Terms of Service

 

You hereby further agree that this beta testing does not constitute and shall not

constitute in the future an “offer-to-sale”. The information you may be reviewing herein

may be the subject of patents, trademarks and copyrights of the company and hence

your cooperation in maintaining confidentiality is appreciated. If you have any questions

about this agreement for confidential disclosure please do not hesitate to in touch by

sending an e-mail to: info@codehelp.me. If you have any questions please let me know.

These Terms of Service (“Terms of Service” or “Agreement“) govern the services

offered by CodeHelp (“CodeHelp” or “us” or “we” or “our“) including the website

at www.codehelp.me as well as any other related websites, toolbars, widgets, or other

distribution channels we may, from time to time, operate (collectively, “codehelp.me“)

and any other features, content, services or applications offered, from time to time, by us

(collectively, including codehelp.me, the “Services“).This Agreement sets forth legally

binding terms for your use of the Services. By using the Services, you agree to be bound

by these Terms of Service, whether you are a “Website Creator” (which means that you

have registered to utilize our tools to build a website (“Website“)), a “Member” (which

means that you have registered on one of the codehelp.me hosted Websites), or a

“Visitor” (which means that you are visiting codehelp.me or any hosted Website)). The

term “User” refers to a Visitor or a Member or a Website Creator.

By browsing or registering with, creating or using any Website or Services on

codehelp.me you are agreeing to these Terms of Service, and these Terms of

Service along with any other guidelines we may post from time to time (collectively,

the “Guidelines“) will govern your use of the Services. PLEASE READ CAREFULLY

THESE TERMS OF SERVICE BEFORE USING THE WEBSITE AND/OR SERVICES,

AS THEY AFFECT YOUR RIGHTS AND LIABILITIES. IF YOU DO NOT AGREE TO

THESE TERMS OF SERVICE OR ANY OF THE GUIDELINES, YOU MUST CEASE

USE OF THE SERVICES.

 

  1. Eligibility

CodeHelp offers its Services to its Users. It shall have absolute discretion as to

whether or not it accepts a particular applicant or site for participation in any Service.

Without limiting the foregoing, use of and membership in the Services is void where

prohibited. By using the Services, you represent and warrant that: (a) you are fully able

and competent to enter into the terms, conditions, obligations, representations and

warranties set forth in these Terms of Service; and (b) If you are using or creating a

Website on or through codehelp.me as a representative of a company or legal entity: (i)

you represent that you have the authority to enter into this Agreement on behalf of that

company or entity, and (ii) you agree that the terms “you” and “your” in this Agreement

refers to your company or legal entity; and (c) all registration information you submit is

truthful and fully accurate; and (d) you shall maintain the accuracy of such information;

and (e) you are at least 13 years of age; and (f) your use of the Services does not violate

any applicable law or regulation. You acknowledge and accept that your account and

Website (as applicable) may be deleted and your membership may be terminated without

notice, if, at our sole discretion, we suspect that you are in violation of any of the above

provisions.

 

  1. Paid Services

Some of the Services offered on codehelp.me require payment of fees (“Paid

Services“). If you elect to sign up for Paid Services, you agree to pay all applicable fees

in connection with such Paid Services selected by you, as further described therein. You

authorize CodeHelp, to make any inquiries it considers necessary to validate your account

and financial information as provided while signing up for such Paid Services, whether

directly or via third parties, at our discretion.

It is hereby clarified, that all CodeHelp rates and fees in connection with Paid Services or

otherwise, exclude all taxes, duties, levies, fees, charges or tolls imposed by applicable

taxing authorities, and you shall be fully responsible and liable in connection with

payment of such taxes, duties, levies, fees, charges or tolls. You hereby agree to pay

for any such taxes, duties, levies, fees, charges or tolls that might be applicable due to

your use of the Services and payments made by you to CodeHelp. CodeHelp

reserves the right to change its rates and at any time, by publishing the revised rates on

codehelp.me with no further notice.

 

  1. Password

By becoming a Member or a Website Creator you will also be requested to choose a

password for your account. You are solely responsible for maintaining the confidentiality

of your password, and fully responsible for all activities that occur under your account.

You agree not to use the account, username or password of another User at any time or

to disclose your password to any third party or do anything else that might jeopardize the

security of your account. You agree to notify us immediately of any unauthorized use of

your password or account or any breach of security and understand that we reserve the

right to take legal action against individuals who misuse accounts and memberships on

codehelp.me. In addition, You acknowledge and accept that we shall not be liable for

losses sustained by you due to unauthorized use of your account and/or Website and

that you shall be fully liable for any and all costs and/or losses sustained by us or by third

parties due to such unauthorized use.

