Terms of Service - Revised 7/22/09
TERMS AND CONDITIONS OF SERVICE For Extranet Hosting through Myterrawest.com, a service provided by Terra West Property Management Company.
I. INTRODUCTION: Welcome to Myterrawest.com! Myterrawest.com, a hosted extranet service of Terra West Property Management Company, allows your organization to create its own website (the "Site") where members can obtain general information and correspond with one another. Organizations that subscribe to Myterrawest.com, known as "Extranet Subscribers," are given a unique URL once they are registered. This URL allows the Extranet Subscriber's members ("Members") to access the Site directly and gives them access to extranet, web-hosting, and other services described in the Terms and Conditions of Service.
II. DEFINITIONS: For purposes of these Terms and Conditions, the following terms shall have the stated meanings: "Myterrawest.com" is the hosted extranet service of Terra West Property Management. "Extranet Subscriber" means the organization is utilizing any services provided by Terra West Property Management through its hosted extranet service, Myterrawest.com., for example, the HOA and its Board of Directors. "Member" means any individual that belongs to an Extranet Subscriber and has permission to access the Extranet Subscriber's Site, the individual who is responsible for accepting the Terms and Conditions of Services upon registering for the Site, and prior to accessing any content on the Site. "Terra West Property Management" means Terra West Property Management Company, 2655 S. Rainbow Blvd., Suite 200, Las Vegas, NV 89146. "Site Administrator" means the person or group responsible for the creation, set-up, and maintenance of the Site, including providing access to the Extranet Subscribers and its Members. The current Site Administrator is the Terra West Property Management IT Department. "Site" refers to the Extranet Subscriber's extranet site. "Site Name" refers to the name that will be used by the Extranet Subscriber to identify its site to its members. The Site Name will be chosen by the Site Administrator; however requests to change it may be made by the Extranet Subscriber. "Website" refers to the Terra West Property Management website and/or the Myterrawest.com website and all of the information contained on those sites.
III. USER'S RIGHTS AND RESPONSIBLITIES: The Terms and Conditions provide certain rights to Terra West Property Management, the Extranet Subscriber, and its Members. Terra West Property Management reserves the right to change the Terms and Conditions, provided it gives notice of those changes to Extranet Subscriber and Members. Continued use of the Site by the Extranet Subscriber or its Members will act as (a) acceptance of the changes and (b) an agreement to abide by the changes. By completing the registration process outline and clicking "I Accept," Members agree to: 1) the representations and conditions set forth; 2) accept and abide by these Terms and Conditions, as well as any changes made to these terms, without limitation; 3) accept responsibility for routinely reviewing these Terms and Conditions so as to keep abreast of any changes or modifications. The current Terms and Conditions can be obtained online at http://www.terrawest.com/tos.htm; 4) ensure that all personal information, including email addresses, contact information, and billing information when appropriate, is accurate and current. If any changes in information should occur, the Extranet Subscriber and/or its Members agree that it is their responsibility to update the information immediately; 5) regularly review email messages from Terra West Property Management to be alerted to any changes, notices, or information regarding services; 6) understand that the account balances may not be up to date; 7) due to a recent software conversion, all existing (current and completed) violations and applications may not be displayed. Please call your Associations hotline if you have any questions.
IV. DESCRIPTION OF SERVICES: Terra West Property Management provides each Extranet Subscriber with a unique URL that will give the Extranet Subscriber and its Members access to extranet applications, web-hosting services, and other optional services. Services are provided for the sole use of the Extranet Subscriber and its Members and may only be used in the creation and use of an extranet site for internal use by the Extranet Subscriber and its Members. Terra West Property Management reserves the right to modify or cancel any of the services it provides. Terra West Property Management also reserves the right to modify or cancel the Extranet Subscriber's or its Members' access according to the provisions.
V. ELIGIBILITY: Terra West Property Management offers its services only to individuals and legal entities that are capable of entering into legally binding agreements. If Extranet Subscriber or Member is an individual under the age of 18, or otherwise incapable of entering into a binding agreement, Extranet Subscriber or Member is not authorized to utilize Terra West Property Management services. Terra West Property Management may suspend or terminate eligibility if it determines that, in its good faith judgment, Extranet Subscriber or Member has engaged in fraudulent or improper activity in connection with the utilization of Terra West Property Management services. To be eligible to use Terra West Property Management services, Extranet Subscriber or Member must comply with all applicable laws, statutes, ordinances and regulations. Extranet Subscriber or Member may not use the services to: 1. Publish or transmit any information that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; 2. Falsely identify yourself as any other person or entity to another Member, falsely state or otherwise misrepresent your affiliation with a person or entity, or impersonate another Member; 3. Disguise the source or origin of any Extranet Subscriber or Member information; 4. Publish or transmit any information that Extranet Subscriber or Member does not have a legal right to publish or transmit (such as trade secret or other proprietary information, inside information, or information subject to a confidentiality agreement); 5. Publish or transmit any information that infringes any patent, trademark, trade secret, copyright or other intellectual property of a third party; 6. Publish or transmit any unsolicited or unauthorized advertising, promotional materials, spam, unwelcome e-mail, or any other form of solicitation; 7. Publish or transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; 8. Interfere with or disrupt the software or hardware providing the services offered by Terra West Property Management. Terra West Property Management, based on its sole discretion, reserves the right to examine the information or Member data contained within any Site for the purpose of determining if a violation of these Terms and Conditions has occurred. If, as a result of use of Terra West Property Management services, an Extranet Subscriber has a dispute with one or more Members, Extranet Subscriber releases and indemnifies Terra West Property Management, its affiliates, officers, directors, agents, and employees from all claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with the dispute. To report a violation of this policy, please send an email to abuse@terrawest.com.
