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Terms of Use

Last Modified: 07 March, 2015

IMPORTANT - READ THESE TERMS OF USE. THIS AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, AN EXCLUSIVE REMEDY, AND THE REQUIREMENT TO ARBITRATE ANY AND ALL CLAIMS. THESE PROVISIONS FORM AN ESSENTIAL BASIS OF OUR AGREEMENT.

PIXLWISE ^®, Inc. ("PIXLWISE"), provides educational and training services ("Services") on the Startup Alley website at PlayStartupAlley.com (along with all subdomains, collectively, the "Site").

THIS IS A BINDING AGREEMENT. By consenting to these Terms of Use you ("You") agree to be bound by the terms of this Terms of Use Agreement at PlayStartupAlley.com/termsofuse.php ("TOU"), the Startup Alley Privacy Policy at PlayStartupAlley.com/privacypolicy.php ("Privacy Policy") and the Startup Alley Payment Policy at PlayStartupAlley.com/paymentpolicy.php.

You may not use this Site if you are not of legal age to form a binding contract with PIXLWISE. If you are under 18 years old, you must leave this Site immediately.

PIXLWISE reserves the right to update and change, from time to time, this TOU and all documents incorporated by reference. You can find the most recent version of this TOU at http://www.PlayStartupAlley.com/termsofuse.php. PIXLWISE will post a notice on its home page that this TOU has changed. Use of the Site after such changes constitutes acceptance of such changes. In the event of substantive changes to the TOU, you will be required to affirmatively assent to the new terms, and you may also be notified by email. If any modification is unacceptable, your only recourse is not to use our Services and Site.

• Your Account
• License to Use Services
• PIXLWISE’s License to User Content
• PIXLWISE Intellectual Property
• Use of Services
• Trademark and Copyright Infringement Policy
• Third Party Sites and Services
• Disclaimer of Warranties
• Limitation of Liability
• Indemnification
• Agreement to Arbitrate and Waiver of Class Action Claims
• Miscellaneous

Your Account

You agree to pay, and authorize automatic recurring billing of, the subscription fee with your credit card, or other payment methods, until subsequently cancelled. You understand and agree that each automatic recurring billing of the subscription fee is not refundable and will not be prorated. You authorize PIXLWISE to initiate transactions to the account provided for payment of the subscription fee, as well as any other purchases made on the Site. You may cancel your subscription to the Services at any time here: Support. PIXLWISE may change the subscription fee from time to time and will notify you in advance if it does. Further details regarding the Startup Alley Payment Policy may be found here: PlayStartupAlley.com/paymentpolicy.html

When you create an account, you are required to provide information about yourself, including your email address and a password. You may also have the ability to sign in with a social network account.

You agree that PIXLWISE may send communications to your email address for customer service, confirmations, newsletters, product offers and other matters. PIXLWISE may also share and use your information as disclosed in the Privacy Policy. You may choose to opt out of much of this email correspondence by using the links at the bottom of our emails. Even if you opt out, Pixlewise will still send you account related emails, such as purchase confirmation, customer service and password reset emails.

License to Use Services

PIXLWISE is providing you with access to the Services pursuant to a limited, non-exclusive, non-sublicenseable, non-transferable, revocable license. You can use the Services for personal, non-commercial use only, and subject to this TOU. This license is available to you as long as you are not barred from the Services by applicable law and your account is not terminated by PIXLWISE or by you.

PIXLWISE’s License to User Content.

You grant PIXLWISE a perpetual, fully paid license to use the materials you provide to the Site or Services. By providing, downloading, displaying, performing, transmitting, or otherwise distributing information or other content ("User Content") to the Site or Service, you are granting PIXLWISE, its affiliates, officers, directors, employees, consultants, agents, and representatives a license to use User Content in connection with the operation of the business of PIXLWISE, its affiliates, officers, directors, employees, consultants, agents, and representatives, including without limitation, a right to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat User Content. You will not be compensated for any User Content. You agree that PIXLWISE may publish or otherwise disclose your name in connection with your User Content. By posting User Content on the Site or Service, you warrant and represent that you own the rights to the User Content or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute User Content.

PIXLWISE Intellectual Property.