 

  1. User Data and Website Content Control

You control the Websites you create using the Services and CodeHelp does not

claim any ownership rights in any text, files, images, photos, videos, sounds, musical

works, comments, recommendations, forums, listings, logos, trademarks, postings,

messages, tags, works of authorship, animation, or any other work or authorship added

to or submitted with any of the foregoing (collectively, “Content“) posted by you or by

Visitors or Members of your Websites. Therefore, CodeHelp takes no responsibility

for any Content located on your Website and CodeHelp has no obligation to monitor

such Content or your Website. You are therefore responsible for the removal of any such

Content that is in violation of these Terms of Service or applicable law and for ensuring

compliance with these Terms of Service and applicable law. By visiting or becoming a

Member of a Website created by using the Services, you agree that the Content and

information you provide during the registration process (including your email address)

and other interactions with the Website may be accessed by the Website Creator and

their authorized representatives and administrators. Similarly, by adding or using a

service provided by one of our affiliates or business partners, you agree that the Content

and information you or your Website Visitors or Members provide in the interactions with

your Website as well as that service may be accessed by the respective affiliate or

business partner and their authorized representatives. We require Website Creators,

affiliates and business partners to respect your privacy settings and our privacy

guidelines, but your agreement with that Website affiliate or business partner will control

how they can use the Content and information shared with them. BE SURE TO

CAREFULLY READ AND UNDERSTAND THE PRIVACY SETTINGS, TERMS AND

PRIVACY POLICIES OF THAT WEBSITE OR SERVICE PRIOR TO YOUR

INTERACTIONS WITH SUCH WEBSITE AFFILIATE OR BUSINESS PARTNER. Note

that CodeHelp cannot guarantee that such third parties will comply with their

contractual requirements, and CodeHelp does not assume any liability or

responsibility for any third party’s actions, or for enforcing any agreements such third

parties may enter into with you or with us.

As a Website Creator, you and your authorized representatives and administrators will

have access to the email address of the Members of your Website, along with certain

information, Content and data provided or collected during their registration and use

of your Website (“Website Member Data“). CodeHelp may also provide you with

access to certain Visitor data that we collect as part of our Services (collectively with

Website Member Data and other data you collect, “User Data“). You agree to have

a privacy policy or otherwise make it clear to your Visitors and Members what User

Data you are going to use and how you will use, display or share that data. You further

agree that, as between you and CodeHelp, subject to this Agreement and each

User’s rights: (i) CodeHelp owns all right, title and interest, including all intellectual

property rights, in and to the User Data collected by us, and (ii) you own all right, title

and interest, including all intellectual property rights, in and to the User Data collected

by you. Notwithstanding the foregoing, in order for CodeHelp to run your Website

on codehelp.me, you hereby grant CodeHelp a nonexclusive, worldwide, perpetual,

irrevocable, transferable, sub-licensable, fully paid-up, royalty-free right and license to:

(i) use, reproduce, store, modify, create derivative works of, distribute, publicly perform

and display the User Data on or through codehelp.me and in all current and future

media in which the Services may be distributed; (ii) use and disclose the User Data and

related metrics in an aggregate or other non-personally identifiable manner (including,

for use in targeting advertising in a non-personally identifiable manner through and in

connection with codehelp.me); and (iii) use User Data for other purposes permitted by

the CodeHelp privacy guidelines.

 

  1. Obligation to Protect User Data

If you collect or have been provided access to User Data, you hereby agree not to use,

display or share User Data in a manner inconsistent with the User’s privacy settings,

our Terms of Service and Guidelines, and all applicable laws and regulations. You

hereby further agree that your use and disclosure of User Data shall be reasonably

protective of each User’s rights and in no event shall you observe standards of privacy

and confidentiality in connection with the use and disclosure of User Data that are less

stringent than the standards set forth in our privacy guidelines. You agree to promptly

delete all User Data: (i) relating to any User who de-authorizes, disconnects or otherwise

disassociates from your Website or service, or (ii) if we disable your Website or Services,

or (iii) upon request by us or the User. CodeHelp is not required to keep back-up

copies of User Data on codehelp.me once the Website or User Data is deleted. CodeHelp makes no guarantee that User Data will be safely stored on codehelp.me

or elsewhere. You may independently back-up User Data, to the extent permitted herein

and by applicable laws and regulations. You acknowledge that CodeHelp may

terminate the account of any User (including Members of your Website(s)) in accordance

with this Agreement, but shall have no obligation to do so and you shall have no claim

against us in such respect.

 

  1. Proprietary Rights to Content

By displaying or publishing/posting any Content on or through the Services, you hereby

grant to CodeHelp a limited license to use, modify, publicly perform, publicly

display, publish, reproduce, distribute, list information regarding, edit, translate, and

make derivative works of such Content, in whole or in part, and in any form, media or

technology, whether now known or hereafter developed for use in connection with the

Services. Without this license, CodeHelp would be unable to provide the Services.

The license you grant to CodeHelp is non-exclusive, fully paid and royalty-free,

transferable and sub-licensable, and worldwide. Unless you have shared your Content

with others, and they have not deleted it, this license will terminate at the time you

remove your Content from the Services, but you understand and agree that your

Content may continue to appear on codehelp.me or Websites after you remove it

from the Services, as portion of your Content may remain on pages cached by third

parties, incorporated into RSS feeds, User profiles or other features, or archived on

servers. When you post any Content on a Website, you provide the Website Creator,

other Members of that Website or the public in general with permission to view and use

your Content depending on the Website’s privacy settings and policies, and you shall

have no claim against us in respect to such use.

