FULLGOLF TERMS AND CONDITIONS OF USE
Last Updated August 18, 2008
French speaking people, Please refer to this english version until the French translation (under way) is available.
THIS IS A LEGALLY-BINDING AGREEMENT. PLEASE READ THIS ENTIRE AGREEMENT CAREFULLY BEFORE USING THIS SITE. BY USING THIS SITE, YOU SIGNIFY YOUR ASSENT TO THESE TERMS AND CONDITIONS OF USE.
IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU ARE NOT AUTHORIZED TO USE THE SITE. FULLGOLF PROVIDES INFORMATIONS, PRODUCTS AND SERVICES TO YOU CONDITIONED UPON YOUR ACCEPTANCE, WITHOUT MODIFICATION, OF THE TERMS.
1. Acknowledgement & Acceptance of Agreement
These terms and conditions of use (“Terms”) are a binding contract between FullGolf network of web sites and services (“We”, “Us”, or “Our”), and FullGolf sites Visitors, Customers and Card Partners (“You”, “Your”, "Your organisation", "User"). FullGolf is Division of Chipway, a French Company with offices located at 259 rue Duguesclin, 69003 Lyon. You acknowledge, represent and warrant that You are at least 13 years of age, and You possess the legal right and ability to enter into this Agreement and make the credit card charge on your own behalf or on behalf of any person or organization for whom you are acting as agent and/or that you are authorized to use the password required for the Site. You acknowledge, represent and warrant that You are authorized to enter into this Agreement on behalf of your business or organisation, for any activity regarding Your business or organisation, or for commercial or professional use. By using any of Our Services, like but not limited to, creting, updating, or deteting Directory Business Card and optional contents, Forums, Advertising or commercial services, even with no fees, You signify your assent to act on behalf of your organisation. If you enter into this Agreement on behalf of your organisation, you acknowledge, represent and warrant that your Acceptance of this Agreement has the effect of making your organisation a party bound to this Agreement. You, personal or professonal User, acknowledge, represent and warrant that all the information submitted by You to Us, via online forms or otherwise, is and will continue to be true, correct, accurate, and current. You acknowledge, represent and warrant that You will not use Our site for any purpose that is unlawful or prohibited by this Agreement.
2. Agreement to Deal Electronically
You agree that all transactions with or through Our sites may, at Our own option, be conducted electronically and You agree that (1) We may provide all agreements, notices, and disclosures electronically, including any that we are otherwise required to provide in “writing”. (2) All electronic records are deemed sent when they are properly addressed to you and either the record enters a region of an information processing system under the recipient's control or the record enters an information processing system outside the control of the sender. (3) All electronic records are received when the record enters an information processing system that the recipient has designated or uses for the purpose of receiving electronic records or information of the type sent, in a form capable of being processed by that system, and from which the recipient is able to retrieve the electronic record.
If you do not wish to deal with Us electronically, you should not enter into this Agreement or use any of Our sites. We may complete any transaction initiated by you at any of Our sites prior to termination of your use of the site and may continue to provide you all notices related to the transaction electronically. If applicable law now or hereafter requires Us to communicate with You non-electronically, we reserve the right to charge a fee for doing so. You agree that We may chose (from time to time) to provide all or any part of Our services non-electronically.
3. Notification of Changes
We reserve the right, at Our discretion, to add, change, modify, or remove portions of these terms at any time. Whenever we change this Agreement, we will post those changes to this Web page and will update the "Last Updated" date at the top of this Agreement. Your continued use of this site following the posting of changes to these terms (including the Privacy Policy) will constitute your acceptance to such changes. You agree to be bound to any changes to this Agreement when you use Our services after any such modification is posted. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.
4. Term of Agreement
We may, at any time in Our sole discretion, with or without cause, terminate this Agreement, cancel any Business Card, optional listing, comment, content, or submission submitted under this Agreement and/or restrict, suspend or terminate your access to the network sites. We may attempt to notify you of such cancellation, termination, suspension or restriction through email, mobile phone, phone or another method chosen by Us. Your first subscription is established for one-year unless otherwise specified by Us. Your subscription to any of Our services will be automatically renewed for successive one-year terms, unless You notifie Us Your intent to cancel this service by using Our electronic Automatic Annual Renewal Tool at Our web site or in writing at least thirty (30) days prior to such renewal. The cost of the renewed service will be the then-current standard rate. Your credit card will be charged the non-refundable renewal fee in accordance with the terms of this Agreement. If We are unable to process Your credit card payment because the credit card has expired or is otherwise invalid, then We may contact You to obtain payment information and/or cancel Your service subscription.
