TERMS AND CONDITIONS

Last Updated: February 2, 2012

This site (“Site”) is the property of ACTON, INC. (“ACTON”). Your access and use of the Site, and any information, services or products made available through the Site (collectively, the “Services”) is subject to these Terms and Conditions (“TAC”) and the ACTON privacy policy (“Privacy Policy”), located at [INSERT LINK].  We reserve the right, in our sole discretion, to change, modify, add, or delete portions of this TAC and the Privacy Policy at any time without notice, and will post any revisions on the Site. Your continued use is subject to all such revisions. If you do not agree to these TAC or Privacy Policy then do not use the Site.

Terms of Use

Use of the Site is solely at ACTON’s discretion, and ACTON reserves the right to prohibit anyone from accessing, browsing, supplying information to or downloading information from the Site. You are not granted any rights in or to the Site, any Services or any Site related information, other than the limited right to use the Site and the Services as we have authorized in accordance with the TAC and the policies and procedures that ACTON may adopt and make available from time to time. ACTON may terminate your access to this site at any time with or without cause.

Use Restrictions

You may not use the Site to: upload, post, transmit, distribute, store or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; upload, post, e-mail, transmit or otherwise make available any content that: (a) you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); or (b) infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; upload, post, transmit, distribute, store or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation; upload, post, transmit, distribute, store or otherwise make available 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;

act in a manner that negatively affects other users' ability to engage in real time transactions; interfere with or disrupt the Site, our servers or networks (e.g. “Flooding”); intentionally or unintentionally violate any applicable local, state, national or international law and any regulations having the force of law; advertise commercial activities and/or sales without our prior written consent such as contests, sweepstakes, advertising, or pyramid schemes; "stalk", harass or otherwise advocate the stalking or harassing of  another person; post Personally Identifiable Information of any third party; or collect or store Personally Identifiable Information about other users in connection with the prohibited conduct and activities set forth in paragraphs a through j above; Additionally, you may not attempt to override or circumvent any security measures of the Site or our third party partners.

Purchases

To the extent the Site offers any products or services for sale and you wish to purchase such products or services, you will be asked for certain information in connection with your purchase, including, without limitation, name, address, email address and credit card information. You agree to provide us with accurate, correct and up-to-date information, which we shall protect in accordance with the Privacy Policy.

If you make purchases on the Site and pay by credit card, you grant us permission to charge all fees incurred using the credit card you provide to us. If payment cannot be charged to your credit card or such payment is returned to us for any reason, we may either suspend or terminate your account and all services under this TAC and you will personally owe us any unpaid or owed balance. You will also be responsible for paying any applicable taxes related to your purchases.

Site Errors

In the event a product or service is listed on the Site at an incorrect price or with incorrect information, the Site reserves the right to correct such information and price without liability, and orders for such products or services will be revised to reflect the correct price or information. ACTON reserves the right to reject any orders placed on the Site at its sole discretion.

Mobile Service

The Site may be accessible via a mobile device.  The Site does not charge a fee for this, but your mobile device carrier fees may still apply.  

Links

The Site may contain links to other websites.  The Site does not monitor or check the accuracy of such third party materials and accordingly, the Site has no control over such third party sites and resources.  The Site is: (a) not responsible for the availability of such external sites or resources; and (b) does not endorse and is not responsible or liable for any advertising, products or other materials on or available from such third parties.  If you decided to access a third party link, you do so at your own risk.  You should review any terms and conditions and privacy polices prior to navigating to such third party site from the Site.

Advertisers

Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through The Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser.  The Site shall not be responsible or liable for any loss or damage incurred by you.

No Resale Of Service

You shall not reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Site.

Modifications to the Site

We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice.  We shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site.

Termination

We may terminate or suspend, without notice and in our sole discretion, your access to the Site.

Trademark Infringement

The Site and any trademarks associated with the Site are the property of ACTON (the “ACTON Marks”).  In no event shall any ACTON Marks be deemed sold or assigned to you as a result of your acceptance of this TAC or by your use of the Site.  Any and all rights not expressly granted herein are reserved.

ACTON Limited Warranty

ACTON warrants to the original purchaser of products that products sold from the Site shall be free from defects in material and workmanship for a period of one 90 days from purchase. If buyer claims that a product is defective, ACTON, upon written notice from buyer, will issue shipping instructions to buyer for the return of the product to ACTON at buyer’s sole expense. ACTON’s sole obligation under its warranty shall be, at ACTON’s sole discretion to either repair the product, replace the product or refund the price. This limited warranty shall not apply to any product not manufactured by ACTON or any of ACTON’s products or components thereof which has been repaired or altered by anyone or to any product or component thereof that has been subject to alteration, accident, misuse, abuse, or neglect. This warranty is buyer’s exclusive remedy and ACTON hereby expressly disclaims all other warranties, express or implied, including the implied warranty of merchantability and the implied warranty of fitness for a particular purpose. In no event, whether based on contract, tort (including negligence), equity, indemnity, warranty, and strict liability or other theory, shall ACTON be liable to the buyer for indirect, incidental, consequential, special, exemplary, punitive or other damages whatsoever including, without limitation, loss of profit or revenue. The foregoing shall constitute the sole remedy of the buyer and the sole liability of ACTON. Only the terms expressed in this limited warranty shall apply and no distributor, corporation or individual is authorized to amend, modify or extend this limited warranty in any way on resale.