CodeHelp (1) offers on codehelp.me links to Content hosted on third party

websites, the use of which is subject to the license terms of such Content, at your full

responsibility; and (2) allows you to post Content, as well as download, embed or link to

Content hosted on third party websites. You acknowledge that we do not have the ability

to determine the rightful owner of such Content and do not monitor the Services and/or

Websites for Content infringement by Users. Therefore, you represent and warrant that:

(i) you own the Content posted by you on or through the Services or otherwise have the

right to grant the license set forth in this section, and (ii) the use and/or posting of your

Content on or through the Services does not violate the privacy rights, publicity rights,

intellectual property rights, moral rights, contract rights, license terms of such Content or

any other rights of any third party. You agree to pay for all royalties, fees, penalties and

any other monies owing any person by reason of any infringing Content posted by you to

or through the Services, including any infringement by your Members and/or Visitors.

If a Website is removed from codehelp.me, the Content associated with that Website

may also be deleted at the discretion of the Website Creator or CodeHelp. You

should be aware that CodeHelp is not required and may not keep back-up copies

of Content on codehelp.me once the Website or Content is deleted. Additionally, CodeHelp makes no guarantee, either during or after the term of this Agreement, that

your Content will be safely stored on codehelp.me.

The CodeHelp Services contain proprietary content that is protected by copyright,

trademark, patent, trade secret and other laws in the United States and around the

world (the “CodeHelp Content“). CodeHelp owns and retains all rights in the

CodeHelp Content and the Services. CodeHelp hereby grants you a limited,

freely revocable, non-sublicensable license to reproduce and display the CodeHelp

Content (excluding any software code) solely for your personal use in connection with

using the Services as permitted herein. As between you and codehelp.me, all the

intellectual property rights in the CodeHelp technology, which does not include your

Content, are owned by CodeHelp or its licensors.

The CodeHelp Services contain Content of Users and other CodeHelp licensors.

Except for Content posted by you, you may not copy, modify, translate, publish,

broadcast, archive, transmit, distribute, perform, display, decompile, reverse engineer,

attempt to access the source code, create derivative works from, rent or sell any Content

appearing on or through the Services without permission of the Content owner.

CodeHelp Website may contain links and content of third parties not controlled or owned

by us, including but not limited to affiliates or business partners of CodeHelp. You

hereby acknowledge that we have no control and assume no responsibility or liability for

any such content or actions of any third party, and you shall have no claim against us for

any such content and/or actions.

 

  1. Content Posted

You may not use the Services to post, disseminate or communicate any obscene, lewd,

excessively violent, harassing, sexually explicit or otherwise objectionable subject matter.

Despite this prohibition, content communicated by other Users may contain inaccurate,

inappropriate, offensive or sexually explicit material, products or services, and CodeHelp assumes no responsibility or liability for this material. If you become aware of

misuse of the Services, please contact us by sending an email to info@codehelp.me.

Without assuming any obligation to do so, CodeHelp may delete any Content

or suspend any Website or account associated with it, that in the sole judgment of

CodeHelp violates this Agreement or that may be offensive or illegal, or violate

the rights, harm, or threaten the safety of any person. CodeHelp assumes no

responsibility for monitoring the Services for inappropriate Content or conduct. If, at

any time, CodeHelp chooses, in its sole discretion, to monitor the Services, CodeHelp  nonetheless assumes no responsibility for the Content, no obligation to

modify or remove any inappropriate Content, and no responsibility for the conduct of the

User submitting any such Content.

You are solely responsible for the Content that you post on or through any of the

Services, and any material or information that you transmit to other Users and for your

interactions with other Users. CodeHelp does not endorse and has no control over

the Content. Content is not necessarily reviewed by CodeHelp prior to posting and

does not necessarily reflect the opinions or policies of CodeHelp. CodeHelp

makes no warranties, express or implied, as to the Content or to the accuracy and

reliability of the Content or any material or information that you transmit to, or receive

from, other Users. For the avoidance of doubt, the abovementioned refers to links to

Content hosted on third party websites offered by codehelp.me, as well.

 

  1. Prohibited Content and Activity

The following is a partial list of the kind of Content and activity that is prohibited on any

Website and through the use of the Services. CodeHelp reserves the right, in its sole

discretion, to reject, refuse to post or remove any posting (including private messages) by

you, or to restrict or terminate your access to all or any part of the Services at any time,

with or without prior notice, and without liability, if we believe you are in violation of this

provision. CodeHelp further reserves the right to investigate and take appropriate

legal action against anyone who, in our sole discretion, violates this provision, including

without limitation, reporting it to, and cooperating fully with, law enforcement authorities.

Prohibited Content and activity includes, but is not limited to, Content or activity that in

the sole discretion of CodeHelp:

  • interferes with, disrupts, impairs or creates an undue burden on the Services or

the networks or services connected to the Services;

  • may constitute or contribute to a crime or tort;
  • communicates any information or content that you do not have a right to make

available under any law or under contractual or fiduciary relationships, or

otherwise infringes or violates someone else’s rights;

  • engages in unlawful multi-level marketing, such as a pyramid scheme;
  • is illegal, misleading, harmful, malicious, hateful, threatening, bullying, harassing,

discriminatory, invasive of personal privacy or publicity rights, humiliating to other

people (publicly or otherwise), libelous, pornographic, or that contains nudity or

graphic or gratuitous violence;

  • involves sending or otherwise posting unauthorized commercial communication

(such as spam);

  • solicits or posts personal identifying information from other Users, or knowingly

collects any information from minors under the age of 13;

  • solicits login information or accessing an account belonging to someone else;
  • makes automated use of the system, such as using scripts, bots, spiders or

scrapers, to send messages, log into accounts, or collect Users’ Content or

information;

