At Emenator, we believe in membership, not censorship, but we do have some rules of conduct across our network that were designed in an attempt to ensure safety and preserve the user experience for all of our members. Thank you for using our Services. The Services are provided by DigiSocial LLC, a Florida limited liability company (“Emenator,” “we,” “us,” “our” and terms of similar meaning). This Agreement was written in English (US). To the extent any translated version of this agreement conflicts with the English version, the English version controls.
The Site provides a wide range of Services and, as such, we may ask you to review and accept supplemental terms and/or policies that apply to your interaction with a specific application, product, or service. By using such application, product, or service, you acknowledge and agree that you are consenting to and are bound by such terms and policies. You must follow any additional policies made available to you within an applicable Service. All such supplemental terms and/or policies are incorporated and made a part of this Agreement.Emenator’s TOP 20—This is the short list of very important rules that must be followed, including some things you absolutely cannot do when using Site or any of our Services:
You represent and warrant as follows:
You may need one or more Emenator Branded Account in order to use our Services. You may create your own Emenator Account(s), or your Emenator Account may be assigned to you by an administrator, such as your employer or educational institution. If you are using an Emenator Account assigned to you by an administrator, different or additional terms may apply and your administrator may be able to access or disable your account.
To protect your Emenator Account(s), keep your password(s) confidential. You are responsible for the activity that happens on or through your Emenator Account(s). Try not to reuse your Emenator Account(s) password(s) on third-party applications
Unless there are extreme circumstances, it is understood that you, the individual member, are always responsible for the content shared and created through your Emenator account(s).
Individual claims of being “hacked” or having your account otherwise compromised does not absolve you of responsibility for content attributed to you via your account.Registration and Account Security
With regard to registering and maintaining the security of your account, you represent and warrant to us as follows:
Any member may create a Site profile, but only Users with authority over the subject matter may own and/or manage the profile. You may not share login credentials for your profile. However, upon your request and our approval, we may authorize users who have authority over the subject matter to act as managers or to become an owner of your profile. Any such User must agree and accept these Terms before becoming a manager or owner. If you transfer ownership of your profile, you will no longer be able to take certain actions on the profile (such as deleting a profile, for example). You may choose any name for your profile, as long as it complies with our Terms. Once you have selected a profile name, you may elect to change it; however, once your profile has a significant number of followers, we reserve the right to no longer allow a name change.5. Privacy
We comply with the safe harbor provisions of the Digital Millennium Copyright Act, 17 U.S.C. § 512 (the "DMCA"). Each User acknowledges and agrees that we may terminate the privileges of any User who uses our Services to unlawfully transmit copyrighted material without a license, express consent, valid defense or fair use exemption to do so. Each User who submits, publishes, uploads, or makes content available to others on the Site, including pictures, images, music, code, or any other copyrightable work, must ensure that the content does not infringe the copyrights of third parties.
If you believe that your copyright has been infringed through the use of the Site or any of our Services, please submit a notice that complies with 17 U.S. C. § 512(c)(3) to our registered DMCA agent via email to [email protected]. Rather than emailing us, requests can be submitted in writing to our designated DMCA Agent: Victoria Swanson, 653 SW Little Talbot Court, Port St. Lucie, FL 34986. Mailing DMCA notices is strongly discouraged and may delay processing of your request.
Those submitting DMCA notices acknowledge and agree that our compliance with the DMCA should not be considered a promise, either express or implied, to remove any material from this Site. Removal is always done at our sole and absolute discretion.
At a minimum, DMCA notices must include at least the following things:
NOTE: If you submit a removal request and you are NOT the copyright owner, or if you make any false statement in your demand (including a statement that our use of images is infringing when the use is clearly fair), you should be aware that the law imposes substantial liability for any damages and any attorney’s fees incurred as a result. See 17 U.S.C. § 512(f).
