Welcome to the Evoca.com website (the “Site”) operated by Evoca LLC (“Evoca”, “us” or “we”). Your use of this Site and the information, content and services available through the Site are subject to the following terms and conditions of this User Agreement, which may be updated by us from time to time without notice to you. Evoca reserves the right to change these terms and conditions at any time. You can review the most current version of this User Agreement at any time at http://www.evoca.com/company/user-agreement/. If you do not agree to any of these terms and conditions, please do not use the Site. By using this Site, you are agreeing to be bound by, and to comply with the terms and conditions of this User Agreement in effect at the time of your use, without limitation and qualification.
These terms and conditions of this User Agreement apply to all users of the Site, including users who are also contributors of content information and other materials or services (collectively, “Contributor Materials”) on or through the Site. As a general practice, Evoca does not investigate, confirm, review or edit Contributor Materials or exercise any form of editorial control over such Contributor Materials, and Evoca shall have no obligation to do so. You agree that you must evaluate and bear all risks associated with the use of any Contributor Materials, including any reliance on the accuracy, completeness or usefulness of any Contributor Materials.
The term “Site Content” means collectively the Contributor Materials and all other information, text, pictures, sound, voice recordings, graphics, images, video, data, logos, button icons, software code and other content provided by Evoca and its licensors that is displayed or otherwise available on or through the Site, and any other websites under the Company’s control.
You are authorized to access and use the Site and related Site Content as set forth in these terms and conditions, provided that: (i) your use of the Site and Site Content as permitted hereunder is solely for your personal, non-commercial use; (ii) you will not copy, distribute or transfer any portion of the Site on any media without Evoca’s prior written approval; (iii) you will not alter, adapt or otherwise modify any part of the Site other than as may be reasonably necessary to use that part of the Site for its intended purpose; and (iv) you will otherwise comply in full with the terms and conditions of this User Agreement.
We post legal notices and various credits on pages of the Site, which may not be removed even on your permitted copy. You shall not remove these notices or credits, or any additional information contained along with the notices and credits. The Site may contain references to trademarks, copyrighted materials, technologies, products, processes and software and other proprietary rights of Evoca or other parties. No license to or right in any such trademarks, copyrighted materials, technologies, products, processes, software or other proprietary rights of Evoca is granted to or conferred upon you.
The Site may now or in the future permit the submission of Contributor Materials by you and other users and the hosting, sharing and/or publishing of such Contributor Materials. You agree and acknowledge that without regard to whether such Contributor Materials are published, Evoca does not guarantee any confidentiality with respect to any submissions.
You shall be solely responsible for any Contributor Materials you submit and the consequences of posting or publishing them. With respect to any Contributor Materials you submit, you affirm, represent and warrant that: (i) you own or have the necessary licenses, rights, consents or permissions to use and authorize Evoca to use all patent, copyright, trade secret and trademark rights (collectively, “Intellectual Property Rights”) or other proprietary rights to enable inclusion and use of Contributor Materials in the manner contemplated by the Site and this User Agreement; and (ii) you have the written consent, release and/or permission of each identifiable individual person in your Contributor Materials to use the name, likeness or other personal characteristics of each such identifiable individual to enable inclusion and use of such Contributor Materials in the manner contemplated by the Site and this User Agreement.
As between you and Evoca, you shall retain all of your ownership rights in and to the Contributor Materials. However, by submitting Contributor Materials to Evoca, you hereby grant Evoca a worldwide, non-exclusive, irrevocable, royalty-free, sublicensable (through multiple tiers) and transferable license to use, reproduce, distribute, edit, modify, translate, reformat, prepare derivative works based upon, display publicly, perform publicly and otherwise exploit (including but not limited to over the Internet, broadcast television or any other uses or media), the Contributor Materials, in whole or in part, including future rights that Evoca (or its successor) may otherwise become entitled to that do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed to the maximum extent permitted by applicable law. You also hereby grant each user of the Site a non-exclusive license to access your Contributor Materials through the Site, and to use, access, watch, reproduce, distribute, transmit, forward, display and perform such Contributor Materials, in whole or in part, to the extent permitted by the Site under this User Agreement (the “User License”). This User License granted by you will terminate as to your Contributor Material once you remove or delete the particular Contributor Material from the Site. In addition, Evoca will have the right to refuse, remove or delete any Contributor Materials which it reasonably considers to violate this User Agreement or to otherwise be illegal or objectionable.