Disclaimer Of All Other Warranties

YOUR USE OF THE SITE IS AT YOUR SOLE RISK.  THE SITE MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE OF THE SUITABILITY OF THE SERVICES OR THAT THE SERVICES SHALL BE SECURE, UNINTERRUPTED, ERROR-FREE, OR SHALL FUNCTION PROPERLY IN COMBINATION WITH ANY THIRD PARTY TECHNOLOGY, HARDWARE, SOFTWARE, SYSTEMS OR DATA.  THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.  THE SITE MAY BE SUBJECT TO INTERRUPTION, LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF WIRELESS APPLICATIONS AND ELECTRONIC COMMUNICATIONS AND WE ARE NOT RESPONSIBLE FOR ANY SUCH DELAYS, DELIVERY FAILURES, OR ANY OTHER DAMAGE RESULTING FROM EVENTS BEYOND THE SITE’S REASONABLE CONTROL. FURTHER, THE SITE MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE IN REGARDS TO ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED, DOWNLOADED OR OTHERWISE OBTAINED BY YOU THROUGH THE SERVICES FROM A THIRD PARTY.  THIS INCLUDES ANY APPLICATION, CONTENT, OR LINK PROVIDED BY A THIRD PARTY.  YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM (INCLUDING WITHOUT LIMITATION, WIRELESS DEVICES) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE SITE BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, GOODWILL, DATA, breach of USER SECURITY, TERMINATION OF USER ACCESS OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS TAC OR THE USE OF OR INABILITY TO USE THE SERVICE, EVEN IF THE SITE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  YOUR EXCLUSIVE REMEDY AND THE SITE’S TOTAL AGGREGATE LIABILITY RELATING TO, ARISING OUT OF, IN CONNECTION WITH, OR INCIDENTAL TO THIS TAC FOR ANY REASON SHALL BE LIMITED TO THE ACTUAL DIRECT DAMAGES INCURRED BY YOU, UP TO ONE HUNDRED U.S. DOLLARS ($100.00).  THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION OR CLAIMS IN THE AGGREGATE FOR ANY REASON INCLUDING, WITHOUT LIMITATION, PERSONAL HARM. 

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS MAY NOT APPLY TO YOU.

MEDICAL WARNING

A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE.  IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.

Choice Of Law; Arbitration

This TAC shall be governed by and construed under the laws of the State of California without regard to its conflict of laws principles.  Any dispute, controversy or claim arising out of or in connection with or otherwise relating to this TAC or any breach or alleged breach hereof shall, upon the request of any party involved, be submitted to and settled by arbitration in or around the City of Los Angeles in the State of California pursuant to the commercial arbitration rules then in effect of the American Arbitration Association; provided, however, that said rules shall be modified as follows: (a) there shall be only one arbitrator, which shall be chosen by an independent third party mutually acceptable to both parties; (b) the arbitrator shall reasonably mitigate all costs of the arbitration; (c) the arbitration shall not exceed a total of ten (10) hours; (d) the parties may discover each other’s documents in accordance with the California State Rules of Civil Procedure, however, no forms of discovery including the taking of depositions shall be permitted; and (e) the prevailing party in any arbitration brought under this TAC shall be entitled to recover from the other party its reasonable attorney’s fees and costs, which fees and costs shall be included in and become part of the arbitration award.  Any award rendered shall be final and conclusive upon the parties and a judgment thereon may be entered in the highest court of the forum, state or federal, having jurisdiction.  

General

This TAC and the Privacy Policy comprise the entire agreement between you and the Site and supersede all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.  All notices, requests or other communications shall be in writing and sent via e-mail or US pre-paid post to the authorized representative of the other party.  If any part of this TAC is found to be illegal, unenforceable, or invalid, then that part shall be removed and remaining provisions will continue to be valid and enforceable.  No joint venture, partnership, employment, agency or exclusive relationship shall exist between you and the Site.  Any failure to enforce any provision of this TAC shall not constitute a waiver of such rights.  All disclaimers, limitations, and restrictions of warranty shall survive termination of this TAC, as well as the provisions of this "General" section.

PRIVACY POLICY

Last Updated: February 2, 2012

Our privacy policy describes how we collect, use, protect and disclose information with respect to your use of the site (the “Site”). 

