PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE. You are encouraged to print or otherwise make a copy of the Terms for your records. Brightstar reserves the right to modify, suspend, terminate or restrict your use of any portion of this website at any time, without notice. Whenever these Terms are amended in a material way, a notice will be posted on this Site. Your continued use of the Site will signify your acceptance of the change in the Terms. The current version of the Terms will normally be available for your reference from a link at the bottom of the home page of this Site. Please click on the link below to go directly to the Section of your choice.
Exhibit A – Terms of Sale
1. CERTAIN DEFINITIONS
(a) An “Affiliate” of a Person means and includes any other Person directly or indirectly controlling or controlled by or under direct or indirect common control with the Person. For purposes of this definition, “control,” when used with respect to such other Person, means the power to direct the management and policies of such other Person, directly or indirectly, whether through the ownership of voting securities, by contract, or otherwise; and the terms “controlling” and “controlled” have the meanings relative to the foregoing.
(b) “Authorized Representative” means any director, officer, employee, agent, or other representative of Brightstar or an Affiliate of Brightstar.
(c) “Content” means Documentation, Marks, images, charts, graphs, graphics, designs, photographs, audio and video clips, software, and HTML, XML and similar code.
(d) “Documentation” means, if issued by Brightstar, any tutorial, frequently asked questions, help files, and other information that may be made available by links on this Site or through a help desk on the operation and administration of this Site.
(e) “Marks” means trademarks, service marks, logos and names and titles, of and associated with Brightstar or an Affiliate of Brightstar.
(f) “Person” means any individual, partnership, limited liability company, corporation, trust, estate, association, or any other legal or commercial entity.
2. DESCRIPTION OF SITE
This Site is intended to offer a venue whereby Users may obtain information about the products and services offered by Brightstar and its Affiliates. The Site may also provide links to various third-party web sites that may be of interest to you. For instance, Gottagoblue.com supports a wide variety of product lines. Additional product lines and services may be added and not all product lines and services may be available at any given time. These websites are not under our control and we are not responsible for their content. The inclusion of any link on this website does not imply an endorsement by us of any other Internet website.
3. GENERAL AND ADMINISTRATION OF USE OF SITE
(a) You agree to use this Site in accordance with these Terms, as they may be modified from time to time. Your use of this Site will at all times comply with all applicable international, federal, state, and local laws and regulations.
(b) This Site and all related computer systems, procedures, and databases created, operated, maintained or accessed by us and our Affiliates in connection with providing our services contain proprietary and confidential information of substantial economic value to us and our Affiliates. Any unauthorized use, misuse, or disclosure of such information is strictly prohibited and may result in civil liabilities and criminal penalties under applicable law.
(c) While Brightstar endeavors to provide you with accurate, complete and timely information, Brightstar cannot guarantee the accuracy, completeness and timeliness of all information provided by us to you via this Site. You are responsible for verifying the accuracy of transactions as entered and for information as received. Brightstar will not be liable for any direct, indirect, incidental, consequential or punitive damages arising out of your access to or use of this website. See Disclaimer Section herein.
(d) You represent to us that (i) you have the necessary authority to enter into, and be bound by, these Terms and to request each transaction requested by you; (ii) you are 18 years of age or older or, if you are under 18, you are using this Site with the involvement of a parent or guardian; and (iii) you are using this Site from within the United States.
(e) We are authorized, without further inquiry, to provide products and services and to release Content in accordance with a transaction request received by us if we receive apparently proper identification as may be specified in the Documentation or elsewhere on this Site. In no case are we responsible for verifying apparently proper identification that is presented to us. Notwithstanding the foregoing, we may require partial or full documentation or other verification before effecting any transaction whenever we, in our sole discretion, deem obtaining such documentation or other verification to be appropriate or desirable and shall not be liable for any loss due to a delay resulting from such request. You acknowledge that we may exercise this discretion more readily in certain cases, such as meeting our obligations under any applicable anti-money-laundering or similar law, regulation or policy.
