User Agreement

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS USER COMMUNITY. The following Terms of Use apply to the User Community that is provided by Turning Technologies, LLC (“Turning”) and located at www.turning-talk.com, (the “User Community”), and to the forums, software, services, products, resources, information, content and materials available on or used in connection with the User Community (“Site Content”). By using and/or accessing the User Community, you accept and agree to comply with the following Terms of Use, our Privacy Policy www.turning-talk.com/Privacy, and other notices posted on the User Community. Your use of certain resources that are available on the User Community or the conduct of certain transactions may be subject to certain additional terms and conditions, which will be made available to you prior to using such resources or conducting such transactions. We reserve the right to modify or update these Terms of Use at any time without notice to you, so please check these Terms of Use (and our Privacy Policy) from time to time. Your access and/or use of the User Community signifies your acceptance ofany revisions. If you do not agree with our Terms of Use, your sole remedy is to discontinue your use of the User Community. The failure of Turning to enforce these Terms of Use, for whatever reason, shall not be construed as a waiver of any right to do so at any time. You represent that you are of legal age to form a binding contract.

1. Community Conduct We reserve the right to prohibit use of the User Community or the purchase of products and services from Turning by any user who, in our sole discretion, violates these Terms of Use. Such a prohibition may occur without notice to the user. If you believe another user is violating these Terms of Use, you may notify Turning, and we will work in good faith to resolve any such issues. However, we have no obligation to monitor the User Community or Site Content, and we are not responsible for the accuracy or reliability of any Site Content or opinion, advice, or statement made on the User Community, or for any defamatory, offensive, or illegal conduct by any user of the User Community. Turning reserves the right to investigate suspected violations of these Terms of Use, including the gathering of information from the user(s) involved and the complaining party, if any, and examining material on Turning’s servers and network. You hereby authorize Turning and its affiliates to cooperate with (1) law enforcement authorities in the investigation of suspected criminal violations, and (2)system administrators at other Internet service providers or other network or computing facilities in order to enforce these Terms of Use. Such cooperation may include Turning providing usernames, IP addresses, or other identifying information.
    
2. Agreement to Deal Electronically You agree that Turning may communicate with you electronically regarding all aspects of your use of the User Community, including by sending electronic notices to you. If you do not wish to deal electronically, do not use the User Community. Delivery of electronic notices is not infallible, so you agree to contact Turning if you need information about the User Community. You agree to keep all records relating to your use of the User Community and to print or make an electronic copy of this Agreement and any disclosures provided on the User Community. Except as prohibited by law, you waive any law requiring different communication methods in connection with your use of the User Community. Turning reserves the right, at its sole discretion, to deliver notices and disclosures by other means, such as by mail.
    
3. Privacy and Security Our Privacy Policy is a part of this Agreement, and its terms are incorporated by this reference. Please read it now www.turning-talk.com/Privacy. The Privacy Policy explains how certain information about you may be collected, used and disclosed. By accessing the User Community, you consent to the collection and use of your information in accordance with our Privacy Policy. 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 for all activities that occur under your password or account. You agree to notify Turning immediately of any unauthorized use of your password or account, or any other security breach. You also agree to exit from your account at the end of each session. You acknowledge and agree that Turning will not be liable for any loss arising from your failure to comply with this Paragraph. You agree that your account is non-transferable.
    
4. Submissions to the User Community While on the User Community, you may submit tests, information, content, software code, graphics, artwork, or other materials (“Submissions”) in accordance with the guidelines set forth in these Terms of Use. Turning reserves the right, at any time and without notice to you, to refuse to post or to remove any Submission, in Turning’s sole discretion. Submissions posted on the User Community will be available for access by users. Acceptance of any Submissions for publishing is at Turning’s sole discretion. We reserve the right in our sole discretion not to publish any Submissions you create, or to remove any Submissions you create from the User Community at any time, without limiting our rights with respect to any other Submissions you may have published to the User Community. Turning reserves the right to control advertising or sponsorships that may be accessed through the User Community. Therefore, you may not sell or include advertising within your Submissions, nor may you sell sponsorships of your Submissions, without the prior written consent of Turning. We will not provide any technical support for your Submissions, other than technical support that is provided generally to users of the User Community. It is up to you to provide any corrections for your Submissions. Turning does not make any warranty that the User Community or your Submissions will be available or function properly in all possible browser, operating system and platform configurations, or with the available software. Turning does not represent or guarantee the truthfulness, accuracy, timeliness or reliability of any Submissions and does not endorse any opinions that may be expressed by any user. You understand and agree that any reliance on Submissions posted by other users will be at your own risk. You acknowledge and agree that Turning is not responsible or obligated to screen or monitor Submissions. If notified by a user of any Submission that allegedly does not conform to the Terms of Use, Turning may, in its sole discretion, investigate the allegation and may thereafter determine in its sole discretion whether to remove or request the removal of the Submission. You agree that your Submissions will meet all of the following requirements for appropriate content, and you make the following representations and warranties:
   • You have all rights and have obtained all approvals, consents, release clearances, licenses and authorizations needed to post your Submissions, and Turning’s publication of your Submissions does not violate or conflict with any other agreements you have entered into, including, but not limited to, any confidentiality agreements.
   • Your Submissions do not infringe or otherwise violate any patents, copyrights, trademarks, trade secrets, or any other proprietary rights of any third party.
   • Your Submissions do not contain any virus, worm, Trojan horse or other routine designed to damage, limit the functionality, or allow unauthorized access to the User Community, any content on the User Community, or any other hardware, software or data.
   • Your Submissions do not include material that may be used in any attempt to circumvent the user authentication or security of any host, network, or account, including the documentation and tutorials on tools designed for compromising security, such as password guessing programs, cracking tools, packet sniffers, or network probing tools.
   • Your Submissions do not include any advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation.
   • You will not impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity.
   • You will not collect or store personal data about other users.
   • Your Submissions (1) do not and will not constitute or encourage a criminal or civil offense or unethical activity and do not and will not otherwise give rise to liability; (2) comply with all applicable laws, rules and regulations; (3) do not and will not contain any false, misleading, libelous or defamatory statements or headers; (4) do not and will not constitute an invasion of the rights of privacy or publicity of any third party; (5) do not and will not interfere with or disrupt the User Community or servers or networks connected to the User Community, or overburden or impair the User Community; and (6) are not and will not be defamatory, libelous, obscene, pornographic, threatening, sexually or racially or ethnically discriminatory, or otherwise objectionable or harmful, as determined by Turning in its sole discretion.

