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TERMS OF USE AGREEMENT

TERMS AND CONDITIONS OF USE FOR
THE LAST BATTLE, LLC WEBSITE

 

By accessing or using the Last Battle, LLC (“Last Battle”) Internet website, identified as www.lastbattle.org (the “Website”), you agree to comply with and be bound by this Terms of Use Agreement (“Terms of Use”).  Please read this Terms of Use carefully as well as the Privacy Policy  and Code of Conduct which is incorporated herein by reference.  BY CLICKING ON THE “ACCEPT” BUTTON BELOW, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE READ ALL OF THE TERMS AND CONDITIONS SET FORTH BELOW, UNDERSTAND ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.  IF YOU DO NOT AGREE TO THESE TERMS OF USE AND THE PRIVACY POLICY, YOU MUST IMMEDIATELY TERMINATE YOUR USE OF THE WEBSITE.

 

  1. License Grant.  You are granted a personal, revocable, limited, non-exclusive, non-transferable license to access and use the Website conditioned on your continued acceptance of, and compliance with, these Terms of Use.  You may use the Website and the Last Battle Content (as defined below) for your noncommercial personal use and for no other purpose.  Last Battle reserves the right to bar, restrict, or suspend any user’s access to the Website, and/or to terminate this license at any time for any reason.  Last Battle reserves any rights no explicitly granted in these Terms of Use.

 

  1. License Restrictions.  Unless otherwise expressly stated in these Terms of Use or you receive Last Battle’s prior written consent, you may not modify, translate, create derivative works of, copy, distribute, market, display, remove or alter any proprietary notices or labels from, lease, sell, sublicense, transfer, clone, decompile, reverse engineer, or incorporate into any information retrieval system (electronic or mechanical), the Website, and content of the Website (as defined below), or any portion thereof.  Further, you may not (i) use the Website for any unauthorized or illegal purpose or activity including, but not limited to, any activity to obtain or attempt to obtain unauthorized access to the Website, including the Content; (ii) interfere with the proper working of the Website including, but not limited to, the transmission of any virus, worm, trap door, back door, timer, clock, Trojan horse, or other limiting routine, instruction or design; or (iii) interfere with any other person’s use and enjoyment of the Website.

 

  1. Acceptance; Revisions to Terms of Use.  The Website is available only to individuals who can enter into legally binding contracts under applicable law.  These Terms of Use constitute a legally binding agreement between you and Last Battle regarding your use and access to the Last Battle Website.  By using the Website and clicking on “I AGREE” below you agree to the Terms of Use.

 

Last Battle reserves the right to revise these Terms of Use at any time in its sole discretion by posting revised Terms of Use to the Website.  You use of the Website signifies your acceptance of all the terms and conditions contained within the Terms of Use posted at the time of your use.  You will be responsible for regularly reviewing the Terms of Use posted to the Website.

 

  1. Last Battle Policies.  Last Battle’s Privacy Policy, as well as other additional terms and conditions applicable to certain portions of the Website (collectively “Additional Terms and Conditions”) are incorporated by reference herein.  To the extent that there is a conflict between these Terms of Use and any Additional Terms and Conditions for the activity in which you choose to participate, the Additional Terms and Conditions shall govern.

 

  1. Click-Through Agreement.  Before using certain areas of the Website, you may be asked to indicate your acceptance of additional special terms and conditions by clicking a button marked “I Accept,” “I Agree,” “Okay,” “I Consent” or other words or actions that similarly acknowledge your consent or acceptance of a Click-Through Agreement.  To the extent there is a conflict between these Terms of Use and any Click-Through Agreement for the activity in which you choose to participate, the Click-Through Agreement will govern.

 

  1. Privacy Policy.  For information about the Website’s data protection practices and Last Battle’s use and protection of your personal information, please read Last Battle’s Privacy Policy which is incorporated into and made a part of these Terms of Use.

 

  1. LEGAL AND MEDICAL DISCLAIMER.  THE INFORMATION PROVIDED ON AND THROUGH THIS WEBSITE IS INTENDED TO PROVIDE SUPPORT AND GENERAL INFORMATION AND SHOULD NOT BE USED AS A SUBSTITUTE FOR COUNSELING OR THERAPY.  IN ADDITION, LEGAL INFORMATION PROVIDED ON AND THROUGH THIS WEBSITE IS NOT INTENDED TO REPLACE INDIVIDUAL LEGAL  ADVICE FROM A LICENSED ATTORNEY. USERS OF THIS WEBSITE ACCEPT FULL RESPONSIBILITY FOR USE OF INFORMATION FROM THIS SITE AND ANY SITES LINKED TO OR FROM IT.  THE TOOLS MADE AVAILABLE ON THIS WEBSITE ARE INTENDED TO EDUCATE THE USER; NOT SERVE AS A STANDARDIZED, CLINICAL PSYCHOLOGICAL DIAGNOSIS OF PSYCHOLOGICAL OR PSYCHIATRIC CONDITIONS, OR SERVE AS PSYCHOTHERAPEUTIC TREATMENT FOR ANY PARTICULAR DISORDER.  THE MENTION OF A SPECIFIC PRODUCT OR SERVICE DOES NOT CONSTITUTE A RECOMMENDATION UNLESS SO STATED. NO ATTORNEY/CLIENT OR DOCTOR/PATIENT RELATIONSHIP SHALL BE FORMED BETWEEN YOU AND LAST BATTLE OR ITS REPRESENTATIVES AS A RESULT OF YOUR ACCESS TO AND USE OF THIS WEBSITE.

