Rural Cellular Corporation Terms of Use Agreement
Last updated: January 19, 2005
Contents:
Binding Agreement
This Terms of Use Agreement ("Agreement") sets forth the terms and conditions governing your use of this website, located at URL http://www.unicel.com, and all associated web pages (collectively, the "Website") provided by Rural Cellular Corporation and its affiliates and subsidiaries (together, "RCC", "we" or "us"). This Agreement does not govern your use of any telecommunications services we offer; please refer to your service agreement for the terms and conditions relating to such services.
By using this Website, you acknowledge that you have read and understood each and every provision of this Agreement and agree to be bound by this Agreement. If you do not acknowledge and agree to the foregoing, please exit this Website immediately. We reserve the right to amend this Agreement at any time. All changes shall be posted on the Website in the form of a revised Agreement and shall be effective upon posting, unless we tell you otherwise, so please check this Agreement often. You agree that your continued use of the Website after the posting of any revised Agreement constitutes your agreement to be bound by the revised Agreement.
Permitted Use
RCC grants you a non-exclusive, non-transferable, non-sublicensable, limited and revocable right to access, use and display this Website on any computer or other electronic display device of which you are a user for your personal, non-commercial use only, subject to all terms and conditions of this Agreement. In consideration of this authorization, you agree that any copy of these materials will retain all copyrights, trademarks and other proprietary notices in the same form and manner as on the original.
RCC does not authorize any other use of the Website or the Content (as defined below) and expressly prohibits your use of the Website and the Content for any purpose, or in any manner, which is illegal, harmful, slanderous, libelous, objectionable or contrary to the rights or safety of others. Specifically, and without limitation, you agree that you shall not use the Website or the Content (i) to send bulk or unsolicited email or other messages, chain letters or letters relating to pyramid schemes; (ii) to transmit viruses, worms, "Trojan Horses" or other contaminating or destructive files, software or code; or (iii) to otherwise interfere with the rights or abilities of RCC or other users to use this Website.
User ID/Password
On some portions of our Website, you may be provided with an opportunity to register with us in order to access or use some of the features we provide for your convenience. If you choose this option, you may be asked to select a user identification ("User ID") and/or password (your "Password"). You are solely responsible for all activity occurring through the use of your User ID and/or Password and for keeping your User ID and/or Password confidential. You agree to notify us immediately of the actual or suspected unauthorized use, unauthorized disclosure or theft of your User ID and/or Password.
Content
The Website also contains information and material (collectively, the "Content") including, but not limited to, text, software, photos, videos, graphics, images, music and sound, all of which is owned by RCC or its licensors and which may be protected by copyrights, patents or other proprietary rights and laws. RCC shall determine, in its sole discretion, what Content to make available on the Website and may change the Content from time to time.
Notice of Intellectual Property Rights
The trade name "Rural Cellular Corporation" and all RCC service marks, trademarks, slogans and logos used in the Website, including without limitation "RCC," "Unicel," "Info2Go," "The Way Wireless Should Be" are trademarks of RCC (collectively, the "Marks"). Other company, product and service names, slogans and logos displayed on this Website may be trademarks, service marks, logos and trade names of third parties and are the property of their respective owners ("Third Party Marks"). You acknowledge that RCC and those third parties are the owners of the RCC Marks and the Third Party Marks, respectively, and of all rights in those marks. Nothing in this Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of the RCC Marks or Third Party Marks without the prior written permission of RCC or the applicable third party. All goodwill generated from the use of the RCC Marks and the Third Party Marks will inure to the benefit of RCC or the applicable third party, respectively.
Any use of the Content other than as permitted by this Agreement is expressly prohibited without the prior permission of RCC and/or the relevant right-holder. In the event that you believe, in good faith, that any materials on the Website infringe your copyrights, please send us a notification of the claimed copyright infringement, in accordance with Title 17, United States Code, Section 512(c)(2) (a portion of the "Digital Millennium Copyright Act") to our designated agent for service, at the address set forth below:
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Legal Services Department |
Please note that this address is provided only for claims of copyright infringement. If you have any other questions or concerns about this Website, please contact our Website Administrator at webmaster@rccw.com.
Privacy
Your privacy is of great importance to us. All information gathered from you from our Website will be goverend by our Privacy Policy.
Information You Provide
Some portions of our Website may permit you to provide us with information, such as a résumé or a "Wireless Heroes" story. You are responsible for the accuracy, timeliness, and completeness of all information you provide to us, whether through our Website, via email or otherwise. We are not responsible for any claims relating to any inaccurate, untimely or incomplete information you provide to us. In addition, you represent and warrant that you are the owner or a licensee or otherwise have the right to provide any information or materials (including pre-existing materials) that you provide to us, and you hereby grant us an irrevocable, royalty-free, non-exclusive worldwide license to use, copy, display, edit, modify, create derivative works from, and distribute any information or materials you provide to us, including any ideas and suggestions. Except as set forth in the Privacy Policy, any submissions to RCC will be deemed public information, and we will not be responsible for any breach of confidentiality, infringement of proprietary rights or any other claims arising out of our use of information you provide to us. You understand that RCC has no obligation to use any information that you submit to us and may delete, destroy or discard that information.
Monitoring of the Website
You acknowledge and agree that RCC may, but is not required to, monitor the Website electronically from time to time and to disclose any information we feel is necessary or appropriate to satisfy any law, regulation or other governmental request, to operate the Website, or to protect RCC or others. Any disclosures of personally identifiable information will be governed by our Privacy Policy and by law.
