Dakota Pages TERMS OF SERVICE
1. Application and Acceptance of the Terms
You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract, or (b) you are not permitted to receive any Services under the laws of the state or jurisdiction where you are located, the United States of America, or other countries and regions including those in which you are resident or from which you use the Services.
In addition, the use of the Services is subject to certain qualification and standards. By accepting these Terms, you are agreeing to these Terms on behalf of both yourself and such business entity on behalf of which you are using the Services. Upon enrolling for use of the Services, you will be asked to provide certain information in order register for and use the Services. You agree that all such information will be accurate and complete at the time it is submitted and that you will update your account with Dakota in the event any such information changes. If you fail to meet any applicable qualifications or standards for use of the Services, you may not use or access the Services.
You acknowledge and agree that we may amend any Terms at any time by posting the relevant amended and restated Terms on https://dakotapages.net. By continuing to use the Services, you agree to and accept the amended Terms.
You may be required to enter into a separate agreement, whether online or offline, with Dakota for any Service (“Separate Agreements”). If there is any conflict or inconsistency between the Terms and a Separate Agreement, the Separate Agreement shall take precedence over the Terms only in relation to that Service concerned. The Terms may not otherwise be modified except in writing by an authorized officer of Dakota.
2. Provision of Services
You must register as a subscriber and create an account in order to access and use the Services. Further, Dakota reserves the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) to certain categories or types of users or subject to other conditions that Dakota may impose in our discretion. Subject to you qualifying to use the Services and your compliance with the other terms and conditions of these Terms and any Separate Agreements, you are hereby granted the non-exclusive right to access and use the Services for your own internal business purposes.
Services (or any features within the Services) may vary for different regions and countries. No warranty or representation is given that a particular Service or feature or function thereof or the same type and extent of the Service or features and functions thereof will be available for users. Dakota may in our sole discretion limit, deny or create different levels of access to and use of any Services (or any features within the Services) with respect to different users.
Dakota may launch, change, upgrade, impose conditions to, suspend, or stop any Services (or any features within the Services) without prior notice except that in case of a fee-based Service, users shall be notified no less than fourteen (14) days prior to any change in such Service. Some Services may be provided by Dakota’s affiliates on behalf of Dakota.
3. Users Generally
As a condition of your access to and use of or Services, you agree that you will comply with all applicable laws and regulations when using the Services.
You agree to use the Services solely for your own private and internal purposes. You agree that (a) you will not copy, reproduce, re-publish, sell, rent, lease, sublicense, distribute, resell or create derivative works of, or permit any third party to access, use or display, any portion of the Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc., available on or through the Services (the “Services Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Services Content for the purposes of operating a business that competes with Dakota, or otherwise commercially exploiting the Services Content. Systematic retrieval of Services Content from the Services to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from us is prohibited. Use of any content or materials on the Services for any purpose not expressly permitted in the Terms is prohibited.
You agree not to undertake any action to undermine the integrity of the computer systems or networks of Dakota or any other user nor to gain unauthorized access to such computer systems or networks.
4. User Accounts
A user must be registered to access or use some Services. In order to register, users must submit certain information regarding themselves and the business entity that they represent. Such information may include a valid email address, firm or company name, and central registry deposit number for FINRA. You agree to maintain and update such information so that it remains accurate and complete at all times during your use of the Services. Dakota reserves the right to modify such required information from time to time.
Upon registration, Dakota shall assign an account and issue a member ID and password (the latter shall be chosen by a registered user during registration) to each registered User.
A user ID and password is unique to a single account. Each user shall be solely responsible for maintaining the confidentiality and security of your user ID and password and for all activities that occur under your account. No user may share, assign, or permit the use of such user’s account, ID or password by any other person. Users agree to notify us immediately if you become aware of any unauthorized use of your password or your account or any other breach of security of your account.
