Johnny Hanna & Associates, LLC ("Hanna") welcomes you. Hanna provides online services through our web sites BeltwayBargains.com ("the BeltwayBargains site"), ViennaVirginia.com ("the ViennaVirginia site"), and UrbanBites.com ("the UrbanBites site"), collectively known as "the Hanna Sites".
1. This Agreement
Hanna may modify this Agreement from time to time and such modification shall be effective upon posting on the Hanna Sites. You agree to be bound to any changes to this Agreement when you use the Hanna Sites after any such modification is posted. It is important that you review this Agreement regularly to ensure you are aware of any changes.
3. Description of Services
Hanna provides users with access to a rich collection of resources through the Hanna Sites, including various communications tools, forums, search services and personalized content. The Hanna Sites are “web” sites designed to be accessed through the use of software such as Microsoft Internet Explorer, Firefox, Opera, or other “web browsers.” Services provided through the Hanna Sites and the content of the Hanna Sites could include inaccuracies, typographical errors or other errors. We make no commitment, nor have any obligation, to update information or material on the Hanna Sites. You should not rely upon any information on the Hanna Sites in making business, financial, personal or other decisions. Furthermore, Hanna does not sanction or approve the opinions of third parties expressed on the Hanna Sites or on web sites linked to the Hanna Sites. You understand and agree that the Hanna Sites are provided "AS-IS" and that Hanna assumes no responsibility for any un-timeliness in delivery, deletion of, mis-delivery of or failure to store any user communications or personalization settings.
4. Your Registration Obligations
In consideration of your use of the Hanna Sites, you represent that you are of legal age to form a binding contract and are not barred from receiving services under the laws of the United States or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Hanna Sites' registration form (the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Hanna has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Hanna has the right to suspend or terminate your account and refuse any and all current or future use of the Hanna Sites (or any portion thereof). By using the Hanna Sites, you represent and warrant that you have the right, authority, and capacity to enter into this Agreement and will abide by the terms and conditions of this Agreement.
6. Member Account, Password and Security
Should you apply to become a member of one of the Hanna Sites, You will receive a password and account designation upon completing the registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to
(a) immediately notify Hanna of any unauthorized use of your password or account or any other breach of security, and
(b) ensure that you exit from your account at the end of each session. Hanna cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
Hanna may charge a fee for membership in or access to any of the Hanna sites as it deems appropriate. Such fee shall be non-refundable.
7. Bandwidth Limitations
You understand that you will use only a reasonable amount of “bandwidth,” that is, that you are responsible for ensuring that the amount of data transmitted between third-parties and Hanna for the purposes of viewing content that you control will remain within a reasonable limit. Hanna will set that limit at its sole discretion. Hanna may take any action it deems necessary to cure usage of an unreasonable amount of bandwidth, including, but not limited to, removing access to content causing unreasonable bandwidth usage, either temporarily or permanently; temporarily or permanently suspending your member account; or terminating this agreement.
8. Member Conduct
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such content originated. This means that you, and not Hanna, are entirely responsible for all content that you transmit or make available via the Hanna Sites. Hanna does not control the content posted via the Hanna Sites and, as such, does not guarantee the accuracy, integrity or quality of such content. You understand that by using the Hanna Sites, you may be exposed to content that is offensive, indecent or objectionable. Under no circumstances will Hanna be liable in any way for any content, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any content transmitted otherwise made available via the Hanna Sites. You agree that you will not use the Hanna Sites to:
(a) transmit or make available any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
(b) harm minors in any way;
(c) impersonate any person or entity, including, but not limited to, a Hanna official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Hanna Sites;
(e) transmit or make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(f) transmit or make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
(g) transmit or make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas (such as shopping) that are designated for such purpose;
(h) transmit or make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment
(i) disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Hanna Sites are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
(j) interfere with or disrupt the Hanna Sites or servers or networks connected to the Hanna Sites, or disobey any requirements, procedures, policies or regulations of networks connected to the Hanna Sites;
(k) 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;
(l) provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
(m) "stalk" or otherwise harass another; or
(n) collect or store personal data about other users in connection with the prohibited conduct and activities set forth in paragraphs a through m above.
