Welcome to the Website of ClayRun, LLC (CR). These terms and conditions apply to all websites owned, operated, controlled an otherwise made available by CR. ClayRun, LLC provides its services subject to the following terms and conditions.
IMPORTANT – READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE, DOWNLOADING CONTENT OR DATA AND/OR OTHERWISE USING THE CR SERVICES, SOFTWARE AND PROGRAMS (COLLECTIVELY, THE “CR TECHNOLOGY”). BY ACCESSING OR USING THE PAGES ON THIS WEBSITE AND/OR THE CR TECHNOLOGY, YOU AGREE TO BE BOUND THE TERMS AND CONDITIONS SET FORTH HEREIN, ON ANY REGISTRATION FORM RECEIVED BY YOU IN CONNECTION WITH THE CR TECHNOLOGY AND ON ANY DOCUMENTS REFERENCED HEREIN OR ANY ADDITIONAL TERMS AND CONDITIONS THAT CAN BE VIEWED EITHER ON THE CR TECHNOLOGY OR VIA A LINK ON THE CR TECHNOLOGY (COLLECTIVELY, THE “AGREEMENT”). IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THE AGREEMENT, PROMPTLY STOP USING THIS WEBSITE, AND DO NOT ACCESS THE CR TECHNOLOGY.
CR reserves the right to modify the Agreement at any time without notice. The most current version of the Terms and Conditions will always be available to you by clicking on the link at the bottom of the Website. Your continued use of the CR Technology after the date of any change to the Agreement means you agree to be bound by the most recent version of the Terms and Conditions. These Terms and Conditions constitute a contract between you and CR governed by the laws of the State of Florida, with the exception of its conflicts of law provisions.
By accessing, subscribing, downloading and/or otherwise using the CR Technology, you (a) certify that you are at least 18 years of age, and that, if you are acting on the behalf of any person or entity, you are authorized to act on behalf of such party, (b) have read this Agreement and have agreed to be legally bound by this Agreement, and (c) agree to all operating rules and policies of CR that may be published within the CR Technology or this Website.
All content included in or made available through any CR Technology, such as text, graphics, logos, button icons, images, audio clips, digital downloads, and data compilations is the property of CR or its content suppliers and protected by United States and international copyright laws. The compilation of all content included in or made available through any CR Service is the exclusive property of CR and protected by U.S. and international copyright laws.
Any and all trademarks displayed within the CR Technology are owned by CR or its licensors. Nothing in this Agreement should be construed as transferring any aspects of such rights to you or to any third party.
Notice and Procedure for Making Claims of Copyright Infringement
CR respects the intellectual property of others, and asks our users to do the same. If you believe that your work has been copied in a way that constitutes infringement, or your intellectual property rights have been otherwise violated, please provide CR’s Copyright Agent the following information (the “Copyright Notice”): (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (b) a description of the copyrighted work or other intellectual property that you claim has been infringed; (c) a description of where the material that you claim has been infringed is located in the CR Technology; (d) your address, telephone number and email address; (e) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (f) a statement by you, made under penalty of perjury, that the information in your Copyright Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
CR’s Agent for transmitting the Copyright Notice for claims of copyright or other intellectual property infringement can be contacted at:
5750 Major Blvd, Suite 350
Orlando, FL 32819
Use of the CR Technology
Subject to the terms and conditions set forth herein and any third party restrictions, CR grants you a non-transferable, non-exclusive and non-sublicenseable limited right and license to access the CR Technology to incidentally view, print and download the images, text, graphics, photographs, audio, video and other content available within the CR Technology solely for your informational purposes and for your immediate, private, personal and non-commercial use; provided you retain all CR copyright and proprietary notices contained in the original materials or any copies thereof.
This license does not include any resale or commercial use of any CR Technology, or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of any CR Technology or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms and Conditions or any Service Terms are reserved and retained by CR or its licensors, suppliers, publishers, rightsholders, or other content providers. No CR Technology, nor any part of any CR Technology, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of CR . You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of CR without express written consent. You may not use any meta tags or any other “hidden text” utilizing CR’s name or trademarks without the express written consent of CR . You may not misuse the CR Technology. You may use the CR Technology only as permitted by law. The licenses granted by CR terminate if you do not comply with these Terms and Conditions.
