These Terms and Conditions were last updated on. August 4th, 2021.
- Disclaimer of Warranties
THE WEBSITE IS PROVIDED BY PROSHOP LLC, A TEXAS LIMITED LIABILTY COMPANY (THE “COMPANY”, “WE” OR “US”), ON AN “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE USE OR THE RESULTS OF THIS WEBSITE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE COMPANY SHALL HAVE NO LIABILITY FOR ANY INTERRUPTIONS TO THE USE OF THIS WEBSITE. THE COMPANY DISCLAIMS ALL WARRANTIES WITH REGARD TO THE INFORMATION PROVIDED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, THEREFORE THE ABOVE-REFERENCED EXCLUSION IS INAPPLICABLE IN ANY SUCH JURISDICTIONS.
WITHOUT LIMITING THE FOREGOING, TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE DO NOT WARRANT THAT ANY CONTENT OR INFORMATION ACCESSED THROUGH THE WEBSITE IS ACCURATE, RELIABLE OR CORRECT; THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS; THAT THE WEBSITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE WEBSITE.
IN ADDITION, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING ANY PRODUCTS DEPICTED OR LISTED ON THE WEBSITE, AND THE COMPANY DISCLAIMS ALL WARRANTIES WITH REGARD TO SUCH PRODUCTS TO THE GREATEST EXTENT ALLOWED UNDER APPLICABLE LAW.
- Limitation of Liability
THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER WITH RESPECT TO THE USE OF OUR WEBSITE, AND IN PARTICULAR, WITHOUT LIMITING THE FOREGOING, THE COMPANY SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOSS OF REVENUE, OR LOSS OF USE, ARISING OUT OF OR RELATED TO THIS WEBSITE OR THE INFORMATION CONTAINED IN IT, WHETHER SUCH DAMAGES ARISE IN CONTRACT, NEGLIGENCE, TORT, UNDER STATUTE, IN EQUITY, AT LAW, OR OTHERWISE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEREFORE SOME OF THE ABOVE LIMITATIONS ARE INAPPLICABLE IN ANY SUCH JURISDICTIONS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE WEBSITE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (V) ANY VIRUSES, WORMS, DEFECTS, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE WEBSITE; AND/OR (VII) THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
- Indemnification
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD THE COMPANY, ITS OWNERS, SUBSIDIARIES, AFFILIATES, OFFICERS AND EMPLOYEES, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES AND COSTS, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR USE OF THE WEBSITE, THE VIOLATION OF THIS AGREEMENT, OR YOUR INFRINGEMENT OF ANY INTELLECTUAL PROPERTY OR ANY OTHER RIGHT OF ANY PERSON OR ENTITY.
- Modifications and Interruption to the Website
The Company reserves the right to modify or discontinue the Website with or without notice to you. The Company shall not be liable to you or any third party should the Company exercise its right to modify or discontinue the Website. You acknowledge and accept that the Company does not guarantee continuous, uninterrupted or secure access to the Website and operation of the Website may be interfered with or adversely affected by numerous factors or circumstances outside of our control.
- User Accounts
Certain features or functionalities on the Website may require you to register an account with the Company, especially if you desire to sell products on the Website. When you do, we may ask you to provide certain registration details or other information about yourself, including but not limited to your name, company name, email address, physical address and phone number. All such information is subject to our Privacy Policy. Once you have an account, you are responsible for all activities that occur in connection with your account. You will treat as confidential your account access credentials and will not to disclose them to any third party. You agree to immediately notify us if you have any reason to believe that your account credentials have been compromised or if there is any unauthorized use of your account or password, or any other breach of security. We ask that you use particular caution when accessing your profile from a public or shared computer, or when using your account in a public space, such as a park or cafe or public library, so that others are not able to view or record your access credentials or other personal information. You agree to be liable for any unauthorized use of such credentials due to your breach of the restrictions set forth in this section.
By creating an account, you agree that you may receive communications from us, such as newsletters, special offers, and account reminders and updates. You also understand that you can remove yourself from these communications by clicking the “Unsubscribe” link in the footer of any email received from the Company. You may not impersonate someone else to create an account, create or use an account for anyone other than yourself or your company, permit anyone else to use your account, or provide personal information for purposes of account registration other than your own. In order to ensure we can protect and properly administer the Website and our community of users, we have the right to disable or close any user account at any time and for any reason or for no reason.
