Terms And Conditions

Terms And Conditions Power Tools

Welcome to Power Tools By using the website the related mobile website,
and the mobile application (collectively, the “Websites”), you agree to be bound
by these Terms of Service (this “Terms of Service” or “Agreement”), whether or not
you register as a member of Power Tools (“Member”). If you wish
to become a Member and/or make use of the service (the “Service”), please read this Agreement.
If you object to anything in this Agreement or the Power Tools Privacy Policy, do not use the Service.

This Agreement is subject to change by Power Tools at any time, effective
upon posting on the relevant website. Your continued use of the Websites
and the Service following Power Tools posting of revised terms of any section
of the Agreement will constitute your express and binding acceptance of
and consent to the revised Agreement.

Electronic Agreement.

This Agreement is an electronic contract that sets out the legally binding terms of your use
of the Websites and the Service.
This Agreement may be modified by Power Tools from time to time,
such modifications to be effective upon posting by Power Tools on the Websites.
By accessing and/or using the Websites or becoming a Member, you accept this Agreement
and agree to the terms, conditions and notices contained or referenced herein.

1. Access and Retention.
In order to access and retain this electronic Agreement, you must have access to the Internet,
either directly or through devices that access web-based content, and pay any service fees
associated with such access. In addition, you must use all equipment necessary to make such connection
to the World Wide Web, including a computer and modem or other access device.
Please print a copy of this document for your records.
To retain an electronic copy of this Agreement, you may save it into
any word processing program.

2. Commercial Use of Service. If you are using the Service and/or accessing the Websites
on behalf of a company, entity, or organization (collectively, a “Subscribing Entity”),
you represent and warrant that:

a. You are an authorized representative of the Subscribing Entity,
and that you have the authority to bind the Subscribing Entity to this Terms of Service;
b. You have read and understand this Terms of Service; and
c. You agree to this Terms of Service on behalf of the Subscribing Entity.

Illegal and/or unauthorized uses of the Websites include, but are not limited to,
browsing or downloading illegal content, collecting usernames and/or email addresses
of members by electronic or other means for the purpose of sending unsolicited email,
unauthorized framing of or linking to the Websites, sharing or disclosing
your username or password to any third party or permitting any third party
to access your account, attempting to impersonate another user or person,
use of the Websites in any fraudulent or misleading manner, any automated
use of the system, such as scraping the Websites, automated scripts, spiders, robots,
crawlers, data mining tools or the like, interfering with, disrupting, or creating
an undue burden on the Websites or the networks or services connected to the Websites,
and using the Websites in a manner inconsistent with any and all applicable laws
and regulations. Illegal and/or unauthorized use of the Websites may be investigated,
and appropriate legal action may be taken, including without limitation, civil, criminal,
and injunctive redress. Use of the Websites and Service is with the permission of Power Tools,
which may be revoked at any time, for any reason, in Power Tools’s sole discretion.

3. Account Security. You are responsible for maintaining the confidentiality
of the username and password that you designate during the registration process,
and you are fully responsible for all activities that occur under your username
and password.
You agree to (a) immediately notify Power Tools of any unauthorized use of
your username or password
or any other breach of security, and (b) ensure that you exit from your account
at the end of each session.
Power Tools will not be liable for any loss or damage arising from your failure
to comply with this provision. You should use particular caution when accessing
your account from a public or shared computer so that others are not able
to view or record
your password or other personal information.
If you share your computer with others, you may wish to consider disabling
your auto-login feature if you have it linked to your Power Tools account.

4. Your Use of the Websites

a. You may not browse or download illegal content.

b. You must not copy or capture, or attempt to copy or capture,
any content from the Websites or any part of the Websites,
unless given express permission by Power Tools.

c. You must not copy, republish, adapt, make available or otherwise communicate
to the public, display, perform, transfer, share, distribute or otherwise use or exploit
any Content on or from the Platform, except (i) where such Content
is created by you , or (ii) as permitted under
these Terms of Service, and within the parameters set by the person or entity
that uploaded the Content (the “Uploader”) (for example, under
the terms of Creative Commons licenses selected by the Uploader).

d. You must not use any Content (other than Your Content) in any way
that is designed to create a separate content service or that replicates
any part of the Websites’ offering.

