Last Updated: October 20, 2015
Please read this Agreement carefully before using the TRK Sites. This Agreement governs Your access and use of TRK Sites. By accessing or using TRK Sites or by downloading any materials from TRK Sites, You signify Your acceptance of the following Agreement. If You do not accept any of the terms within this Agreement, please refrain from further use of TRK online services and Sites. Prices are subject to change without notice.
Notification of Agreement Changes
The Rainbow Knot reserves the right to amend the Agreement from time to time without notice. All modified terms to this Agreement take effect immediately after posting to TRK Sites. We encourage You to review this Agreement periodically because any changes will be binding on You. This Agreement may not be modified, amended, or changed by You in any manner.
You can determine when this Agreement was last revised by referring to the "Last Updated" legend at the top of this page. Your continued use of TRK online services constitutes Your acceptance of the Agreement and to any updates.
1. The Rainbow Knot is a Neutral Venue
TRK is an on-line community and on-line directory for the wedding industry. TRK is not a wedding product, wedding service provider, wedding vendor, wedding referral service, or an agent representative. The Rainbow Knot users ("Users") include prospective brides, grooms, newlyweds and their wedding guests (collectively, "Client Members") and companies and other third parties offering products and services related to weddings ("Vendor Members"). Advertisers within a heading category or subcategory may be required to comply with various licensing and certification requirements in order to be listed under a specific practice area, and the publisher and TRK does not and cannot guarantee that each advertiser has complied with those requirements. For more information, contact the advertiser of the appropriate trade organization or regulatory agency.
The Rainbow Knot LLC and TRK Sites function solely as a neutral venue and on-line service where Client Members and Vendor Members may connect for a particular type of service or product. We are not involved in or a party to the actual transaction between Members. As a result, TRK has no control over the quality, accuracy, safety, or legality of the transactions that take place on TRK Sites, the accuracy of listings, or the ability of Vendors to provide items or services and TRK is not responsible for the actions or inactions of Client Members or Vendor Members.
You acknowledge the following: TRK does not provide any of the products or services advertised or offered by Vendor Members. We do not endorse any Vendor Member, nor does TRK guarantee the quality of their goods or services. Any and all communications, correspondence, verbal or written, or any warranties or representations, made with regard to products and services offered through TRK are not provided by TRK and are specifically and solely between You and the Vendor Member.
Any transaction You enter into with a Vendor Member is strictly between You and the Vendor Member, and TRK is not a party to that transaction. Any dispute You have with a Vendor Member is between You and the Vendor Member, and TRK will not be a party to that dispute.
You should use TRK as a starting point for identifying Vendor Members to provide the products and services You need, then conduct Your own research to ensure Vendor Members You choose to do business with are appropriate for You.
You acknowledge the following: TRK will not endorse You or Your products or services. TRK is in no way responsible for assisting You in reaching an agreement with Client Members; nor is TRK responsible for assisting You in providing goods and services to Client Members. While all Client Members are required to give TRK accurate information about themselves, TRK cannot and will not verify this information or guarantee the ability of Client Members to complete payment for any of the products or services You provide.
Any transaction You enter into with a Client Member is strictly between You and the Client Member, and TRK is not a party to that transaction. Any dispute You have with a Client Member is between You and the Client Member, and TRK is not a party to that dispute.
After TRK and the Vendor Member have terminated their relationship, TRK shall be entitled to retain all Personal Information associated with a Vendor Member on TRK Sites as well as basic directory information, including, without limitation, business name, address and telephone number.
3. Requirements for The Rainbow Knot Membership
TRK services are not available to minors or to temporarily or indefinitely suspended Members. Membership in TRK is void where prohibited. If You are registering as an individual, You represent and warrant that You are at least 18 years of age and are able to enter into a legally binding contract.
- Your TRK Membership may not be transferred or sold to another party
- If You are registering as a business entity, You represent that You have the authority to bind the entity to this Agreement
- Members who conduct the sale of goods and services must have a valid business operations license, as applicable
By Becoming a Member of The Rainbow Knot, You Agree to:
(i) provide TRK with accurate, complete information about yourself and to update this information as needed; (ii) abide by all of the terms and conditions of this Agreement (iii) safeguard Your username and password for TRK’s Social Media(if applicable); and (iv) be responsible for all activity of Your membership account. In addition, in the event You contact TRK via telephone, You understand, acknowledge and agree that such phone conversations may be recorded.
