1. ACCEPTANCE OF TERMS
Welcome to the Talkspot.com Website and Email Marketing Creation Services
(the "Service"). Your use of the Service is subject to these Terms of Service
("TOS"). Talkspot.com reserves the right to update and change the TOS from
time to time without notice and by using the Service; you signify your
irrevocable acceptance of this TOS.
Unless explicitly stated otherwise, any new features, including the release
of new Talkspot.com tools and resources, shall be covered by this TOS.
Talkspot.com may also offer 3rd party services that may be governed by
their own terms of service and copyright protections.
Because the Terms of Service contain legal obligations, please read them
carefully. Failure to comply may result in account termination and possible
further legal liability.
2. DESCRIPTION OF SERVICE
Talkspot.com provides web based creation tools and hosting for the online
presence of individuals and businesses and also provides ecommerce and
email marketing services for commercial customers.
Talkspot.com also provides art production and consulting services to certain
customers on a "per hour" and "per project" basis.
Talkspot does not provide access to the world-wide web directly, and all
users are required to provide their own connectivity and equipment to access
From time to time, Talkspot will provide registered and prospective users
with "webcasts," email newsletters and other communications suggesting
methods and strategies for implementation of website creation and promotion.
These communications are advisory only and it is up to the individual user
or commercial entity to determine the implication, advisability and/or
legality of such methods and strategies for their own situation and in
accordance with applicable laws.
Other than tools, web addresses, services and artwork directly provided
by Talkspot.com, all web content is the property of the individual account
holder and Talkspot.com takes no responsibility for the content.
You also understand and agree that the service may include certain communications
from Talkspot.com, such as service announcements, administrative messages
and the Talkspot.com Newsletter, and that these communications are considered
part of Talkspot.com membership and you will not be able to opt out of
All users of Talkspot.com are required to register and will be given a
valid Talkspot.com account number. To be an Account Holder with your own
website, you must provide Talkspot.com with a valid email address and other
information ("Registration Data"). In consideration of use of the Service,
you agree to: (a) provide true, accurate, current and complete information
about yourself as prompted by the Service's registration form, and (b)
maintain and promptly update the Registration Data to keep it true, accurate,
current and complete. This information may change from time to time.
Talkspot.com reserves the right to cancel or suspend any account if communications
or enquiries to the email address on file are not responded to in a timely
manner or if any other information is deemed to be incomplete, incorrect
Talkspot.com accounts may not be transferred or resold without the express
written permission of Talkspot.com.
Account holders are provided with passwords during the registration process
as well as the ability to update or change passwords at any time. The account
holder is solely responsible for maintaining the confidentiality of this
information and account as well as any account activity.
The account holder agrees to (a) immediately notify Talkspot.com in writing
of any unauthorized use of your password or account or any other breach
of security, and (b) exit from the account at the end of each session.
Users under 13 years of age are prohibited from using the Service.
4. CANCELLATION AND TERMINATION
Account holders wishing to cancel may do so at any time.
After cancellation, Account Holders will no longer have access to your
Web site and all information contained therein may be deleted by Talkspot.com.
Talkspot.com accepts no liability for such deleted information or content
under any circumstances.
Although Account Holders are solely responsible for the legality and suitability
of content on their websites and blogs, in their outbound email communications
and in ecommerce transactions, Account Holders agree that Talkspot.com
may, at it's sole discretion but without obligation, terminate your password,
and/or account, and remove and discard any Content within the Service that
it deems to be illegal, inappropriate, offensive, damaging to either Talkspot.com
bandwidth usage, operations or professional reputation.
Termination can also occur due to lack of use or overuse or if talkspot.com
believes that you have violated or acted inconsistently with the letter
or spirit of the TOS. Any website or blog not edited substantially including
upload or your own content will be deleted after 30 days.Talkspot.com may
also in its sole discretion and at any time, discontinue providing the
Service, or any part thereof, with or without notice for any reason or
for no reason at all. In such event, unused moneys paid by Account Holders
will be refunded in accordance with U.S. laws.
Termination of your access to the Service under any provision of this
TOS may be effected without prior notice, and Account Holder acknowledges
and agrees that talkspot.com may immediately deactivate or delete your
website, as applicable and all related information and files.
Talkspot.com reserves the right to bar any further access to such files
or the Service. Account holder agrees that talkspot.com shall not be liable
to you or any third-party for any termination of your access to the Service.
