Welcome to RightPlantz! RightPlantz is an information and social network dedicated to gardening bringing together garden enthusiasts and landscape professionals. Through RightPlantz, people can obtain and exchange ideas and information pertaining to gardening and garden design.
THIS AGREEMENT PROVIDES IMPORTANT INFORMATION TO YOU, INCLUDING INFORMATION ABOUT YOUR OBLIGATIONS ABOUT YOUR CONTENT, OUR LIMITATION OF LIABILITY TO YOU, AND YOUR AGREEMENT TO RESOLVE ANY DISPUTES BY INDIVIDUAL ARBITRATION AND TO WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION.
Please make sure to read this agreement, because your use of the Site is consent to these terms. If you do not agree to any of the terms, you should stop using RightPlantz.
1. Using RightPlantz.
- Who can use it. You must be at least the age of majority in the state where you live to use the site. Use of RightPlantz by anyone under 18 years of age is strictly prohibited.
- Profile for Landscape Pros. If you are a professional services provider, you may set up a Professional Profile. If you do, you give us the right to list your Professional Profile in our directory of service providers, and you will be able to connect with others on RightPlanz while identified by your professional profile. Your professional profile is subject to our “Professional Profile Policy.”
- Acceptable Use Policy. When using RightPlantz, you agree to abide by common standards of etiquette and act in accordance with the law, as described further in our “Acceptable Use Policy.”
- Termination. You may close your account at any time by going to account settings and disabling your account. We may permanently or temporarily suspend your use of the site or the service at any time for any reason, without any notice or liability to you. We may terminate your account at any time for any or no reason, including if you violate any RightPlantz policy (including the Acceptable Use Policy). Upon termination of your use of the service, certain provisions will survive termination, as detailed in Section 9(m).
- Feedback. We welcome your feedback and suggestions about how to improve RightPlantz. Feel free to submit feedback at email@example.com. By submitting feedback in this or in any other manner to us, you agree to grant us the right, at our discretion, to use, disclose and otherwise exploit the feedback, in whole or part, without any restriction or compensation to you.
2. Your Content.
- Definition of Your Content. RightPlantz enables you to post information or data, including without limitation photos, profile pictures, messages, and commentary. All material that you display on RightPlantz will be referred to collectively as “Your Content.” You acknowledge and agree that, by using RightPlantz, Your Content may be viewed by the general public and will not be treated as private or confidential.
- License and Permission to Use Your Content. You hereby grant to us and our affiliates, licensees and sublicensees, without compensation to you or others, a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute Your Content, or any portion thereof, throughout the world in any format, media or distribution method (whether now known or hereafter created) for the duration of any copyright or other rights in Your Content. Such permission will be perpetual and may not be revoked for any reason, to the maximum extent permitted by law. Further, to the fullest extent permitted under applicable law, you waive and release and covenant not to assert any moral rights that you may have in Your Content. If you identify yourself by name or provide a picture or audio or video recording of yourself, you further authorize us and our affiliates, licensees and sublicensees, without compensation to you or others, to reproduce, print, publish and disseminate in any format or media (whether now known or hereafter created) your name, voice and likeness throughout the world, and such permission will be perpetual and cannot be revoked for any reason, except as required by the applicable law. You further agree that we may use Your Content in any manner that we deem appropriate or necessary.
- Ownership. We acknowledge and agree that you, or your licensors, as applicable, retain ownership of any and all copyrights in Your Content, subject to the non-exclusive rights granted to us in the paragraph above, and that no ownership of such copyrights is transferred to us under this agreement.
- Your Responsibilities for Your Content. By posting Your Content on RightPlantz, you represent and warrant to us that you have the ownership rights, or you have obtained all needed licenses or permissions from any necessary parties, to use Your Content in this manner. This includes obtaining the right to grant us the rights to the use of Your Content in accordance with this agreement. You are in the best position to judge whether Your Content is in violation of intellectual property or personal rights of any third-party. You accept full responsibility for avoiding infringement of the intellectual property or personal rights of others in connection with Your Content. You are responsible for ensuring that Your Content does not violate RightPlantz’s Acceptable Use Policy or Copyright and Trademark Policy or any applicable law or regulation. You agree to pay all royalties, fees and any other monies owed to any person by reason of Your Content.
- Limits. We reserve the right to edit, abridge, or remove Your Content, in whole or part, for any reason (which may include a reported violation of our Acceptable Use Policy or Copyright and Trademark Policy). We reserve the right to edit, refuse to post or remove Your Content submitted by you for any reason without notice. We do not guarantee that we will publish all of Your Content.