Third Party Websites and Information
From time to time, RCC may offer the ability to purchase or use our services and/or products or services related to our services through certain portions of the Website. Such portions may be hosted by third parties and may contain additional or separate provisions which govern their use, including any provisions regarding payment, shipping, security, privacy and warranties. In addition, our Website may contain information provided by third parties under contract with RCC. Moreover, as a convenience to you, this Website may also periodically provide links to third party websites, including websites of companies that may have relationships with RCC ("Third-Party Websites"), where we feel it is appropriate. Our decision to link to a Third-Party Website is not an endorsement of the content in that linked Third Party Website.
We are not responsible for any content supplied on our Website by third parties or the content of any Third-Party Website, nor do we make any warranties or representations, express or implied, regarding either of the foregoing content. Moreover, no information or opinion contained in the Website constitutes any investment advice or a solicitation or offer by RCC to buy or sell any securities, futures, options or other financial instruments. RCC SHALL HAVE NO LIABILITY OF ANY NATURE WHATSOEVER IN RELATION TO ANY OF THE FOREGOING, INCLUDING WITHOUT LIMITATION YOUR USE OF SUCH THIRD-PARTY WEBSITES OR CONTENT. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked Third-Party Websites, you do so at your own risk. You should direct any concerns to the Third-Party Websites' administrator or webmaster.
No Linking or Framing
Elements of this Website are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part by any means, including but not limited to, the use of framing or mirrors. None of the Content or our Website may be linked to or retransmitted in any manner or format without our express written consent.
Indemnification
You agree to indemnify, defend and hold harmless RCC, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries and affiliates (collectively, the "Indemnified Parties") from and against any and all claim, loss, expense, or demand or liability, including attorneys' fees and costs, incurred by the Indemnified Parties in connection with any claim by a third party (including any intellectual property claim) arising out of (i) materials and content you submit, post to or transmit to us, whether through the Website, via email or otherwise; or (ii) your use of the Website in violation of this Agreement or in violation of any applicable law. You further agree that you will cooperate as reasonably required in the defense of any such claims. The Indemnified Parties reserve the right, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any such claim or matter without the written consent of RCC.
Disclaimer of Warranties
You acknowledge and agree that this Website and the Content are provided on an "as is", "as available" basis. RCC DOES NOT MAKE ANY, AND HEREBY SPECIFICALLY DISCLAIMS, ALL REPRESENTATIONS, ENDORSEMENTS, GUARANTEES OR WARRANTIES, EXPRESS OR IMPLIED (COLLECTIVELY "WARRANTIES"), REGARDING THIS WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES: (I) OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT; (II) ARISING FROM ANY COURSE OF DEALING, COURSE OF USAGE OR COURSE OF PERFORMANCE; (III) THAT THE WEBSITE, ITS SERVERS, OR EMAIL SENT FROM RCC WILL OPERATE UNINTERRUPTED OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS; OR (IV) OF TIMELINESS, ACCURACY OR RELIABILITY. YOU AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THIS WEBSITE AND THE TIMELINESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THE CONTENT IS ASSUMED SOLELY BY YOU.
Limitation of Liability
You agree that under no circumstances shall RCC be liable for any damages, whether direct, indirect, incidental, consequential, special, punitive or exemplary damages (including, without limitation, lost profits, interruption of business or loss of data) (collectively, the "Excluded Damages"), arising out of your use of or inability to use this Website, such as, but not limited to, the provision of personally identifiable information, any failure of performance, error, omission, denial of service attack, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure or third party theft of, destruction of, unauthorized access to, alteration, or use of your information, equipment or property, even if RCC has been advised of the possibility of or could have foreseen the Excluded Damages. The foregoing shall apply regardless of: (i) the negligence or gross negligence of RCC; or (ii) any failure of an essential purpose; or (iii) whether such liability sounds in negligence, strict liability, contract, tort or any other theory of legal liability. In those jurisdictions that do not allow the exclusion or limitation of liability for the excluded damages, RCC's liability shall be limited to the fullest possible extent permitted by law. In no event shall RCC's aggregate liability to you exceed one hundred dollars ($100).
Termination
You acknowledge and agree that RCC may suspend or terminate your access or use of the Website without prior notice if you engage in conduct that RCC, in its sole discretion, believes violates any term or provision of this Agreement, otherwise violates the rights of RCC or third parties, or is otherwise inappropriate for continued access and use of the Website. You further acknowledge and agree that RCC may suspend or terminate your access and use of the Website at any time, with or without cause, in RCC' absolute discretion and without notice. The relevant version of this Agreement shall continue to apply to all prior use of the Website. The following paragraphs of this Agreement shall survive termination of your use or access to the Website: paragraphs concerning Information You Provide, Third Party Websites and Information, Indemnification, Disclaimer of Warranties, Limitation of Liability, Termination and General Provisions and any other provision that by its terms survives termination of your use or access to the Website.
General Provisions
Failure by RCC to enforce any provision(s) of this Agreement shall not be construed as a waiver of any provision or right. This Agreement and all other aspects of your use of the Website shall be governed by and construed in accordance with the laws of the State of Minnesota, without regard to its conflict of laws rules. All claims and disputes arising out of this Agreement or your use of the Website, other than action for specific performance or injunctive relief brought by RCC, shall be exclusively brought in the federal, state or local courts located in Minneapolis, Minnesota, and, with regard to such claims and disputes, you hereby irrevocably (i) submit to the exercise of personal jurisdiction over you by those courts and (ii) waive any jurisdictional, venue, or inconvenient forum objections to such courts. This Agreement constitutes the entire agreement between you and RCC with respect to the Website and supersedes all prior agreements or understandings, whether written or oral, between you and RCC with respect to the Website. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of the Agreement shall remain in full force and effect. Not all products and services on this Website are available in all jurisdictions. If you are using this Website from outside of the United States, you are responsible for ensuring that your use of the Website is in compliance with the law of national jurisdiction. This Agreement inures to the benefit of RCC, its successors and assigns.