5. REFUND POLICY
Customers who subscribe on a "month to month," or “yearly”
basis are not eligible for a refund for the unused portions of their subscription.
Subscribing customers will be responsible for any outstanding balance for
their current billing cycle until the subscription is canceled.
In the case of a billing dispute refunds are at the sole discretion of
Talkspot.com. Refunds deemed eligible within 60 days of the billing transaction
will be refunded through the mode of your payment. Refunds after 60 days
from the billing transaction will only be processed though a PayPal account.
For customers who are terminated due to violations of TOS, refunds for
paid users will be processed based on this policy minus any processing
fees to cover outstanding legal or similar claims and/or processing fees.
UNDER NO CIRCUMSTANCES WILL TALKSPOT.COM BE RESPONSIBLE FOR ANY CHARGES
(INCLUDING NSF CHARGES) YOU INCUR AS A RESULT OF ERRONEOUS CHARGES, AGAINST
YOUR CREDIT CARD OR PAYPAL ACCOUNT, OR AS A RESULT OF YOUR FAILING TO CANCEL
YOUR ACCOUNT AND/OR AUTOMATIC PAYMENTS IN A TIMELY FASHION.
Registration Data and certain other information about you are subject
7. CONTENT AND CONDUCT RULES AND OBLIGATIONS
Account Holder understands that all content uploaded to the site including,
but not limited to, information, intellectual property, data, text, software,
music, sound, photographs, graphics, video, messages, goods, products,
services or other materials are the sole responsibility of the Account
Holder. It is the sole responsibility of the account holder to insure that
the content uploaded to the site is correct and free of fraudulent intent,
free from defects and viruses, and legal within the jurisdictions where
Account Holder will do business or disseminate information. This includes,
but is not limited to, any content that may violate local community standards.
Talkspot.com does not control the Content posted via the Service and,
as such, does not guarantee the accuracy, integrity legality or quality
of such Content. You understand that by using the Service, you may be exposed
to Content that is offensive, indecent or objectionable.
Account Holders and any visitor to a site hosted by Talkspot.com agrees
that under no circumstances will Talkspot.com be liable in any way for
any Content, including, but not limited to, for any errors or omissions
in any Content, or for any loss or damage of any kind incurred as a result
of the use of any Content posted, transmitted or otherwise made available
via the Service.
Account Holder and site visitors acknowledge that Talkspot.com does not
pre-screen Content nor endorse or warrant the content in any way.
Account Holders agree that they alone must evaluate, and bear all risks
associated of, the use of any Content, including any reliance on the legality
accuracy, completeness, or usefulness of such Content. Both Account Holder
and site visitors acknowledge that they may not rely on any Content created
with Talkspot.com or submitted to Talkspot.com.
Both Account Holders and any third party uploading content or performing
transactions on the service acknowledge and agree that Talkspot.com may
preserve Content and may also disclose to legal authorities or provide
content if required to do so by law authorities in the good faith belief
that such preservation or disclosure is reasonably necessary to: (a) comply
with legal process; (b) enforce the TOS; (c) respond to claims that any
Content violates the rights of third-parties; or (d) protect the rights,
property, or personal safety of Talkspot.com, its users and the public.
Further, Account Holder understand that the technical processing and transmission
of the Service, including your Content, may involve (a) transmissions over
various networks; and (b) changes to conform and adapt to technical requirements
of connecting networks or devices.
Should Content be found or reported to be in violation with, but not limited
to, these terms, it will be in talkspot.com's sole discretion as to what
action should be taken and is under no legal obligation to do so unless
directed to do so by applicable courts, law enforcement representatives
or appropriate city, state, federal or international entities.
