TERMS OF SERVICE

READ THIS INFORMATION CAREFULLY. THIS AGREEMENT IS A BINDING, LEGAL DOCUMENT
 

If you are under eighteen (18) years of age, have a parent or guardian register you to use PowerBarClub websites and services before continuing.

POWERBARCLUB OFFERS YOU THE USE OF PowerBarClub APPLICATIONS, WEBSITES AND ANY ASSOCIATED SERVICES IF AND ONLY IF YOU AGREE TO ALL THE TERMS OF THIS AGREEMENT AND ACCEPT THIS AGREEMENT WITHOUT ANY MODIFICATION AND YOU ACCEPT ANY AND ALL RULES OR GUIDELINES POSTED ON A PARTICULAR POWERBARCLUB APPLICATION OR WEBSITE. BY USING A POWERBARCLUB APPLICATION, WEBSITE OR SERVICE YOU AUTOMATICALLY ACCEPT THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND YOU UNEQUIVOCALLY ACCEPT ANY AND ALL POSTED RULES OR GUIDELINES. POWERBARCLUB DOES NOT PERMIT OFFENSIVE CONTENT AND ATTEMPTS TO BLOCK ANY SUCH MATERIAL AS SOON AS POSSIBLE AFTER IT IS REPORTED, IF YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT OR WITH ANY PART OF POSTED RULES OR GUIDELINES, THEN DO NOT USE THE POWERBARCLUB APPLICATIONS, WEBSITES OR SERVICES. POWERBARCLUB HAS THE RIGHT TO CHANGE THE TERMS OF THIS AGREEMENT WITHOUT PRIOR NOTICE TO YOU OR YOUR PRIOR PERMISSION, AND TO DENY YOU ACCESS TO ANY POWERBARCLUB APPLICATIONS, WEBSITES OR SERVICES AT ANY TIME, FOR ANY REASON. YOU CAN REVIEW THE MOST CURRENT VERSION OF THIS DOCUMENT AT ANY TIME AT THE WEBSITE LOCATION http://.PowerbarClub.com THIS AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES AND LIABILITY. ITS TERMS PROVIDE AN EXCLUSIVE REMEDY TO RESOLVING ANY DISPUTES THAT MIGHT ARISE. THESE PROVISIONS FORM AN ESSENTIAL BASIS OF OUR RELATIONSHIP. IF YOU ARE UNDER EIGHTEEN (18) YEARS OF AGE OR NOT OF MAJORITY AGE IN THE JURISDICTION IN WHICH YOU RESIDE, A PARENT OR GUARDIAN WILL NEED TO REGISTER YOU WITH POWERBARCLUBAND AGREE TO THE TERMS OF THIS DOCUMENT ON YOUR BEHALF.

In order to use the PowerBarClub Applications, Websites or Services, users must have access to the internet and must access http://powerbarclub.com or another of the URLs associated with the PowerBarClub Applications. You are advised that the content is for general audiences. If there is adult content or mature content, individuals who are less than eighteen (18) years of age or are prohibited bylaws of any applicable jurisdiction may not access such content. The PowerBarClub Applications, Websites and Services, however, are not available to children under thirteen (13) under any circumstances. PowerBarClub does not discriminate on the basis of age, gender, race, ethnicity, nationality, religion, sexual orientation, or any other protected status.

1. THIS IS AN AGREEMENT BETWEEN YOU AND POWERBARCLUB

This is an agreement between you and PowerBarClub. This Agreement governs your use of any website or applications operated by PowerBarClub (collectively, the " PowerBarClub Applications"), or any content contained in a PowerBarClub Application ("Content"). You represent that you are at least eighteen (18) years of age or of majority age in the jurisdiction in which you reside, or that you are a user of at least thirteen (13) years of age whose parent or guardian has registered you to use PowerBarClub Applications and that you are not barred from receiving services under the laws of the United States, any State, or any other applicable jurisdiction. You must be at least thirteen (13) years of age to register for membership, and you must be at least eighteen (18) years of age or have permission from a parent or guardian in order to register for access to PowerBarClub resources, Websites and services. In addition, you agree to not sign up anyone else as a member with PowerBarClub unless you are either their parent or guardian, in the event that someone other than a parent or guardian has inadvertently, illegally or without permission signed you up as a member and you wish to cancel your membership your only remedy with PowerBarClubshall be to promptly submit a Help Ticket to PowerBarClub with proof that you were signed up without your permission and PowerBarClub agrees to promptly remove your information and contacts from our system. Of course, you may still wish to pursue a legal action against the individual that signed you up without your permission; however, PowerBarClub has no information or control over such events and does not accept any liability or responsibility for such illegal or irresponsible acts by others beyond promptly canceling such membership upon notification.

