Thank you for visiting WerbelMicrowave.com, or one of Werbel Microwave, LLC’s websites. If you visit of make any transactions at WerbelMicrowave.com, or any Werbel Microwave(tm) website, you accept these terms. Please read the following carefully.
Werbel Microwave, LLC (“Company”), offers the Use (as defined below) of http://www.werbelmicrowave.com and other Company websites (as defined below) (collectively, “Websites”) subject to the following terms and conditions (“Terms”). The viewer or user (collectively, “User”) should read these Terms carefully before using Websites. By continuing to view and use Websites, User agrees to these Terms. If User does not agree to the Terms set forth herein or otherwise on Websites, User must cease using Websites. Company retains the right to change the content of Websites or these Terms at any time. Any changes made to these Terms shall be effective immediately upon posting. User’s continued Use of Websites constitutes acceptance of those changes.
The situating of Websites on the World Wide Web and/or Internet constitutes a continuing offer by Company to User to Use, as such term is defined below, Websites according to the Terms. By utilizing Websites in any manner, including, without limitation, by viewing the same (collectively, a “Use”), User accepts that offer and creates a binding contract between the two parties to adhere to same. The parties stipulate that sufficient consideration exists to create that contract, and that it is therefore binding upon them. Further, by Use of Websites, User makes the material representation upon which User wishes Company to reasonably rely that User will adhere to the Terms in connection with User’s Use of Websites. If User is dissatisfied with any of the Terms, User’s sole and exclusive remedy shall be to discontinue using Websites. Finally, by User’s Use of Websites, User also stipulates that a violation of any of the Terms will result in irreparable harm to Company not compensable in money damages, such that, without limitation, injunctive relief shall be a necessary and appropriate remedy.
Websites contain content, including but not limited to images, photographs, website text, software, pictures, graphics, video clips, audio clips, digital downloads, data, messages or any and all other information controlled by Websites (collectively, “Materials”).
Websites contain information about Company for clients and potential clients. Nothing contained on Websites shall be construed as a representation to be reasonably relied upon. In no event shall anything on Websites be construed either to create a duty of care or to constitute a representation by Company of any sort to be relied upon by User in any manner whatsoever. Company takes no responsibility for information sent to it intercepted by third-parties. User understands that while Company endeavors to maintain the confidentiality of these communications, communication via Internet, cell phone and other modalities are vulnerable to interception and may not be fully secure. By sending such communication, User assumes the risk of the same. User should not rely on the information contained on Websites. As further set forth herein, Company takes no responsibility for the information contained on any website to which Websites may be linked, as same is completely independent of Websites.
LICENSE TO ACCESS WEBSITES
Websites and the content provided therein, including without limitation, Materials and other text, graphics, button icons, audio clips, video clips, digital downloads, photographs, biographical information, data compilations and software, may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed without the written permission of Company. Notwithstanding the foregoing, Company grants User a limited non-exclusive limited license to make personal, non-commercial use of Website. User is also granted a limited license to print copies of any Materials posted on the Website, but only for User’s personal, non-commercial use. Except as expressly provided, all rights are reserved. Company may terminate this license at any time by amendment of these Terms.
Moreover, and notwithstanding the foregoing, if User exercises his rights under the above-referenced license, User must retain all copyright and trademark notices, including any other proprietary notices, contained in Materials. User shall not, under any circumstances, alter, obscure or obliterate any of such notices. The use of such Materials or any portion of Websites on any other website or in any environment of networked computers is strictly prohibited without Company’s advance written consent, which may be withheld in Company’s sole discretion.
User is responsible for maintaining the confidentiality of User’s assigned accounts, if any, any associated passwords, if any are provided, and for restricting access to User’s computer, or any computer User uses to access User’s accounts. User agrees to accept responsibility for all activities that occur under User’s account or password. If User is under 18, User may use Use accounts, only with the involvement of a parent or legal guardian. Company reserves the right to refuse service, terminate accounts, remove or edit content, or cancel any orders placed, in Company’s sole discretion.
RISK OF LOSS
All items purchased from Company via Websites, or items released to User via a shipping carrier are made pursuant to a shipment contract. This shall mean that the risk of loss and title for such items pass to User upon Company’s delivery of same to the carrier.