9. Hanna's Trademarks, Copyrights, and other Intellectual Property Rights
The Hanna Sites and are protected by copyright, trademark, and other laws and international treaties. All intellectual property rights such as but not limited to patents, trademarks or copyrights related to the Hanna Sites are the property of Hanna, except as described herein regarding third-party content posted to one of the Hanna Sites. Hanna provides access to the Hanna sites through a limited, non-exclusive license, whether you are a visitor or a member. Hanna is and remains the owner of all titles, rights, and interests in the Hanna Sites. You agree that you will not modify, translate, reverse engineer, decompile or disassemble the Software or any part thereof or otherwise attempt to derive source code or create derivative works therefrom. You agree that you are not allowed to remove, alter or destroy any proprietary, trademark or copyright markings or notices used on or in relation to the Hanna Sites.
10. Content Submitted or Made Available for Inclusion in the Hanna Sites
If you submit any content to the Hanna Sites, you acknowledge:
(a) You own the intellectual property rights in such content, or have license to use the intellectual property rights in such content, including, but not limited to, any copyright, trademark, patent or confidential business information submitted to the Hanna Sites.
(b) You alone shall be responsible for, and defend any proceeding regarding the ownership of or rights to such content.
Hanna does not claim ownership of, or any right in, content you submit to or make available for inclusion in the Hanna Sites. However, with respect to such content, you grant Hanna the following worldwide, royalty-free, and non-exclusive license, as applicable:
(a) With respect to photographs, graphics, audio or video you submit or make available for inclusion on publicly accessible areas of the Hanna Sites, the license to use distribute, reproduce, modify, adapt, publicly perform and publicly display such content on the Hanna Sites solely for the purpose for which such content was submitted or made available. This license exists only for as long as you elect to continue to include such content on the Hanna Sites, and will terminate at the time you remove, or Hanna removes such content from the Hanna Sites.
(b) With respect all other content, the perpetual, irrevocable and unrestricted license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such content and to incorporate such content into other works in any format or medium now known or later developed.
For the purposes of this section, "publicly accessible" areas of the Hanna Sites are those areas of the Hanna Sites that Hanna, at its sole discretion, intends to be viewable to visitors as well as to members.
11. Removal of Content
You agree that Hanna has the right (but not the obligation) in its sole discretion to pre-screen, move, or remove any content that violates the terms of this agreement, any that violates any of Hanna’s intellectual property rights, or a third-party’s intellectual property rights, or any other content, without limitation, that is available via the Hanna Sites.
12. Assumption of Risk
You agree that you must evaluate and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content. In this regard, you acknowledge that you may not rely on any content created by Hanna or submitted to Hanna.
13. Limitation on the Privacy of Your Registration Data and Content
You agree that Hanna may access, preserve and disclose your account information and content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to:
(a) comply with legal process;
(b) enforce the Agreement;
(c) respond to claims that any content violates the rights of third parties;
(d) respond to your requests for customer service;
(e) protect the rights, property or personal safety of Hanna, its users and the public.
14. Hanna’s Transmission and Processing of Your Content
You understand that the technical processing and transmission of the Hanna Sites, including your content, may involve
(a) transmissions over various networks; and
(b) changes to conform and adapt to technical requirements of connecting networks or devices. You understand that the Hanna Sites and software embodied within the Hanna Sites may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Hanna and/or content providers who provide content to the Hanna Sites. You may not attempt to override or circumvent any of the usage rules embedded into the Hanna Sites. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Hanna Sites, in whole or in part, is strictly prohibited.
15. Special Admonitions for International Use
Recognizing the global nature of the Internet, you agree to comply with all rules regarding online conduct specific to any geographic location in which you use the Hanna Sites. You also agree to comply with any applicable United States export rules that may govern the geographic location in which you use the Hanna Sites.