2. YOU AGREE TO PROVIDE POWERBARCLUB ACCURATE INFORMATION SUBJECT TO POWERBARCLUB’S PRIVACY POLICY

You agree to: (a) provide true, accurate, current, and complete information about yourself requested in any registration form ("Registration Data") and (b) maintain and promptly update your Registration Data in order to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current, or incomplete, or PowerBarClub has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, PowerBarClub has the right to suspend or terminate your account and refuse current or future use of the PowerBarClub Applications, Websites (or any portion thereof) or Services. All Registration Data becomes the exclusive property of PowerBarClub, its affiliates, and subsidiaries. PowerBarClub reserves the right to use and reuse all registration and other personally identifiable user information subject to the PowerBarClub Privacy Policy. You acknowledge receipt of PowerBarClub Privacy Policy.

3. YOU AGREE TO RECEIVE ADVERTISEMENTS AND OTHER CONTENT AS DESCRIBED IN THIS PARAGRAPH AND YOU AGREE THAT POWERBARCLUB MAY USE YOUR REGISTRATION DATA AND OTHER DATA SPECIFIC TO YOU IN DECIDING WHAT ADVERTISEMENTS OR CONTENT TO SEND TO YOU

PowerBarClubprovides its applications, member websites, and services only to registered members who become part of a private network or virtual private network. You understand and agree that in order to provide you the applications, websites, and services while preserving your actual identity from third parties, PowerBarClub may provide you with or have directed to you tailored advertisements, offerings, or services that are based upon one or more of data from your registration, demography, or your use of PowerBarClub applications, websites, or services. You understand and agree that advertisements may be necessary in order for PowerBarClub to provide you with access to certain applications, websites, or services. You also understand and agree that certain announcements, communications, newsletters, and the like may be sent to you directly by PowerBarClub. Also, in some instances, you may not be able to opt out of such advertisements or announcements and still receive access to PowerBarClub applications, websites, and services. PowerBarClub applications, websites, and services are provided "AS IS" without any guarantees or promises regarding the storage of personal items or settings.

4. POWERBARCLUB HAS THE RIGHT TO TERMINATE YOUR USE OF POWERBARCLUB APPLICATIONS

Use of PowerBarClub Applications is subject to compliance with these Terms and Conditions of Service ("Terms"). You acknowledge and agree that PowerBarClub may terminate your access to PowerBarClub Applications or to any Content should you fail to comply with the Terms or any other guidelines and rules published by PowerBarClub. Any such termination shall be in PowerBarClub’s sole discretion and may occur without prior notice, or any notice. PowerBarClub further reserves the right to terminate any user's access to PowerBarClub Applications or to any Content for any conduct that PowerBarClub, in its sole discretion, believes is or may be directly or indirectly harmful to other users, to PowerBarClub, to its subsidiaries, to its affiliates, to its business contractors, or to other third parties, or for any conduct that violates any local, state, federal, or foreign laws or regulations. Upon termination of an end user's account due to conduct believed in the sole discretion of PowerBarClub to be directly or indirectly harmful to others or illegal, PowerBarClub reserves the right to share with proper legal authorities end user account information or any other relevant information regarding end user identity and activities as part of dealing with the end user account termination.

Your account and access to the PowerBarClub Applications may be terminated for inactivity. What constitutes inactivity varies depending on the Content utilized. PowerBarClub reserves the right to determine what constitutes inactivity in its sole discretion. You agree that PowerBarClub will not be liable for any content or other data that is removed due to account inactivity. Any account that remains inactive for a period of ninety (90) days can be terminated at PowerBarClub’s sole discretion at any time. Membership requires an account holder to sign-in at least once every ninety (90) days to maintain active status. Inactive status occurs after ninety (90) days if no sign-in activity. Dormant status occurs after one hundred and eighty (180) days if no sign-in activity.. After one year with no sign-in activity a PowerBarClub member account may becomes be terminated. PowerBarClub further reserves the right to terminate any user's access to the PowerBarClub Applications or to any of the Content for any reason or for no reason at all, in PowerBarClub’s sole discretion, without prior notice, or any notice. Upon such termination or suspension, your right to use the PowerBarClub Applications will immediately cease. UPON SUCH TERMINATION OR SUSPENSION, ANY INFORMATION YOU HAVE STORED ON THE POWERBARCLUB APPLICATIONS MAY NOT BE RETRIEVED.

5. RESPONSIBILITY FOR MINORS

In cases where you have authorized a minor to use the PowerBarClub Applications, you recognize that you are fully responsible for: (i) the online conduct of such minor; (ii) controlling the minor's access to and use of the Content; and (iii) the consequences of any misuse by the minor.

6. PARENTAL CONTROLS AND CHILD SAFETY

Certain material available on the Internet and on PowerBarClub Applications may not be appropriate for minors. To prevent or limit your child's access to inappropriate materials, there are a number of parental control protections (such as computer hardware, software, or filtering services) generally available. It is your responsibility to monitor your minor's Internet use. PowerBarClub encourages parents to closely supervise their child's use of the internet and to implement appropriate parental controls.

7. YOU AGREE TO ADDITIONAL TERMS NOT APPEARING IN THIS AGREEMENT THAT APPEAR ON POWERBARCLUB APPLICATIONS

PowerBarClub Applications contain additional terms (e.g. Terms of Service, Privacy Policy, and Notices) that further govern use of that PowerBarClub Application. You agree to review and abide by those additional terms when you use those PowerBarClub Applications. If any terms in this Agreement conflict with any terms in a PowerBarClub Application, then the terms in the PowerBarClub Application shall control.

