EFFECTIVE DATE AND CHANGES TO THESE TERMS
The Effective Date of these Terms is set forth at the top of this webpage. OEA reserves the right to modify or amend the Terms without notice at any time. Such modifications or amendments will not apply retroactively but will become effective immediately when posted to this webpage. Therefore, it is your responsibility to check these Terms for changes. Your continued use of the Site following any modifications or amendments to the Terms will mean that you agree to the changes. Any modified or amended Terms supersede all previous versions.
WHO MAY USE THE SITE
You may use this Site so long as you agree to be bound by, and act in accordance with, these Terms and are at least thirteen (13) years old.
ABOUT THE SITE
The Site collects and displays information provided by portable restroom operators (“PROs”) relating to portable restroom units and other assets which are used for advertising, including standard portable restroom units, portable restrooms trailers, barricades, portable showers or other similar units (collectively, “Advertising Assets”). Through the site, organizers of outdoor events requiring Advertising Assets (referred to herein as “Organizers” and “Events”) may provide information about Events at which advertisers (“Advertisers”) may potentially place advertisements on the Advertising Assets. In these Terms, PROs, Organizers and Advertisers are sometimes referred to generally as “Users.” Using the Site, Users can upload and view information about Events.
ACCESSING THE SITE & USER REQUIREMENTS
PROs who have created an Account on the Site are then required to use the functionality of the Site to invite all Organizers for which they provide Advertising Assets to also create an Account on the Site. If you are an Organizer, you further agree that information that you post on the Site and any information relating to your activity on the Site may be viewable by other Users and does not constitute confidential information. In order to use the Site, if you are a PRO you must also agree to the terms of an Exclusive Advertising Agreement (“EAA”), as such agreement is presented to you by OEA. If a PRO does not sign and agree to the terms of the EAA, such PRO may not use and access the Site to facilitate the sale of advertising on Advertising Assets.
Organizers who have created an Account on the Site may use the Site’s functionality to add new Events. In order to add an Event to the Site, the Organizer must provide the information requested at the time to Event is added. If you are an Organizer, you hereby acknowledge and agree that any Events that you post on the Site and any information relating to any such Event you provide through the Site shall be viewable by other Users and does not constitute confidential information. In order to use the Site, if you are an Organizer you must also agree to the terms of a Mutual Service Agreement (“MSA”), as such agreement is presented to you by OEA. If an Organizer does not sign and agree to the terms of a MSA, such Organizer may not use and access the Site to add events.
OEA is not liable for the placement of any advertising locations created by Organizers.
Advertisers who have created an Account on the Site may use the Site’s functionality to select Advertising Assets on which to place advertisements at Events or particular groups or “packages” of Events. If you are an Advertiser, you hereby acknowledge and agree that any advertisements submitted for inclusion on Advertising Assets are subject to OEA’s sole and exclusive discretion and approval. If you are an Advertiser, you further agree that information that you post on the Site and any information relating to your activity on the Site may be viewable by other Users and does not constitute confidential information. In order to use the Site, if you are an Advertiser you must also agree to the terms of an Advertising Agreement (“AA”), as such agreement are is presented by OEA. If an Advertiser does not sign and agree to the terms of an AA, such Advertiser may not use and access the Site to place advertisements on Advertising Assets.
CONDITIONS OF USE
You may use this Site and the information, files, documents, text, photographs, images, audio, and video which it contains and any material made available for download on or provided by the Site (collectively, the “Content”) only as expressly provided in these Terms or as otherwise stated on the Site. All right, title, and interest in and to the Content are the property of OEA (or another party that has licensed their material to us). For the avoidance of doubt, information that you submit using the Site is considered Content, and by submitting such information to the Site, you grant to OEA a worldwide, non-exclusive, royalty free, sublicenseable and transferable license to use, reproduce, distribute, create derivative works of, display, and perform such information. You also grant each User a non-exclusive license to access and download the information you submit through the Site. The Site and Content are protected by United States and international copyright and trademark laws. All rights not expressly granted herein are reserved to us and our licensors. The use of this Site does not confer upon you any rights to any intellectual property including but not limited to patents, trademarks, copyrights, design, user interfaces, trade dress, or computer code.
We authorize you to view the Content on the Site solely for your own use. You may not remove the copyright and other proprietary rights notices which are contained in the Content. You may not copy, distribute, modify, create derivative works of, reproduce, publish or use, in whole or in part, any Content. Content and features are subject to change or termination without notice in our discretion.