PRODUCT AND SERVICE DESCRIPTIONS
Company shall attempt to be as accurate as possible in descriptions of products and services it advertises or sells on Websites. However, Company does not warrant that product and service descriptions or other content on Websites is accurate, complete, reliable, current, or error-free. User agrees to read any service contracts provided to User in full before signing them and further agrees that these contracts shall be binding as to those services if in conflict with these Terms.
By utilizing Websites, User makes the material representation upon which User wishes Company to reasonably rely, that User will comply with the code of conduct set forth below:
• (a) User, when utilizing Websites, will not do so in an unauthorized manner, or in a manner which violates any legal or regulatory proscription or duty, including, without limitation, violating Company’s intellectual property or that of another;
• (b) User will not utilize Websites in a manner that is harmful to Company or any other person or entity;
• (c) User will not transmit any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, indecent, obscene, pornographic or otherwise objectionable;
• (d) User will not restrict any other user from properly using Websites, including without limitation, by way of “computer hacking” or otherwise altering the software or functionality of Website and its underlying programs;
• (e) User will not imply that any of his statements are endorsed by Company, or that User is otherwise associated with the Company in any manner;
• (f) User will not use Websites if User is not able to form legally binding contracts or has been temporarily or indefinitely suspended from Websites;
• (g) User will not transmit any material, non-public information about any person or entity without the proper authorization to do so;
• (h) User will not transmit any advertisements, solicitations or any unsolicited communication without Company’s express permission to do so;
• (i) User will not revise, modify, reverse engineer or in any way alter any portion of Websites or its contents or underlying technology;
• (j) User will not “frame” or “mirror” any part of Websites;
• (k) User will not utilize any device to enable him to circumvent the structure of Websites and/or spam or flood the site;
• (l) User shall not deliver, or provide links to any postings without the prior written permission of Company, including, without limitation, to any materials which are deemed, in Company’s sole discretion to be harmful, lewd, obscene, violent, insulting, threatening, hateful or otherwise objectionable; and
• (m) User shall not impersonate any other person and/or falsely state or otherwise misrepresent that User has an affiliation with any other person or entity, or otherwise mislead, deceive or defraud Company or any other party.
Moreover, User hereby makes the material representation upon which User wishes Company to reasonably rely that: (i) User is at least 13 years of age, or will Use Websites with User’s parents or legal guardians supervision and permission; and (ii) User is authorized to use Websites and/or provide information to Websites.
Materials on Websites are copyrighted by Company, its affiliates or its licensors under United States and international copyright laws, are subject to other intellectual property and proprietary rights and laws, and are owned by Company, its affiliates or its licensors. Materials may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale or redistributed in any way without the prior written permission of Company and its applicable licensors, with the sole exception that User may print copies of Materials for User’s personal, non-commercial use. User must abide by all copyright notices, information or restrictions contained in or attached to any Material. User agrees not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes any portion of Websites, including, without limitation, any of Materials or access to Websites.
It is the policy of Company to respond expeditiously to claims of copyright infringement. Company will promptly process and investigate notices of alleged infringement and will take appropriate action under the Digital Millennium Copyright Act and other applicable intellectual property laws. Company may elect to terminate access for any User who Company believes in Company’s sole discretion to be an infringer, regardless of whether proven or not.
User covenants and agrees to provide Company with any information that User has regarding potential copyright infringement of any Materials. The sole and exclusive protocol for notifying Company that such copyrighted work has been infringed upon is to provide written notice to Company in accordance with the Notices provision hereunder. That notice must include (i) the signature of a person authorized to act on behalf of the owner of the copyright interest (“Copyright Owner”); (ii) a description of the copyrighted work that is believed to have been infringed upon; (iii) a description of where the alleged infringing work is located on Websites; (iv) the Copyright Owner’s mailing address, telephone number and email address; (v) a statement by Copyright Owner that Copyright Owner has a good-faith belief that the disputed use is not authorized by Copyright Owner, its agent, or the law, or is not otherwise being conducted by another authorized owner or licensee of the work; and (vi) a statement by Copyright Owner, made under penalty of perjury, that the information set forth in the submitted written notice is accurate and that Copyright Owner is authorized to act on Copyright Owner’s behalf. Such information shall be immediately delivered to Company by certified mail return receipt requested or by commercial carrier at the address set forth below in the “Notices” provision.