- Prohibited Uses
You may use the Website only for lawful purposes and in accordance with these Terms and Conditions. We are under no obligation to enforce the Terms and Conditions on your behalf against another user. We encourage you to let us know if you believe another user has violated the Terms and Conditions or otherwise engaged in prohibited or illegal conduct. You agree not to, and will not assist, encourage, or enable others to use the Website:
- To violate any applicable federal, state, local, or international law or regulation, or these Terms and Conditions or any other rules or policies posted by us on the Website;
- To use any robot, spider, scraper, data mining tool, data gathering or extraction tool, or any other automated means, to access, collect, copy or record information on the Website;
- In a manner that impacts (i) the stability of our servers, (ii) the operation or performance of the Website or any other user’s use of the Website, or (iii) the behavior of other applications using the Website;
- To create, send, knowingly receive, display, transmit, upload, download, use, or reuse any material which (i) contains defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable material, or (ii) infringes any patent, trademark, trade secret, copyright, or other intellectual property rights of any other entity;
- To reverse engineer any portion of the Website;
- In competition with us, to develop competing products or services, or otherwise to our detriment or commercial disadvantage;
- To remove or modify any copyright, trademark, or other proprietary rights notice that appears on any portion of the Website or on any materials printed or copied from the Website;
- To record, process, harvest, collect, or mine information about other users;
- To transmit any viruses, worms, defects, Trojan horses, or other items of a destructive nature;
- To remove, circumvent, disable, damage, or otherwise interfere with any security-related features or other restrictions of the Website; or
- To attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website, or otherwise attempt to interfere with the proper working of the Website.
Additionally, buying or selling illegal items or activities are prohibited on this Website. A list of prohibited Website content can be found on our Prohibited Items Guidelines..
If you are not sure whether your intended use of the Website or the items you desire to sell or purchase on the Website are illegal or otherwise prohibited, please contact us immediately at support@proshoplive.com.
- Seller Conduct and Fair Pricing
If you wish to sell products on the Website, you must provide accurate product and seller information to customers (including using a business name that accurately identifies your business), and update such information if it changes. You may solicit feedback and reviews from customers but shall not directly or indirectly (i) ask customers to provide only positive reviews, (ii) pay or otherwise incentivize customers to provide feedback or reviews, (iii) post reviews for your own products, or (iv) solicit reviews only from customers who claim to have had positive experiences with you or your products.
We reserve the right to suspend or terminate selling privileges if we observe seller pricing practices that may harm customer trust, such as:
- Setting a reference price on a product or service that misleads customers;
- Setting a price on a product or service that is significantly higher than recent prices offered on the Website for the same product;
- Selling multiple units of a product for more per unit than that of a single unit of the same product; or
- Setting a shipping fee on a product that is excessive in comparison with prevailing public carrier rates and reasonable handling charges.
- Reviews, Comments and Other Communications
You may post reviews, comments, photos, videos, and other content and communications, provided that they are not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable, and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam” or unsolicited commercial electronic messages. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of posted content. We reserve the right to remove or edit any of the foregoing content.
If you do post content or submit material, and unless we indicate otherwise, you grant us a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display such content throughout the world in any of our media. You grant us and our sublicensees the right to use the name that you submit in connection with such content, if we or they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate these Terms and Conditions and will not cause injury to any person or entity; and that you will indemnify us for all claims resulting from content you supply. We take no responsibility and assume no liability for any content posted by you or any third party.
- Livestreaming
You are responsible for ensuring that any uploaded livestream content on the Website complies with all applicable laws, statutes, and regulations. Livestreams on the Website must not be used to (i) mislead users that specific footage is occurring in real time when it is not, (ii) mislead users that specific footage is happening in a particular locale when it is not, or (iii) broadcast looping videos, static images, or poll-only content.
All pre-recorded content contained in a livestream on the Website must be clearly and conspicuously labeled as “pre-recorded”. Such labeling may be in the form of a graphic mark or a disclaimer in the livestream description. For livestreams that consist of both live footage and pre-recorded footage, only the pre-recorded footage must be labeled as pre-recorded.
