Terms of Service
PLEASE READ THIS INFORMATION CAREFULLY. YOUR USE OF THE SERVICE CONSTITUTES YOUR AGREEMENT TO THE FOLLOWING TERMS AND CONDITIONS.
1. ACCEPTANCE OF TERMS
Compete, Inc. ("Compete") welcomes you. Compete provides its subscription based service to you subject to the following Terms of Service ("TOS"), which may be updated by us from time to time without notice to you. You can review the most current version of the TOS at any time at: http://www.compete.com/terms. In addition, when using particular Compete owned or operated services, you and Compete shall be subject to any posted guidelines or rules applicable to such services, which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS. Compete may also offer other services that are governed by different Terms of Service.
2. DESCRIPTION OF SERVICE
Compete provides users with access to a rich collection of resources, including but not limited to, various software applications, site profile services, search analytics, audience and advertising analytics, forums, coupon services, search services, personalized content and member programs, such as, but not limited to surveys and opinion polls (the "Service"). You also understand and agree that the Service may include advertisements and that these advertisements are necessary for Compete to provide the Service. You also understand and agree that the Service may include certain communications from Compete, such as service announcements, administrative messages and survey invitations and that these communications are considered part of Compete membership. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new Compete properties, shall be subject to the TOS. You understand and agree that the Service is provided "AS-IS" and that Compete assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to the Service, and that access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees, including those fees associated with the display or delivery of advertisements. In addition, you must provide and are responsible for all equipment necessary to access the Service.
3. YOUR REGISTRATION OBLIGATIONS
In consideration of your use of the Service, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services 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 Service's 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 Compete has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Compete has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).
4. SUBSCRIPTION PERIOD
You will be entitled to receive the Service only during the subscription period ("Subscription Period") specified in your billing form ("Billing Form"). Subscription Periods will either be one month or one year. Monthly subscriptions will automatically renew on a month-to-month basis until cancelled by you.. Annual subscriptions will automatically renew on a year-to-year basis unless cancelled by you.
5. PAYMENT TERMS
You agree to pay Compete the subscription fee specified in the Billing Form during the Subscription Period ("Subscription Fee"). A valid credit card or Compete approved Purchase Order is required to subscribe to the Service. The Subscription Fee is payable in advance for the Subscription Period, regardless of the Subscription Period. If your subscription is on a month-to-month basis, then you will automatically be charged the Subscription Fee for the subsequent month unless you cancel the Service before the month begins. If your subscription is on a year-to-year basis, then you will automatically be charged the Subscription Fee for the subsequent year unless you cancel the Service before the year begins. Subscription Fees are non-refundable and non-transferable. Accordingly, if you elect to cancel your subscription to the Service during the Subscription Period, you will not receive a refund of the Subscription Fee(s) previously paid to Compete. If your subscription is on a month-to-month basis and your credit card is no longer valid, then, unless you provide a new valid credit card, Compete will terminate the Service prior to the start of the subsequent month. If your subscription is on a year-to-year basis and your credit card is no longer valid, then, unless you provide a new valid credit card, Compete will terminate the Service prior to the start of the subsequent year. The Subscription Fee is payable in United States dollars (including, if any, all applicable taxes).
7. MEMBER ACCOUNT, PASSWORD AND SECURITY
You will receive a password and account designation upon completing the Service's registration process that will permit you and only you to access the Service. 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 Compete 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. Compete cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 7. If your password and account designation is used to access the service from more than one location at once, or from multiple locations in sequence you acknowledge that the Compete system may prevent you from accessing the service until your identity can be confirmed.
8. MEMBER CONDUCT
In consideration of your use of the Service, you agree to provide honest opinions and answers to any surveys or polls you participate in. Compete maintains the right to terminate access to the Service if it deems you are in breach of this behavior.
When posting comments, opinions, site feedback or coupon codes ("Content") to the Service you acknowledge that Compete may or may not pre-screen Content, but that Compete and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or move any Content that is available via the Service. Without limiting the foregoing, Compete and its designees shall have the right to remove any Content that violates the TOS 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 Compete or submitted to Compete, including without limitation, information in Compete Site Analytics, Compete Blog, Forums and/or Message Boards and in all other parts of the Service.
You acknowledge, consent and agree that Compete 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 TOS; (c) respond to claims that any Content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of Compete, its users and the public.
9. INTERSTATE NATURE OF COMMUNICATIONS ON COMPETE NETWORK
When you register with Compete, you acknowledge that in using Compete services to send electronic communications (including but not limited to search queries, sending messages to Compete Blog or Compete feedback forums, uploading photos and files to Compete, and other Internet activities), you will be causing communications to be sent through Compete's computer networks located in Massachusetts, and other locations in the United States. As a result, and also as a result of Compete'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 the TOS, you acknowledge that use of the service results in interstate data transmissions.
10. 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. Compete cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 10.
11. CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SERVICE
Compete does not claim ownership of Content you submit or make available for inclusion on the Service. However, with respect to Content you submit or make available for inclusion on publicly accessible areas of the Service, you grant Compete the perpetual, worldwide, royalty-free, irrevocable and fully sub-licensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed. "Publicly accessible" areas of the Service are those areas of the Service of properties that are intended by Compete to be available to the general public. By way of example, publicly accessible areas of the Service would include Compete Blog, message boards and site review forums.
You agree to indemnify and hold Compete 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 Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.
13. NO RESALE OR REDISTRIBUTION OF SERVICE
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service use of the Service, or access to the Service. You agree to access the Service only through human use of the provided web interface. Use of any automated method, including but not limited to scripts and scrapers will result in the termination of your account without any refund, and charges to your company for data accessed with rates set by the Compete API ratecard.
14. MODIFICATIONS TO SERVICE
Compete reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Compete shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
You agree that Compete may, under certain circumstances and without prior notice, immediately terminate your Compete account, any associated e-mail address, and access to the Service. If such termination does not result from your breach of the TOS, then you will receive a pro-rata refund of any fees pre-paid to Compete for the period subsequent to the termination.
16. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Compete 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 Service.
The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Compete has no control over such sites and resources, you acknowledge and agree that Compete 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 Compete 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 services available on or through any such site or resource.
18. COMPETE'S PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("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 Service or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Compete or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.
Compete grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Compete for use in accessing the Service.
19. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. COMPETE AND ITS 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.
2. COMPETE AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS 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.
3. 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.
4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPETE OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
20. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT COMPETE AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY 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 COMPETE 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. IN NO EVENT WILL COMPETE BE LIABLE FOR DAMAGES IN EXCESS OF THE MONTHLY SUBSCRIPTION FEES PAID BY YOU DURING THE PRIOR TWELVE (12) MONTH PERIOD.
21. 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 19 AND 20 MAY NOT APPLY TO YOU.
Compete may provide you with notices, including those regarding changes to the TOS, by e-mail, or postings on the Service.
23. TRADEMARK INFORMATION
The Compete.com and Compete, Inc. trademarks and service marks and other of Compete's and its affiliates' logos and product and service names are trademarks of Compete, Inc. or its affiliates, as applicable.
24. GENERAL INFORMATION
Entire Agreement. The TOS constitutes the entire agreement between you and Compete and governs your use of the Service, superseding any prior agreements between you and Compete with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use other Compete services.
Choice of Law and Forum. The TOS and the relationship between you and Compete shall be governed by the laws of the State of Massachusetts without regard to its conflict of law provisions. You and Compete agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Suffolk, Massachusetts.
Waiver and Severability of Terms. The failure of Compete to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS 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 TOS remain in full force and effect.
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 Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in the TOS are for convenience only and have no legal or contractual effect.