) and procedures that may be published from time to time on the Service by TMC and which are all hereby incorporated by reference into the TOS. The TOS may be updated from time to time without notice to you.
Please read the TOS carefully before accessing or using the Service. By accessing or using any part of the Service, you agree to become bound by the terms and conditions of the TOS. If you do not agree to all the terms and conditions of the TOS, then you may not access or use the Service.
1. DESCRIPTION OF SERVICE
The Service hosts content, information, data, text, software, music, sound, photographs, graphics, images, video, messages and other materials ("Content") and consists of various services, tools, functions, and resources, including but not limited to a blog, community forums, groups/clubs, marketplace, and directory, which together facilitate communication, networking, and ecommerce. TMC does not guarantee the accuracy, integrity or quality of any of the Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable.
You understand and agree that the Service may include advertisements and that these advertisements are necessary for TMC to provide the Service. You also understand and agree that the service by default may include certain communications from TMC, such as service announcements, newsletters, and administrative messages, and that these communications are considered part of TMC membership. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new TMC services, resources, tools, functions, products and/or properties, shall be subject to the TOS. You understand and agree that the Service is provided "AS-IS" and that TMC assumes no responsibility for the timeliness, deletion, miss-delivery or failure to store any user communications, activities, and/or interactions.
2. REGISTRATION, MEMBER ACCOUNT, PASSWORD AND SECURITY
In consideration of your use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being 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 TMC has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, TMC has the right to suspend, ban, or terminate your account and refuse any and all current or future use of the Service (or any portion thereof.)
You will set your own password and account designation upon completing the Service's 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. Unless explicitly given permission by a TMC administrator, Members are not allowed to register more than one account on the Service. In doing so, your accounts can be removed without notice (with all posts removed). You agree to (a) immediately notify TMC 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. TMC cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 3. Please do not use any passwords that you may use for other sensitive areas of the Internet or personally.
3. USER CONTENT
a. Your Responsibilities and liabilities. You agree that you, are entirely responsible for all Content that you submit, upload, post, stream, transmit or otherwise make available, both privately and publicly, via the Service (“Your Content”), and you represent and warrant that Your Content does not infringe on the intellectual property or other rights of any third party and that you have the appropriate rights for such use of Your Content.
b. Limitation of liability. You agree that under no circumstances will TMC or any any of its representatives or associates be responsible or liable to you or any third party for: any Content (including, but not limited to, any errors or omissions in any Content) submitted, uploaded, transmitted, posted, or otherwise made available, both privately and publicly, to the Service by you or any other user of the Service; any loss or damage of any kind incurred as a result of the use of said Content; or for any loss or damage incurred as the result of any interactions between you and other users of the Service. Your interactions with other users are solely between you and such users. If there is a dispute between you and any other user, we are under no obligation to become involved. If TMC does incur any type of loss or damage as a result of Your Content, then per Section 18 of this TOS, you agree to indemnify TMC and cover TMC for all those damages and liabilities that may occur.
c. Intellectual Property Rights of Your Content. You retain all ownership or intellectual property rights to Your Content. However, by submitting, uploading, posting, transmitting, streaming, or otherwise making available Content to or via the Service, you grant TMC a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sublicensable, and transferable right and license to use, reproduce, distribute, edit, modify, adapt, publish, translate, create derivative works of, display, and use Your Content (or derivative works thereof) in any manner TMC sees fit in connection with TMC (and/or its successors and affiliates) providing the Service, including but not limited to promotional efforts in connection with the Service in any media formats and through any media channels, without notice or compensation to you. You represent and warrant that you own all rights in and to Your Content and have the right to grant the license as stated herein to TMC (and its successors and affiliates).
4. MEMBER CONDUCT
You agree to not use the Service to:
a. upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, descriminatory or otherwise objectionable. TeslaMotorsClub.com is not the place for debate on religion, sex, politics, or other such controversial posts; and this is not the place to talk about illegal downloads or how to obtain them. There are several forums on the Internet dedicated for discussing this type of material. This is not one of them.
b. harm minors in any way;
c. impersonate any person or entity, including, but not limited to, a TMC staff member, 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 Service;
e. upload, post, email, transmit or otherwise 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. upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party. If you do post any copyrighted material to which you do not have rights, you shall be held solely responsible. TMC shall not be held responsible for member-posted information or Content that may violate copyright law.
g. upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in any areas that are designated for such purpose or if provided explicit permission by a TMC administrator;
h. upload, post, email, transmit or otherwise 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 Service 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 Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
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. "stalk" or otherwise harass another;
m. collect or store personal data about other users
n. to either advertise or promote your business, brand, professional service or offerings, or any commercial interests without permission from a TMC administrator. This applies but is not limited to posts, messages, and Conversation messages, as well as active links to other sites on the Internet. If you would like said permission, please contact a TMC administrator via email.
o. encourage members to stop using or to leave the Service; or
p. use the Service to attempt to move or relocate members. This includes, but is not limited to, the use of direct messages and Conversation messages, posts or Group or Club communication to gather other members/users with the end goal of taking those members elsewhere.