You may cancel or terminate any or all of Your listings or services, with or without cause, with ou without keeping Your user Account, at any time, subject to the terms. You may cancel and terminate this Agreement, unless for Club Partnership, by canceling all Your Accounts, registrations, listings and services hereunder, with or without cause, at any time, subject to the terms. You must no more use Our network sites to avoid the terms. Whenever You will use any of Our network sites, the terms will apply even after previous explicit termination. Users that cancelled or teminated registrations, listings or services will not receive any refund, and We shall have no obligations with regard to canceled registrations, listings or services. To cancel, suspend and/or terminate one or more Services, You must use Our electronic cancellation process at Our website; or notify Our designated Customer Account Manager in writing.
Once cancellation or termination request has been processed, Your Service, Option or Account will be cancelled on Our sites and on Our network partner sites. Upon cancellation, Your access to this or these Services, Options or Account shall be discontinued.
5. Service Fees and Payment Terms
You agree to pay all applicable charges under this Agreement, including any applicable taxes or charges imposed by any government entity. If You dispute any charge made under this Agreement, You must notify Us in writing within sixty (60) days after any such charge; failure to so notify Us shall result in the waiver by You of any claim relating to any such disputed charge. Charges shall be calculated solely based on records maintained by Us. No other measurements or statistics of any kind shall be accepted by Us or have any effect under this Agreement. Any charges which are past due by more than fifty (15) days shall bear interest at the rate of two percent (2%) per month or the maximum rate permitted by applicable law, whichever is less, and You shall reimburse Us for any costs and fees (including attorneys fees) incurred by Us in an effort to collect any amount due hereunder. All payments made under this Agreement are non-refundable. To pay a Charged Product or Service ou Fee with FullGolf, You must provide, to one of Our payment partner, a valid, accepted by Us (see Accepted Credit Cards in Our Rates List), credit card or Paypal informations. However, You may use another previously accepted payment method, when You has applied for and received approval from Us for payment by invoice. We may, in Our sole discretion, change any or all of Our setup or annual renewal fee at any time.
6. Partnership Specifics for Term of Agreement and FullGolf Advantages
We may, at any time in Our sole discretion, with or without cause, terminate Your Club Partnership Agreement, without previous notice.
You may cancel and terminate Your Partnership Agreement by canceling it, with or without cause, subject to the terms, with a previous 5 business days notice. You must disclose Your Partnership Termination by updating Your Business Card information, and setup a Termination date. If You do not setup a later termination date, Your Partnership will be terminated at the beginning of the 6th business day (at 00:00 GMT), following the date where Your entered Your Termination disclosure on Our Busines Card Management tool.
You must honor and apply all bookings made by Our Club Members before Your Agreement termination.
You may change Your Partnership Agreement content (Advantages that You allow to Our Card Holders like type of advantages, Discount percentage, details, restrictions, bonus) by adding, updating or deleting any or all Your FullGolf Advantages, with or without cause, subject to the terms, at any time. You must disclose Your Partnership Agreement content changes by updating Your Business Card information, or Our other Partnership contents and fields on Our site. You may offer different conditions depending on Your Season. We thank You to create or update Your Seasons in Advance, in order for Our Card Holders to be aware of Your aplicable conditions. For already booked products or services, You must honor and apply all FullGolf Advantages that were published at the date Our Club Members booked it, before Your Agreement change, if the previous conditions were more interesting for Our Card Holder.
For purposes of this terms, a "business day" is any day other than a Saturday, Sunday or holiday on which the government of France is closed.
7. FullGolf Products:
Our products include, without limitation, free or paid Busines Cards web pages, paid options or services, pay per impression advertisements, pay per click advertisements, free Memberships and Club paid Memberships. The rank of Your Business Card or of any of Your contents or options is subject to change throughout the life of Your service at Our sole discretion. We may display one or several advertisements on any page or content of Our web sites, including within the content itself, on Our sole discretion, at any time.
