Terms of Use

Dialsmith.com Terms of Use

Acceptance of Terms

These Terms of Use (“Terms”) are applicable to your access to and use of this website (“Website”). Please read the Terms carefully before using this website. By accessing and using this website, you acknowledge and agree to abide by the Terms. If you do not agree to the Terms, do not access or use the website. We reserve the right, from time to time, and in our sole discretion to update or modify the Terms. Changes take effect when posted by us on the Web Site. It is your responsibility to be aware of and abide by the most current version of the Terms on the website. Your continued access and use of the Web Site constitutes your acceptance of any new or modified provision in the Terms. If you have any questions, please send your questions to info@dialsmith.com.

Electronic Communications

When you visit the Web Site or send emails to us, you are communicating with us electronically and agree to receive communications from us electronically. We will communicate with you via email or by posting notices on the website. You agree that all electronic communications we send to you or post on this website satisfies any legal requirement that such communications be in writing.

Ownership

You acknowledge and agree that we (and/or our licensors) retain all ownership right, title to and/or interest in any and all intellectual property and other proprietary and property rights in the website, including but not limited to, all information, equipment, products, software, programs and services utilized by us in connection with the website. Our software is provided with “RESTRICTED RIGHTS.” Use, duplication, or disclosure by the Government is subject to restrictions as set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. In addition, you acknowledge our rights in and to our trade names, trademarks, service marks, logos and domain names.

User Content

The website may contain user submitted content. We do not review, monitor, screen, approve, recommend or endorse any such content. In no event will we be responsible or liable for any user content, including, but not limited to, any errors or omissions, or damages of any kind. You agree that you will evaluate and that you bear all risks associated with the use of any user content, including any reliance on the accuracy, completeness, or usefulness of such content. You further agree that you are solely responsible for any content that you may transmit or post to the website and that such content shall be considered non-confidential and non-proprietary information. By posting, storing, or transmitting any content on or to the website, you represent that you have all appropriate rights and licenses to the content and you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty free right to copy, publicly perform, publicly display, distribute, broadcast and supply the content.

Links

The website may provide links to third party web sites. These links are provided for user convenience only and we do not endorse these third parties or their products and services. We do not control these third parties or their web sites and we are not responsible for the content of any linked site or any link contained in a linked site. We are also not responsible for your access to and/or use of these third party sites. We reserve the right to terminate any link at any time for any reason. If you access any of the third party web sites linked to this Web Site, you do so entirely at your own risk.

Prohibited Conduct

While using the website, you agree that you will not:

Violate any laws, including any applicable United States and foreign government export laws, third party rights, or our Terms;
Distribute or post spam, chain letters, junk mail, pyramid schemes or other unsolicited solicitation;
Distribute viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information, or other methods or technologies that may harm the website, or the interests or property of our users;
Copy, modify, publish, upload, post, display, perform, create derivative works from, transmit or distribute materials from the website;
Alter any embeddable code from the website without our express, prior written consent;
Harvest or otherwise collect information about users, including email addresses, without their consent;
Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
Include personal or identifying information about another person without that person’s explicit consent;
Post any content that contains unlawful, harmful, threatening, abusive, harassing, defamatory or libelous materials, is invasive of another’s privacy, harms minors in any way, or is otherwise inappropriate;
Post any content that harasses, degrades, intimidates or can be construed as hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
Infringe any patent, trademark, trade secret, copyright or other proprietary rights of any party, or include any content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
Advertise any illegal services or the sale of any items which are prohibited or restricted by applicable law;
Imply that we endorse your content, products or services;
Misrepresent your relationship with us;
Present false information about us or the website;
Employ misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of content transmitted through the website;
Attempt to gain unauthorized access to the website or our computers, or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality or security of the website;
Copy or reproduce any portion of the website to any other server or location for further reproduction or redistribution;
Use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the website; or use any of our proprietary marks without our express prior written consent.

Right to Restrict or Terminate Access

We reserves the right, with or without notice, to restrict, modify, suspend or terminate your access to the website if we determine that your use:

(i) Presents a security risk or will interfere with the proper continued operation of the website;
(ii) May violate applicable laws or governmental regulations , including without limitation consumer protection, securities regulation, child pornography, data privacy, data transfer and telecommunications laws;
(iii) May violate or infringe any intellectual property right of any party;
(iv) May violate export control regulations of the United States or other applicable countries;
(v) Is subject to an order from a court or governmental entity stating that such use generally or for certain activities must stop; or
(vi) May violate any of the Terms.

We will also disclose any information as necessary or appropriate to satisfy any law, regulation or other governmental request. If your access to the website is restricted or terminated, we reserve the right to exercise whatever means we deem necessary to prevent unauthorized access to the website, including, but not limited to, technological barriers, IP mapping, and direct contact with your Internet Service Provider. The Terms will survive indefinitely unless and until we choose to terminate it, regardless of whether you have the right to access or use the website.