Users agree that all activities that occur under such user’s account (including without limitation, posting any company or product information, clicking to accept any Separate Agreements or rules, subscribing to or making any payment for any services, or sending emails or SMS messages from your account) will be deemed to have been authorized by the user. Users acknowledge that sharing of their account with other persons or allowing other persons to use your account (collectively, “multiple use”) may cause irreparable harm to Dakota or other users of the Services. Users indemnify Dakota, our affiliates, directors, employees, agents and representatives against any loss or damages (including but not limited to loss of profits) arising as a result of multiple users accessing or using your account. Users also agree that in case of the multiple use of an account or a user’s failure to maintain the security of such user’s account, Dakota shall not be liable for any loss or damages arising from such multiple use or failure and shall have the right to suspend or terminate such user’s account without liability to user or otherwise.
5. User Responsibilities
Each user represents, warrants and agrees that (a) such user has full power and authority to accept the Terms on behalf of itself and the entity or company that it represents, to grant the license and authorization and to perform the obligations hereunder; (b) such user will use the Services for business purposes only; and (c) the address such user provides when registering is the principal place of business of its business entity. For purposes of this provision, a branch or liaison office will not be considered a separate entity and the principal place of business will be deemed to be that of such user’s entity’s corporate headquarters.
As described above, each user may be required to provide information or material about its entity, business or products and services as part of the registration process or its use of any Services or the user account. Each user represents, warrants and agrees that (a) such information and material whether submitted during the registration process or thereafter throughout the continuation of the use of the Service is true, accurate, current and complete, and (b) you will maintain and promptly amend all information and material to keep it true, accurate, current and complete.
Each user represents, warrants and agrees that such user shall:
- carry on its activities when using the Services in compliance with any applicable laws and regulations;
- conduct its business transactions with other users of the Services in good faith;
- carry on its activities in accordance with the Terms and any applicable Separate Agreements;
- not use the Services to defraud or mislead any person or entity;
- not use the Services to make any false or misleading statements regarding such user’s business and activities;
- not impersonate any person or entity, misrepresent yourself or your affiliation with any person or entity;
- not engage in spamming or phishing;
- not engage in any other unlawful activities (including without limitation those which would constitute a criminal offence, give rise to civil liability, etc.) or encourage or abet any unlawful activities;
- not attempt to copy, reproduce, exploit or expropriate Dakota’s various proprietary directories, databases and listings;
- not submit any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information;
- not engage in any scheme to undermine the integrity of the data, systems or networks used by Dakota or any user or in any scheme to gain unauthorized access to such data, systems or networks; and
- not engage in any activities that would otherwise create any liability for Dakota or our affiliates.
Users agree to provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for Dakota’s provision of the Services, evaluating whether user has breached the Terms or handling of any complaint against any user. If a user’s failure to do so results in delay in, or suspension or termination of, the provision of any Service, Dakota shall not be obliged to extend the relevant service period nor shall Dakota be liable for any loss or damages arising from such delay, suspension or termination.
Users acknowledge and agree that Dakota shall not be required to actively monitor nor exercise any editorial control whatsoever over the content of any message or material or information created, obtained or accessible through the Services. Dakota facilitates communication and sharing of certain information between users. Users acknowledge and agree that Dakota is not responsible for identifying or selecting which other users of the Services a user communicates with or to who a user grants access to such user’s information, and Dakota does not monitor, moderate, or oversee any such communications, which are solely between users. Dakota does not endorse, verify or otherwise certify the contents of any comments or other material or information made by any user. Each user is solely responsible for the contents of their communications and may be held legally liable or accountable for the content of their comments or other material or information. Users acknowledge and agree that the Services may only be used by businesses and their representatives and customers for business use and not for individual consumers or for personal use.
User acknowledges and agrees that each user is solely responsible for observing applicable laws and regulations in its respective jurisdictions and to ensure that all use of the Services are in compliance with the same.