8. POWERBARCLUB MAY MODIFY THIS AGREEMENT

Please review the Terms at the PowerBarClub Applications prior to accessing the PowerBarClub Applications since the Terms may have changed. PowerBarClub may change the Terms and/or the scope or nature of the services offered through the PowerBarClub Applications, in whole or in part, at any time. Posting of the updated Terms on the PowerBarClub Applications will constitute notice to you of any such changes, although PowerBarClub may choose other types of notice for certain changes. Changes will be effective upon notice. Your continued use of the PowerBarClub Applications following notice constitutes your acceptance of all changes. If you do not agree to changes to the Terms or the scope or nature of the PowerBarClub Applications, your sole and exclusive remedy will be to terminate your use of the PowerBarClubApplications.

9. YOU AGREE NOT TO USE THE POWERBARCLUB APPLICATIONS FOR COMMERCIAL OR HARMFUL PURPOSES

The PowerBarClub Applications are only for your personal use. You agree that you will not use the PowerBarClub Applications for commercial purposes. You agree that you will not use the PowerBarClub Applications in any way that is unlawful, or harms PowerBarClub, its affiliates, resellers, distributors, service providers and/or suppliers (each, a "PowerBarClub Party" and collectively, the "PowerBarClub Parties") or any customer of a PowerBarClub Party, as determined in PowerBarClub’s sole discretion. PowerBarClub may tell you about certain specific harmful uses in a code of conduct or other notices available through a PowerBarClub Application, but has no obligation to do so. You may not use the PowerBarClub Applications in any way that breaches any code of conduct, policy, or other notice applicable to the PowerBarClub Applications. Without limiting the generality of this section, you may not use the PowerBarClub Applications in any manner that could damage, disable, overburden, or impair any PowerBarClub Application (or the network(s) connected to any PowerBarClub Application) or interfere with any other party's use and enjoyment of the PowerBarClub Applications.

10. MEMBER AND USER CONDUCT

PowerBarClub Applications may only be used for their intended purpose. The following list of prohibited conduct is not exhaustive and does not limit the in any way the prohibited conduct in these Terms.

You agree that you will not engage in the following conduct or use the PowerBarClub Applications to:

 

a. Upload, post, email, otherwise transmit, or post links to any Content, or select any member or user name or email address, that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of privacy or publicity rights, hateful, or racially, sexually, ethnically,
or otherwise objectionable.

b. Upload, post, email, otherwise transmit, or post links to any Content that promotes illegal activity, including instructions for illegal activity.

c. Upload, post, email, otherwise transmit, or post links to any Content that exploits the images of children under eighteen (18) years of age, or that discloses personally identifying information belonging to children under eighteen (18) years of age.

d. Harm minors in any other way.

e. Make any sexual request on behalf of a minor or make any sexual request of a minor.

f. "Stalk" or otherwise harass another.

g. Collect or store personally identifying information about other users for commercial or unlawful purposes.

h. Impersonate any person or entity, including, but not limited to, a PowerBarClub Applications employee, contractor, guide, or host, or falsely state or otherwise misrepresent your affiliation with any person.

i. Employ misleading email addresses or falsify information in the header, footer, return path, or any part of any communication, including emails, transmitted through the PowerBarClub Applications.

j. Upload, post, email, otherwise transmit, or post links to any Content that you do not have a right to transmit under any law or regulation or under contractual or fiduciary relationships (such as inside information, or proprietary and confidential information learned or disclosed as part of employment relationships
or under nondisclosure agreements).

k. Upload, post, email, or otherwise transmit, or post links to any Content that facilitates hacking.

l. Upload, post, email, otherwise transmit, or post links to any Content that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary right of any party, or contributing to inducing or facilitating such infringement. This prohibition shall include, without limitation, the following forms of software piracy:

m. Upload, post, email, otherwise transmit, or post links to any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, Ponzi schemes, or any other form of solicitation, except in those areas that are designated for legal solicitation under your agreement
with PowerBarClub..

n. Upload, post, email, otherwise transmit, or post links to any material that contains software viruses, worms, Trojan horses, time bombs, trap doors, or any other computer code, files, programs, or repetitive requests for information designed to interrupt, destroy or limit the functionality of any computer software,
hardware, or telecommunications equipment or to diminish the quality of, interfere with the performance of, or impair the functionality of, the Content or PowerBarClub Applications.

o. Use automated means, including additional computers, software, and scripts, to enhance play in PowerBarClub Applications' games and promotions.

p. Use automated means, including spiders, robots, crawlers, or the like to download data from any PowerBarClub Applications ' database.

q. Upload, post, email, otherwise transmit, or post links to any Content regarding any raffle, contest, or game requiring a fee by participants.

r. Modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any Content from any PowerBarClub database, including by incorporating data from any PowerBarClub database into any e-mail or "white pages" products or services, whether browser-based, based on proprietary client-site applications, web-based, or otherwise.