8. User Account and Group's memberships
FullGolf thinks that "Club Spirit" is much important, as We fill that knowing each other is a good way to keep and improve friendship and courteous behaviour. Anonymous Users have limited access to Our sites. You may create a free User Account to get extended access and functionalities on Our sites. Further options, functions or memberships may be charged (at the current rate defined in FullGolf Price List). All services, listings, services options, and memberships are attached to a FullGolf User Account. The functions that You may use are defined through Groups or User specific rights. All contents' view, create, update, and delete access rights are defined by Us, on Our sole discretion, and We may change them at any time without previouse notice. Your Account will allow to manage Your services and Memberships and provide and manage some details in Your FullGolf Account's Profile. Upon Your profile information, We may give You access to specific groups of Users and Users' Clubs, or give You access rights, on Our sole discretion. When You buy or renew Our services or products, We may check if You are eligible to this services or products. We may use Your profile information for this review, aswell as any information source on Our sole discretion. We may on Our sole discretion, cancel or suspend any of Your groups' and Club's memberships or access rights upon deletion of some or all of Your profile information. You acknowledge, represent and warrant that You will be responsible for all use of Your password even if such use was conducted without Your authority or permission, and You will keep your registration information current.
9. Management Functions
You may only use the management functions or API Program functions for which You are granted access to, and You are subject to the terms set forth in this Section. You may not use these management functions or API Programs, or any data obtained through these management functions or API programs, for purposes other than managing Your account and contents. You may not use any automated programs or scripts in connection with these management functions or API Programs. The management functions or API Programs are provided on an "AS IS" "AS AVAILABLE" basis, with all faults, without warranty of any kind, and your use of these management functions or API Programs is at your sole risk. We may change these management functions or API Programs or stop offering them, at any time, with or without notice, on Our sole discretion.
Receipt times of all submissions, notices and other correspondences and transactions via the FullGolf sites are measured based on receipt by FullGolf's servers.
10. Editorial Standards
Following Your submission of any Business Card or content, We will review Your content entry, to determine whether Your content entry is eligible for inclusion in Our directory. Within ten (10) business days from the date Your submission form is received by Us, We will review Your paid entry Information to determine whether it is eligible for inclusion in Our directory. Free entry (no charge) information is reviewed after all paid entries, on a as possible basis. Your Listings and Optional entries are written by Ourself, or written by Yourself subject to Our approval. You agree to be bound by and follow Our editorial standards as described in "FULLGOLF EDITORIAL GUIDELINES". Your submissions, of any type, to Our site or network partner sites will be subject to Our editorial review, modification and/or removal in Our sole discretion. We reserves the right, but not the obligation, to review Your submissions. You must only post in the relevant area on the site and should not take a thread off topic, or try to post links to external internet resources or e-mail address outsite the specific authorized fields. You agree not to spam on the site or harvest contact information for any purpose. Posts should only be made once and in one area only. You may not cross post. Posts may only be bumped if they are beneath closed posts. Junk posts such as random characters, irrelevant garbage or a short message that adds nothing new to a thread are prohibited. You agree to refrain from swearing, profanity, foul language, discourteous behavior, racial, national or sexual slurs or other inappropriate or illegal behavior on Our site. Warez links, crack how-tos or posts of a pornographic or sexual nature, links to any inappropriate content are strictly forbiden. You agree not to use the Site to post any material which is illegal or that may generally be deemed to be vulgar, defamatory, inaccurate, harassing, hateful, threatening, invading of others privacy, sexually oriented or violates any laws. Our reference to swearing includes acronyms and variations and misspellings. We may disagree with someone else's post, but personal attacks or responses resorting to vulgar language are not permitted. A moderator or Site administrator may optionally close the thread (temporarily or permanently) on Our sole discretion.
All Your contents, comments, submissions, and messages, public or private, must be in English or French. NO OTHER LANGUAGES ARE PERMITTED.
You acknwoledge, represent and warrant that Your Business Card and all Your submissions to Our site and Our network sites do not, and will not include content or links to content, which may result in a claim against, or civil or criminal liability to, Us or Our Partners or Our Affiliates or that otherwise violates applicable law or the Terms of the Agreement, including, without limitation, content that is fraudulent, deceptive, defamatory, libelous, adult-themed, obscene, pornographic, infringing or that violates the Trademarks, Privacy, Publicity or any other right(s) or a third party.
