Terms
of Service
Eligibility
and Assent to Terms
The following Terms of Service for the SignatureOffset.com
website and related services, applications, domains and networks offered by
Signature Offset (“FlipEngine Service”) is a legal
contract between you, either an individual of at least 18 years of age or a
single entity (“You” or, collectively, “Users”), and Signature Offset regarding
your use of the Signature Offset FlipEngine Service.
YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE
BOUND BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING ANY ADDITIONAL
GUIDELINES AND FUTURE MODIFICATIONS (COLLECTIVELY, THE “TERMS”). IF AT ANY TIME
YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF THE SIGNATURE
FLIPENGINE SERVICE.
IF YOU ARE USING OR OPENING AN ACCOUNT WITH SIGNATURE OFFSET ON
BEHALF OF A COMPANY, ENTITY, OR ORGANIZATION (COLLECTIVELY, A “SUBSCRIBING
ORGANIZATION”) THEN YOU REPRESENT AND WARRANT THAT YOU ARE AN AUTHORIZED REPRESENTATIVE
OF THAT SUBSCRIBING ORGANIZATION WITH THE AUTHORITY TO BIND SUCH ORGANIZATION
TO THESE TERMS; (AND AGREE TO THESE TERMS ON BEHALF OF SUCH SUBSCRIBING
ORGANIZATION).
BY DOWNLOADING, INSTALLING OR OTHERWISE USING THE SIGNATURE
FLIPENGINE SERVICE, YOU ASSENT TO AND AGREE TO BE BOUND BY THESE TERMS OF
SERVICE.
Modification
At its sole discretion, Signature Offset reserves the right, to
change, modify, add, or remove portions of these Terms at any time. Please check
these Terms and any Guidelines periodically for changes. Your continued use of
the Signature FlipEngine Service after the posting of
changes constitutes your binding acceptance of such changes. For any material
changes to these Terms, such amended terms will automatically be effective
thirty days after they are initially posted.
Individual
Features and Services
When using the Signature FlipEngine
Service, you will be subject to any additional posted guidelines, rules or
additional terms applicable to specific services and features which may be
posted from time to time (the “Guidelines”). All such Guidelines are hereby
incorporated by reference into these Terms.
User
Accounts
When you use the Signature FlipEngine
Service to upload and/or download or purchase content or any products,
services, or information from Signature Offset, you may be asked to provide a
password. You are solely responsible for maintaining the confidentiality of
your account and password and for restricting access to your computer, and you
agree to accept responsibility for all activities that occur under your account
or password. You agree that the information you provide to Signature Offset on
registration and at all other times will be true, accurate, current, and
complete. You also agree that you will ensure that this information is kept
accurate and up-to-date at all times. If you have reason to believe that your
account is no longer secure (e.g., in the event of a loss, theft or
unauthorized disclosure or use of your account ID, password, or any credit,
debit or charge card number, if applicable), then you agree to immediately
notify Signature Offset. You may be liable for the losses incurred by Signature
Offset or others due to any unauthorized use of your Signature FlipEngine Service account.
Permission
to Use Signature FlipEngine Service
Subject to your compliance with the terms and conditions set out
in this Terms of Service, Signature Offset hereby grants to you a personal,
limited, non-exclusive, non-transferable, freely revocable license to use the Signature
FlipEngine Service to (i)
view, use and access “User Submissions, (ii) to view, use, and access any other
content from the Signature FlipEngine Service; and
(iii) to participate in any other programs, services, or features of the Signature
FlipEngine Service now or hereafter made available by
Signature Offset.
User
Submissions
The following license includes the right for Signature Offset to
convert your User Submissions to Signature Offset’s proprietary format, or such
other file formats as may be used by Signature Offset, and to display and make
your User Submissions available, in whole or in part, on the Signature FlipEngine Service in association with other User
Submissions, content and advertising that may appear on the Signature FlipEngine Service. Subject to the license grant to other
Signature FlipEngine Service users below, the
following license granted by you terminates as to a specific User Submission
once you remove or delete such User Submission from the Signature FlilpEngine Service. By distributing or disseminating User
Submissions through the Signature FlipEngine Service,
you hereby grant to Signature Offset a worldwide, non-exclusive, transferable,
assignable, fully paid-up, royalty-free, license to host, transfer, display,
perform, reproduce, distribute, and otherwise exploit your User Submissions, in
any media forms or formats, and through any media channels, now known or
hereafter devised, including without limitation, RSS feeds, embeddable
functionality, and syndication arrangements in order to distribute, promote or
advertise your User Submissions through the Signature FlipEngine
Service.