(f) If you discover that you have obtained access to information on this Site that you do not have authority to access, you agree to immediately terminate such access and inform us.
(g) By requesting information through this Site, You consent to the transmission of the requested information (which may include mobile telephony unique identifier information) through this Site and assume all risks of such transmission.
4. RELATION TO OTHER AGREEMENTS OR DISCLOSURES
Your relationship with us is governed by agreements in addition to these Terms, such as an order form or sales agreement. If there is any conflict between any provision of these Terms and a provision a more specific agreement or agreements with us related to the same matter, then the conflicting terms (and only the conflicting terms) of the other more specific agreement(s) will prevail.
5. NOTICES, COMMUNICATIONS, AND ELECTRONIC SIGNATURES
You consent to receive communications from us electronically. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree to be bound by any affirmation, assent or agreement you transmit through this Site, including but not limited to any consent you give to receive communications from us solely through electronic transmission. You agree that, when in the future you click on an “I agree,” “I consent” or other similarly worded “button” or entry field with your mouse, keystroke or other device, your agreement or consent will be legally binding and enforceable and the legal equivalent of your handwritten signature.
6. RESTRICTIONS ON USE
Unless you have obtained our prior written permission, you may not do any of the following or permit any other Person under your authority or control to do so:
Copy, reproduce, republish, upload, post, transmit, or distribute in any way material from this Site in any manner inconsistent with the purposes for which it is offered by Brightstar to its Users.
Use or encourage the use of this Site, this Site or any Content for any unlawful or unauthorized purpose.
Violate or infringe the rights of third parties, including copyright, trademark, patent, rights of privacy or publicity, or any other proprietary right.
Transmit any advertising or promotional materials, including without limitation, “junk mail,” “surveys,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation or unauthorized communication.
Copy, modify, or display our name, trademarks, or logo or those of any Affiliate of ours, or any text, graphic images, or other Content from this Site.
Use devices (including software) that are designed to provide repeated automated access to this Site or probe, scan, or test the vulnerability of any system or network related in any way to this Site.
With the exception of web browser software, or other applications approved by us, use any software, program, application or any other device to access or log on to this Site, including our computer systems, or to automate the process of obtaining, downloading, transferring or transmitting any content from Brightstarcorp.com, including our computer systems.
Include any Mark of Brightstar or its Affiliates, the name of any of our personnel, or any variation of any of the foregoing, as a metatag, hidden textual element, or any other indicator that may create a false or misleading impression of affiliation, sponsorship, or endorsement between any User and/or website and this Site.
Collect or store personal data about other Users of this Web site.
Transmit any material that contains any computer code or files that might interrupt, limit or interfere with the functionality of any computer software or hardware of telecommunications equipment.
Use any electronic communication feature of this Site for any purpose that is unlawful, tortious, abusive, intrusive on another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, hateful, offensive, or sexually explicit.
Create a link from a web site to any page of this Site unless the user or the operator of the other web site has executed our then standard agreement for the granting of permission to establish such a link.
Contents of the Site – Disclaimer
THE MATERIALS ON THIS SITE AND ANY MATERIALS MADE AVAILABLE ON OR THROUGH BRIGHTSTAR ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED FROM BRIGHTSTAR. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, BRIGHTSTAR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
NEITHER BRIGHTSTAR NOR ANY AFFILIATE OR AUTHORIZED REPRESENTATIVE OF BRIGHTSTAR WARRANTS OR MAKES ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS IN THIS SITE IN TERMS OF THEIR COMPLETENESS, ACCURACY, RELIABILITY, TIMELINESS OR OTHERWISE. THE MATERIALS IN THIS SITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS.
CERTAIN LINKS IN THE WEB SITE MAY LINK THE USER TO OTHER SITES ON THE WORLD WIDE WEB. THE LINKED SITES ARE NOT UNDER THE CONTROL OF BRIGHTSTAR OR ANY AFFILIATE OR AUTHORIZED REPRESENTATIVE OF BRIGHTSTAR AND NONE OF SUCH PERSONS IS RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES.
