ADMD Solutions LLC Terms and Conditions
1. Acceptance of Terms
2. Description of Services
ADMD Solutions is an Internet networking service provider, utilizing web-based software, where people such as business owners, marketing professionals and group members can organize their groups, perform marketing functions, and manage corporate operations. As described above, anyone who takes advantage of the aforementioned software in any way, form, or fashion, shall be considered a User for purposes of this Agreement.
3. Conditions of Use
If a User chooses to register on the Site, such User must provide certain personally identifiable information, including but not limited to, name, address, and email address, (collectively “Registration Information”). Providing false Registration Information on the Site constitutes a material breach of this Agreement, to which ADMD Solutions may immediately terminate User’s access to the Site. If a User is registered through the use of a proxy, a league manager, or a team captain, that particular representative expressly represents that he, she, or it has the proper authority and permission to register such player or User on the Site. Any false or misrepresentation of authority is cause for immediate termination of access to the Site.
ADMD Solutions license is not transferable to a third party over a public exchange. ADMD Solutions and subsidiary product subscriptions can only be sold by ADMD Solutions. An ADMD Solutions account is transferable within the original company or under certain acquisition circumstances with permission from ADMD Solutions. Any transfer of an ADMD Solutions account to a new entity is subject to adjustment to current published pricing and training / set up programs.
4. No Endorsement of Content or Businesses
ADMD Solutions makes no representations, warranties, or endorsements, express or implied, regarding the quality, accuracy, reliability or condition of any content posted on the Site, regardless of who posted such content or when it was posted or for what purpose it was posted. ADMD Solutions does not control the quality, safety, truth or accuracy of the content that is posted on the Site and makes no representation thereof. ADMD Solutions shall have no obligation to review the Site’s content and User understands this. All content provided by Users of the Site is the sole responsibility of the User, not ADMD Solutions. User understands that by making any use of the Site whatsoever, User may be exposed to content that is inaccurate, misleading, or content that User may otherwise find objectionable. User hereby agrees that User shall evaluate and assume all risks and liability associated with the use of any content, and that under no circumstances will ADMD Solutions or any of its affiliates, be liable for any loss or damage of any kind as a result of the use of any content or service providers posted, emailed or otherwise made available through the Site.
5. Acceptable and Lawful Use of Site
Any Registration Information, computer information, or other information User provides to ADMD Solutions in connection with User’s use of the Site: (a) shall not be false, inaccurate, deceptive, deceitful, or misleading; (b) shall not be obscene or indecent; (c) shall not contain any viruses of any kind, Trojan horses, worms, time bombs, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (d) shall not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (e) shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing, invasive of another’s privacy, or harm minors in any way; (f) shall not create liability for ADMD Solutions or cause ADMD Solutions to lose (in whole or in part) the software products or ADMD Solutions’ suppliers; and (g) shall not include personal or identifying information about another person who does not wish to be included. ADMD Solutions reserves the right to deny access to our networks to any organizations or individuals who violate any of the above conditions. Users shall comply will all applicable laws, statutes, ordinances and regulations regarding use of the Site. ADMD Solutions reserves the right to report any wrongdoing, if ADMD Solutions becomes aware of it, to the applicable government agencies. If User breaches any provision of this paragraph, ADMD Solutions may not only immediately terminate User’s access to the Site, but User agrees that ADMD Solutions shall bring any and all legal action against User allowed within the law for such tortious conduct.
6. Acceptable and Lawful Use of Software
Any use, reproduction, redistribution of any products by User, software or otherwise, that are not in accordance with the intended use of the Site, are expressly prohibited by this Agreement, the law, and can result in severe civil and criminal penalties. ADMD Solutions may, at its sole discretion, prosecute violators to the maximum extent of the law.
ANY COPYING, DISTRIBUTION, REPRODUCTION, REDISTRIBUTION, OR FURTHER REDISTRIBUTION OF THE SITE OR ANY SOFTWARE PRODUCTS TO ANY OUTSIDE LOCATION, OTHER SERVER, OUTSIDE PARTY, ENTITY, OR PERSON, IS EXPRESSLY PROHIBITED WITHOUT THE EXPRESS WRITTEN CONSENT OF ADMD SOLUTIONS.
All users of ADMD Solutions and the Software agree to uphold the principles set by the EU-US Privacy Shield Framework. Use of the ADMD Solutions platform certifies that the user agrees to and takes responsibility for protecting any data gathered about citizens of the European Economic Area (EEA) in accordance with the EU-US Privacy Shield Framework. Users accept liability for protecting and limiting distribution of data gathered to be in compliance with the EU-US Privacy Shield Framework.
