Terms of Service

Welcome to the MiDitto Fan Page (the "Fan Page"). MiDitto provides its services to you subject to the following conditions. Before you may use the Fan Page, you must read and accept all of the terms and conditions in, and linked to, this Terms of Service ("TOS") and the linked Privacy Policy. We strongly recommend that, as you read this TOS, you also access and read the linked information, since it is incorporated into and hereby made part of this TOS. This TOS is effective upon acceptance. Use of any functionality of the Fan Page constitutes acceptance of this TOS. If this TOS conflicts with any other documents, the TOS will control for the purposes of usage of the Fan Page. You may only use certain portions of the Fan Page if you are a MiDitto registered member or merchant. If you do not agree to be bound by this TOS and the Privacy Policy, you may not use the Fan Page in any way.

1. Description of Services.
   In the Fan Page, MiDitto provides users with access to sales of products and/or services online (the "Service"). You are responsible for obtaining access to the Fan Page, and that access may involve third-party fees (such as Internet service provider or airtime charges). In addition, you must provide and are responsible for all equipment necessary to access the Fan Page.
2. License and Fan Page Access.
   MiDitto grants you a limited license to access and make personal use of the Fan Page and the Service. This license does not include any downloading or copying of account information for the benefit of another vendor or any other third party; caching, unauthorized hypertext links to the Fan Page and the framing of any Content available through the Fan Page uploading, posting, or transmitting any content that you do not have a right to make available (such as the intellectual property of another party); uploading, posting, or transmitting any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; any action that imposes or may impose (in MiDitto’s sole discretion) an unreasonable or disproportionately large load on MiDitto’s infrastructure; or any use of data mining, robots, or similar data gathering and extraction tools. You may not bypass any measures used by MiDitto to prevent or restrict access to the Fan Page. Any unauthorized use by you shall terminate the permission or license granted to you by MiDitto.
3. Membership Eligibility.
   The MiDitto Service is not available to minors under the age of 18 or to any users suspended or removed from the system by MiDitto for any reason. Users may not have more than one active account. Additionally, users are prohibited from selling, trading, or otherwise transferring your MiDitto account to another party. If you do not qualify, you may not use the MiDitto Service or the Fan Page.
4. Your Account.
   In consideration of your use of the Fan Page, 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 provide true, accurate, current and complete information about yourself as prompted by the Fan Page's registration form. If you provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or MiDitto has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, MiDitto has the right to suspend or terminate your account and refuse any and all current or future use of the Fan Page (or any portion thereof). If you use the Fan Page, you are responsible for maintaining the confidentiality of your account and password, and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password. Because of this, we strongly recommend that you exit from your account at the end of each session. You agree to notify MiDitto immediately of any unauthorized use of your account or any other breach of security. MiDitto reserves the right to refuse service, terminate accounts, or remove or edit content in its sole discretion.
5. Submitted Content.
   MiDitto does not claim ownership of any materials you make available through the Fan Page. At MiDitto’s sole discretion, such materials may be included in the Service in whole or in part or in a modified form. With respect to such materials you submit or make available for inclusion on the Fan Page, you grant MiDitto a perpetual, irrevocable, non-terminable, worldwide, royalty-free and non-exclusive license to use, copy, distribute, publicly display, modify, create derivative works, and sublicense such materials or any part of such materials. You hereby represent, warrant and covenant that any materials you provide do not include anything (including, but not limited to, text, images, music or video) to which you do not have the full right to grant the license specified in this Section 5.
6. Disclaimer of Warranty.
   ALL CONTENT, PRODUCTS, AND SERVICES ON THE FAN PAGE, OR OBTAINED FROM A WEBFAN PAGE TO WHICH THE FAN PAGE IS LINKED (A "LINKED FAN PAGE") ARE PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OF ANY KIND EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY OR ACCURACY.
   
   THIS FAN PAGE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SITE MAY BE OUT OF DATE, AND WE MAKE NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.
   
   MiDitto DOES NOT ENDORSE AND IS NOT RESPONSIBLE FOR (A) THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE OR STATEMENT MADE THROUGH THE FAN PAGE BY ANY PARTY OTHER THAN MIDITTO, (B) ANY CONTENT PROVIDED ON LINKED FAN PAGES OR (C) THE CAPABILITIES OR RELIABILITY OF ANY PRODUCT OR SERVICE OBTAINED FROM A LINKED FAN PAGE.
   OTHER THAN AS REQUIRED UNDER APPLICABLE CONSUMER PROTECTION LAW, UNDER NO CIRCUMSTANCE WILL MIDITTO BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A USER'S RELIANCE ON INFORMATION OBTAINED THROUGH THE FAN PAGE OR A LINKED FAN PAGE, OR USER'S RELIANCE ON ANY PRODUCT OR SERVICE OBTAINED FROM A LINKED FAN PAGE. IT IS THE RESPONSIBILITY OF THE USER TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE FAN PAGE, OR OBTAINED FROM A LINKED FAN PAGE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC OPINION, ADVICE, PRODUCT, SERVICE, OR OTHER CONTENT.
   
   Through your use of the site, you may have the opportunities to engage in commercial transactions with other users and vendors. You acknowledge that all transactions relating to any merchandise or services offered by any party, including, but not limited to the purchase terms, payment terms, warranties, guarantees, maintenance and delivery terms relating to such transactions, are agreed to solely between the seller or purchaser of such merchandize and services and you. WE MAKE NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH, OR IN CONNECTION WITH THIS SITE, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY PRODUCTS, SERVICES, MATERIALS, OR INFORMATION AVAILABLE ON OR THROUGH THIS SITE FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY, AND NOT BY US OR ANY OTHER OF OUR AFFILIATES.
7. Limitation of Liability.
   YOU EXPRESSLY UNDERSTAND AND AGREE THAT MIDITTO AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, 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 MIDITTO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM USE OF THE FAN PAGE, CONTENT OR ANY RELATED SERVICES.
   
   FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY GOODS AND SERVICES OFFERED THROUGH THIS SITE OR FOR ASSISTANCE IN CONDUCTING COMMERCIAL TRANSACTIONS THROUGH THIS SITE, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS.
   
   SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
8. Indemnity.
   You agree to indemnify and hold MiDitto (and its officers, directors, agents, subsidiaries, joint ventures, and employees) harmless from any claim or demand, including reasonable attorneys’ fees, or arising out of or related to your breach of this TOS, or your violation of any law or the rights of a third party.
9. Electronic Communication. When you use the Fan Page or send emails to MiDitto, you are communicating with MiDitto electronically. You consent to receive communications electronically from MiDitto and its Fan Page Affiliates (as defined in the Privacy Policy). MiDitto will communicate with you by email or by posting notices on the Fan Page. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing.
10. Fan Page-Provided Email and Postings.
    The Fan Page may provide users with the ability to send email messages to other users and non-users and to post messages on the Fan Page. MiDitto is under no obligation to review any messages, information or content ("Postings") posted on the Fan Page by users and assumes no responsibility or liability relating to any such Postings. Notwithstanding the above, MiDitto may from time to time monitor the Postings on the Fan Page and may decline to accept and/or remove any email or Postings. You understand and agree not to use any functionality provided by the Fan Page to post content or initiate communications that contain:
    
    
    1. Any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, profane, hateful, racially, ethnically or otherwise objectionable material of any kind, including, but not limited to, any material which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law.
    2. Advertisements or solicitations of any kind.
    3. Impersonate others or provide any kind of false information.
    4. Personal information such as messages which state phone numbers, social security numbers, account numbers, addresses, or employer references.
    5. Messages by non-spokesperson employees of MiDitto purporting to speak on behalf of MiDitto or containing confidential information or expressing opinions concerning MiDitto.
    6. Messages that offer unauthorized downloads of any copyrighted or private information.
    7. Multiple messages placed within individual folders by the same user restating the same point.
    8. Chain letters of any kind.
    9. Identical (or substantially similar) messages to multiple recipients advertising any product or service, expressing a political or other similar message, or any other type of unsolicited commercial message. This prohibition includes but is not limited to a) Using MiDitto.com invitations to send messages to people who don’t know you or who are unlikely to recognize you as a known contact; b) Using MiDitto.com to connect to people who don’t know you and then sending unsolicited promotional messages to those direct connections without their permission; and c) Sending messages to distribution lists, newsgroup aliases, or group aliases.
11. Links.
    The Fan Page or third parties may provide links to other World Wide Web Fan Pages or resources. Because MiDitto has no control over such Fan Pages and resources, you acknowledge and agree that MiDitto is not responsible for the availability of such external Fan Pages 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 Fan Pages or resources. You further acknowledge and agree that MiDitto 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 Fan Page or resource.
12. Participation in Promotions
    From time to time, this site may include advertisements offered by third parties. You may enter into correspondence with or participate in promotions of the advertisers showing their products on this site. Any such correspondence or promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such correspondence or promotions, are solely between you and the advertiser. We assume no liability, obligation or responsibility for any part of any such correspondence or promotion.
13. Access To Password Protected/Secure Areas.
    Access to and use of password protected and/or secure areas of the Fan Page is restricted to authorized users only. Unauthorized individuals attempting to access these areas of the Fan Page may be subject to prosecution.
14. Modification and Notification of Changes.
    MiDitto reserves the right to make changes to the Fan Page, related policies and agreements, this TOS and the Privacy Policy at any time. If MiDitto makes a material modification to this TOS, it will notify you by:
    
    
    1. sending an email to the address associated with your account. MiDitto is not responsible for your failure to receive an email due to the actions of your ISP or any email filtering service; therefore, you should add MiDitto.com to the list of domains approved to send you email (commonly known as your "whitelist"); and
    2. displaying a prominent announcement above the text of this TOS or the Privacy Policy, as appropriate, for thirty (30) days,
       
       with (i) and (ii) being deemed sufficient notification, of such changes.
15. Trademarks.
    The trademarks, logos and service marks ("Marks") displayed on the Fan Page are the property of MiDitto and other parties. Users are prohibited from using any Marks for any purpose including, but not limited to use as metatags on other pages or Fan Pages on the World Wide Web without the written permission of MiDitto or such third party which may own the Marks. All information and content including any software programs available on or through the Fan Page ("Content") is protected by copyright. Users are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works or using any Content available on or through the Fan Page for commercial or public purposes.
16. Survival of Terms After Agreement Ends.
    Notwithstanding any other provisions of this TOS, or any general legal principles to the contrary, any provision of this TOS that imposes or contemplates continuing obligations on a party will survive the expiration or termination of this TOS.
17. General.
    If any of these conditions are deemed invalid, void, or for any reason unenforceable, the parties agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the unenforceable condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition. Headings are for reference purposes only and do not limit the scope or extent of such section. This TOS, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by MiDitto without restriction. This TOS and the relationship between you and MiDitto will be governed by the laws of the State of New York without regard to its conflict of law provisions. You and MiDitto agree to submit to the personal jurisdiction of the federal and state courts located in the State of New York with respect to any legal proceedings that may arise in connection with this TOS. The failure of MiDitto to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. MiDitto does not guarantee it will take action against all breaches of this TOS. Except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this TOS. This TOS constitutes the entire agreement between you and MiDitto and governs your use of the Fan Page, superseding any prior agreements between you and MiDitto with respect to the Fan Page.
    
    
    Date: January 3, 2012