What Information Is Collected 

When you use the Site, we collect Non-Personally Identifiable Information about you.  “Non-Personally Identifiable Information” refers to information that, by itself, does not identify you as a specific individual (e.g. nickname, wireless provider and device information, demographic information, your Internet browser, operating system, IP address, connection speed, domain name of your Internet service provider, or visitations to the Site).  We may collect Non-Personally Identifiable Information from you directly or through the use of standard technologies described further below.  

In addition, we may collect Personally Identifiable Information about you if you register on the Site, make a purchase or through e-mail correspondence with the Site’s administrator or customer service.  “Personally Identifiable Information” refers to information that may specifically identify you (e.g., name, address, phone number, e-mail address, user ID, payment card information, and other information that you include in any communication or submission.

How Information Is Collected 

While you are able to visit the Site and remain anonymous, we, or our third party service providers, may still collect Non-Personally Identifiable Information about your use of the Site (e.g. wireless provider and device information, demographic information, your Internet browser, operating system, IP address, connection speed, domain name of your Internet service provider and your activity on the Site).  Such information may be gathered by methods such as: Cookies.  Cookies are small pieces of information that are stored by your browser on your computer's hard drive which work by assigning to your computer a unique number that has no meaning outside of the Site.  Most web browsers automatically accept cookies, but you can usually configure your browser to prevent this.  Not accepting cookies may make certain features unavailable to you.  Other companies' use of their cookies is subject to their own privacy policies.

Web Beacons.  Web beacons are small pieces of data that are embedded in web pages and e-mails.  We, and our third party partners and affiliates may use Web Beacons within the pages of the Site.

How Information Is Used

We use Non-Personally Identifiable Information for the following general purposes: To (a) customize the advertising and content you see; (b) improve our services; (c) fulfill requests for additional products and services; (d) conduct research; and (e) provide anonymous reporting for internal and external clients.

We may use Personally Identifiable Information to register you with the Site, open an account with the Site, to process purchase orders that you place through the Site, to respond to your inquiry or the issue you pose to the Site administrator or to post your submissions to the Site. We may also use Personally Identifiable Information to notify you about products and services that may be of interest to you. If you wish to subscribe to a newsletter that we may offer to you, we will use your name and email address to send the newsletter to you. Out of respect for your privacy, we will provide you a way to unsubscribe. If you no longer wish to receive our newsletter and/or promotional communications, you may opt-out of receiving them by following the instructions included in each newsletter or communication or by emailing us at spin@spnkix.com.

How Information Is Shared and Disclosed

We may share and disclose your Non-Personally Identifiable Information with our partners, but we will not rent, sell, or share Personally Identifiable information with others except under the following 

circumstances: To trusted partners who work with us under confidentiality agreements (including without limitation, payment processors).  Payment card information is transmitted over a secure encrypted connection to a payment processor and stored in a datacenter until the transaction is completed, at which point it is removed unless you have requested to store your payment card details securely at the processor for future transactions; In responding to subpoenas, court orders, or other legal processes, or to establish or exercise our legal rights or defend against legal claims; In order to investigate, prevent, or take action regarding illegal activities, suspected fraud, situations involving potential threats to the physical safety of any person, violations of the Site’s Terms of Service or as otherwise required by law. In the case we are acquired by or merged with another company. In this event, we will notify you by posting information on the Site.

Security

The security of your Personally Identifiable Information is important to us. When you enter Personally Identifiable Information (such as name, address and payment card number) on our registration or order forms, we encrypt that information using secure socket layer technology (SSL). However, it is important to note that transmissions over the Internet are never 100% secure or error-free. As a result, we do not, and cannot, guarantee the security, accuracy, or completeness of Personal Identifiable Information. However, we do take appropriate security measures to protect against unauthorized access or disclosure of the information we collect.  These include internal reviews of our data collection, storage and processing practices and electronic security measures.

Third Party Links  

The Site may contain links to third parties who may provide wireless, online or downloadable applications as well as to links to websites outside of our control.  These third parties may collect Personally Identifiable Information and Non-Personally Identifiable Information directly from you.  In either case, such third parties will have separate privacy policies and data collection practices.

The Site: (a) has no responsibility or liability for these independent policies or actions; (b) is not responsible for the privacy practices or the content of such websites; and (c) does not make any warranties or representations about the contents, products or services offered on such websites or the security of any information you provide to them.  

Advertising

Ads appearing on the Site may be delivered to you by us or by our advertising partners.  This privacy policy does not cover any third party advertisers.  Please review the applicable advertiser’s app for their privacy policy.

Changes to this Privacy Policy

We strive to ensure your privacy is protected and as a result, this privacy policy may be revised from time to time.  In no event will any change result in the degradation of any of the security measures designed to protect you. Significant revisions will be posted on the Site and your continued use shall act as acceptance of those terms.