7. License Granted
No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended to be created or in fact created by this Agreement between User and ADMD Solutions. This Agreement is between the User and ADMD Solutions and is not intended to be for the benefit of any third party. If there is a dispute between participants on this Site, or between User and any third party, User understands and agrees that ADMD Solutions shall not be under any obligation to become involved. In the event that one User has a dispute with one or more other Users or third parties, both Users hereby expressly and unconditionally release ADMD Solutions’ officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or services. Users shall also fully indemnify ADMD Solutions its officers, employers, agents, successors and the like fully for any claims made by a third party, including claims for costs and attorney’s fees.
9. Posting on ADMD Solutions
ADMD Solutions utilizes reasonably secure servers to protect Users Registration Information. Users shall not disclose Registration Information to third parties. Users understand that they are fully responsible for all activities which occur under their Registration Information. User agrees to immediately notify ADMD Solutions in writing of any unauthorized use of User’s own account. Anyone deemed a proxy, in charge of another User’s account, a league manager, or a team captain, agrees to refrain from disclosing Registration Information to third parties, unless written consent from ADMD Solutions is obtained prior to such information being disclosed.
12. System Integrity
Users shall not use any device, software, or routine to interfere with the proper working of the Site. Users shall not use any method to intercept or expropriate any system data or information from the Site without the express written consent of ADMD Solutions. Consent shall not take any action that imposes an unreasonable burden upon the infrastructure used to support the efficient operation of the Site including but not limited to unsolicited email or Spam. Users shall not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein without the prior expressed written permission of ADMD Solutions. Information on the Site is frequently updated and is proprietary or is licensed to ADMD Solutions. Users shall not copy, reproduce, alter, modify, create derivative works, or publicly display any content from the ADMD Solutions web site without the prior expressed written permission of ADMD Solutions and the appropriate third party.
13. System Outages
ADMD Solutions periodically scheduled system downtime for maintenance and other purposes. Unplanned system outages also may occur. ADMD Solutions shall have no liability whatsoever for the resulting unavailability of the Site or for any loss of data or transactions caused by planned or unplanned system outages or the resultant delay, mis-delivery, non-delivery of information caused by such system outages, or any third party acts or any other outages of web host providers or the Internet infrastructure and network external to the Site.
14. No Warranty
ADMD Solutions provides this web site and the software products “as is” and without any warranty or condition, express, implied or statutory. ADMD Solutions specifically disclaims, and User expressly waives, any implied warranties of title, merchantability, and fitness for a particular purpose, accuracy of informational content and non-infringement. Users assume total responsibility and risk for use of this site, use of any service providers obtained from this site, the software products, and hyperlinked web sites.
ADMD Solutions makes no warranty that the site will meet User’s specific requirements or expectations, or that software products or services will be uninterrupted, timely, secure or error free, nor do we make any warranty as to the results that may be obtained from the use of the software products or as to the accuracy or reliability of any information obtained through the site or that any defects will be corrected. No advice or information, whether oral or written, obtained by a user from ADMD Solutions shall create any warranty not expressly made herein. This disclaimer is made to the fullest extent permitted by law.
15. Other Limitations of Liability
ADMD Solutions’ parent company, shareholders, affiliates, suppliers or their respective authorized representatives shall not be liable for any indirect, consequential, incidental, special, punitive or exemplary damages, or for any loss of profits or revenue, including but not limited to loss of sales, profit, revenue, goodwill, or downtime, (however arising in tort, contract, or otherwise) regardless of such party’s negligence or whether such party knew or should have known of the possibility of such damages. If any court of competent jurisdiction strikes the above clause down for whatever reason, ADMD Solutions’ liability shall still be limited to the fullest extent permitted by law. Users understand and agree that the download and upload of any material through this site is done at User’s discretion and risk and that User’s will be solely responsible for any loss or damage to User’s computer system or loss of data that may result in the download or upload of any material. ADMD Solutions neither assumes, nor does it authorize any other person to assume on its behalf, any other liability in connection with the provision of the site and software products. The limitations of liability provided in this Agreement inure to the benefit of ADMD Solutions our parent company, shareholders, affiliates and to all of our respective officers, directors, employees, attorneys and agents and, in each case, liability is limited to the fullest extent permitted by law.
