Terms of Service

Terms of Service

The following describes the terms under which Aphelion, LLC/Next Dance (“Company”), offers you access to the proprietary content (“Content”) and services at www.mynextdance.com and other services it may make available from time to time (collectively the “Service”). THIS IS A LEGAL AGREEMENT. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICE. BY USING THE SERVICE, AND FOR OTHER GOOD AND VALUABLE CONSIDERATIONS, THE RECEIPT AND SUFFICIENCY OF WHICH YOU ACKNOWLEDGE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE, AND THAT IF YOU ARE AN EMPLOYEE, OR AGENT OF A CORPORATION, LLC, PARTNERSHIP, OR ANY OTHER ENTITY OF ANY KIND (“ENTITY”), THAT YOU HAVE THE AUTHORITY TO ENTER INTO AGREEMENTS ON BEHALF OF SUCH ENTITY, AND TO BIND SUCH ENTITY TO THESE TERMS OF USE.

PROPRIETARY MATERIALS AND USE OF THE SERVICE

The Service contains copyrighted material, trademarks, service marks and other proprietary information, which may include without limitation text, software, photographs, video, graphics, images, music and sound (collectively “Proprietary Material”). You agree not to copy, reproduce, modify, publish, transmit, participate in the transfer or sale of, reverse engineer, create derivative works of, or in any way exploit, in whole or in part, any Proprietary Material, or authorize, encourage or allow any third party to do so, except that you may copy Proprietary Material for your personal, non-commercial use, or as may otherwise be indicated on specific sections of the Service.  ALL RIGHTS NOT EXPRESSLY GRANTED TO YOU IN THIS AGREEMENT ARE RESERVED BY COMPANY AND ITS LICENSORS.

Your use of this Service does not create, and nothing contained in this Service shall be construed as creating or conferring to you, by implication, estoppel, or otherwise, a license or any other rights in trademarks, service marks, copyrights or other intellectual property rights or any other rights of Company or any third party. This Service is provided free of charge and for informational purposes only and does not create a business or professional services relationship between you and Company. Fees for use of certain Content are listed on the website or are available upon request at info@mynextdance.com.  You agree to pay all applicable fees.  All prices displayed on this Site are quoted in U.S. dollars.  Company reserves the right without prior notice to discontinue or change specifications and/or prices on products and services offered on this Service without incurring any obligations.

Your Information. As used in this Agreement, the term “Your Information” means any information you provide to Company, including in any registration process, or through email contact. You are solely responsible for Your Information.

Your Information may not: (a) be false, inaccurate, misleading or fraudulent; (b) infringe any anyone’s copyright, trademark, trade secret, patent or other proprietary rights or rights of publicity or privacy; (c) violate any law, statute, ordinance or regulation; (d) be obscene, defamatory, libelous, threatening, abusive or harassing, or encourage any of the foregoing; (e) promote any commercial product the sale of which you stand to benefit from; (e) contain any viruses, Trojan horses, worms, time bombs, cancelbots, Easter eggs or other computer programming routines that may damage, detrimentally interfere with, intercept or use any system, data or personal information in an unauthorized way; or (f) create liability for Company or cause it to lose (in whole or in part) the services of its ISPs or other suppliers.

With respect to Your Information, you grant Company an irrevocable, royalty-free, non-exclusive, unrestricted, worldwide license to use, copy, sublicense, adapt, transmit, publicly perform, display, or create derivative works from any such content, in all languages, and to incorporate such content into other works in any format or medium now known or later developed.

Privacy. Company will only use Your Information according to our Privacy Policy as may be established from time to time, the provisions of which are expressly incorporated into and made a part of this Agreement.

PROHIBITED USES

Copyright Infringement. You agree that you will not use the Service to infringe upon or misappropriate the intellectual property rights, including without limitation the copyrights, of any party. You agree to indemnify, defend and hold harmless Company, its affiliates, suppliers, and each of its and their employees, officers, directors, successors, licensees, assigns, agents, and advisors (collectively the “Company Parties”) from and against any and all claims, damages, demands, or liabilities, including but not limited to attorneys fees and costs arising out of any claim that Your Information, and any other content of any kind that you create using the Service or upload in any way infringes upon or misappropriates, violates, or infringes any party’s personal or proprietary rights of any kind.

Interference and Unauthorized Access. You agree that you will not: (a) attempt to circumvent user authentication or the security of any Company account; (b) use any robot, spider, other automatic device, or manual process to monitor or copy Company’s web pages or the content contained in them; (c) use any device, software or routine to interfere or attempt to interfere with the proper working of the Service; or (d) take any action that imposes an unreasonable or disproportionately large load on Company’s infrastructure, including without limitation “denial of service attacks.”

If you in any way violate any system or interfere with network security you may incur criminal or civil liability. Company will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in the investigation of suspected criminal violations.

LINKED SITES

Company is not affiliated with sites that may be linked to the Service through hypertext (“Linked Sites”). Company has no control over, and is not responsible for, the content on any Linked Site. The Linked Sites are for user convenience only and you access them at your own risk.