   You should be aware that if you breach any of the conditions listed above, an aggrieved party may take legal action. By placing Submissions on the User Community, you hereby grant a royalty-free, perpetual license to Turning, with the right to sublicense, to use such Submissions to provide the User Community.
    

5. Disclaimers and Warranties Turning reserves the right to modify or discontinue, temporarily or permanently, the User Community (or any part thereof) at any time without notice or liability to you. You acknowledge and agree that Turning will not be liable to you or to any third party for any modification or discontinuance of the User Community. THE USER COMMUNITY, SITE CONTENT, AND ALL INFORMATION ACCESSED FROM OR AVAILABLE THROUGH THE USER COMMUNITY ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, TURNING AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM ALL REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, AS TO THE USER COMMUNITY, THE SITE CONTENT, AND ALL INFORMATION ACCESSED FROM OR AVAILABLE THROUGH THE USER COMMUNITY, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. TURNING DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT (1) THE USER COMMUNITY, SITE CONTENT, ANY INFORMATION ACCESSED FROM OR AVAILABLE THROUGH THE USER COMMUNITY, OR ANY PRODUCTS OR SERVICES PURCHASED FROM TURNING WILL BE RELIABLE, TIMELY, OR MEET YOUR REQUIREMENTS OR EXPECTATIONS; (2) THE OPERATION OF THE USER COMMUNITY OR THE SITE CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (3) ANY PARTICULAR RESULTS WILL BE OBTAINED FROM THE USE OF THE USER COMMUNITY OR FROM ANY PRODUCTS OR SERVICES PURCHASED FROM TURNING. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE USER COMMUNITY IS DONE AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY RESULTING DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA. TURNING SHALL NOT BE RESPONSIBLE FOR ANY CONTENT OR CONDUCT OF ANY THIRD PARTY. TURNING MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH RESPECT TO THE PRODUCTS OR SERVICES OF THIRD PARTIES.
    
6. Limitation of Liability YOU AGREE THAT NEITHER TURNING NOR ITS AFFILIATES, LICENSORS, OR SUPPLIERS SHALL BE LIABLE UNDER ANY CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHER CLAIM FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER LOSSES (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM (1) THE USE OF OR THE INABILITY TO USE THE USER COMMUNITY, SITE CONTENT OR ANY PRODUCTS OR SERVICES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES OR OBTAINED THROUGH THE USER COMMUNITY; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR SUBMISSIONS OR DATA; OR (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE USER COMMUNITY. IN NO EVENT SHALL TURNING’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF FIFTY DOLLARS ($50.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. Some jurisdictions do not allow the disclaimer of certain implied warranties or the limitation or exclusion of liability for incidental or consequential damages, so some of the above disclaimers, limitations and exclusions may not apply to you.
    
7. Links to Third Party Web Sites The User Community may include links to various third party Web sites. Turning is providing these links solely as a convenience. Such linked third party sites are not under the control of Turning. We have not reviewed all of the sites linked from the User Community and are not responsible or liable for the content available at any such linked site. The appearance of a third party link on the User Community does not imply Turning’s endorsement of the linked site, its sponsor or any products or services offered on the linked site. Use of any linked site is at your own risk.
    
8. Indemnity You agree to indemnify, defend, and hold harmless Turning, its affiliates, and their officers, members, employees, directors, agents, suppliers, sponsors, successors and assigns from and against any and all claims, damages, costs, or other expenses (including reasonable attorneys fees) that arise directly or indirectly out of or from: (1) any breach of these Terms of Use or of any representation or warranty made by you in these Terms of Use; (2) your Submissions; and/or (3) your activities in connection with the User Community and/or Site Content.
    