User shall indemnify, defend and hold harmless ADMD Solutions’ parent company, shareholders, subsidiaries, affiliates, officers, directors, employees, agents and advisors from and against any and all claims, demands, actions, costs, liabilities, losses and damages of any kind (including attorneys’ fees and costs) resulting from User’s use of the Site or software products provided hereunder by ADMD Solutions and Visitor’s or User’s breach of any provision of this Agreement or any intentional wrongdoing by Visitor or User.
Notices to User and ADMD Solutions shall be by email or sent via certified mail, return receipt requested. Email to ADMD Solutions shall be sent to email@example.com. Email Notices sent to Users within the USA shall be sent to the email address contained in User’s Registration Information. US Mail to User shall be sent to the address User provides. If User fails to provide such an address, then ADMD Solutions shall not be under an obligation to locate or sent US Mail. User is responsible for keeping the User’s Registration Information current. ADMD Solutions shall not be responsible for User’s failure to receive notice if User’s Registration Information is incomplete, not current, or otherwise inaccurate. Notice sent by email shall be deemed given twelve (12) hours after the email message is sent. Users can modify email addresses and other Registration Information previously provided to us by emailing firstname.lastname@example.org or by updating their account information online.
18. Electronic Signatures
Any document or record, including this Agreement, which is transmitted or received by electronic transmission by either party shall be treated in all manner and respects as an original signed document where sufficient indicia of acceptance by the respective party exists. Accessing the Site constitutes acceptance of this Agreement by User.
19. Governing Law and Choice of Forum
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, exclusive of its choice of law rules and matters affecting copyrights, trademarks, and patents under U.S. federal law. In any action to enforce this Agreement, the prevailing party will be entitled to costs and attorneys’ fees. Any suit relating to this Agreement, the Site or the software products shall be brought exclusively in the courts of Pinellas County Florida, the Parties consent to the jurisdiction thereof.
The Site is offered by ADMD Solutions. Anyone wishing a copy of this Agreement may obtain such by emailing email@example.com. Questions concerning the Site, the software products, or any aspect of this Agreement should be directed to ADMD Solutions.
22. No Spam
User shall not send unsolicited bulk email (spam). All Users are required to accept and adhere to ADMD Solutions’ anti-spam policy (attached hereto as (Exhibit “B”) and incorporated by reference). This policy also applies to using ADMD Solutions’ network to send SMS text messages.
Additional Terms for Account Owners
If a User signs up for a paid ADMD Solutions subscription or account, that User shall be deemed an “Account Owner” and the following additional terms and conditions shall also apply to such User. Such Account Owner may have contacts in his or her account that may use the Site to make payments to the Account Owner for events, such as meetings, practices, event fees, sports equipment or other fees or costs relating to the group or team.
1. Monthly Membership Fee for Account Owners
The charge to an Account Owner for the ‘Premium Account Membership’ shall be charged on the Account Owner’s credit card at the end of each 30-day cycle after Account Owner’s initial subscription date.
2. Additional Benefits
ADMD Solutions offers additional benefits to the Account Owner (paying subscribers). These benefits include, but are not limited to, more flexible emailing tools, faster contact import functions, and processing of payments for events and seasons. ADMD Solutions shall in no way be involved in the transaction between buyers and sellers. Any dispute between the buyer and the seller shall not involve ADMD Solutions. Account Owners shall therefore indemnify ADMD Solutions fully for any costs, fees, including attorney’s fees ADMD Solutions may have to pay in defending itself in defending itself against a buyer or a seller.
3. Items Sold via the Store
Account Owner waives any guaranty or warranty obtained regarding the quality, safety or legality of items advertised, any complaints regarding the accuracy of content or listings, including disputes or complaints regarding the description of items, the ability of sellers to sell items, the ability of buyers to pay for items, or that a buyer or seller will actually complete a transaction to the fullest extent allowable under the law.
4. Transfer of Items Sold via the Store
ADMD Solutions does not transfer legal ownership of items from the seller to the buyer. Nothing in this Agreement shall modify the provisions of California Commercial Code Section 2401(2) which provides in pertinent part “Unless otherwise explicitly agreed title passes to the buyer at the time and place at which the seller completes his performance with reference to the physical delivery of the goods, despite any reservation of a security interest and even though a document of title is to be delivered at a different time or place; and in particular and despite any reservation of a security interest by the bill of lading.”
