TERMS OF USE AND DISCLAIMER

Please read this document carefully before accessing the content on this website.
BuySignDesigns.com ("the Company") makes this Web site (the "Site"), including all information, documents, communications, files, text, graphics, software, and products available through the Site (collectively, the "Materials") and all services operated by the Company and third parties through the Site (collectively, the "Services"), available for your use subject to the terms and conditions set forth in this document and any changes to this document that the Company may publish from time to time (collectively, the "Terms of Use").

BY ACCESSING, USING OR MERELY BROWSING THIS SITE, YOU AGREE TO BE BOUND BY THE TERMS OF USE SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THE SITE. THE COMPANY RESERVES THE RIGHT TO MODIFY THE TERMS OF USE AND ANY OTHER RULES OR GUIDELINES ON THIS SITE AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFICATIONS ON THE SITE. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF THE SITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED TERMS OF USE, RULES OR OTHER GUIDELINES.
Intellectual Property.

The Materials and Services on this Site, as well as their selection and arrangement, are protected by copyright, trademark, trade dress, patent, and/or other intellectual property laws, and any unauthorized use of the Materials or Services at this Site may violate such laws and the Terms of Use. In addition, elements of the Site are protected by trade dress and other laws and any not be copied in whole or in part. Except as expressly provided herein, the Company and its suppliers do not grant any express or implied rights to use the Materials and Services. You agree not to copy, republish, frame, download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Site, its Materials, or its Services or their selection and arrangement, except as expressly authorized herein. In addition, you agree not to use any data mining, robots, or similar data gathering and extraction methods in connection with the Site. Also, the trademarks, logos, and service marks (“Marks”) displayed on the Site are the property of the Company or other third parties. You are not permitted to use the Marks without the prior written consent of the Company or such third party that may own the Marks. BuySignDesigns.com and the BuySignDesigns.com logo are the trademarks of BuySignDesigns.com.

Use of This Site.
YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE, AND THE COMPANY SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY TRANSACTION ON THE SITE. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ALL OPINIONS, ADVICE, SERVICES, MERCHANDISE AND OTHER INFORMATION PROVIDED THROUGH THE SERVICE OR THE MATERIALS ON THE SITE.

Links to Third Party Sites.
The Company makes no representations whatsoever about any other web site which you may access through this Site or which may link to this Site. When you access a web site not owned and maintained by the Company please understand that it is independent from the Company and that the Company has no control over the content on that web site. In addition, a link to the Company’s Web site does not mean that the Company endorses or accepts any responsibility for the content, or the use, of such web site.

Third Party Products and Information
Except for information identified as BuySignDesigns.com's products or services, all information, products and services offered through this site or on the Internet generally are offered by third parties that are not affiliated with the Company or its products. Please note that Microsoft Word® and Microsoft Excel® are either registered trademarks or trademarks of Microsoft Corporation in the United States and/or other countries. Adobe Acrobat®, Adobe Reader® and Adobe Illustrator® are either the registered trademarks or trademarks of Adobe Systems Corporation in the United States and/or other countries. THIS PRODUCT IS NOT ENDORSED, SPONSORED BY, OR IN ANY WAY CONNECTED TO MICROSOFT CORPORATION, ADOBE SYSTEMS CORPORATION OR ANY OTHER THIRD PARTY WHOSE NAME OR PRODUCT IS MENTIONED IN ON THE SITE.

Use of Designs.
The designs and accompanying documentation that are made available from this Site is the copyrighted and/or patented work of BuySignDesigns.com. Use of the designs are governed by the terms of the end user license agreement that accompanies or is included with such designs. You will not be able to use any designs that is accompanied by or includes a license agreement unless you agree to the terms of such license agreement. Absent a license agreement that accompanies the designs, use of the designs will be governed by the Terms of Use.

Indemnity.
You agree to indemnify, defend and hold harmless BuySignDesigns.com, its officers, directors, employees, subsidiaries, affiliates, agents, licensors, suppliers and any third party information providers to the Site from and against all claims demands, losses, expenses, damages and costs, including reasonable attorneys' fees, due to or arising out of content you submit, post to, or transmit through the Site, your use of the Site, your connection to the Site, or any violation of the Terms of Use or violation of any rights of another person or entity (including negligent or wrongful conduct) by you or any other person accessing the Site.
Warranties and Disclaimers.

EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY OR YOU AND A THIRD PARTY WITH RESPECT TO SUCH PARTY'S MATERIALS OR SERVICES, THIS SITE, AND ALL MATERIALS AND SERVICES ACCESSIBLE THROUGH THIS SITE, ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY THAT (i) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, OR MATERIALS PURCHASED OR ACCESSIBLE BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE OBTAINED FROM OR USED THROUGH THE SITE, OR ANY DEFECTS IN THE SITE, ITS SERVICES, OR MATERIALS, WILL BE CORRECTED.
THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES, OR TYPOGRAPHICAL ERRORS. THE COMPANY MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SITE MAY BE OUT OF DATE, AND THE COMPANY MAKES NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.