Prohibited Activities. Users and Members of TRK Sites May Not:
- Create an account in another's name
- Create more than one account
- Use another's account
- Impersonate another person or entity
- Use TRK Sites to break the law or applicable regulations, encourage others to do so, or offer instructions on how to do so
- Offer to provide products or services that violate any applicable law, statute, ordinance or regulation (collectively "Laws"), or offer any products or services in a manner that violates any Laws
- Conduct any type of sweepstakes, promotion or contest without TRK consent and without posting official rules
- Collect or harvest information about Sites’ Members, including but not limited to use of robots, spiders, or similar means
- Use information on TRK Sites to send unsolicited email to Members
- Do anything that interferes with or places an undue burden on TRK Sites (as determined by The Rainbow Knot in our sole discretion)
- Use TRK Sites if Your membership has been temporarily or permanently suspended or revoked
- Violate any terms of this Agreement
4. Submitting Feedback to The Rainbow Knot Regarding Vendor Members
Client Members may contact TRK with feedback regarding their experience with any Vendor Members whether positive, neutral, or negative. The Client Member submitting the feedback to TRK must have either interacted or contracted business with the Vendor Member. By submitting feedback, You agree that feedback is subject to compliance audit by the TRK Compliance Team at any time.
5. Right to Reject or Remove Members
TRK reserves the absolute right to reject Your participation, or remove You from Your current participation, in the TRK Sites at any time and for any reason or for no reason and without notice to You. Actions that may result in the rejection or removal of Your participation can include, but are not limited to: any violation of the Terms of this Agreement; Your creation, maintenance and/or management of more than one account; Your non-payment in full any Unpaid Fees; any attempt by You to improperly influence, or cause another to improperly influence the feedback of Members; or any attempt by You to harass, or cause another to harass, or have inappropriate communications with a Member.
6. Petition for Reinstatement
Upon Your removal from TRK Sites, You may petition for reinstatement. Your petition for reinstatement must include the following: (i) a written statement as to why You should be reinstated and (ii) Your contact information. Your Petition will be reviewed at TRK’s discretion and any determination as to Your reinstatement will be based on TRK’s sole judgment. Your submission of a petition does not, in any manner, guarantee, that You will be reinstated and TRK specifically disclaims any and all representations with respect to any such guarantee. TRK will contact You as to our decision to reinstate You. TRK is not obligated to give You any reason or basis as to our decision. You understand that any decision as to reinstatement may be a simple, yes or no. All decisions are final.
There are currently NO minimum fees to join TRK’s Social Media or to use the TRK Directory for Client Members or Vendor Members. "Free Trial" or "Reciprocal" or other unpaid Vendor Memberships may be offered by TRK periodically. These unpaid Vendor Memberships do not guarantee any advertising placement or other benefits. TRK reserves the right to modify the terms of or cancel any such unpaid Vendor Memberships. Optional fee-based services are available but participation is NOT mandatory. See below for details.
Client Members' Fees
There are currently no fee-based services for a large portion of the TRK services. TRK may offer optional fee-based functionality/services, which may include services provided by third parties and Your use of such functionality/services shall be subject to any applicable additional terms and conditions which may include the third parties' terms and conditions.
Vendor Members' Fees
Vendor Members may opt into additional paid services ("Advertising Subscriptions"). TRK may list the prices for these Advertising Subscriptions on TRK Sites, but TRK reserves the right to change these prices and to offer discounts and temporary promotions without notice.
The Rainbow Knot Advertising Subscriptions Terms:
- We speak to all of TRK Vendor Members before we approve them for an Advertising Subscription
- We reserve the right to refuse to approve any Advertising Subscription at TRK’s sole discretion
- Custom built advertisements will not be created until payment has been received in full or a payment plan has been entered into by the Vendor Member through PayPal
- Refunds will be issued back through the payment method used by the Vendor Member in the original transaction
- The payment remitted covers the cost of creating Your custom built listing and has nothing to do with the length of Your Advertising Subscription term. A shorter Advertising Subscription term does not equate to a lower price because it will take us the same amount of time and effort to build Your custom listing
- Advertising Subscriptions may not be cancelled for a refund after the listing has been started. Advertising Subscriptions are considered to be started once the Vendor Member's business name and contact information are visible on TRK Sites
- Listings are not transferrable
- TRK will make the following critical updates for free at any point during the Vendor Member's Advertising Subscription: Contact Name, Phone Number, email Address, Address, and Website Address ("Critical Information")
- For the first 30 days that a Vendor Member's Advertising Subscription is live TRK will make any edits or updates requested by the Vendor Member
- After a Vendor Member's Advertisement Subscription has been live for 30 days updates other than Critical Information will require additional fees
Charged in Error
In the event that You believe TRK has charged You in error, You must contact TRK Customer Services within 90 days after such charge. No refunds will be given for any charges which are more than 90 days old.