You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, by (a) accessing data not intended for such user or logging onto a server or an Account that you are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) accessing or using the Site or any portion thereof without authorization; or (d) introducing any viruses, Trojan horses, worms, logic bombs, malware or other material which is potentially malicious or technologically harmful.
You may not use this Site in any manner that interferes with the services OEA provides via this Site nor may you attempt to access the Site in any other manner than those that we purposely provide to you or are otherwise permitted by law. This includes but is not limited to attempts to gain unauthorized access, imposing an unreasonably large load on the Site’s infrastructure, or any other attempts to interfere with OEA’s intended working of the website as well as the experience of other visitors. You may not use any robot, spider or other automatic device, process or means to access the Site for any purpose, including monitoring or copying any of the Content.
If you use or attempt to use this Site or the Content in any way not expressly permitted by these Terms or the Site, your right to use the Site will terminate automatically..
LINKS TO OUTSIDE WEBSITES
This Site may contain links to independent third-party websites. These links are provided solely as a convenience to our visitors and OEA has no control over, is not responsible for, and does not endorse or make any representations whatsoever about the content of these linked websites. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, malware and other items of a destructive or harmful nature. Your use of third-party websites is at your own risk.
CHANGES TO CONTENT
You acknowledge and agree that OEA may, but is not obligated to, review, revise, modify or delete any content or information on the Site as it deems necessary in its sole discretion.
WARRANTIES AND DISCLAIMERS OF WARRANTIES
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE, SITE-RELATED SERVICES, AND LINKED SITES. OEA DOES NOT WARRANT THAT THE SITE OR ANY FILES AVAILABLE FOR DOWNLOAD ON THE SITE WILL BE ENTIRELY SECURE, FREE OF VIRUSES, WORMS, TROJAN HORSES, MALWARE OR OTHER DESTRUCTIVE OR HARMFUL PROGRAMMING. YOU ARE RESPONSIBLE FOR IMPLEMENTING PROCEDURES SUFFICIENT TO SATISFY YOUR NEEDS FOR DATA BACK UP AND SECURITY.
LIMITATION OF LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, OEA AND ITS EMPLOYEES, OFFICERS, MANAGERS, DIRECTORS, MEMBERS, AFFILIATES, ATTORNEYS, AGENTS, CONTRACTORS OR REPRESENTATIVES (COLLECTIVELY, THE “OEA REPRESENTATIVES”) WILL NOT BE RESPONSIBLE FOR ANY DAMAGES, LIABILITY OR INJURIES FOR ANY CAUSE OF ACTION UNDER ANY LEGAL THEORY THAT RELATES IN ANY WAY TO YOUR ACCESS, OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE, SITE-RELATED SERVICES, CONTENT, INFORMATION CONTAINED WITHIN THE SITE OR ANY LINKED SITE, INCLUDING ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION). OEA SHALL NOT BE LIABLE EVEN IF OEA OR AN OEA REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE SITE OR ANY LINKED SITE, IS TO STOP USING THE SITE AND/OR THOSE PRODUCTS OR SERVICES. NOTWITHSTANDING THE FOREGOING, OEA’S TOTAL LIABILITY FOR ANY CLAIMS UNDER THESE TERMS SHALL BE LIMITED TO ACTUAL, DIRECT DAMAGES, THE LESSER OF AMOUNT YOU PAID OEA TO USE THE SITE OR ONE HUNDRED DOLLARS ($100). IN ANY EVENT, OEA WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT WAS NOT REASONABLY FORESEEABLE AS OF THE EFFECTIVE DATE OF THESE TERMS. NO CLAIM OR ACTION ARISING FROM OR CONCERNING THE SITE MAY BE BROUGHT LATER THAN ONE (1) YEAR FROM THE DATE THE CLAIM OR CAUSE OF ACTION AROSE. THE FOREGOING LIMITATIONS APPLY EVEN IF THE REMEDIES UNDER THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE.TO THE MAXIMUM EXTENT PERMITTED BY LAW, OEA AND ITS EMPLOYEES, OFFICERS, MANAGERS, DIRECTORS, MEMBERS, AFFILIATES, ATTORNEYS, AGENTS, CONTRACTORS OR REPRESENTATIVES (COLLECTIVELY, THE “OEA REPRESENTATIVES”) WILL NOT BE RESPONSIBLE FOR ANY DAMAGES, LIABILITY OR INJURIES FOR ANY CAUSE OF ACTION UNDER ANY LEGAL THEORY THAT RELATES IN ANY WAY TO YOUR ACCESS, OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE, SITE-RELATED SERVICES, CONTENT, INFORMATION CONTAINED WITHIN THE SITE OR ANY LINKED SITE, INCLUDING ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION). OEA SHALL NOT BE LIABLE EVEN IF OEA OR AN OEA REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE-RELATED