Website Terms of Use
Last updated: 24 January, 2023
These Terms of Use (“Terms“) are a legal and binding agreement between you and RS USA, Inc., 838 Walker Road, Suite 21-2 Dover, DE, 19904, USA (“Company”) governing your access to and use of the website located at https://www.roadsurfer.com and all of its content, features, functionality, and offers (“Site” or “Website”).
PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING, USING, OR POSTING CONTENT TO THE SITE, YOU ACKNOWLEDGE THAT YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU SHOULD NOT USE THE SITE.
These Terms contain an arbitration clause as well as a waiver of jury trial and waiver of class action clause.
We may update, change, modify, or revise these Terms at any time and for any reason. Any changes will become effective upon posting to the Site, along with the date on which it was most recently revised as indicated by the “Last updated” heading at the top of these Terms. Your continued access to and/or use of the Site after any such modifications constitute your acceptance of the Terms as modified. If any modification to these Terms is held to be invalid, void, or unenforceable for any reason, such modification shall be deemed severable and shall not affect the validity and enforceability of these Terms.
1. Use
We grant you a non-exclusive, non-transferable, revocable, limited right and license to access and use the Site. You shall not, in any way, otherwise copy, distribute, transmit, scrape, display, perform, reproduce, publish, license, modify, create derivative works from, sell, or exploit the Site.
We may at any time, for any reason, and without notice: (a) modify, suspend, or terminate operation of or access (including for any individual or number of individuals) to the Site, or (b) change, revise, or modify the Site.
2. Ownership and Intellectual Property Rights
The Site and all Company software, systems, technology, and know-how (“Company Technology”) are owned by or licensed to Company and are protected by copyright, trademark, trade dress, patent, and/or other intellectual property rights and proprietary rights. All trademarks, trade names, graphics, logos, and trade dress included in or made available through the Site are owned by or licensed to Company (collectively, the “Marks”). You agree that Company and its licensors own and retain all right, title and interest (including all intellectual property rights) in and to the Site, Marks, and Company Technology (collectively, the “Company Intellectual Property”), and that no interest therein is transferred to you.
Nothing herein shall confer any grant or license of any Company Intellectual Property Rights, whether by estoppel, by implication, or otherwise. You are strictly prohibited from using any Company Intellectual Property.
3. Restrictions on Use
You shall not:
• reproduce, distribute, or publicly display the Site or any content on the Site;
• adapt, alter, modify, reverse engineer, disassemble, or decompile the Site, or any Company Technology or Company Intellectual Property;
• prepare derivative works based on the Site, or any Company Technology;
• remove, obscure, or modify any copyright, trademark or other proprietary rights notices, Marks or labels contained on or within the Site, or any Company Technology;
• scrape the Site or otherwise utilize spiders or other web crawling technologies to capture prices or any other information on the Site;
• frame, mirror, or link the Site, or incorporate into another website, application, or any Company Intellectual Property;
• use the Site or the Company Technology for any unlawful, fraudulent, or malicious purposes, or to solicit any such activity;
• attempt to gain unauthorized access to any accounts, features, systems, or networks through hacking, password mining, or any other means;
• interfere with any access control measures or attempt to disable or circumvent such security features;
• post, transmit, submit, or include any viruses, code, or programming routines intended to damage the Site;
• post, transmit, submit, or include any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically, or otherwise objectionable content, material, or information of any kind;
• submit or post any false or misleading information; and/or
• violate, infringe, or misappropriate the publicity, privacy, or other proprietary rights of Company, its licensors, or any other person or entity related to the Site.
We reserve the right to prohibit access, use, conduct, communications, or content that we, in our sole discretion, deem to be harmful to the Site, users, us, our brand, or any other person or entity, or that violates these Terms and/or applicable law.
Any unauthorized use automatically terminates the license granted to you.