THE SITE CONTAINS INFORMATION ABOUT PRODUCTS AND SERVICES WHICH MAY OR MAY NOT BE AVAILABLE IN ANY PARTICULAR COUNTRY, AND IF APPLICABLE, MAY HAVE RECEIVED APPROVAL OR MARKET CLEARANCE BY A GOVERNMENTAL REGULATORY BODY ONLY IN SPECIFIC COUNTRIES. NOTHING IN THE SITE SHOULD BE CONSTRUED AS A SOLICITATION OR PROMOTION FOR ANY PRODUCT WHICH IS NOT AUTHORIZED BY THE LAWS AND REGULATIONS OF THE COUNTRY WHERE THE READER RESIDES. THE SALE OF PRODUCTS AND SERVICES IN EACH COUNTRY WILL ALWAYS BE DEPENDENT ON AVAILABILITY.
Operation of the Site – Disclaimer
AS TO THE OPERATION OF THE SITE, BRIGHTSTAR EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. BRIGHTSTAR MAKES NO WARRANTY THAT (i) THE OPERATION OF THE SITE WILL MEET THE USER’S REQUIREMENTS OR EXPECTATIONS; (ii) ACCESS TO THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, FREE OF UNAUTHORIZED CODE OR OTHER HARMFUL COMPONENTS, OR FREE OF ERROR OR MALFUNCTION; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE; OR (iv) ERRORS OR DEFECTS WILL BE CORRECTED.
9. LIMITATION OF LIABILITY
UNLESS DUE TO WILLFUL TORTIOUS MISCONDUCT OR GROSS NEGLIGENCE, NEITHER BRIGHTSTAR NOR ANY AFFILIATE OR AUTHORIZED REPRESENTATIVE OF BRIGHTSTAR SHALL HAVE ANY LIABILITY IN TORT, CONTRACT OR OTHERWISE (AND AS PERMITTED BY LAW, PRODUCT LIABILITY) TO USERS OR ANY THIRD PARTY.
UNDER NO CIRCUMSTANCES SHALL BRIGHTSTAR OR ANY AFFILIATE OR AUTHORIZED REPRESENTATIVE OF BRIGHTSTAR BE LIABLE TO A USER OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUE, INCOME, GOODWILL, USE, DATA, TIME OR OTHER INTANGIBLE LOSSES) THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE BUSINESS CENTER, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF, OR THE INFORMATION AVAILABLE ON, BRIGHTSTAR.
NEITHER BRIGHTSTAR NOR ANY AFFILIATE OF BRIGHTSTAR, OR AUTHORIZED REPRESENTATIVE OF BRIGHTSTAR SHALL BE LIABLE TO A USER OR THIRD PARTY EVEN IF ANY OF THEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
APPLICABLE LAW MAY 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 OR EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify, defend, and hold harmless Brightstar and any Affiliate or Authorized Representative of Brightstar from any claim, demand, loss, costs or expense, including reasonable attorneys’ fees and costs, made by any third-party due to or arising out of your violation of these Terms or any third-party’s rights hereunder, including violation of any intellectual property or privacy right, or your violation of any law or other rights of a third party. Brightstar may, at its own expense, participate in any matter subject to indemnification by User, and User shall not settle any such matter in a manner prejudicial to the rights of Brightstar without the written consent of Brightstar, which shall not be unreasonably withheld.
11. PRIVACY AND SECURITY
12. INTELLECTUAL PROPERTY
All the contents of this website, including trademarks (registered and unregistered), text, graphics, logos and service marks is the property of Brightstar, except where otherwise indicated. Permission is granted to display, copy, distribute, download, and print portions of the Contents for your non-commercial personal use and for the purpose of conducting business with Brightstar, provided that you comply in all respects with this Section. This permission terminates automatically if you breach any of these Terms.