s. Sell, distribute, or make any commercial use of data obtained from any PowerBarClub database or make any other use of data from any PowerBarClub database in a manner that could be offensive to the person for whom the data is relevant.

t. Create and maintain a PowerBarClub Applications web page that (i) redirects to another web page or (ii) stores or hosts content for remote loading by other web pages.

u. Create and maintain a PowerBarClub Applications web page that contains hyperlinks to content not permitted on the PowerBarClub Applications.

v. Interfere with or disrupt the Content or servers or networks connected to the Content, or disobey any requirements, procedures, policies, or regulations of networks connected to the Content.

w. Intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law.

x. Upload, post, email, otherwise transmit, or post links to any material that is false, misleading, or designed to manipulate any equity, security, or other market.

y. Disobey any PowerBarClub employee or representative or interfere with any action by any PowerBarClub employee or representative to redress any violation of these Terms.

z. Access the Content after your account or access has been terminated by PowerBarClub.

11. YOU AGREE TO NOT TO INFRINGE COPYRIGHTS OF POWERBARCLUB OR OTHERS

All contents of the PowerBarClub Applications are Copyright © 2009 WTPowers, LLC and/or its suppliers, P.O. Box 2490, McKinleyville, CA 95519 U.S.A. All rights reserved. WTPowers, LLC. PowerBarClub logo, and/or other PowerBarClub Content may also be either trademarks or registered trademarks of WTPowers, LLC in the United States and/or other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.

12. YOU AGREE TO ASSUME THE RISK OF USING CONTENT AND SERVICES PROVIDED BY AND THROUGH POWERBARCLUB APPLICATIONS AND YOU AGREE TO ASSUME THE RISK OF YOUR INTERACTIONS WITH OTHER MEMBERS AND WITH OTHER WEBSITES

You acknowledge and agree that you must evaluate and bear all risks associated with using any Content, including relying on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not hold PowerBarClub responsible if you rely on any Content created by or obtained through the use of the PowerBarClub Applications, including without limitation, information posted by users or sponsors and you are harmed or injured as a result.

You are solely responsible for your interactions with other PowerBarClub Members. You agree to assume all risks of harm or injury that may result from your interactions with other members. You understand that PowerBarClub does not screen its Members in any way, nor does PowerBarClub inquire into the backgrounds of its Members, investigate its Members, or attempt to verify any statements of its Members. Thus, PowerBarClub cannot and does not make any representations or warranties, nor does PowerBarClub offer any opinion or assertion as to the character, temperament, moral turpitude, or conduct of any Member or the compatibility of any Member with any other current or future Member. You agree to take reasonable precautions in all interactions with other Members of PowerBarClub, particularly if you decide to meet offline or in person. In addition, you agree to review the safety tips listed below prior to using any of the PowerBarClub Applications. You understand that PowerBarClub makes no guarantees, either express or implied, regarding your ultimate compatibility with individuals you meet through any of PowerBarClub’s services. You should never provide your financial information (for example, your credit card, bank account information or social security number) to other Members.

In no event shall PowerBarClub be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or stemming from a Member's use of a PowerBarClub Application or Service or the actions or interactions of any Members in connection with using any of the PowerBarClub Applications or services. If you are injured or emotionally distressed as a result of your use of any PowerBarClub Application or Service you may not hold PowerBarClubliable for that injury or harm.

Certain links to other websites, third party content, or to content otherwise outside our applications or network may be accessed from links on our applications, or those of our affiliates. Please be aware that PowerBarClub is not responsible for the privacy practices of such other websites or affiliates, or for their content. We encourage you to be aware that when you leave a PowerBarClub Application or link to other sites, you will need to carefully read the privacy policies of each and every site that collects personally identifiable information, and to also just be aware of the fact that you may find it best to avoid some third party sites entirely as content available from some third party sites over which PowerBarClub has no control and accepts no responsibility could be found objectionable or offensive by some users. PowerBarClub’s privacy policy and PowerBarClub’s content restrictions apply solely to information collected in connection with the PowerBarClub offerings and available as content present upon PowerBarClub’s Applications and website pages.

You are solely responsible for your interactions with other websites, in particular interactions with web pages over which PowerBarClub has no ownership or control. You agree to assume all risks of harm or injury that may result from your interactions with such other websites. You understand that PowerBarClub does not screen in any way websites that may be linked directly or indirectly to PowerBarClub Applications or web pages, nor does PowerBarClub inquire into the backgrounds of owners of such web pages, investigate their owners or managers, or attempt to verify any statements or content for such websites. Thus, PowerBarClub cannot and does not make any representations or warranties, nor does PowerBarCluboffer any opinion or assertion as to the content, accuracy, general acceptability, or the like, for such third party websites or the compatibility of any third party website with any current or future Member. You agree to take reasonable precautions in all interactions with other websites. In addition, you agree to review the safety tips listed below prior to using any of the PowerBarClubApplications or websites. You understand that PowerBarClubmakes no guarantees, either express or implied, regarding your ultimate compatibility with websites that you may directly or indirectly link to from a PowerBarClubapplication or web page, or those of our affiliates.