YOU HEREBY AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS FULLGOLF AND ITS PARTNERS AND AFFILIATES, AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, PARTNERS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSEES, AND SUPPLIERS FROM AND AGAINST ALL THIRD PARTY CLAIMS, ACTIONS OR DEMANDS, LIABILITIES, SETTLEMENTS, LOSSES, DAMAGES, EXPENSES, AND COSTS INCLUDING, WITHOUT LIMITATION, REASONABLE ACCOUNTING AND ATTORNEYS' FEES (COLLECTIVELY, "LOSSES") THAT MAY AT ANY TIME BE INCURRED AS A RESULT OF ANY THIRD PARTY CLAIMS, SUITS OR PROCEEDINGS: (1) ARISING OUT OF ANY BREACH BY YOU OF ANY DUTY, REPRESENTATION OR WARRANTY UNDER THIS AGREEMENT; OR (B) ARISING FROM THE CONTENT OR DETAIL OF ANY OF YOUR SUBMISSION, LINK, VOTE, OR CONTENT OF SITES TO WHICH VISITORS CAN LINK THROUGH YOUR CONTENTS OR COMMENTS.
11. Security
We endeavor to protect the security of Your payment information during transmission by using the payment secured services of a third party partner like, but not limited to, Paypal.
You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and You agree to accept full responsibility for all activities conducted using Your account on FullGolf site. All information that You submit to Our sites is considered as not confidential.
12. License
You hereby grants to FullGolf a worldwide, limited, non-exclusive perpetual, irrevocable, royalty-free license to: (1) copy, reproduce, distribute, transmit, publicly display, print, publicly perform, download, create derivative works from, adapt, modify, publish, edit, translate, sell, distribute, transmit, transfer, cache, store on Our servers, and otherwise use Your Business Cards, contents, comments, and any submissions, and any portion thereof, including, without limitation, the trademarks, trade names, service marks and logos set forth therein, or as otherwise specified in writing by You (collectively "Your Marks"), without any limitation and in any media or any form now known or later developed, and (2) incorporate in Our sites and Our network partners' sites inclusions provided by You as part of Your contents, comments, and any submissions. Without limiting the foregoing, We will be entitled to unrestricted use of the Submissions for any purpose, commercial or otherwise, without compensation to the provider of the Submissions. We may also sublicense these rights to third parties.
13. Warranty Disclaimer
NEITHER FULLGOLF NOR ITS SUPPLIERS OR VENDORS MAKE ANY WARRANTIES (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, LACK OF VIRUSES, TROJAN HORSES, WORMS, OR CODES THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES, ACCURACY, COMPLETNESS, RELIABILITY, TIMELINESS, CURRENCY OR USEFULNESS OF ANY CONTENT OF OUR SITES), GUARANTIES, REPRESENTATIONS, PROMISES, ESTIMATES, STATEMENTS, CONDITIONS OR OTHER INDUCEMENTS, EXPRESS, IMPLIED, ORAL, WRITTEN OR OTHERWISE. FULLGOLF'S OBLIGATIONS UNDER THIS AGREEMENT ARE SUBJECT TO DELAYS CAUSED BY WAR, TERRORISM, EMBARGOES, ACT OF GOD OR ANY OTHER CIRCUMSTANCES BEYOND FULLGOLF'S REASONABLE CONTROL. YOU ACKNOWLEDGE THAT OUR SITE IS OPERATED ON AN "AS IS", "AS AVAILABLE" BASIS, AND THAT NEITHER FULLGOLF NOR ITS SUPPLIERS OR VENDORS MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER REGARDING THE PLACEMENT OF CONTENTS, COMMENTS, AND SUBMISSIONS, OR THE PERFORMANCE, AVAILABILITY OR SECURITY OF OUR WEB SITES OR SERVICES.
We may provide links to third-party websites from Our network sites. We are not responsible for and does not endorse the advertising or informational content, or any products or services available on any third-party web site and does not make any representations regarding its content or accuracy. We are not liable for any legal, technological or other consequences that arise out of your visit or transactions on any third-party or non-FullGolf web Sites. Your use of third-party web sites is at your own risk and subject to the terms and conditions of use for such Sites. This means that We are not Your agent and will not be a party to any contract You enter.
However, We thank You to let Us know about any third-party web site that discloses wrong, foul or deceptive information on Our sites.