  • facilitates or encourages any violation of these Terms of Service.
  • attempts to impersonate another person or entity, including, but not limited to, a

Member or CodeHelp official, to falsely state or otherwise misrepresent your

affiliation with a person or entity;

  • provides false personal information on codehelp.me, or creates an account for

anyone other than yourself without permission;

  • creates and maintains a Website that (i) redirects to another web page or (ii)

stores or hosts content for remote loading by other web pages;

  • uploads viruses or other malicious code;
  • involves selling or otherwise transferring your account without our prior

permission;

  • uses the Services to hyperlink to content not permitted on codehelp.me;

 

  1. Third Party Interaction

YOU AGREE TO COMPLY WITH THE LICENSE AND RESTRICTIONS APPLICABLE

TO EACH ITEM OF CONTENT YOU POST, COPY, ACCESS, OR USE (INCLUDING

THIRD PARTY CONTENT) AND WE SHALL NOT BE RESPONSIBLE AND/OR LIABLE

FOR ANY FAILURE ON YOUR PART TO COMPLY WITH THE TERMS AND

CONDITIONS OF SUCH LICENSE AND RESTRICTIONS. You understand that by using

codehelp.me you may be exposed to Content that is offensive, objectionable, or

indecent, and that you use codehelp.me at your own risk. Content from other Users or

third parties is made available to you through Websites and codehelp.me. The inclusion

of any such Content on codehelp.me does not imply our affiliation or endorsement of

such Content. Because CodeHelp does not control such Content, you agree that CodeHelp is not responsible for any such Content, including without limitation, any

advertising and information about third-party products or services, or the accuracy,

integrity, quality, legality, usefulness, safety or intellectual property rights of any such

Content. Your interactions with other Users and third parties on codehelp.me, including

payment and delivery of goods or services, and any other terms, conditions, warranties

or representations associated with such dealings, are solely between you and the User

or third party as applicable. Like with any web-based interaction, we suggest that you

use caution and good judgment. You agree that CodeHelp is not responsible for any

loss or damage incurred as the result of any such dealings or with respect to any other

User’s or third party’s use or disclosure of your personal information. If there is a dispute

between you and any third party (including any User), CodeHelp is under no

obligation to become involved. You release CodeHelp, its officers, employees,

agents and successors from claims, demands and damages of every kind or nature

arising out of or related to any disputes with other Users and third parties. If you are a

California resident, you waive California Civil Code Section 1542, which says: “A

general release does not extend to claims which the creditor does not know or

suspect to exist in his favor at the time of executing the release, which, if known

by him must have materially affected his settlement with the debtor.” And, if you

are not a California resident, you waive any applicable state statutes of a similar effect.

Additionally, CodeHelp, Website Creators, Users or third parties may provide

hyperlinks on codehelp.me or Websites, or any other form of link or redirection of

your connection to other sites (“Third Party Sites“). Links to these Third Party Sites

are provided solely for your convenience and in no way does the inclusion of any link

on codehelp.me or any Website imply our affiliation or endorsement of the linked site,

their business practices (including their privacy policies) or any information therein. CodeHelp expressly disclaims responsibility for the accuracy, quality, legality, nature,

availability or reliability of Third Party Sites linked to by or through codehelp.me.

ACCESS AND USE OF THIRD PARTY SITES, INCLUDING THE INFORMATION,

MATERIAL, PRODUCTS, AND SERVICES ON THIRD PARTY SITES OR AVAILABLE

THROUGH THIRD PARTY SITES, IS SOLELY AT YOUR OWN RISK.

You further agree to abide by GoDaddy’s anti-spam policy as GoDaddy are our partner

with respect to domains provided to you. GoDaddy and/or CodeHelp reserve the

right to investigate and take appropriate action against anyone who, in our or GoDaddy’s

sole discretion (as applicable), violates the GoDaddy anti-spam policy or these Terms

of Service, including without limitation, immediate disconnecting of sites and deletion of

accounts and legal actions.

 

  1. CodeHelp Marks; Templates

CodeHelp trademarks, logos, service marks, images, trade names and other

distinctive branding features used in connection with the Services are the trademarks

and sole property of CodeHelp and may not be used without permission. Other

trademarks that may appear on our Services are the property of their respective

owners. CodeHelp reserves the right to include within your Website applicable CodeHelp copyright and trademark notices for CodeHelp and links to our Terms of

Service, privacy guidelines and other Guidelines. All notices and links will be displayed

consistently in such form and placement as determined by CodeHelp. For purposes

of this Agreement, all templates offered by CodeHelp are copyrighted material

and are considered part of codehelp.me. Such templates are offered for use to CodeHelp Users under a limited license only, and are not offered for sale or unbridled

use. Such license limits use of CodeHelp templates to Websites hosted by IM

CREATOR. CodeHelp templates may not be transferred to or hosted on another web

host or Internet Service Provider.

 

  1. Support of Your Website

As a Website Creator, you are responsible for implementing and maintaining all security

and support for your Website(s), including answering questions from your Members

and Visitors. If you are a Website Creator and have any question with regards to your

account, please email us at info@codehelp.me

 

  1. Price Changes and Promotions

Today, our Paid Services include various options for our Website Creators such as

connecting to a domain, hosting. All prices are subject to change from time to time.