e. You must not employ scraping or similar techniques to aggregate, repurpose,
republish or otherwise make use of any Content.

f. You must not employ the use of bots, botnets, scripts, apps, plugins,
extensions or other automated means to register accounts, log-in, post comments,
or otherwise to act on your behalf, particularly where such activity
occurs in a multiple or repetitive fashion. You must not offer or promote
the availability of any such techniques or services to any other users of the Websites.

g. You must not alter or remove, or attempt to alter or remove, any trademark, copyright
or other proprietary or legal notices contained in, or appearing on, the Websites or
any Content appearing on the Websites .

h. You must not, and must not permit any third party to, copy or adapt the object code
of the Websites,
or reverse engineer, reverse assemble, decompile, modify or attempt to discover
any source or object code
of any part of the Websites, or circumvent or attempt to circumvent or copy
any copy protection mechanism or access any rights management information pertaining
to Content other than Your Content.

i. You must not use the Websites to upload, post, store, transmit, display, copy, distribute,
promote, make available or otherwise communicate to the public:

● any Content that is offensive, abusive, libelous, defamatory, obscene, racist,
sexually explicit, ethnically or culturally offensive, indecent, that promotes violence,
terrorism, or illegal acts, incites hatred on grounds of race, gender, religion
or sexual orientation, or is otherwise objectionable in [Site name]’s sole
and reasonable discretion;
● any information, Content or other material that violates, plagiarizes, misappropriates
or infringes the rights of third parties including, without limitation, copyright, trademark rights,
rights of privacy or publicity, confidential information or any other right; or
● any Content that violates, breaches or is contrary to any law, rule, regulation, court order
or is otherwise is illegal or unlawful in Power Tools’s sole and reasonable opinion;
● any material of any kind that contains any virus, Trojan horse, spyware, adware, malware,
bot, time bomb, worm, or other harmful or malicious component, which will or might overburden,
impair or disrupt the Websites or servers or networks forming part of, or connected to,
the Websites, or which does or might restrict or inhibit any other user’s use and enjoyment
of the Websites; or
● any unsolicited or unauthorized advertising, promotional messages, spam or any other form
of solicitation.
j. You must not commit or engage in, or encourage, induce, solicit or promote, any conduct
that would constitute a criminal offense, give rise to civil liability or otherwise violate
any law or regulation.

k. You must not rent, sell or lease access to the Websites, or any Content on the Websites,
although this will not prevent you from including links from Your Content to any legitimate online
download store from where any item of Your Content may be purchased.

l. You must not deliberately impersonate any person or entity or otherwise misrepresent
your affiliation with a person or entity, for example, by registering an account in the name
of another person or company, or sending messages or making comments using the name
of another person.

m. You must not stalk, exploit, threaten, abuse or otherwise harass another user,
or any Power Tools employee. If we feel that your behavior towards any of our employees
is at any time threatening or offensive, we reserve the right to immediately terminate
your membership and you will not be entitled to any refund of unused subscription fees.

n. You must not sell or transfer, or offer to sell or transfer, any Power Tools account
to any third party without the prior written approval of Power Tools.

o. You must not collect or attempt to collect personal data, or any other kind
of information about other users, including without limitation,
through spidering or any form of scraping.

p. You must not violate, circumvent or attempt to violate or circumvent
any data security measures employed by Power Tools or any Uploader; access or attempt
to access data or materials which are not intended for your use; log into,
or attempt to log into, a server or account which you are not authorized
to access; attempt to scan or test the vulnerability of Power Tools’s servers,
system or network or attempt to breach Power Tools’s data security
or authentication procedures; attempt to interfere with the Websites
or the Services by any means including, without limitation,
hacking Power Tools’s servers or systems, submitting a virus,
overloading, mail-bombing or crashing. Without limitation to any
other rights or remedies of Power Tools under these Terms of Service,
Power Tools reserves the right to investigate any situation that appears
to involve any of the above, and may report such matters to,
and cooperate with, appropriate law enforcement authorities
in prosecuting any users who have participated in any such violations.