7. Abuse and Misuse of Store
ADMD Solutions may terminate Account Owner’s account and services at any time upon notice to Account Owner. ADMD Solutions may also but has no duty, to immediately terminate its services, terminate Account Owner’s access and password, and/or remove any content. Upon termination, Account Owner shall remain fully and solely responsible for any applicable transaction fees still due and owing. Termination by Account Owner requires 30 days advance written notice to ADMD Solutions upon the completion of 6 months of the 12-month term. The written notice must be emailed to firstname.lastname@example.org and the subject line must state “30 Day Termination Notice”.
9. Limitation of Liability
ADMD Solutions provides the Store “as is” and without any warranty or condition, express, implied or statutory. To the fullest extent legally permitted, ADMD Solutions specifically disclaims any implied warranties of title, merchantability, and fitness for a particular purpose, accuracy of informational content and non-infringement. Account Owners assume total responsibility and risk for use of the Store. ADMD Solutions cannot guarantee continuous or secure access to its services and operation of the Store may be interfered with by factors outside of its control. ADMD Solutions shall not be liable for any loss of money, goodwill or reputation or special, indirect, or consequential damages arising out of Account Owners use of the Store or ADMD Solutions’ services.
Additional Terms for Members of Groups
A User who signs up as a member of a group on the ADMD Solutions site shall be deemed a “Member”. Members of groups may have additional benefits provided to them. There are no additional monthly fees charged to group members.
1. Transaction Fees
User, Member and Account Holder agree that PayPal, Stripe and/or ADMD Solutions charge fees for payments made through the Site. Such transaction fee(s) are in addition to event and season fees. By providing your billing information through the ADMD Solutions and PayPal or Stripe payment systems, User, Member and Account Holders expressly authorize PayPal, Stripe and ADMD Solutions to automatically process all such fees. All transaction fees are non-refundable. PayPal and Stipe are third-party vendors which provides on-line payment services.
2. Limitation of Liability
ADMD Solutions assumes no risk of liability in connection with these transactions, and any disputes shall be handled directly between the parties and not involve ADMD Solutions whatsoever.
Additional Terms for Sponsors
Individuals, companies, and other entities may choose to sponsor an ADMD Solutions group or company (hereinafter “Sponsors”). Sponsors and their sponsorships are displayed on the group Website, at the discretion of the group organizer. Some accounts provide an online mechanism for a third party to become a Sponsor directly through the group Website.
1. Transaction Fees
Users, Members and Account Holders agree that PayPal, Stripe, Authorize.net, and ADMD Solutions charge fees for payments made through the Site by Sponsors to Account Owners. Such transaction fee(s) are in addition to sponsorship fees charged by the Account Owner. By providing User, Member, or Account Holder billing information through the ADMD Solutions and PayPal, Stripe and Authorize.net payment systems, ADMD Solutions is expressly authorized to automatically process all such fees. All transaction fees are non-refundable. PayPal, Stripe, and Authorize.net are third party vendors which provide on-line payment services.
2. Limitation of Liability
ADMD Solutions assumes no risk of liability in connection with the transactions between Sponsors and Account Owners, and any dispute between a Sponsor and an Account Owner shall be handled directly between the Sponsor and Account Owner.
2. Personal Information
Personal Information shall be defined, but not limited to, as information that is specifically identifiable to a unique individual, information such as a name, address, individual’s telephone number, e-mail address, account number, information about an individual’s activities if directly linked to that person (hereinafter “Personal Information”). Personal Information also includes, but shall not be limited to, demographic information, such as date of birth, one’s gender, geographic area, and personal preferences if such information can identifiable and unique.
3. Personal Information We Collect
ADMD Solutions collects Personal Information from Users in a number of ways, examples of such are: when Users visit the ADMD Solutions site, ADMD Solutions collects Personal Information when Users: (1) register and set up an account; or (2) contact ADMD Solutions by e-mail for any reason. When Users visit the ADMD Solutions web site, some information is also automatically collected, such as the Users computer’s Internet Protocol (“IP”) address, Users computer’s operating system, the browser type, the address of a referring web site, and the time and date of Users visit and purchases. ADMD Solutions treats this information as Personal Information if it is combined with or linked to any of the identifying information mentioned above. While these may be some examples of how ADMD Solutions can gather and obtain User Personal Information, User shall not consider this to be an exhaustive list.