• Our Site and all of its contents (collectively, the "Intellectual Property"), are protected by copyright, trademark and other laws of the United States, as well as international conventions and the laws of other countries. The Intellectual Property is owned or controlled by PIXLWISE or the party credited as the provider of the intellectual property. Additionally, the Site itself is protected by copyright as a collective work or compilation or both.
• No portion of this Site may be reproduced, duplicated, copied, sold, or otherwise exploited for any commercial purpose that is not expressly permitted by PIXLWISE.
• You may browse through the Site and use the Services. You must keep intact all copyright, trademark and other notices contained in your personal copies. Except as otherwise provided in this TOU, you may not reproduce or allow others to reproduce your personal copies of downloaded materials, nor may you make them available electronically without our express written consent. You may not save or archive a significant portion of the material appearing on the Site. You may not attempt to alter or modify the content posted on the Site. Except as expressly set forth in this TOU, you may not copy, download, display, distribute, publish, enter into a database, perform, modify, create derivative works, transmit, post, decompile, reverse engineer, disassemble or in any way exploit any of our Intellectual Property or the Site itself.

Use of the Site and Services.

You may not use this Site or the Services for any purpose that is unlawful or prohibited by this TOU, or cause damage on or through this Site or the Service. You agree not to use any automated means, including, without limitation, agents, robots, scripts, or spiders, to access, monitor, or copy any part of this Site or the Services, except those automated means that PIXLWISE has expressly approved in writing in advance. You promise that none of your communications with or through the Site or the Services will violate any applicable local, state, national or international law.

• Posting and Submitting Content
  PIXLWISE’s Site and Services allow you to register, create a profile or account and enables you to submit, provide, furnish, transmit, exchange, communicate and/or display information (referred to as "Posting"). By Posting, you represent that you own or have the right to engage in the Posting and you specifically agree your Posting shall not violate any law or regulation, this TOU, or the rights of others.
  
  PIXLWISE has no obligation, nor does PIXLWISE verify, review for accuracy, completeness or otherwise, any Posting. PIXLWISE has no obligation to monitor or continue to monitor your use of the Site, Services or your Postings, but we reserve the right to do so and to confirm and request confirmation of any information you submit to us or on the Site, at any time for any reason or no reason at all. Postings are not endorsed by PIXLWISE, nor does PIXLWISE screen them.
  
  Your Postings are your responsibility and unless and until you notify PIXLWISE that you know or suspect the security of your user identification, log-in and password may have been compromised, so are Postings made by anyone else if they are using your registration, profile, user account or login identification or password and you will defend and indemnify PIXLWISE (see the Section entitled "Indemnity") for any such Postings. If you suspect that your log-in identification or password may have been compromised, please notify us immediately at [email protected].
• Rules of Conduct
  When accessing the Site or using the Service, you agree to obey the law and to respect the intellectual property rights of others. Your use of the Service and the Site is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information, content, or Postings in violation of any third party’s copyrights, trademarks, or other intellectual property or proprietary rights. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any Posting you provide or transmit, or that is provided or transmitted using your account. The burden of proving that any Posting does not violate any laws or third party rights rests solely with you.
  
  You may never use, allow or enable others to use our Site or knowingly condone use of our Site to do or attempt to:
  • violate any laws, regulations, judicial or governmental order, treaties or our rights or the rights of any other person, firm or enterprise;
  • engage in conduct which is or could be considered libelous, defamatory, indecent, vulgar, obscene, pornographic, sexually explicit or sexually suggestive, racially, culturally or ethnically offensive, harmful, harassing, intimidating, threatening, hateful, objectionable, discriminatory or abusive;
  • impersonate any other person, firm or enterprise or any of our or their employees and agents;
  • use the Site for Posting or otherwise using malicious or unauthorized code, (e.g., viruses, time bombs, cancel bots, worms, Trojan horses, spyware) or other potentially harmful material or information or in any way interrupt, damage, interfere with, destroy or limit the functionality of any computer software or hardware or communication equipment, including our Site;
  • gain unauthorized use of our Site, other users’ accounts, names, log-in or password information, personally identifiable information or use the Site in any manner which violates or is inconsistent with the provisions or spirit of this TOU;
  • violate or attempt to violate any security features of the Site or Service;
  • attempt to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code that we use in providing the Site or Service;
  • modify, disrupt, impair, alter or interfere with the use, features, functions, operation or maintenance of our Site or the rights or use and enjoyment of our Site by any other person, firm or enterprise;
  • collect, obtain, compile, gather, transmit, reproduce, delete, revise, view or display any material or information, whether personally identifiable or not, submitted, provided or made available by or concerning any other person, firm or enterprise;
  • engage in any activity or fail to report any activity involving unlawful commercial email, junk e-mail, chain letters, duplicative or unsolicited messages, or so-called "spamming" and "phishing" or other similar schemes; or
  • advocate or encourage conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation. PIXLWISE intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of this TOU, or of any applicable laws. Any violation of system or network security may subject you to civil and/or criminal liability.