In no event shall PowerBarClubbe liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or stemming from a Member's use of a PowerBarClubApplication or Service or the actions or interactions of any Members with third party websites in connection with using any of the PowerBarClubApplications or Services. If you are injured or emotionally distressed as a result of your linking to and accessing any third party websites, you may not hold PowerBarClubliable for that injury or harm.

13. YOU AGREE TO THE TERMS OF ALL END USER LICENSE AGREEMENTS RELATING TO ANY AND ALL SOFTWARE ASSOCIATIED WITH POWERBARCLUB APPLICATIONS

Your use of any software associated with PowerBarClub Applications will be governed by the terms and conditions of the end user license agreement ("EULA") accompanying the software. If you receive any software that is not accompanied by a EULA, then PowerBarClub grants to you a non-exclusive, revocable, personal, non-transferable license to use such software solely in connection with PowerBarClub Applications and in accordance with this Agreement and the following EULA. PowerBarClub reserves all rights to such software not expressly granted to you in this Agreement. Copyright and other intellectual property laws and treaties protect such software. PowerBarClub or its suppliers own the title, copyright, and other intellectual property rights in such software, and such software is licensed, not sold. You will not copy, disassemble, decompile, or reverse engineer, such software, except and only to the extent that applicable law expressly permits such activity. PowerBarClub may automatically check your version of such software and may automatically download upgrades to such software to your computer to update, enhance, and further develop PowerBarClub Applications.

14. POWERBARCLUB MAKES NO WARRANTY

POWERBARCLUB PROVIDES POWERBARCLUB APPLICATIONS "AS IS," "WITH ALL FAULTS," AND "AS AVAILABLE" AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS YOUR RISK. BY USING THE APPLICATIONS YOU ASSUME THE RISKS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE POWERBARCLUB PARTIES MAKE NO REPRESENTATIONS, WARRANTIES, OR CONDITIONS, EXPRESS OR IMPLIED. THE POWERBARCLUB PARTIES DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT ACCESS TO OR USE OF THE POWERBAR CLUBWEBSITES WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS AGREEMENT.

15. YOUR EXCLUSIVE REMEDY; LIABILITY LIMITATIONS;

IF YOU ARE DISSATISFIED WITH POWERBARCLUB APPLICATIONS, YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT, OR YOU HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY POWERBARCLUBPARTY WITH RESPECT TO THIS AGREEMENT OR POWERBARCLUBAPPLICATIONS, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING POWERBARCLUB APPLICATIONS. IN NO EVENT WILL ANY POWERBARCLUB PARTY BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OF POWERBARCLUB APPLICATIONS, EVEN IF SUCH POWERBARCLUB PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER THIS SECTION IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF WARRANTY, (3) NEGLIGENCE, 4) VIOLATION OF ANY DUTIES OR (5) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW.

As you use the PowerBarClub Applications, you will receive, access, or use information, materials, graphics, software, data and content (collectively, "Content") originated by PowerBarClub and persons other than PowerBarClub (any such person is referred to as a "Third Party").

YOU ACKNOWLEDGE AND AGREE THAT THE POWERBARCLUB PARTIES ARE NOT RESPONSIBLE OR LIABLE FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION, ANY INFRINGING, INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY, TORTIOUS, OR ILLEGAL CONTENT, OR (2) ANY THIRD PARTY CONDUCT, TRANSMISSIONS, OR DATA. IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT POWERBARCLUB IS NOT RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES THAT AFFECT YOUR ACCESS TO OR USE OF POWERBARCLUB APPLICATIONS, (2) ANY INCOMPATIBILITY BETWEEN POWERBARCLUB APPLICATIONS AND OTHER WEBSITES, SERVICES, SOFTWARE, AND HARDWARE, (3) ANY DELAYS OR FAILURES YOU MAY EXPERIENCE IN INITIATING, CONDUCTING OR COMPLETING ANY TRANSMISSIONS OR TRANSACTIONS IN CONNECTION WITH POWERBARCLUB APPLICATIONS IN AN ACCURATE OR TIMELY MANNER, OR (4) ANY DAMAGES OR COSTS OF ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY SERVICES AVAILABLE FROM THIRD PARTIES THOUGH LINKS CONTAINED ON POWERBARCLUB APPLICATIONS. THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THIS AGREEMENT APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND ARE NOT INTENDED TO DEPRIVE YOU OF ANY MANDATORY PROTECTIONS PROVIDED TO YOU UNDER LAW.

16. YOU AGREE THAT POWERBARCLUB IS NOT LIABLE FOR ANY LOSS, HARM, INJURY YOU INCUR AS A RESULT OF DEALING WITH POWERBARCLUB’S SPONSORS

Your correspondence or business dealings with, or participation in promotions of, sponsors found on or through PowerBarClub Applications, including payment for and delivery of goods or services, and any other terms, conditions, warranties, or representations associated with such transactions, are solely between you and such sponsor. You agree that PowerBarClub shall not be responsible or liable for any loss or damage incurred as the result of any such transactions or as the result of the presence of such sponsors on PowerBarClub Applications.