8. Authorization to Debit Accounts for PayPal Payment Plans
If applicable, based on the various optional payment plans for fee-based programs, You irrevocably and expressly authorize TRK to debit any monies to the account that You have identified for TRK through PayPal that You owe to TRK.
You agree that it is Your responsibility to maintain a valid, non-expired credit card on file with PayPal while engaging in fee-based activities on TRK Site. You agree that if You do not maintain a valid, non-expired card on file with PayPal during any billing attempt, You may be subject to interest and penalties as enumerated below. You irrevocably and expressly authorize TRK to withhold any monies and/or debit any monies from any account that You have identified to TRK through PayPal for any charge backs, fees, costs, deductions, adjustments and any other amounts owed to TRK.
We reserve our rights to all actions and remedies in connection with any monies owed to TRK. You will indemnify, defend and hold TRK harmless for any claims, demands or causes of actions TRK takes toward any identified account pursuant to this Section.
9. Unpaid Fees
If, for any reason, any fees You owe TRK have not been received or in any manner realized by TRK ("Unpaid Fees"), You agree to pay such Unpaid Fees immediately. In the event that You do not pay for Your Unpaid Fees immediately TRK reserves the right to pull Your advertising listing. Re-instatement of Your listing will incur additional charges.
TRK reserves the right to waive or reduce the amount of any Unpaid Fees, penalties, or interest at any time. You also agree to pay any attorney fees, and other costs of collection incurred by TRK with respect to any Unpaid Fees. You also consent and authorize us, in TRK’s sole discretion, to make appropriate reports to credit reporting agencies, financial institutions, tax agencies and law enforcement authorities, and cooperate with them in any resulting investigation or prosecution.
10. Disputes Among Members; Release
You are solely responsible for Your interactions with other TRK Members, and TRK is not party to any such disputes. We reserve the right, but have no obligation, to monitor disputes between You and other Members. You agree to release TRK, its officers, directors, agents, and employees from all claims, demands and damages (actual and consequential) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any disputes between You and any other TRK Members. If You are a California resident, You waive California Civil Code §1542, which states: "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."
11. Information You Submit
TRK Sites offers if applicable at this time the opportunity for Members to share information with other Members through message boards as part of the TRK Community, Social Media (the "Community"), Vendor Member advertisements and listings, and other means (any information submitted to TRK Sites through any of these means, "Submitted Information"). By using these functions, You agree to abide by the terms of this Agreement and the Community Guidelines. TRK reserves to itself the right but does not have the obligation to monitor posts made to the Community and other Submitted Information. Members are solely responsible for the content of their Submitted Information.
TRK Sites act as a passive conduit for any and all communication and/or distribution of information, and TRK does not control the Submitted Information of TRK Members. We cannot and will not evaluate and TRK is not responsible for the accuracy, reliability, completeness, veracity or suitability of any Submitted Information or for verifying the identity of the submitting Member. Like any information You obtain through the Internet, You should verify Submitted Information before acting upon it. TRK is not responsible for any losses You may incur as a result of relying on Submitted Information, even if TRK was advised of the possibility of such losses.
By posting Submitted Information to any part of TRK Sites, You automatically grant, and You represent and warrant that You have the right to grant, to TRK an irrevocable, perpetual, non-exclusive, transferable, fully-paid-up, royalty-free, worldwide license (with the right to sublicense at multiple levels) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such Submitted Information for any purpose and in any format on or in connection with TRK Sites, the TRK business, or the promotion thereof, to prepare derivative works of, or incorporate into other works, such Submitted Information, and to grant and authorize sublicenses of the foregoing. You acknowledge that TRK may retain archived copies of Your Submitted Information and may continue to use Your Submitted Information in connection with any materials that were created prior to Your removal of Your Submitted Information, in accordance with the license described above.
Furthermore, by posting Submitted Information, You expressly represent and warrant the following: (i) You are the owner, with all appurtenant rights thereto, of any and all communication, content and/or information that You post on TRK Sites; or (ii) You are the legitimate and rightful grantee of a worldwide, royalty free, perpetual, irrevocable, sub-licensable, non-exclusive license to use, distribute, reproduce and distribute such communication, content and/or information. You furthermore represent and warrant that all persons and entities connected with the Submitted Information, and all other persons and entities whose names, voices, photographs, likenesses, works, services and materials have been used in the Submitted Information or its exploitation, have authorized the use of their names, voices, photographs, likenesses, performances, and biographical data in connection with the advertising, promotion, trade and other exploitation of the Submitted Information and the rights granted herein.