Copyright Infringement Policy

PIXLWISE does not tolerate intellectual property infringement on its Site or through its Service. Repeat infringers may be permanently banned.

If you ("the Complaining Party") would like to submit a copyright claim PIXLWISE requests that the Complaining Party substantiate such claim by sending PIXLWISE the following information to [email protected]. "Trademark Claim"; "Copyright Claim"; or "Intellectual Property Claim" should appear in the subject line. A copyright claim can also be submitted by mail to: Copyright Agent, PIXLWISE, Inc., 6965 El Camino Real No. 105-439, Carlsbad, CA 92009.

To be considered effective, a copyright claim must include the information that follows. Other claims should contain comparable information.

• An electronic signature of the copyright owner, or a person authorized to act on behalf of the owner, of an exclusive copyright that has allegedly been infringed.
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works on that site.
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit PIXLWISE to locate the material.
• Information reasonably sufficient to permit PIXLWISE to contact the Complaining Party, such as an address, telephone number, and, if available, an electronic mail address at which the Complaining Party may be contacted.
• 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, its agent, or the law.
• A statement that the information in the notification is accurate, and under penalty of perjury, that the Complaining Party is the owner, or is authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.

Third Party Sites and Services.

This Site may contain links to other sites owned by third parties. Your use of each of those sites is at your own risk and is subject to the terms of those sites. PIXLWISE has no control over sites that are not ours, and PIXLWISE is not responsible for any changes to or content on them. PIXLWISE assumes no responsibility for the content of or services offered by linked third-party sites, and makes no representations regarding the accuracy of materials on third-party Web sites. Statements made on third-party Web sites linked to or from this Site reflect only the views of their authors and not of PIXLWISE. PIXLWISE’s inclusion on the Site of any third-party content or a link to a third-party site is not an endorsement of that content or third-party site.

Disclaimer of Warranties.

• PIXLWISE DOES NOT GUARANTEE THE ACCURACY OF INFORMATION FOUND ON THE SITE OR THROUGH THE SERVICES. USE OF THE SITE, THE SERVICES AND ANY DATA ACCESSED WHILE USING THE SITE OR THE SERVICES IS AT YOUR SOLE RISK. THE SITE, THE SERVICES AND ALL CONTENTS OF EACH ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
• PIXLWISE DOES NOT WARRANT THAT THE SITE OR SERVICES WILL MEET ANY REQUIREMENTS OR NEEDS YOU MAY HAVE, OR THAT THE SITE OR SERVICES WILL OPERATE ERROR FREE, OR IN AN UNINTERRUPTED FASHION, OR THAT ANY DEFECTS OR ERRORS IN THE SITE OR SERVICES WILL BE CORRECTED, OR THAT THE SITE OR SERVICES ARE COMPATIBLE WITH ANY PARTICULAR PLATFORM. PIXLWISE IS NOT OBLIGATED TO PROVIDE ANY UPDATES TO THE SITE OR SERVICES.
• PIXLWISE DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE MATERIALS ON THIS SITE OR SERVICES IN TERMS OF THEIR TIMELINESS, CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. WHILE PIXLWISE MAKES REASONABLE EFFORTS TO PROVIDE ACCURATE AND TIMELY INFORMATION ON THE SITE, YOU SHOULD NOT ASSUME THAT THE INFORMATION PROVIDED IS ALWAYS UP TO DATE OR THAT THE SITE CONTAINS ALL THE RELEVANT INFORMATION AVAILABLE ABOUT PIXLWISE. PIXLWISE UNDERTAKES NO OBLIGATION TO VERIFY OR MAINTAIN THE CURRENCY OF SUCH INFORMATION.
• PIXLWISE DOES NOT REPRESENT THAT THE SITE, THE SERVICES OR ANY DATA ACCESSED WHILE USING THE SITE OR THE SERVICES IS APPROPRIATE OR AVAILABLE FOR USE OUTSIDE THE UNITED STATES.
• PIXLWISE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SITE, THE SERVICES AND ANY DATA ACCESSED WHILE USING THE SITE OR THE SERVICES, OR THE ACCURACY, TIMELINESS, COMPLETENESS, OR ADEQUACY OF THE SITE, THE SERVICES AND ANY DATA ACCESSED WHILE USING THE SITE OR THE SERVICES, INCLUDING THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Limitation of Liability.