CodeHelp may choose to temporarily change the fees for the Paid Services for

promotional or new services, and such changes are immediately effective when CodeHelp posts the temporary promotional event or new service on codehelp.me.

Any changes to fees for Paid Services that are not temporary or promotional will be valid

and binding as of the posting such changes on codehelp.me. The revised fees for Paid

Services will apply to you as of the posting of such changes on codehelp.me if you are

a User who registers or first uses codehelp.me on or after the posting of the revised

fees, and/or in regard to Paid Services not yet purchased by you at such time. Unless

otherwise stated, all fees are quoted in U.S. Dollars.

In addition to Paid Services, as a Website Creator you may purchase other paid

services which may be provided as a one-time transaction or recurring subscription in

connection with additional services. Such Paid Services may be provided solely by us or

in collaboration with affiliates or business partners. You may be presented with additional

terms related to a specific purchase before you confirm such transaction. Without

derogating from this Agreement, those additional terms will also govern that transaction.

Please note that if you enter into a transaction with a third-party, such as by purchasing

an item through a Website hosted on codehelp.me, and have a dispute over the goods

or services you purchased we assume no responsibility and shall have no liability for

such goods or services.

 

  1. Payments

You are responsible for paying all fees and applicable taxes associated with the Paid

Services in a timely manner with a valid payment method. You authorize CodeHelp

to charge your credit card, charge card, debit card, PayPal, or financial institution

account (herein “Payment Method“) for all charges to your accounts with CodeHelp.

When you provide a Payment Method to us, you confirm that you are permitted to use

that Payment Method. You also authorize us to collect and store it, along with other

related transaction information. When you make a purchase, you authorize us (and our

designated payment processor) to charge the full amount to the Payment Method you

designate for the transaction. FOR THE SERVICES, WE ONLY OFFER RECURRING

PAYMENTS; THEREFORE, YOU AGREE THAT CodeHelp MAY AUTOMATICALLY

CHARGE THE FEE TO YOUR PAYMENT METHOD AT THE BEGINNING OF EACH

RECURRING PERIOD. For example, if you choose a monthly plan, you will be billed

every month on the anniversary date of the date you clicked either of the “purchase” /

“add to cart” / “subscribe”/”buy” buttons.

It is hereby clarified that as long as CodeHelp does not receive a request for Paid

Services termination in writing to one of the addresses listed on codehelp.me under

“Contact Us,” CodeHelp will continue to charge you for the Paid Services for as

long as your account remains active, regardless if the Paid Services are being actually

used or not. If, at any time, you contact your bank or credit card company and reject the

charge of any payable fees due to the Paid Services, this act will be considered a breach

of your obligations under these Terms of Services and your use of the Paid Services will

be automatically terminated with no notice. Your use of the Paid Services will not resume

until you re-subscribe for any such Paid Services, subject to our discretion.

You acknowledge and agree that any credit card and related billing and payment

information that you provide to CodeHelp may be shared by CodeHelp with third

parties, such as payment processors and/or credit agencies, for the purpose of checking

credit, effecting payment to CodeHelp and servicing your account.

If you pay by credit or debit card we may obtain a pre-approval from the issuer of the

card for an amount up to the amount of the purchase. We will bill your card at the time

of purchase or shortly thereafter. If you cancel a transaction before completion,

that pre-approval may result in your funds not otherwise being immediately available.

If you pay by debit card and your payment results in an overdraft or other fee from your bank,

you alone are responsible for that fee. You agree to pay CodeHelp all charges incurred

under your account for any Paid Service in which you or anyone else who uses your

account (including children, family, friends or other third parties) enroll in accordance with

this Agreement and any applicable Paid Services terms. If your Payment Method fails

or your account is past due, (a) you agree to pay all amounts due on your account upon

demand and reimburse us for all reversals, charge-backs, claims, fees, fines, penalties

and other liability incurred by us (including costs and related expenses) that were caused

by or arising out of payments that you authorized or accepted, and (b) CodeHelp

may collect fees owed using other collection mechanisms (this includes charging other

payment methods on file with us), and (c) CodeHelp reserves the right to either

suspend or terminate your Paid Services or your account with CodeHelp, including

deletion of your Website from codehelp.me. EXCEPT AS MAY BE SET FORTH

HEREIN, ANY FEES CHARGED TO YOUR ACCOUNT ARE NON-REFUNDABLE.

You agree to submit any disputes regarding any charge to your account in writing to

CodeHelp within twenty (20) days of such charge, otherwise such dispute will be

considered waived and such charge will be final and not subject to challenge by you.

 

  1. Taxes and related charges

You are responsible for paying any governmental taxes imposed on your use of

codehelp.me, including, but not limited to, sales, use, or value added taxes. If

requested, you will promptly furnish to CodeHelp the applicable receipts and/or

certificates regarding such remittances as soon as reasonably practicable. To the extent

that CodeHelp is obligated to collect such taxes, the applicable tax will be added to

your billing account.

  1. Money-Back Guarantee

Paid Services include a 14-day money-back guarantee. If you are dissatisfied with your

service for any reason, you will receive a full refund (minus domain name registration fee

and overage charges) if you cancel your paid services within 14 days of the activation of

your account. The 14-day money-back guarantee may NOT apply to certain services (as

indicated therein), such as domain name registration. It is hereby clarified, that once you

purchase your domain name, you are its owner and it cannot be “returned” Under this

Section 15 or otherwise under this Agreement.

