Terms of Use

Before using SpeakerCalendar.com, please review the following terms and conditions which define your rights, responsibilities and benefits as a user of SpeakerCalendar.com.

1. Availability of Services

SpeakerCalendar.com does not provide you with access to the Internet or the equipment necessary to access the Internet or the Website or Services. You are responsible for the fees charged by other parties to obtain access to our Website and Services (by way of example only, Internet service provider or airtime charges) and for providing the equipment necessary to access the Website and Services. From time to time SpeakerCalendar.com may modify, suspend or discontinue any of the Services offered on our Website without notice to you. SpeakerCalendar.com shall not be liable to you for any modification, suspension or discontinuance of Services. SpeakerCalendar.com may establish certain policies and practices concerning use of the Services, including without limitation the maximum number of email messages, message board postings or other Content that can be sent through our Services and the number of days that these items will be retained on our systems. SpeakerCalendar.com has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by or through our Services. We reserve the right to change our practices and policies at any time, in our sole discretion, with or without notice to you.

2. Support

SpeakerCalendar.com, or its designee(s), shall provide e-mail and/or telephone support between 9:00am and 5:00pm (Pacific time zone) Monday-Friday, except on SpeakerCalendar.com, or designee(s), holidays, but has no obligation to provide you with hard-copy documentation, upgrades, enhancements, modifications, or other support unless specifically contracted for.

3. SpeakerCalendar.com is a Venue

The Site acts as a venue to allow subscribers to sell products using a fixed price format. SpeakerCalendar.com is not involved in the actual transaction between buyers and sellers. As a result, we have no control over the quality, safety or legality of the products advertised, the truth or accuracy of the listings, the ability of sellers to sell products or the ability of buyers to pay for products. We cannot ensure that a buyer or seller will actually complete a transaction. Consequently, we do not transfer legal ownership of products from the seller to the buyer, and nothing in this agreement shall modify the governing provisions of Ca. Com. Code � 2401(2) and Uniform Com. Code � 2-401(2), under which legal ownership of a product is transferred, upon physical delivery, of the product to the buyer by the seller.

Release. Because we are a venue, in the event that you have a dispute with one or more users, you release SpeakerCalendar.com (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code �1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."

Information Control. We do not control the information provided by other users that is made available through our system. You may find other user's information to be offensive, harmful, inaccurate, or deceptive. Please use caution, common sense, and practice safe viewing when using the Site. Please note that there are also risks of dealing with underage persons or people acting under false pretense. Additionally, there may also be risks dealing with international trade and foreign nationals. By using this Site, you agree to accept such risks and SpeakerCalendar.com is not responsible for the acts or omissions of users on the Site.

Buying. As a buyer, you are obligated to complete the transaction with the seller: if you purchase a product. Unless you and the seller agree otherwise, you will become the product's lawful owner upon physical receipt of the product from the seller, in accordance with Ca. Com. Code � 2401(2) and Uniform Com. Code � 2-401(2).

Listing Description. You must be legally able to sell the product(s) you list for sale on the Site. You must describe your product and all terms of sale on the listing page of the Site. Your listings may only include text descriptions, graphics, pictures and other content relevant to the sale of that product. All listed products must be listed in an appropriate category.

4. Intermediary

SpeakerCalendar.com is acting as an intermediary for providers of speaker related services and/or products by promoting, selling or accepting booking hold requests for such services and/or products. SpeakerCalendar.com shall not be responsible for breach of contract or any actions or omissions on the part of such providers, which result in any loss, damage, delay, or injury to you and/or your company, if any. SpeakerCalendar.com does not guarantee any of such provider's rates, or other purchase terms. SpeakerCalendar.com shall not be responsible for any disruption of speaker-related services and/or products, whether resulting from bankruptcy of any provider(s), or due to monetary crisis, political or social unrest, labor problems, mechanical or construction difficulties, climatic aberrations, local laws, diseases, novel conditions, including terrorist activities, and/or events of "force majeure" (i.e., those beyond SpeakerCalendar.com's reasonable control).

