Terms of Service
The Company reserves the right to modify, suspend, or discontinue the Service for any reason, with or without notice.
Subject to the license granted below, any remarks, ideas, graphics, photographs, or other information (collectively, “Content”) communicated to the Account Holder (as defined below) and posted on the Service in a Hosted Area (as defined below) belong to the person who posted such content. You may use any Content posted by you in any other way without restriction. You may only use Content posted by others in the ways described in these Terms of Service.
In order to operate and improve the Service, the Company needs the right to make certain uses of your Content as well. Therefore, when you post Content in any Hosted Area, you also agree to grant the Company an irrevocable, perpetual, worldwide, royalty-free, fully sublicenseable, non-exclusive license to copy, distribute, sell, publicly display, publicly perform and make derivative works of your Content on the Service and on services affiliated with the Service regardless of the form of media used or of whether such services now exist or are developed in the future.
The submission of your Content on the Service is entirely voluntary, non-confidential, gratuitous, and non-committal. You understand that the Account Holder may be working on the same or similar Content, that it may already know of such Content from other sources, that it may simply wish to develop this (or a similar Content) on its own or it may have taken/will take some other action. In return for the Account Holder’s review and consideration of your Content, you acknowledge that you have read, understand and agree to the terms enumerated below, and further agree that these terms shall apply to any additional material previously or later submitted:
The Content represents your own original work. You have all necessary rights to disclose the Content to the Account Holder. In doing so, you are not violating the rights of any third party and you know of no other individual or entity whose rights will be infringed upon by the Account Holder’s review and/or use of the Content.
You understand that disclosure of Content to the Account Holder does not establish a confidential relationship or obligate the Account Holder to treat your Content (or any related materials) as secret or confidential.
You understand that the Account Holder has no obligation, either express or implied, to develop or use your Content and that no compensation is due to you or anyone else for any inadvertent or intentional use of your Content, related ideas or ideas derived from your idea. You understand that the Account Holder assumes no obligation with respect to any of your Content unless and until the Account Holder enters into a written contract with you, and then only as expressed in that contract. In the absence of a separate formal contract, your rights shall be limited to those existing under the patent laws of the United States.
If your Content is the subject of a pending or issued patent, you have disclosed or will disclose that fact to the Account Holder. To the extent you hold a patent in the Content, the Account Holder acknowledges that no license under any patent is herein granted to the Account Holder. Any license to use a patented Content shall be in the form of a written contract, in which event the Account Holder’s obligations shall be only those expressed in such contract.
The Account Holder will give your Content such consideration as is warranted by its sole judgment. The Account Holder’s review of your Content shall not be construed as any recognition of the novelty or originality of the Content. The Account Holder is not obligated to give reasons for rejecting your Content or to reveal the Account Holder’s activities that are related to the subject matter of the submitted Content.
Neither the discussion or negotiations between the Account Holder and you relating to the possible purchase or license of the Content, nor the making of any offer for the purchase or license of the Content, shall prejudice the Account Holder in any way, or be construed as recognition of the novelty, originality, priority, other rights or value of the submitted Content. Further, the Account Holder’s consideration or its discussions or negotiations with you will not in any way impair the Account Holder’s right to contest the validity or infringement of your rights.
You acknowledge that the Account Holder, directly or indirectly, may (i) be working on the same Content or a similar Content to the Content, or (ii) already know of such Content from other sources, or (iii) simply wish to develop this Content or as similar to the Content on its own.
You hereby irrevocably release and forever discharge the Company and all Account Holders and their affiliates and subsidiaries (together, the “Released Parties”) from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against the Released Parties or their respecting successors and assigns with respect to the Content, including without limitation in respect of how the Company and its affiliates and subsidiaries, directly or indirectly, use the Content, with the sole exception in respect of the foregoing release and discharge being your right to bring a claim of patent infringement.
The Company has the right, but not the obligation, to remove Content that it determines in its sole discretion to be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, that violates any party’s intellectual property, or that is detrimental to the quality or intended spirit of the Service. The Company also has the right, but not the obligation, to limit or revoke the use privileges of account of anyone who posts such Content.