  1. CodeHelp Platform Policies

(a) You may not use profanity or others’ trademarks in the name, domain or subdomain

of your Website; (b) You may not edit or remove the CodeHelp link at the bottom of

your Website unless you purchase a Premium Service; (c) The CodeHelp ID link may

not be edited and must be available in the Sign in and Sign up pages of your Website; (d)

The CodeHelp Terms of Service may not be edited and must be available in the Sign

Up page of your Website.

  1. Copyright Infringement

Without derogating from Sections 6, 7, 8, 9 of this Agreement, you may not post, modify,

distribute, or reproduce in any way any copyrighted material, trademarks, or other

proprietary information belonging to others without obtaining the prior written consent

of the owner of such proprietary rights and you hereby agree to fully comply with the

license terms and restrictions applicable to each item of such copyrighted material,

trademarks, or other proprietary information. It is our policy to respond to clear notices of

alleged copyright infringement that comply with the Digital Millennium Copyright Act of

1998, as may be amended from time to time (“DMCA“). In addition, we may terminate,

without notice, the membership privileges and accounts of those determined by us

to be repeat infringers. If you are a copyright owner and you believe that any content

hosted on codehelp.me infringes your copyrights, then you may submit a notification

pursuant to the DMCA by providing us with the following information in writing to the

following address: CodeHelp, 302A West 12th Street, New York, NY 10014 or

to info@codehelp.me

  • a statement by you, made under penalty of perjury, that the above information in

your notice is accurate and that you are the copyright owner or authorized to act

on the copyright owner’s behalf.

  • your address, telephone number, and email address;
  • an electronic or physical signature of the person authorized to act on behalf of the

owner of the copyright interest;

  • a description of the copyrighted work that you claim has been infringed;
  • a written statement by you that you have a good faith belief that the disputed use

is not authorized by the copyright owner, its agent, or the law;

  • a description of where the material that you claim is infringing is located on our

Services, such as by providing us the URLs to the content;

As a Website Creator, you agree to have a policy for removing infringing Content and

terminating repeat infringers that complies with the DMCA. In addition, you agree to

promptly (and in any event in no later than 24 hours) address any copyright owner’s

written notice (including any notices forwarded to you by CodeHelp) that specified

Content posted on a Website that you control infringes that third-party’s rights (including

copyrights), provided that the notice substantially complies with the requirements in the

DMCA. If you receive a counter-notice from the applicable User instructing you to replace

the allegedly infringing Content, you agree to promptly comply with it to the extent

required by law and to forward a copy of it to CodeHelp immediately. CodeHelp

may remove any allegedly infringing Content without any liability to you or to the User

that posted such Content. In all such matters, we strongly recommend that you consult

your attorney to confirm your obligations under the DMCA and other applicable laws. You

are solely responsible and liable for complying with all applicable laws in connection with

your Website.

  1. CodeHelp Communications

It is our policy to provide notifications, whether such notifications are required by law

or are for Service related purposes, to you via email or, written or hard copy notice, or

through posting of such notice on our website, as determined by CodeHelp in its

sole discretion. By providing CodeHelp your email address you consent to our using

the email address to send you Service-related notices, including any notices required

by law, in lieu of communication by postal mail. We may also use your email address to

send you other messages, such as updates, user communications, newsletters, changes

to features of the Service, or CodeHelp offers. If you do not want to receive certain

email messages, you may opt out by contacting us at info@codehelp.me. Opting out

may prevent you from receiving valuable messages regarding updates, improvements,

offers, or communications from other Users. Notwithstanding the above, CodeHelp

reserves the right to send you notices about your account even if you opt out of all

voluntary email notifications and you shall have no claim against us in such respect.

  1. Privacy of Your Information

We care about the privacy of our Users. Your information may be stored and processed

in any country in which CodeHelp and its service providers maintain facilities. In this

regard, or for purposes of sharing or disclosing data in accordance with this Agreement,

CodeHelp reserves the right to transfer information outside of your country and

by using the Services, you consent to any such transfer of information outside of your

country and shall have no claim against us for such transfer of information.

  1. Indemnity

You agree to indemnify, defend, and hold harmless CodeHelp, its subsidiaries,

and affiliates, and their respective shareholders, officers, agents, co-branders or other

partners, employees, and third party Paid Service providers from and against any claim,

demand, loss, damage, cost, or liability (including reasonable attorneys’ fees) arising

out of or relating to: (a) any Content you submit, post, transmit, link, or make available

through codehelp.me; or (b) your use or misuse of the Services; or (c) your connection

to the Services; or (d) your breach or alleged breach of this Agreement; or (e) your

violation of any rights (including intellectual property rights) of a third party.

CodeHelp reserves the right, at your expense, to assume the exclusive defense

and control of any matter for which you are required to indemnify us and you agree to

cooperate with our defense of these claims. You agree not to settle any matter without

the prior written consent of CodeHelp. CodeHelp will use reasonable efforts to

notify you of any such claim, action or proceeding upon becoming aware of it.

