Backroads Account Terms of Acceptance
1. ACCEPTANCE OF TERMS
2. DESCRIPTION OF SERVICE
Backroads Account is Backroads’ online Guest Service and Communication portal (the "Service"). You will be responsible for all activities occurring under your username and for keeping your password secure. You understand and agree that the Service is provided to you on an AS IS and AS AVAILABLE basis. Backroads disclaims all responsibility and liability for the availability, timeliness, accuracy, security or reliability of the Service or any other client software. Backroads also reserves the right to modify, suspend or discontinue the Service with or without notice at any time and without any liability to you. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, shall be subject to the Terms of Service.
You also understand and agree that the Service may include certain communications from Backroads, such as service announcements and administrative messages, and that these communications are considered part of Backroads Account membership and you will not be able to opt-out of receiving them. Backroads reserves the right to refuse service to anyone at any time without notice for any reason.
3. YOUR REGISTRATION OBLIGATIONS
In consideration of your use of the Service, 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. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (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 if Backroads has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Backroads has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). Backroads is concerned about the safety and privacy of all its users, particularly children. For this reason, parents of children under the age of 18 who wish to allow their children access to the Service must register as a “Responsible Party”. As a Responsible Party, you certify that you are at least 18 years old and that you are the legal guardian of the minor(s) listed on your Backroads Account Log-in page. Please remember that the Service is designed to appeal to a broad audience. Accordingly, as the legal guardian, it is your responsibility to determine whether any of the Service areas are appropriate / inappropriate for your child. MINORS ARE EXPLICITLY PRECLUDED FROM SIGNING BACKROADS’ RELEASE OF LIABILITY.
4. MEMBER ACCOUNT, PASSWORD AND SECURITY
You will receive a temporary Log-in Name and Password upon completing the Service's registration process. After logging into Backroads Account using your temporary Log-in Name and Password, you will be prompted to select a permanent Log-in Name, Password and Screen Name. You are responsible for maintaining the confidentiality of the Log-in Name, Password and Screen Name and are fully responsible for all activities that occur under same. You agree to (a) immediately notify Backroads of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Backroads cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 4.
5. MEMBER CONDUCT
You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from your country of residence and all United States export control laws. Violation of any of the Agreement terms may result in immediate termination of this Agreement, and may subject you to state and federal penalties and other legal consequences. Backroads reserves the right, but shall have no obligation, to investigate your use of the Service in order to (a) determine whether a violation of the Agreement has occurred or (b) comply with any applicable law, regulation, legal process or governmental request.
7. CONTENT OF THE SERVICE
Backroads takes no responsibility for third-party content (including, without limitation, any viruses or other disabling features), nor does Backroads have any obligation to monitor such third-party content. Backroads reserves the right at all times to remove or refuse to distribute any content on the Service, such as content which violates the terms of this Agreement. Backroads also reserves the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to (a) satisfy any applicable law, regulation, legal process or governmental request, (b) enforce this Agreement, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues, (d) respond to member support requests, or (e) protect the rights, property or safety of Backroads, its users and the public. Backroads will not be responsible or liable for the exercise or non-exercise of its rights under this Agreement.
8. CONTRIBUTIONS TO BACKROADS
By submitting ideas, suggestions, documents, and/or proposals ("Contributions") to Backroads, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) Backroads is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) Backroads shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) Backroads may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of Backroads without any obligation of Backroads to you; and (f) you are not entitled to any compensation or reimbursement of any kind from Backroads under any circumstances.
9. INTELLECTUAL PROPERTY RIGHTS
a. Backroads Intellectual Property Rights. You acknowledge that Backroads owns all right, title and interest in and to the Service, including all intellectual property rights (the "Backroads Rights"). Backroads Rights are protected by U.S. and international intellectual property laws. Accordingly, you agree that you will not copy, reproduce, alter, modify, or create derivative works from the Service. You also agree that you will not use any robot, spider, other automated device, or manual process to monitor or copy any content from the Service.
10. NO RESALE OF THE SERVICE
Unless expressly authorized in writing by Backroads, you agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes (a) any portion of the Service, (b) use of the Service, or (c) access to the Service.
You agree to hold harmless and indemnify Backroads, and its subsidiaries, affiliates, officers, agents, and employees from and against any third-party claim arising from or in any way related to your use of the Service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Backroads will provide you with written notice of such claim, suit or action.
12. MODIFICATIONS TO SERVICE
Backroads reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Backroads shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
Backroads may, in its sole discretion, at any time and for any reason, terminate the Service, terminate this Agreement, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account although residual copies of information may remain in our system for some time for back-up purposes. You agree that Backroads shall not be liable to you or to any third party for any termination of your account or access to the Service. This Agreement shall survive expiration or termination.
14. DISCLAIMER OF WARRANTIES YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
a. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. BACKROADS AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
b. BACKROADS AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE AND CONTENT THEREIN WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
d. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BACKROADS OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.
e. A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
15. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT BACKROADS AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF BACKROADS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
16. APPLICABLE LAW
You agree that the laws of the State of California, without regard to principles of conflicts of law, will govern these Terms of Service and any dispute of any kind that might arise between you and Backroads.
17. GENERAL INFORMATION
a. Entire Agreement. This Agreement constitutes the entire agreement between you and Backroads and governs your use of the Service, superseding any prior agreements between you and Backroads. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Backroads services, affiliate services, third-party content or third-party software.
b. Waiver and Severability of Terms. The failure of Backroads to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.
c. Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising of or related to use of Backroads services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.
d. Binding Arbitration. You agree that any dispute concerning, relating, or referring to this Agreement shall be resolved exclusively by binding arbitration according to the then existing commercial rules of the American Arbitration Association in San Francisco, California. Such proceedings will be governed by substantive (but not procedural) California law excluding any application or consideration of the California Arbitration Act.