User Terms of Service
UPDATED: OCTOBER 16, 2015
WiseGuy Ventures, LLC ("WiseGuy.com", "our", "us" or "we") provides an online marketplace that enables Users to find, receive, and pay for tutoring or other educational services. Our platform connects service providers (“WiseGuys”) with individuals seeking services via search, messaging, and session booking services (collectively, the "Services") through our website, accessible at www.WiseGuy.com (the "Site"). The Services include the ability for Users and WiseGuys (each as defined below) to interact using our interface or other methods as may be made available by WiseGuy.com.
“WiseGuy” means a tutoring or educational service provider accessible via the Services.
“User” means an individual who completes the sign up process, contacts a WiseGuy to seek and/or schedule Sessions, or otherwise accesses or uses the Site or Services.
“Sessions” mean any tutoring or educational services a User may receive from a WiseGuy related to a User's WiseGuy.com account or the Services.
“Paid Sessions” means Sessions with WiseGuys that have specified an hourly rate greater than $0.00 at the time the Session was booked
“Free Sessions” means Sessions with WiseGuys that have not specified an hourly rate or have specified an hourly rate of $0.00 at the time the Session was booked
"Content" means text, graphics, images, software, audio, video, information or other materials. Including materials that WiseGuy.com makes available through the Site or Services or materials that a WiseGuy or User posts, uploads, publishes, submits or transmits to be made available through the Site or Services in connection with the Sessions or otherwise.
You understand and agree that WiseGuy.com acts only as an interface to facilitate communications between Users and WiseGuys and to collect payment from Users on behalf of WiseGuys. THE SITE AND SERVICES COMPRISE AN ONLINE PLATFORM WHICH FACILITATES THE CONNECTION BETWEEN USERS AND WISEGUYS FEATURED ON THE SITE AND VIA THE SERVICES. YOU UNDERSTAND AND AGREE THAT WISEGUY.COM IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN USERS AND WISEGUYS. WISEGUYS ARE INDEPENDENT CONTRACTORS, NOT EMPLOYEES OR AGENTS OF WISEGUY.COM. WISEGUY.COM HAS NO CONTROL OVER THE CONDUCT OF USERS, WISEGUYS AND OTHER USERS OF THE SITE AND SERVICES, AND DISCLAIMS ALL LIABILITY IN THIS REGARD. YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR SERVICES, SEARCHING FOR A WISEGUY VIA THE SITE OR SERVICES, OR BY POSTING ANY CONTENT ON THE SITE OR THROUGH THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY, THESE USER TERMS OF SERVICE, WHETHER OR NOT YOU HAVE REGISTERED VIA THE SITE. IF YOU DO NOT AGREE TO THESE USER TERMS OF SERVICE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, SERVICES OR CONTENT. If you accept or agree to these User Terms of Service 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 to these User Terms of Service and, in such event, "you" and "your" will refer and apply to that company or other legal entity.
The Site and Services
The Site and Services can be used to facilitate the provision of Sessions via our online platform. As stated above, WiseGuy.com makes available a platform with related technology for Users to connect with WiseGuys as requested by Users. WiseGuy.com is not a provider of services. WiseGuy.com's role is solely to facilitate the availability of the Site and Services. Similarly, WiseGuy.com is not a contracting agent or representative of any WiseGuy or User. WiseGuys are not employees, agents or contractors of WiseGuy.com. Instead, WiseGuy.com's role is solely to facilitate the availability of the Site and Services for Users and WiseGuys.
PLEASE NOTE THAT, AS STATED ABOVE, THE SITE AND SERVICES ARE INTENDED TO BE USED TO FACILITATE THE CONNECTION OF USERS AND WISEGUYS FOR THE PROVISION OF SESSIONS. WISEGUY.COM CANNOT AND DOES NOT CONTROL THE ACTIONS OF ANY WISEGUYS, USERS OR OTHER USERS OF THE SITE AND SERVICES. WISEGUY.COM IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL ACTIONS OF WISEGUYS, USERS, THIRD PARTIES AND OTHER USERS OF THE SITE AND SERVICES. ACCORDINGLY, ANY MEETINGS (VIRTUAL OR OTHERWISE) BETWEEN USERS, WISEGUYS OR ANY OTHER THIRD PARTIES AND ANY PURCHASES OF SESSIONS PROVIDED BY WISEGUYS ARE DONE AT THE USER'S SOLE RISK.