  1. Disclaimer of Warranties

YOUR USE OF codehelp.me, AND ALL WEBSITE CODE, PLATFORM CODE,

APIS, SERVICES, THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING

THIRD PARTY CONTENT), ARE AT YOUR SOLE RESPONSIBILITY AND RISK.

codehelp.me, AND ALL WEBSITE CODE, PLATFORM CODE, SERVICES,

THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING THIRD PARTY

CONTENT) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. CodeHelp AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES,

SUPPLIERS, LICENSORS, PARTNERS AND AGENTS EXPRESSLY DISCLAIM

ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND,

WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE

IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A

PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM

INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT.

CodeHelp AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS,

EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS DISCLAIM ANY

WARRANTY THAT codehelp.me, OR ANY WEBSITE CODE, PLATFORM CODE,

APIS, SERVICES, THIRD PARTY SOFTWARE, OR CONTENT (INCLUDING THIRD

PARTY CONTENT) WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED,

TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR

THAT codehelp.me, OR THE SERVER THAT MAKES codehelp.me, AVAILABLE IS

FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CodeHelp MAKES

NO GUARANTEE REGARDING: (A) THE VOLUME AND QUALITY OF ANY TRAFFIC

TO YOUR WEBSITE; OR (B) THE COMPATIBILITY OF YOUR CODE OR ANY OTHER

CODE WITH ANY CodeHelp TECHNOLOGY.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE

USE OF THE SERVICES, AND ALL WEBSITE CODE, PLATFORM CODE, APIS,

SERVICES, THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING THIRD

PARTY CONTENT), IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU

WILL BE SOLELY RESPONSIBLE AND LIABLE FOR ANY DAMAGE TO YOUR

COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS

FROM THE DOWNLOAD OF ANY SUCH MATERIAL AS WELL AS DAMAGES

OF CodeHelp AND/OR THIRD PARTIES. NO ADVICE OR INFORMATION,

WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CodeHelp OR

ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS,

LICENSORS, PARTNERS OR AGENTS, OR THROUGH OR FROM codehelp.me,

SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF

SERVICE.

CodeHelp IS NOT RESPONSIBLE FOR THE CONDUCT OF ANY USER ON

codehelp.me, PLATFORM, APPLICATIONS OR WEBSITES AND ASSUMES NO

LIABILITY THERBY.

  1. Limitation of Liability

YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED

TO NEGLIGENCE, SHALL CodeHelp OR ITS SUCCESSORS, AFFILIATES,

CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS,

BE LIABLE TO YOU FOR: (A) ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL,

CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED

TO, DAMAGES FOR LOSS OF REVENUE, BUSINESS OR PROFITS, COST OF

COVER, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF

CodeHelp HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES),

ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OR THE

INABILITY TO USE THE SERVICES, ANY WEBSITE OR PLATFORM; OR (B) ANY

DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT OR ANY OF OUR

GUIDELINES (IN THE AGGREGATE FOR ALL POTENTIAL CLAIMS BY YOU) IN

EXCESS OF THE SMALLER OF :(i) $100 AND (ii) THE TOTAL AMOUNTS PAID TO

CodeHelp BY YOU IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE

INITIAL NOTICE OF ANY CLAIM.

THESE LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES

INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED

ON ANY THIRD PARTY SITES OR OTHERWISE PROVIDED BY ANY THIRD PARTIES

OTHER THAN CodeHelp AND RECEIVED BY YOU THROUGH OR ADVERTISED

ON codehelp.me OR RECEIVED BY YOU ON ANY THIRD PARTY SITES.

CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED

WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES.

IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE

DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND

YOU MAY HAVE ADDITIONAL RIGHTS. NOT WITHSTADING THE ABOVE, YOU

HEREBY WAIVE ANY AND ALL ADDITIONAL RIGHTS GRANTED TO YOU, TO THE

EXTENT PERMITTED BY LAW AND YOU AGREE THAT THE LIMITATIONS OR

EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THIS

AGREEMENT APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR

EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION IN

WHICH YOU ARE LOCATED.

  1. Changes to CodeHelp Services

CodeHelp reserves the right at any time (and from time to time) to modify, suspend,

or discontinue providing the CodeHelp Services or any part thereof with or without

notice. CodeHelp will not be liable to you or to any third party for any modification,

suspension or discontinuance of the Services.

  1. Amendments

We may amend, modify, change, add or remove portions of this Agreement or

any Guidelines at any time, without notice to you, by posting a revised version on

www.codehelp.me or elsewhere on codehelp.me. The revised version will be effective

immediately at the time we post it. Please check this Agreement and any Guidelines

periodically for changes. Your continued use of codehelp.me or any Website after

posting of the changes constitutes your binding acceptance of such changes. However, if

the revised version includes a material change, it will be effective for an existing User on

the earlier of: (a) the date you accept it, and (b) 30 days after the material changes are

initially posted to www.codehelp.me or elsewhere on codehelp.me. The revised version

will apply to you immediately if you are a User who registers or first uses codehelp.me

on or after the posting of the revised version.

  1. Term and Termination

This Agreement shall remain in full force and effect unless and until your account is

terminated as provided herein. You may terminate your account and end your use of

codehelp.me at any time and for any or no reason. CodeHelp has the right (at its

sole discretion) for any reason to: (i) delete, disable or deactivate your account, block

your email or IP address, or otherwise terminate your access to or use of codehelp.me

or any Website, and (ii) remove and discard any Content within any Website or anywhere

on codehelp.me, and (iii) shut down a Website, with or without notice, and with no

liability of any kind to you.