By posting of information or other materials on this Website or within the CR Technology or by making such information available for downloading by you, CR does not waive any proprietary right in and to the CR Technology (including, but not limited to, copyright, service mark, trademark, patent, trade secret or other intellectual property or proprietary right) and does not transfer any rights to you in the CR Technology except for the limited license expressly granted herein.
Any and all comments, suggestions, ideas, graphics, personally identifiable information and any other information that you transmit to CR through the CR Technology (“Submission”) become and will remain the sole and exclusive property of CR and may be used by CR anywhere, anytime and for any reason whatsoever, including, but not limited to, developing, manufacturing, and marketing products and services incorporating the Submission, subject only to our Privacy Statement with respect to our use of your personally identifiable information. By making a Submission, you waive the right to make any claim against CR or any of its respective parents, subsidiaries, affiliates, employees, agents, directors, officers, and shareholders related to the Submission, including, but not limited to, unfair competition, invasion of privacy, negligence, breach of implied contract or breach of confidentiality, and you further waive all moral rights you may have in any materials uploaded or sent to us by you.
You represent and warrant that your Submissions: (a) shall be true, accurate, current, complete and not misleading, (b) shall not violate the rights of any third party, including, but not limited to, intellectual property and proprietary rights, (c) shall not be fraudulent or involve counterfeit or stolen information or items, (d) shall not violate any law, statute, ordinance or regulation, (e) shall not create any liability for CR, and (f) you will indemnify CR for all claims resulting from your Submissions.
CR has the right but not the obligation to monitor and edit or remove any activity or content. CR takes no responsibility and assumes no liability for any content posted by your or any third party.
Harassment in any manner or form on this Website or through the use of the CR , including via email, web blog (“blog”), comments, submissions, chat, or by use of obscene or abusive language, is strictly forbidden. Impersonation of others or misrepresenting your affiliation with another, including a CR employee or representative, as well as other members or visitors on this Website or through use of the CR is prohibited. You may not upload to, distribute, send or otherwise publish through this Website or within the CR any content which is harmful, libelous, defamatory, obscene, disruptive, harassing, threatening, offensive, invasive of privacy or publicity rights, abusive, hateful, or racially, ethnically or otherwise objectionable; which may constitute or encourage a criminal offense, violate the rights of any party; or which may otherwise give rise to civil liability, violate any law or infringe on a third party’s intellectual property .
You may not: (i) use CR technology to harm minors in any way; (ii) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the CR Technology; (iii) upload, post, email, transmit or otherwise make available any materials 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); (iv) 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; and (v) “stalk” or otherwise harass another; or collect or store personal data about other users.
Electronic Delivery Policy and Your Consent
By using the CR Technology, you consent to receive from CR all communications including notices, agreements, legally required disclosures or other documents or information in connection with the CR Technology (collectively, “Notices”) electronically in accordance with our Electronic Delivery Policy. CR may in its discretion provide such electronic Notices by posting them on this Website. If you desire to withdraw your consent to receive Notices electronically, you must discontinue your use of the Website and the CR Technology.
You access and use the CR Technology at your sole risk. The CR Technology is provided to you on an “as is” and “as available” basis. To the fullest extent permissible pursuant to applicable law, CR disclaims all warranties (whether express, statutory or implied) of any kind, including, but not limited to, implied warranties of title, merchantability, data accuracy, system integration, fitness for a particular purpose, non-infringement and any other warranty arising under the Uniform Commercial Code, usage of trade, course of conduct or otherwise.
Without limiting the foregoing, CR does not represent or warrant that (a) the CR Technology will be uninterrupted, timely, secure or error-free, (b) the defects in the CR Technology will be corrected, (c) the CR Technology or the servers that operate the CR Technology are free of viruses or other harmful components, (d) the data, results and information within the CR Technology will be correct, accurate, adequate, useful, reliable or otherwise; and (e) the CR Technology will meet your needs, requirements or expectations.
CR may make changes to the content within the CR Technology or to the products or services described in it, at any time without notice to you. Further, CR assumes no liability or responsibility for any errors or omissions in the content within the CR Technology. The materials in the CR Technology may be out of date or inaccurate, and CR specifically disclaims any duty to update such content.