(a) General. You acknowledge and agree that any and all intellectual property rights associated with this Site, whether now existing or arising in the future and including such rights with respect to any name or mark that we may develop for, or use in connection with, this Site, is and will be owned by us or their respective owners, and nothing in these Terms gives or is intended to give you or any User any claim to or rights in such intellectual property.
(b) Content. The following restrictions apply to the Content:
(i) You agree that the Content is our property or the property of our licensees (as the case may be) and is subject to protection by U.S. and international intellectual property laws.
(ii) Subject to these Terms, and except as expressly indicated otherwise herein or on this Site, you agree not to download, copy, store, manipulate, reformat, modify, adapt, reproduce, retransmit, distribute, circulate, display, publish, distribute, perform, sell, rent, print or create derivative works from, or make any other use of the Content (or any portion thereof) without our prior written approval. The preceding sentence prohibits you from, among other things, posting any Content to forums, list services, newsgroups, mailing lists and electronic bulletin boards without our prior written approval.
(iii) To the extent approved by us, you are authorized to use and download materials that are made available on the Site only for your own needs. You may not use, distribute, modify, transmit, or post any Content obtained from the use of the Site or any functions of the Site for public or commercial purposes without our express written permission. Specifically, you are not authorized to resell access to any such materials or to redistribute or facilitate the redistribution of any such materials for sale to others. You may not delete copyright or other intellectual property rights and proprietary notices from printouts of electronically accessed materials.
(c) Marks. Nothing contained in these Terms or this Site should be construed as granting any license or right to use any of the Marks displayed on this Site. Any unauthorized use of the Marks or any other Content is strictly prohibited. You agree that the Marks may not be used in connection with any product or service that does not originate with us or our Affiliates, in any manner that is likely to cause confusion among Users, or in any manner that disparages or discredits us or our Affiliates.
(d) Information Transmitted by User. User agrees that any material, information, and ideas that User transmits to Brightstar shall be and remain Brightstar’s property. All such transmissions will be treated as non-confidential and non-proprietary. Brightstar shall be under no obligation of any kind with respect to such transmissions and shall be free to reproduce, use, disclose, and distribute such transmissions to others in any manner that does not reveal User’s identity.
13. MODIFICATIONS, SUSPENSIONS AND TERMINATIONS
Any right granted to you in these Terms terminates immediately upon any violation of it by you. This Site may be unavailable at times due to no fault of ours. We reserve the right:
To suspend or terminate your access to this Site at any time without giving notice or a reason for such suspension or termination;
To modify or discontinue all or any portion of this Site or any function made available thereby at any time without prior notice;
To block access to the use of all or any portion of this Site or any function of this Site without prior notice in the event we elect to discontinue such service on a temporary or permanent basis or in the event that you breach this Agreement; and
To block access to all or any portion of this Site if we have reason to believe that the general security and/or integrity of the system is being threatened or compromised.
14. JURISDICTION AND APPLICABLE LAW
Unless otherwise specified, we control and operate this Site from our offices within the United States of America. The products and services described on, and the information provided through, this Site are directed to, and are not intended for distribution to, or use by, any Person in any jurisdiction where such distribution or use would be contrary to law or regulation or that would subject us or any of our Affiliates or Authorized Representatives to any requirement within such jurisdiction that we deem burdensome. Persons who access this Site do so on their own initiative, and are responsible for compliance with applicable local laws or regulations.
The Terms and any dispute of any type that may arise between a User and Brightstar and its Affiliates and Authorized Representatives concerning the use of this Site will be governed by the statutes and laws of the State of Florida, United States of America, without regard to conflicts of laws principles thereof. If you take legal action relating to the Terms, you and we consent and agree to submit to the exclusive personal jurisdiction and venue of the courts of Florida and the United States District Court for the Southern District of Florida with respect to such matters.
(a) If any provision of these Terms is deemed unlawful, void, or for any reason unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of the remaining provisions.
(b) The heading of the provisions hereof are for descriptive purposes only and will not modify or qualify any of the rights or obligations set forth in such provisions.
If you have any questions about these Terms or the practices of this website, you may contact: email@example.com