17. BEFORE USING THE CONTENT OR SERVICES OF ANY THIRD PARTIES OFFERED THROUGH POWERBARCLUB APPLICATIONS, YOU AGREE TO REVIEW AND AGREE TO THE TERMS OF THAT THIRD-PARTY'S AGREEMENT FOR USE OF ITS WEBSITE AND/OR SERVICES

Third parties provide many of the services offered through PowerBarClub Applications. Your use of any service or content provided by a third party may be conditioned on your acceptance of additional terms of service of that third party service provider. You should refer to the Terms of Service for each PowerBarClub Applications or Web Page to ascertain all applicable Terms of Use for that service or content offered through that particular Application or Web Page. You should review any applicable terms and conditions of service prior to using that particular service or content.

Third party terms of use are in addition to these Terms, but shall not supersede any provision of these terms. Should any term of use of a third party conflict with or differ from any provision of these Terms, these Terms shall control.

18. DISPUTE RESOLUTION

You and PowerBarClub agree to submit any disputes involving money or damages greater than $5,000 relating to this Agreement and/or transactions, duties, or obligations to be performed under this Agreement to mediation with a mediator approved by the Parties to the dispute. If the Parties resolve their disputes through mediation, the Parties shall share the costs of mediation evenly but pay their own attorneys' fees and other expenses related to mediation. If mediation fails to resolve all disputes within thirty (30) days after submission, then the disputes shall be submitted to binding arbitration. The prevailing Party in any arbitration relating to the transactions contemplated by this Agreement shall be entitled to costs and expenses including reasonable attorneys’ fees and the attorneys' fees and expenses incurred in connection with mediation that failed to resolve the dispute. Claims of $5,000 or less may be submitted to mediation or small claims court.

Procedure - Absent agreement through mediation any Party may demand in writing binding arbitration. Once such a demand is made, the claim shall be submitted to American Arbitration Association for binding arbitration.

The parties to the dispute shall, in good faith, agree on an arbitrator. If within two months of a demand for arbitration, the parties have not agreed, the arbitrator shall be selected by alternate striking from a list of nine (9) arbitrators drawn by the American Arbitration Association ("AAA") from a panel of arbitrators with expertise in the process of deciding disputes and in the particular area of law upon which the claim being submitted to arbitration is based.

Arbitration shall be conducted under the appropriate AAA rules in the form they exist on the date the claim is submitted to AAA. Arizona substantive and procedural law shall apply to any such arbitration. The arbitration shall be conducted applying the Arizona Rules of Evidence.

The arbitration shall take place in Humboldt County, California.

The arbitrator shall have the discretion to order any and all reasonable discovery permitted under the laws of California upon the written request of any party. The request for discovery shall include the discovery requested and the reasons therefore. The responding party shall be given a reasonable opportunity to submit any objections in writing prior to an order of discovery. No hearing, however, shall be required but may be held if the arbitrator believes that it may assist in a decision. The Parties agree that the arbitrator should honor all reasonable discovery requests or parts thereof. In addition, the arbitrator may order the parties to exchange any relevant information prior to the hearing including but not limited to documents, exhibit lists, witness lists, expert witnesses with a summary of their opinions and credentials, pre-hearing briefs, and summaries of testimony of proposed witnesses.

In deciding the claim and the appropriate award or other relief, the arbitrator shall determine the rights and obligations of the parties to the claim under the substantive and procedural laws of Arizona as though the arbitrator was a court of competent jurisdiction in Arizona and may afford any relief that could be afforded by Arizona courts including, but not limited to, specific performance, punitive damages, injunctive relief, and/or sanctions for abusing or frustrating the arbitration process. In addition, the arbitrator shall award costs and expenses, including reasonable attorneys’ fees, of the action to the prevailing party or parties including but not limited to the arbitrator's fees. Either Party, at its expense, may arrange for and pay the cost of a court reporter or video recorder to provide a record of proceedings.

The Arbitrator's Decision - The arbitrator's decision must be based on a written statement of decision explaining the factual and legal bases for each material issue relevant to the claim and raised in the papers or at the hearing. Only if the arbitrator's decision correctly applies California’s substantive and procedural laws shall the facts found to be conclusive and binding on the parties in the proceeding. If the arbitrator's decision correctly applies California’s substantive and procedural laws, it may be confirmed and entered as a judgment by any appropriate Court of California and may be challenged only for (1) errors of law or (2) errors of fact appearing in the written decision.

Agreement Not to Sue - Except as otherwise provided in this Agreement, the Parties agree not to initiate or prosecute any lawsuit in any way related to any claims related to this Agreement.