Any material downloaded or otherwise obtained by you through the use of the CR Technology is done at your sole discretion and risk. You will be solely responsible for any damage to your computer system or loss of data that results from the downloading of any such material including, but not limited to, damage caused by viruses.
Some states do not permit limitations or exclusions on warranties, so the above limitations may not apply to you. If any of the exclusions set forth in this Section is determined by a court of competent jurisdiction to be unenforceable, then all such express, implied and statutory warranties shall be limited in duration for a period of thirty (30) days after the date on which you first access the CR Technology, and no warranties shall apply after such period.
Limitation of Liability
NEITHER CR, ITS SUPPLIERS, OTHER THIRD PARTIES MENTIONED WITHIN THE CR TECHNOLOGY, NOR ANY PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE CR TECHNOLOGY AND SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT, PUNITIVE DAMAGES, OR ANY OTHER LOSSES, COSTS, OR EXPENSES OF ANY KIND WHICH MAY ARISE, DIRECTLY, OR INDIRECTLY, FROM YOUR USE OF, ACCESS TO, OR INABILITY TO USE AND ACCESS THE CR TECHNOLOGY OR FROM YOUR PURCHASE OF PRODUCTS AND/OR SERVICES PURCHASED THROUGH THIS WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES OR INJURY FROM OR RELATING TO: THE DOWNLOADING OF ANY MATERIAL CONTAINED WITHIN THE CRTECHNOLOGY; THE LINKING TO OTHER WEBSITES FROM THE CR TECHNOLOGY; THE SERVICES, PRODUCTS OR INFORMATION OFFERED ON, MADE AVAILABLE THROUGH THIS WEBSITE; COMPUTER VIRUS OR SYSTEM FAILURE; AND/OR THE UNAVAILABILITY OF ANY SERVICES OR PRODUCTS MENTIONED WITHIN THE CR TECHNOLOGY WHETHER OR NOT CR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING, IN NO EVENT SHALL CR’S AGGREGATE LIABILITY TO YOU FOR ANY AND ALL DAMAGES, LOSSES, AND CAUSES OF ACTIONS (WHETHER IN CONTRACT, STRICT LIABILITY, TORT OR OTHERWISE INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) EXCEED THE FEES PAID, IF ANY, BY YOU TO CR FOR ACCESS AND USE OF THE CR TECHNOLOGY OR THE PURCHASE PRICE OF ANY GOODS OR SERVICES PURCHASED THROUGH CR TECHNOLOGY, OR, IN ALL OTHER CASES, FIVE DOLLARS ($5.00).
ANY INFORMATION PROVIDED TO YOU AS PART OF THE SERVICES MADE AVAILABLE ON THIS WEBSITE REGARDING YOUR RIGHTS UNDER FEDERAL, STATE OR OTHER LAW, INCLUDING, BUT NOT LIMITED TO, THE FAIR REPORTING ACT (15 U.S.C. 1681, ET SEQ.) AND THE FAIR AND ACCURATE CREDIT TRANSACTIONS ACT OF 2003 (PUB. L. 108-159, 117 STAT. 1952) IS INTENDED TO PRESENT ONLY A GENERAL OVERVIEW OF SUCH LAW AND IS NOT INTENDED TO CONSITUTE LEGAL ADVICE. IF YOU HAVE SPECIFIC QUESTION OR CONCERNS RELATING TO SUCH LAWS, YOU SHOULD SEEK APPROPRIATE LEGAL COUNSEL.
SOME STATES DO NOT ALLOW THE EXCLUSION OF LIABILITY FOR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN ALL CASES.
Passwords and Your Obligations
If you use any CR Technology you are responsible for maintaining the confidentiality and security of your username and password, should you be prompted to create one. You understand that you shall be responsible for all uses of your username and password, including, but not limited to, any purchases facilitated through the use thereof, whether or not in fact authorized by you. You agree to immediately notify CR in writing of any breach of security, including, without limitation, unauthorized use of your username or password. You also understand that exiting immediately from your account (i.e., “logging off”) at the end of each session will enhance your account security and that failure to do so may permit other persons having access to your computer to use, or modify, your account. If you permit any person to use your username and password, you shall be liable for all activity and transactions made by that person including transactions for which you may not have authorized.