Account Holders and visitors agree that they will not use Talkspot's network
or Services to engage in, foster, or promote illegal, abusive, or irresponsible
upload, post, transmit or otherwise make available any Content that is
unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory,
vulgar, obscene, libelous, invasive of another's privacy (up to, but not
excluding any address, email, phone number, or any other contact information
without the written consent of the owner of such information), hateful,
or racially, ethnically or otherwise objectionable;
Constitutes, depicts, fosters, promotes or relates in any manner to child
pornography, bestiality, non-consensual sex acts, or otherwise unlawfully
exploits persons under 18 years of age;
Publish, transmit or store any content or links to any content that is
excessively violent, incites violence, threatens violence, contains harassing
content or hate speech, creates a risk to a person’s safety or health,
or public safety or health, compromises national security or interferes
with an investigation by law enforcement;
Collecting or using information, including email addresses, screen names
or other identifiers, by deceit, (such as, phishing, Internet scamming,
password robbery, spidering, and harvesting);
Use Talkspot websites or blogs primarily as a "black hat" SEO link building
source to build traffic to other than talkspot websites;
harm minors in any way;
associate Talkspot.com and/or the Service with any illegal and or pornographic
or fraudulent site, material, content or activities;
impersonate any person or entity, including, but not limited to, a talkspot.com
official, forum leader, guide or host, or falsely state or otherwise misrepresent
your affiliation with a person or entity;
forge headers or otherwise manipulate identifiers in order to disguise
the origin of any Content transmitted through the Service;
upload, post or otherwise transmit any Content that you do not have a
right to transmit under any law or under contractual or fiduciary relationships
(such as inside information, proprietary and confidential information learned
or disclosed as part of employment relationships or under nondisclosure
upload, post or otherwise transmit any Content that infringes any patent,
trademark, trade secret, copyright, rights of privacy or publicity, or
other proprietary rights of any party;
upload, post, or transmit unsolicited commercial email or "spam". This
includes unethical marketing, advertising, or any other practice that is
in any way connected with "spam", such as (a) sending mass email to recipients
who haven't requested email from you or with a fake return address, (b)
promoting a site with inappropriate links, titles, descriptions, or (c)
promoting your site by posting multiple submissions in public forums that
upload, post, email, otherwise transmit, or post links to any unsolicited
or unauthorized advertising, promotional materials, "junk mail," "spam,"
"chain letters," "pyramid schemes," or any other form of solicitation;
upload, post or otherwise transmit any material that contains software
viruses or any other computer code, files or programs designed to interrupt,
destroy or limit the functionality of any computer software or hardware
or telecommunications equipment;
interfere with or disrupt the Service or servers or networks connected
to the Service, or disobey any requirements, procedures, policies or regulations
of networks connected to the Service;
intentionally or unintentionally violate any applicable local, or international
'stalk' or otherwise harass another;
promote or provide instructional information about illegal activities,
promote physical harm or injury against any group or individual, or promote
any act of cruelty to animals. This may include, without limitation, providing
instructions on how to assemble bombs, grenades and other weapons or incendiary
offer for sale or sell any item, good or service that (a) violates any
applicable law or regulation, (b) you do not have full power and authority
under all relevant laws and regulations to offer and sell, including all
necessary licenses and authorizations, or (c) talkspot.com determines,
in its sole discretion, is inappropriate for sale through the Service provided
use the Service as a forwarding service to another website;
solicit passwords or personal identifying information for commercial or
unlawful purposes from other users;
exceed the scope of the Service that you have signed up for; for example,
accessing and using the tools that you do not have a right to use;
make any unauthorized automated use of the system.
Conducting any gambling activity in violation of any required licenses,
codes of practice, or necessary technical standards required under the
laws or regulations of any jurisdiction in which your site is hosted or
Any action that is otherwise illegal or solicits conduct that is illegal
under laws applicable to you or to Talkspot.
If any user is reported to be in violation with the letter or spirit of
these terms, Talkspot.com retains the right to terminate such account at
any time without further warning.
8. ADDITIONAL SOFTWARE
With respect to any additional software that may be made available by
Talkspot.com in connection with the Service, if Account Holders or site
visitors elect to download or access such additional software or third
party Content made available to through the Service, parties understand
that they may have to agree to additional terms and conditions before use
of such software or third party Content.
Both Account Holders and Site Visitors also agree that the use of any
third party software or Content obtained through the Service does not transfer
any rights, title or interest in or to the software or such Content, and
that they will not use any Content made available to them through the software
or the Service except as expressly authorized under that third party provider's
terms of service or license. For greater certainty, by downloading software
or Content made available through the Service, all users are deemed to
agree to the terms of service or license agreement posted on the Service,
the terms of which are incorporated by reference herein for the benefit
of such third party providers. If you do not agree to the terms of service
or license agreement, do not download the software or Content.
