Terms of Service Agreement

Terms of Service Agreement

Effective Date: March 12, 2010
Welcome to the Saint Bernard Club of America’s Literature Website, which is located at http://www.saintbernardclub.org/shoppingmall/pc (the "Website"). This Terms of Service ("TOS") contain the terms and conditions that govern your use of the Website and the Saint Bernard Club of America’s Service (as defined below). This TOS describes your rights and responsibilities and what you can expect from the Saint Bernard Club of America’s Service. Use of the saintbernardclub.org Literature Website constitutes your acceptance of and agreement to this TOS.
The Saint Bernard Club of America reserves the right to add, delete and/or modify any of the terms and conditions contained in this TOS, at any time and in its sole discretion, by posting a change notice or a new agreement on the Saint Bernard Club of America’s Literature Website. In the event of substantive changes to this TOS, you may be notified by email. If any modification is unacceptable to you, your only recourse is to not use the Literature Website and the Saint Bernard Club of America’s Service. Your continued use of the Saint Bernard Club of America’s Literature Website following posting of a change notice or new TOS on the Saint Bernard Club of America’s Literature Website will constitute binding acceptance of the changes.

1. The Saint Bernard Club of America’s Service.
The Saint Bernard Club of America provides a number of Internet-based services through the Website (all such services, collectively, the "The Saint Bernard Club of America’s Service"). One such service enables users to purchase merchandise, books, compact discs, DVD’s, and more (collectively, "Products"). The Saint Bernard Club of America’s Service may offer a number of other services on its Website, including without limitation, message boards, contests, and newsletters, which may change from time to time.

2. Use of the Web Site and the Saint Bernard Club of America’s Service.

2.1 Eligibility. The Saint Bernard Club of America will only knowingly provide the Saint Bernard’s Service to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of 18, but at least 13 years of age, you may use the Saint Bernard Club of America’s Service only under the supervision of a parent or legal guardian who agrees to be bound by this TOS. The Saint Bernard Club of America’s Service is not intended for children under the age of 13.

2.2 Compliance with TOS and Applicable Law. You must comply with all of the terms and conditions of this TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the Saint Bernard Club of America’s Service and the Website.

2.3 Your License to Use the Web Site and the Saint Bernard Club of America’s Service.
(a) The Saint Bernard Club of America solely and exclusively owns all intellectual property and other rights, title and interest in and to the Saint Bernard Club of America’s Service and Website, except as expressly provided for in these TOS. For example and without limitation, the Saint Bernard Club of America owns the trademarks Saint Bernard Club of America, Saint Bernard Club of America Website, Saint Bernard Club of America Literature Website and Saint Bernard Club of America Logo; the copyrights in and to the Website, and certain technology used in providing the Saint Bernard Club of America’s Service. You will not acquire any right, title or interest therein under this TOS or otherwise to any intellectual property owned by the Saint Bernard Club of America.
(b) The Saint Bernard Club of America grants you a limited revocable license to access and use the Website and the Saint Bernard Club of America’s Service for its intended purposes, subject to your compliance with this TOS. This license does not include the right to collect or use information contained on the Website for purposes prohibited by the Saint Bernard Club of America; to compete with the Saint Bernard Club of America; to create derivative works based on the content of the Website; or download or copy the Website (other than page caching). If you use the Website in a manner that exceeds the scope of this license or you breach this TOS, the Saint Bernard Club of America may revoke the license granted to you.

2.4 Third-Party Services. The Saint Bernard Club of America may use third parties to provide certain services or products accessible through the Website. The Saint Bernard Club of America does not control those third parties or their services, and you agree that the Saint Bernard Club of America will not be liable to you in any way for your use of such services. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as this TOS when you use those services. If any such terms or policies conflict with the Saint Bernard Club of America’s TOS, agreements or policies, you must comply with the Saint Bernard Club of America’s TOS, agreements or policies, as applicable.