The CR Technology resides on the public internet. CR uses commercially reasonable measures to protect the confidentiality and security of any communications transmitted to CR and any information stored on servers controlled by CR . Notwithstanding these efforts, CR cannot guarantee the confidentiality and security of such electronic communications and storage devices used to store such information (including, personally identifiable information) and disclaims all liability arising therefrom.
Violations of system or network security may result in civil or criminal liability. CR reserves the right to investigate occurrences that may involve such violations and may involve and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.
You agree to indemnify, defend, and hold harmless CR , its affiliates, agents, vendors, distributors, licensors and suppliers and their officers, directors, and employees from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from (a) any violation of the terms and conditions of this Agreement, (b) any activity related to your account (including negligent or wrongful conduct) by you or any other person accessing your account, (c) your use of (or inability to use) the CR Technology; and (d) any use of your Submission by CR or any other party, including, but not limited to, any third party claim of infringement of an intellectual property or proprietary right or invasion of privacy or publicity.
You agree that CR, at its sole discretion, may terminate or suspend your access to and use of the CR Technology (or any part thereof) at any time and for no or any reason whatsoever, including, without limitation, for lack of use by you or if CR believes that you have violated or acted inconsistently with the terms and conditions of this Agreement. CR reserves the right at any time to modify or discontinue, temporarily or permanently your access to and use of the CR Technology (or any part thereof) without notice. You agree that CR shall not be liable to you or to any third party for any modification, suspension or discontinuance of your use of or access to the CR Technology. Your obligations under this Agreement shall continue even after CR has terminated and/or cancelled this Agreement or your access to the CR Technology.
Please read our Privacy Statement, which also governs your use of CR service to understand our practices.
By using any CR service, you agree that the Federal Arbitration Act, applicable federal laws, and the laws of the state of Florida, without regard to principles of conflict of laws, will govern these Terms and Conditions and any dispute of any sort that might arise between you and CR.
Order of Preference
This Agreement governs your use and access to the CR Technology. This Agreement does not modify, alter or amend any other specific agreement you have entered or will enter into with CR . To the extent that any provision of this Agreement, or any supplemental agreement offered as any part of any registration for additional services on this Website or within the CR Technology, conflicts with any provision of your other agreements with CR , the terms and conditions of such other agreement shall, take precedence over the conflicting term(s) and conditions of this Agreement.
Links to Other Web Sites
The CR Technology contains links to other web sites (“Third Party Sites”) controlled or offered by third parties. CR is not responsible for the content, accuracy or opinions expressed on such Third Party Sites and such sites are not investigated, monitored or checked for accuracy or completeness by CR. CR hereby disclaims any and all liability for, any information, materials, and products or services posted or offered at any of the Third Party Sites. By creating a link to Third Party Sites, CR does not endorse or recommend any products or services offered or information contained at Third Party Sites, nor is CR liable for any failure of products and services offered or advertised at those sites.
Revisions and Consents
CR reserves the right to revise this Website, our services, policies and these Terms and Conditions at any time and for no or any reason whatsoever. Such updates, revisions, supplements, modifications and additional rules, policies, terms and conditions shall be effective immediately and incorporated in this Agreement upon notice thereof, which may be given by any reasonable means, including, but not limited to, posting such changes on this Website or via electronic notice as described above. If any of these terms and conditions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.
This Agreement provides that all disputes between you and CR will be resolved by BINDING ARBITRATION. You thus GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this Agreement (EXCEPT for matters that may be taken to SMALL CLAIMS COURT). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to LIMITED REVIEW BY A COURT. The Federal Arbitration Act and federal arbitration law apply to this agreement.
A party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to CR shouldbe addressed to: CR President, 5750 Major Blvd, Orlando, FL 32819 (“Notice Address”). The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). If CR and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or CR may commence an arbitration proceeding.
The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. We will reimburse those fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, CR will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.
We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial. We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights
Print this Agreement
For record keeping purposes, CR encourages you to print this Agreement and the ancillary documents described herein.
Updated: February 3, 2016