These Terms constitute a legal contract. As such, by accessing, completing registration and /or utilizing the Site, you hereby acknowledge and agree to be bound by these Terms, as updated, from time to time, by ReSpark, govern your use of www.ReSpark.insure (the “Site”) and ReSpark's services available via the Site. If you agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity. Notwithstanding any such agency relationship, you agree to be bound by these Terms, personally, as well. In addition to these Terms, your use of the Services is governed by the Master Terms (https://respark.insure/master-terms-and-conditions.pdf). If there is a conflict between these Terms and the Master Terms, the provisions of the Master Terms shall govern. By using the Site, you agree to these Terms. If you do not agree to these Terms, including the mandatory arbitration provision and class action waiver contained herein, you may not use the Site.
ReSpark, may, in its sole discretion, modify these Terms, at any time and without prior notice. If we do so we will let you know either by posting the modified Terms on the Site or through other communications. It’s important that you review the modified Terms whenever we revise them because your continued use of the Site shall constitute your agreement to be bound by the modified Terms. Your continued use will be governed by the modified Terms, as well. If the revised Terms are not acceptable to you, you must stop using the Services. We may change or discontinue all or part of the Services, at any time, without notice to you, at our sole discretion. We may also create limits related to use of the Service or parts of the Service, without notice or liability to you.
When creating an Account, you will be required to provide certain information and you will establish a username and a password. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. If we have reasonable grounds to suspect that information you provide as part of your registration is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your Account and refuse any and all current or future use of our Services. You are responsible for maintaining the confidentiality of your password and Account, and agree to notify us if your password is lost, stolen, or disclosed to an unauthorized third party, or otherwise may have been compromised. You are responsible for activities that occur under your Account.
For the purposes of these Terms:
Subject to your compliance with the terms and conditions of these Terms, ReSpark grants you a limited, non-exclusive, non-transferable license, without the right to sublicense, to access, view, download and print any ReSpark Content solely for (i) your personal and non-commercial purposes, (ii) your internal business purposes, or (iii) pursuant to an Order Form governed by the Master Terms.
You acknowledge and agree not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or ReSpark Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by ReSpark or its licensors, except for the licenses and rights expressly granted in these Terms. You agree that you have no right to, or title in or to, any ReSpark Content or any other attributes associated with your Account.
The contents of the Site, including all Site software, design, text, images, photographs, illustrations, audio and video material, artwork, graphic material, databases, proprietary information, downloadable products, and all copyrightable or otherwise legally protectable elements of the Site, including, without limitation, the selection, sequence and 'look and feel' and arrangement of items, and all trademarks, service marks and trade names (individually and/or collectively, "Material"), are, unless expressly disclaimed, the property of ReSpark, its suppliers or licensors and are legally protected, without limitation, under applicable U.S. Federal, State, and foreign laws, regulations and treaties. Unless the context clearly requires otherwise or we explicitly state in writing, the term Site includes "Material" as well. The Site is to be used solely for your non-commercial, non-exclusive, non-assignable, non-transferable and limited personal use and for no other purposes.
You must not alter, delete or conceal any copyright notice, trademark notice, or other notices contained on the Site, including notices on any Material you download, transmit, display, print or reproduce from the Site. You may not, nor may you allow any third party (whether or not for your benefit) to reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third party website), or otherwise use, any Material without the express prior written consent of the owner. Any unauthorized or prohibited use of any Material may subject you to civil liability, criminal prosecution, or both, under applicable federal, state and local laws.
The Services may be used and accessed for lawful purposes only. You agree that you will not do any of the following while using or accessing the Services:
ReSpark reserves the right, at any time and without prior notice, to remove or disable access to any Content, including, any ReSpark Content for any reason that ReSpark, at its sole discretion, considers to be objectionable, in violation of these Terms or otherwise harmful to the Services.
If you breach any of these Terms, we have the right to suspend or disable your access to or use of the Services. In the event ReSpark terminates your Account for your breach of these Terms, you will remain liable for all amounts due hereunder. Subject to these Terms, you may cancel your Account at any time by sending an email to firstname.lastname@example.org.
YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED TO YOU “AS IS” AND ON AN “AS AVAILABLE” BASIS. WITHOUT LIMITING THE FOREGOING, RESPARK EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. RESPARK MAKES NO WARRANTY THAT THE SERVICES OR RESPARK CONTENT WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. RESPARK MAKES NO WARRANTY REGARDING THE QUALITY OF THE SERVICES OR RESPARK CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY RESULTS OR INFORMATION OR RESPARK CONTENT OBTAINED THROUGH THE SERVICES.
NEITHER RESPARK NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICES, OR RESPARK CONTENT, WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE, THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS OR PROPERTY DAMAGE ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR RESPARK CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT RESPARK HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT WILL RESPARK’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICES OR RESPARK CONTENT EXCEED THE FEES PAID BY THE END USER TO RESPARK OR ONE HUNDRED DOLLARS ($100), IF FEES WERE PAID BY THE END USER. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN RESPARK AND YOU.
You agree to indemnify and hold harmless ReSpark and its officers, directors, employees and agents, and each of their respective successors and assigns from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees (including costs of defense of litigation by third parties), arising out of, or in any way connected with (a) your access to or use of the Services or ReSpark Content, (b) your violation of these Terms, (c) your violation of any third party’s rights, or (d) your violation of any law.
These Terms and any disputes related to them or to your use of the Services will be governed by the laws of the State of New Hampshire without regard to its conflict of laws provisions. You hereby consent to the exclusive jurisdiction and venue of courts in Grafton County, New Hampshire, USA, in all disputes arising out of or relating to the use of the Services.
You and ReSpark agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. YOU ACKNOWLEDGE AND AGREE THAT YOU AND RESPARK ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and ReSpark otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.insure or by calling the AAA at 1-800-778-7879.) Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.
The Site may contain hyperlinks to websites operated by parties other than ReSpark. Such hyperlinks are provided for your reference only. We do not control such websites and are not responsible for their contents or the privacy or other practices of such websites. You are responsible for and assume all risk arising from your use or reliance of any third-party websites. Our inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.
Headings are for reference purposes only and do not limit the scope or extent of such Section. The failure of ReSpark to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of ReSpark. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. Except as otherwise expressly provided herein, if for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by ReSpark, as determined by ReSpark in its sole and absolute discretion, (i) via email (in each case to the address that you provide) or (ii) by posting through the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”) and you can submit Feedback by emailing us at email@example.com. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
ReSpark respects the intellectual property rights of others. We have a policy of limiting access to the Services and terminating the accounts of users who infringe the intellectual property rights of others. If you believe that anything on the Site or portion of the Services infringe any copyright that you own or control, you may notify ReSpark’s Designated Agent as follows:
Designated Agent: ReSpark, LLC d/b/a ReSpark, ATTN: Legal Address: 10 Buck Road Hanover, NH 03755 Email: firstname.lastname@example.org
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. Also, please note that if you knowingly misrepresent that any activity or material on the Services is infringing, you may be liable to ReSpark for certain costs and damages.
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. These Terms and any applicable Additional Terms constitute the entire agreement between you and ReSpark relating to your access to and use of the Services. The failure of ReSpark to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree that communications and transactions between us may be conducted electronically.
We may make changes to these Terms from time to time. If we make changes, we will provide notice of such changes, such as by sending an email notification, providing notice through the Site, or posting the amended Terms to the Site and updating the “Last Updated” date above. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to and use of the Site after we provide notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using the Site.
If you have any questions about these Terms, please contact us at email@example.com or via mail at 10 Buck Road, Hanover, NH 03755.