Account Registration and Usage
In order to access certain features of the Site and Services you must register to create an account (“Account”) and become a “User”. To become a User you must be at least 18 years of age. Any payment for Sessions or use of the Site by anyone under 18 is expressly prohibited and by doing so you represent and warrant that you are 18 or older. In the case of registering to join the Services as a User directly via the Site or by logging into your account with certain third party social networking sites (“SNS”) (including, but not limited, to Facebook) via our Site. When you register by logging into an SNS via our Site, we will obtain the Personal Information you have provided to the SNS (such as your “real” name, profile picture, email address, list of SNS friends and other information you make available via the applicable SNS) from the account you have with such SNS and use that information to create your account and you will become a User; the information we obtain may depend on the privacy settings you have with the SNS. When you register with WiseGuy.com and set up your Account, you: (I) agree to provide WiseGuy.com with accurate and complete information; (ii) agree to promptly update your Account information with any new information that may affect the operation of your Account; and (iii) authorize WiseGuy.com, directly or through third parties, to make any inquiries we consider necessary or appropriate to verify your Account information or the information you provide to us related to any transactions you initiate via the Site and Services. You will not use false identities or impersonate any other person or use a password that you are not authorized to use.
You are responsible for safeguarding and maintaining the confidentiality of your login information and corresponding Account information. You agree not to disclose your password to any third party and that you are entirely and solely responsible for any and all activities or actions that occur under your Account, whether or not you have authorized such activities or actions. You will immediately notify WiseGuy.com of any unauthorized use of your password or Account.
You agree that you will not permit, enable, introduce or facilitate (I) persons who do not have an Account to have access to or use the features of the Site and Services only made available to Users; and (ii) other Users to use a specific Session through your Account, including at the same time that you are doing so.
Paying for Sessions
In order to pay for Paid Sessions purchased via the Site and Services, Users must provide valid payment information before connecting with WiseGuys. Sessions are purchased on a per minute basis and are charged based upon the WiseGuy Hourly Rate (as defined below), our Service Charge (as defined below), and the Billed Session Duration (as defined below), using the Minimum Session Duration (as defined below) specified for the Session Type (as defined below) at the time the session was booked. The Billed Session Duration may be greater or less than the Scheduled Session Duration, and is at the sole discretion of the WiseGuy to determine.
“WiseGuy Hourly Rate” means the per hour amount the WiseGuy will be paid for their session
“Service Charge” means the amount added to the WiseGuy Hourly Rate that is paid to WiseGuy.com and its third party payment provider
“User Rate” means the hourly rate the User is billed for a session
“Billed Session Duration” means the total time the User is billed for a Paid Session
“Minimum Session Duration” means the minimum amount of time Users can be billed for when entering into Paid Sessions
“Scheduled Session Duration” means the amount of time allotted for a Session at the time the Session was booked
“Session Type” means the format of the session (e.g. online, in-person, asynchronous, etc.)
While certain measures are taken to prevent WiseGuys from inflating the Billed Session Duration, WiseGuy.com disclaims all responsibility from ensuring the accuracy of the Billed Session Duration. For information on refunds please see the Refund section below. All partial minutes of Sessions used are rounded up. All Sessions fees are charged in USD currency. All payments made to WiseGuys for Sessions must be completed through the Site, any payments made to WiseGuys outside of the Site may result in your Account being disabled and, or legal action. Users are encouraged to report any WiseGuys that have attempted to offer payments outside of the site by emailing us at support@WiseGuy.com or by using the designated field in the Post-Session form.
No payment is required for Free Sessions, however Users may provide WiseGuys with a Tip. Tips are voluntary payments made by Users to WiseGuys after a Session. Tips are non-refundable and WiseGuy.com disclaims all responsibility from refunding Tip amounts that were provided unintentionally.
When you choose to purchase Paid Sessions via the Site and Services, you will be required to provide customary billing information such as your name and payment method. You confirm your acknowledgement and agreement that the User Rate shown to you includes our Service Charge, which may be changed from time to time at the sole discretion of WiseGuy.com. WiseGuy.com may modify the Service Charge at any time without providing advanced notice of the modification. By continuing to engage in Sessions you are indicating that you agree to be bound by the modified Service Charge. If the modified Service Charge is not acceptable to you, your only recourse is to cease providing services via the Site and Services. You also confirm your acknowledgement that the Billed Session Duration may differ from the actual duration of the sessions depending on the Minimum Session Duration specified for that Session Type and other factors.