DISCLAIMER OF WARRANTIES

YOUR USE OF THE SERVICE AND ANY AND ALL CONTENT CONTAINED THEREIN IS AT YOUR SOLE RISK. THE SERVICE AND CONTENT IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND COMPANY 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.

COMPANY DOES NOT WARRANT OR GUARANTEE THAT (1) THE SERVICE IS COMPATIBLE WITH ANY SOFTWARE, INCLUDING WITHOUT LIMITATION INTERNET BROWSER SOFTWARE; (2) THE SERVICE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR ANYTHING ELSE MANIFESTING CONTAMINATING OR DESTRUCTIVE PROPERTIES; (3) ALL CONTENT WILL BE ACCURATE, COMPLETE OR UP TO DATE; (4) ANY INFORMATION OR OTHER CONTENT CONTAINED WITHIN THE SERVICE WILL NOT CONTAIN DEFAMATORY OR (5) THE FUNCTIONS OR SERVICES COMPANY PERFORMS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED.

YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT COMPANY IS NOT RESPONSIBLE FOR THE CONTENT DISTRIBUTED ON OR THROUGH THE SERVICE, AND IT ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF INFORMATION DISTRIBUTED THROUGH THIS SERVICE.

COMPANY IS NOT PROVIDING FINANCIAL, LEGAL, AND/OR MEDICAL ADVICE, MENTAL HEALTH COUNSELING, AND/OR ANY OTHER ADVICE OF ANY KIND.  THE SERVICE, AND/OR ANY CONTENT CONTAINED THEREIN IS NOT TO MEANT TO SUBSTITUTE FOR ANY ADVICE OR COUNSELING BY PROFESSIONAL ADVISORS.  YOUR USE OF THE SERVICE AND CONTENT IS AT YOUR OWN RISK AND ANY INFORMATION OF ANY KIND, INCLUDING BUT NOT LIMITED TO FINANCIAL GUIDELINES AND/OR MEDICAL INFORMATION, THAT YOU OBTAIN BY USE OF THIS SITE OR PRODUCTS AND CONTENT AVAILABLE ON OR THROUGH THIS SITE IS USED AT YOUR OWN SOLE RISK.

Some states do not allow the disclaimer of implied warranties, so some or all of the above disclaimers may not apply to you.

LIMITATION OF LIABILITY
Regardless of the form of action (whether in contract, tort, breach of warranty or otherwise), and except as otherwise expressly provided herein, IN NO EVENT WILL THE COMPANY PARTIES BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER WITH RESPECT TO YOUR USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR SPECIAL DAMAGES EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, INSTEAD OF THE PROVISIONS HEREOF IN SUCH PARTICULAR CIRCUMSTANCE, THE COMPANY PARTIES WILL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE, AND IN NO EVENT WILL THE DAMAGES OR LIABILITY EXCEED US$500. Some states do not allow the exclusion or limitation of incidental or consequential damages under certain circumstances and the above exclusion or limitation may not apply.

GENERAL TERMS AND CONDITIONS

Termination. Without limiting other remedies, Company may without liability and at its sole discretion, immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your access to the Service if: (a) you breach this Agreement or any of the documents it incorporates by reference; (b) Company is unable to verify or authenticate any information you provide to it; or (c) Company believes that your actions may cause legal liability to any person or entity.

Indemnity. You agree to indemnify and hold each Company Party harmless from any claim or demand, and any damages, costs, or expenses arising in connection with such claim or demand, including reasonable attorneys’ fees and costs, made by any other party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of another party.

Legal Compliance. You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Service.

Governing Law; Venue. This Agreement and its validity, construction and performance will be governed in all respects by the laws, and in the state and federal courts of the State of Rhode Island, without regard to its choice of law provisions. You irrevocably agree to accept the exclusive personal jurisdiction and waive any objections to the venue, of such courts.

Changes and Cancellation. Company may at any time, without notice or liability, change or eliminate the Service or the content contained therein, or restrict use of any portion of the Service, including limiting the time of its availability, the amount of use permitted, or the persons who are permitted to use it. Company may at any time, in its sole discretion, cancel or suspend the Service for any reason, including without limitation the existence of viruses, bugs, or other causes beyond its control that corrupt the administration, security or proper function of the Service.

Reservation of Rights. Company reserves the right to refuse access to the Service for any reason.

Amendment. Company may amend this Agreement at any time by posting the amended terms on the Service, which will become effective immediately when posted. By continuing to use the Service after Company posts any amendment, you agree to be bound by the amendment. This agreement may not be amended other than by an authorized officer of Company.

General. This Agreement contains the entire understanding of the parties relating its subject matter and supersedes any prior written or oral agreement or understandings between the parties with respect to its subject matter. The provisions of this Agreement are to be interpreted in a reasonable manner to effect the purpose of the parties, and this agreement is not to be interpreted or construed against Company because it participated in the drafting of this Agreement. The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision. Company may assign or transfer this Agreement, in whole or in part, to any party without notice. All terms and conditions of this Agreement which by their nature are meant to survive the termination of this Agreement will survive termination.

BY USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE.