Last Updated April6, 2017
1. Description of Service
1.1. Prodaxy.com, Play.Prodaxy.com, and related websites provide access to Content (as defined herein) and various communication and technology tools (collectively, hereafter, "Prodaxy" or "The Website"). "Content" includes, but is not limited to, text, graphics, animation, photographs, video, audio, sound, music, documents, files, scripts, software, programming code, games, simulation, interactive features, information, communication, opinion, recommendation, or advice posted, uploaded, submitted, transmitted, or otherwise made available on or via Prodaxy by you, ProdaxyInc. advertisers, sponsors, affiliates, or other users of Prodaxy, whether private or public.
1.2. Prodaxy.com and related websites are provided by ProdaxyInc. and its affiliates, sponsors, and advertisers (collectively, hereafter, "Prodaxy Inc.").
2. Acceptance of Terms
2.2. The TOU applies to all users of Prodaxy, including users who are also contributors of Content, information, or other materials or services on Prodaxy.
2.3. The TOU may be updated from time to time without notice to you.
2.4. To use Prodaxy, you must first agree to the TOU. You may not use Prodaxy if you do not accept the TOU.
2.5. The most current version of the TOU can be reviewed on the Prodaxy website.
2.6. You agree and accept the TOU by using Prodaxy and/or clicking to accept or agree to the TOU, where this option is made available to you in Prodaxy.
2.7. You may not use Prodaxy and may not accept the TOU if you are not of legal age to form a binding contract with Prodaxy Inc. You must also comply with all local, national, and international laws and regulations that apply to you based on your location of residence and/or from the location from which you use Prodaxy. Furthermore, children under aged 13 may only use Prodaxy under the supervision of a parent or guardian.
2.8. If the TOU is provided in a language other than English, you agree that the translation is only provided as a convenience and that the English language version of the TOU will bind your relationship with Prodaxy Inc., and will take precedence should there be any contradictions with non-English language versions.
2.9. You understand and agree that Prodaxy Inc. reserves the right to determine, in its sole discretion, whether you have violated the TOU.
3. Use of Prodaxy
3.1. You understand and agree that any fees you may have paid for a subscription to Prodaxy are non-refundable once you have created a login account to access Prodaxy, and any fees you may have paid for physical or virtual goods or services provided by or through Prodaxy or its affiliates are non-refundable once said goods or services have been made available to you to use or access.
3.2. You understand and agree that Prodaxyis provided "as is" and that Prodaxy Inc. assumes no responsibility for the timeliness, deletion, misdelivery, or failure to transmit, receive, or store any user Content, communication, or settings.
3.3. You understand and agree that use of Prodaxy and Content is at your sole risk.
3.4. You understand and agree that Prodaxy may change from time to time without prior notice to you.
3.5. You understand and agree that Prodaxy may include communications related to Prodaxy, such as administrative messages, service announcements, and the Prodaxy Newsletter, and that these communications are considered part of Prodaxy and you may not be able to opt out of receiving them.
3.6. You understand and agree that Prodaxy may contain text, files, and links to third party Content and Content sources that are not owned or controlled by Prodaxy Inc. or Prodaxy. You should not act on any idea, advice, suggestion, or other information received by or through Prodaxy or Prodaxy Inc. without first seeking independent professional advice. Prodaxy Inc. assumes no responsibility for the Content, policies, or practices of any third party Content or Content sources. By using Prodaxy, you indemnify and hold harmless Prodaxy Inc. from any and all liability arising from your use of Prodaxy, Prodaxy Inc., and third party Content or Content sources.
3.7. Prodaxy may include advertisements and display of said advertisements are necessary for provision and use of Prodaxy.
3.8. You understand and agree that access to Prodaxymay be interrupted and Prodaxy Inc. may temporarily or permanently stop providing Prodaxy, or any features within Prodaxy, at Prodaxy Inc.'s sole discretion, without prior notice to you.
3.9. You understand and agree that if Prodaxy Inc. stops providing Prodaxy, limits access to Prodaxy, or disables your account, you may be prevented from accessing information, Content, resources, or communications related to your account and Prodaxy.
3.10. You are responsible for obtaining access to Prodaxy, and that access may involve the need for equipment, as well as third-party fees, such as, but not limited to, Internet service provider or airtime charges. You are responsible for those fees.
3.11. In order to use or access Prodaxy, you may be required to provide information about yourself. You agree that any information you provide on Prodaxy or to Prodaxy Inc. will be accurate, complete, and up to date.
3.12. In order to access certain features and Content on Prodaxy you have to create a Prodaxy account. You may not use, access, or alter another person's Prodaxy account or related Content without permission.
3.13. You understand that you may be exposed to Content that may be inaccurate, incorrect, false, misleading, unsafe, harmful, hostile, intimidating, violent, pornographic, offensive, defamatory, libellous, indecent, unlawful, objectionable, prohibited, or generally considered inappropriate for a general audience, and you agree that Prodaxy Inc. will not, under any circumstances, be held liable in any way for said Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content or your use of Prodaxy. Prodaxy Inc. makes no claims that Prodaxy or the Content is timely, accurate, error-free, or secure.
3.14. You are solely responsible for the activity that occurs on your account. You must keep your Prodaxy account password secret and secure, otherwise you may be liable for losses incurred by Prodaxy and/or Prodaxy Inc. that result from such unauthorized use of your account.
3.15. You must immediately notify Prodaxy Inc. of any unauthorized use of your account or suspicious activity related to your account.
3.16. You agree not to, and not to attempt to, modify or alter Prodaxy in any way that is not explicitly allowed and provided for in the design and normal functionality of Prodaxy.
3.17. You agree not to use Prodaxy in any way that interferes with other people's use and enjoyment of Prodaxy. This includes, but is not limited to any action that might be considered Spam.
3.18. You agree not to disable, circumvent, or otherwise interfere with security-related features of Prodaxy or any other features intended to control, restrict, limit, monitor, or manage the use of Prodaxy.
3.19. You agree not to access Content on Prodaxy through any means or technology that is not explicitly allowed and provided for in the design of and normal functionality of Prodaxy or authorized means that Prodaxy Inc. may designate.
3.20. You agree not to harvest personally identifiable information, including but not limited to usernames, nicknames, personal names, physical addresses, and email addresses, from Prodaxy.
3.21. You agree not to impersonate any person or entity or misrepresent your association or affiliation with a person or entity.
3.23. You agree not to use Prodaxy for any commercial use not explicitly allowed and encouraged by Prodaxy or provided for with the prior written permission of Prodaxy Inc. Excluded commercial activity includes, but is not limited to: Sale or access to Prodaxy on another website; Use of Prodaxy for the purpose of gaining advertising revenue; Any use of Prodaxy that Prodaxy Inc., in its sole discretion, determines is contrary to the current or future success of Prodaxy and its community, or Prodaxy Inc.
3.24. You agree not to launch, use, or facilitate the use of any automated system, including but not limited to spiders, robots, archival services, or offline readers, that access Prodaxy in a manner that communicates, including but not limited to send requests and HTTP requests, with Prodaxy in a given period of time more frequently than a human can reasonably do within the same period of time using a conventional Internet browser working under normal use. Notwithstanding the aforementioned limitations, Prodaxy and Prodaxy Inc. grant public search engine operators limited permission to use spiders to index Prodaxy, including the copying of Prodaxy Content, for the sole purpose of, and solely to the extent necessary for, creating publicly available searchable indexes of the Prodaxy Content but not for use in archives or caches. Prodaxy Inc. and Prodaxy reserve the right to revoke these exceptions in their entirety, partially, or on a case-by-case basis.
3.25. You agree that your Prodaxy account is non-transferable.
3.26. You agree to use Content and Prodaxy only as expressly permitted under this TOU.
3.27. Prodaxy Inc. reserves all rights in Prodaxy not expressly granted in this TOU.
4. Prodaxy Account Termination
4.1. Prodaxy Inc. reserves the right, in its sole discretion, to restrict, limit, or terminate your account, with or without notice, at any time.
5. User-Submitted Content
5.1. Prodaxy Inc. and Prodaxy do not claim ownership of Content you submit, post, or display on or through Prodaxy, excluding Feedback as defined herein. Content submitted, posted, or displayed on or through Prodaxy, excluding Feedback as defined herein, remains the property of its original and respective owners. However, by submitting, posting, or displaying Content on Prodaxy, you hereby grant Prodaxy Inc. a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, reproduce, and display the Content for the purpose and chosen privacy setting for which such Content was submitted or made available, and as permitted through the functionality of Prodaxy and under this TOU. The said license granted by you terminates 90 days after you remove or delete your Content from Prodaxy. You understand and agree that some Content on Prodaxy is not deletable, and therefore the licenses granted by you in this regard are perpetual and irrevocable.
5.2. Excluding user-submitted Content, other Content and trademarks, service marks, and logos are owned or licensed by Prodaxy Inc., subject to copyright and other intellectual property rights under the law and may not be used or exploited for any other purpose without the express written consent of the respective owners.