• PIXLWISE IS NOT LIABLE TO YOU FOR CLAIMS OR LIABILITIES OF ANY KIND, INCLUDING WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR ANY OTHER DAMAGES ARISING OUT OF OR RELATED TO THE USE OF THE SITE OR SERVICES BY YOU OR BY THIRD PARTIES OR ARISING OUT OF OR RELATED TO ANY THIRD-PARTY SOFTWARE, ANY DATA ACCESSED WHILE USING THE SITE OR SERVICES, YOUR USE OR INABILITY TO USE OR ACCESS THE SITE OR SERVICES, WHETHER SUCH DAMAGE CLAIMS ARE BROUGHT UNDER ANY THEORY OF LAW OR EQUITY EVEN IF YOU HAVE ADVISED PIXLWISE IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, INJURY TO PERSON OR PROPERTY, BUSINESS INTERRUPTION, LOSS OF BUSINESS OR PERSONAL INFORMATION.
• IF, NOTWITHSTANDING THE LIMITATIONS OF LIABILITY SET FORTH ABOVE, PIXLWISE IS FOUND LIABLE UNDER ANY THEORY, PIXLWISE’S LIABILITY UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE SITE AND THE SERVICES AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO MONEY DAMAGES NOT TO EXCEED $100.
• SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES AS SET FORTH IN SECTIONS 9 AND 10. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH IN SECTIONS 9 AND 10 MAY NOT APPLY TO YOU. IN SUCH CASE, THE TERMS OF SECTION 13(d) (SEVERABILITY) BELOW WILL APPLY.

Indemnification. You will defend, indemnify and hold PIXLWISE harmless from any claim or demand, including attorneys’ fees and costs, made by any third party in connection with or arising out of your use of the Site, your violation of any terms of this TOU, your violation of applicable laws, or your violation of any rights of another person or entity.

Arbitration

YOU UNDERSTAND AND AGREE THAT ALL CLAIMS, DISPUTES OR CONTROVERSIES BETWEEN YOU AND PIXLWISE, ITS PARENTS, AFFILIATES, SUBSIDIARIES OR RELATED COMPANIES, INCLUDING, WITHOUT LIMITATION, TORT AND CONTRACT CLAIMS, CLAIMS BASED UPON ANY FEDERAL, STATE OR LOCAL STATUTE, LAW, ORDER, ORDINANCE OR REGULATION, AND THE ISSUE OF ARBITRABILITY, SHALL BE RESOLVED BY THE FINAL AND BINDING ARBITRATION PROCEDURES SET BELOW.

THE PARTIES ACKNOWLEDGE AND AGREE THAT ANY SUCH CLAIMS SHALL BE BROUGHT SOLELY IN THE PARTY’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE PROCEEDING, OR PRIVATE ATTORNEY GENERAL CAPACITY. THE PARTIES FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. THE PARTIES VOLUNTARILY AND KNOWINGLY WAIVE ANY RIGHT THEY HAVE TO A JURY TRIAL.