For additional information on our DMCA Policy, you can review our entire DMCA Policy.7. Your Content in our Services
Some of our Services allow you to upload, submit, store, send or receive content. You retain ownership of any intellectual property rights that you hold in that content. In short, what belongs to you stays yours. However, when you upload, submit, store, send or receive content to or through our Services, you give us (and those we may choose to work with) a worldwide license to use, host, store, reproduce, modify, create derivative works (such as those resulting from translations, adaptations or other changes we make so that your content works better with our Services), communicate, publish, publicly perform, publicly display and distribute such content. The permissions and rights you grant in this license are for the limited purpose of operating, promoting, and improving our Services, and to develop new ones. This license continues even if you stop using our Services (for example, for a business listing you have added to Emenator Marketplace). By providing us with such content, you are representing and warranting that you are legally permitted to submit the content.
In addition to the foregoing license, you hereby authorize us to send takedown demands, pursuant to the United States’ Digital Millennium Copyright Act (“DMCA”), to any service provider hosting reproductions of the Materials that have been taken from the Site.
Our automated systems may analyze your content to provide you personally relevant product features, such as customized search results, tailored advertising, and spam and malware detection. This analysis may occur as the content is sent, received, and when it is stored.
At any time while you have an Emenator Account, we may display your profile name, profile photo, and actions you take on Emenator or on third-party applications connected to your Emenator account (such as +1’s, reviews you write and comments you post) in our Services, including displaying in ads and other commercial contexts. We will attempt to respect the choices you make to limit sharing or visibility settings in your Emenator account. For example, you can choose your settings to let us know that you would like us not to display your name and photo in any advertisements, and we will attempt to honor your request, although we make no guarantees or promises.
We strive to take the rights of others seriously and we expect our members to do the same. You represent and warrant that you will comply with and/or consent to the following policies:
As part of your membership, Emenator gives you a personal, worldwide, royalty-free, nonassignable and non-exclusive license to use the software provided to you through the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Emenator, in the manner permitted by these Terms. You may not copy, modify, distribute, sell, or lease any part of our Services or including software, nor may you reverse engineer or attempt to extract the source code of that software, unless you have our written permission. Your membership at Emenator is not transferrable.
When a Service requires or includes downloadable software, this software may update automatically on your device once a new version or feature is available. Some Services may let you adjust your automatic update settings.11. Modifying and Terminating our Services
Our Services, including the Site, are constantly evolving. As such, we may add or remove functionalities or features, and we may suspend or stop a Service altogether.
As a member, you can stop using our Services at any time. Without notice or any liability to you or our members, we may stop providing Services to you, or add or create new limits to our Services, at any time, in our sole and absolute discretion. If we discontinue a Service, where reasonably possible, we will attempt to give you reasonable advance notice and an opportunity to retrieve your information out of that Service. However, you represent and warrant that you will not use the Site or any of our Services to store any data or intellectual property that you have not stored elsewhere, unless you are not concerned with losing any such data or intellectual property.12. Indemnification
You agree to defend, indemnify and hold us harmless against any losses, expenses, costs or damages (including our attorneys’ fees, expert fees’ and other costs of litigation) arising from, incurred as a result of, or in any manner related to any claim or action based upon (a) your breach of any of these Terms and/or other policies contained on the Site, (b) your use of the Services. We may, if necessary, participate in the defense of any such claim or action and any negotiations for its settlement or compromise. No settlement that may adversely affect our rights or obligations shall be made without our prior written approval. We reserve the right, at our own expense and upon notice to you, to assume exclusive defense and control of any such claim or action and then your corresponding obligation to defend will end; however, your duty to indemnify shall continue.13. Provisions Applicable to Users Outside the United States
The following provisions apply to Users and non-users who interact with Site Users outside the United States:
If you are a member using our Services on behalf of a business entity or company, both you personally and that company agree to these Terms, including, but not limited, the indemnifications provisions herein.15. Payments
If you make or accept payment through or in connection with the use of our Services, you agree to these Terms, in addition to any applicable separate payment terms we require, as well as any applicable terms required by third-party processors or other providers.16. Advertisements and Other Commercial Content
Our goal is to deliver advertising and other commercial or sponsored content that is valuable to our Users and advertisers. In order to help us do that, you agree to the following:
By using the applicable Site Service listed below, you agree to the following additional terms of service that apply to the respective Site Service (collectively “Additional Terms”) and any updates to those Additional Terms:
All Users acknowledge and agree as follows:
NEITHER EMENATOR NOR ITS AGENTS MAKE ANY SPECIFIC PROMISES ABOUT THE SERVICES. FOR EXAMPLE, WE DON’T MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE SERVICES, THE SPECIFIC FUNCTIONS OF THE SERVICES, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USE OF THIS SITE, ANY INFORMATION ON THIS SITE AND/OR THE SERVICES.WE PROVIDE ANY AND ALL SERVICES ON AN “AS IS” BASIS AND GRANT NO WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY. WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.20. Limitation of Liability and Release
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE, NOR OUR OWNERS, SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER FORM OF DAMAGES IN ANY MANNER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR USE OF THE SITE OR ANY SERVICES, REGARDLESS IF CAUSED BY OUR NEGLIGENCE OR GROSS NEGLIGENCE AND REGARDLESS OF THE FORM OF ACTION, THE BASIS OF THE CLAIM, OR WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN THE EVENT YOU HAVE ANY DISPUTE WITH ONE OR MORE THIRD PARTIES (INCLUDING ANOTHER MEMBER) AS A RESULT OF YOUR USE OF THE SITE OR THE SERVICES, OR ARE IN ANY WAY DAMAGED AS A RESULT OF ANY THIRD PARTY IN CONNECTION THEREWITH, YOU HEREBY RELEASE AND COVENANT NOT TO SUE OR OTHERWISE MAKE A CLAIM, DEMAND OR FILE ANY LEGAL ACTION OR INSTITUTE ANY LEGAL OR REGULATORY PROCEEDINGS AGAINST US, OUR OWNERS, OFFICERS, DIRECTORS, EMPLOYEES, OR ATTORNEYS FOR ANY CLAIMS, ACTIONS, DEMANDS OR DAMAGES (WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL), OF WHATEVER KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, WHETHER FORESEEABLE OR NOT, DISCLOSED OR UNDISCLOSED.
THE TOTAL AGGREGATE LIABILITY OF EMENATOR UNDER THIS AGREEMENT, WHETHER ARISING OUT OF BREACH OF CONTRACT (INCLUDING BUT NOT LIMITED TO BREACH OF WARRANTY) OR TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT YOU ACTUALLY PAID TO EMENATOR UNDER THIS AGREEMENT FOR THE APPLICABLE SERVICES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, EMENATOR'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
IF YOU ARE A CALIFORNIA RESIDENT THEN BY ACCEPTING THIS AGREEMENT YOU ARE WAIVING CALIFORNIA CIVIL CODE SECTION 1542 WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR”.21. Governing Law
This Agreement shall be governed in accordance with the laws of the State of Florida, USA, notwithstanding any conflict-of-law provisions to the contrary22. Waiver of Jury Trial
You hereby irrevocably waive your right to trial by jury in any action or proceeding arising out of this Agreement or the transactions relating to its subject matter.23. Jurisdiction of Disputes; Arbitration
With the exception of any claims against you relating to injunctive relief, all disputes and claims relating to this Agreement or any other agreement entered into between the parties, the rights and obligations of the parties, or any other claims or causes of action relating to the making, interpretation, or performance of either party under this Agreement, shall be settled by arbitration in Palm Beach County, Florida, in accordance with the Federal Arbitration Act and the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). Any arbitration proceeding, or any claim in arbitration (including any defense and any claim of setoff or recoupment), must be brought or asserted within one (1) year after the action or inaction occurred that gave rise to such claim or defense, regardless of any statute of limitations, time of discovery statute or rule, savings statute, tolling statute or doctrine, equitable doctrine, or other theory that may be used to extend the time in which a claim or defense can be asserted. Once a written demand for arbitration is made by a party, the other party shall respond to the demand within ten (10) business days; failure to respond will permit the demanding party to seek resolution through litigation in the applicable court located in Palm Beach County, Florida. However, in the event the non-responding party attempts to subsequently participate in the litigation, the demanding party, at its election, may compel the matter to be arbitrated in accordance with this Agreement. To the extend a party attempts to contest the enforceability of this arbitration provision, arbitrability will be decided by the arbitrator, and the parties hereby waive any statutory provision that appears to state that a party may contest arbitrability based upon grounds available in law or in equity for the revocation of any contract. Neither party shall pursue class claims and/or consolidate the arbitration with any other proceeding to which Emenator is a party. Each party must bear its own costs of arbitration; provided, however, that all arbitration fees shall be initially shared equally by the parties. Any failure to equally share arbitration fees prior to the issuance of an arbitration award shall be considered a default and shall permit the non-defaulting party to move for judgment by default, which shall be awarded unless the default is cured within five (5) business days. The arbitrator’s award shall include all arbitration fees, costs and attorneys’ fees for the prevailing party. The arbitrators shall have no authority to amend or modify the terms of the Agreement. Judgment upon the award of the arbitrator shall be submitted for confirmation to the applicable United States District Courts located in Palm Beach County, Florida and, if confirmed, may be subsequently entered in any court having competent jurisdiction. This agreement to arbitrate shall survive any termination or expiration of this Agreement.