With respect to Contributor Materials and the Site, you agree you will not: (i) submit Contributor Materials that are copyrighted, protected by trade secret or otherwise subject to any third party Intellectual Property Rights or proprietary rights, including any privacy and publicity rights, unless you are the owner of such rights or have permission from the rightful owner of such rights to post such Contributor Materials and to grant Evoca all of the license rights and other rights granted herein; (ii) upload, post, e-mail or otherwise transmit any Contributor Materials or other Site Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (iii) use the Site to harm minors in any way; (iv) impersonate any person or entity, including but not limited to, a representative of Evoca, or falsely state or otherwise misrepresent your affiliation with a person or entity; (v) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Contributor Materials or other content transmitted to or through the Site; (vi) upload, post, e-mail or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes” or any other form of solicitation; (vii) upload, post, e-mail or otherwise transmit any Contributor Material or other content that contains computer 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; (viii) use of the Site Content on any other website or in a networked computer environment for any purpose is prohibited; (ix) intentionally or unintentionally violate any applicable local, state, national or international law, including but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or NASDAQ, and any regulations having the force of law; and (x) collect or store personal data about other users.
NO UNLAWFUL OR HARMFUL USE
You are solely responsible for using Evoca.com in a lawful manner, including providing notice as applicable regarding your decision to record communications with others, as may be required by state, federal or national laws or other applicable regulations relating to the privacy of voice and electronic communications. You will not use the Site or any of the Site Content in any way that is unlawful or harms Evoca or any user of Evoca. You may not use the Site in any manner that could overburden, or impair any Evoca Site (or the networks or systems connected to any Evoca Site). You may not use any device, software or instrumentality to interfere with the proper working of our Site or disobey any requirements, procedures, policies or regulations of networks connected to the Site.
RESPECT FOR INTELLECTUAL PROPERTY
Evoca.com respects the intellectual property rights of others, and we ask our users to do the same. It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of users of the Site who may infringe or repeatedly infringe the copyrights or other Intellectual Property Rights of Evoca.com and/or others.
If you are a copyright owner or an agent thereof and believe any Contributor Materials or other Site Information infringes upon your copyrights, you may submit a notification of claimed infringement under the Digital Millennium Copyright Act (“DMCA”) by providing notice to our Designated Copyright Agent (“Designated Copyright Agent”) containing the following information:
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of a copyright that is allegedly infringed;
(ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
(iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
(iv) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address;
(v) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Evoca’s Designated Copyright Agent to receive notifications of claimed infringement is: H. Thomas Sharpe, email address: [email protected] Please send only DMCA notices to our Designated Agent. You acknowledge that if you fail to comply with all of the above requirements of this Section, your DMCA notice may not be valid.
You agree to indemnify and hold Evoca and its agents and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Contributor Materials or other content you submit, post to or transmit through the Site, your violation of this User Agreement, or your violation of any rights of another.
You shall not violate or attempt to violate the security of the Site. Violations of system or network security may result in civil or criminal liability. Evoca reserves the right to investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.
With respect to all communications you make to Evoca, including but not limited to feedback, questions, comments, suggestions and the like: (i) you shall have no right to confidentiality in your communications and Evoca shall have no obligation to protect your communications from disclosure; (ii) Evoca shall be free to reproduce, use, disclose and distribute your communications to others without limitation; and (iii) Evoca shall be free to use any ideas, concepts, know-how, content or techniques contained in your communications for any purpose whatsoever, including, but not limited to, the development, production and marketing of products and services that incorporate such information.
YOUR ACTIVITIES AND ACCOUNT
You represent that any information you post or provide to Evoca by means of this Site, including, without limitation, as part of any registration, application or inquiry, is true, accurate, not misleading and offered in good faith. You are fully responsible for all of your activities relating to the Site and the Contributor Materials you post, and you shall bear all risks regarding the use of the Site and any Site Content.