By uploading and publishing your User Submissions, you affirm,
represent, and warrant that: (1) you are the creator and owner of or have the
necessary licenses, rights, consents, and permissions to use and to authorize
Signature Offset and Signature FlipEngine’s Users to
use and distribute your User Submissions as necessary to exercise the licenses
granted by you in this section and in the manner contemplated by Signature
Offset and this Terms of Service; (2) your User Submissions do not and will
not: (i) infringe, violate, or misappropriate any
third-party right, including any copyright, trademark, patent, trade secret,
moral right, privacy right, right of publicity, or any other intellectual
property or proprietary right or (ii) slander, defame, libel, or invade the
right of privacy, publicity or other property rights of any other person; and
(ii) your User Submissions do not contain any viruses, adware, spyware, worms,
or other malicious code or any content or file that provides a method to access
to potentially infringing content outside of the signature FlipEngine
Service. Violators of these third-party rights may be subject to criminal and
civil liability. Signature Offset reserves all rights and remedies against any
Users who violate this Terms of Service.
Further, you understand that when using the Signature FlipEngine Service you will be exposed to User Submissions
from a variety of sources, and that Signature Offset is not responsible for the
accuracy, content, usefulness, or intellectual property rights of or relating
to such User Submissions. You further understand and acknowledge that you may
be exposed to User Submissions that are inaccurate, offensive, indecent or
objectionable, and you agree to waive, and hereby do waive, any legal or
equitable rights or remedies you have or may have against Signature Offset with
respect thereto. Signature Offset does not endorse any User Submissions or any
opinion, recommendation or advice expressed therein, and Signature Offset
expressly disclaims any and all liability in connection with User Submissions.
If notified by a User or a content owner of a User Submission that allegedly
does not conform to this Terms of Service, Signature Offset may investigate the
allegation and determine in its sole discretion whether to remove the User
Submission, which it reserves the right to do at any time and without notice.
For clarity, Signature Offset does not permit copyright infringing activities
on the Signature FlipEngine Service.
Prohibited
Conduct YOU AGREE NOT TO COMMIT ANY ACT OF THE FOLLOWING PROHIBITED CONDUCT:
i) use the Signature FlipEngine
Service for any purposes other than to disseminate or receive original or
appropriately licensed content and/or to access the Signature FlipEngine Service as such services are offered by
Signature Offset;
(ii) delete the copyright or other
proprietary rights on the Signature FlipEngine
Service or User Submissions;
(iii) make unsolicited offers,
advertisements, proposals, or send junk mail or spam to other Users of the Signature
FlipEngine Service. This includes, but is not limited
to, unsolicited advertising, promotional materials, or other solicitation
material, bulk mailing of commercial advertising, chain mail, informational
announcements, charity requests, and petitions for signatures;
(iv) use the Signature FlipEngine
Service in violation of any local, state, national, or international law,
including, without limitation, laws governing intellectual property and other
proprietary rights, and data protection and privacy or post, upload, or
distribute any defamatory, libelous, or inaccurate User Submissions or other content;
(v) defame, harass, abuse, threaten or defraud Users of the Signature
FlipEngine Service, or post, upload, or distribute
any User Submissions or other content that is unlawful or that a reasonable
person could deem to be objectionable, offensive, indecent, pornographic,
harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or
ethnically offensive, or otherwise inappropriate, or collect, or attempt to
collect, personal information about Users or third parties without their consent,
or use the content on the Signature FlipEngine
Service for any commercial use, it being understood that the content available
on the Signature FlipEngine Service is for personal,
non-commercial use only;
(vi) rent, lease, loan, sell, resell,
sublicense, distribute or otherwise transfer the licenses granted herein or any
Materials (as defined below);
(vii) impersonate any person or entity, falsely claim an
affiliation with any person or entity, or access the Signature FlipEngine Service accounts of others without permission,
forge another persons' digital signature, misrepresent the source, identity, or
content of information transmitted via the Signature FlipEngine
Service, or perform any other similar fraudulent activity;
(viii) hack, remove, circumvent, disable, damage or otherwise
interfere with security-related features of the Signature FlipEngine
Service or User Submissions, features that prevent or restrict use or copying
of any content accessible through the Signature FlipEngine
Service, or features that enforce limitations on the use of the Signature FlipEngine Service or User Submissions, or intentionally
interfere with or damage operation of the Signature FlipEngine
Service or any user's enjoyment of them, by any means, including uploading or
otherwise disseminating viruses, adware, spyware, worms, or other malicious
code;
(ix) reverse engineer, decompile,
disassemble or otherwise attempt to discover the source code of the Signature FlipEngine Service or any part thereof, except and only to
the extent that such activity is expressly permitted by applicable law
notwithstanding this limitation;
(x) modify, adapt, translate or create
derivative works based upon the Signature FlipEngine
Service or any part thereof, except and only to the extent that such activity
is expressly permitted by applicable law notwithstanding this limitation.