“Werbel Microwave” and variations thereof, as well as certain other of the names, logos and materials displayed on the Website constitute trademarks, tradenames, service marks or logos (“Marks”) of the Company or other related entities. User is not authorized to use any such Marks or any variations thereof. Ownership of all such Marks and the goodwill associated therewith remains with the Company or other related entities.
Any communications, including, without limitation, emails, pictures, audio clips, videos, graphics and/or other material sent directly, or by carbon copy or otherwise to Company or any of Company’s members, employees, or agents and any postings to Websites shall become Company’s property upon the transmission of same. User grants the perpetual and irrevocable right to both publicly or non-publicly utilize same, including the identifying information contained therein, in any manner whatsoever, at no charge.
When User visits Websites, or sends email or any content via an electronic format to Company, User communicates with Company electronically. User consents to receive communications from Company electronically. Company will communicate with User by email or by posting notices on Websites. User agrees that all agreements, notices, disclosures, and other communications that Company provides to User electronically satisfy any legal requirement that such communications be made in writing.
All notices or other communications to Company, if any, that are to be given under these Terms must be in writing, which shall be given by delivery to the address set forth below by way of either personal delivery, certified mail, return receipt requested, two-day mail or overnight mail by a commercial carrier. Notices to Company shall be deemed given only upon receipt. Notices to Company may also be given by electronic mail, provided that Notices are followed by an exact copy by either regular mail, personal delivery, certified mail, return receipt requested, or two-day mail or overnight mail by a commercial carrier to the same address set forth above. Such notice shall be deemed effective twenty four (24) hours after the message was sent, if no “system error” message or other notice of non-delivery is generated. Notices to Company shall be addressed as set forth below unless it changes the address in writing by updating these Terms. The address for giving notice to Company is as follows:
Werbel Microwave, LLC
622 Route 10
Whippany, NJ 07981
Facsimile: (973) 515-3004
Notices to User shall be provided by Company verbally, via email, or any other address which Company reasonably believes to be associated with User. Notice shall be deemed effective upon delivery of same by Company.
WERBEL MICROWAVE; WERBEL; as used on Websites represent Company. All other business names and trademarks, not owned by Company that appear on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Company.
The User agrees to indemnify, hold harmless and defend Company, Company’s affiliates, and any members, employees or agents (collectively, “Company Parties”) of any of the foregoing with respect to any claim, demand, cause of action, debt, liability, damages, costs or expenses, including reasonable attorneys’ fees and expenses of Company’s selected attorneys, arising from any third-party claim relating to (i) User’s infringement of any intellectual property of any person or entity, including without limitation, patents, trade secrets, copyrights, trademarks, service marks, trade names or similar proprietary rights; (ii) any failure by User to comply with these Terms, specifically including the “User Conduct” as set forth above; (iii) User’s Use of Websites; and/or (iv) any act or omission or willful misconduct on the part of the User that results in a claim for breach of any representations, warranties or covenants made herein against any of the Company Parties.
If Company or any of the Company Parties undertake any action to enforce these Terms, such party will be entitled to recover from User, and User hereby agrees to pay, any and all attorneys’ fees and any cost of litigation, in addition to any other relief at law or in equity to which such party may be entitled. In such event, Company shall be entitled to recover all costs including both actual pre-judgment and post-judgment attorneys’ fees and costs, involved directly or indirectly in its enforcement efforts, whether or not it does so through institution of formal legal proceedings.
Company specifically acknowledges and hereby notifies User that it may utilize “cookies” in connection with the operation of Websites. User agrees that such cookies may be placed on User’s computer, in connection with User’s access to, and use of, Websites.
DISCLAIMER OF WARRANTIES
User explicitly agrees that Use of Websites or any Materials contained herein is at User’s own and sole risk. Websites and all Materials contained therein are provided “as is” without warranty of any kind, either express or implied, including but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title or non-infringement. Neither Websites nor Company makes any representations or warranties that Websites or any Materials contained therein will be uninterrupted, timely, secure or error free; nor does the Website make any representations or warranties as to the quality, fitness, truth, accuracy, currency, reliability or wholeness of Websites or any Materials contained herein. User also understands and agrees that any material and/or data downloaded or otherwise obtained through the Use of Websites or any Materials contained herein is done at User’s own discretion and risk and that User will be solely responsible for any damage to his computer system or loss of data that results from the download of such material and/or data. User understands that Company cannot and does not guarantee or warrant that files available for downloading from the Internet will be free of viruses, worms, Trojan horses or other code that may manifest contaminating or destructive properties. Company makes no warranty regarding any use of confidential or private information that User may provide. Company may change any of the Terms and/or information found on Websites at any time without notice. Company makes no commitment to update the information found on Websites. Company makes no commitment to update Materials. The warranties and representations set forth in these Terms are the only warranties and representations with respect to these Terms, and are in lieu of any and all other warranties, written or oral, express or implied, that may arise either by agreement between the parties or by operation of law, including warranties of merchantability and fitness for a particular purpose. None of these warranties and representations will extend to any third person. Some jurisdictions do not allow the elimination of certain warranties, so some of the above exclusions may not apply to User.