3. General Rules.

3.1 Prohibited Use. You may only use the Saint Bernard Club of America’s Service as expressly permitted by the Saint Bernard Club of America; i.e. as a Club Member. This store is NOT to be used by the general public for purchase of Products. In the event a non-Club Member places and order that order will be deleted, the money refunded and the user notified they are not authorized to use this site. You may not cause harm to the Website or the Saint Bernard Club of America’s Service. Specifically, but not by way of limitation, you may not: (i) interfere with the Saint Bernard Club of America’s Service by using viruses or any other programs or technology designed to disrupt or damage any software or hardware; (ii) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the Saint Bernard Club of America’s Service; (iii) use a robot, spider or other device or process to monitor the activity on or copy pages from the Website, except in the operation or use of an internet "search engine", hit counters or similar technology; (iv) collect electronic mail addresses or other information from third parties by using the Saint Bernard Club of America’s Service; (v) impersonate another person or entity; (vi) use any meta tags, search terms, key terms, or the like that contain the Saint Bernard Club of America’s name or trademarks; (vii) engage in any activity that interferes with another user's ability to use or enjoy the Saint Bernard Club of America’s Service; or (viii) assist or encourage any third party in engaging in any activity prohibited by this TOS.

3.2 Privacy Policy. By entering into this TOS, you agree to the Saint Bernard Club of America’s collection, use and disclosure of your personal information in accordance with the Privacy Policy.

3.3 Ordering Policies. If you purchase Products, you agree to do so in accordance with the Saint Bernard Club of America’s instructions on the Website. Title to the Products you purchase passes to you when the Products are delivered to the common carrier.

4. Reservation of Rights.

4.1 Monitoring. The Saint Bernard Club of America reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Website. If the Saint Bernard Club of America determines, in its sole and absolute discretion, that you or another Saint Bernard Club of America user will breach a term or condition of this TOS or that such transaction or communication is inappropriate, the Saint Bernard Club of America may cancel such transaction or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to you or any third party.

4.2 Modification of the Service. The Saint Bernard Club of America reserves the right to modify the organization, structure or "look and feel" of the Saint Bernard Club of America’s Service or the Website, and may change, suspend, or discontinue any aspect of the Saint Bernard Club of America’s Service at any time without any liability to you or any third party. The Saint Bernard Club of America shall have complete discretion over the features, functions, prices and other terms and conditions on which the Saint Bernard Club of America’s Service is offered to Saint Bernard Club of America’s members and users.

5. Submissions.

When you submit questions, comments, suggestions, ideas, message board postings, material submitted via web forms, contest entries, communications or any other information ("Submissions"), you grant the Saint Bernard Club of America permission to use such Submissions for marketing and other promotional purposes. You agree that the Saint Bernard Club of America will have no obligation to keep any Submissions confidential. You will not bring a claim against the Saint Bernard Club of America based on "moral rights" or the likes arising from the Saint Bernard Club of America’s use of a Submission.

6. Representations and Warranties.

6.1 Mutual Representations and Warranties. You represent and warrant to the Saint Bernard Club of America and the Saint Bernard Club of America represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under this TOS, (ii) the execution and performance of your or its obligations under this TOS does not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) this TOS is a legal, valid and binding obligation of the party entering into this TOS, enforceable in accordance with its terms and conditions.

6.2 By You. You represent and warrant to the Saint Bernard Club of America that, in your use of the Saint Bernard Club of America’s Service, you: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or other legal right of any third party, and (ii) will comply with all applicable laws, rules, and regulations. You further represent and warrant to the Saint Bernard Club of America that your computer does not contain viruses or any other programs or technology designed to disrupt or damage any software or hardware.

7. Disclaimers and Exclusions.

DISCLAIMER OF WARRANTIES. THE SAINT BERNARD CLUB OF AMERICA PROVIDES THE WEBSITE AND SAINT BERNARD CLUB OF AMERICA SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE SAINT BERNARD CLUB OF AMERICA DOES NOT REPRESENT OR WARRANT THAT THE WEBSITE, SAINT BERNARD CLUB OF AMERICA SERVICE OR ITS USE: (i) WILL BE UNINTERRUPTED, (ii) WILL BE FREE OF INACCURACIES OR ERRORS, (iii) WILL MEET YOUR REQUIREMENTS, OR (iv) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. THE SAINT BERNARD CLUB OF AMERICA MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.