19. INTERPRETING THE TERMS; ASSIGNMENT

If any part of these Terms is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in full force and effect. PowerBarClub may assign these Terms, in whole or in part, at any time with or without notice to you. You may not assign these Terms, or assign, transfer, or sublicense your rights, if any, in the PowerBarClub Applications. These Terms and the written rules, guidelines, and license Terms connected to specific Applications and Websites offered by and through PowerBarClub constitute together the entire Terms between you and PowerBarClub with respect to the PowerBarClub Applications and they supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and PowerBarClub.
20. YOU AGREE TO BRING ANY CLAIM AGAINST POWERBARCLUB WITHIN 6 MONTHS OF THE TRANSACTION OR OCCURANCE ON WHICH THE CLAIM IS BASED

YOU AND POWERBARCLUB AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE POWERBARCLUB APPLICATIONS MUST BEGIN WITHIN SIX (6) MONTHS AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

END USER LICENSE AGREEMENT

IMPORTANT: READ CAREFULLY
This End-User License Agreement ("EULA") is a legal agreement between you (either an individual or a single entity) and WTPowers, LLC (owners of "PowerBarClub") for the software and web based application(s) associated with the use of the PowerBarClub, which includes any user guides, any associated software components, any media, any printed materials, and any related "online" or electronic documentation ("Software"). By installing, or otherwise using the Software, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the Software.
PowerBarClub reserves the right to modify the Terms of this Agreement at any time without prior notice.

  1. The Software is licensed to you, not sold, and PowerBarClub retains any and all rights not specifically set forth herein.

  2. Your licensing of the Software entitles only you to use the Software and does not extend any rights to third parties.

  3. This agreement shall remain in effect as long as you possess or use the Software.

  4. The Software may not be used for sending unsolicited email ("spamming"). Such use expressly violates the terms of this agreement and PowerBarClub’s Terms and Conditions generally. To ensure that the Software is not used for spamming, PowerBarClub may limit you to a maximum number of events. PowerBarClub may modify this limitation from time to time at its sole discretion.

  5. LICENSING RIGHTS GRANTED. This EULA represents the entire agreement concerning the Software between you and PowerBarClub and supersedes any prior proposal, representation, or understanding between the parties.

    You are hereby granted a non-exclusive, non-transferable license for term to use the Software, including any documentation files accompanying the Software ("Documentation"), subject to the Terms and Conditions set forth herein. Except as set forth herein, you do not obtain any right, title and/or interest to or in any proprietary, confidential or other rights of the Software or any derivative works derived thereon. WTPowers, LLC owns the Software, Documentation, and all rights, title and interest therein and any derivative works, improvements, modifications, enhancements or other alterations made thereto. This Software is protected by copyright, patent, trademark, trade secret, export and/or other intellectual property laws, both foreign and domestic. You may utilize the Software solely on a single unified resource locator address ("URL"). However, in the event more than one license has been acquired by you, multiple URLs are permitted up to the number of licenses granted to you.

  6. LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY. You may not reverse engineer, decompile, or disassemble the Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

  7. NO RENTAL/COMMERCIAL HOSTING. You may not rent, lease, lend or provide commercial hosting services with the Software.

  8. CONSENT TO USE OF DATA. You agree that PowerBarClub and its affiliates may collect and use technical and personal information about you and your referrals that are gathered as part of our services and our shared advertising revenue programs that are provided to you as follows. Namely, you agree as part of our advertising revenue sharing program that information related to consumer factors and/or marketing factors that you provide to us, or are otherwise associated with you account, may be indirectly utilized by third parties participating in our advertising programs when we only give such third parties an anonymous identifier that is associated with certain of your marketing factors or consumer factors rather than your name, email address, physical address, or other personally identifying information. In particular, you agree that PowerBarClub or its affiliates may use this information solely to improve our products or to enhance our advertising programs related to anonymous targeting of marketing factors or consumer factors associated with your account so we can provide you with customized services, customized advertising or other technologies, and in return we agree not to disclose this information in any form that personally identifies you along with sharing advertising revenue associated with your account under terms agreed between you and PowerBarClubor its affiliates. As noted in this document, you can withdraw from our shared advertising revenue programs at any time, and your information and its above use, along with any agreement between you and PowerBarClub or its affiliates, may be considered an asset in any merger or acquisition of PowerBarClubor its affiliates.

  9. LINKS TO THIRD PARTY SITES. You may link to third party sites through the use of the Software. The third party sites are not under the control of PowerBarClub, and PowerBarClub is not responsible for the contents of any third party sites, any links contained in third party sites, or any changes or updates to third party sites. PowerBarClub is not responsible for webcasting or any other form of transmission received from any third party sites. PowerBarClub is providing these links to third party sites to you only as a convenience, and the inclusion of any link does not imply an endorsement by PowerBarClub of the third party site.

  10. ADDITIONAL SOFTWARE/SERVICES. This EULA applies to updates, supplements, add-on components, or internet-based services components, of the Software that PowerBarClub may provide to you or make available to you after the date you obtain your initial copy of the Software, unless we provide other terms along with the update, supplement, add-on component, or internet-based services component. PowerBarClub reserves the right to discontinue any internet-based services provided to you or made available to you through the use of the Software.

