Terms and Conditions of Use
Thank you for visiting Merit, Inc.’s (“us,” “we,” or “our”) Website (“Website”). This page contains the terms and conditions (“Terms”) that apply to your use of this Website. Please read these terms carefully before using this Website.
By entering this Website, you acknowledge, accept, and agree to be bound by these terms. If you do not agree, please exit this Website immediately. Your remedy for dissatisfaction with this Website, or any products, services, content, or other information available on or through this Website is to stop using the Website.
Merit reserves the right, at its discretion, to update or revise these Terms at any time. You acknowledge and agree that you are responsible for checking the Terms periodically for changes. Your continued use of this Website following any such updates or revisions constitutes your acknowledgement and acceptance of the change and agreement to abide and be bound by the updated or revised Terms.
Merit reserves the right to terminate or alter the Terms and to modify or discontinue this Website, including any features herein, at any time with or without notice to you. We shall not be liable to you or any third party should Merit exercise such right.
You understand and agree that temporary interruptions of the services available through this Website may occur as normal events. You further understand and agree that Merit has no control over third-party networks that you may access in the course of using this Website, and, therefore, delays and disruption of other network transmissions are completely beyond Merit’s control.
You understand and agree that the services available on this Website are provided “AS IS” and that Merit assumes no responsibility for the timeliness, deletion, misdelivery, or failure to store any user communications or personalization settings.
As used in these Terms, references to Merit’s “Affiliates” include Merit’s owners, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, and advertisers, and includes (without limitation) all parties involved in creating, producing, and/or delivering this Website and/or its contents.
MERIT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF INTELLECTUAL PROPERTY, SATISFACTORY QUALITY, NONINTEREFERENCE, OR ACCURACY OF INFORMATIONAL CONTENT; WHETHER SUCH WARRANTIES ARISE FROM A COURSE OF DEALING, LAW, USAGE, OR TRADE PRACTICE, SUCH WARRANTIES ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW AND ARE EXPRESSLY DISCLAIMED BY MERIT, ITS SUPPLIERS, AND AFFILIATES.
WITHOUT LIMITING THE FOREGOING, MERIT MAKES NO WARRANTY THAT THE MATERIALS WILL MEET USER REQUIREMENTS, THE MATERIALS WILL BE ERROR-FREE, THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE, OR THE QUALITY OF THE MATERIALS OBTAINED BY YOU FROM THE SITE FROM US OR OUR AFFILIATES WILL BE FREE FROM MISTAKES, ERRORS, OR DEFECTS.
YOU ASSUME FULL RESPONSIBILITY FOR ANY LIABILITY ARISING OUT OF THE USE, SALE, RESALE, TRANSPORTATION, STORAGE, HANDLING, DISPOSAL, OR DISCHARGE OF ANY MATERIALS SOLD BY MERIT TO YOU, EITHER ALONE OR IN COMBINATION WITH OTHER PRODUCTS OR MATERIALS. IN NO EVENT SHALL MERIT, ITS SUPPLIERS, OR ITS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR CONTINGENT DAMAGES, OR COSTS OF LITIGATION, ARISING OUT OF ANY CLAIM OF ANY NATURE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, PATENT INFRINGEMENT, OR OTHERWISE, NOR SHALL MERIT HAVE A DUTY TO DEFEND SUCH CLAIMS ON YOUR BEHALF. IT IS AGREED AND UNDERSTOOD THAT THE PRICE STATED FOR THE MATERIALS IS A CONSIDERATION IN LIMITING MERIT’S LIABILITY. IN THE EVENT THAT THIS DISCLAIMER OF LIABILITY IS HELD BY A COURT OF COMPETENT JURISDICTION NOT TO APPLY TO YOU, MERIT’S MAXIMUM LIABILITY TO YOU SHALL BE LIMITED TO THE INVOICE PRICE OF THE MATERIALS SOLD BY MERIT TO YOU.
Use of Website and Storage of Material
You acknowledge that Merit may establish general practices and limits concerning use of the services available on our Website, including, without limitation, the maximum number of days that uploaded content will be retained, the maximum disk space that will be allotted on our 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 Merit has no responsibility or liability for the deletion or failure to store any content maintained or transmitted on or through this Website. You acknowledge that Merit reserves the right to log off accounts that have not paid a subscription fee or that are inactive for an extended period of time. You further acknowledge that Merit reserves the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
We provide storage space and access for material through our Website. For purposes of these Terms, “material” refers to all forms of communication that we may allow, including narrative descriptions, graphics (including photographs, illustrations, images, drawings, and logos), executable programs, video recordings, and audio recordings. You may not use this Website to publish material that we determine, at our sole discretion, to be unlawful, indecent, or objectionable, or which violates the restrictions described herein. Merit will not routinely monitor the contents of your online material. You are solely responsible for any information contained in your online material. However, if complaints are received regarding language, content, or graphics contained in your online material, Merit may, at its sole discretion, remove the images hosted on its servers and terminate your account. Merit may also suspend the account, restrict access to it, or remove content from it, if necessary or appropriate.