You agree to comply with the above conditions, and acknowledge and agree that Power Tools
has the right, in its sole discretion, to terminate your account or take such other action
as we see fit if you breach any of the above conditions or any of the other terms of these Terms of Service.
This may include taking court action and/or reporting offending users to the relevant authorities.

5. Representations and Warranties. You hereby represent and warrant to Power Tools as follows:

a. Your Content, and each and every part thereof, is an original work by you,
or you have obtained all rights, licenses, consents and permissions necessary in order to use,
and (if and where relevant) to authorize Power Tools to use, Your Content pursuant
to these Terms of Service, including, without limitation, the right to upload, reproduce,
store, transmit, distribute, share, publicly display, publicly perform, make available
and otherwise communicate to the public Your Content, and each and every part thereof, on,
through or via the Websites, any and all Services and any third party services.

b. Your Content and the availability thereof on the Platform does not and will
not infringe or violate the rights of any third party, including, without limitation,
any intellectual property rights, performers’ rights, rights of privacy or publicity,
or rights in confidential information.

c. You have obtained any and all necessary consents, permissions and/or releases
from any and all persons appearing in Your Content in order to include their name,
voice, performance or likeness in Your Content and to publish the same on the Websites
and via any third party services.

d. Your Content, including any comments that you may post on the Websites,
is not and will not be unlawful, offensive, abusive, libelous, defamatory, obscene,
racist, sexually explicit, ethnically or culturally offensive, indecent,
will not promote violence, terrorism, or illegal acts, or incite hatred
on grounds of race, gender, religion or sexual orientation.

e. Your Content does not and will not create any liability on the part of Power Tools,
its subsidiaries, affiliates, successors, and assigns, and their respective employees,
agents, directors, officers and/or shareholders.

Power Tools reserves the right to remove Your Content, suspend or terminate
your access to the Platform and/or pursue all legal remedies if we believe
that any of Your Content breaches any of the foregoing representations or warranties,
or otherwise infringes another person’s rights or violates any law, rule or regulation.

6. Term. This Agreement will remain in full force and effect while you use the Websites
and/or Service.
You may terminate your membership and/or subscription at any time by contacting us at _Support.
If you resign or cancel your membership and/or subscription to Power Tools,
to help Power Tools analyze and improve the Service, you may be asked to provide a reason for your resignation/cancellation.
Power Tools may terminate your membership and/or subscription for any reason
by sending notice to you at the email address you provide in your application
for membership, or such other email address as you may later provide to Power Tools.
If Power Tools terminates your membership in the Service because you have breached this Agreement,
you will not be entitled to any refund of unused subscription fees.
All decisions regarding the termination of accounts shall be made in the sole discretion of Power Tools.
Power Tools is not required to provide you notice prior to terminating your membership and/or subscription.
Power Tools is not required, and may be prohibited, from disclosing a reason for the termination of your account. Even after your membership or subscription is terminated, this Agreement will remain in effect.
All terms that by their nature may survive termination of this Agreement
shall be deemed to survive such termination.

7. Modifications to Service.
Power Tools reserves the right at any time to modify or discontinue, temporarily or permanently,
the Service (or any part thereof) with or without notice.
You agree that Power Tools shall not be liable to you or to any third party
for any modification, suspension or discontinuance of the Service.

8. Blocking of IP Addresses.
In order to protect the integrity of the Services, Power Tools reserves the right
at any time in its sole discretion to block Members from certain IP addresses
from accessing the Websites.

9. Content.
a. Proprietary Rights. Power Tools retains all proprietary rights in the Websites and the Service.
The Websites contains the copyrighted material, trademarks, and other proprietary information
of Power Tools, and its licensors. Except where we have given you express written permission,
you may not copy, modify, publish, transmit, distribute, perform, display,
or sell any such proprietary information.
All content on Power Tools is proprietary. Except where otherwise specified in this Agreement,
all Content is copyrighted material of Power Tools and for Power Tools’s Members’ use only.
Distribution of Content to others is strictly prohibited.
You agree that Power Tools would be irreparably harmed by any violation
or threatened violation of this section and that,
therefore, Power Tools shall be entitled to an injunction prohibiting you from any violation
or threatened violation of this section, without posting bond,
in addition to any other right or remedy it may have.