You Agree that Your Submitted Information:
- Will not contain Your personal information that You do not wish to be made public or to be displayed in accordance with the applicable settings that You indicate
- Will not contain another person's personal information or otherwise invade another's privacy
- Will not violate or possibly cause TRK to violate any applicable law, statute, ordinance or regulation
- Will not violate the terms of this Agreement
- Will not infringe any third party's intellectual property rights including but not limited to copyright, patent or trademark rights
- Will not contain obscene, lewd, or suggestive content and or pornography
- Will not be libelous, threatening, harassing, racist, or defamatory. This specifically includes making legal claims of any sort about TRK employees, agents, other members, or TRK Sites
- Will not contain the proprietary information of another person or entity
- Will not contain any computer hardware or software, viruses, Trojan horses, worms, spyware, or any other computer programming that may interfere with the operation of TRK Sites or systems and or create or impose a large burden or load on TRK Sites or systems
- Will not scan or test the vulnerability or security of TRK Sites or the system within which it operates
- Will not be used for commercial or public purposes outside of the requirements of this Agreement. Specifically, Your Submitted Information may not be used to advertise the products or services of others and may not contain links to third-party web sites
- Will not create liability for TRK in any manner whatsoever
- Will not involve the upload, or insertion of, any programming language or code into or onto, TRK Sites
You further agree not to impersonate another Member or attempt to disguise or conceal the author of any Submitted Information. TRK reserves the absolute right, but do not have the obligation, to remove or restrict any Submitted Information for any reason or no reason at all, including but not limited to Submitted Information You post to TRK Sites that is in violation of this Agreement or is otherwise inappropriate, as determined in TRK’s sole discretion. In addition, TRK reserves the right to terminate Members who violate these rules.
You agree to use common sense and good judgment when conducting or posting any online communication or distribution of information. You assume legal responsibility for and will indemnify TRK from all damages incurred as a result of any of Your Submitted Information.
12. Additional Terms and Conditions
You acknowledge and agree that TRK has the sole discretion to set forth and post additional terms and conditions for Your use of TRK Sites at various places throughout TRK Sites including, but not limited to, fees associated with certain services or uses. You agree that those additional terms and conditions shall be considered an effective amendment to this Agreement and said terms and conditions shall be incorporated herein. Furthermore, You expressly agree that if there is any conflict between those additional terms and conditions and the Terms set forth herein, the additional terms and conditions shall govern.
13. Use of Content on The Rainbow Knot Sites
TRK maintains these Sites for Your personal entertainment, information, education, and communication. You should assume that everything You see or read on our Sites (such as images, photographs, illustrations, texts, and other materials) ("Content") is the property of The Rainbow Knot LLC and its Client Members, Vendor Members, licensors, vendors, and partners ("Owner").
Without TRK’s prior written permission, You may not sell, reproduce, distribute, modify, display, publicly perform, prepare derivative works based on, repost or otherwise use any of TRK Content in any way for any purpose, including using TRK Content on any other website or in a networked computer environment for commercial purposes.
14. Protection of Intellectual Property Content
The Rainbow Knot Site contains or uses copyrighted material, inventions, know how, potentially patentable business method material, design logos, phrases, names, logos, HTML code and/or other computer code and/or scripts (collectively, "Intellectual Property Content"), all of which, unless otherwise indicated and/or provided pursuant to a third party license, are TRK’s sole property, and TRK retains all appurtenant rights, interests and title thereto. TRK also claims ownership rights under the copyright and trademark laws with regard to the "look", "feel", "appearance" and "graphic function" of TRK Sites, including but not limited to its color combinations, sounds, layouts and designs.
You agree and acknowledge that Your use of TRK Sites does not confer upon You any license or permission to use TRK (or any third party's) Intellectual Property Content. You shall not reproduce, modify, display, sell, or distribute the Intellectual Property Content, including but not limited to Submitted Information (as defined below) contributed by You or any other Member, or use TRK Intellectual Property Content in any other way for public or commercial purposes. All other trademarks, service marks and copyrights are held by their rightful owners. You may not frame or link to TRK Sites without TRK prior written permission.
TRK Sites contain trademarks, trade names, trade dress, service marks, domain names or other indicia of ownership (collectively the "Marks") owned or licensed for use by us, including but not limited to The Rainbow Knot, The-Rainbowknot, TRK, and the TRK logo.