6. Breaches by Users
If any user breaches any Terms or if Dakota has reasonable grounds to believe that any user is in breach of any the Terms, Dakota shall have the right to impose a penalty against the user, or suspend or terminate the user’s account or subscription of any Service without any liability to Dakota. Dakota shall also have the right to restrict, refuse or ban any and all current or future use of any other Service that may be provided by Dakota. The penalties that Dakota may impose include, among others, warning, removing any product listing or other User Content (as defined below) that the user has submitted, posted or displayed, imposing restrictions on the number of product listings that the user may post or display, or imposing restrictions on the user’s use of any features or functions of any Service for such period as Dakota may consider appropriate in our sole discretion.
Without limiting the generality of the provisions of the Terms, a user would be considered as being in breach of the Terms in any of the following circumstances:
- upon complaint or claim from any third party, Dakota has reasonable grounds to believe that such user has willfully or materially failed to perform your contract with such third party,
- Dakota has reasonable grounds to suspect that such user has used any false or misleading information in the use of the Services or with any other user,
- Dakota has reasonable grounds to suspect that any information provided by the user is not current or complete or is untrue, inaccurate, or misleading, or
- Dakota believes that the user’s actions may cause financial loss or legal liability to Dakota or our affiliates or any other users.
Dakota reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing. Further, Dakota may disclose the user’s identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action. Dakota shall not be liable for damages or results arising from such disclosure, and user agrees not to bring any action or claim against Dakota for such disclosure.
Dakota may, at any time and in our reasonable discretion, impose limitations on, suspend or terminate the user’s use of any Service or the Services without being liable to the user if Dakota has received notice that the user is in breach of any agreement or undertaking with any affiliate of Dakota and such breach involves or is reasonably suspected of involving dishonest or fraudulent activities. Dakota shall have the right to publish the records of such breach on the Services. Dakota shall not be required to investigate such breach or request confirmation from the user.
Each user agrees to indemnify Dakota, our affiliates, directors, employees, agents and representatives and to hold them harmless, from any and all damages, losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from such user’s submission, posting or display of any User Content, from such user’s use of the Services, or from its breach of the Terms.
Each user further agrees that Dakota is not responsible, and shall have no liability to you or anyone else for any User Content or other material transmitted over the Services, including fraudulent, untrue, misleading, inaccurate, defamatory, offensive or illicit material and that the risk of damage from such material rests entirely with each user. Dakota reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by the user, in which event the user shall cooperate with Dakota in asserting any available defenses.
7. Transactions Made Through The Services
Dakota provides electronic web-based platforms for communicating and exchanging information between investment managers, analysts and other qualified market participants. As such, Dakota does not represent any user in any specific activity through the Services and is not responsible for the communications or information exchanged between users. However, in certain, limited circumstances, certain of Dakota’s affiliates may have relationships with and provide other services to certain users of the Services. Such services are separate from the Services and the Dakota does not provide or bear any responsibility for any such services. Dakota does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products offered for sale or described through the Services.
Users are advised that there may be risks of dealing with people acting under false pretenses when interacting with people over the Internet, including through the Services. Dakota uses several techniques to verify the accuracy of certain information our users provide us when they register for a membership service on the Services. However, because user verification on the Internet is difficult, Dakota cannot and does not confirm each user's purported identity, whether or not such user is a paying customer. For this reason, users are solely responsible for selecting and confirming the identity of others uses with who they desire to communicate with through the Services. We encourage you to use various means, as well as common sense, to evaluate with whom you are dealing.
Each user acknowledges that it is fully assuming the risks of conducting any communications or transactions in connection with using the Services, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Services. Such risks shall include, but are not limited to, misrepresentation of products and services, fraudulent schemes, unlawful products, and breach of contract. Such risks also include the risks that the distribution, display, and use of User Content displayed on the Services may violate or may be asserted to violate any Third Party Rights (as defined below), and the risk that user may incur costs of defense or other costs in connection with third parties’ assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by claimants of Third Party Rights. All of the foregoing risks are hereafter referred to as "Transaction Risks." Each user agrees that Dakota shall not be liable or responsible for any damages, claims, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise as a result of or in connection with any Transaction Risks.