3. Our Content and Materials.
- Definition of Our Content and Materials. All intellectual property in or related to the RightPlantz (specifically including, but not limited to our software, the RightPlantz mark, the RightPlantz logo, but excluding Your Content), is the property of RightPlantz, its subsidiaries and affiliates or its licensors (“Our Content and Materials”).
- No Endorsement or Verification. Please note that RightPlantz enables access to third-party content, products and services, and it offers interactions with third-parties over which we have no control. We assume no responsibility, expressed or implied for, nor do we endorse or verify the content, offerings or conduct of third-parties (including but not limited to the products or services offered by third-parties or the descriptions of the products or services offered by third-parties). Participation or availability on RightPlantz does not amount to endorsement or verification by us. We make no warranties or representations expressed or implied with respect to the accuracy, completeness or timeliness of any content posted on RightPlantz by anyone.
- Restrictions. Except as expressly provided in these terms, you agree not to use, modify, reproduce, distribute, sell, license, reverse engineer, decompile, or otherwise exploit Our Content and Materials without our express written permission. RightPlantz’s permission to you for your use of RightPlantz expressly excludes commercial use by you of any information concerning product descriptions or professional listings for the benefit of another merchant or Landscape Pro. You expressly are prohibited from any use of data mining, robots, or similar data gathering and extraction tools in your use of the RightPlantz. You may view and print a reasonable number of copies of web pages located on RightPlantz for your own personal use, provided that you retain all proprietary notices contained in the original materials, including attribution to RightPlantz.
4. Other Offerings on RightPlantz.
- Third-Party Services. You may be provided the opportunity on RightPlantz to purchase services that are offered by third parties (collectively “Third Party Services”), including those offered by Landscape Pros registered with Professional Profiles on RightPlantz. The availability of any Third Party Services on RightPlantz is an endorsement our endorsement of the Third Party Services.
5. Reporting Violations of Your Intellectual Property Rights, RightPlantz Policies, or Applicable Laws
We have a special process for reporting violations of your intellectual property rights or other violations of RightPlantz policies or applicable laws.
- Copyright and Trademark Policy. We have adopted and implemented a Copyright and Trademark Policy. For more information, including detailed information about how to submit a request for takedown if you believe content on RightPlantz infringes your intellectual property rights, please read our Copyright and Trademark Policy.
We have no obligation to delete content that you personally may find objectionable or offensive. We endeavor to respond promptly to requests for content removal, consistent with our policies described above and applicable law.
6. Disclaimers and Limitations of Liability.
PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF RIGHTPLANTZ TO YOU.
THE “RIGHTPLANTZ” MEANS RIGHTPLANTZ AND ANY SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, LICENSORS AND PARTNERS, AND THE OFFICERS, DIRECTORS, MANAGERS, PARTNERS, EMPLOYEES, AGENTS AND REPRESENTATIVES OF EACH OF THEM. EACH PROVISION BELOW APPLIES TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW:
WE ARE PROVIDING YOU THE SITE, SERVICES, INFORMATION, AND THIRD-PARTY CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, RIGHTPLANTZ EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, ACCURACY AND COMPLETENESS, UNINTERRUPTED OR ERROR-FREE SERVICE, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ALL WARRANTIES EXPRESSED AND IMPLIED ARISING OUT OF COURSE OF DEALING OR TRADE USAGE.
RIGHTPLANTZ MAKES NO PROMISES OR REPRESENTATIONS WITH RESPECT TO, AND EXPRESSLY DISCLAIMS ALL LIABILITY, TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOR: (i) CONTENT POSTED BY ANY THIRD-PARTY ON THE SITE, (ii) THE PRODUCT DESCRIPTIONS OR PRODUCTS, (iii) THIRD-PARTY SITES AND ANY THIRD-PARTY PRODUCT OR SERVICE LISTED ON OR ACCESSIBLE TO YOU THROUGH THE SITE, AND (Ii) THE QUALITY OR CONDUCT OF ANY THIRD-PARTY YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THE SITE.
YOU AGREE THAT UNDER THE MAXIMUM EXTENT PERMITTED BY LAW, RIGHTPLANTZ WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT RIGHTPLANTZ SPECIFICALLY IS NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES, LOSS OF PROFITS, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR LOSS OF DATA (EVEN IF RIGHTPLANTZ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE) ARISING OUT OF AND IN ANY WAY CONNECTED WITH OR RELATED TO YOUR USE OF, OR INABILITY TO USE, THE SITE OR PRODUCTS. YOUR USE OF THE SITE, PRODUCTS, INFORMATION, OR SERVICES IS AT YOUR SOLE RISK.
