Terms of Use

AutoUpLink Technologies, Inc.
WEBSITE TERMS OF USE
AutoUpLink Technologies, Inc. ("Company") operates this Site to provide online access to information about Company and the products, services, and opportunities we provide (the "Service"). By accessing and using this Site, you agree to each of the terms and conditions set forth herein ("Terms of Use" or "Agreement"). Additional terms and conditions applicable to specific areas of this Site or to particular content or transactions are also posted in particular areas of the Site and, together with these Terms of Use and the Privacy Policy attached, govern your use of this Site. By accessing, browsing and/or using this Site, you acknowledge that you have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations.

Company reserves the right to modify this Agreement at any time without giving you prior notice. Your use of the Site following any such modification constitutes your agreement to follow and be bound by the Agreement as modified.
1. Use of Site
You may use the Service, the Site, and the information, documents, trademarks, servicemarks, communications, files, text, graphics, images, video, user interfaces, visual interfaces, photographs, software, metadata, audio/visual files and other copyrightable material and intellectual property that you see, hear or otherwise experience on the Site (singly or collectively, the "Content") solely for your non-commercial, personal purposes and/or to learn about Company products and services. No right, title or interest in any Content is transferred to you, whether as a result of downloading such Content or otherwise. Company reserves complete title and full intellectual property and other rights in all Content. Except as expressly authorized by this Agreement, you may not use, alter, copy, distribute, transmit, or derive another work from any Content obtained from the Site or the Service, except as expressly permitted by this Agreement.

In connection with your use of the Site, you agree you will not:

  • Transmit any message, information, data, text, software or images or other content ("Material") that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous or otherwise objectionable that may invade another's right of privacy or publicity;
  • Impersonate any person or entity, including but not limited to a Company officer or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • Post or transmit any Material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements);
  • Post or transmit any Material that contains a virus or corrupted data;
  • Delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
  • Use the Site's communication features in a manner that adversely affects the availability of its resources to other users (e.g., excessive shouting, use of all caps or flooding continuous posting of repetitive text);
  • Post or transmit any unsolicited advertising, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes" or any other form of solicitation or any non-resume information such as options or notices, commercial or otherwise;
  • Violate any applicable local, state, national or international law;
  • Upload or transmit any Material that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
  • Delete or revise an material posted by any other person or entity; or
  • Manipulate or otherwise display the Sites by using framing or similar navigational technology.
2. Copyright
The Site and the Content are protected by U.S. and/or foreign copyright laws, and belong to Company or its partners, affiliates, contributors or third parties. The copyrights in the Content are owned by Company or other copyright owners who have authorized their use on the Site. You may download and reprint Content for non-commercial, non-public, personal use only. You may not manipulate or alter in any way images or other Content on the Site.
3. Trademarks
We own trademarks for our many Services, including without limitation, "AutoUpLinkUSA" and "Company" and the associated graphics, logos and service marks are our trademarks and may not be used without our prior written consent. All other trademarks, product names and company names and logos appearing on the Site are the property of their respective owners.
4. Links to Third-Party Web Sites
Links on the Site to third party web sites or information are provided solely as a convenience to you. If you use these links, you will leave the Site. Such links do not constitute or imply an endorsement, sponsorship, or recommendation by Company of the third party, the third-party web site, or the information contained therein. Company is not responsible for the availability of any such web sites. Company is not responsible or liable for any such web site or the content thereon. If you use the links to the web sites of Company affiliates or service providers, you will leave the Site, and will be subject to the terms of use and privacy policy applicable to those web sites.
5. Downloading Files
Company cannot and does not guarantee or warrant that any files available for downloading through the Site will be free of infection by software viruses or other harmful computer code, files or programs.

You may print and download portions of material from the different areas of the Sites solely for your own non-commercial use provided that you agree not to change or delete any copyright or proprietary notices from the materials. Except as stated herein, none of the material may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of Company or the copyright owner. Permission is granted to display, copy, distribute and download the materials on the Sites for personal, non-commercial use only, provided you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials. This permission terminates automatically if you breach any of these terms or conditions. Upon termination, you must immediately destroy any downloaded and printed materials. You also may not, without Company's permission, "mirror" any material contained on the Sites on any other server. Any unauthorized use of any material contained on the Sites may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

Images of people or places displayed on the Sites are either the property of, or used with permission by Company. Notwithstanding anything to the contrary contained herein, the use of these images by you, or anyone authorized by you, is prohibited unless specially permitted by these Terms and Conditions or specific permission provided elsewhere in the Site. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.
6. Software
Any software available for download via the Site is the copyrighted work of Company and/or its licensors. Use of such software is governed by the terms of the end user license agreement that accompanies or is included with the software. Downloading, installing, and/or using any such software indicates your acceptance of the terms of the end user license agreement.
7. Disclaimer of Warranties
COMPANY MAKES NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE SITE, THE SERVICE OR THE CONTENT. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SITE, THE SERVICE, THE CONTENT, AND ANY PRODUCT OR SERVICE FURNISHED OR TO BE FURNISHED VIA THE SITE. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS PERFORMED BY THE SITE OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE SITE OR THE SERVICE WILL BE CORRECTED. COMPANY DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE CONTENT, OR THAT ANY ERRORS IN THE CONTENT WILL BE CORRECTED. THE SITE, THE SERVICE AND THE CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
8. Limitation of Liability
IN NO EVENT WILL COMPANY BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES ARISING OUT OF (I) THE USE OF OR INABILITY TO USE THE SITE, THE SERVICE, OR THE CONTENT, (II) ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE SITE; (III) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE, THE SERVICE AND/OR THE CONTENT, (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, OR (V) ANY OTHER MATTER RELATING TO THE SITE, THE SERVICE, OR THE CONTENT, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE SITE, THE SERVICE, THE CONTENT, OR WITH THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, COMPANY'S LIABILITY IS LIMITED AND WARRANTIES ARE EXCLUDED TO THE GREATEST EXTENT PERMITTED BY LAW, BUT SHALL, IN NO EVENT, EXCEED $100.00.
9. Indemnification
You understand and agree that you are personally responsible for your behavior on the Site. You agree to indemnify, defend and hold harmless Company, its parent companies, subsidiaries, affiliated companies, joint venturers, business partners, licensors, employees, agents, and any third-party information providers to the Service from and against all claims, losses, expenses, damages and costs, and reasonable attorneys' fees, resulting from or arising out of your use, misuse, or inability to use the Site, the Service, or the Content, any violation by you of this Agreement or your violation of any rights of a third party service provider.
10. User Conduct
You agree to use the Site only for lawful purposes. You agree not to take any action that might compromise the security of the Site, render the Site inaccessible to others or otherwise cause damage to the Site or the Content. You agree not to add to, subtract from, or otherwise modify the Content, or to attempt to access any Content that is not intended for you. You agree not to use the Site in any manner that might interfere with the rights of third parties.
11. User Supplied Information
You agree that any material, information, or data you transmit to us or post to the Site (each a "Submission" or collectively "Submissions") will be considered non confidential and non proprietary. For all Submissions, (1) you guarantee to us that you have the legal right to post the Submission and that it will not violate any law or the rights of any person or entity, and (2) you give Company the royalty-free, irrevocable, perpetual, worldwide right to use, reproduce, distribute, display and create derivative works from the Submission, in any and all media, in any manner, in whole or in part, without any restriction or responsibilities to you.
12. Password Security
You are responsible for maintaining the confidentiality of your member identification and password information, and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your member identification and password.
13. Notice and Procedure for Making Claims Under the Digital Millennium Copyright Act.
The Digital Millennium Copyright Act (DMCA) provides recourse to copyright owners who believe that their rights under the United Stated Copyright Act have been infringed by acts of third parties over the Internet. If you believe that your copyrighted work has been copied without your authorization and is available on our Site in a way that constitute copyright infringement, you may provide notice of your claim to our Designated Agent listed below. For you notice to be effective, it must include the following information:
(a)A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b)A description of the copyrighted work that you claim has been infringed upon;
(c)A description of where the material that you claim is infringing is located on this Site;
(d)Information reasonably sufficient to permit the service provider to contact the complaining party, such as address, telephone number and, if available, an e-mail address at which the complaining party may be contacted;
(e)A statement by you that you have good-faith believe that the disputed use is not authorized by the copyright owner, its agent or the law; and
(f)A Statement that the information in the notification is accurate and under penalty of perjury that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
The Designated Agent should be contacted only if you believe that your work has been used or copies in a way that constitutes copyright infringement and such infringement is occurring on our Sites. All other inquiries to the Designated Agent will not be answered.
14. Statute of Limitations.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of our Site, Terms of Use and/or Privacy Policy must be filed within one (1) year after such claim or cause of action arose or be forever barred.
15. General Provisions
(a)Entire Agreement/No Waiver. These Terms of Use constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by Company of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
(b)Enforcement/ Choice of Law/ Choice of Forum. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of this Agreement, all of which will remain in full force and effect. Any and all disputes relating to this Agreement, Company's Privacy Policy, your use of the Site, any other Company web site, the Service, or the Content are governed by, and will be interpreted in accordance with, the laws of the State of Minnesota, without regard to any conflict of laws provisions.

You agree that any legal action or proceeding between Company and you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a federal or state court of competent jurisdiction sitting in the County of Ramsey or State of Minnesota.
Date of Last Modification: January 1, 2009