5.3. You understand that, when using Prodaxy, you will be exposed to Content from a variety of sources, and that all Content is the sole responsibility of the person or organization from whom or where it originated. You agree to be responsible for all Content that you make available via Prodaxy.
5.4. Prodaxy Inc. does not guarantee the integrity, accuracy, or quality of Content. Prodaxy Inc. does not endorse any Content and explicitly disclaims any and all liability in connection with Content.
5.5. You agree not to submit Content that may be considered unsafe, harmful, hostile, intimidating, violent, pornographic, offensive, defamatory, libellous, indecent, unlawful, objectionable, prohibited, or generally considered inappropriate for a general audience.
5.6. You agree not to post information that you know to be incorrect, false, or misleading.
5.7. You agree to be solely responsible for your own Content submissions and the consequences of submitting, posting, or publishing said Content.
5.8. You agree not to submit, post, display, or transmit Content to or on Prodaxy in such a way as to violate the copyright, privacy, publicity, trade secrets, or intellectual property rights of the Content owner(s).
5.9. User-Submitted Content must not be or contain viruses, trojan horses, spam, chain letters, pyramid schemes, or any Content or functionality that might interfere, interrupt, tamper with, or alter Prodaxy or its users' related software or hardware equipment or overall enjoyment of Prodaxy.
5.10. Prodaxy Inc. does not allow Content or activity on Prodaxy that infringes on copyrights, trade secrets, or intellectual property rights. You agree not to submit such Content or participate in said activities.
5.11. You understand and agree that Prodaxy Inc. and Prodaxy do not guarantee any confidentiality with respect to any Content or information submitted by you to Prodaxy.
5.12. You understand and agree that Prodaxy Inc. reserves the right to modify, move, or remove any Content on Prodaxy, without prior notice.
5.13. You agree that Content submitted by you to Prodaxy may be retained and copied by Prodaxy Inc. for backup purposes even if it has been removed or deleted from public view.
"Feedback" is suggestions, ideas, feedback, and/or proposals for changing, fixing, improving, or extending or adding to the features of Prodaxy submitted by you to Prodaxy Inc. through Prodaxy or other method. Notwithstanding the terms and conditions of section 5 above, you acknowledge and agree that:
6.1. Your Feedback does not contain confidential or proprietary information.
6.2. Prodaxy Inc. is not under any obligation or confidentiality, express or implied, with respect to the Feedback.
6.3. Prodaxy Inc. is entitled to choose to, or choose not to, use or disclose said Feedback for any purpose without restriction.
6.4. Prodaxy Inc. may have something similar to the Feedback already under consideration or in development.
6.5. Your Feedback automatically becomes the property of Prodaxy Inc. without any obligation of Prodaxy Inc. to you.
6.6. You are not entitled to any compensation or reimbursement of any kind from Prodaxy Inc. under any circumstances.
7. Copyright or Intellectual Property Infringement
7.1. Prodaxy Inc. respects the rights of Content owners. If you believe your work is used on Prodaxy in a way that infringes on your copyright or violates your intellectual property rights, please contact Prodaxy Inc. via Prodaxy and provide sufficient information to identify and confirm the Content in question, the related violation, and your ownership rights.
8. Dispute resolution
8.1. Before filing a claim against Prodaxy Inc., you agree to try to resolve the dispute informally by contacting Prodaxy Inc.Prodaxy Inc. will try to resolve the dispute with you in writing by email. If a dispute is not resolved within 30 days of submission, you or Prodaxy Inc. may bring a formal proceeding.
8.3. You may only resolve disputes with Prodaxy Inc. on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action.
You agree that Prodaxy Inc., in its sole discretion, may choose to modify this TOU from time to time.
Prodaxy Inc. may provide you with notices regarding Prodaxy, including changes to the TOU, via email, regular mail, postings on Prodaxy, or other reasonable means. The means by which notices are provided are at Prodaxy Inc.'s sole discretion.
The headings of the paragraphs are inserted for convenience of reference only and shall not affect the interpretation or construction of this TOU.
You agree to indemnify, defend, and hold harmless Prodaxy Inc., including subsidiary and affiliated companies and organizations, directors, officers, agents, employees, shareholders, licensors, licensees, and agents from any claim or demand, liabilities, losses, damages or expenses, including reasonable attorneys' fees and costs made by any third party due to or arising out of your use of Prodaxy, Content you submit, post, transmit, or otherwise make available through Prodaxy, your connection to Prodaxy, your violation of the TOU, or your violation of any rights of another.
The failure of Prodaxy Inc. to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision.
