIFY YOU OF NEW TERMS BY POSTING THEM ON THE SERVICE (OR IN ANY OTHER REASONABLE MANNER OF NOTICE WHICH WE ELECT), AND THAT YOUR USE OF THE SERVICE AFTER SUCH NOTICE CONSTITUTES YOUR GOING FORWARD AGREEMENT TO THE NEW TERMS FOR YOUR NEW USE AND TRANSACTIONS. Therefore, you should review the posted Terms, and any applicable Additional Terms, each time you use the Service (at least prior to each transaction or submission). Any new Terms or Additional Terms will be effective as to new use and transactions as of the time that we post them, or such later date as may be specified in them or in other notice to you. However, the Terms (and any applicable Additional Terms) that applied when you previously used the Service will continue to apply to such prior use and any specific term to which we previously committed to apply those terms (if applicable) (i.e., changes and additions are prospective only) unless mutually agreed. In the event any notice to you of new, revised or additional terms is determined by a tribunal to be insufficient, the prior agreement shall continue until sufficient notice to establish a new agreement occurs. You should frequently check the home page, and the email you associated with your account for notices, all of which you agree are reasonable manners of providing you notice. You can reject any new, revised or additional terms by discontinuing use of the Service and related services.
JustFix’s Consent or Approval. As to any provision in these Terms, or applicable Additional Terms, that grants JustFix a right of consent or approval, or permits JustFix to exercise a right in its “sole discretion,” JustFix may exercise that right in its sole and absolute discretion. No JustFix consent or approval may be deemed to have been granted by JustFix without being in writing and signed by an officer of JustFix.
Applicable Law. These Terms and any applicable Additional Terms will be governed by and construed in accordance with, and any Dispute and Excluded Dispute will be resolved in accordance with, the laws of the New York, without regard to its conflicts of law provisions that might apply the laws of another jurisdiction.
Severability; Interpretation. If any provision of these Terms, or any Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable by a court or arbitrator of competent jurisdiction, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the applicable Additional Terms (which will remain in full force and effect). To the extent not prohibited by applicable law, you agree to waive, and you hereby waive, any applicable statutory and common law that may permit a contract to be construed against its drafter. Wherever the word “including” is used in these Terms or any applicable Additional Terms, the word will be deemed to mean “including, without limitation.” The summaries of provisions and section headings are provided for convenience only and shall not limit the full Terms.
Assignment. JustFix may assign its rights and obligations under these Terms and any applicable Additional Terms, in whole or in part, to any party at any time without any notice. These Terms and any applicable Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of JustFix.
Complete Agreement; No Waiver. These Terms, and any applicable Additional Terms, reflect our complete agreement regarding the Service and supersede any prior agreements, representations, warranties, assurances or discussion related to the Services. Except as expressly set forth in these Terms or any applicable Additional Terms, (i) no failure or delay by you or JustFix in exercising any of rights, powers, or remedies under will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms, or applicable Additional Terms, will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.
Devices and Connectivity. We do not warrant that the software provided by JustFix to utilize the Service or any other software used in connection with the Service will be compatible with other third-party software nor do we warrant that operation of the Service and the associated software will not damage or disrupt other software or hardware. You are responsible for obtaining and maintaining all Devices and other equipment and software, and all internet service provider, mobile service, and other services needed for your access to and use of the Service and you will be responsible for all charges related to them. You further agree to look solely to the entity that manufactured and/or sold you the Device for any issues related to the Device and its compatibility with the Service and/or the JustFix software.
By using the Service, you agree that JustFix may change, alter, or modify the settings or configurations on your Device in order to allow for or optimize your use of the Service (e.g., save content, access data, enable services, etc.).
You must be connected to the Internet for the entire time you are using the Service, the cost and provisions of which is your responsibility. The quality of the display of the Content may vary from Device to Device, and may be affected by a variety of factors, such as your Device, your location, the bandwidth available through and/or speed of your Internet connection. JustFix makes no representations or warranties about the quality of your Service experience on your Device or the ability of any Device to access or display the Content. In order to stream or download Content, your equipment must meet certain system requirements, including but not limited to having high-speed Internet access. You may not download or stream Content if you are located outside any designated territory and you will not try to circumvent territory restrictions (such as by using a proxy server). Please review any restrictions, including without limitation regarding simultaneous viewing, that may be posted from time to time and which shall be Additional Terms.
Any issues related to the Service and/or the JustFix software, including any system requirements, are covered and limited by this Agreement.