You agree to indemnify and defend Hanna and its subsidiaries, affiliates, officers, agents, employees, partners, licensors and licensees from any claim or demand, including attorney's fees and costs, made by any third party due to or arising out of your use of the Hanna Sites, your connection with the Hanna Sites, or your violation of this Agreement.
17. No Resale of Service
You agree not to reproduce, duplicate, copy, sell, trade, resell, or exploit for any commercial purpose, any portion of the Hanna Sites, use of the Hanna Sites, or access to the Hanna Sites.
18. Modifications to Service
Hanna reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Hanna Sites (or any part thereof) with or without notice. You agree that Hanna shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Hanna Sites.
You agree that Hanna may without prior notice and at Hanna's sole discretion, immediately terminate your Hanna account and access to the Hanna Sites. Cause for such termination may include, but is not limited to:
(a) breaches or violations of the Agreement or other incorporated agreements or guidelines
(b) requests by law enforcement or other government agencies
(c) At your request
(d) discontinuance or material modification to the Hanna Sites or any portion thereof.
(e) unexpected technical or security issues or problems
(f) extended periods of account inactivity
(g) your engagement in fraudulent or illegal activities, whether related to your use of the Hanna Sites or not; or
(h) nonpayment of any fees owed by you in connection with the Hanna Sites.
If Hanna terminates your membership, that will include:
(a) removal of access to all offerings within the Hanna Sites.
(b) deletion of your password and all related information, files and content associated with or inside your account
(c) barring of further use of the Hanna Sites.
Further, you agree that Hanna will make the decision to terminate your account at Hanna’s sole discretion, and that Hanna will not be liable to your or to any third party for any damages resulting from termination of your account, or loss of access to the Hanna Sites.
20. Dealings with Advertisers or Third Parties
You agree that Hanna is not liable for any damage incurred as the result of any correspondence or dealing between you and a third party found through your use of the Hanna Sites. You agree that Hanna is not liable for any damage incurred as the result of the presence of any advertiser or member on the Hanna Sites.
Hanna or third parties may provide links from the Hanna Sites to other World Wide Web sites or resources. Because Hanna has no control over such sites and resources, you agree that Hanna is not responsible for the availability of such external sites or resources, and you agree that Hanna does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such other sites or resources. You further agree that Hanna is not liable, directly or indirectly, for any damage or loss caused by or in connection with the use of or reliance on any such content, goods or services associated with any such site or resource.
22. Disclaimer of Warranties
THIS SECTION IS EXTREMELY IMPORTANT. PLEASE READ IT CAREFULLY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES AND INFORMATION ON THE HANNA SITES ARE PROVIDED ENTIRELY "AS IS," WITHOUT ANY WARRANTY WHATSOEVER, AND ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE HEREBY EXPRESSLY DISCLAIMED, AND YOU HEREBY WAIVE ALL SUCH WARRANTIES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HANNA OR THROUGH OR FROM THE HANNA SITES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
23. Limitation of Liability
THIS SECTION IS EXTREMELY IMPORTANT. PLEASE READ IT CAREFULLY
IN NO EVENT SHALL HANNA, OUR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, SUPPLIERS, AGENTS, AFFILIATES, SUBSIDIARIES, SUCCESSORS OR ASSIGNS BE LIABLE TO ANY PARTY FOR ANY DIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER INDIRECT (INCLUDING WITHOUT LIMITATION, COST OF COVER) DAMAGES, LOSS OR INJURY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR ANY SERVICES, CONTENT OR OTHER MATERIALS PROVIDED OR AVAILABLE HEREUNDER, OR USE OF ANY OTHER LINKS OR LINKED WEBSITE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF WHETHER SUCH DAMAGES ARISE IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), STRICT LIABILITY OR OTHER LEGAL BASIS NOW OR HEREAFTER KNOWN. THE TERM "DAMAGES" INCLUDES, WITHOUT LIMITATION, ATTORNEYS’ FEES, LOST PROFITS, PHYSICAL AND/OR PERSONAL INJURY, BUSINESS INTERRUPTION, AND LOSS OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM. YOU AGREE AND ACKNOWLEDGE THE ECONOMIC TERMS OF THIS AGREEMENT FAIRLY AND EQUITABLY REFLECT THE FOREGOING ALLOCATION OF RISK AND SUCH ALLOCATION OF RISK IS A MATERIAL INDUCEMENT FOR US TO MAKE AVAILABLE TO YOU OUR SERVICES, WEB SITE AND OTHER CONTENT AND MATERIALS.