14. Limitation of Liability
UNDER NO CIRCUMSTANCE SHALL FULLGOLF OR ANY OT ITS EMPLOYEES, VENDORS, AFFILIATES OR SUPPLIERS BE LIABLE OR RESPONSABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR LOST OPPORTUNITIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE AND REGARDLESS OF THE CAUSE OF ACTION UPON WHICH ANY SUCH CLAIM IS BASED. IN NO EVENT SHALL FULLGOLF'S LIABILITY FOR ANY REASON WHATSOEVER EXCEED THE FEES PAID TO FULLGOLF BY YOU UNDER THIS AGREEMENT DURING THE SIX MONTH PERIOD PRIOR TO THE TIME THE APPLICABLE CLAIM ACCRUED.
We are not responsible for the content or accuracy of any of the content or submissions on Our sites, and the views and opinions they express are solely those of the original contributor.
15. Privacy
In connection with Your Business Card, products, services or memberships, You are required to submit registration and profile information. We may use such information to contact You regarding Your products, services or memberships and We may share such information with Our affiliates and network partners. We may disclose such information to Our third party vendors and service providers in connection with conducting Our business and providing and maintaining Our site, and, in addition, in the good faith belief that such disclosure is reasonably necessary to (1) comply with the law or legal process, (1) enforce this Agreement, or (3) protect the rights or interests of Us, Our affiliates or related parties. Notwithstanding anything to the contrary herein, We may transfer, sell or assign such information to third parties as a result of a merger, consolidation or combination of Our organisation with another entity.
In no event shall You collect, or cause or permit the collection of, any Personal Information, as defined below, from users of Our sites or that of Our network partner sites while such users are browsing or viewing Our sites or Our network partners' sites, or place any file or code, including cookies, on the personal computers of users of Our sites or Our network partners' sites while such users are browsing or viewing Our sites or Our network partners' sites. FullGolf's privacy policies shall apply to users of Our Web Sites while users are browsing or viewing Our sites, and You shall comply with same. FullGolf shall own all information relating to user access to FullGolf's site, including, but not limited to, all Personal Information, demographics and usage information gathered therefrom. "Personal Information" includes an individual's name, e-mail address, age, date of birth, address, credit card or other financial information, or any other contact or personal information about an individual or from which the personal information about an individual can be derived.
16. Reservation of Rights
You agree that FullGolf retains all right, title and interest in and to FullGolf's technology, services and other intellectual property rights. You agree that You will not reproduce, distribute, display, perform, alter, modify, copy, edit, format, create derivative works of or otherwise use any materials, content or technology provided by FullGolf, except as explicitly provided herein or approved in advance in writing by FullGolf.
17. Miscellaneous
FullGolf reserves the right, in its sole discretion, to (1) remove Your Business Card or any of You contents, and/or cancel Your account for any reason or no reason; (2) modify the content or other aspect of any Business Card or content inclusion; and (3) change the rules or procedures for obtaining or maintaining a Business Card or content inclusion; (4) change the fees or rates for any of FullGolf products, services, memberships and options;
Payment of Your fees will not guarantee that Your Business Card, content(s) and/or account will remain on the FullGolf web site if You or Your Business Card or content is deemed to be in violation of any term or condition of this Agreement. Upon any termination or expiration of this Agreement, You shall promptly pay FullGolf all moneys due hereunder.
This Agreement: (1) shall be governed by and construed in accordance with, the laws of France, without giving effect to principles of conflicts of law; (2) constitutes the complete and entire expression of the agreement between the parties with respect to the subject matter hereof; and (3) shall supersede any and all other agreements, whether written or oral, between the parties, including, without limitation, any print, online and electronic promotional materials. All waivers hereunder by FullGolf must be expressly made in writing. Should any provision of this contract be held to be void, invalid, or inoperative, such provision shall be modified to reflect the fullest enforceable intent of the parties, or if such modification is not possible, severed, and the remaining provisions of this contract shall not be affected and shall continue in full force and effect. Exclusive venue for all disputes arising out of or related to this Agreement shall be the Commercial court located in Lyon, France, and each party hereby irrevocably consents thereto. Any rights or obligations hereunder may not be transferred or assigned by You without the prior written consent of FullGolf. FullGolf may freely assign and delegate the Agreement and any of its rights and obligations hereunder.
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