5. Code of Conduct

You will conduct yourself appropriately while using any and all portions of the Site. You may not engage in any inappropriate activity, including coercion or the use or dissemination of foul, vulgar, insulting, harassing, defamatory or libelous language or materials. You agree not to impersonate any Subscriber, person or entity or misrepresent your affiliation with any Subscriber, person or entity. You will not collect any data or information from the Site (including, but not limited to, financial information) except as permitted by Proactive Web Brands and such other Subscriber. You also agree not to interfere with other users or Subscriber's use and enjoyment of the Site.

You agree that you will not, in any way, modify, move, add to, delete or otherwise tamper with the information contained in the Site, nor will you decompile, reverse engineer, dissemble or otherwise unlawfully use any of the software, copyrighted or trademarked material, trade secrets or other proprietary information contained in the Site.

You agree (a) to use reasonable efforts to avoid uploading or distributing in any way files that contain viruses, corrupted files or programs which may damage another's computer, (b) not to interfere or disrupt networks connected to the Site, (c) not to attempt to interfere with the functioning of the Site or any transaction conducted at the Site, and (d) not to impose an unreasonable load on Proactive Web Brands' infrastructure.

6. Copyright

All materials (including but not limited to images, text, illustrations, video clips and audio clips, collectively, "Content"), and "Software" (including but not limited to computer programs, applets, files and data) published on the Site are protected by the copyright laws of the United States or other jurisdictions and are owned or controlled by us, or third party providers of the Content or software. The Content and Software are provided solely for the personal noncommercial use of users and Subscribers of the Site. Any copying, further distribution, commercial use or nonpersonal use of the Content or Software found in the Site, without our express written consent or the consent of the owner of the intellectual property involved, is strictly prohibited.

No right, title or interest in any Content or Software is transferred to you as a result of any such copying. You further agree that you shall not alter or remove any copyright notice or proprietary legend contained in the Content or Software and that any copy made shall include any copyright or other notice included therein. No other permission is granted to you to print, copy, reproduce, distribute, transmit, upload, download, store, display in public, alter, or modify, create derivative works from, compile facts or information from, sell or participate in any sale of, or use or exploit in any way, in whole or in part, any of the Content or Software. You may not post any Content or Software to any other online service (including, but not limited to any bulletin board or the Internet). You agree not to derive or attempt to derive the source code, source files or structure of all or any portion of the Content or Software by reverse engineering, disassembly, decompiling or otherwise.

7. Downloading Files/Data

We do not provide a representation or warranty that your use of or download of Content or Software will be virus-free or that the procedures and precautions taken by us will protect you from viruses. We are not responsible for any adverse conditions caused by Content or Software downloaded from the Site. You should follow standard practices for ensuring safety of your computer(s) and data, including but not limited to, installing the latest virus detection software on your computer(s) and configuring it to trap viruses at download time.

8. Accuracy of Information

We endeavor to keep information available on the Site accurate. However, we make no guarantee of any kind, either expressed or implied, regarding the quality, accuracy, or validity of the opinions, data and/or information available. You acknowledge that any reliance upon such opinions, data and/or information obtained from or through the Site is at your sole risk.

9. External Links

The Site contains hyperlinks that will let you access other World Wide Web sites. These sites are not under our control, and we assume no responsibility or liability for any material that may reside in any external web site. We do not make any representations regarding the quality of any product or service contained at any such site.

10. Third-Party Offers

We may allow other companies to offer you products and services, including offers through our Website or via email. Whether or not you decide to participate in such an offer is up to you. Your participation in any of these offers, including payment and delivery of related goods or services and the terms, conditions, warranties or representations associated with such offers, is solely between you and the third-party company. You agree that SpeakerCalendar.com shall not be liable for any costs or damages you may incur resulting from your decision to enter such transactions.