The Services are not intended to be used, and may not be used by users, to assess, negotiate or consummate any transactions of any kind between users, but instead provides a method to facilitate the exchange of information between users. Accordingly, users are solely responsible for all of the terms and conditions of the transactions between them and any other users of the Services or any transactions arising as a result of use of the Services, including, without limitation, terms regarding payment, fees, and taxes.
Each user agrees to provide all information and materials as may be reasonably required by Dakota in connection with such user’s use of the Services. Dakota has the right to suspend or terminate any user’s account if the user fails to provide the required information and materials.
In the event that any user has a dispute with any party to a transaction, such user agrees to release and indemnify Dakota (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES PROVIDED BY DAKOTA ON OR THROUGH THE SERVICES ARE PROVIDED "AS IS", "AS AVAILABLE" AND “WITH ALL FAULTS”, AND DAKOTA HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, AND UNDERTAKINGS ARE HEREBY EXCLUDED.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DAKOTA MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE SERVICES; DAKOTA DOES NOT REPRESENT OR WARRANT THAT THE DISTRIBUTION, OFFER, DISPLAY, PURCHASE, SALE AND/OR USE OF PRODUCTS OFFERED OR PRODUCTS OR USER CONTENT DISPLAYED ON THE SERVICES DOES NOT VIOLATE ANY THIRD PARTY RIGHTS; AND DAKOTA MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING ANY PRODUCT OR SERVICE OFFERED OR DISPLAYED ON THE SERVICES.
Any material downloaded or otherwise obtained through the Services is done at each user's sole discretion and risk and each user is solely responsible for any damage to Dakota’s computer system or loss of data that may result from the download of any such material. No advice or information, whether oral or written, obtained by any user from Dakota or through or from the Services shall create any warranty not expressly stated herein. Although Dakota may make User Content available through the Services, you should not construe such information as advice, and Dakota assumes no responsibility for any such User Content made available on or submitted to the Services. Dakota does not make recommendations or offer investment advice of any kind. You bear the sole responsibility of evaluating the merits and risks associated with the use of any Content that is made available through the Services. You further acknowledge and agree that any investment decisions that you make, whether or not in connection with Content made available through the Services, are entirely at your election and the Services solely provide additional sources of information that you may or may not elect to use in making such determinations.
Each user hereby agrees to indemnify and hold Dakota, our affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) that may arise from such user's use of the Services (including but not limited to the display of such user's information on the Services) or such user’s breach of any of the Terms or any other representations or warranties made by such user to Dakota, whether or not made herein or in a Separate Agreement. Each user hereby further agrees to indemnify and hold Dakota, our affiliates, directors, officers and employees harmless, from any and all losses, damages, claims, liabilities (including legal costs on a full indemnity basis) that may arise, directly or indirectly, as a result of any claims asserted by any claimants of Third Party Rights or other third parties relating to products offered or displayed on the Services. Each user hereby further agrees that Dakota is not responsible and shall have no liability to you, for any material posted by others or made available by or through links available through the Services, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each user. Dakota reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Dakota in asserting any available defenses.
Although the Services may contain links to third party sites, Dakota is not responsible for the Content or privacy policies displayed or employed by any linked sites. Dakota provides these links as a convenience and does not endorse the companies or contents of any linked sites. Dakota bears no liability for the content appearing on any linked sites; for the use or reliance upon the information that appears upon the linked sites; or for the products or services offered therein.
Dakota shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, equity or otherwise or any other damages resulting from any of the following:
- the use or the inability to use the Services, including loss of data or downtime;
- any malfunction on the Internet with the Services, including failure to deliver notifications to Users;
- violation of Third Party Rights or claims or demands that user's distribution, offer, display, purchase, sale or use of products or services offered or displayed on the Services may violate or may be asserted to violate Third Party Rights; or claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by claimants of Third Party Rights;
- unauthorized access by third parties to data or private information of any user;
- statements or conduct of any user of the Services or any information made available by or through links available through the Services, including misleading, malicious, or criminal use of the Service by a user; and
- any matters relating to Services however arising, including negligence.