9. INTERNATIONAL USE
Recognizing the global nature of the Internet, all users agree to comply
with all local rules regarding online conduct and acceptable Content. Specifically,
users agree to comply with all applicable laws regarding the transmission
of technical data exported from Canada or the country in which you reside.
10. CONTENT SUBMITTED
Talkspot.com does not claim ownership of the Content placed on your Talkspot.com
website or within Account Holder created email marketing materials. By
submitting Content to Talkspot.com for inclusion on your talkspot.com website,
Account Holder and/or site visitors grant Talkspot.com a world-wide, royalty-free,
and non-exclusive license to reproduce, modify, adapt and publish the Content
solely for the purpose of displaying, distributing and promoting the content
on talkspot.com's Internet properties.
All users acknowledge that Talkspot.com does not pre-screen Content, but
that Talkspot.com and its designees shall have the right (but not the obligation)
in their sole discretion to refuse or remove any Content that is available
via the Service.
Without limiting the foregoing, Talkspot.com and its designees shall have
the right to remove any Content that violates the TOS or is otherwise objectionable.
All users agree that they alone must evaluate, and bear all risks associated
with, the use of any Content, including any reliance on the accuracy, completeness,
or usefulness of such Content.
Account Holders understand and agree that the Service may include advertisements
and that these advertisements are necessary for talkspot.com to provide
the Service. Any correspondence or business dealings with, or participation
in promotions of, advertisers found on or through the Service, including
payment and delivery of related goods or services, and any other terms,
conditions, warranties or representations associated with such dealings,
are solely between the user and such advertiser. All users agree that Talkspot.com
shall not be responsible or liable for any loss or damage of any sort incurred
as the result of any such dealings or as the result of the presence of
such advertisers on the Service.
The Service may provide, or third parties may provide, links to other
World Wide Web sites or resources. Because Talkspot.com has no control
over such sites and resources, All users acknowledge and agree that talkspot.com
is not responsible for the availability of such external sites or resources,
and does not endorse and is not responsible or liable for any Content,
advertising, products, or other materials on or available from such sites
or resources. Users further acknowledge and agree that Talkspot.com shall
not be responsible or liable, directly or indirectly, for any damage or
loss caused or alleged to be caused by or in connection with use of or
reliance on any such Content, goods or services available on or through
any such site or resource.
All users agree to indemnify and hold Talkspot.com, and its subsidiaries,
affiliates, officers, director's, agents, co-branders or other partners,
and employees, harmless from any claim or demand, including reasonable
attorneys' fees, made by any third party due to or arising out of uploaded
Content, use of the Service, Visitor/Guests activities, connection to the
Service, violation of the TOS, or violation of any rights of another, whether
actions are of a registered Account holder or not. The user is solely responsible
for his or her actions when using the Service, including, but not limited
to, costs incurred for Internet access.
14. RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell or exploit any
portion of the Service, use of the Service, or access to the Service without
the express written permission by Talkspot.com.
15. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that Talkspot.com may establish general practices and
limits concerning use of the Service and may modify such practices and
limits from time to time without notice to you.
16. MODIFICATIONS TO SERVICE
Talkspot.com 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 at any time. All users agree that talkspot.com shall
not be liable to Users or to any third party for any modification, suspension
or discontinuance of the Service.
17. TALKSPOT.COM'S PROPRIETARY RIGHTS
All users acknowledge and agree that the Service and any necessary software
used in connection with the Service ("Software") contain proprietary and
confidential information that is protected by applicable intellectual property
and other laws. Users further acknowledge and agree that Content contained
in sponsor advertisements or information presented through the Service
or advertisers is protected via copyrights, trademarks, service marks,
patents or other proprietary rights and laws. Except as expressly authorized
by Talkspot.com or advertisers, users agree not to modify, rent, lease,
loan, sell, distribute or create derivative works based on the Service
or the Software, in whole or in part.
Talkspot.com does not want to receive confidential or proprietary information
from you through the Service or by email. Unless otherwise agreed in writing
by an authorized Talkspot.com representative, any material, information
or idea you transmit to Talkspot.com by any means may be disseminated or
used by Talkspot.com or its affiliates without compensation or liability
to you for any purpose whatsoever, including, but not limited to, developing,
manufacturing and marketing products. However, this provision does not
apply to Content (as defined herein), or to personal information that is
18. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
All USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON
AN "AS IS" AND "AS AVAILABLE" BASIS. talkspot.com EXPRESSLY DISCLAIMS 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.