Further, Company is not responsible for the conduct of other Users, whether online or offline. Under no circumstances shall Company be responsible for any loss or damage, including, without limitation personal injury or death, resulting from the use of Websites or the conduct of any other Users, whether online or offline. Use of Websites are “AS-IS” and the Company, as set forth above, expressly disclaims any and all warranties.
LIMITATION OF LIABILITY
COMPANY ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT USER’S COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF ITS ACCESS TO, USE OF OR BROWSING IN WEBSITES OR USER’S DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO OR AUDIO FROM WEBSITES. EXCEPT WHERE SPECIFICALLY REQUIRED BY LAW, IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE OR ANY SPECIAL, EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH ARISE OUT OF OR ARE IN ANY WAY CONNECTED WITH (I) ANY USE OF THIS SITE OR CONTENT FOUND HEREIN, (II) ANY FAILURE, DELAY OR INABILITY TO USE ANY COMPONENT OF THIS SITE, OR (III) THE PERFORMANCE OR NON-PERFORMANCE BY COMPANY, INCLUDING, BUT NOT LIMITED TO, NON-PERFORMANCE RESULTING FROM BANKRUPTCY, REORGANIZATION, INSOLVENCY, DISSOLUTION OR LIQUIDATION, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES TO SUCH PARTIES OR ANY OTHER PARTY.
If, notwithstanding the foregoing, Company should be found liable for any loss or damage which arises out of or is in any way connected with any of the above described functions or uses of Websites, or any Materials, Company’s liability shall in no event exceed, in the aggregate, US$100.00. In Company’s sole discretion, in addition to any other rights or remedies available to Company and without any liability whatsoever, Company at any time and without notice may terminate or restrict Users’ access to any component of Websites. Some states do not allow limitation of liability, so the foregoing limitation may not apply to User.
User acknowledges and agrees that the representations and obligations of User hereunder shall survive and continue in perpetuity.
BY UTILIZING WEBSITES, USER HEREBY RELEASES, REMISSES AND FOREVER DISCHARGES AND GIVES UP ANY AND ALL CLAIMS AND RIGHTS WHICH IT MAY HAVE AGAINST COMPANY AND ITS AFFILIATES, PARTNERS, SERVICE PROVIDERS, VENDORS AND CONTRACTORS AND EACH OF THEIR RESPECTIVE AGENTS, ATTORNEYS, DIRECTORS, OFFICERS, EMPLOYEES, AND ALL OTHER RELATED PERSONS OR ENTITIES BASED ON ANY ACT, EVENT OR OMISSION, AND FROM ANY AND ALL MANNER OF RIGHTS, CLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, COSTS AND DISBURSEMENTS OF ANY NATURE WHATSOEVER, WHETHER KNOWN OR UNKNOWN, WHICH NOW OR HEREAFTER ARISE FROM, RELATE TO OR ARE CONNECTED WITH THE USE OF WEBSITES AND SERVICES RELATED THERETO. USER FURTHER WAIVES, RELEASES AND GIVES UP ANY AND ALL CLAIMS AND DEFENSES ARISING FROM OR RELATING TO ANY ACT, EVENT OR OMISSION. THIS INCLUDES, WITHOUT LIMITATION, ANY CLAIM WHICH COULD BE ASSERTED NOW OR IN THE FUTURE UNDER (I) THE COMMON LAW; (II) ANY OF THE PARTIES POLICIES, PRACTICES OR PROCEDURES; AND/OR (III) ANY FEDERAL AND/OR STATE STATUTES OR REGULATIONS.