You agree to pay WiseGuy.com for any Paid Sessions used or booked by you or any other User of your Account and you hereby authorize the collection of such amounts by charging your chosen payment method, either directly by WiseGuy.com or indirectly, via a third party online payment processor. You agree to pay the applicable fees and any taxes and other fees that may accrue in relation to use of the Site and Services via your Account, if any. All fees for Sessions are non-refundable, except as expressly provided in these User Terms of Service and you agree all sales are final. If you pay by credit or debit card we may obtain a pre-approval from the issuer of the card for the amount of the purchase. The selection of and pricing related to Sessions offered via the Site and Services may change at any time, in WiseGuy.com's sole discretion.
You understand that after a Session is booked with a WiseGuy, the WiseGuy may cancel or re-schedule the Session at any time without penalty. WiseGuy.com is not liable for any damages incurred as a result of a cancelled or re-scheduled Session.
Users will receive an email summary within a commercially reasonable time after a Session is completed. If for some reason there is a discrepancy concerning Session charges, please contact us at support@WiseGuy.com. WiseGuy.com may require you to submit additional information in order to make a determination regarding your balance. All decisions regarding your balance will be final and at WiseGuy.com's sole discretion. Notwithstanding the foregoing, WiseGuy.com is not responsible if your Account is accessed or used by a third party without your permission.
Users must comply with any and all applicable tax laws, including the reporting and payment of any taxes arising in connection with your use of the Service. The reporting and payment of any such applicable taxes are your responsibility.
If for any reason you are not satisfied with a WiseGuy after receiving a Sessions from such WiseGuy, please contact us at support@WiseGuy.com. All refunds are at WiseGuy.com's sole discretion.
You may receive credit for Sessions (“Session Credit”) to use toward future Sessions with WiseGuys. Session Credit is non-transferable and, except where required by law, cannot be redeemed for cash, check or credit, applied to any other Account and have no value outside of the Site and Services. Any attempt to do any of the foregoing is in violation of these User Terms of Service and may result in an automatic termination of your rights to use the Session Credit.
Session Credit may be provided to you in the following instances: (i) participation in a WiseGuy.com Referral Program (defined below) or (ii) if an issue occurred while using the Site that we deem fitting of awarding Session Credit as compensation. Decisions related to Session Credit will be made in WiseGuy.com's sole discretion. Notwithstanding any other terms of these User Terms of Service, WiseGuy.com may terminate, suspend or discontinue the offer of Session Credit at any time for any reason, in its sole discretion, with or without notice to you.
Interaction with WiseGuys and Use of Sessions
WiseGuy.com acts as a technology service that facilitates provision of Sessions between Users and WiseGuys and does not make decisions related to the provision of Sessions or contents thereof. WiseGuy.com does not endorse any WiseGuy and you are responsible for determining and confirming the identity and suitability of the WiseGuys interacted with as a result of your use, or use by any third party, of the Site and Services. WiseGuy.com does not endorse any WiseGuys. In addition, although the WiseGuy.com Provider Terms of Service requires WiseGuys to provide accurate information, we do not attempt to confirm, and do not confirm, any WiseGuy's purported identity. We are not your agent or the agent of any WiseGuy. We will not be responsible for any damage or harm resulting from your interactions, or those of anyone else, with WiseGuys or Users.
By using the Site or Services, you, and any third party that may use the Site and Services under your Account, agree (i) any legal remedy or liability that you or such third party seek to obtain for actions or omissions of WiseGuys, Users or other third parties will be limited to a claim against the particular WiseGuy, User or the third parties who caused you, or such third party harm; and (ii) not to attempt to impose liability on, or seek any legal remedy from WiseGuy.com with respect to such actions or omissions. In addition, WiseGuy.com is not responsible for the use or exchange of any information or files between WiseGuys and Users. Further, WiseGuy.com does not control, nor is it responsible for, the truth, accuracy, completeness, safety, timeliness, quality, legality or applicability of anything said or written by WiseGuys or Users.
Accordingly, Users are strictly prohibited from sharing any personal contact information on the Site or during Sessions with WiseGuys and may only communicate with WiseGuys through the Site’s messaging functionality. Users are encouraged to report any WiseGuys that have attempted to solicit the exchange of personal information through the Site or during Sessions by emailing us at support@WiseGuy.com or by using the designated field in the Post-Session form.