(xi) remove, obscure, block, hide or otherwise alter the display
of any advertising (or any parts or aspects thereof), Signature Offset brand elements,
including logos, trademarks, service marks or other Materials displayed by Signature
Offset in connection with the Signature FlipEngine Service
in any manner whatsoever, regardless of your use of the embedding functionality
of the Signature FlipEngine Service to display
authorized content on your or other third party sites.
Third-Party
Sites
The Signature FlipEngine Service may
include links or references to other web sites or services solely as a
convenience to Users (“Linked Sites”). Signature Offset does not endorse any
such Linked Sites or the information, materials, products, or services
contained on or accessible through Linked Sites. In addition, your
correspondence or business dealings with, or participation in promotions of,
advertisers found on or through the Signature FlipEngine
Service are solely between you and such advertiser. Access and use of Linked
Sites, including the information, materials, products, and services on or
available through Linked Sites is solely at your own risk.
Termination;
Violations.
You agree that Signature Offset, in its sole discretion, and
without penalty, may terminate or suspend any account hosted by, or your use
of, the Signature FlipEngine Service and remove and
discard all or any part of your account, User profile, and any User Submission,
for any reason at any time. Signature Offset may also in its sole discretion
and at any time discontinue providing access to the Signature FlipEngine Service, or any part thereof, with or without
notice. You agree that any termination of your access to the Signature FlipEngine Service or any account you may have or portion
thereof may be effected without prior notice, and you agree that Signature
Offset will not be liable to you or any third party for any such termination. Any
suspected fraudulent, abusive or illegal activity may be referred to
appropriate law enforcement authorities. These remedies are in addition to any
other remedies Signature Offset may have at law or in equity. Upon termination
for any reason, you agree to immediately stop using the Signature FlipEngine Service, any accompanying documentation, and all
other associated materials. Your only remedy with respect to any
dissatisfaction with (i) the Signature FlipEngine Service, (ii) any term of this Terms of Service,
(iii) any policy or practice of Signature Offset in operating the Signature FlipEngine Service, or (iv) any content or information
transmitted through the Signature FlipEngine Service,
is to terminate this Terms of Service and your account. You may terminate this
Terms of Service at any time by discontinuing use of any and all parts of the Signature
FlipEngine Service.
Privacy
Your privacy is important to Signature Offset. Signature Offset's
Privacy Policy Notice is hereby incorporated into these Terms by reference.
Please read this notice carefully for information relating to Signature Offset's
collection, use, and disclosure of your personal information.
Ownership;
Proprietary Rights.