11. DISCLAIMER OF WARRANTY

THE SITE SERVICES, CONTENT AND ALL SOFTWARE ARE OFFERED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE USER ASSUMES ALL RESPONSIBILITY FOR USE OF THE SITE AND WAIVES ALL CLAIMS AGAINST PROACTIVE WEB BRANDS LLC THAT MAY ARISE FROM UTILIZATION OF THIS SITE. FURTHER, PROACTIVE WEB BRANDS LLC SHALL IN NO EVENT BE LIABLE FOR ANY DAMAGES OR LOSSES, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES RESULTING FROM OR CAUSED BY THIS WEB SITE, ITS CONTENT, OR ITS SOFTWARE INCLUDING WITHOUT LIMITATION FROM USER'S USE OR INABILITY TO USE THE SITE, DELAYS IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, OR ANY ERROR OR OMISSIONS IN CONTENT.

12. LIABILITY DISCLAIMER

The information, products, and services included on this Web Service may include inaccuracies or typographical errors. Changes are periodically added to the information herein. SpeakerCalendar.com and its third party suppliers provide all Content in this Service "AS IS", and without any warranty of any kind.

Proactive Web Brands LLC and its third party suppliers make no representations concerning the suitability, reliability or accuracy of the Content or the service provided on the Service for any purpose. We and our third party suppliers disclaim all warranties, expressed or implied, in connection with the Content and the services provided on the Service, including conditions of merchantability, fitness for a particular purpose, title and non-infringement. In no case will we or our third party providers be liable for any direct, indirect, punitive, special or other damages including, without limitation, lost or delay of use, lost profits, loss of data or any other damage in contract, tort, equity or any other legal theory, even if advised of the possibility thereof.

Proactive Web Brands LLC may, from time to time, provide opportunities to users of the Web Service to link to or buy services from third parties. Sites of those third parties may be subject to terms and conditions different from those found here.

Proactive Web Brands LLC makes no warranty concerning third party provided goods or services and you agree that any recourse for dissatisfaction or problems with those goods or services will be sought from the third party provider and not from Proactive Web Brands LLC.

13. Limitation of Liability

YOU AGREE TO ASSUME ALL RISKS ASSOCIATED WITH, ARISING OUT OF, OR RESULTING FROM YOUR USE OF THE SITE OR ANY SUBMITTED MATERIALS, INCLUDING, BUT NOT LIMITED TO, THE RISKS OF FINANCIAL LOSS, PHYSICAL HARM, PROPERTY DAMAGES, DEALING WITH OTHER USERS OF THE SITE, STRANGERS, MINORS, OR FOREIGN NATIONALS, AND PERSONS ACTING UNDER FALSE PRETENSE. YOU FURTHER AGREE TO RELEASE PROACTIVE WEB BRANDS LLC, ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND EMPLOYEES, HARMLESS FROM ALL CLAIMS, DEMANDS, DAMAGES (DIRECT, INDIRECT, AND CONSEQUENTIAL) OF ANY KIND OR NATURE, KNOWN OR UNKNOWN, ASSOCIATED WITH, ARISING OUT OF, OR RESULTING FROM YOUR USAGE OF THE SITE, YOUR SUBMITTED MATERIALS, ANY TRANSACTIONS RELATED TO OR RESULTING FROM YOUR USE OF THE SITE. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE �1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." YOU FURTHER UNDERSTAND AND AGREE THAT IN NO EVENT PROACTIVE WEB BRANDS LLC, ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, EMPLOYEES, AND SUPPLIERS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, GOODWILL, REVENUE, DATA, OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT, TORT, OR BREACH OR FAILURE OF WARRANTY, EVEN IF PROACTIVE WEB BRANDS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT SOME JURISDICTIONS PROHIBIT THE EXCLUSION OF CERTAIN WARRANTIES, THE LIMITATION OF LIABILITY, OR THE DISCLAIMER OF CERTAIN DAMAGES, PROACTIVE WEB BRANDS LLC'S AGGREGATE LIABILITY FOR ANY DAMAGES SHALL NOT EXCEED THE FEES PAID BY YOU TO SPEAKERCALENDAR.COM FOR THE SERVICE UNDER THIS SERVICE AGREEMENT IN THE ONE (1) MONTH PRIOR TO THE ACT OF INJURY THAT GAVE RISE TO THE LIABILITY.

Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, this limitation may not apply in part to you. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS WEB SERVICE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THIS WEB SERVICE.

