LAST UPDATED: September 15, 2009
Please read this Terms of Service agreement (the "Agreement") carefully. Your use of the Site (as defined below) constitutes your acceptance of this Agreement.
PC Mall, Inc. ("PC Mall", "we", "us") provides users of the PCMallSBN.com website with access to various products, services, information, content and materials, which may include Small Business Network Rewards Membership and its related benefits (the "Program"), online forums and discussion groups, links to third party websites, audio and video clips, photographs, graphics, images, text, data, user comments, opinions, postings and messages and other products services, information, content and materials (such products, services, information, content and materials collectively, the "Services"). This Agreement is between you ("you") and PC Mall and governs your use of the PCMallSBN.com website and all such Services (such website and Services, collectively, the "Site"). Your use of certain Services may also be subject to additional guidelines, rules, terms and conditions, which additional guidelines, rules, terms and conditions are hereby incorporated into this Agreement by this reference. In particular, and without limitation, your membership and participation in the Program are subject to the additional terms and conditions located at Rewards Points.
1. Acceptance of Terms. The Site, including the Program, is made available by PC Mall subject to this Agreement (including the additional Program terms and conditions referenced above). YOUR ACCESS TO AND USE OF THE SITE, INCLUDING THE PROGRAM, ARE EXPRESSLY CONDITIONED ON YOUR ACCEPTANCE OF AND COMPLIANCE WITH THIS AGREEMENT, INCLUDING SUCH ADDITIONAL TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THIS AGREEMENT, YOU WILL NOT BE PERMITTED TO (AND WILL HAVE NO RIGHT TO) JOIN OR PARTICIPATE IN THE PROGRAM, OR OTHERWISE ACCESS OR USE THE SITE. NOTE THAT ANY VIOLATION OF THIS AGREEMENT MAY RESULT IN TERMINATION OF YOUR ACCESS TO AND USE OF THE SITE, INCLUDING YOUR MEMBERSHIP AND PARTICIPATION IN THE PROGRAM. IF YOU AGREE TO THE TERMS AND CONDITIONS SET FORTH HEREIN, AND WISH TO JOIN THE PROGRAM AND ACCESS AND USE THE SITE, PLEASE CLICK ON THE "SIGN UP" BUTTON BELOW. THIS WILL CONSTITUTE YOUR ACCEPTANCE OF A LEGALLY BINDING AGREEMENT BETWEEN YOU AND PC MALL. IF YOU DO NOT WISH TO ACCEPT THIS AGREEMENT, PLEASE CLICK THE "CANCEL" BUTTON, IN WHICH CASE YOU WILL NOT BE ABLE TO JOIN THE PROGRAM OR ACCESS OR USE THE SITE.
We reserve the right to update or make changes to this Agreement from time to time in our sole discretion, which changes we may provide to you by any reasonable means, including by posting the revised version of this Agreement on the Site. You can determine when this Agreement was last revised by referring to the "LAST UPDATED" legend at the top of this Agreement. We also reserve the right from time to time in our sole discretion to modify or discontinue all or any portion of the Site, including any Services, with or without notice. You agree that neither PC Mall nor any of our affiliates, nor any of PC Mall's or its affiliates' employees, officers, directors, shareholders, agents, representatives, licensors, suppliers and service providers (collectively, "Affiliated Entities") will be liable to you or to any third party for any modification, suspension or discontinuance of all or any portion of the Site. Your continued use of the Site after any changes to the Agreement or the Site will indicate your acceptance of such changes. Notwithstanding the foregoing, any modification or discontinuance with respect to the Program will be made pursuant to the specific Program terms and conditions referenced above.
2. Jurisdictional Issues. The Site is controlled and operated by PC Mall from the United States, and is not intended to subject PC Mall to the laws or jurisdiction of any state, country or territory other than that of the United States. PC Mall does not represent or warrant that all or any portion of the Site is appropriate or available for use in any particular jurisdiction other than the United States. In choosing to access and use the Site, you do so on your own initiative and at your own risk, and you are responsible for complying with all local laws, rules and regulations in connection with such use and access. You are also subject to United States export controls and are responsible for any violations of such controls, including any United States embargoes or other federal rules and regulations restricting exports. We may limit the Site's availability, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.
3. Information Submitted Through the Site. Your submission of personal information through or in connection with your use of the Site (including in connection with any registration or Transaction) is governed by PC Mall's Privacy Policy, which is located at Privacy Policy (the "Privacy Policy"), which is hereby incorporated into this Agreement by this reference. You represent and warrant that any information you submit through or in connection with your use of the Site is and will remain true, accurate, and complete, and that you will maintain and update such information regularly. If any information you provide is false, inaccurate, obsolete or incomplete, we may terminate your access to and use of the Site.