24. No Third Party Beneficiaries
You agree that, except as otherwise expressly provided herein, this Agreement does not confer and is not intended to confer any rights or remedies upon any person other than you.
Hanna may provide you with notices, including those regarding changes to this Agreement, at Hanna's sole discretion, in any manner Hanna decides, including, but not limited to, posting to one of the Hanna Sites, email or regular mail.
26. Notice and Procedure for Making Claims of Copyright, Trademark, or other Intellectual Property Infringement
Hanna respects the intellectual property of others, and we ask our users to do the same. Hanna may, in appropriate circumstances and at its discretion, disable or terminate the accounts of users who may repeatedly infringe others' intellectual property rights. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Hanna's Copyright Agent the following information:
(a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
(b) a description of the copyrighted work or other intellectual property that you claim has been infringed;
(c) a description of where the material that you claim is infringing is located on the site;
(d) your address, telephone number, and email address;
(e) your statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
(f) your statement, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Hanna's Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
C/o John Hanna & Associates, LLC
PO Box 506
Dunn Loring, VA 22027
27. Entire Agreement
This Agreement constitutes the final agreement between you and Hanna. It is the complete and exclusive expression of your agreement on the matters contained herein. All prior and contemporaneous negotiations and agreements between you and Hanna on matters contained in this Agreement are expressly merged into and superseded by this Agreement. The provisions of this Agreement may not be explained, supplemented or qualified through evidence of trade usage or a prior course of dealings. In entering into this Agreement, neither you nor Hanna has relied upon any statement, representation, warranty or agreement of the other party except for those expressly contained in this Agreement. THERE ARE NO CONDITIONS PRECEDENT TO THE EFFECTIVENESS OF THIS AGREEMENT, OTHER THAN THOSE EXPRESSLY STATED IN THIS AGREEMENT.
28. Choice of Law, Forum and Venue
THE LAWS OF THE COMMONWEALTH OF VIRGINIA, WITHOUT GIVING EFFECT TO ITS CONFLICT OF LAWS PRINCIPLES, GOVERN ALL MATTERS ARISING OUT OF OR RELATED TO THIS AGREEMENT AND THE TRANSACTIONS IT CONTEMPLETES, INCLUDING, WITHOUT LIMITATION, ITS INTERPRETATION, CONSTRUCTION, PERFORMANCE, AND ENFORCEMENT.
If you bring a legal action or proceeding against Hanna arising out of or related to this Agreement, you agree that you may only bring such action or proceeding in the United States District Court for the Eastern District of Virginia, or in any court of the Commonwealth of Virginia sitting in Fairfax County, Arlington County, or the City of Alexandria.
29. Severability and Waiver
Hanna’s failure to exercise or enforce any right granted in this Agreement shall not constitute a waiver of such right.
If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, you nonetheless agree that such court should endeavor to give full effect to the parties’ intentions as reflected in such provision, and you agree that other provisions of the Agreement remain in full effect.
30. Non-Transferrability and No Right of Survivorship
You agree that your right to access the Hanna Sites through a membership is non-transferable and any rights to your membership or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents permanently deleted.
31. Claim Time Limitation
You agree that regardless of any law to the contrary, any claim or cause of action arising out of or related to use of the Hanna services, or this Agreement must be filed within one year after such claim or cause of action arises or be forever barred.
32. Captions non-Binding
The captions and numbering of this Agreement are a convenience only and have no legal effect.