TALKSPOT.COM WILL MAKE REASONABLE EFFORTS TO MAINTAIN THE SERVICE, BUT
WILL NOT BE RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, CUSTOMER INFORMATION
OR VENDOR DATA, REVENUE, OR OTHER HARM TO BUSINESS ARISING OUT OF DELAYS,
MISDELIVERY OR NONDELIVERY OF INFORMATION, RESTRICTION OR LOSS OF ACCESS,
BUGS OR OTHER ERRORS, UNAUTHORIZED USE DUE TO SHARING OF ACCESS TO THE
SERVICE, OR OTHER INTERACTION WITH THE SERVICE. THE ACCOUNT HOLDERS ALONE
ARE RESPONSIBLE FOR MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION
THAT MAY RESIDE ON THE SERVICE.
TALKSPOT DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET ANY USERS SPECIFIC
REQUIREMENTS, (ii) THE SERVICE 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 THROUGH
THE SERVICE WILL MEET EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE
WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE
IS DONE AT USERS OWN DISCRETION AND RISK AND USER WILL BE SOLELY RESPONSIBLE
FOR ANY DAMAGE TO COMPUTER SYSTEMS OR LOSS OF DATA THAT RESULTS FROM THE
DOWNLOAD OF ANY SUCH MATERIAL
ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM
THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
19. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TALKSPOT.COM SHALL NOT BE LIABLE
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 TALKSPOT.COM 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.
TALKSPOT.COM DISCLAIMS ANY LOSS OR LIABILITY RESULTING FROM: (i) MISDELIVERY
OR NON-DELIVERY OF DATA BETWEEN YOU AND YOUR SITE USERS OR BETWEEN YOU
AND TALKSPOT.COM AND OR ITS AFFILIATES (ii) THE LOSS OF REGISTRATION OR
PROCESSING OF A DOMAIN NAME OR THE USE OF A DOMAIN NAME (iii) THE FAILURE
FOR WHATEVER REASON TO RENEW A DOMAIN NAME REGISTRATION (iv) THE UNAUTHORIZED
USE OF YOUR ACCOUNT WITH TALKSPOT.COM OR ANY SERVICES PROVIDED TO YOU BY
TALKSPOT.COM (v) ERRORS, OMISSIONS OR MISSTATEMENTS (vi) DELETION OF, FAILURE
TO STORE, OR FAILURE TO PROCESS OR ACT UPON EMAIL MESSAGES (vii) PROCESSING
OF UPDATED INFORMATION TO YOUR REGISTRATION RECORD (viii) DEVELOPMENT OR
INTERRUPTION OF YOUR WEB SITE.
20. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR
THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL
DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
IN SUCH EVENT, ALL LIMITATIONS NOT SPECIFICALLY PROHIBITED SHALL BE AGREED
TO BE ENFORCED.
This agreement will be governed by the state of Washington, United States
of America. All parties agree to submit any disputes to final and binding
Talkspot.com is a trade name for Cielo Azul Ventures II, LLC and all legal
enquiries should be forwarded to the legal address of Cielo Azul Ventures
II, LLC, Admiralty Way, West Seattle, WA.
22. WEB SITE ABANDONMENT AND LACK OF MAINTENANCE
Talkspot.com reserves the right to remove sites from our web servers
that have been abandoned. Abandoned sites are defined as sites which have
not been edited or updated in 3 months or more and have very low site traffic.
Talkspot.com will check for outdated websites on a continual basis. Talkspot.com
will make reasonable efforts to contact site owners in such cases; however
apparently abandoned web sites may be removed in any case without notice
after 3 months of inactivity.
Please email email@example.com
to report any
violations of the TOS.
24. COOPERATION WITH INVESTIGATIONS AND LEGAL PROCEEDINGS
If we are legally required to permit any relevant authority the ability
to inspect your content or traffic, you agree we can do so; provided however
that, where possible without breaching any legal or regulatory requirement,
we give you reasonable prior notice of such requirement.
We may, without notice to you, report to the appropriate authorities any
conduct by you that we believe violates applicable law, and provide any
information we have about you, or your users or your traffic and cooperate
in response to a formal request from a law enforcement or regulatory agency
investigating any such activity, or in response to a formal request in
a civil action that on its face meets the requirements for such a request.