4. Rules of Conduct. While using the Site you will comply with all applicable laws, rules and regulations. In addition, we expect users of the Site to respect the rights and dignity of others. Your use of the Site is conditioned on your compliance with the rules of conduct set forth in this section; your failure to comply with such rules may result in termination of your access to and use of the Site. You agree that you will not:
Additionally, you acknowledge and agree that you (and not PC Mall) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use the Site, and paying all charges related thereto.
5. Purchases. We may make available goods and services for purchase through the Site (including the Small Business Network Store portion of the Site (the "SBN Store"), and we may use third-party suppliers and service providers to enable e-commerce functionality on our Site. If you wish to purchase any goods or services made available by us through the Site (each such purchase, a "Transaction"), you may be asked to supply certain information relevant to your Transaction, including your credit card number, the expiration date of your credit card, your billing address, and your shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) UTILIZED IN CONNECTION WITH ANY TRANSACTION. By submitting such information, you grant PC Mall the right to provide such information to third parties for purposes of facilitating the completion of Transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any Transaction. We reserve the right to bar any user from making any or all Transaction(s), and to refuse to provide any user with any Service. You agree to pay all charges that may be incurred by you or on your behalf through the Site, at the price(s) in effect when such charges are incurred. In addition, you remain responsible for any taxes that may be applicable to your Transactions. Descriptions and images of, and references to, third-party products or services available through or in connection with the Site do not imply PC Mall's endorsement of such third-party products or services. All Transactions will be subject to PC Mall's standard purchase terms as set forth below (which standard purchase terms are hereby incorporated into this Agreement by this reference).
6. Registration; User Names and Passwords. You may be required to register with PC Mall in order to access certain Services or areas of the Site. With respect to any such registration, we may refuse to grant you, and you may not use, a user name (or e-mail address) that is already being used by someone else; that may be construed as impersonating another person; that belongs to another person; that personally identifies you; that violates the intellectual property or other rights of any person; that is offensive; or that we reject for any other reason in our sole discretion.
Your user name and password are for your personal use only, and not for use by any other person. You are responsible for maintaining the confidentiality of any password you may use to access the Site, and agree not to transfer your password or user name, or lend or otherwise transfer your use of or access to the Site, to any third party. You are responsible for all interaction with the Site that occurs in connection with your password or user name (including all Transactions). You agree to immediately notify PC Mall of any unauthorized use of your password or user name or any other breach of security related to your account or the Site, and to ensure that you "log off"/exit from your account with the Site (if applicable) at the end of each session. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
7. Profiles and Forums. The Services may include the ability to create user profiles ("Profiles"), and to post or transmit information and materials on or through the Site such as through message boards, forums, blogs, chat functionality, and messaging functionality (each, a "Forum").
Information and materials contained in the Profiles and Forums may be provided by employees of PC Mall and the Affiliated Entities as well as by third party users of the Site. Please note that such third party users may post messages or make statements in the Profiles and Forums that are inaccurate, misleading or deceptive. The opinions expressed in the Profiles and Forums reflect solely the opinions of the individuals who submitted such opinions, and may not reflect the opinions of PC Mall or the Affiliated Entities. Neither PC Mall nor the Affiliated Entities endorse or are responsible for (and will not be liable for any loss or damage arising out of or relating to) any opinion, advice, information, statement or material provided, made or posted in the Profiles or Forums by any third party.
In addition, neither PC Mall nor the Affiliated Entities will have any liability for any losses or damages arising out of or relating to, the use, disclosure or dissemination by any third party of information that you make publicly available through a Profile or a Forum or any other part of the Site. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE IN A PROFILE OR A FORUM OR OTHERWISE ON THE SITE, YOU DO SO AT YOUR OWN RISK.
8. Submissions. In the event that you post or upload to the Site, or otherwise make available or submit to PC Mall in connection with your use of the Site, any information, content or materials, including through a Profile or a Forum ("Submissions"), you will retain ownership of such Submissions, and you hereby grant to PC Mall and our designees a worldwide, non-exclusive, transferable, sublicenseable (through multiple tiers), royalty-free, fully paid-up, perpetual, irrevocable right and license to use, reproduce, distribute (through multiple tiers), create derivative works of, and publicly display and perform such Submissions, in any media now known or hereafter developed, including in connection with the Site and any related products, services and activities. You further irrevocably waive any "moral rights" or other rights with respect to attribution of authorship or integrity of materials regarding each Submission that you may have under any applicable law under any legal theory.