PLEASE: We ask you to please NOT display your e-mail in your signature of the site. We do this to limit the attraction to e-mail spamming robot collectors.
5. RULES ENFORCEMENT AND CONTENT MODERATION
You understand that the TMC staff and volunteer moderators make the decisions related to post removals or edits. We make every effort to reach an understanding when dealing with posts that need to be removed or edited. If you have an issue with a volunteer moderator, or a choice made by them, you are asked to bring it to a TMC administrator’s attention to look into and handle. The TMC administrators have the final say. Please respect that the volunteer moderators are just that, volunteers. They give their time to help make TeslaMotorsClub.com a great place to visit.
You acknowledge that generally TMC does not pre-screen user or member generated Content and messages, or actively monitor the contents of the Service at all times. TMC does not vouch for or warrant the accuracy, completeness or usefulness of any Content and messages, and is not responsible for the contents of any message. Additionally, user or member generated Content and messages express the views of the author of the Content or message, not necessarily the views of TMC or any entity associated with TMC. TMC and its designees shall have the right (but not the obligation) in their sole discretion to refuse or move any content that is available via the Service. Without limiting the foregoing, TMC and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. Any user who feels that a posted message is objectionable is encouraged to contact TMC immediately by email. Removal of any Content is a manual process, and TMC may not be able to remove or edit particular messages or Content immediately. 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 submitted or posted to the Service, or transmitted through the Service, including but not limited to as information in the TMC Community, forums, groups, clubs, blog, directory, marketplace and conference site.
You acknowledge and agree that TMC may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of TMC, its users, and the public.
You understand that the technical processing and transmission of the Service, 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.
6. COMMUNITY DISCUSSION
Community discussion including the TMC Forums, Clubs, and Groups, are designed for members to express their opinions, viewpoints and testimonials on various products, services and events based upon speculation, personal knowledge and factual information, therefore all views represented here allow no liability upon TMC and the owners of said views assume no liability for any ill will resulting from these postings. The posts made here are for educational as well as entertainment purposes and as such anyone viewing this portion of the website must accept these views as statements of the author of that opinion and agree to release the authors from any and all liability.
TMC provides a marketplace as part of the Service, which serves as a tool for users and approved businesses to post “For sale”, “Service”, “Wanted”, and “For trade” listings, in order to facilitate the buying and selling of items and services. You understand and agree to the following:
a) Item Listing: By creating a listing in the TMC marketplace you confirm that any photos, descriptions, and assigned categorization of the listed item or service are accurate to the best of your knowledge.
b) Fees: TMC may charge a listing fee for certain marketplace listings. Listing fees are paid during the listing creation process. TMC may also charge a fee to feature a listing. Featured listings have greater value due to increased visibility. When creating or featuring a listing, you will be able to view any listing fees that you are being charged. TMC’s fee structure is subject to changes (without notice to you) which can affect fees for listings created thereafter.
c) Transactions: TMC’s marketplace assists in connecting buyers and sellers, however TMC is not involved in and does not facilitate any payments or transaction of value between buyers and sellers. TMC shall not be responsible or liable for any loss or damage acquired in connection to your use of TMC’s marketplace, and any payments and transactions made relating to any listing in the TMC marketplace.
d) Disputes: If you wish to dispute a transaction made with a buyer or seller, we encourage you to attempt to resolve the dispute via email or via TMC Conversation messages. If you are not able to arrive at a resolution acceptable to you via communication with the other user/party, then we recommend filing a dispute with the payment processor used, or your credit card company (Please note: It is recommended to use payment services with buyer protection measures such as PayPal). You may contact TMC staff to request assistance, however TMC provides assistance at its sole discretion and is in no way responsible or obligated to resolve the dispute in any way. Disputes include “non-delivery” and “item not as described” types.
You agree and understand that your correspondence, business dealings, and transactions with, and/or purchases from and/or sales to, other TMC users on or through the Service (which includes the marketplace), including payment and delivery of related goods, items or services, and any other terms, conditions, warranties or representations associated with such dealings and transactions, are solely between you and such other users/parties. You understand and agree that TMC shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings, activities and transactions or as the result of the presence of such items, products, services, buyers and sellers on the Service.
8. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
9. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that TMC may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that messages, forum postings or other uploaded content will be retained by the Service, the maximum number of messages that may be sent from or received by an account on the Service, the maximum size of any message that may be sent from or received by an account on the Service, the maximum disk space that will be allotted on TMC servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that TMC has no responsibility or liability for the deletion or failure to store any messages and other communications or other content maintained or transmitted by the Service. You acknowledge that TMC reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that TMC reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
10. MODIFICATIONS TO SERVICE
TMC reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that TMC shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
You agree that TMC in its sole discretion, may ban your account, terminate your password, account (or any part thereof) or use of the Service, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use or if TMC believes that you have violated or acted inconsistently with the letter or spirit of the TOS. TMC may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice, and acknowledge and agree that TMC may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that TMC shall not be liable to you or any third-party for any termination of your access to the Service.
12. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States of America or the country in which you reside.
13. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers, sponsors or vendors found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and said advertiser. You agree that TMC shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers, sponsors or vendors on the Service.
Special Note to any person or company that deals in, offers, or sells equipment, products, or services. You are not allowed to promote your business, company, brand, product or service, or post items for sale or offer services through the Service unless you have been given authorization beforehand by a TMC administrator. This also holds true for manufacturers not being able to promote their products through the Service. This however does not apply to private individuals selling a single used or personal item via the Marketplace. If you are operating a business and would like to promote your products or services, or sell via the TMC Marketplace, please contact a TMC administrator.
The Service may provide, or users or third parties may provide, links to other internet sites or resources. Because TMC has no control over such sites and resources, you acknowledge and agree that TMC is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that TMC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
16. INTELLECTUAL PROPERTY
The TOS does not transfer from TMC to you any TMC or third party intellectual property, and all right, title and interest in and to such property will remain solely with TMC. TMC is the sole owner of the Service, which includes but is not limited to, the TeslaMotorsClub.com website, and Tesla Motors Club community, forums, blogs, wikis, directory, marketplace, groups/sub-communities/clubs/local-clubs created/organized on the Service. Any benefits, IP and goodwill derived from use of the Service is an asset of TMC. TMC has the right at any moment to require anyone using TMC’s intellectual property to cease these activities. Any attempt to try to duplicate or relocate a specific group/sub-community/club/local-club, forum or any other unique aspect of the Tesla Motors Club website, outside of TeslaMotorsClub.com, without the express written consent of TMC, is prohibited and will be treated as an attempt to steal TMC’s intellectual property.
17. TMC PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in information presented to you through the Service or in sponsor advertisements or content of advertisers, sponsors and vendors is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by TMC or such advertisers, sponsors or vendors, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on or found in the Service or the Software, in whole or in part.
TMC grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single electronic device; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by TMC for use in accessing the Service.
You agree to indemnify and hold TMC and its owners, subsidiaries, affiliates, officers, agents, co-branders or other partners, volunteers, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your Content, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.
19. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
a. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TMC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
b. TMC MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
d. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TMC OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
20. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TMC SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES RESULTING FROM OR RELATED TO YOUR USE OF THE SERVICE. THIS INCLUDES, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF TMC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
Notices to you may be made via either email, website notifications, or regular mail. The Service may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Service.
23. TRADEMARK AND BRAND RIGHTS
TeslaMotorsClub.com, and the TMC logo, trademarks and service marks, and other TMC logos and product and service names are property of TMC. You agree not to display or use in any manner, any one of TMC’s logos and/or the Tesla Motors Club brand, unless you have received explicit permission from TMC administrators or staff.
24. COMPETING SITES, BUSINESSES, INDIVIDUALS, AND ORGANIZATIONS
You agree not to attempt to gain traffic from TMC in any way, including but not limited to, links in posts, signatures, profile information, messages, or emails, unless you have received explicit permission from TMC administrators or staff. This applies to, but is not limited to competing sites, businesses, individuals or organizations. You accept that TMC has the right to erase any information displayed or posted on the Service that may drive traffic towards competitors.
25. COPYRIGHTS AND DMCA POLICY
You agree not to post any copyrighted material unless the copyright is owned by you or by this site. If you do post any copyrighted material, you shall be held solely responsible. TMC shall not be held responsible for information or content posted by users or contributors that may violate copyright law.
As we ask others to respect our intellectual property rights, we respect the intellectual property rights of others. If you believe that material located on the the Service, including the Tesla Motors Club website (teslamotorsclub.com), or any TMC web property, violates your copyright, please notify us in accordance with TMC's Digital Millennium Copyright Act (“DMCA”) Policy: https://teslamotorsclub.com/tmc/pages/dmca-notice/
. We will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. We will terminate a visitor’s access to and use of the website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of TMC or others. In the case of such termination, we will have no obligation to provide a refund of any money previously paid or contributed to us.
26. INTELLECTUAL PROPERTY RIGHTS OF TMC CONTENT
All Content on the Service is protected by copyright under U.S. Copyright laws and is the property of TMC or a 3rd party. No Content contained in the Service may be republished, distributed, transmitted, modified, reposted, copied, or in any other way exploited, in whole or in part, by anyone who does not own intellectual property rights to said Content or does not have express written consent of those with said intellectual property rights in said Content.
27. GENERAL INFORMATION
The TOS constitutes the entire agreement between you and TMC and governs your use of the Service, superseding any prior agreements between you and TMC. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content, or third-party software. The TOS and the relationship between you and TMC shall be governed by the laws of the State of Texas without regard to its conflict of law provisions. You and TMC agree to submit to the personal and exclusive jurisdiction of the courts located within Travis County, Texas. The failure of TMC to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.