 

  1. User Obligations.  You warrant that you will abide by all applicable local, state, national and international laws and regulations with respect to your use of the Website and not interfere with the use and enjoyment of the Website by other users or with Last Battle’s operation and management of the Website.  You will, at all times, provide true, accurate, current, authorized, and complete information when submitting information or materials on the Website, including, without limitation, information required to be provided through a Last Battle registration form.  If any false, inaccurate, untrue, unauthorized or incomplete information is submitted by you, Last Battle reserves the right to terminate your access and use of the Website.  You warrant that you will not impersonate any other person or entity, whether actual or fictitious, when using the Website, or defame or otherwise harm any party, including Last Battle, through your use of the Website.

 

  1. User-Generated Content.  Last Battle does not claim ownership of content that you post on or through the Website, such as comments or posts that you submit on forums, blogs or other websites (“User-Generated Content”).  When submitting User-Generated Content, you will abide by the Code of Conduct which is incorporated herein by reference.  You also acknowledge that you alone are fully responsible for the User-Generated Content you submit and that you own or have the rights to use the User-Generated Content.  You agree that by submitting the User-Generated Content, you hereby grant to Last Battle a perpetual, non-exclusive, fully paid and royalty-free, transferable, sub-licensable, worldwide lice to use, download, duplicate, display, distribute, modify and create derivative works of the User-Generated Content, subject to Last Battle’s Privacy Policy.

 

  1. Proprietary Rights.  The content of the Website includes, without limitation, (i) Last Battle’s trademarks, service marks, logos, brands, brand names, trade dress and trade names and other distinctive identification (collectively, “Last Battle Marks”); and (ii) information, data, materials, interfaces, computer code, databases, products, services, software applications and tools, text, images, photographs, books, audio and video material, and artwork, and (iii) the design, structure, selection, compilation, assembly, coordination, expression, functionalities, applications, look and feel, and arrangement of any content contained in or available through the Website (the items identified in subsection (i), (ii), and (iii) shall be collectively referred to herein as “Last Battle Content”).  Last Battle Content is the property of Last Battle, its licensors, sponsors, partners, advertisers, content providers or other third parties and its protected by law including, but not limited to, United States copyright, trade secret, patent, and trademark law, as well as other state, national and international laws, treaties and regulations.  The reproduction, transmission, distribution, sale, publication, broadcast, circulation or dissemination of any Last Battle Content by you, or by you through any other person or entity, is prohibited unless express written consent is separately obtained from Last Battle or the owner of such content if the Last Battle is not the owner.  Any use of the Last Battle Marks without Last Battle’s express written consent is strictly prohibited.  You may not alter, delete, obscure or conceal any copyright or other notices appearing in the Last Battle Content, including any such notices appearing on any Last Battle Content you are permitted to download, transmit, display, print, or reproduce from the Website.

 

  1. Responsibility for Use of the Internet and Last Battle Website.  Use of the Internet and the Website is solely at your risk and is subject to all applicable local, state, national and international laws and regulations.  Last Battle does not guarantee the confidentiality or security of any communication or other material transmitted to or from the Website over the Internet or other communication network.  Last Battle shall not be obligated to correct or update the Website, the Last Battle Content or the User-Generated Content and Last Battle shall not be liable for omissions, typographical errors, or out-of-date information that may appear on the Website.

 

  1. Third Party Information.  The Website may feature materials, information, products, and services provided by third parties.  Any such information, including but not limited to articles, press clippings, opinions, advice, statements, services, offers, User-Generated Content or other information made available by third parties such as content providers and other users of the Website are those of the respective third party and not of Last Battle or its affiliates.  Last Battle makes no representation with respect to, nor does it guarantee or endorse, the quality, non-infringement, accuracy, completeness, timeliness, or reliability of such third party materials, information, services or products.

 

  1. Advertisers.  The Website may contain advertisements of third parties.  The inclusion of advertisements on the Website does not imply endorsement of the advertised products or services of Last Battle.  Last Battle shall not be responsible for any loss or damage of any kind incurred as a result of the presence of such advertisements on the Website.  Last Battle shall further not be responsible or liable for the statements or conduct of any third party advertisers appearing on the Website.  You shall be solely responsible for any correspondence or transactions you have with any third party advertisers.

 

  1. Links to Third Party Websites.  The Website may provide links (including any link through an on-line banner advertisement) to other sites on the Internet for your convenience.  These other sites are maintained by third parties over which Last Battle exercises no control.  The appearance of any such third party links (provided by Last Battle or by a third party) is not intended to endorse any particular company or product.  If you decide to access any of the third party sites linked to the Website, you do so entirely at your own risk.