If you ever believe that another User or WiseGuy has violated law or is defrauding, threatening or endangering anyone, WiseGuy.com urges you to immediately contact the police directly for help.
The Site, Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Site, Services and Content, including all associated intellectual property rights, are the exclusive property of WiseGuy.com and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services or Content.
Subject to your compliance with the terms and conditions of these User Terms of Service, WiseGuy.com grants you a limited, non-exclusive, non-transferable license: (i) to view, download and print any Site Content solely for your personal and non-commercial purposes; and (ii) to access, modify, edit and download any Content to which you are permitted access solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.
You will 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 Site, Services or Content, except as expressly permitted in these User Terms of Service. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by WiseGuy.com or its licensors, except for the licenses and rights expressly granted in these User Terms of Service.
License granted by User
We may, in our sole discretion, permit Users to post, upload, publish, submit or transmit Content. By making available any Content you produce on or through the Site or Services, you hereby grant the following license to WiseGuy.com, which WiseGuy.com may exercise solely in connection with WiseGuy.com's provision of the Services: a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense to other users of the Services (including WiseGuys, as applicable), to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such Content. WiseGuy.com does not claim any ownership rights in any Content you produce and nothing in these User Terms of Service will be deemed to restrict any rights that you may have to use and exploit such Content.
You acknowledge and agree that you are solely responsible for all Content that you make available through the Site or Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Content that you make available through the Site or Services or you have all rights, licenses, consents and releases that are necessary to grant to WiseGuy.com and to the rights in such Content, as contemplated under these User Terms of Service; and (ii) neither the Content nor your posting, uploading, publication, submission or transmittal of the Content or WiseGuy.com's use of the Content (or any portion thereof) on, through or by means of the Site or Services will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
Third Party Services
You understand and agree that the provision of Sessions may require use of a third party website or service (each a "Third Party Service"). You understand and agree that your use of any Third Party Service is voluntary and you will be subject to their terms and conditions. You shall be solely responsible for acquiring and maintaining all telecommunications and Internet services and other hardware and software you may decide to use to provide the Sessions, including, without limitation, any and all costs, fees, expenses, and taxes of any kind related to use of any Third Party Service. WiseGuy.com shall not be responsible for any loss or corruption of data, lost communications, or any other loss or damage of any kind arising from any such Third Party Service.
WiseGuy.com respects copyright law and expects its users to do the same. It is our policy to terminate in appropriate circumstances Users, WiseGuys or other Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
Comments on WiseGuys and Feedback
In connection with your receipt of Sessions, you may have the opportunity to leave feedback and make comments about your experience with the WiseGuy with whom you have interacted (“WiseGuy Reviews”) by filling out the review form made available via the Site. WiseGuy.com advises you to exercise caution and good judgment when leaving such comments. Once you submit your comments to via the Site you will not be able to go back and edit your comments. You should also be aware that you can be held legally responsible for damages to someone's reputation if your comments are deemed to be defamatory. WiseGuy.com has no obligation to monitor or censor comments that are provided by Users, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these User Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. WiseGuy.com disclaims any and all liability relating to WiseGuy Reviews. Notwithstanding the foregoing, WiseGuy.com does reserve the right, in its sole discretion, to remove any WiseGuy Reviews that it deems to be inconsistent with the online activities that are permitted under these User Terms of Service.
We invite you to provide WiseGuy.com with feedback, comments and suggestions for improvements to the Site and Services (collectively, “Feedback”). You may submit Feedback by emailing us at support@WiseGuy.com or by using the designated field in the Post-Session form. You acknowledge and agree that all WiseGuy Reviews and all Feedback will be the sole and exclusive property of WiseGuy.com. You hereby assign to WiseGuy.com and agree to assign to WiseGuy.com all of your right, title and interest in and to all WiseGuy Reviews and Feedback, including all intellectual property rights therein. At WiseGuy.com's request and expense, you will execute documents and take such further acts as WiseGuy.com may reasonably request to assist WiseGuy.com to acquire, perfect and maintain its intellectual property rights and other legal protections for the WiseGuy Reviews and Feedback.
You will not take any actions which may undermine the review system used to solicit feedback and comments from Users, including, without limitation, leaving negative comments if a WiseGuy fails to perform some action that is outside the scope of the Sessions, or for another untruthful or malicious reason.