The Company reserves the right to remove any Content from the service, at its sole discretion, including unacceptable content.
Examples of unacceptable Content or behavior on the Service include:
The Company cannot control all Content posted by third parties to the Service, and does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service you may be exposed to Content that you may find offensive, indecent, incorrect or objectionable, and you agree that under no circumstances will the Company be liable in any way for any Content, including any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of your use of any Content. You understand that you must evaluate and bear all risks associated with the use of any Content, including any reliance on the content, integrity, and accuracy of such Content. If you would like to report objectionable materials, you may use the “Flag for review” feature on any topic or reply. Urgent issues can be reported to support [at] brianckelly [dot] com.
The Company owns intellectual property rights to any protectable part of the Service, including but not limited to the design, artwork, functionality, and documentation. You may not copy, modify, or reverse engineer any part of the Service owned by the Company.
The Company is not liable for any damages or losses resulting from the Service transmitting information such as invoices and personal messages over unencrypted networks such as email.
The Company respects the intellectual property of others. It may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who repeatedly infringe others’ rights. 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 provide the following information to the Company’s copyright agent:
By email: copyright [at] brianckelly [dot] com
Representations and Warranties. Without limiting any other representation, warranty or covenant herein, each party hereby represents and warrants to the other party that: (a) it has the full right, power and authority to enter into this Agreement; (b) this Agreement is a valid and binding obligation of such party; and © it has obtained and shall maintain throughout the term of this Agreement all necessary licenses, authorizations, approvals and consents to enter into and perform its obligations hereunder in compliance with all applicable laws, rules and regulations.
Indemnification. Each party agrees to defend, indemnify and hold the other party and its affiliates harmless from and against any third-party claim and any related losses, costs, liabilities and expenses, including reasonable attorneys’ fees, arising out of the breach of any representations, warranties or covenants made by such party herein, or out of such party’s negligence or willful misconduct. Each party (the “Indemnified Party”) reserves the right, at the other party’s expense, to assume the exclusive defense and control of any matter for which the other party is required to indemnify the Indemnified Party and the other party agrees to cooperate with the Indemnified Party’s defense of such claims.
Warranties; Disclaimers. Brian Kelly hereby represents and warrants that the Service as contemplated herein will infringe on the rights of any third parties or violate any applicable laws or regulations, including, without limitation copyright, trademark and patent laws. UNLESS EXPRESSLY SET FORTH IN THIS AGREEMENT, BRIAN KELLY MAKES NO WARRANTY,EXPRESS OR IMPLIED, WITH RESPECT TO ANY MATTER, INCLUDING WITHOUT LIMITATIONADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIESOR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANYPARTICULAR PURPOSE. BRIAN KELLY DOES NOT WARRANT THE RESULTS OF USE OF THESERVICE, AND ACCOUNT HOLDER ASSUMES ALL RISK AND RESPONSIBILITY WITH RESPECTTHERETO.
Limitation of Liability and Damages. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITEDTO, NEGLIGENCE, SYSTEM FAILURE OR NETWORK OUTAGE, WILL EITHER PARTY OR ITSAFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE,RELIANCE, OR EXEMPLARY DAMAGES THAT RESULT FROM THIS AGREEMENT, EVEN IF SUCHPARTY OR ITS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OFSUCH DAMAGES. EXCEPT FOR THE INDEMNITY OBLIGATIONS SET FORTH HEREIN, IN NO EVENT WILL EITHER PARTY’S OR ITS AFFILIATES’ TOTAL LIABILITY TO THE OTHER PARTY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT (WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNTS PAID BY ACCOUNT HOLDER TO BRIAN KELLY HEREUNDER.
What information is collected
In order to enhance your user experience and improve the Brian Kelly Services, Brian Kelly collects information about you from two sources: (i) information you affirmatively give to us; and (ii) information automatically collected when you visit any of the Brian Kelly Websites or use any Brian Kelly Services. Third parties may also collect your information in connection with your use of Brian Kelly Services.