 

  1. Links to Last Battle Website and Last Battle Content.  Links posted by third parties to the Website and/or Last Battle Content may not use the Last Battle trademark or logo and shall not suggest that Last Battle promotes or otherwise endorse any third party products, business relationships, services, causes, campaigns, websites, content, or information.  Any links to any portion of the Website shall be the responsibility of the linking party.  Last Battle reserves the right to require any linking party to disable or remove any link that violates Last Battle’s rights or causes interruption or deterioration of the Last Battle Content.

 

  1. WARRANTIES DISCLAIMED.  EXCEPT AS OTHERWISE EXPRESSLY STATED, THE WEBSITE AND ALL CONTENT POSTED TO OR AVAILABLE FROM THE WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE", AND LAST BATTLE, ITS OWNERS, AFFILIATES AND/OR ITS LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS. LAST BATTLE DOES NOT WARRANT THAT THE WEBSITE OR ANY CONTENT INCLUDED ON THE WEBSITE WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED, ACCURATE OR ERROR FREE, OR THOSE DEFECTS WILL BE CORRECTED. YOU FURTHER UNDERSTAND AND AGREE THAT YOU DOWNLOAD FROM, OR OTHERWISE OBTAIN CONTENT OR SERVICES THROUGH, THE WEBSITE AT YOUR OWN DISCRETION AND RISK, AND THAT LAST BATTLE, ITS OWNERS, AFFILIATES, AND/OR ITS LICENSORS WILL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH CONTENT OR SERVICES.

 

 

  1. LIMITATION OF LIABILITY.  EXCEPT AS OTHERWISE EXPRESSLY STATED, IN NO EVENT WILL LAST BATTLE, ITS OWNERS, AFFILIATES OR ITS LICENSORS BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, REGARDLESS OF THE BASIS OR NATURE OF THE CLAIM, RESULTING FROM ANY USE OF THE WEBSITE, OR THE CONTENTS THEREOF OR OF ANY HYPERLINKED WEBSITE INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA OR OTHERWISE, EVEN IF LAST BATTLE, ITS OWNERS, AFFILIATES OR ITS LICENSORS WERE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

 

  1. Indemnification.  To the fullest extent permitted by law, you shall defend, indemnify, and hold harmless Last Battle from and against all claims arising from or in any way related to your use of the Website and/or Last Battle Content, a violation by you of these Terms of Use, or any other actions connected with your use of the Website and/or Last Battle Content, including any liability or expense, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees.  Last Battle will provide prompt written notice of any such claims, but failure to provide such notice will not release you from any of your obligations pursuant to this Section except to the extent that you are actually prejudiced by such failure, and will not relieve you from any other liability that you may have to Last Battle other than under this section.

 

  1. Term and Termination.  These Terms of Use will take effect at the time you click “I AGREE” below and begin using the Website.  Last Battle reserves the right, with or without notice, at any time and for any reason to deny you access to the Website or to any portion thereof, and to terminate these Terms of Use.  These Terms of Use will terminate automatically if you fail to comply with the terms set forth herein.  You may terminate these Terms of Use at any time by ceasing to use the Website, but all applicable provisions of these Terms of Use will survive such termination.

 

  1. Arbitration.  All disputes arising out of or relating to this Agreement or the Website shall be resolved by binding arbitration conducted in Denver County, Colorado, pursuant to the rules of the American Arbitration Association.  The arbitration shall be conducted on an expedited basis with minimal discovery.  The arbitrator’s award shall be final and binding.  The courts of the State of Colorado and/or the United States District Court for the District of Colorado shall have exclusive jurisdiction and venue over (i) any action concerning the enforcement of an arbitration award, or (ii) if arbitration is not permitted by law, then any claim you have arising out of or relating to these Terms of Use.  You agree to unconditionally and irrevocably submit to the exclusive jurisdiction and venue of such courts and you will not object to such jurisdiction and venue on the grounds of lack of personal jurisdiction, inconvenient forum or otherwise.  Last Battle reserves all rights and remedies available to it, in law or equity, with respect to any matter to these Terms of Use.

 

  1. Governing Law.  These Terms of Use and all matters regarding your use of the Website shall be governed by, construed in accordance with, and enforced under the laws of the State of Colorado. 

 

  1. Waiver and Severability.  The failure of Last Battle to exercise or enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision.  If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the fullest extent of the law, and all other provisions shall remain in full force and effect.

 

  1. Complete Agreement.  These Terms of Use, together with any revisions, any Additional Terms or Conditions incorporated by reference, and any other Click-Through Agreement, constitutes the entire agreement between you and Last Battle relating to the Website and its use by you, and supersedes any previous written or oral communication regarding use of the Website.

 

  1. Contact Information.  If you have any questions or concerns regarding these Terms of Use or the Website, please visit our “Contact Us page.

 

BY CHECKING THE “I AGREE” BOX, YOU AGREE TO BE BOUND BY THE TERMS OF USE AGREEMENT.  IF YOU DO NOT AGREE, YOU WILL NOT BE PERMITTED ACCESS TO THE WEBSITE.

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