If you terminate your account, we will have no obligation to refund you any fees you may

have paid except as may be required by applicable law.

  1. Effects of Terminating

Upon deactivating your account, this Agreement terminates and your access rights to

codehelp.me and any Websites immediately cease to exist. For Content you wish

to delete from codehelp.me, you can delete it by going to each of the Websites to

which you’ve contributed. CodeHelp is not responsible for deleting Content on your

behalf and CodeHelp will not have any obligation to assist you in migrating your

data or your Website(s) off of codehelp.me. Note that, even if Content is deleted from

CodeHelp’s active servers, it may remain in our archives (although we have no obligation

to archive or back-up your Content) and we shall be under no obligation to preserve or

delete such Content. CodeHelp will have no obligation to refund any fees paid for

Paid Services.

  1. Survival

The provisions under the following sections will survive termination of this Agreement for

any reason: Sections 2, 4-9, 10, 12-17, 19-23, 25-30.

  1. Law and Arbitration

This Agreement shall be governed by the laws of the State of Israel without giving effect

to any principles that may provide the application of the law of another jurisdiction. You

agree to submit to the personal jurisdiction of the competent jurisdiction located in Tel

Aviv, Israel for the purpose of litigating all such claims or disputes. Without derogating

from the above, any claim or dispute in connection with this Agreement shall be resolved

in a cost effective manner through binding non-appearance-based arbitration and has

to be initiated within thirty (30) days after it arises, or the cause of action is barred. The

arbitration shall be initiated through an established alternative dispute resolution provider

mutually agreed upon by the parties. The alternative dispute resolution provider and the

parties must comply with the following rules: (a) the arbitration shall be conducted by

telephone, online and/or be solely based on written submissions, the specific manner

shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve

any personal appearance by the parties or witnesses unless otherwise mutually agreed

by the parties; and (c) any judgment on the award rendered by the arbitrator may be

entered in any court of competent jurisdiction. Notwithstanding the foregoing, we may

seek injunctive or other equitable relief to protect our intellectual property rights in any

court of competent jurisdiction.

  1. United States Export Controls

You agree to comply with all applicable export and reexport control laws and regulations,

including the Export Administration Regulations, as may be amended from time to time

(“EAR”) maintained by the U.S. Department of Commerce, trade and economic sanctions

maintained by the Treasury Department’s Office of Foreign Assets Control (“OFAC”),

and the International Traffic in Arms Regulations, as may be amended from time to time

(“ITAR”) maintained by the Department of State. Specifically, you agree that you shall

not — directly or indirectly — sell, export, re-export, transfer, divert, or otherwise dispose

of any products, software, or technology (including products derived from or based on

such software or technology) received from CodeHelp under this Agreement to any

destination, entity, or person prohibited by the laws or regulations of the United States,

without obtaining prior authorization from the competent government authorities as

required by those laws and regulations. You agree to indemnify, to the fullest extent

permitted by law, CodeHelp from and against any fines or penalties that may arise

as a result of your breach of this provision. This export control clause shall survive

termination or cancellation of this Agreement.

  1. General

You agree to comply with all policies applicable to CodeHelp and codehelp.me,

and those of our third party Paid Service providers, which policies are either posted on

codehelp.me or provided to you by a link in these Terms of Service. In addition, you

agree to comply with all applicable laws.

The failure of CodeHelp to exercise or enforce any right or provision of this

Agreement does not constitute a waiver of such right or provision.

If any provision of this Agreement is found by a court of competent jurisdiction to

be invalid, the parties nevertheless agree that the court should try to give effect to

the parties’ intentions as reflected in the provision, and the other provisions of this

Agreement remain in full force and effect.

The parties are independent contractors with respect to each other and nothing in this

Agreement shall be deemed to create a partnership, joint venture, agency, or employer-

employee relationship between CodeHelp and you or between CodeHelp and

any Users of the Services.

Your accounts are non-transferable. You may not delegate your duties under this

Agreement or assign this Agreement, in whole or in part. CodeHelp may assign this

Agreement in whole or in part in its sole discretion without your consent and without

notice.

Any unauthorized use of any CodeHelp computer system is a violation of this

Agreement and certain federal and state laws. Such violations may subject you and your

agents to civil and criminal penalties.

This Agreement, including links to any third party Paid Service provider terms and

conditions, constitutes the entire agreement between you and CodeHelp and

governs your use of codehelp.me, superseding any prior agreements (whether written

or oral) between you and CodeHelp regarding the subject matter hereof. The other

Users of codehelp.me are intended third party beneficiaries of your obligations under

this Agreement.

CodeHelp will not be liable for non-performance or delay in performance caused

by any event beyond its direct control, including, but not limited to: internet failures,

electrical power failure, strikes, labor disputes, labor or material shortages, wars, terror,

acts of governmental authorities, hostilities, revolutions, riots, civil commotion, national

emergency, epidemics, fire, flood, earthquake, force of nature, explosion, embargo,

or any “act of God”. It is hereby clarified that this provision is in addition to Section 22

(Limitation of Liability).

Nothing in this Agreement shall prevent us from complying with the law and applicable

regulations.