Terms of Use

1. ACCEPTANCE OF TERMS

GiveADigitalFrame.com ("GADF") provides its products and service to you subject to the following Terms of Services ("Terms"), which may be updated by us from time to time without notice to you. You can review the most current version of the Terms at any time at: http://www.giveadigitalframe.com/terms.asp. In addition, when using particular GADF owned or operated service, you and GADF shall be subject to any posted guidelines or rules applicable to such service, which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the Terms. GADF may also offer other services that are governed by different Terms of Services.

Throughout this document, the term “GADF” shall also mean GADF, its parent, subsidiaries, affiliates, officers, employees, agents, partners and licensors, if any.

2. DESCRIPTION OF SERVICES

In addition to the products it sells, GADF provides users with service related to user-provided image content through its network and manufacturing operations which may be accessed through digital frames now known or hereafter developed (the "Services").  You understand and agree that the Services may include certain communications from GADF, such as services announcements, administrative messages.  Unless explicitly stated otherwise, any new features that augment or enhance the current Services, including the release of new GADF properties, shall be subject to the Terms. You understand and agree that the Services are provided "AS-IS" and that GADF assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user-provided image content, communications or personalization settings.

3. YOUR REGISTRATION OBLIGATIONS

In consideration of your use of the Services, you represent that you are of legal age to form a binding contract and are not a person barred from receiving service under the laws of the United States or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or GADF has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, GADF has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).

4. GADF PRIVACY POLICY

Registration Data and certain other information about you is subject to our Privacy Policy. For more information, see our full privacy policy at http://www.giveadigitalframe.com/privacy-policy.asp.You understand that through your use of the Services you consent to the collection and use (as set forth in the Privacy Policy) of this information, including the transfer of this information to the United States and/or other countries for storage, processing and use by GADF and its affiliates.

5. MEMBER ACCOUNT, PASSWORD AND SECURITY

You will receive a password and account designation upon completing the registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify GADF of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. GADF cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 5.

6. MEMBER CONDUCT

You understand that all information ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not GADF, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Services. GADF does not control the Content posted via the Services and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Services, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will GADF be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use or misuse of any Content posted, emailed, transmitted or otherwise made available via the Services.

You agree to not use the Services to:

a.     upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, contains pornography (including, without limitation, any child pornography or child erotica) or racially, ethnically or otherwise objectionable; or racially, ethnically or otherwise objectionable;

b.     harm minors in any way;

c.     impersonate any person or entity, including, but not limited to, a GADF official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;

d.     forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services;

e.     upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

f.      upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;

g.     upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas (such as shopping) that are designated for such purpose.

h.     Upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

i.      disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Services are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;

j.      interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;

k.     intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;

l.      provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;

m.   "stalk" or otherwise harass another; and/or

n.     collect or store personal data about other users in connection with the prohibited conduct and activities set forth in paragraphs a through m above.

You acknowledge that GADF may or may not pre-screen Content, but that GADF and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any Content that is available via the Services. Without limiting the foregoing, GADF and its designees shall have the right to remove any Content that violates the Terms or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by GADF or submitted to GADF.

You acknowledge, consent and agree that GADF may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms; (c) respond to claims that any Content violates the rights of third parties or violates any law or regulation; (d) respond to your requests for customer services; or (e) protect the rights, property or personal safety of GADF, its users and the public.

You understand that the technical processing and transmission of the Services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

You understand that the Services and software embodied within the Services may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by GADF and/or content providers who provide content to the Services. You may not attempt to override or circumvent any of the usage rules embedded into the Services. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Services, in whole or in part, is strictly prohibited.

7. INTERSTATE NATURE OF COMMUNICATIONS ON GADF NETWORK

When you register with GADF, you acknowledge that in using GADF service to send electronic communications, you will be causing communications to be sent through GADF's computer networks, portions of which are located in a variety of states. As a result, and also as a result of GADF's network architecture and business practices and the nature of electronic communications, even communications that seem to be intrastate in nature can result in the transmission of interstate communications regardless of where you are physically located at the time of transmission. Accordingly, by agreeing to this Terms of Services, you acknowledge that use of the services results in interstate data transmissions.

8. SPECIAL ADMONITIONS FOR INTERNATIONAL USE

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

9. CONTRIBUTIONS TO GADF

By submitting ideas, suggestions, documents, and/or proposals ("Contributions") to GADF through its suggestion or feedback web pages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) GADF is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) GADF shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) GADF may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of GADF without any obligation of GADF to you; and (f) you are not entitled to any compensation or reimbursement of any kind from GADF under any circumstances.