Information you give us
When you sign up for Brian Kelly Services, we may ask you to provide certain information about yourself such as your name, email address, billing address, and company name or affiliation. You can view all of the information collected during the registration process by visiting the registration page. You may modify or remove any of your personal information at any time by logging into your account and accessing features that will allow you to edit your profile and account Information.
After you provide such information and set up your account, we may ask you to provide additional information about yourself on an optional basis. We may ask you for certain financial information, including credit card account data or other payment method data, to process payments for some of our services. Brian Kelly may collect any communication it has with you via any means, including e-mail, telephone, and letters.
Information we collect automatically
Information collected by third parties
Brian Kelly may use services that collect data remotely by using “pixel tags,” “web beacons,” “clear GIFs,” or similar technologies. Such technologies can recognize certain types of information on your web browser, check whether you have viewed a particular web page or email message, and determine, among other things, the time and date on which you viewed them and the IP address of the computer from which you viewed them.
How information is used
Brian Kelly uses the information it collects from you to deliver Brian Kelly Services to you and continuously enhance your user experience. Generally speaking, we use the collected information to communicate with you, fulfill your requests, customize the content, improve our products and services, protect our and your rights, and comply with laws and regulations.
We may use your personal information to send you promotional information and updates regarding Brian Kelly and its products and services. You may choose not to receive such information and opt-out of such future communications.
The information that we collect from you may be used in aggregate form in various ways to optimize and improve Brian Kelly Services. While such information may be based on information about you, it will not identify you personally. We may use such information for the following purposes: website management, administration and security, promotional activities, and research and analysis.
With whom information is shared
Brian Kelly may share as it sees fit information that you voluntarily make public, including information that you post on any blogs, message boards, chat rooms or other similar forums, whether or not such forums are owned by Brian Kelly. Since such public information can be accessed by the public and used by any member of the public, such use by third parties is beyond the control of Brian Kelly.
If we have your express consent, Brian Kelly may share your personal information that it collects with business partners, and other third parties that are not affiliated with Brian Kelly. Note that if you sign up for service from one of our affiliates, we may ask for your consent to share with such third party partner certain of your personal information. While Brian Kelly is not responsible for the acts of such partners, we encourage all of our partners to adopt privacy policies that protect against the disclosure of personal information to third persons.
Also, in order to provide goods or services that you have requested or to complete a transaction at your request, Brian Kelly may share your personal information with its third party service providers, including companies that assist with payment processing, business analytics, data processing, account management, and other services. We require these companies to agree that they will only use personal information about you that they have obtained from us to provide us with specific services that we have requested and not for any other purpose.
Non-Personal Information and Aggregate Data
Brian Kelly may share with third parties your personal information and related aggregated data. For example, Brian Kelly may share IP addresses of its users to provide anonymous aggregated data to business partners about the volume of use on the Brian Kelly Services and the specific Brian Kelly Services in which users are most interested. Because this form of data does not identify particular users, these third parties will not be able to contact you based solely on this data.
Change of Control
If Brian Kelly sells all or part of its business, or makes a sale or transfer of assets, or is otherwise involved in a merger or business transfer, or in the unlikely event of bankruptcy, Brian Kelly may transfer your personal information and non-personal information to one or more third parties as part of such transaction.
How you can control the information we collect, use and share
You have the choice about whether to disclose your personal information or other information about yourself to Brian Kelly. Regardless of your choices with respect to promotional communications and updates regarding content, Brian Kelly may send you administrative messages, service announcements, terms and conditions of your account, or other similar communications, without offering you the opportunity to opt out of receiving them.
How information is protected
Your Brian Kelly accounts may be secured by member-created passwords, in which case reasonable precautions are taken to ensure that your account information is kept private. You are responsible for keeping your passwords confidential. We ask you not to share your password with anyone. Brian Kelly uses reasonable measures to protect your information stored within our databases, and we restrict access to such information to those employees who need access to perform their job functions, such as our customer service personnel and technical staff. Any payment transactions will be encrypted using SSL technology. Despite these efforts, please note that we cannot ensure or guarantee the security of your information. Unauthorized entry or use, hardware or software failure, and other factors may compromise the security of your information at any time.
Users from outside the United States