You agree to fully indemnify, defend, and hold RightPlantz and its directors, managers, partners, officers, employees, consultants, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and other expenses that arise directly or indirectly out of or from: (a) your breach of any part of this agreement, including but not limited to the Acceptable Use Policy; (b) any allegation that any materials you submit to us or transmit to RightPlantz infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party; (c) your activities in connection with or related to RightPlantz or other websites to which RightPlantz is linked; and/or (d) your negligent or willful misconduct.
8. Dispute Resolution.
- Arbitration. You and RightPlantz agree that any dispute, claim or controversy arising out of or relating to this agreement or to your use of RightPlantz (collectively “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. You acknowledge and agree that you and RightPlantz each are waiving the right to a trial by jury or to participate as a plaintiff as a class member in any class action proceeding. Further, unless you and RightPlantz agree otherwise in writing, the arbitrator may not consolidate more than one person’s claims and may not preside over any form class action proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” Section 8 will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” Section 8 will survive any termination of the Terms.
- Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution’ section. (The AAA Rules are available at http://www.adr.org or by calling the AAA at 1-800-778-7879). The Federal Arbitration act will govern the interpretation of this section.
- Arbitration Process. A party who desires to initiate the arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Maryland and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within 7 days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with AAA Rules.
- Arbitration Location and Procedure. Unless you and RightPlantz agree otherwise, the arbitration will be conducted in Rockville, Maryland. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and RightPlantz submit to the arbitrator, unless you request a hearing and the arbitrator then determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by AAA Rules. Subject to AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. For claims that exceed $10,000 and involve a hearing, you may elect for the hearing be conducted by telephone.
- Arbitrator’s Decision. The arbitrator will render an award within the timeframe specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration may be entered in any court having jurisdiction thereof. Any award of damages by an arbitrator is subject to and must be consistent with the “Disclaimers and Limitations of Liability” section above. The arbitrator may award declaratory or injunctive relief in favor of the claimant only to the extent necessary to provide relief warranted by the claimant’s individual claim.
- Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be as set forth in the AAA Rules.
- Supplemental Terms for Certain Services. Certain services offered on the RightPlantz may require you to enter into a separate agreement and/or be subject to additional terms. In the event of any conflict between this agreement and the terms of that separate agreement or additional terms, the terms of that separate agreement or additional terms will control.
- Application Provider Terms. If you access RightPlantz through a RightPlantz application, you acknowledge that this agreement is between you and RightPlantz only, and not with another application service or application platform provider (such as Apple, Inc. or Google Inc.), which may provide you the application subject to its own terms.
- Controlling Law and Jurisdiction. This agreement will be interpreted in accordance with the laws of the State of Maryland and the United States of America, without regard to their conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a federal or state court located in Rockville, Maryland for any actions for which the arbitration provision, as set forth in the Dispute Resolution provision above, does not apply.
- Changes. We reserve the right at any time to:
- change the terms and conditions of this agreement, consistent with applicable law;
- change RightPlantz, including eliminating or discontinuing any information or services or other features in whole or in part; and
- deny or terminate your RightPlantz account, or use of and access to RightPlantz.
- Languages. English is the authoritative text of this agreement and all communications, notices, arbitrations and other actions and proceedings relating to this agreement will be made and conducted in English, even if we choose to provide translations of this agreement into the native languages in certain countries.
- Assignment. No terms of this agreement, nor any right, obligation, or remedy hereunder is assignable, transferable, delegable, or sublicensable by you except with RightPlantz ‘s prior written consent, and any attempted assignment, transfer, delegation, or sublicense shall be null and void. RightPlantz may assign, transfer, or delegate this agreement or any right or obligation or remedy hereunder in its sole discretion.
- Waiver. Our failure to assert a right or provision under this agreement will not constitute a waiver of such right or provision.
- Headings. Any heading, caption, or section title contained is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.
- Further Assurances. You agree to execute a hard copy of this agreement and any other documents, and take any actions at our expense that we may request to confirm and effect the intent of this agreement and any of your rights or obligations under this agreement.
- Entire Agreement/ Severability. This agreement supersedes all prior terms, agreements, discussions and writings regarding RightPlantz and constitutes the entire agreement between you and us regarding RightPlantz. If any provision in this agreement is found to be unenforceable, then (except as expressly provided otherwise in Section 8(a) (Dispute Process)) that provision will not affect the enforceability of the remaining provisions of the agreement, which will remain in full force and effect.
- Survival: The following provisions will survive expiration or termination of this agreement: Section 2 (Your Content) Section 3(d)(Restrictions) and 3(e)(ownership), Section 6 (Disclaimers and Limitations of Liability), Section 7 (Indemnification), Section 8 (Dispute Resolution) and Section 9 (Miscellaneous).
- Contact. Feel free to contact us by visiting firstname.lastname@example.org with any questions about this agreement.