The Signature FlipEngine Service is
owned and operated by Signature Offset. The visual interfaces, graphics,
design, compilation, information, computer code (including source code or
object code), products, software, services, and all other elements of the Signature
FlipEngine Service provided by Signature Offset (the
“Materials”) are protected by United States copyright, trade dress, patent, and
trademark laws, international conventions, and all other relevant intellectual
property and proprietary rights, and applicable laws. Except for any User
Submissions that are provided and owned by Users, all Materials contained on
the Signature FlipEngine Service are the property of Signature
Offset or its subsidiaries or affiliated companies and/or third-party
licensors. All trademarks, service marks, and trade names are proprietary to Signature
Offset or its affiliates and/or third-party licensors. Except as expressly
authorized by Signature Offset, you agree not to sell, license, distribute,
copy, modify, publicly perform or display, transmit, publish, edit, adapt,
create derivative works from, or otherwise make unauthorized use of the
Materials. Signature Offset reserves all rights not expressly granted in this
Terms of Service
Indemnification
You agree to indemnify Signature Offset, its affiliated
companies, contractors, employees, agents and its third-party suppliers,
licensors, and partners from any claims, losses, damages, liabilities,
including legal fees and expenses, arising out of your use or misuse of the
Signature FlipEngine Service, any violation by you of
these Terms, or any breach of the representations, warranties, and covenants
made by you herein. Signature Offset reserves the
right, at your expense, to assume the exclusive defense and control of any
matter for which you are required to indemnify Signature Offset, and you agree
to cooperate with Signature Offset's defense of these claims. Upon notice of
any impending claim, action or proceeding, Signature Offset will use reasonable
efforts to notify of any indemnification obligation.
Disclaimer
of Warranties
SGNATURE OFFSET, AND ITS AFFILIATES, PARTNERS, LICENSORS AND
SUPPLIERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING,
BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. NO ADVICE OR
INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SIGNATURE OFFSET OR
THROUGH THE SIGNATURE FLIPENGINE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY
STATED HEREIN. YOU EXPRESSLY ACKNOWLEGE THAT THIS DISCLAIMER
INCLUDES SIGNATURE OFFSET'S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS,
AGENTS, LICENSORS AND SUBCONTRACTORS. YOU EXPRESSLY AGREE THAT THE USE
OF THE SIGNATURE FLIPENGINE SERVICE IS AT YOUR SOLE RISK. THE SIGNATURE
FLIPENGINE SERVICE AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, USER
SUBMISSIONS, LINKED SITES, PRODUCTS, SERVICES, OR APPLICATIONS MADE AVAILABLE
IN CONJUNCTION WITH OR THROUGH THE SIGNATURE FLIPENGINE SERVICE ARE PROVIDED ON
AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES
OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED. SIGNATURE OFFSET, ITS
SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT THAT THE DATA,
USER SUBMISSIONS, OR ANY OTHER PRODUCTS, SERVICES OR APPLICATIONS OFFERED ON OR
THROUGH THE SIGNATURE FLIPENGINE SERVICE OR ANY LINKED SITES WILL BE
UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO
NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED. SIGNATURE OFFSET, ITS
SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT OR MAKE ANY
REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SIGNATURE
FLIPENGINE SERVICE OR ANY LINKED SITES IN TERMS OF CORRECTNESS, ACCURACY,
RELIABILITY, OR OTHERWISE. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS,
DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE SIGNATURE
FLIPENGINE SERVICE OR ANY LINKED SITES AT YOUR OWN DISCRETION AND RISK AND THAT
YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR
COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH
MATERIAL OR DATA.
Limitation
of Liability and Damages
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO,
NEGLIGENCE, WILL SIGNATURE OFFSET OR ITS
AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS,
OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL,
PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOST
BUSINESS, LOST REVENUES OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY
OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR
RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OR YOUR INABILITY TO USE
THE SIGNATURE FLIPENGINE SERVICE OR ANY LINKED SITES, OR ANY OTHER INTERACTIONS
WITH SIGNATURE OFFSET OR OTHER SIGNATURE FLILPENGINE SERVICE USERS, EVEN IF SIGNATURE
OFFSET OR A SIGNATURE OFFSET AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. 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, SIGNATURE OFFSET’S
LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. IN
NO EVENT WILL SIGNATURE OFFSET OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES,
AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TOTAL LIABILITY TO YOU
FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO
THESE TERMS OR YOUR USE OF THE SIGNATURE FLIPENGINE SERVICE OR YOUR
INTERACTIONS WITH SIGNATURE OFFSET OR OTHER SIGNATURE FLIPENGINE SERVICE USERS
(WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE),
EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SIGNATURE FLIPENGINE SERVICE
DURING THE MONTH IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR THIRTY-FIVE DOLLARS,
WHICHEVER IS GREATER. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO
DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED
ON ANY LINKED SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN SIGNATURE OFFSET
AND RECEIVED THROUGH OR ADVERTISED ON THE SIGNATURE FLIPENGINE SERVICE OR
RECEIVED THROUGH ANY LINKED SITES.