4. How We Use Personal Information
ADMD Solutions uses Personal Information to process User requests and provide Users with services, to inform Users about other products, to provide Users with products and/or services ADMD Solutions believes may be of interest to the User. When ADMD Solutions uses User Personal Information in its own marketing efforts, ADMD Solutions provides Users with options and do not disclose the User’s Personal Information to third parties, except as described in this Policy. Personal Information provided online may be linked together or merged with other Personal Information so that ADMD Solutions may better understand User needs and inform Users about ADMD Solutions products or services. ADMD Solutions also uses User Personal Information to send Users informational e-mails, including without limitation to newsletters, notifications by account owners, project managers, forum moderators, league managers, group members, and reminders of event schedules and attendance.
If Users send emails through the ADMD Solutions site, the User must understand that the email will include email address and any personal message included. Due to the nature of the e-mail being sent from the ADMD Solutions site, these emails are not private communications and therefore are not confidential. ADMD Solutions has no responsibility to keep such information confidential if User sends emails through the ADMD Solutions site. User shall not use the Site or any software provided through the Site to send spam or content that violates this agreement or any other User agreement.
ADMD Solutions has put security measures into place in an effort to protect User’s Personal Information while such information is under ADMD Solutions control. All Personal Information relating to Users are stored in a reasonably secure environment, separate from the Site. User’s account information is accessible online only through the use of a confidential password. To protect the confidentiality of Personal Information, User must keep its password confidential and not disclose it to any other person. User is solely responsible for all uses of the Site by any person using User password. User shall advise ADMD Solutions immediately if User believes its password has been misused or improperly obtained.
7. Control of Personal Information
ADMD Solutions gives the User the opportunity to opt-out of receiving communications from ADMD Solutions and to view, correct, or delete User’s own Personal Information. ADMD Solutions does not sell, rent, or share Personal Information with third parties without User’s prior consent, except in the limited circumstances, such circumstances described in this Policy. ADMD Solutions may share Personal Information with third-party vendors who assist ADMD Solutions in performing functions necessary to operate ADMD Solutions’ own business. These functions may include, but are not limited to, website hosting, credit card transaction processing, and data entry. ADMD Solutions limits User Personal Information shared with ADMD Solutions third-party vendors to that which ADMD Solutions believes is necessary to carry out those functions. In addition, ADMD Solutions may disclose Personal Information in the good faith belief that ADMD Solutions are lawfully authorized to do so, or that doing so is reasonably necessary to comply with legal process or authorities, respond to any claims, or to protect the rights, property or personal safety of ADMD Solutions its users, its employees or the public. Information about ADMD Solutions Users, including Personal Information, may be disclosed or transferred as part of, or during negotiations of, any merger, sale of company assets or acquisition.
8. Cookies, IP Addresses and URLs
Automatically Collected Information: ADMD Solutions automatically receives certain types of Personal Information whenever a User interacts with ADMD Solutions. For example, when a User visits the Site, ADMD Solutions automatically collects the User IP address and the type of browser the User uses. Information may be automatically collected through the use of a term called “cookies.” ADMD Solutions also collects various types of information called ‘clickstream information’, which is information about Users browsing behavior, such as IP address information, entry and exit points for the Site, search terms, web site addresses User visits, page views, and impressions. Cookies are also collected. Cookies are small text files placed on Users hard drive by a web site when Users visit a particular website. These files identify a User’s computer and record a User’s preferences and other data about a User’s visit so that when the User returns to the site, the site knows who the User is, and can personalize the User visit. Most browsers automatically accept cookies as the default setting. Users can modify the setting to reject cookies or to prompt Users before accepting a cookie from the sites User visit by editing browser options. ADMD Solutions may place or recognize a unique cookie on Users browser to enable Users to receive customized content or services. Any cookies made available to shopping carts or other tracking information sent to third parties will reflect only de-identified demographic or other data linked to data Users have voluntarily submitted to ADMD Solutions will be encrypted, and will not be used to identify Users individually. If Users decide not to accept ADMD Solutions cookies, Users will still be able to access those parts of the ADMD Solutions site available to the general public, but Users may not be able to login or use the site’s features or services, and Users may have a less satisfactory experience.
9. Links to Other Web Sites
10. Policy Changes
ADMD Solutions reserves the right to change or alter this Policy at any time. ADMD Solutions may use User Personal Information for new, unanticipated uses not previously disclosed in this Policy. ADMD Solutions encourages Users to email email@example.com periodically if the User is concerned about how the Users Personal Information is used or for a copy of our potentially updated policy or view the policy at our website at http://admdusa.com/privacy/.
ADMD Solutions interim DPO:
Arturo Del Rio
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