14. Indemnity

You agree to indemnify, defend, and hold Proactive Web Brands LLC, and all officers, directors, owners, agents, information providers, affiliates, licensors and licensees (collectively, "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach of the Terms of Use by you or any user of your account including, without limitation, reasonable attorneys' fees.

15. No Agency

You and SpeakerCalendar.com are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

16. Notices

Except as explicitly stated otherwise, any notices shall be given by postal mail to SpeakerCalendar.com Attn: Legal Department 25550 Hawthorne Blvd., Suite 100, Torrance, CA 90505 (in the case of SpeakerCalendar.com) or to the email address you provide to SpeakerCalendar.com during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to SpeakerCalendar.com during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.

17. Resolution of Disputes

In the event a dispute arises between you and Proactive Web Brands LLC, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Proactive Web Brands LLC agree that any claim or controversy at law or equity that arises out of this Agreement or our services ("Claims") shall be resolved in accordance with one of the subsections below or as otherwise mutually agreed upon in writing by the parties. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution and we will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation, as an alternative to litigation.

Binding Arbitration. For any Claim (excluding Claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, you or Proactive Web Brands LLC may elect to resolve the dispute through binding arbitration conducted by telephone, on-line and/or based solely upon written submissions where no in-person appearance is required. In such cases, the arbitration shall be administered by the American Arbitration Association or JAMS in accordance with their applicable rules, or any other established ADR provider mutually agreed upon by the parties. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Court. Alternatively, any Claim may be adjudicated by a court of competent jurisdiction located in Los Angeles County, California or where the defendant is located (in our case Los Angeles, California, and in your case your home address or principal place of business). You and Proactive Web Brands LLC agree to submit to the personal jurisdiction of the courts located within the county of Los Angeles, California.

Alternative Dispute Resolution. Alternatively, Proactive Web Brands LLC will consider use of other alternative forms of dispute resolution, such as binding arbitration to be held in Los Angeles County, California or another location mutually agreed upon by the parties.

All Claims (excluding requests for injunctive or equitable relief) between the parties must be resolved using the dispute resolution mechanism that is selected in accordance with this Section by the first party to file a Claim. Should either party file an action contrary to this Section, the other party may recover attorneys' fees and costs up to $1000, provided that the party seeking the award has notified the other party in writing of the improperly filed Claim, and the other party has failed to withdraw the Claim.

18. Local Laws

You are solely responsible for abiding by all applicable local, national and governmental rules and regulations, including international and import/export laws that may apply to you. Your use of the Site must be in accordance with these laws. You are also responsible for not acting in a manner that causes us to violate any such laws. You are responsible for supplying any restrictive legends or notices (e.g. copyright notices) and for properly attributing trademarks, service marks and logos to their respective owners.

19. Non Transferability or Assignment

You may not transfer your usage rights to the Site.

20. Future Changes

We may at any time, without providing notice, change, modify, add or delete all aspects of our business and operations, including services, fee structure, terms and conditions, graphics, look and feel, and others, applicable to your use of the Site, or any part thereof.

We may change these Terms of Use at any time, without notice, and your continued use of the Site after any change we make will mean that you agreed with the changes. IN THE EVENT THAT YOU DO NOT AGREE TO ANY CHANGE, PLEASE DO NOT ACCESS OR USE THE SITE IN ANY MANNER FOR ANY PURPOSE.

21. Communications between SpeakerCalendar.com and you

SpeakerCalendar.com will send electronic mail to you, for the purpose of informing you of changes or additions to SpeakerCalendar.com, or of any SpeakerCalendar.com related products and services. You may opt out of this notification service by replying to the electronic mail that was sent with the word "unsubscribe" (without the quotes) in the subject line. For further information on our use of subscriber demographic information, see the Privacy Policy on the Service.

22. General

These Terms of Use have been made and shall be construed and enforced in accordance with California law. Any action to enforce these Terms of Use shall be brought in the federal or state courts located in the state of California.

Any term, condition, or provision of these Terms of Use that is determined for any reason to be unlawful, invalid, void or unenforceable, shall not affect any other portion of these Terms.

The headings and captions contained in this Agreement are inserted for convenience only and do not constitute a part of this Agreement.