Indemnity and Hold Harmless

You agree that we are not responsible for other users’ actions or inactions, including things they post. We have no control over and do not guarantee the quality, safety, legality or the truth or accuracy of any content posted by any user. If you have a dispute with one or more users, you release us (and our officers, directors, agents and employees) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. You will indemnify and hold us (and our officers, directors, agents and employees), harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the website, your content, your breach of the Terms, or your violation of any law or the rights of a third party.

Privacy and Information Disclosure

The most current version of our Privacy Statement can be reviewed by clicking on the “Privacy Statement” hypertext link located at the bottom of the Web Site. Your access and/or use of the Web Site signify your acknowledgment of and agreement to our Privacy Statement.

DISCLAIMER OF WARRANTIES. YOU AGREE THAT YOUR USE OF THE WEB SITE IS ENTIRELY AT YOUR OWN RISK AND PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS ONLY. WE DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR OF ANY IMPLIED WARRANTY ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING, USAGE OR TRADE, OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS. WE DO NOT WARRANT UNINTERRUPTED OR ERROR FREE OPERATION OF THE WEB SITE. WE DO NOT GUARANTEE THE SECURITY, RELIABILITY, TIMELINESS OR PERFORMANCE OF THE WEB SITE. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

LIMITATIONS OF LIABILITY. IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OF DATA, USE, PROFIT OR REVENUE, OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES HOWEVER CAUSED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUCH LIMITATIONS SHALL APPLY WITH RESPECT TO ANY DAMAGES INCURRED BY REASON OF ANY USE, INABILITY TO USE, INTERRUPTION, SUSPENSION, RESTRICTION OR TERMINATION IN CONNECTION WITH THE WEB SITE. THIS LIMITATION OF LIABILITY SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING NEGLIGENCE OR ANY OTHER BASIS. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Domestic Use; Export Restriction

User access to this website is governed by all applicable federal, state and local laws. Information available on this Website is also be subject to applicable U.S. export control laws and may also be subject to the laws of the country in which you reside. We make no representation that the website or its information are appropriate or available for use in other locations. Users who access the website from outside the United States of America do so on their own initiative and are responsible for compliance with all applicable local laws.

Notices and Procedure for Making Claims of Copyright Infringement

We will respond to allegations of copyright violations in accordance with the Digital Millennium Copyright Act. Inquiries or allegations that are not in compliance with the procedure below may not receive a response. If you believe that any content or material on this Web Site infringes your copyrighted material, you must notify our designated agent of such claim at:

Dialsmith, Inc.
1800 NW 169th Place, Suite B150
Beaverton, OR 97006
Email: info@dialsmith.com

1. In order to have an effective notification, you must provide our designated agent a written notification substantially containing the following:

2. Upon receipt of an effective notification containing the information as outlined in Section 2, items (i) through (vi) above, we will:

(i) Remove or disable access to the material that is alleged to be infringing;
(ii) Forward the written notification to the alleged infringer (“Subscriber”); and
(iii) Take reasonable steps to promptly notify the Subscriber that it has removed or disabled access to the material.

3. The Subscriber may provide a counter notification to our designated agent. To be an effective counter notification, such counter notification must be in writing and provided to our designated agent and substantially contain the following:

(i) A physical or electronic signature of the Subscriber;
(ii) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
(iii) A statement under penalty of perjury that the Subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
(iv) The Subscriber’s name, address, and telephone number, and a statement that the Subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the Subscriber’s address is outside of the United States, for any judicial district in which we may be found, and that the Subscriber will accept service of process from the person who provided notification or an agent of such person.

4. Upon receipt of a counter notification containing the information as outlined in Section 4, items (i) through (iv) above, we will:

(i) Promptly provide the complaining party with a copy of the counter notification;
(ii) Inform the complaining party that it will replace the removed material or cease disabling access to it within ten (10) business days;
(iii) Replace the removed material or cease disabling access to the material within ten (10) to fourteen (14) business days following receipt of the counter notification, provided our designated agent has not received notice from the complaining party that an action has been filed seeking a court order to restrain Subscriber from engaging in infringing activity relating to the material on the website.

No Agency

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.

Force Majeure

We are not liable for any delay or failure to perform any obligations hereunder if such delay or failure arises from any cause or causes beyond our reasonable, including, but not limited to, labor disputes, strikes, other lab or industrial disturbances, acts of God, floods, lightning, shortages of materials, rationing, utility or communications failures, earthquakes, casualty, war, acts of the public enemy, riots, insurrections, embargoes, blockages, actions, restrictions, regulations or orders of any government, agency or subdivisions thereof.

General

The Terms constitute the entire agreement between us and governs your access to and use of the Website. The Terms and any and all disputes in connection with the Terms shall be governed by the laws of the State of Oregon without regard to its conflict of law provisions. Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms shall remain in full force and effect. We have the right to assign the rights hereunder to a parent company or a surviving entity in connection with any merger, acquisition or consolidation.