You agree not to do any of the following:
Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
You also agree not to:
- Upload, post, email, transmit or otherwise make available any content that we deem to be harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
- Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
- Impersonate any person or entity, create a false identity, or falsely state or otherwise misrepresent yourself or your affiliation with any person or entity;
- Upload, post, email, transmit or otherwise make available 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;
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Site;
- Upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available 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 agreements);
- In any way violate the honor code or code of conduct of any institution to which your student or you yourself belong;
- Aid or encourage a student to violate the honor code or code of conduct of the institution to which a student belongs;
- Use, display, mirror or frame the Site, or any individual element within the Site or Services, WiseGuy.com's name, any WiseGuy.com trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without WiseGuy.com's express written consent;
- Access, tamper with, or use non-public areas of the Site, WiseGuy.com's computer systems, or the technical delivery systems of WiseGuy.com's providers;
- Attempt to probe, scan, or test the vulnerability of any WiseGuy.com system or network or breach any security or authentication measures; Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by WiseGuy.com or any of WiseGuy.com's providers or any other third party (including another user) to protect the Site, Services or Content;
- Attempt to access or search the Site, Services or Content or download Content from the Site or Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by WiseGuy.com or other generally available third party web browsers;
- Use any meta tags or other hidden text or metadata utilizing a WiseGuy.com trademark, logo URL or product name without WiseGuy.com's express written consent;
- Use the Site, Services or Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these User Terms of Service;
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services or Content to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services or Content;
- Collect or store any personally identifiable information from the Site or Services from other users of the Site or Services without their express permission;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
WiseGuy.com will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. WiseGuy.com may involve and cooperate with law enforcement authorities in prosecuting users who violate these User Terms of Service. You acknowledge that WiseGuy.com has no obligation to monitor your access to or use of the Site, Services or Content or to review or edit any Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these User Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. WiseGuy.com reserves the right, at any time and without prior notice, to remove or disable access to any Content that WiseGuy.com, at its sole discretion, considers to be in violation of these User Terms of Service or otherwise harmful to the Site or Services.
You may find links to other websites or resources on the Site. You acknowledge and agree that WiseGuy.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. WiseGuy.com will not be responsible or liable, directly or indirectly, for any actual or alleged damage or loss 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.
We reserve the right, at our sole discretion, to change, modify, add, or delete portions of the User Terms of Service at any time without further notice. If we do this, we will post the changes the Site and will indicate at the top of this page the effective date. Your continued use of the Site after any such changes constitutes your acceptance of the new User Terms of Service. If you do not agree to abide by these or any future User Terms of Service, please do not use or access the Site. It is your responsibility to regularly review these User Terms of Service.
Termination and Account Cancellation
If you breach any of these User Terms of Service, WiseGuy.com will have the right to suspend or disable your Account or terminate these User Terms of Service, at its sole discretion and without prior notice to you. WiseGuy.com reserves the right to revoke your access to and use of the Site, Services and Content at any time, with or without cause. In the event WiseGuy.com terminates these User Terms of Service for your breach, you will remain liable for all amounts due hereunder. You may cancel your Account at any time by sending an email to support@WiseGuy.com.
WISEGUY.COM IS NOT RESPONSIBLE FOR DISPUTES, CLAIMS, LOSS, INJURY, OR DAMAGE OF ANY KIND THAT MIGHT ARISE DURING AND AFTER SESSIONS. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR INTERACTION AND DISPUTES BETWEEN USERS AND WISEGUYS.
THE SITE IS PROVIDED ON AN "AS IS" BASIS AND WISEGUY.COM DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, LIABILITY, INJURY, CLAIM, OR DAMAGE OF ANY KIND RESULTING FROM ANY ERRORS IN THE SITE AND ITS CONTENT INCLUDING, BUT NOT LIMITED TO, TYPOGRAPHICAL AND TECHNICAL ERRORS AND INACCURACIES.
WISEGUY.COM DOES NOT WARRANT THAT THE SITE, SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SITE AND SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SITE AND SERVICES WILL BE CORRECTED, OR THAT ENCRYPTION ALGORITHMS, ASSOCIATED KEYS AND OTHER SECURITY MEASURES WILL BE SECURE OR EFFECTIVE.