Unless otherwise agreed to in writing, You agree that no right, property, license, permission or interest of any kind in or to the Marks is or is intended to be given or transferred to or acquired by You pursuant to the execution, performance or non-performance of this Agreement or any part thereof. You shall in no way contest or deny the validity of, TRK right of title to or license of use for, the Marks, and You shall not encourage or assist others directly or indirectly to do so, during the lifetime of this Agreement and thereafter. You shall not utilize the Marks or any similar marks in any manner that would diminish their value or harm their reputation.
If you want to include all or part of a TRK trademark in a domain name, you have to receive written permission from TRK. People naturally associate domain names with organizations whose names sound similar. Almost any use of a TRK trademark in a domain name is likely to confuse consumers. You shall not use or register any domain name, trademark or service mark that is identical to or similar to any of the Marks.
15. DMCA Notice. Digital Millennium Copyright Act of 1998
We take claims of copyright infringement very seriously and are committed to helping You to protect Your intellectual property. We will respond to notices of alleged copyright infringement that comply with applicable law. It is TRKs’ policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts and Memberships of Users who infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others.
In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, TRK will respond expeditiously to claims of copyright infringement committed using TRK Sites that are reported to TRK.
If You are a copyright owner, or are authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through TRK Sites by completing the following DMCA Notice of Alleged Infringement and delivering it to TRK. Upon receipt of the Notice as described below, TRK will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged material from TRK Sites. DMCA Notice of Alleged Infringement ("Notice").
Reporting Claims of Copyright Infringement
If You (the "Complaining Party") believe any materials accessible on or from TRK Sites infringe Your copyright, You may request removal of those materials from TRK Sites by submitting written notification to TRK. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCA Notice") must include the following:
- Your physical or electronic signature.
- Identification of the copyrighted work You believe to have been infringed or, if the claim involves multiple works on Our Sites, a representative list of such works.
- Identification of the material You believe to be infringing in a sufficiently precise manner to allow Us to locate that material.
- Adequate information by which TRK can contact You (including Your name, postal address, telephone number and, if available, e-mail address).
- A statement that You have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law.
- A statement that the information in the written notice is accurate.
- A statement, under penalty of perjury, that You are authorized to act on behalf of the copyright owner.
If You fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, Your DMCA Notice may not be effective.
Please be aware that if You knowingly materially misrepresent that material or activity on TRK Sites is infringing Your copyright, You may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
What if I Receive a Copyright Complaint (DMCA) Notification?
If You receive a notification that Your submitted content has been removed from TRK Sites due to a copyright complaint, it means that the content has been deleted from TRK Sites at the request of the content's owner. If Your Account receives too many copyright complaints, TRK will disable Your Account completely and Your fees will not be refunded.
For more information on what to do if you think a DMCA notice has been improperly filed, you may wish to consult the Chilling Effects website. If You believe content was removed from TRK Sites in error, You have the option to file a counter-notice by following the steps below.
How to File a Counter-Notice. Your Counter Notice Must Include All of the Following Information:
- Your name, address, and telephone number.
- DMCA ID printed at the bottom of the notification email.
- The source address of the content that was removed (copy and paste the link in the notification email).
- A statement under penalty of perjury that You have a good faith belief that the content was removed in error.
- A statement that You consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if Your address is outside of the United States, for any judicial district in which You may be found, and that You will accept service of process from the person who provided the original complaint under subsection (c)(1)(C) or an agent of such person.
- A physical or electronic signature (for example, typing Your full name).
The DMCA allows TRK to restore the removed content if the Complaining Party filing the original DMCA Notice does not file a court action against You within ten business days of receiving the copy of Your Counter-Notice. Please be aware that if You knowingly misrepresent that material or activity on TRK Sites was removed or disabled by mistake or misidentification, You may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
It is TRK policy in appropriate circumstances to disable and/or terminate without refund (if applicable) the Memberships or Advertisement Subscriptions of Users who are copyright infringers.
16. Trademark Infringement
TRK takes claims of trademark infringement very seriously and are committed to helping You to protect Your intellectual property. We will respond to notices of alleged trademark infringement that comply with applicable law.
It is TRK’s policy, in appropriate circumstances and at its discretion, to disable and/or terminate without refund (if applicable) the accounts, and Memberships or Advertisement Subscriptions of Users who infringe or are repeatedly charged with infringing the trademarks or other intellectual property rights of others.