4. Disclaimer of Warranties
THE SITE IS PROVIDED “AS IS”. EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, COMPANY DISCLAIMS ALL IMPLIED WARRANTIES WITH RESPECT TO THE SITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE. COMPANY SHALL NOT BE HELD RESPONSIBLE FOR (A) ANY ERRORS, INACCURACIES, OR SERVICE INTERRUPTIONS, INCLUDING POWER OUTAGES OR SYSTEM FAILURES; OR (B) ANY UNAUTHORIZED ACCESS TO, USE OF, OR ALTERATION OF, OR DELETION, DESTRUCTION, DAMAGE, OR LOSS OF, ANY DATA, IMAGES, TEXT, OR OTHER INFORMATION OR CONTENT. COMPANY MAY DISCONTINUE ANY ASPECT OF THE SITE, OR THE NATURE, FEATURES, FUNCTIONS, SCOPE, OR OPERATION OF THE SITE AT ANY TIME. WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT GUARANTEE THAT THE SITE WILL MEET YOUR REQUIREMENTS, OR WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED.
5. Limitation of Liability
IN NO EVENT SHALL COMPANY, ITS BUSINESS PARTNERS AND LICENSORS, AND ITS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR PROVIDERS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE SITE OR THESE TERMS, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6. Indemnification
You agree to defend, indemnify, and hold harmless Company and its licensors from and against any and all claims, causes of action, damages, losses, liabilities, costs and expenses (including, without limitation, attorneys’ fees and costs) arising from your breach of these Terms.
7. Electronic Communications
When you visit or use the Site, or send e-mails to us, you are communicating with us electronically. We may communicate with you by e-mail or by posting notices on the Site. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing and are deemed to be given and received on the date we transmit any such electronic communication.
8. Links
The Site and our emails may contain links to other third party websites and social media pages (“Linked Sites”). These Terms apply only to the Site and do not apply to any Linked Sites. Links do not imply that we sponsor, endorse, are affiliated with or associated with, or are legally authorized to use any trademark, trade name, service mark, design, logo, symbol, or other copyrighted materials displayed on or accessible through any Linked Site.
9. Governing Law/Jurisdiction/Claim Limitation
These Terms shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware without regard to conflict of law principles. All claims and disputes either arising out of or relating to these Terms and the transactions contemplated hereby are to be settled by final and binding arbitration to be held in Delaware. This agreement to arbitrate is broad, and includes disputes of any type between you and Company arising out of or relating to these Terms. Except for matters relating to arbitrability or to the scope and enforceability of the arbitration provision, all issues shall be for the arbitrator to decide. The arbitration shall be conducted on a confidential basis pursuant to the Consumer Arbitration Rules of the American Arbitration Association. Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys’ fees.
BY ENTERING INTO THIS ARBITRATION AGREEMENT, YOU HEREBY AGREE THAT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY OR THE RIGHT TO LITIGATE IN COURT. YOU FURTHER AGREE THAT YOU ARE WAIVING THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR TO SEEK REMEDIES BEYOND THE EXTENT NECESSARY TO PROVIDE INDIVIDUALIZED RELIEF TO, AND AFFECTING, YOU ALONE IN AN ARBITRATION PROCEEDING. YOU AGREE NOT TO ACT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED OR DE FACTO CLASS OR REPRESENTATIVE PROCEEDING, OR AS A PRIVATE ATTORNEY GENERAL, OR ON BEHALF OF THE GENERAL PUBLIC, WHETHER IN ARBITRATION OR OTHERWISE.
10. Violation of these Terms and Remedies
Company may, in its sole discretion and without prior notice, block and/or terminate your access to the Site if we determine that you have violated these Terms. You agree that any violation, or threatened violation, by you of these Terms may cause irreparable harm to Company, and therefore you agree that Company shall be entitled to injunctive or equitable relief.
11. General Provisions
If, for any reason, a court of competent jurisdiction or arbitration proceeding determines any provision of these Terms or any portion of them to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give its intended effect thereof, and the remainder of these Terms shall continue in full force and effect. Company’s failure to act with respect to a breach by you or others does not waive our right to act with respect to that breach or subsequent or similar breaches. Company shall not be liable for any delays or failure in performance of any part of the Site, from any cause beyond Company’s reasonable control. Such causes include, but are not limited to, acts of God, changes in law, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, unusually severe weather conditions, pandemics, and acts of hackers or third-party service providers.
12. Contact Us
If you have any questions or concerns about the Site please contact us at legal@roadsurfer.com.