ANY CONTROVERSY CONCERNING WHETHER A DISPUTE IS ARBITRABLE SHALL BE DETERMINED BY THE ARBITRATOR AND NOT BY THE COURT. JUDGMENT UPON ANY AWARD RENDERED BY THE ARBITRATOR MAY BE ENTERED BY A CALIFORNIA STATE OR FEDERAL COURT HAVING JURISDICTION THEREOF. THIS ARBITRATION CONTRACT IS MADE PURSUANT TO A TRANSACTION IN INTERSTATE COMMERCE AND ITS INTERPRETATION, APPLICATION, ENFORCEMENT AND PROCEEDINGS HEREUNDER SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT ("FAA").

The following procedures shall apply:

• Any party that intends to make a claim shall first notify the opposing party in writing of such intention and shall describe in such notice, with reasonable particularity, the nature and basis of such claim, and the total amount of the claim. Within thirty (30) days of receipt of such notice, the party receiving notice of a claim shall provide a written response which, with reasonable particularity, sets forth its position concerning the claim. If the parties are unable to resolve the dispute arising from the claim by good faith negotiations to be conducted within the thirty (30)-day period following the written response, either of them may initiate binding arbitration pursuant to the terms and conditions set forth below.
• In the event a party elects to proceed with binding arbitration, it shall provide written notice thereof to the other party by registered or certified mail. The arbitration shall be conducted by Judicate West, and shall be conducted using the then current Judicate West commercial rules and regulations (except as varied by this agreement). The arbitration shall take place in San Diego County, California, but may proceed telephonically in the event the total amount of the claim does not exceed $2,500 U.S. dollars (if the claimant so chooses).
• Separate and apart from the agreement to arbitrate set forth above, the parties hereby independently waive any right to bring or participate in any class action in any way related to, or arising from, this agreement.

Miscellaneous.

• Complete Agreement. This TOU, Privacy Policy, and Confidentiality Agreement constitute the entire understanding between PIXLWISE and you respecting use of the Site and the Services, superseding all prior agreements between you and PIXLWISE. If there is any conflict between the terms this TOU and those in the Privacy Policy, the terms of this TOU will control, except to the extent that the Privacy Policy imposes additional restrictions and liabilities on your actions. If there is any conflict between the terms of this TOU and those in the Confidentiality Agreement, the terms of the Confidentiality will control, except to the extent that this TOU imposes additional restrictions and liabilities on your actions.
• Governing Law; Jurisdiction; Attorneys’ Fees. This Site (excluding linked sites) is controlled by us from our office in California, United States of America. Although use of the Services from outside the United States is strictly prohibited, the Site can be accessed worldwide. As each of these jurisdictions has laws and regulations that may differ from those of California, by accessing this Site or purchasing, subscribing, or otherwise using the Services, you and PIXLWISE agree that the laws of California (expect for conflicts of laws principles) will apply to all matters relating to use of this Site. If for any reason, the Arbitration provision required in Section 12 above is deemed inapplicable or unenforceable, exclusive jurisdiction must lie with the courts of California in the county of San Diego for all disputes, actions or proceedings arising out of or relating to your use of the Site. In any dispute that arises out of the relationship of PIXLWISE and you, including tort claims, the prevailing party will be entitled to attorneys’ fees and costs.
• English Language Controls. This English-language TOU is PIXLWISE’s official agreement with users of this Site. In case of any inconsistency between this English-language TOU and its translation into another language, this English-language document controls.
• Severability. If a provision of this TOU is held to be illegal, invalid or unenforceable, then: (i) it must be deemed amended to achieve as nearly as possible the same economic effect as the original provision, and (ii) the legality, validity and enforceability of the remaining provisions of this TOU must not be affected or impaired.
• Waiver. No failure or delay on the part of PIXLWISE in exercising any right, power or remedy under this TOU may operate as a waiver, nor may any single or partial exercise of any such right, power or remedy preclude any other or further exercise of such right, power, or remedy, or the exercise of any other right, power or remedy under this TOU.

ACKNOWLEDGEMENT.

BY CREATING A USER ACCOUNT OR ASSENTING TO THESE TERMS OF USE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.

If you have questions about this TOU or want to contact us, please send an email to [email protected] or write to us at PIXLWISE, Inc., 6965 El Camino Real No. 105-439, Carlsbad, CA 92009.