Reporting Claims of Trademark Infringement
If You (the "Complaining Party") would like to submit a trademark claim for violation of a mark on which You hold a valid, registered trademark or service mark (registered with the United States Patent and Trademark Office on the Principal Register or, for foreign marks, registered with the appropriate intellectual property organization of Your country; state registrations and registrations on the Supplemental Register are NOT considered valid for these purposes), TRK requests that the Complaining Party substantiate such claim by providing TRK with the following information.
To Be Considered Effective, a Notification of a Claimed Trademark Violation Must Include the Following Information:
- The trademark, service mark, trade dress, name, or other indicia of origin ("mark") that is claimed to be infringed, including registration number.
- The jurisdiction or geographical area to which the mark applies.
- The name, post office address and telephone number of the owner of the mark identified above.
- The goods and/or services covered by or offered under the mark identified above.
- The date of first use of the mark identified above.
- The date of first use in interstate commerce of the mark identified above.
- A description of the manner in which the Complaining Party believes its mark is being infringed upon.
- The precise location of the infringing mark, including electronic mail address, etc.
- A good faith certification, signed under penalty of perjury, stating: The content of the website [identify website] infringes the rights of another party, The name of such said party, The mark [identify mark] being infringed, and That use of the content of the website claimed to be infringing at issue is not defensible.
Upon receipt of the appropriate information identified above, for trademark claims, TRK will initiate an investigation. If TRK concludes that the Complaining Party has raised a legitimate trademark claim, it may, at its sole discretion and without any legal obligation to do so, permanently remove the challenged material from TRK Sites. If TRK concludes that the Complaining Party has not raised a legitimate trademark claim or if it is not clear whether the Complaining Party has raised a legitimate trademark claim TRK may restore access to the challenged material.
TRK may suspend or terminate Your Accounts, Memberships or Advertisement Subscriptions if TRK suspects that You have engaged in fraudulent activity in connection with TRK Sites, as determined in TRK’s sole discretion.
18. Changes to Sites
TRK Sites offers several tools to Members (collectively, "Member Tools"), some of which are provided by third parties. TRK is not responsible for the availability, suitability or effectiveness of any of these Member Tools, whether provided by a third party or not.
In addition, TRK is not responsible for any data You lose as a result of a malfunction of the Member Tools or TRK Sites or for any other reason or any consequential damages resulting from such data loss. You should ALWAYS keep a back-up copy of all such information on Your computer and in hard copy.
TRK reserves the right to modify or discontinue any Member Tools or other services provided on TRK Sites at any time without warning.
19. No Agency
You hereby agree and acknowledge that Your provision of services and/or Your use of TRK Sites, does not confer or imply any contractor (independent or otherwise), agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship with TRK and furthermore that no affiliation, association or connection exists between You and TRK. In no event shall You have authority to bind, commit, contract for, or otherwise obligate TRK in any manner whatsoever.
As a result of the performance of this Agreement and whether due to any intentional or negligent act or omission, TRK may disclose to You or You may otherwise learn of or discover, TRK documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, software, technologies, processes, procedures, methods and applications, or other aspects of The Rainbow Knot LLC business ("Our Information"). You hereby agree and acknowledge that any and all of TRK Information is confidential and shall be TRK sole and exclusive intellectual property and proprietary information. You agree to use TRK Information only for the specific purposes as allowed by the performance of this Agreement. Any disclosure of TRK Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. All obligations contained herein shall survive the termination of this Agreement. Furthermore, You acknowledge that TRK information is proprietary, confidential and extremely valuable to us, and that TRK would be materially damaged by Your disclosure of TRK Information. You acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that TRK shall be entitled to injunctive relief.
21. Record Keeping/Audit
We reserve the right to keep all records of any and all communications between You and other Members for administration purposes.
TRK always wants to receive messages and feedback from TRK Members and welcome any comments regarding our Sites. However, please be aware that any ideas, suggestions comments or proposals You send to TRK (collectively, "Submissions") are non-confidential, shall become the sole property of TRK, and You hereby assign all right, title and interest in such Submissions. To the extent Submissions cannot be assigned to TRK, You hereby grant and agree to grant to TRK all rights needed for TRK to incorporate and commercialize the Submissions at no charge or encumbrance to TRK and You agree that TRK may disclose the Submissions to any third party in any manner and You agree TRK has the ability to sublicense all Submissions in any form to any third party without restriction. TRK shall own all rights therein, including all intellectual property rights. TRK shall be entitled to use and/or disseminate the Submissions in any manner and for any purpose whatsoever, commercial or otherwise, without compensation or credit to You.