The accounts of Merit users operate on shared resources. Excessive use or abuse of these shared network resources by one user may have a negative impact on all other users. Misuse of network resources in a manner that impairs network performance, including excessive consumption of CPU time, memory, disk space, and session time, is prohibited and may result in termination of your account or limitation of your activities.
This Website is not designed or intended to be used as a disaster recovery facility or as an emergency data storage facility. Although Merit takes reasonable precautions to preserve and protect the material you upload to the Website, you should not rely on the Website as your only storage facility. You should preserve backup copies of any digital data, information, or other materials that you have uploaded. You agree not to hold Merit liable for any damage to, any deletion of, or any failure to store your files, data, or Registration Data.
Submission of Information
There may be certain areas in this Website where you can voluntarily submit information to Merit, including personal information such as information that could be used to identify or contact you (“Personal Information”). If you choose to voluntarily submit information, including Personal Information, to Merit through this Website, you understand and agree that such information will be transmitted over the Internet. While Merit has taken reasonable steps to protect any information that you may submit from unauthorized interception and use, the risk of unauthorized interception and use of electronically transmitted information cannot be entirely eliminated. Therefore, there is always a risk of unauthorized interception and use of any information that you submit to Merit through this Website. If you voluntarily access and use this Website, Merit will not be responsible for any unauthorized interception and/or use of your information.
Restrictions on Use
Your use of the Website is subject to all applicable laws, rules, and regulations, and you are solely responsible for the contents of your communications through the Website. By using any communications service or other interactive service that may be available to you on or through this Website, you agree that you will not upload or otherwise submit or facilitate submission of any content, including text, communications, software, images, sounds, data, or other information, that:
- Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including, but not limited to, sexual language of a violent or threatening nature directed at another individual or group of individuals), or otherwise violates Merit’s rules or policies;
- Victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- Infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party;
- Constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (also known as “spamming”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
- Contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; or
- Impersonates any person or entity, including any of Merit’s employees or representatives.
In addition, you may not use your account to breach security of another account or attempt to gain unauthorized access to another network or server. Not all areas of the Website may be available to you or other authorized users of the Website. You shall not interfere with anyone else’s use and enjoyment of the Website or other similar services. Users who violate systems or network security may incur criminal or civil liability.
You agree that Merit may, at any time and at its sole discretion, terminate your account without prior notice to you for violating any of the above provisions. In addition, you acknowledge that Merit will cooperate fully with investigations of violations of systems or network security at other Websites, including cooperating with law enforcement authorities in investigating suspected criminal violations.
Intellectual Property Information
For purposes of these Terms, “content” is defined as any information, communications, software, photos, video, graphics, music, sounds, and other material and services that can be viewed by users on Merit Website. This includes, but is in no way limited to, message boards, chat, and other original content.
By accepting these Terms, you acknowledge and agree that all content presented to you on this Website that is provided by Merit is protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws, and is the sole property of Merit. You are only permitted to use the content as expressly authorized by Merit or the specific content provider. Except for a single copy made for personal use only, you may not copy, reproduce, modify, republish, upload, post, transmit, or distribute any documents or information from this Website in any form or by any means without prior written permission from Merit or the specific content provider, and you are solely responsible for obtaining permission before reusing any copyrighted material that is available on this Website. Any unauthorized use of the materials appearing on this Website may violate copyright, trademark, and other applicable laws and could result in criminal or civil penalties.
Neither Merit nor its affiliates warrant or represent that your use of materials displayed on, or obtained through, this Website will not infringe the rights of third parties. See “User’s Materials” below for a description of the procedures to be followed in the event that any party believes that content posted on this Website infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party.
Merit marks and certain other marks on this Website are registered or unregistered trademarks or service marks of Merit. All custom graphics, icons, logos, and service names are registered or unregistered trademarks or service marks of Merit. All other trademarks or service marks are property of their respective owners. Nothing in these Terms grants you any right to use any trademark, service mark, logo, and/or the name of Merit.
Each time you submit any User Materials (as explained further below), you represent and warrant that you are at least the age of majority in the state in which you reside and are the parent or legal guardian, or have all proper consents from the parent or legal guardian, of any minor who is depicted in or contributed to any User Materials you submit, and that, as to that User Material, (a) you are the sole author and owner of the intellectual property and other rights to the User Material, or you have a lawful right to submit the User Material and grant Merit the rights to it that you are granting by these Terms and any additional terms, all without any obligation on our part to obtain consent of any third party and without creating any obligation or liability of Merit; (b) the User Material is accurate; (d) the User Material does not and, as to Merit’s permitted uses and exploitation set forth in these Terms, will not infringe any intellectual property or other right of any third party; and (e) the User Materials will not violate these Terms or any additional Terms, or cause injury or harm to any person.
Merit has no obligation to monitor or enforce your intellectual property rights to your User Materials, but you grant Merit the right to protect and enforce Merit’s rights to your User Material, including by bringing and controlling actions in your name and on your behalf (at Merit’s cost and expense, to which you hereby consent and irrevocably appoint Merit as your attorney-in-fact, with the power of substitution and delegation, which appointment is coupled with an interest).