You may never use another’s account without permission. Use of any password-protected area of the Site is restricted to the registered User who has been given permission and a password to access such area. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You are responsible for maintaining the confidentiality of your information and password. You must notify Evoca of any breach of security or unauthorized use of your account. You shall be responsible for any and all uses of your registration for any and all damages whether authorized by you or not.
You acknowledge and agree that Evoca may preserve Contributor Materials and other Site Content if required to do so by law or in the good faith belief that such preservation and disclosure is reasonably necessary to (i) comply with the legal process; (ii) enforce this User Agreement; (iii) respond to claims that any Site Content violates the rights of third-parties; or (iv) protect the rights, property, or personal safety of Evoca, its users and the public.
YOUR USE OF THE SITE IS AT YOUR SOLE RISK. EVOCA MAKES NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS. ALL SITE INFORMATION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR NONMISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, ACCURACY OF INFORMATION CONTENT, OR SYSTEM INTEGRATION. EVOCA DOES NOT WARRANT THAT THE SITE WILL BE AVAILABLE OR OPERATE IN AN UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE MANNER OR THAT ERRORS OR DEFECTS WILL BE CORRECTED.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL EVOCA BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS USER AGREEMENT OR USE OF THE SITE. YOUR SOLE AND EXCLUSIVE REMEDY HEREUNDER SHALL BE FOR YOU TO DISCONTINUE YOUR USE OF THE SITE.
LIMITED TIME TO BRING YOUR CLAIM
You and Evoca agree that any cause of action arising out of or related to the Site or any Site Content must be commenced within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
The Site may provide, or third parties may provide, links to other websites or resources. Because Evoca has no control over such sites or resources, you acknowledge and agree that Evoca 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. Evoca assumes no responsibility for the content, privacy policies or practices by such third-party websites. By using this Site, you ly waive any rights, claims or liability against Evoca from your use of any third-party website.
You agree that Evoca, in its sole discretion, may terminate your use of the Site and remove and discard your Contributed Materials, for any reason, if Evoca believes that you have violated or acted inconsistently with the letter and spirit of this User Agreement. Evoca may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of this User Agreement may be effected without prior notice, and acknowledge and agree that Evoca may bar any further access to the Site. Further, you agree that Evoca shall not be liable to you or any third-party for any termination of access to the Site.
RIGHT TO ACCESS
You affirm that you are over the age of 13. If you are under 13 years of age, you may not access or use the Site. In order to provide Contributor Materials you must be 18 years of age. By contributing this content you are affirming that you are 18 years old or more, an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms and conditions of this User Agreement, and comply with the terms and conditions of this User Agreement.
Any disputes and/or claims arising out of this User Agreement and/or the use of the Site and/or any products and services acquired under or relating to this User Agreement shall be resolved exclusively through the use of binding arbitration. Such arbitration shall be subject to the Federal Arbitration Act and the rules of the American Arbitration Association which shall govern such arbitration and be conducted before a single arbitrator in Savannah, Georgia. Any claimants shall have their claims/disputes resolved on an individual basis. Class action arbitration is prohibited under this Agreement. Neither you nor we shall be entitled to join or consolidate claims in arbitration by or against other users or arbitrate any claims as a member of a class or in a private attorney general capacity. Each party shall bear its own costs, including any attorneys’ fees, associated with such arbitration. Any award rendered in arbitration shall be final and binding, and may be enforced in any court having competent jurisdiction. In addition to any other remedies, we shall also have the right to seek injunctive relief outside of arbitration to protect our Intellectual Property Rights.
NO THIRD PARTY BENEFICIARIES
This Agreement is solely between you and Evoca.com. This Agreement does not create, and you and Evoca.com ly disclaim, any third-party beneficiary relationships. Any controversies or claims brought or asserted by you or on your behalf that arise out of or relate to this Agreement, the Site or our services shall be solely against Evoca.
Updated: September 29, 2010