8. Limitation of Liability.

LIMITATION OF LIABILITY. THE SAINT BERNARD CLUB OF AMERICA WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE SAINT BERNARD CLUB OF AMERICA SERVICE OR THIS TOS, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR A BREACH OF A PARTY'S REPRESENTATIONS AND WARRANTIES UNDER THIS TOS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THIS TOS, IN NO EVENT WILL THE LIABILITY OF EITHER PARTY IN CONNECTION WITH THIS TOS EXCEED THE GREATER OF (i) THE AMOUNT PAID BY THE SAINT BERNARD CLUB OF AMERICA TO YOU DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY OR (ii) $150.

9. Indemnification.

You must indemnify and hold the Saint Bernard Club of America and its representatives, agents, affiliates, directors, officers, and managers (the "Parties") harmless from any damage, loss, or expense (including without limitation, attorneys' fees and costs) incurred in connection with any third-party claim, demand or action ("Claim") brought against any of the Parties alleging that you have breached any provision of this TOS through any act or omission. If you have to indemnify the Saint Bernard Club of America under this Section, the Saint Bernard Club of America will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without the Saint Bernard Club of America’s express written permission.

10. Termination.

10.1 Termination. In its sole discretion, with or without notice to you, the Saint Bernard Club of America may: (i) suspend, limit your access to or terminate your use of the Website and/or the Saint Bernard Club of America’s Service, (ii) suspend, limit your access to or terminate your account, (iii) remove any of your Content from the Saint Bernard Club of America’s servers and directories and (iv) prohibit you from using the Saint Bernard Club of America’s Service and/or the Website.

10.2 Survival. Notwithstanding Section 11.1 above, this TOS will survive indefinitely unless and until the Saint Bernard Club of America chooses to terminate this TOS.

10.3 Effect of Termination. If you or the Saint Bernard Club of America terminates your use of the Website or the Saint Bernard Club of America’s Service, the Saint Bernard Club of America may delete any Content or other materials relating to your use of the Saint Bernard Club of America’s Service on the Saint Bernard Club of America’s servers or otherwise in its possession and the Saint Bernard Club of America will have no liability to you or any third party for doing so.

11. Notice.

All notices required or permitted to be given under these TOS will be in writing and delivered to the other party by any of the following methods: (i) U.S. mail or (ii) electronic mail. If you give notice to the Saint Bernard Club of America, you must use the following address: 16 Grandview Blvd, Derby, CT 06418; webmaster@saintbernardclub.org. If the Saint Bernard Club of America provides notice to you, the Saint Bernard Club of America will use the contact information provided by you to the Saint Bernard Club of America. All notices will be deemed received as follows: (i) if by delivery by U.S. mail, seven (7) business days after dispatch or (ii) if by electronic mail, 24 hours after the message was sent, if no "system error" or other notice of non-delivery is generated. If applicable law requires that a given communication be "in writing," you agree that email communication will satisfy this requirement.

12. Dispute Resolution.

All disputes arising out of, relating to or connected with these TOS or your use of any part of the Saint Bernard Club of America’s Service will be exclusively resolved under confidential binding arbitration held by the Saint Bernard Club of America’s elected Board before and in accordance with the Rules of the American Arbitration Association (without regard for conflicts of law principles). The arbitrator's award will be binding and may be entered as a judgment in Club documents. Notwithstanding anything to the contrary in this Section 13, the Saint Bernard Club of America may seek equitable relief, including, without limitation, injunctive relief and specific performance against any member or user to collect monies owed the Saint Bernard Club of America.

13. Miscellaneous.

These TOS will be binding upon each party hereto and its successors and permitted assigns, and governed by the Saint Bernard Club of America’s elected Board Members. This TOS is not assignable or transferable by you without the prior written consent of the Saint Bernard Club of America. This TOS (including all of the policies and other Agreements described in this TOS, which are incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under this TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. You and the Saint Bernard Club of America are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this TOS. The invalidity or unenforceability of any provision of this TOS will not affect the validity or enforceability of any other provision of this TOS, all of which will remain in full force and effect.