If any provision in this TOU is held to be illegal, invalid or unenforceable, such provision shall be fully severable, and this TOU shall be construed and enforced as if such illegal, invalid or unenforceable provision had never been a part of this TOU. The remaining provisions of this TOU shall remain in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision or by its severance from this TOU.
This Agreement contains the entire agreement of the parties with respect to the subject matter hereof and supersedes any prior discussions, negotiations or agreements.
9.8. Statute of Limitations
You agree that, regardless of any statute or law to the contrary, any claims or cause of action arising out of, or related to Prodaxy or the TOU, must be filed within 6 months after such claim or cause of action arose or be forever banned.
"Prodaxy" and "Prodaxy Inc." are registered trademarks and trademarks of Prodaxy Inc. in the United States, and/or other countries. All other trademarks and registered trademarks are property of their respective owners.
9.10. Limitations of Liability
By using Prodaxy and Content, you accept it "As Is", "with all faults." Prodaxy Inc., including subsidiary and affiliated companies and organizations, directors, officers, agents, employees, shareholders, licensors, licensees, and agents make no warranties or conditions, express, implied or statutory, with respect to Prodaxy and the Content including those for merchantability and fitness for a particular purpose. Prodaxy Inc. will not be liable, in any event, for any incidental or consequential damages whatsoever (including, without limitation, damages for loss of personal or business profits, loss of business or personal information, non-infringement, interruption, other pecuniary loss, or their equivalent under the laws of any jurisdiction) arising out of use or inability to use Prodaxy and the Content, even if Prodaxy Inc. has been specifically advised of the possibility of such damages.Prodaxy Inc. make no representation that Prodaxy and the Content is free of defects. Prodaxy Inc. also make no warranties or conditions, express, implied or statutory, including those for merchantability and fitness for a particular purpose, with respect to the operation or performance of Prodaxy, the Content, or access performance of information obtained from the Internet while using Prodaxy or Content. The entire risk of use and consequences of use of Prodaxy and the Content falls completely on you, and Prodaxy Inc. shall not be liable in any respect for any claims loss or injury alleged to have resulted from use of or in reliance on Prodaxy and the Content. In no event will the liability for any damages ever exceed the cost of the fees directly charged by Prodaxy Inc. and paid by you for your right to use Prodaxy.
9.11. Additional Warranties
No written or oral information, guidance, or advice provided by Prodaxy Inc. or through Prodaxy shall create any warranty not expressly stated in the TOU.
Last Updated April 6, 2017
1.1. "Personal Information" is information about you that is personally identifiable, such as your name, address, telephone number, and email address, that is not otherwise available publicly.
1.2. You understand and agree that by using The Website, you consent to the collection and use of the information as set forth herein, including the transfer of this information to the United States and/or other countries for storage, processing and use by The Website and Prodaxy Inc.
2. Information That is Collected
2.1. The website collects personal information when you create an account.
2.2. The Website collects statistical information when you visit and use The Website, such as the website pages being visited, links being clicked, and other similar browsing activities.
2.3. The Website receives and records information from your computer including your IP Address, operating system, browser, software, and hardware system information.
2.4. Prodaxy Inc. respects the privacy of children. Children under aged 13 should only browse The Website under the supervision of a parent or guardian and should NOT create a personal account.
2.6. You understand that when using The Website, you will be exposed to Content from a variety of sources, which may or may not be affiliated to The Website. The Website has no control over these third-party sources, and does not guarantee their integrity, accuracy, quality, privacy policies, or practices. You should proceed with caution when visiting any website or providing your Personal Information.
3. How Your Information is Used
3.1. The Website uses information to customize the Content you see. Your Personal Information may be publicly displayed to identify information and Content that you post on The Website.
3.2. Information may be used to help improve The Website or conduct research.
3.3. Your Personal Information may be used to respond to your requests for help.
3.4. If you create an account on The Website, you may receive communications related to The Website, such as administrative messages, service announcements, and the The Website Newsletter, and that these communications are considered part of The Website and you may not be able to opt out of receiving them. If you do not want to receive such communications, do not create an account on The Website. If already created, you can request that your account on the Website be deactivated.
3.5. Personal Information that you do not choose to display publicly may be provided in an aggregate, non-personally-identifiable (anonymous) form to The Website sponsors, advertisers, or affiliates.
3.7. Your information may be transferred in the event that The Website is sold, acquired, or merged with another company.
4. Security of Your Information
4.1. The Website has features in place to protect the loss, misuse, and alteration of the information provided by users.
4.2. Despite the safeguards that are in place, 100% security and confidentiality cannot be guaranteed.
5. Modification and Notice