YOU ACKNOWLEDGE AND AGREE THAT WISEGUY.COM DOES NOTHAVE AN OBLIGATION TO CONDUCT REFERENCE CHECKS ON OR TO INTERVIEW OR SCREEN ANY USER OF THE SITE OR SERVICES, INCLUDING, BUT NOT LIMITED TO, WISEGUYS, BUT MAY CONDUCT SUCH REFERENCE CHECKS OR INTERVIEWS IN ITS SOLE DISCRETION. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH WISEGUYS AND OTHER USERS OF THE SITE AND SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY INTERACTION WITH WISEGUYS OR USERS VIA THE SERVICES OR OTHERWISE.
You agree to indemnify and hold WiseGuy.com and its subsidiaries, affiliates, shareholders, officers, directors, agents, licensors, suppliers, alliance members, other partners, employees, and representatives harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of or connection to the Site (including any use by you on behalf of another party), your violation of the User Terms of Service, or your violation of any rights of another.
Limitation of Liability
TO THE FULL EXTENT PERMITTED BY LAW, WISEGUY.COM IS NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE SITE, EVEN IF WISEGUY.COM HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO: THE USE OF OR THE INABILITY TO USE THE SITE; THE COST OR 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 SITE; STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSION OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR CONTENT OR INFORMATION YOU MAY DOWNLOAD, USE, MODIFY, OR DISTRIBUTE.
THE SITE IS OWNED AND OPERATED BY WISEGUY.COM. THE CONTENTS OF THE SITE INCLUDING, BUT NOT LIMITED TO, THE DATABASE INFORMATION ARE PROTECTED BY COPYRIGHT LAWS AND REGULATIONS. NO MATERIAL IN ANY SHAPE OR FORM MAY BE COPIED, REPRODUCED, TRANSMITTED, OR DISTRIBUTED.
IN NO EVENT WILL WISEGUY.COM'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE USER TERMS OF SERVICE OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, SESSIONS, OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO WISEGUY.COM FOR USE OF THE SITE, SERVICES, SESSIONS OR CONTENT, IF YOU HAVE MADE ANY PAYMENTS TO WISEGUY.COM, OR TWO HUNDRED DOLLARS ($200), IF YOU HAVE NOT MADE ANY PAYMENTS TO WISEGUY.COM, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN WISEGUY.COM AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Proprietary Rights Notices
All trademarks, service marks, logos, trade names and any other proprietary designations of WiseGuy.com used herein are trademarks or registered trademarks of WiseGuy.com. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Controlling Law and Jurisdiction
These User Terms of Service and any action related thereto will be governed by the laws of the State of Maryland without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights will be the state and federal courts located in the District of Maryland and each of the parties hereto waives any objection to jurisdiction and venue in such courts.
These User Terms of Service constitute the entire and exclusive understanding and agreement between WiseGuy.com and you regarding the Site, Services, and Content, and these User Terms of Service supersede and replace any and all prior oral or written understandings or agreements between WiseGuy.com and you regarding the Site, Services, and Content.
You may not assign or transfer these User Terms of Service, by operation of law or otherwise, without WiseGuy.com's prior written consent. Any attempt by you to assign or transfer these User Terms of Service, without such consent, will be null and of no effect. WiseGuy.com may assign or transfer these User Terms of Service, at its sole discretion, without restriction. Subject to the foregoing, these User Terms of Service will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these User Terms of Service, will be in writing and given: (i) by WiseGuy.com via email (in each case to the address that you provide); or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Any controversy, claim, suit, injury or damage arising from or in any way related to the User Terms of Service shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association then in effect and before a single arbitrator chosen by WiseGuy.com. Any such controversy, claim, suit, injury or damage shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any controversy, claim, suit, injury or damage of any other party. The arbitration shall be conducted in the State of Maryland, and judgment of the arbitration award may be entered into any court having jurisdiction thereof. WiseGuy.com may seek any interim or preliminary relief from a court of competent jurisdiction in the State of Maryland, necessary to protect its rights pending the completion of arbitration. Each party shall assume its own costs of arbitration.
The failure of WiseGuy.com to enforce any right or provision of these User Terms of Service 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 WiseGuy.com. Except as expressly set forth in these User Terms of Service, the exercise by either party of any of its remedies under these User Terms of Service will be without prejudice to its other remedies under these User Terms of Service or otherwise. If for any reason a court of competent jurisdiction finds any provision of these User Terms of Service invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these User Terms of Service will remain in full force and effect.
If you have any questions about these User Terms of Service, please contact WiseGuy.com at support@WiseGuy.com.