AUTHORIZED PERMISSION TO USE
User shall be considered an entity if the individual accessing the Website is doing so on behalf of an entity or is utilizing that entity’s computer system in connection with a task (either paid or unpaid) for that entity. If User is an entity, the person using Websites on User’s behalf hereby makes the material representation upon which User wishes Company to rely that he is authorized to bind that entity to the Terms set forth above, as well as any other obligations imposed or undertaken through Use of Websites. Company reserves the right to terminate User’s access to, and Use of, whether as an individual or entity, Websites and any of Websites’ contents, including, without limitation, Materials, or use of any of Company’s services at its sole discretion and without any advance notice to User.
APPLICABLE LAW, DISPUTES, AND APPLICABLE JURISDICTION
User utilizing Websites agrees that the laws of the State of New Jersey shall govern these Terms and any dispute, controversy or claim directly or indirectly related to such Use, without regard to principles of conflict of laws. Further, the User consents to the exclusive jurisdiction of the State of New Jersey, venued in Essex County, or if federal jurisdiction exists, at the option of either party, to the jurisdiction of the United States District Court for the District of New Jersey, Newark Vicinage. Any litigation shall be conducted in Essex County, New Jersey. User agrees that regardless of any statute or law to the contrary, any claim or cause of action by User arising out of or related to use of Websites or services related thereto must be filed within one (1) year after such claim or cause of action arose or be forever barred and therefore the statute of limitations is limited to one (1) year.
User covenants and agrees to perform further all acts and execute all supplementary instruments or documents which may be requested by Company to carry out the provisions and effectuate the intent of these Terms.
Company may freely assign its rights and obligations in and to these Terms. The User acknowledges that it may not assign, transfer or sell its rights under these Terms without Company’s express written consent, which may be unreasonably withheld. Any purported assignment without Company’s consent shall be deemed null and void.
If any portion of these Terms is ruled invalid or otherwise unenforceable, those portions shall be deemed amended in order to achieve as closely as possible the same effect as originally drafted. Any invalid or unenforceable portion shall be construed as narrowly as possible in order to give effect to as much of the Terms as possible.
LINKS TO OTHER SITES
The User acknowledges and agrees that Company has no responsibility for the accuracy or availability of information provided by websites to which a User may link from the Website (“Linked Sites”). Links to Linked Sites are provided as a convenience to User, and do not constitute an endorsement by or association with Company of such sites or the content, products, advertising or other materials presented on such sites. Company does not author, edit or monitor these Linked Sites. User acknowledges and agrees that Company is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such Linked Sites. If User accesses a Linked Site, User does so at User’s own risk.
NO THIRD PARTY BENEFICIARIES
These Terms are not intended to be for the benefit of, and shall not be enforceable by any unaffiliated third party, except as may be specifically provided herein. Nothing herein, express or implied, is intended to or shall confer on any third party any rights (including third-party beneficiary rights), remedies, obligations or liabilities under or by reason of these Terms or otherwise set forth in Websites, except as may be specifically provided herein. These Terms shall not provide third parties with any remedy, claim, liability, reimbursement, cause of action or other right in excess of those existing without reference to the terms herein. No third party shall have any right, independent of any right that exists irrespective of these Terms, to bring any suit at law or equity for any matter governed by or subject to the provisions herein.
PROHIBITED BY LAW
In the event that any aspect of Websites or these Terms is prohibited by law in User’s jurisdiction, User agrees not to Use Websites. User is solely responsible for determining whether User is allowed by law to participate in usage of Websites. Without limitation, User releases Company from all liability that could arise from User’s prohibited participation in the usage of Websites or acceptance of these Terms. Moreover, and without limiting the indemnification otherwise provided herein, User shall indemnify, defend and hold Company and all Company Parties harmless for any and all damages relating to a violation of this paragraph.
In light of the international scope of the Internet, User agrees to comply with all local laws, rules and regulations, including but not limited to those applicable to online conduct and acceptable Internet content. Without limitation, User acknowledges and agrees that User shall comply with all applicable laws and regulations regarding the transmission of technical data from the United States or the country in which the User may reside.
By User’s Use of Websites, User represents that User has had the opportunity to review these Terms with counsel of User’s choosing, if User wished to do so. User further acknowledges that User has thoroughly read these Terms; understands that User is giving up certain legal rights that may otherwise exist; has asked any questions User desires to clarify its meaning; and believes User is in his interest to nevertheless proceed with utilizing Websites.