Notwithstanding the foregoing, any claims we may have against you relating to injunctive relief may be litigated in the applicable state and federal court located in Palm Beach County, Florida, and the parties expressly waive any objections to such jurisdiction and venue and irrevocably consent and submit to the personal and subject matter jurisdiction of such court in any action or proceeding. In the event you participate in any litigation by asserting any defense and/or claim, Emenator, at its election and while continuing to seek injunctive relief, may compel all other matters to be arbitrated in accordance with this Agreement.24. Class Action Waiver
You hereby agree to waive any class action proceeding or counterclaim against Emenator its affiliates, successors or assigns, whether at law or equity, regardless of which party brings suit. This waiver shall apply to any matter whatsoever between the parties hereto which arises out of or is related in any way to this Agreement or the Services, the performance of either party, and/or your purchase from Emenator, its affiliates, successors or assigns.25. Our Remedies
In the event of a breach or threatened breach by you of any of the provisions of this Agreement pertaining to intellectual property or unauthorized use of the Site, you hereby consent and agree that Emenator shall be entitled to obtain, as a matter of right hereby granted, a temporary or permanent injunction or other equitable relief against such breach or threatened breach from any court of competent jurisdiction, without the necessity of showing any actual damages or that monetary damages would not afford an adequate remedy, and without the necessity of posting any bond or other security. The aforementioned equitable relief shall be in addition to, not in lieu of, legal remedies, monetary damages or other available forms of relief. Upon the issuance of any injunctive relief, Emenator shall be entitled to recover from you, as part of the its costs, reasonable attorneys’ fees, the amount of which shall be fixed by the court, and shall be made a part of any award or judgment rendered (regardless of whether or not the matter is contested).26. Attorneys’ Fees and Legal Expenses
If any proceeding or action shall be brought to recover any amount under this Agreement, or for or on account of any breach hereof, or to enforce or interpret any of the terms, covenants, or conditions of this Agreement, the prevailing party shall be entitled to recover from the other party, as part of the prevailing party’s costs, reasonable attorneys’ fees, the amount of which shall be fixed by the court and/or arbitrator, and shall be made a part of any award or judgment rendered (regardless of whether or not the matter is contested).27. Assignability
This Agreement is personal to you and you may not assign this Agreement or the rights and obligations hereunder to any third party.28. Waiver
No waiver by either party of any default shall be deemed as a waiver of prior or subsequent default of the same of other provisions of this Agreement.29. Severability
If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from the Agreement.30. Survival of Terms
Any provision of this Agreement which by its nature is able to survive the termination of this Agreement in order to give effect to its meaning shall survive such termination, including but not limited to the ownership, intellectual property rights and licensing provisions set forth in this Agreement.31. Limitation of Actions
With the exception of remedies that seek injunctive relief, you agree that you must assert any claim or defense against us arising out of or related to the use of the Site or Services, or otherwise relating to this Agreement, within one (1) year after the action or inaction occurred that gave rise to such claim or defense or will be forever barred, regardless of any statute of limitations, time of discovery statute or rule, savings statute, tolling statute or doctrine, equitable doctrine, or other theory that may be used to extend the time in which a claim or defense can be asserted.32. Entire Agreement
This Agreement constitutes the entire understanding of the parties, and revokes and supersedes all prior agreements between the parties and is intended as a final expression of their agreement. This Agreement shall not be modified or amended except in writing or Site posting by Emenator. The Site, as posted and amended in the future, and this Agreement, as posted and amended in the future, shall be the valid document respecting the rights and obligations of Emenator and each User.