Notwithstanding any of the foregoing provisions, the aggregate liability of Dakota, our employees, agents, affiliates, representatives or anyone acting on our behalf with respect to each user for all claims arising from the use of the Services during any calendar year shall be limited to the greater of (a) the amount of fees the user has paid, if any, to Dakota or our affiliates for use of the Services during the calendar year and (b) US$100.00. The preceding sentence shall not preclude the requirement by the user to prove actual damages. All claims arising from the use of the Services must be filed within one (1) year from the date the cause of action arose.
Users — not Dakota — are solely responsible for compliance with any and all privacy laws in such user’s jurisdiction. The limitations and exclusions of liability to you under the Terms shall apply to the maximum extent permitted by law and shall apply whether or not Dakota has been advised of or should have been aware of the possibility of any such losses arising.
9. Force Majeure
Under no circumstances shall Dakota be held liable for any delay or failure or disruption of the content or services delivered through the Services resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, epidemics, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
10. Intellectual Property Rights
The Services and its original content, features and functionality are owned by Dakota and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. You agree to not copy, modify, create derivative works of, publicly display, publicly perform, republish, any of our copyrighted material, except to the extent permitted by the Services itself.
For purposes of these Terms of Service, the term “Content” includes, without limitation, information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services. For the purposes of these Terms of Service, “Content” also includes all User Content (as defined below).
Each user represents, warrants and agrees that (a) you shall be solely responsible for obtaining all necessary third party licenses and permissions regarding any User Content that such user submits, posts or displays; (b) any User Content that a user submits, posts or displays does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third party (“Third Party Rights”); (c) you have the right and authority to sell, trade, distribute or export or offer to sell, trade, distribute or export the products or services described in the User Content and such sale, trade, distribution or export or offer does not violate any Third Party Rights; and (d) all User Consent submitted or uploaded to the Services has been reviewed and approved for use in connection with the Services by the User’s compliance officer or personnel and will be used in connection with the Services at all times in compliance with all policies and procedures of the business entity that you represent.
Each user further represents, warrants and agrees that the User Content that such user submits, posts or displays shall:
- be true, accurate, complete and lawful;
- not be false, misleading or deceptive;
- not contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable;
- not promote sexually explicit or obscene material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
- not violate other Terms or any applicable Separate Agreements
- not violate any applicable laws and regulations (including without limitation those governing export control, consumer protection, unfair competition, or false advertising) or promote any activities which may violate any applicable laws and regulations;
- not infringe any patent, trademark, trade secret, copyright or other intellectual property rights of any other person;
- not violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Service;
- not promote any illegal activity, or advocate, promote or assist any unlawful act; or
- not contain any link directly or indirectly to any other web Services which includes any content that may violate the Terms.
All Content added, created, uploaded, submitted, distributed, or posted to the Services by Users (collectively “User Content”), whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content provided by you is accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. We do not guarantee that any Content you access on or through the Services is or will continue to be accurate. We do not endorse or approve any User Content and make all User Content available to you only as a service and for convenience. The User Content has been prepared without reference to any particular person’s interests, requirements or circumstances and you therefore are solely responsible for evaluating such content’s appropriateness for and application to you. Any User Content posted or submitted to the Services may become unreliable for various reasons, including, for example, changes in market conditions or economic circumstances, among other matters. Neither we nor any third party has any obligation to update any such information or opinions set forth in any Content.
By submitting User Content through the Services, you hereby do and shall grant us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensable and transferable license to use, edit, modify, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the User Content in connection with the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels (including, without limitation, third party Services and feeds). You also hereby do and shall grant each other user of the Services a non-exclusive, perpetual license to access your User Content through the Services, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Content in connection with our operation and maintenance of the Services. For clarity, the foregoing license grants to us and our users does not affect your other ownership or license rights in your User Content, including the right to grant additional licenses to your User Content, unless otherwise agreed in writing. You represent and warrant that you have all rights to grant such licenses to us without infringement or violation of any third-party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.