9. Copyrights and Trademarks The User Community and Site Content submitted by Turning are the property of Turning, its affiliates, and third parties, and are protected by United States and international copyright laws. All copyright, trademark, and other proprietary rights in the User Community and in the services, products, software, text, graphics, design elements, audio, music, and all other materials originated or used by Turning in connection with the User Community are reserved to Turning, its affiliates, and third parties. You agree not to modify, sell or create derivative works based on the User Community or the Site Content submitted by Turning. Copyright Complaints Turning and its affiliates respect the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please follow the procedures outlined below. NOTE: THE FOLLOWING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING THE SERVICE PROVIDER REFERENCED BELOW THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES, SUCH AS REQUESTS FOR TECHNICAL ASSISTANCE, REPORTS OF EMAIL ABUSE, AND PIRACY REPORTS, WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS. Written notification must be submitted to the following Designated Agent: Service Provider(s): Turning Technologies, LLC Name of Agent Designated to Receive Notification of Claimed Infringement: Matthew Dorrance Full Address of Designated Agent to Which Notification Should be Sent: Turning Technologies, LLC 255 West Federal Street Youngstown, OH 44503 Telephone Number of Designated Agent: (330) 884-6055 Facsimile Number of Designated Agent: (330) 746-6863 Email Address of Designated Agent: [email protected] To be effective, the Notification must include the following:
   • A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright interest that is alleged to have been infringed;
   • A description of the copyrighted works that you claim have been infringed and identification of the material in such work(s) that you claim to be infringing, or if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
   • A description of where the material that you claim is infringing is located on the User Community and identification of the material that is to be removed or access to which is to be disabled;
   • Information reasonably sufficient to permit the service provider to contact you, such as your physical address, telephone number, and email address;
   • A statement by you that you have a good faith belief that the use of the material identified in your Notice in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
   • A statement by you that the information in your Notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the copyright owner.
   • Turning will investigate, in appropriate circumstances, notices of copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2). Inquiries that do not follow this procedure will not receive a response.

   The Turning names and logos and all related product and service names, design marks and slogans are the trademarks or service marks of Turning, its affiliates, or third parties. You are not authorized to use any name or mark of Turning, its affiliates or third parties in any advertising, publicity or in any other commercial manner without the prior written consent of Turning. Requests for authorization should be made to directly to Turning. Except as expressly provided in these Terms of Use, nothing contained herein shall constitute a grant of any license or right to any Site Content, trademarks, or other intellectual property rights of Turning, its affiliates, or any third party, nor shall it be construed as conferring any such license or right by implication, estoppel, implication by law, or otherwise.
    

10. Applicable Laws and Jurisdiction You agree to comply with all applicable laws, statutes, ordinances, and regulations regarding your use of the User Community and your purchase of the products and services on the User Community. Turning controls the User Community (excluding third party linked sites) from its corporate offices within the state of Ohio, United States of America. Turning makes no representation that Site Content is appropriate or available for use in other locations, and accessing the User Community from jurisdictions where its content may be illegal is prohibited. If you choose to access the User Community from such a jurisdiction, you do so at your own risk and are solely responsible for compliance with all the laws of your jurisdiction. The law of the state of Ohio, specifically excluding choice of law principles, will apply to all issues and matters relating to or arising from your use of the User Community. You also submit to the exclusive personal jurisdiction and venue of Mahoning County, Ohio, United States of America or of any federal court located in such state. Except for the right of a party to apply to a court of competent jurisdiction for provisional or injunctive relief, any and all claims, disputes or controversies arising under, out of, or in connection with the terms of this Agreement shall be resolved by final and binding arbitration in the United States in accordance with the arbitration rules of the American Arbitration Association. However Turning may, in its sole election, have full recourse to the courts and civil, criminal and administrative laws of any jurisdiction worldwide to protect its intellectual property without any limitation whatsoever. The English version of these Terms of Use will be the version used when interpreting or construing these Terms of Use. In each case these Terms of Use shall be construed and enforced without regard to the United Nations Convention on the International Sale of Goods.
     
11. Miscellaneous The Terms of Use constitutes the entire agreement between you and Turning. It governs your use of the User Community, and supersedes any prior or contemporaneous understandings or agreements between you and Turning relating thereto. These Terms of Use may not be modified by you unless such modification is in writing and signed by an authorized officer of Turning. The failure of Turning to exercise or enforce any right or provision of the Terms of Use will not constitute a waiver of such right or provision. If any provision of the Terms of Use is found to be invalid and/or unenforceable, the parties agree to give effect to the parties’ intentions as reflected in the provision, and furthermore, the other provisions of the Terms of Use will remain in full force and effect. These Terms of Use will not prejudice the statutory rights of any party. The headings in these Terms of Use are for convenience only and have no legal or contractual effect. You may not assign any rights or obligations under these Terms and Conditions.
     
12. Contact Information Thank you for your cooperation. We hope you find the User Community helpful and convenient to use. Questions or comments regarding the User Community should be directed by electronic mail to: [email protected] or via U.S. mail to Turning Technologies, LLC at: Attn.: Katherine Kahn Turning Technologies, LLC 255 West Federal Street Youngstown, OH 44503