None of the Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any Submissions. You acknowledge and agree that we may (but are not obligated to) do any or all of the following, at our discretion: (a) monitor and/or filter any Submissions (including by means of blocking or replacing expletives or other language that may be deemed harmful or offensive); (b) alter, remove, or refuse to send, transmit or otherwise use any Submission; and/or (c) disclose any Submissions, and the circumstances surrounding the transmission or use thereof, to any third party in order to operate the Site; to protect PC Mall or the Affiliated Entities; to comply with legal obligations or governmental requests; to enforce this Agreement; or for any other reason or purpose.
You represent and warrant that you own all of your Submissions, or otherwise have all rights necessary to grant the rights and licenses granted in this section, and that such Submissions and the exercise of such license comply with all applicable laws, rules and regulations, and do not and will not infringe, misappropriate, use or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable.
9. PC Mall's Proprietary Rights. The Site, including all Services, are and will remain the property of PC Mall and its licensors and suppliers, and are protected by copyright, trademark, patent, and/or other proprietary rights and laws. Subject to your compliance with this Agreement, and solely for so long as you are permitted by PC Mall to access and use the Site, you may access and use the Site solely for your personal, non-commercial home use, provided that you keep intact all copyright, trademark, patent and other proprietary notices. Except as expressly authorized in advance by PC Mall in writing, you agree not to reproduce, modify or create derivative works based on, rent, lease, loan, sell, or otherwise distribute any part of the Site, including any Services.
Trade names, trademarks and service marks of PC Mall include PC MALL, Small Business Network, and any associated logos. All trademarks and service marks on the Site not owned by PC Mall are the property of their respective owners. The trade names, trademarks and service marks owned by PC Mall, whether registered or unregistered, may not be used in connection with any product or service that is not ours or in any manner that is likely to cause confusion. Nothing in this Agreement, and nothing on the Site, grants (or should be construed as granting) by implication, estoppel or otherwise, any license or right to use any of PC Mall's trade names, trademarks or service marks without our express prior written consent.
10. Links. The Site may provide links to other web sites and online resources. Because PC Mall has no control over such sites and resources, you acknowledge and agree that neither PC Mall nor the Affiliated Entities are responsible or liable for the availability of such external sites or resources, or for any products, services, information, content or materials available on or through such sites or resources, or any losses or damages incurred in connection therewith. Other web sites may provide links to the Site with or without our authorization. You acknowledge and agree that neither PC Mall nor the Affiliated Entities are responsible or liable for any links from those sites to the Site, or for any products, services, information, content or materials available on or through such other sites, or any losses or damages incurred in connection therewith.
YOU AGREE THAT YOUR USE OF THIRD PARTY WEB SITES AND RESOURCES, INCLUDING YOUR USE OF ANY PRODUCTS, SERVICES, INFORMATION, CONTENT OR MATERIALS ON OR AVAILABLE THROUGH SUCH WEB SITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.
11. Disclaimer of Warranties. THE SITE IS PROVIDED TO YOU "AS IS" WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. YOU AGREE THAT YOU MUST EVALUATE, AND THAT YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF THE SITE, INCLUDING ANY SERVICES. PC MALL AND THE AFFILIATED ENTITIES DISCLAIM ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE SITE TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND TITLE.
WITHOUT LIMITATION OF THE GENERALITY OF THE FOREGOING, WHILE WE ATTEMPT TO ENSURE THAT INFORMATION MADE AVAILABLE ON OR THROUGH THE SITE IS COMPLETE, ACCURATE AND CURRENT, SUCH INFORMATION MAY NONETHELESS OCCASIONALLY BE INACCURATE, INCOMPLETE OR OUT OF DATE, AND ACCORDINGLY WE MAKE NO REPRESENTATION OR WARRANTY (AND HEREBY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES) AS TO THE COMPLETENESS, ACCURACY OR CURRENCY OF ANY INFORMATION MADE AVAILABLE ON OR THROUGH THE SITE. YOU MUST EVALUATE, AND YOU BEAR ALL RISKS ASSOCIATED WITH, THE USE OF ANY SUCH INFORMATION, INCLUDING RELIANCE ON THE ACCURACY, COMPLETENESS OR CURRENCY OF ANY SUCH INFORMATION.
IN ADDITION, WHILE WE TRY TO MAINTAIN THE INTEGRITY AND SECURITY OF THE SITE AND THE SERVERS FROM WHICH THE SITE IS OPERATED, WE MAKE NO REPRESENTATION OR WARRANTY THAT THE SITE WILL BE OR REMAIN SECURE, COMPLETE OR CORRECT, OR THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR ERROR FREE. THE SITE MAY INCLUDE INACCURACIES AND ERRORS, AND THIRD PARTIES MAY MAKE UNAUTHORIZED ALTERATIONS TO THE SITE. If you become aware of any unauthorized third party alteration to the site, contact us at sbn_admin@pcmall.com. with a description of the material(s) at issue and the URL or location on the site where such material(s) appear.
12. LIMITATION OF LIABILITY. NEITHER PC MALL NOR THE AFFILIATED ENTITIES WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY, INCLUDING DAMAGES FOR LOSS OF PROFITS, USE, DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION, OR UNAUTHORIZED INTERCEPTION INFORMATION BY THIRD PARTIES, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES. IN PARTICULAR, AND WITHOUT LIMITATION, NEITHER PC MALL NOR THE AFFILIATED ENTITIES WILL BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SITE. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SITE. THE MAXIMUM LIABILITY OF PC MALL AND THE AFFILIATED ENTITIES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO PC MALL TO ACCESS AND USE THE SITE.
13. Indemnity. You agree to defend, indemnify and hold harmless PC Mall and the Affiliated Entities from and against all claims, losses, costs and expenses (including attorneys fees) arising out of or relating to (a) your use of or access to, or activities in connection with, the Site (including all Transactions); or (b) any violation of this Agreement by you.
14. Termination. This Agreement is effective until terminated. PC Mall, in its sole discretion, may terminate your access to or use of the Site, at any time and for any reason, including if PC Mall believes that you have violated or acted inconsistently with this Agreement. Upon any such termination, your right to use the Site will immediately cease. You agree that any termination of your access to or use of the Site may be effected without prior notice, and that PC Mall may immediately deactivate or delete your password and user name, and all related information and files associated with it, and/or bar any further access to such information or files. You agree that neither PC Mall nor the Affiliated Entities will be liable to you or any third party for any termination of your access to the Site or to any such information or files, and will not be required to make such information or files available to you after any such termination. Except for your right to access and use the Site, the rights and obligations of the parties under this Agreement will survive any expiration or termination of this Agreement.
15. Governing Law. This Agreement shall be governed by the laws of the State of California, as such laws apply to agreements made and solely performed therein, without regard to conflicts of laws and provisions. Disputes arising hereunder or in any way related to this Agreement (and/or the Site, including any Services) shall be exclusively subject to the jurisdiction of the Federal Courts of the United States of America and/or the State Courts of California located in Los Angeles County.
16. Contact Us. If you have any questions regarding the meaning of application of this Agreement, please direct such questions to sbn_admin@pcmall.com.. Please note that e-mail communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your e-mail correspondence with us.
17. Filtering. Pursuant to 47 U.S.C. Section 230(d) as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at the third party web sites GetNetWise (http://kids.getnetwise.org/) and OnGuard Online (http://onguardonline.gov/). Please note that PC Mall does not endorse any of the products or services listed at such sites.
18. Notice for California Residents. Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Site, please send an e-mail to sbn_admin@pcmall.com.. You may also contact us by writing to 2555 W. 190th Street, Torrance, CA 90504-6002, or by calling us at 1-877-233-2006. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
19. Ability to Enter Into This Agreement. By using the Site, you represent and warrant that you are of legal age to enter into this Agreement or, if you are not, that you have obtained parental or guardian consent to enter into this Agreement.
20. Miscellaneous. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and PC Mall. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. The words "include" and "including" shall not be construed as terms of limitation, and shall therefore mean "including but not limited to" and "including without limitation". This Agreement, together with all policies and additional terms and conditions referred to herein, is the entire agreement between you and PC Mall relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and PC Mall relating to such subject matter. Notices to you may be made via posting to the Site, by e-mail, or by regular mail, in PC Mall's discretion. The Site may also provide notices of changes to this Agreement or other matters by displaying such notices or by providing links to such notices. Without limitation, you agree that a printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. PC Mall will not be responsible for failures to fulfill any obligations due to causes beyond its control.
BY CLICKING "I ACCEPT" OR OTHERWISE INDICATING ACCEPTANCE OF THIS AGREEMENT, YOU ACKNOWLEDGE THAT (1) YOU HAVE READ AND REVIEWED THIS AGREEMENT IN ITS ENTIRETY (INCLUDING THE SPECIFIC PROGRAM TERMS REFERENCED ABOVE), (2) YOU AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT (INCLUDING SUCH PROGRAM TERMS), AND (3) THIS AGREEMENT (INCLUDING SUCH PROGRAM TERMS) CONSTITUTE BINDING AND ENFORCEABLE OBLIGATIONS OF YOU.
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