We may provide links to third party websites, and some of the content
appearing on Power Tools may be supplied by third parties.
Power Tools has no responsibility for these third party websites nor for their content,
which is subject to and governed by the Terms of Service and/or privacy policies,
if any, of the applicable third party content providers.

b. Ownership of Your Content; Licenses.
You agree that any content you upload to the Websites and/or the Service
shall become the property of Power Tools.
This shall have no effect on Sections ___ (Copyright Policy), _____ (Limitation of Liability),
and _____ (Indemnity by You) of this Agreement.

However, with respect to Your Content, Power Tools grants you a worldwide,
royalty-free and non-exclusive license(s) to use, distribute, reproduce,
and publicly display such content, except with regard to commercial or for-profit use account.

Any Content other than Your Content is the property of the relevant Uploader,
and is or may be subject to copyright, trademark rights or other intellectual property
or proprietary rights. Such Content may not be downloaded, reproduced, distributed,
transmitted, re-uploaded, republished, displayed, sold, licensed, made available
or otherwise communicated to the public or exploited for any purposes except
via the features of the Websites from time to time and within the parameters set
by the Uploader on the Service or with the express written consent of the Uploader.
Where you repost another user’s Content, or include another user’s Content in a set,
you acquire no ownership rights whatsoever in that Content.
Subject to the rights expressly granted in this section,
all rights in Content are reserved to the relevant Uploader.

10. Restrictions on Use of Materials.
You acknowledge that Power Tools contains images, text,
and other content (collectively, “Intellectual Property”) that is protected
by copyrights, patents, trademarks, trade secrets and/or other proprietary rights,
and that these rights are valid and protected in all forms, media and technologies
existing now or hereafter developed. All Intellectual Property is copyrighted under
the United States copyright laws (and, if applicable, similar foreign laws),
and Power Tools owns a copyright in the selection, coordination, arrangement and enhancement
of such Intellectual Property. All trademarks appearing on this Websites are trademarks
of their respective owners. You may not modify, publish, transmit, distribute,
perform, participate in the transfer or sale, create derivative works of,
or in any way exploit, any of the Intellectual Property, in whole or in part.
When Intellectual Property is downloaded to your computer, you do not obtain
any ownership interest in such Intellectual Property.
Modification of the Intellectual Property or use of the Intellectual Property
for any other purpose, including, but not limited to, use of any Intellectual Property
in printed form or on any other website or networked computer environment
is strictly prohibited unless you receive our prior written consent.

11. Copyright Policy.
Power Tools prohibits the submission or posting of any information that infringes
or violates the copyright rights and/or other intellectual property rights
(including rights of privacy and publicity) of any person or entity.

Pursuant to Title 17, United States Code, Section 512(c)(2) or for any other claim
of copyright infringement, you hereby agree that notifications of claimed copyright infringement
be sent by certified mail to:


If you believe that your intellectual property right
(or such a right that you are responsible for enforcing) is infringed
by any content on the Site, please write to Power Tools at the address shown above,
giving a written statement that contains:

a. identification of the copyrighted work and/or intellectual property right claimed
to have been infringed;

b. identification of the allegedly infringing material on the Site
that is requested to be removed;

c. your name, address, and daytime telephone number, and an e-mail address if available;

d. a statement that you have a good faith belief that the use of the copyrighted work
and/or exercise of the intellectual property right is not authorized by the owner,
its agent, or the law;

e. a statement that the information in the notification is accurate, and, under
penalty of perjury, that the signatory is authorized to act on behalf of the owner
of the right that is allegedly infringed; and

f. the signature of the intellectual property right owner or someone authorized
on the owner’s behalf to assert infringement of the right.

Power Tools will process any notice of alleged infringement which it receives
and will take appropriate action as required by the Digital Millennium Copyright Act
(DMCA) 17 U.S.C. 512(c)(3) or other applicable copyright law. U.S. law provides
significant penalties for submitting such a statement falsely.
Under appropriate circumstances, persons who repeatedly submit
infringing or unlawful material will be prohibited from posting further submissions.