Remedies for use of TRK Sites that violate this Agreement include, but are not limited to, the immediate termination of Your membership, notifying TRK Members of Your actions, issuing a warning (including a public warning), temporarily suspending Your membership, monetary compensation, and injunctive relief.
24. No Warranty
TRK, TRK employees, and TRK suppliers provide TRK Sites and the services thereon "as is" without any warranty of any kind, whether express, implied or statutory. Without limiting the foregoing, TRK specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. TRK further does not warrant that this site or any information, services or tools offered on this site will meet Your requirements, will be accurate, complete or current, or will give accurate, complete or current results; that operation of TRK Sites, including tools or other services offered on TRK Sites, will be timely, secure, uninterrupted, or free from error or omission or free from viruses or other harmful components; or that any errors on TRK Sites will be corrected. TRK does not represent or warrant that data You store on TRK Sites (for example, in connection with tools) will be secure, available or preserved. TRK does not represent or warrant that all tools or other services on TRK Sites will continue to be offered.
Your use of TRK Sites is at Your own risk. TRK does not warrant or represent that TRK Content is accurate, error-free, truthful or reliable or that Your use of such material will not infringe rights of third parties. TRK does not warrant that the functional aspects of the website will be error free or that this website or the server that makes it available are free of viruses or other harmful components. TRK reserves the right to correct any errors on this website, including pricing errors (in which case You will be given the option to cancel Your order). If Your use of TRK Sites or TRK Content results in the need for servicing or replacing property, material, equipment or data, TRK is not responsible for those costs. Without limiting the foregoing, everything on TRK website is provided to You "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. TRK MAKES NO WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE MATERIAL CONTAINED ON THESE SITES, OR ABOUT ITS SOFTWARE, TEXT, GRAPHICS, AND LINKS, OR RESULTS TO BE OBTAINED FROM USING THE SITES. TRK does not make any representation about the quality of any product, services, information or other material purchased or obtained by You via use of this website. Please note that some jurisdictions may not allow the exclusion of implied warranties. As a result, some of the above exclusions may not apply to You.
26. Limitation of Liability
Neither TRK nor any other party involved in creating, producing, or delivering this website shall be liable for any direct, special, incidental, consequential, or indirect damages resulting from Your access to, or use of, or inability to use TRK Sites and TRK Content, whether based on warranty, contract, tort or any other legal theory, and whether or not TRK is advised of the possibility of such damages.
In no event shall TRK, TRK employees, or TRK suppliers be liable to You or anyone else for direct, indirect damages, lost profits, any special, incidental or consequential damages, or damages of any kind whatsoever arising out of or relating to the use of or inability to use TRK Sites, for use of coupons, or for any decision made or action taken by You in reliance on information contained on TRK Sites, whether in an action for breach of warranty or contract, negligence or other tortious action, and notwithstanding the failure of essential purpose of any remedy. TRK liability, and that of TRK employees and suppliers, to You or any third parties in any circumstance is limited to the lesser of the amount of fees You pay to TRK in the 12 months prior to the action giving rise to liability or $100, notwithstanding the failure of essential purpose of any remedy.
Please note that some jurisdictions may not allow the exclusion or limitation of liability for consequential or incidental damages. As a result, some of the above exclusions may not apply to You.
You agree to indemnify and hold TRK and TRK affiliates, officers, directors, agents, and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising in any manner in whole or in part out of Your use of TRK Sites, including but not limited to (i) Your advertising, provision of or failure to pay for goods or services promoted on TRK Sites; and (ii) claims that any of Your Submitted Information includes materials owned by third parties without authorization, was defamatory or harassing, or otherwise violated the rights of any third party.
28. Links to Other Sites
The TRK Sites contain links to other sites which are provided solely as a convenience to You, or which are provided by other Members. TRK is not responsible for the availability of external sites or resources linked to TRK Sites, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. Transactions that occur between You and such third-party sites are strictly between You and the third party and are not the responsibility of TRK. Because TRK is not responsible for the availability or accuracy of these outside resources or their contents, You should review the terms and conditions and privacy policies of these linked sites, as their policies may differ from ours.
29. Legal Compliance
You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding Your use of TRK service and Your listing, shipping, transporting, and solicitation of offers to ship and transport items.