  11. UPGRADES. To use Software identified as an upgrade, you must first be licensed for the software identified by PowerBarClub as eligible for the upgrade. After upgrading, you may no longer use the software that formed the basis for your upgrade eligibility.

  12. EXPORT RESTRICTIONS. You acknowledge that the Software is subject to U.S. export jurisdiction. You agree to comply with all applicable international and national laws that apply to the Software, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments.

  13. SOFTWARE NON-TRANSFERABLE. Your right to use the software is nontransferable.

  14. TERMINATION. Without prejudice to any other rights, PowerBarClub may terminate this EULA if you fail to comply with the Terms and Conditions of this EULA. In such event, you must destroy all copies of the Software and all of its component parts.

  15. LIMITED WARRANTY FOR SOFTWARE ACQUIRED IN THE US AND CANADA. PowerBarClub warrants that the Software will perform substantially in accordance with the accompanying materials for a period of thirty (30) days from the date of receipt. If an implied warranty or condition is created by your state /jurisdiction and federal or state/provincial law prohibits disclaimer of it, you also have an implied warranty or condition, BUT ONLY AS TO DEFECTS DISCOVERED DURING THE PERIOD OF THIS LIMITED WARRANTY (NINETY DAYS). AS TO ANY DEFECTS DISCOVERED AFTER THE NINETY-DAY PERIOD, THERE IS NO WARRANTY OR CONDITION OF ANY KIND. Some states/jurisdictions do not allow limitations on how long an implied warranty or condition lasts, so the above limitation may not apply to you. Any supplements or updates to the Software, provided to you after the expiration of the ninety day Limited Warranty period are not covered by any warranty or condition, express, implied or statutory. LIMITATION ON REMEDIES; NO CONSEQUENTIAL OR OTHER DAMAGES. Your exclusive remedy for any breach of this Limited Warranty is as set forth below. Except for any refund elected by PowerBarClub, YOU ARE NOT ENTITLED TO ANY DAMAGES, INCLUDING BUT NOT

    LIMITED TO CONSEQUENTIAL DAMAGES, if the Software does not meet PowerBarClub's Limited Warranty, and, to the maximum extent allowed by applicable law, even if any remedy fails of its essential purpose. The terms of Section 17 ("Exclusion of Incidental, Consequential and Certain Other Damages") are also incorporated into this Limited Warranty. Some states /jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. This Limited Warranty gives you specific legal rights. You may have other rights which vary from state/jurisdiction to state/jurisdiction.

    YOUR EXCLUSIVE REMEDY. PowerBarClub’s and its suppliers' entire liability and your exclusive remedy for any breach of this Limited Warranty or for any other breach of this EULA or for any other liability relating to the Software shall be, at PowerBarClub's option from time to time exercised subject to applicable law, (a) return of the amount paid (if any) for the Software, or (b) repair or replacement of the Software, that does not meet this Limited Warranty and that is returned to PowerBarClub with a copy of your receipt.

  16. DISCLAIMER OF WARRANTIES. The Limited Warranty that appears above is the only express warranty made to you and is provided in lieu of any other express warranties or similar obligations (if any) created by any advertising, documentation, packaging, or other communications. Except for the Limited Warranty and to the maximum extent permitted by applicable law, PowerBarClub and its suppliers provide the Software and support services (if any) AS IS AND WITH ALL FAULTS, and hereby disclaim all other warranties and conditions, whether express, implied or statutory, including but not limited to, any (if any) implied warranties, duties or conditions of merchantability, of fitness for a particular purpose, of reliability or availability, of accuracy or completeness of responses, of results, of workmanlike effort, of lack of viruses, and of lack of negligence, all with regard to the Software, and the provision of or failure to provide support or other services, information, software, and related content through the Software or otherwise arising out of the use of the Software. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT WITH REGARD TO THE SOFTWARE.

  17. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL POWERBARCLUBOR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATON, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF POWERBARCLUBOR ANY SUPPLIER, AND EVEN IF POWERBARCLUBOR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  18. LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced herein and all direct or general damages in contract or anything else), the entire liability of PowerBarClub and any of its suppliers under any provision of this EULA and your exclusive remedy hereunder (except for any remedy of repair or replacement elected by PowerBarClub with respect to any breach of the Limited Warranty) shall be limited to the greater of the actual damages you incur in reasonable reliance on the Software up to the amount actually paid by you for the Software or US$5.00. The foregoing limitations, exclusions and disclaimers (including Sections 15, 17 and 19) shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

  19. APPLICABLE LAW. This Software and this EULA is governed by the laws of the State of California, without regard to its conflict of laws.

  20. ENTIRE AGREEMENT; SEVERABILITY. This EULA (including any addendum or amendment to this EULA which is included with the Software) is the entire agreement between you and PowerBarClub relating to the Software and the support services (if any) and they supersede all prior or contemporaneous oral or written communications, proposals and representations with respect to the Software or any other subject matter covered by this EULA. To the extent the terms of any PowerBarClub policies or programs for support services conflict with the terms of this EULA, the terms of this EULA shall control. If any provision of this EULA is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full force and effect.
 
 
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