YOU ACKNOWLEDGE AND AGREE THAT SIGNATURE OFFSET HAS OFFERED ITS
PRODUCTS AND SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE
UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH
HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET
FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND
SIGNATURE OFFSET, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF
LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU
AND SIGNATURE OFFSET. SIGNATURE OFFSET WOULD NOT BE ABLE TO PROVIDE THE SIGNATURE
FLIPENGINE SERVICE TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE
LIMITATIONS.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED
WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IS
SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR
LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE
LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN
THIS TERMS OF SERVICE APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR
EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION WHERE YOU ARE
LOCATED.
United
States Export Controls
You agree to comply with all export laws and restrictions and
regulations of the United States Department of Commerce or other United States
or other sovereign agency or authority, and not to export, or allow the export
or re-export of any software, technical data or any direct product thereof in
violation of any such restrictions, laws or regulations, or unless and until
all required licenses and authorizations are obtained with respect to the
countries specified in the applicable United States Export Administration
Regulations (or any successor supplement or regulations). The transfer of
certain technical data and commodities may require a license from an agency of
the United States government and/or written assurances by you that you will not
export such software, technical data or commodities to certain foreign
countries without prior approval of such agency. Your rights under this Terms
of Service are contingent on your compliance with this provision.
Miscellaneous
Signature Offset may provide you with notices, including those
regarding changes to Signature Offset's terms and conditions, by email, regular
mail or postings on the Signature FlipEngine Service.
Notice will be deemed given twenty-four hours after email is sent, unless Signature
Offset is notified that the email address is invalid. Alternatively, we may
give you legal notice by mail to a postal address, if provided by you through
the Signature FlipEngine Service. In such case, notice
will be deemed given three days after the date of mailing. Notice posted on the
Signature FlipEngine Service is deemed given 30 days
following the initial posting. The failure of Signature Offset to exercise or
enforce any right or provision of these Terms will not constitute a waiver of
such right or provision. Any waiver of any provision of these Terms will be
effective only if in writing and signed by Signature Offset. These Terms will
be governed by and construed in accordance with the laws of the State of
Colorado, without giving effect to any principles of conflicts of law. For
Users residing outside the United States of America and using the Signature FlipEngine Service in another territory, any dispute or
claim arising out of or in connection with these Terms or your use of the
Signature FlipEngine Services shall be finally
settled by binding arbitration in Boulder, Colorado under the Rules of
Arbitration of the International Chamber of Commerce by three arbitrator(s)
appointed in accordance with said rules; judgment on the award rendered by
these arbitrators may be entered in any court having jurisdiction thereof. The
parties agree that this arbitration is the exclusive remedy for any disputes.
For Users residing inside the United States of America and using the Signature FlipEngine Service in the United States, you agree that any
action at law or in equity arising out of or relating to these Terms or Signature
Offset as an entity will be filed only in the state or federal courts in and
for Boulder County, Colorado, and you hereby consent and submit to the personal
and exclusive jurisdiction of such courts for the purposes of litigating any
such action. If any provision of these Terms or any Guidelines is held to be
unlawful, void, or for any reason unenforceable, then that provision will be
limited or eliminated from these Terms to the minimum extent necessary and will
not affect the validity and enforceability of any remaining provisions. These
Terms and related Guidelines, and any rights and licenses granted hereunder,
may not be transferred or assigned by you, but may be assigned by Signature
Offset without restriction. Any assignment attempted to be made in violation of
this Terms of Service shall be void. Upon termination of these Terms, any provision
which, by its nature or express terms should survive, will survive such
termination or expiration. The heading references herein are for convenience
purposes only, do not constitute a part of these Terms, and will not be deemed
to limit or affect any of the provisions hereof. This is the entire agreement
between you and Signature Offset relating to the subject matter herein
and will not be modified except in writing, signed by both parties, or by a
change to these Terms or Guidelines made by Signature Offset as set forth
above.
YOU AND SIGNATURE OFFSET AGREE THAT ANY CAUSE OF ACTION ARISING
OUT OF OR RELATED TO THE SIGNATURE FLIPENGINE SERVICE MUST COMMENCE WITHIN
NINETY (90) DAYS AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF
ACTION IS PERMANENTLY BARRED.