30. Governing Law; Venue and Jurisdiction
BY VISITING OR USING TRK SITES, YOU AGREE THAT THE LAWS OF THE STATE OF FLORIDA, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS OF ANY STATE OR JURISDICTION, WILL GOVERN THESE TERMS AND ANY DISPUTE OF ANY SORT THAT MIGHT ARISE BETWEEN YOU AND TRK OR ANY OF OUR AFFILIATES. WITH RESPECT TO ANY DISPUTES OR CLAIMS NOT SUBJECT TO ARBITRATION (AS SET FORTH BELOW), YOU AGREE NOT TO COMMENCE OR PROSECUTE ANY ACTION IN CONNECTION THEREWITH OTHER THAN IN THE STATE AND FEDERAL COURTS OF FLORIDA, AND YOU HEREBY CONSENT TO, AND WAIVE ALL DEFENSES OF LACK OF PERSONAL JURISDICTION AND FORUM NON CONVENIENS WITH RESPECT TO, VENUE AND JURISDICTION IN THE STATE AND FEDERAL COURTS OF FLORIDA.
Disputes between You and TRK regarding TRK Sites and TRK services should be reported to TRK. We will attempt to resolve any disputes You have with us. Because TRK is a neutral venue TRK is not responsible for resolving any disputes between You and Members regarding services or transactions. Any claim or controversy arising out of or relating to Your use of this Site, to the goods or services provided through TRK, this Agreement, or to any acts or omissions for which You may contend TRK is liable, including but not limited to any claim or controversy as to arbitrability ("Dispute"), shall be finally, and exclusively, settled by arbitration. The arbitration shall be held before one arbitrator under the commercial arbitration rules of the American Arbitration Association ("AAA") in force at that time. The arbitration shall be conducted in Charlotte County, Florida. The arbitrator shall be selected pursuant to the AAA rules. Should no AAA rule regarding Florida selection of an arbitrator be in effect, the Member shall select an arbitrator from a panel of arbitrators acceptable to TRK. In any arbitration, the parties will split the cost of the filing fee, plus the costs associated with the first day of arbitration, with the remaining costs of arbitration paid by the non-prevailing party, provided, however, that in Maine any cost to the consumer shall be limited to the cost of filing a court case. To begin the arbitration process, a party must make a written demand therefore.
Any judgment upon an award rendered by the arbitrators may be entered in any court of competent jurisdiction in Charlotte County, Florida. The arbitrators shall not have the power to award damages in connection with any Dispute in excess of actual compensatory damages and shall not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. The agreement to arbitrate shall not be construed as an agreement to the joinder or consolidation of an arbitration under this Agreement with an arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved.
This agreement provides that all disputes between You and TRK will be resolved by binding arbitration. You thus give up Your right to go to court to assert or defend Your rights. You also give up Your right to participate in or bring class action lawsuits. Your rights will be determined by neutral arbitrators and not a judge or jury. You are entitled to a fair hearing, but the arbitration procedures are simpler and more limited than rules applicable in court. Arbitrator decisions are enforceable as any court order and are subject to very limited review by a court. By using TRK goods and services or TRK Sites, You consent to these restrictions.
Should a dispute arise and should the arbitration provisions herein become inapplicable or unenforceable, or in any instance of any lawsuit between You and TRK, the parties agree that jurisdiction over and venue of any suit shall be exclusively in the State Courts sitting in Charlotte County, Florida and Federal Courts sitting in Fort Myers, Florida. If either party employs attorneys to enforce any right in connection with any dispute or lawsuit, the prevailing party shall be entitled to recover reasonable attorneys' fees.
The invalidity or unenforceability of any provision of this Agreement shall not affect the validity of this Agreement as a whole and any such provision should be enforced by authorities, and reconstructed if need be, to apply to the maximum extent allowable under applicable law. If any provision of this Agreement is held to be invalid or unenforceable by a court of Competent Jurisdiction, the remaining provisions shall continue to be valid and enforceable; it being the party’s intention this Agreement be upheld by a court as though the offending provision(s) were not included.
The failure by TRK to enforce at any time any of the provisions of this Agreement, to exercise any election or option provided herein, or to require at any time the performance of the other of any of the provisions herein will not in any way be construed as a waiver of such provisions.
Reasonable attorneys' fees and costs will be awarded to the prevailing party in the event of arbitration or litigation involving the enforcement or interpretation of this Agreement. You agree that other than affiliates or subsidiaries of TRK, there are no intended third-party beneficiaries of this Agreement. The section headings used herein are for convenience only and shall not be given any legal import.
Contacting The Rainbow Knot
This document is proprietary for the use of The Rainbow Knot LLC (TRK, The-rainbowknot.com), therefore shall not be copied by any other person or entity.