SERVICES, CONTENT OR INFORMATION CONTAINED WITHIN THE SITE OR ANY LINKED SITE, IS TO STOP USING THE SITE AND/OR THOSE PRODUCTS OR SERVICES. NOTWITHSTANDING THE FOREGOING, OEA’S TOTAL LIABILITY FOR ANY CLAIMS UNDER THESE TERMS SHALL BE LIMITED TO ACTUAL, DIRECT DAMAGES, THE LESSER OF AMOUNT YOU PAID OEA TO USE THE SITE OR ONE HUNDRED DOLLARS ($100). IN ANY EVENT, OEA WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT WAS NOT REASONABLY FORESEEABLE AS OF THE EFFECTIVE DATE OF THESE TERMS. NO CLAIM OR ACTION ARISING FROM OR CONCERNING THE SITE MAY BE BROUGHT LATER THAN ONE (1) YEAR FROM THE DATE THE CLAIM OR CAUSE OF ACTION AROSE. THE FOREGOING LIMITATIONS APPLY EVEN IF THE REMEDIES UNDER THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE.
The limitations of liability provided in these Terms inure to our benefit to all of the OEA Representatives.
Some jurisdictions do not allow the disclaimer of warranties or limitation of certain damages so certain of the foregoing disclaimers and limitations may not apply to you.
You agree to indemnify and hold harmless OEA and OEA Representatives from any and all losses, damages, liabilities, claims, demands, suits, or causes of action (including reasonable attorneys’ fees and costs) arising out of your use or misuse of the Site, your breach of these Terms or your violation of applicable law, rule or regulation.
WAIVER OF CLASS ACTION
YOU AND OEA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
This Agreement will be governed in all respects by the laws of the State of Tennessee as such laws are applied to agreements between Tennessee residents entered into and to be performed entirely within Tennessee, without giving effect to conflict of laws principles. The sole venue to bring any action under this Agreement shall be the state and federal courts of Knox County, Tennessee, USA. You hereby submit to the jurisdiction of such courts.
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials posted on the Site infringe your copyright, you (or your agent) may send OEA a “Notification of Claimed Infringement” requesting that the material be removed, or access to it blocked. The notice must include the following information:
- A physical or electronic signature of a person authorized to act on behalf of the owner of the works that have been allegedly infringed;
- Identification of the copyrighted work alleged to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works);
- Identification of the specific material or link alleged to be infringing or the subject of infringing activity, and information reasonably sufficient to allow OEA to locate the material on the Site;
- Your name, address, telephone number, and email address (if available);
- A statement that you have 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; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send OEA a counter-notice.
Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see https://www.copyright.gov/ for details. Notices and counter-notices with respect to the Site should be sent to firstname.lastname@example.org with a copy to email@example.com. Consult your legal advisor and see 17 U.S.C. § 512 before filing a notice or counter-notice as there are penalties for false claims under the DMCA.
No waiver by OEA of any term or condition set forth in these Terms shall be effective unless in a writing signed by an authorized representative of OEA or be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure to enforce any provision of this Agreement shall not constitute a waiver thereof or of any other provision.
Should any provision of these Terms be held to be invalid, unenforceable, or illegal by a court of competent jurisdiction, such ruling will not affect or impair the validity, enforceability, or legality of any remaining portions of this Agreement, and, in such event, such provision will be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law. All remaining portions will remain in full force and effect as if the original Terms had been executed without the invalidated, unenforceable, or illegal part.
The provisions of these Terms which by their nature should survive the termination of these Terms shall survive such termination.
OEA CONTACT INFORMATION
Please direct any questions about these Terms, as well as all other feedback, comments, requests for technical support and other communications relating to the Site to firstname.lastname@example.org.