10. INDEMNITY

You agree to indemnify and hold GADF and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or otherwise make available through the Services, your use of the Services, your connection to the Services, your violation of the Terms, or your violation of any rights of another.

11. NO RESALE OF SERVICE

You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Services, use of the Services, or access to the Services.

12. GENERAL PRACTICES REGARDING USE AND STORAGE

You acknowledge that GADF may establish general practices and limits concerning use of the Services, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Services, the maximum number of email messages that may be sent from or received by an account on the Services, the maximum size of any email message that may be sent from or received by an account on the Services, the maximum disk space that will be allotted on GADF's servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Services in a given period of time. You agree that GADF has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Services. You acknowledge that GADF reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that GADF reserves the right to modify these general practices and limits from time to time.

13. MODIFICATIONS TO SERVICE

GADF reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that GADF shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services. 

14. TERMINATION

You agree that GADF may, under certain circumstances and without prior notice, immediately terminate your GADF account, any associated email address, and access to the Services. Cause for such termination shall include, but not be limited to, (a) actual or suspected breaches or violations of the Terms or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification to the Services (or any part thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) engagement by you in actual or suspected fraudulent or illegal activities, and/or (h) nonpayment of any fees owed by you in connection with the Services. Termination of your GADF account includes (a) removal of access to all offerings within the Services, including but not limited to GADF Mail, Groups, Messenger, Chat, Domains, Personals, Auctions, Message Boards, Greetings, Alerts and Games, (b) deletion of your password and all related information, files and content associated with or inside your account (or any part thereof), and (c) barring of further use of the Services. Further, you agree that all terminations for cause shall be made in GADF's sole discretion and that GADF shall not be liable to you or any third party for any termination of your account, any associated email address, or access to the Services.

15. DEALINGS WITH ADVERTISERS

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Services, including payment and delivery of related goods or service, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that GADF shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Services.

16. LINKS

The Services may provide, or third parties may provide, links to other World Wide Web sites or resources. Because GADF has no control over such sites and resources, you acknowledge and agree that GADF is not responsible for the availability of such external sites or resources, 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. You further acknowledge and agree that GADF shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or service available on or through any such site or resource.

17. GADF'S PROPRIETARY RIGHTS

You acknowledge and agree that the Services and any necessary software used in connection with the Services ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Services or by advertisers is protected by copyrights, trademarks, services marks, patents or other proprietary rights and laws. Except as expressly authorized by GADF or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Services or the Software, in whole or in part.

18. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

a.     YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. GADF AND ITS PARETN, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

b.     GADF AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNES AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

c.     ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

d.     NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GADF OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.

e.     A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.

19. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT GADF AND ITS PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF GADF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.

20. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 18 AND 19 MAY NOT APPLY TO YOU.

21. SPECIAL ADMONITION FOR SERVICES RELATING TO FINANCIAL MATTERS

If you intend to create or join any services, receive or request any news, messages, alerts or other information from the Services concerning companies, stock quotes, investments or securities, please read the above Sections 18 and 19 again. In addition, for this type of information particularly, the phrase "Let the investor beware" is apt. The Services are provided for informational purposes only, and no Content included in the Services is intended for trading or investing purposes. GADF and its licensors shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available via the Services, and shall not be responsible or liable for any trading or investment decisions based on such information.

22. NO THIRD-PARTY BENEFICIARIES

You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to this agreement.

23. NOTICE

GADF may provide you with notices, including those regarding changes to the Terms, by email, regular mail or postings on the Services.

24. TRADEMARK INFORMATION

The GADF logo trademarks and services marks and other GADF logos and product and services names are trademarks of GADF Inc. (the "GADF Marks"). Without GADF's prior permission, you agree not to display or use in any manner the GADF Marks.

25. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT

GADF respects the intellectual property of others, and we require our users to do the same. GADF may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please contact GADF at: admin@giveadigitalframe.com

26. GENERAL INFORMATION

Entire Agreement. The Terms constitutes the entire agreement between you and GADF and governs your use of the Services, superseding any prior agreements between you and GADF with respect to the Services. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other GADF service, affiliate service, third-party content or third-party software.

Choice of Law and Forum. The Terms and the relationship between you and GADF shall be governed by the laws of the State of Texas without regard to its conflict of law provisions.

Waiver and Severability of Terms. The failure of GADF to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

No Right of Survivorship and Non-Transferability. You agree that your GADF account is non-transferable and any rights to your GADF ID or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.

Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

The section titles in the Terms are for convenience only and have no legal or contractual effect.

27. VIOLATIONS

Please report any violations of the Terms to admin@giveadigitalframe.com