12. Liability for Content.
You hereby acknowledge and agree that Power Tools stores Content and other information
at the direction, request and with the authorization of its users, acts merely
as a passive conduit and/or host for the uploading, storage and distribution of such Content,
and plays no active role and gives no assistance in the presentation or use of the Content.
You are solely responsible for all of Your Content that you upload, post or distribute to,
on or through the Websites, and to the extent permissible by law,
Power Tools excludes all liability
with respect to all Content (including Your Content) and the activities
of its users with respect there to.

You hereby acknowledge and agree that Power Tools cannot and does not review the Content
created or uploaded by its users, and neither [Site name] nor its subsidiaries, affiliates,
successors, assigns, employees, agents, directors, officers and shareholders has any obligation,
and does not undertake or assume any duty, to monitor the Websites for Content that is inappropriate,
that does or might infringe any third party rights, or has otherwise been uploaded in breach
of these Terms of Service or applicable law.

Power Tools and its subsidiaries, affiliates, successors, assigns, employees, agents, directors,
officers and shareholders hereby exclude, to the fullest extent permitted by law, any
and all liability which may arise from any Content uploaded to the Websites by users,
including, but not limited to, any claims for infringement of intellectual property rights,
rights of privacy or publicity rights, any claims relating to publication of defamatory,
pornographic, obscene or offensive material, or any claims relating to the completeness,
accuracy, currency or reliability of any information provided by users of the Websites.
By using the Websites, you irrevocably waive the right to assert any claim with respect
to any of the foregoing against Power Tools or any of its subsidiaries, affiliates, successors,
assigns, employees, agents, directors, officers or shareholders.
13. Repeat Infringers. Power Tools will suspend or terminate your access to
the Websites if Power Tools determines, in its sole and reasonable discretion,
that you have repeatedly breached these Terms of Service.

If we receive a valid notification from a third party in accordance with our reporting processes
or applicable law that any of Your Content infringes the copyright or other rights
of such third party, or if we believe that your behavior is inappropriate
and violates our Terms of Service, we will send you a written warning to this effect.
Any user that receives more than two of these warnings is liable to have their access
to the Websites terminated forthwith.

We will also suspend or terminate your account without warning if ordered to do so by a court,
and/or in other appropriate circumstances, as determined by Power Tools at its sole discretion.

Please note that we do not offer refunds to Members whose accounts are terminated as a result of repeated infringement of these Terms of Service.

14. Limitation of Liability. In no event shall [Site name] be liable for any damages whatsoever,
whether direct, indirect, general, special, compensatory, consequential, and/or incidental,
arising out of or relating to the Websites or Service, or use thereof.
Nothing contained in this Websites or in any written or oral communications
from Power Tools or its employees or agents shall be construed to make any promise,
covenant, or guaranty, all of which are explicitly disclaimed hereby, contrary
to the statements and disclaimers contained in this paragraph.

The content and functionality on the Websites and the services provided by employees
of the Websites are offered “as is” without warranty of any kind, either express or
implied, including, without limitation, implied warranties of merchantability,
fitness for a particular purpose, title and non-infringement.
Power Tools makes no warranties, express or implied, as to the ownership, accuracy,
completeness or adequacy of the Websites’ content or that the functionality of the Websites
will be uninterrupted or error-free or free from virus or third party attack.
You hereby acknowledge that your use of the Websites and the Service is at your sole risk.


In the event that any of the foregoing limitations are deemed to be unenforceable,
to the greatest extent permitted by law, you agree that the entire aggregate liability
of Power Tools and sole remedy available to any Member in any case in any way arising
out of or relating to the Agreement, Websites or the Service shall be limited
to monetary damages that in the aggregate may not exceed the greater of $500.00 or the sum
of any amount paid by the Member or user to Power Tools during the six months prior to notice
to Power Tools of the dispute for which the remedy is sought.

15. Indemnity by You. You agree to indemnify and hold [Site name], its subsidiaries, affiliates,
officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand,
including reasonable attorneys’ fees, arising out of or related to:

a. your use of the Service and/or Websites in violation of this Agreement and/or arising
from a breach of this Agreement including without limitation your representations
and warranties set forth above;

b. any third party claim of infringement of copyright or other intellectual property rights
or invasion of privacy arising from the hosting of Your Content on the Websites,
and/or your making available thereof to other users of the Websites, and/or the actual use
of Your Content by other users of the Websites or related services in accordance
with these Terms of Service and the parameters set by you with respect to
the distribution and sharing of Your Content;

c. Any activity related to your account, either by you or by any other person accessing
your account with or without your consent unless such activity was caused by the act of Power Tools.