- Third Party Sites
The Website may include links to other sites on the Internet that are owned and operated by third parties. You acknowledge that we are not responsible for the availability of, or the content located on or through, any third party site. You should contact the site administrator or webmaster for those third party sites if you have any concerns regarding such links or the content located on such sites. Your use of those third party sites is subject to the terms of use and privacy policies of each site, and we are not responsible therein. We require all users to review said privacy policies of third parties’ sites prior to using such third party sites.
- Monitoring, Tracking, and Recording
Your use of the Website may be monitored, tracked, and recorded. By using the Website, you expressly consent to such monitoring, tracking and recording. You agree that we may use data generated from such monitoring, tracking and recording for statistical analysis of access and use trends, for the purpose of making improvements to the Website, and similar purposes, and may disclose such data in aggregate form as long as it does not identify you individually. Our vendors and professional service providers may also have access to such data solely for the purpose of providing services to the Company and in line with their ordinary course of business.
- International Users
If you use the Website from a location outside of the USA, your connection will be through and to servers located in the USA and any information you provide will be processed and maintained in our web servers and internal systems located within the USA. By using the Website, you authorize the export of such information to the USA and its storage and use as specified above when you provide such information.
- Governing Jurisdiction of the Courts
The Website is operated and provided in the State of Texas, USA. As such, we are subject to the laws of the State of Texas, and such laws will govern this Agreement and any disputes arising in connection herewith, without giving effect to any choice of law rules. Accordingly, if you choose to access our Website, you agree to do so subject to the internal laws of the State of Texas. We make no representation that our Website or other services are appropriate, legal or available for use in other locations.
- Compliance with Laws
You assume all knowledge of applicable law and are responsible for compliance with any such laws. You may not use the Website in any way that violates applicable state, federal, or international laws, regulations or other government requirements. You further agree not to transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national, or international law or regulation.
- Copyright and Trademark Information
All content included or available on this Website, including site design, text, graphics, interfaces, and the selection and arrangements thereof is the property of the Company and/or third parties protected by intellectual property rights. Any use of materials on the Website, including reproduction for purposes other than those noted above, modification, distribution, or replication, any form of data extraction or data mining, or other commercial exploitation of any kind, without prior written permission of an authorized officer of the Company is strictly prohibited. You agree to not use any robot, spider, or other automatic device, or manual process to monitor or copy our web pages or the content contained therein without prior written permission of an authorized officer of the Company. You may not resell use of or access to, or link the Website to, any third party, without prior written consent of the Company.
All other trademarks displayed on the Website and not owned by the Company are the trademarks of their respective vendors, and constitute neither an endorsement nor a recommendation of those vendors. In addition, such use of trademarks or links to the websites of vendors is not intended to imply, directly or indirectly, that those vendors endorse or have any affiliation with the Company.
- Notification of Claimed Copyright Infringement
Pursuant to Section 512(c) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, the Company designates the following individual as its agent for receipt of notifications of claimed copyright infringement.
By Mail: ProShop LLC
Attn: James Lee
9231 Avery Ranch Way
Justin, Texas 76247
By Email: support@proshoplive.com
- Botnets
The Company retains the right, at its sole discretion, to terminate any accounts involved with botnets and related activities. If any hostnames are used as command and control points for botnets, the Company reserves the right to direct the involved hostnames to a honeypot, loopback address, logging facility, or any other destination at its discretion.
- Other Terms
If any provision of this Agreement shall be unlawful, void or unenforceable for any reason, the other provisions (and any partially-enforceable provision) shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent. You agree that this Agreement and any other agreements referenced herein may be assigned by the Company, in our sole discretion, to a third party in the event of a merger or acquisition. This Agreement shall apply in addition to, and shall not be superseded by, any other written agreement between us in relation to your participation as a user of the Website. You agree that by accepting this Agreement, you are consenting to the use and disclosure of your personally identifiable information and other practices described in our Website Privacy Policy.
- Controlling Documents
In the event that you enter into any written agreements with the Company to sell or purchase any products or services listed on the Website, then to the extent there is a conflict between such written agreements and these Terms and Conditions, the provisions of such written agreements shall control over the provisions of these Terms and Conditions.
- California Users
If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