VI. REPRESENTATIONS OF EXTRANET SUBSCRIBER'S SITE ADMINISTRATOR: Registration acts as acceptance of the Terms and Conditions contained in this Agreement. By accepting the Terms and Conditions, the Extranet Subscriber and Members represents and warrants that: 1) The Site Administrator will need to make decisions concerning the level of privacy, security, and desired options that best suit the needs of the Extranet Subscriber and its Members. 2) The Site Administrator will also control which members have access to the site and what options and privileges those members will have once they have registered. 3) Other Site Administrators may be registered. Once registered, additional Site Administrators agree to abide by all the terms and conditions and are responsible for promptly reviewing any notices received from Terra West Property Management regarding the Extranet Subscriber's Site. Authorized Site Administrators have the legal authority to register and enter into this Agreement on behalf of the Extranet Subscriber and thereby binds the Extranet Subscriber to the Terms and Conditions of this Agreement. 4) The Extranet Subscriber and its Members consent to the Terms and Conditions of this Agreement.
VII. REGISTRATION PROCESS: To have an extranet site, each Extranet Subscriber and its Members must complete the registration process. Terra West Property Management has sole discretion regarding the timing, nature, and content of all correspondence with Site Administrators, Extranet Subscribers, and Members.
VIII. CONFIDENTIALITY: The Extranet Subscriber and its Members are responsible for the confidentiality of the site. The protection of passwords and the privacy of any information shared on the site is the responsibility of each Member and the Extranet Subscriber as a whole. The Extranet Subscriber and its Members are responsible for ensuring the confidentiality of any information exchanged within its site and for any content posted on its site. The Extranet Subscriber agrees to notify Terra West Property Management immediately of any breaches of security, including unauthorized use, activities, or disclosure. If Extranet Subscriber fails to notify Terra West Property Management of any security breach or fails to abide by the provisions set forth above, Extranet Subscriber agrees to indemnify, defend, and hold Terra West Property Management harmless from any damages that may occur in connection with any of these provisions as further set forth in Article XI hereof.
IX. ACCESS TO SERVICES: Access: Terra West Property Management provides each Extranet Subscriber with the capability to create an extranet site. Terra West Property Management promises to make reasonable efforts to provide a quality of service that meets or exceeds prevailing industry standards. Terra West Property Management will make every effort to provide access to the Site on a twenty-four-hour per day, seven-day per week basis. The Extranet Subscriber and its members recognize, however, that despite Terra West Property Management good faith efforts, at times access will be unavailable due interruption of major network connectivity, network and server limitations, back-up and regular maintenance performed by Terra West Property Management, or for any other reason. Third Party Providers: Terra West Property Management website contains links to the sites of Terra West Property Management partners, affiliates, and providers of services or content to Terra West Property Management ("Third Party Providers"). These links are provided as a convenience and service to the Extranet Subscriber and its Members. Terra West Property Management does not regulate these sites, nor will Terra West Property Management be held liable for the accuracy or reliability of any of these sites, their content, the products they advertise, or any transmissions conducted by such sites. Furthermore, Terra West Property Management will not be held liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such information. If Extranet Subscriber or its Members decide to use the provided links, they acknowledge that they are bound by the privacy and use policies of each linked site. Any text, graphics, logos, trademarks, copyrighted information, or any other material published by Terra West Property Management or its Third Party Providers remains the property of Terra West Property Management or the identified provider of the material. Extranet Subscriber and its Members agree to respect the property rights associated with these materials. Note on Hyperlinks: Through Extranet Subscriber's or a Member's use of the services, Extranet Subscriber or a Member may be provided with hyperlinks to other Internet sites or resources. Terra West Property Management has no control over those sites and resources. Extranet Subscriber and its Members acknowledge that Terra West Property Management is not responsible for the availability of those hyperlinked sites or resources, and does not endorse and is not responsible or liable for any information, advertising, products, or other materials on or available from those sites or resources. Extranet Subscriber and its Members further acknowledge that Terra West Property Management shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such information, goods, or services available on or through any such site or resource.