16. Attorney Fees. In the event that Power Tools is successful in whole or in part in any action
or proceeding related to or arising from this Agreement, you shall be responsible
for Power Tools’s attorneys’ fees and costs.

17. Parental or Guardian Permission. Some of the Content on the Websites
may not be appropriate for children. CHILDREN UNDER THE AGE OF 17 ARE NOT PERMITTED

18. Privacy. Use of the Websites and/or the Service is also governed by our Privacy Policy,
located at [PRIVACY URL]

19. Jurisdiction and Choice of Law; Dispute Resolution. If there is any dispute arising out
of the Websites and/or the Service, by using the Websites and/or Service, you expressly agree
that any such dispute shall be governed by the laws of the State of _New York, without regard
to its conflict of law provisions, and you expressly agree and consent to the exclusive
jurisdiction and venue of the state and federal courts of the State of New York,
for the resolution of any such dispute. Acceptance of the terms and conditions of this Agreement
constitutes your consent to be sued in such courts and to accept service of process
outside the State of New Yorkwith the same force and effect as if such service had been
made within the State of New York. You hereby agree to accept service of process
for any action hereunder by certified mail return receipt requested which service
shall have the same force and effect as though service had been effected by personal service
in the applicable jurisdiction. If any part of these terms is unlawful, void, or unenforceable,
that part will be deemed severable and will not affect the validity and enforceability
of the remaining provisions.

20. Arbitration Provision/No Class Action. Except where prohibited by law, as a condition of using
the Websites and/or Service, you agree that any and all disputes, claims and causes
of action (collectively, “Claim”) arising out of or connected with the Websites
and/or Service,
shall be resolved individually, without resort to any form of class action, exclusively
by binding arbitration under the rules of the American Arbitration Association for full
and final settlement of such Claim, and judgment on the
award rendered in the arbitration may be entered in any court having jurisdiction thereof.
Such arbitration shall be held in accordance with the Rules for Expedited Procedures under
the Commercial Arbitration Rules of the American Arbitration Association or other mutually
agreeable organization, before a single arbitrator (with knowledge and expertise
of copyright law if the claim is all or partially for copyright infringement),
selected by agreement of both parties or by an independent mediator
(with knowledge and expertise of copyright law if the claim is all or partially
for copyright infringement) if the parties are unable to agree. The parties shall split
the arbitration and/or mediator costs. An award rendered by the arbitrator(s) may be entered
and confirmed by the courts of the State of New York.
The parties agree that any post-arbitration action seeking to enforce an arbitration award
or action seeking equitable or injunctive relief shall be brought exclusively in the courts
of the State of New York.

21. No Third Party Beneficiaries. You agree that, except as otherwise expressly provided
in this Agreement, there shall be no third party beneficiaries to this Agreement.

22. Availability Outside the U.S. If you access Power Tools from outside of the United States,
you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
If you access the Websites from outside of the United States,
you acknowledge that any personal information you provide will be processed
in the United States and other geographies as selected by us in our sole discretion,
and you hereby consent to the collection and processing of your personal information
in a manner consistent with this Agreement and the Privacy Policy.

23. Entire Agreement. This Agreement contains the entire agreement between
you and Power Tools regarding the use of the Websites and/or the Service.

24. Severability; Waiver. If any provision of this Agreement is found to be invalid
by any court having competent jurisdiction, the invalidity of such provision shall
not affect the validity of the remaining provisions of this Agreement, which shall remain
in full force and effect. No waiver of any term of this Agreement shall be deemed a further
or continuing waiver of such term or any other term. In addition, Power Tools’s failure
to enforce any term of this Agreement shall not be deemed as a waiver of such term
or otherwise affect Power Tools’s ability to enforce such term at any point in the future.

25. Headings. The section headings contained in this Agreement are for reference purposes
only and shall not in any way affect the meaning or interpretation of this Agreement.
Please contact us with any questions regarding this agreement.


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