Please do not submit confidential or proprietary information to Merit unless we have mutually agreed in writing otherwise. Merit is also unable to accept your unsolicited ideas or proposals, so please do not submit them to Merit in any circumstance.
Merit respects the intellectual property of others and asks you to do the same. If you or any user of this Website believes its copyright, trademark, or other property rights have been infringed by a posting on this Website, you or the user should send notification to Merit immediately. To be effective, the notification must include:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed;
- Information reasonably sufficient to permit Merit to contact the complaining party, such as address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;
- Identification of the material that is claimed to be infringing or to be subject to infringing activity and that is to be removed and information reasonably sufficient to permit Merit to locate the materials;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, agent, or the law; and
- A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Pursuant to the Digital Millennium Copyright Act, 17 U.S.C. Sec. 512(c), Merit’s Designated Agent for notice of claims of copyright infringement can be reached as indicated below. Service of repeat infringers of copyright or of users about whom repeat claims of copyright infringement are received will be terminated.
Designated Agent for Claimed Infringement:
Att: Richard S. Pitrowski
3433 Lithia Pinecrest Rd. #301
Valrico, FL 33596
Third-Party Websites and Information
This Website may link you to other sites on the Internet or otherwise include references to information, documents, software, materials, and/or services provided by other parties. These sites may contain information or material that some people may find inappropriate or offensive. These other sites and parties are not under Merit’s control, and you acknowledge that Merit is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites, nor is Merit responsible for errors or omissions in any references to other parties or their products and services. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with, the site or party by Merit, or any warranty of any kind, either express or implied.
You assume full responsibility for any use of any information, goods or services offered on or through this Website. You understand and agree that Merit will not be responsible or liable for any claim, loss or damage arising from the use of any information, goods or services.
You agree to indemnify, defend, and hold Merit and its affiliates harmless from all liabilities, claims, and expenses, including attorneys’ fees and costs, that arise from your use or misuse of the Website. Merit reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Merit in asserting any available defenses.
Materials available on or through this Website are subject to United States Export Controls. No materials from this Website may be downloaded or exported (a) into (or to a resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country which the United States has embargoed goods; or (b) anyone on the United States Treasury Department’s list of Specially Designated Nationals or the United States Commerce Department’s Table of Deny Orders. By downloading or using the materials, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
Although this Website may be accessible worldwide, Merit makes no representation that materials on this Website are appropriate or available for use in locations outside the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this Website from other locations do so on their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with this Website is void where prohibited.
Termination of Use
You agree that Merit may, in its sole discretion, terminate or suspend your access to all or part of the Website with or without notice and for any reason, including, without limitation, breach of these terms. Any suspected fraudulent, abusive, or illegal activity may be grounds for terminating your access and may be referred to appropriate law enforcement authorities.
Upon termination or suspension, regardless of the reasons therefore, your right to use the Website immediately ceases, and you acknowledge and agree that Merit may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or this Website. Merit shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by Merit in connection therewith.
Your obligations to Merit will continue upon termination of your rights under these Terms, including restrictions regarding the content, disclaimers, indemnification obligations and liability limitations under the Terms. Upon termination of your rights, you must promptly destroy all content downloaded or obtained from this Website, as well as all copies of any content.
This Website (excluding any linked sites) is controlled by Merit from its offices within the State of Florida, United States of America. It can be accessed from all fifty states, as well as from other countries around the world. As each of these places has laws that may differ from those of Florida, by accessing this Website, Merit and you both agree that the statutes and laws of the State of Florida, without regard to the conflict of laws principles thereof, will apply to all matters relating to the use of this Website. Merit and you both agree and submit to the exclusive personal jurisdiction and venue of the state and federal courts sitting in Hillsborough County, Florida, as applicable, with respect to such matters and any other dispute relating to the Website. In any action to enforce these terms, the prevailing party will be entitled to attorneys’ fees and costs. Any cause of action brought by you against Merit or its affiliates must be instituted within one year after the cause of action arises or be deemed forever waived and barred.
If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
Any failure by Merit to enforce or exercise any provision of these terms or related rights shall not constitute a waiver of that right or provision.
You may not assign your rights or obligations under these Terms to any third party, and any purported attempt to do so shall be null and void. Merit may freely assign its rights and obligations under these Terms.
You agree not to sell, resell, reproduce, duplicate, copy, or use for any commercial purposes any portion of this Website.
These Terms shall not be construed more strictly against any party regardless of who is responsible for their drafting. Unless the context of these Terms otherwise clearly requires, references to the plural include the singular and the singular include the plural. Wherever the context so requires, the masculine shall refer to the feminine, the feminine shall refer to the masculine, the masculine or the feminine shall refer to the neuter, and the neuter shall refer to the masculine or the feminine.
The captions of these Terms are for convenience and ease of reference only and in no way define, describe, extend, or limit the scope or intent of these Terms.
These terms and conditions, together with any invoice issued by Merit, constitutes the entire agreement between the parties relating to the subject matter hereof. All prior understandings and agreements between the parties relating to the subject matter hereof are merged in into these Terms, which alone and completely expresses their understanding. The Terms may not be altered, amended, or changed except by written instrument signed on behalf of each of the parties.