X. WARRANTY: TERRA WEST PROPERTY MANAGEMENT PROVIDES SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED, OR STATUTORY. TERRA WEST PROPERTY MANAGEMENT SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TERRA WEST PROPERTY MANAGEMENT MAKES NO WARRANTY THAT (i) THE SERVICES WILL MEET EXTRANET SUBSCRIBER'S OR MEMBER'S REQUIREMENTS, (ii) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY EXTRANET SUBSCRIBER OR MEMBER THROUGH THE SERVICES WILL MEET EXTRANET SUBSCRIBER'S OR THE MEMBER'S EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT EXTRANET SUBSCRIBER'S AND MEMBER'S OWN DISCRETION AND RISK AND EXTRANET SUBSCRIBER AND MEMBER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO ITS, HIS, OR HER COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY EXTRANET SUBSCRIBER OR MEMBER FROM TERRA WEST PROPERTY MANAGEMENT, THROUGH OR FROM THE SERVICES IT PROVIDES, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTEIS, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
XI. INDEMNITY: Extranet Subscriber and its Members agree to indemnify and hold Terra West Property Management and its subsidiaries, affiliates, officers, directors, agents, and employees, and any providers of data used on Extranet Subscriber's Site or the Terra West Property Management' Website, harmless from any claims, demands, liability, losses, damage, expenses, fines, charges, causes of action and claims for relief of every kind and nature, including attorneys' fees and costs, made by any Extranet Subscriber, Member, or other third party due to or arising out of Extranet Subscriber's or Members' breach of this Agreement or the documents it incorporates by reference, or Extranet Subscriber's or Members' violation of any law or the rights of a third party.
XII. PROPERTY RIGHTS: The content on this Website, including all text, graphics, logos, button icons, images, audio clips, and software, and the collection, arrangement, and assembly of that content, is the property of Terra West Property Management and is protected by U.S. and international copyright laws. Terra West Property Management owns all software used on this Website. The software is protected by U.S. and international copyright laws. Any use of the software or content of this site that is inconsistent with the Website's purpose, including the reproduction, modification, distribution, transmission, republication, display, or performance, is strictly prohibited. Terra West Property Management retains the rights to all trademarks, trade names, service marks, service names and logos ("Marks") on this Website. No Marks may be used in any manner that is likely to cause confusion as to the source or origin of any goods or services, or in any manner that disparages or discredits Terra West Property Management. This Website may not be reproduced, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose that is not expressly permitted by Terra West Property Management. Any comments, ideas, or suggestions submitted to Terra West Property Management through this interface become the sole property of Terra West Property Management. Terra West Property Management may use any information submitted in this manner without any obligation to the Extranet Subscriber or Member who submitted it. Information posted on the Extranet Subscriber's Site by the Extranet Subscriber or its Members, particular to the Extranet Subscriber's organization, will remain the sole property of the Extranet Subscriber, its Members, or any party with rights therein. Notification of claimed copyright infringement should be sent to: Terra West Property Management, 2655 S. Rainbow Blvd., Suite 200, Las Vegas, NV 89146; (702) 362-6262; email: abuse@terrawest.com.
XIII. LEGAL STIPULATIONS: Representations: The Extranet Subscriber represents that no joint venture, partnership, employment, or agency relationship exists between Terra West Property Management and the Extranet Subscriber or its Members as a result of the Terms and Conditions contained in this document, or by the use or access to the services provided by Terra West Property Management. Entire Agreement: These Terms and Conditions, incorporating any notices and policies published on the Terra West Property Management Website, constitute the entire agreement between the Extranet Subscriber, its Members, and Terra West Property Management. This Agreement supersedes all other communications, in whatever form, between the Extranet Subscriber, its Members and Terra West Property Management. Jurisdiction and Venue: The Terms of this Agreement and all the provisions contained within, as well as the relationship between the Extranet Subscriber, its Members, and Terra West Property Management, are governed by the laws of Nevada and the United States of America without regard to conflict of law provisions. The Extranet Subscriber and its Members agree to the personal and exclusive jurisdiction and venue of the state and federal courts located in Las Vegas, Nevada, U.S.A. concerning any and all disputes arising out of or relating to the use or access of Terra West Property Management services or Website under this Agreement. Voided or Invalid Provisions: If a court of law finds any part of the Terms and Conditions invalid or unenforceable, the provision will be replaced by a valid, enforceable clause that most closely resembles the intent of the initial provision. The unenforceable or invalid provision has no effect on the remaining terms and conditions, which remain in effect as contained herein. Waiver: Terra West Property Management failure to exercise any of its rights under this Agreement does not constitute a waiver of such right.
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