We do not guarantee that any Content will be made available on the Services. We reserve the right to, but do not have any obligation to, (i) remove, edit or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have violated these Terms of Service), or for no reason at all and (ii) to remove or block any Content from the Services.
You are permitted to use the Services for legitimate business purposes by you, your representatives and customers, provided that your activities are lawful and in accordance with these Terms of Service. Prohibited uses include violation of laws and regulations, hacking the Services in any manner, or violating the Content Standards. No right, title or interest in or to any content on the Services is transferred to you, and all rights not expressly granted are reserved. Any use of the Services not expressly permitted by these Terms of Service is a breach of these Terms of Service and can lead to account termination.
Dakota may have independent third parties involved in the provision of the Services (e.g., third party hosting providers and payment processors). You may not use any trademark, service mark or logo of such independent third parties without prior written approval from such parties.
All legal notices or demands to or upon Dakota shall be made in writing and sent to Dakota by courier, certified mail, or email to the following address: Dakota Live!, 925 W. Lancaster Ave., Suite 220, Bryn Mawr, PA 19010, Attention: Legal@dakota.co The notices shall be effective when they are received by Dakota in any of the above-mentioned manner.
All legal notices or demands to or upon a user shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by the user to Dakota, or by posting such notice or demand on an area of the Services that is publicly accessible without a charge. Notice to a user shall be deemed to be received by such user if and when: (a) Dakota is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User, or (b) immediately upon Dakota posting such notice on an area of the Services that is publicly accessible without charge.
You agree that all agreements, notices, demands, disclosures and other communications that Dakota sends to you electronically satisfy the legal requirement that such communication should be in writing.
12. Specific Copyright Infringement Notices
Dakota does not undertake to review all material before it is posted on the Services, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. In the unlikely event we receive a disclosure request from an authorized party, we reserve the right to disclose user identities when required to do so by the law, including in response to a law enforcement request supported by a valid court order. You waive and hold harmless Dakota from any claims resulting from any action taken by Dakota during or as a result of its investigations and from any actions taken as a consequence of investigations by either Dakota or law enforcement authorities.
If you believe that any User Content violates your copyright, please follow the procedure set forth by article 512(c) of the Digital Millennium Copyright Act and provide us a written takedown notice including the following information:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online Service is covered by a single notification, a representative list of such works at that Service.
- 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 us to locate the material.
- Information reasonably sufficient for us to contact you, such as email, address, telephone number.
- A statement that you 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 you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
The notice should be addressed via certified mail to the address listed above under Notices.
13. General Provisions
Dakota and you are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
Depending on the nature of your use of our Services additional terms or requirements may apply. Such additional terms will be available with the relevant Services, and those additional terms become part of your agreement with us. These Terms of Service supersede any prior versions of the Terms of Service. If any provision of these Terms of Service is held by a court of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.
Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
Dakota’s failure to enforce any right or failure to act with respect to any breach by you under the Terms will not constitute a waiver of that right nor a waiver of Dakota’s right to act with respect to subsequent or similar breaches.
Dakota shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of Dakota). You may not assign, in whole or part, the Terms to any person or entity.
The Terms shall be governed by the laws of the Commonwealth of Pennsylvania without regard to its conflict of law provisions. Except as otherwise required by applicable law or regulation or in connection with any disputes relating to a party’s intellectual property rights or for equitable remedies, any legal action or proceeding arising under these Terms will be resolved by binding arbitration in accordance with the rules of the American Arbitration Association then in effect. Such arbitration shall be conducted exclusively in Philadelphia, Pennsylvania, and the parties irrevocably consent to such arbitration in such location. Judgment upon the award or decision rendered by the arbitrator may be entered in any court having jurisdiction thereof, or application may be made to such court for a judicial recognition of the arbitration award or an order of enforcement thereof, as the case may be. This agreement to arbitrate shall be specifically enforceable by the parties, and, except as provided herein, they confirm that they intend that all disputes, controversies or claims of any kind shall be arbitrated.