1. General.
1.1 This site is created and operated by GRIT BY DESIGNi, LLC (“GRIT BY DESIGN”), which is collectively referred to herein as the “Site.” When you choose to use the web service(s) provided on the Site (the “Services”), you are agreeing to all of the terms and conditions of this Agreement between you and Grit By Design.
1.2 Grit By Design reserves the right, in its discretion, to change or modify all or any part of this Agreement at any time, effective immediately upon notice published on the Web Service. YOUR CONTINUED USE OF THE SITE AND THE SERVICES NOW, OR FOLLOWING THE POSTING OF NOTICE OF ANY CHANGES IN THESE TERMS OF USE, WILL INDICATE YOUR ACCEPTANCE THEREOF.
2. Web Service.
2.1 You acknowledge that the Web Service contains information, software, photographs, audio and video clips, graphics, links and other material that are protected by copyright, trademark or other proprietary rights of Grit By Design or third parties, including but not limited to product names, logos, designs, titles, and words or phrases which may be registered in certain jurisdictions (collectively, the "Content"). You agree to comply with any additional copyright notices, information, or restrictions contained in any Content available on or accessed through the Web Service. Users of the Web Service may use the Content only for their personal, noncommercial use. Users of the Web Service wanting to use the content for commercial use must obtain prior express written permission of Art Miami.
2.2 You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit any of the content, in whole or in part, except as otherwise expressly permitted in this Agreement. You may not use spiders, robots, data mining techniques or other automated techniques to catalog, download or otherwise reproduce, store or distribute content available on the Web Service. Further, you may not exceed the limited authorization and access granted to you under this Agreement. You may not resell use of, or access to, the Web Service to any third party. You are solely responsible for the Content you submit to the Site. You represent, warrant and covenant that all Content you submit to the Site (i) are owned or otherwise controlled by you, (ii) are accurate, (iii) do not violate these Terms of Use, (iv) will not cause injury to any person or entity, (v) will not violate, plagiarize, or infringe upon the rights of any third party, including copyright, trademark, privacy or other personal or proprietary rights; and (vi) do not contain libelous or otherwise unlawful material. You acknowledge that any Content you submit may be edited, removed, modified, published, transmitted, and displayed by Grit By Design. By submitting Content to the Site, you hereby grant to Grit By Design, its affiliates and related entities the royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and license to use, copy, exploit, modify, archive, store, reproduce, adapt, publish, translate, create derivative works from, distribute, perform and display all such Content in any form, media, software or technology of any kind now existing or developed in the future. You further grant Grit By Design the right to use your name and any other information about you that you provide in connection with the reproduction or distribution of such Content. All rights in this paragraph are granted without the need for additional compensation of any sort to you.
3. Conduct.
3.1 You must comply with the acceptable use policy of Grit By Design with your use of the web service. You should report any violations of the Acceptable Use Policy to webinfo@gritbydesign.com. Without limiting the terms of the Acceptable Use Policy, you shall not post on the Web Service any content which (a) is libelous, defamatory, obscene, pornographic, abusive, harassing or threatening; (b) contains viruses or other contaminating or destructive features; (c) violates the rights of others, such as content which infringes any copyright, trademark, patent, trade secret or violates any right of privacy or publicity; or (d) otherwise violates any applicable law or reputation. You may not post on the Web Service any links to any external Internet sites that are obscene or pornographic.
3.2 You may use the Web Service without registering with Grit By Design, but in order to take advantage of some aspects of the Web Service, it may be necessary for you to register and create an account. Your account is for your sole, personal use, you may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity.
4. No Endorsement.
4.1 The Web Service may contain links to sites on the Internet, which are owned and operated by third parties (the "External Sites"). You acknowledge that Grit By Designi is not responsible for the availability of, or the content located on or through any External Site. You should contact the site administrator or Webmaster for those External Sites if you have any concerns regarding such links or the content located on such External Sites.
5. Indemnity.
You agree to indemnify, defend and hold Grit By Design and its affiliates, and their respective officers, directors, owners, agents, information providers and licensors (collectively, the "Grit By Design Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including attorneys' fees) incurred by any Grit By Design Party in connection with any use or alleged use of the service under your user name by any person, whether or not authorized by you. Grit By Design reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Grit By Designi’s defense of such claim.
6. Termination of Service.
Grit By Design may, in its sole discretion, terminate or suspend your access to all or part of the Site or the Services offered for any reason, including breach or assignment of this Agreement. Termination of this Agreement for any reason, will not affect survival of those provisions of this Agreement for which survival is equitable or appropriate.
7. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY.
7.1 THIS SITE AND ALL CONTENT AND OTHER MATERIALS MADE AVAILABLE ON THE SITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, “WITH ALL FAULTS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GRIT BY DESIGN EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND UNDERTAKINGS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND YOUR RELIANCE THEREON. NO OPINION, ADVICE, OR STATEMENT OF GRIT BY DESIGN WHETHER MADE ON THE SITE, OR OTHERWISE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, GRIT BY DESIGN DOES NOT WARRANT THAT THE SITE WILL BE AVAILABLE; THAT YOUR USE OF THE SITE WILL BE TIMELY, UNINTERRUPTED, ERROR-FREE, OR SECURE; THAT DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SITE (OR THE SERVER THAT MAKES IT AVAILABLE) IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF IMPLIED OR OTHER WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
7.2 TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IN NO EVENT SHALL GRIT BY DESIGN BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, ECONOMIC, EXEMPLARY OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATING TO YOUR USE OF THE SITE OR WITH THE DELAY OR INABILITY TO USE THE SITE, OR FOR ANY INFORMATION, CONTENT, PRODUCTS, AND/OR SERVICES OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF YOUR USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF GRIT BY DESIGN HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. YOUR ACCESS TO AND USE OF THE SITE IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE SITE OR ANY OF THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SITE.
8. Miscellaneous.
This Agreement shall be construed in accordance with the laws of the State of Florida, and the parties irrevocably consent to bring any action to enforce this Agreement in the federal or state courts located in Miami-Dade County in the State of Florida. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter. All provisions hereof shall survive any termination of this Agreement as well as any other revisions which by their terms or sense are intended to survive.
9.Contact
Should you have any questions about this Web Service, you may contact us at websiteinfo@gritbydesign.com