YOU UNDERSTAND AND ACKNOWLEDGE THAT (i) THE COMPANY DOES NOT CONTROL, ENDORSE, OR ACCEPT RESPONSIBILITY FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, THIRD-PARTY VENDORS AND THIRD PARTIES ACCESSIBLE THROUGH LINKS ON THE SITE; (ii) THE COMPANY MAKES NO REPRESENTATION OR WARRANTIES WHATSOEVER ABOUT ANY SUCH THIRD PARTIES, THEIR CONTENT, PRODUCTS, OR SERVICES; (iii) ANY DEALINGS YOU MAY HAVE WITH SUCH THIRD PARTIES ARE AT YOUR OWN RISK; AND (iv) THE COMPANY SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES.

THE USE OF THE MATERIALS AND SERVICES THROUGH THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM SUCH ACTIVITIES. THE COMPANY ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS OR OTHER SIMILAR SOFTWARE CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM THE SITE OR IN CONNECTION WITH ANY SERVICES OR MATERIALS OFFERED THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN STATES THAT DO NOT PERMIT SUCH EXCLUSION OF IMPLIED WARRANTIES, ANY IMPLIED WARRANTIES ARE LIMITED TO NINETY (90) DAYS TO THE EXTENT PERMISSIBLE BY LAW.

Limitation of Liability
IN NO EVENT, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, SHALL THE COMPANY, ITS SUBSIDIARIES, AFFILIATES, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR THE INABILITY TO USE THIS SITE, ITS SERVICES, OR MATERIALS, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THE SITE, ANY DEALINGS WITH VENDORS OR OTHER THIRD PARTIES, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE OR LOSS OF DATA, FILES, OR OTHER CONTENT, ANY SERVICES AVAILABLE THROUGH THE SITE THAT ARE DELAYED OR INTERRUPTED, OR ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE.
SOME U.S. STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITIAIONS AND EXCLSUIONS MAY NOT APPLY TO YOU.

Governing Law and Jurisdiction
This Site (excluding linked sites) is controlled by the Company from its offices in Austin, Texas, the United States of America. By accessing this Site, you and the Company agree that all matters relating to your access to, or use of, this Site shall be governed by the statutes and laws of the State of Texas, without regard to the conflicts of laws principles. You and the Company also agree and hereby submit to the exclusive personal jurisdiction and venue of the Federal and State Courts located in Travis County, Texas with respect to such matters.

General
The Terms of Use and other rules, guidelines, licenses, and disclaimers posted on the Site constitute the entire agreement between the Company and you with respect to your use of the Site. If for any reason a court of competent jurisdiction finds any provision of the Terms of Use, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect. Any failure by the Company to enforce or exercise any provision of the Terms of Use or related right shall not constitute a waiver of that right or provision. The section titles used in the Terms of Use are purely for convenience and carry with them no legal or contractual effect.

If you have any questions or concerns, please contact us via email at: info@buysigndesigns.com

MEMBERSHIP AGREEMENT

This Membership Agreement governs your membership in the BuySignDesigns.com community, allowing you full access to the membership portions of the web site located at www.buysigndesigns.com (the "Site"). This Membership Agreement is in addition to the Terms of Use applicable to the Site. The Site is operated by SignTracker, LP d/b/a BuySignDesigns ("the Company"). Access and use of the membership portions of the Site are provided by the Company to you on condition that you accept the terms and conditions of this Membership Agreement and the Terms of Use, and by accessing or using the membership portions of the Site, you agree to the terms and conditions of this Membership Agreement and the Terms of Use. If you do not agree to accept and abide by this Membership Agreement and the Terms of Use, you should not access or use the membership portions of the Site. In the event of any inconsistency between this Membership Agreement and the Terms of Use, the terms of this Membership Agreement shall govern. The Company reserves the right, in its discretion, to change or modify all or any part of this Membership Agreement at any time, effective immediately upon notice published on the Site. Your continued use of the membership portions of the Site after such notice constitutes your binding acceptance of the terms and conditions in this Membership Agreement, including any changes or modifications made by the Company as permitted above. If at any time the terms and conditions of this Membership Agreement are no longer acceptable to you, you should immediately cease use of the membership portions of the Site.

Purchasing Content

Designs and other materials (“Content”) can be purchased online from the Site within the membership portion of the Site with VISA, MasterCard and AMEX. The price of the Content purchased through the Site will be the price specified on the Site at the time of your purchase. Upon presentation of credit card information the purchaser warrants that he/she is the cardholder and that the billing information provided is accurate. By approving the purchase of the product or service, you authorize the Company to charge the designated credit card for the total amount of the purchase.

Use of Content

You acknowledge that the Site contains Content that is protected by copyright, trademark or other proprietary rights of the Company and its affiliates or other third parties (including other members). You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, reverse engineer or in any way exploit any of the Content, in whole or in part, except as otherwise expressly permitted in this Membership Agreement and any other agreement entered into at the time such Content was downloaded (such as a Content License Agreement). Content is provided to the Site through members entering into a Designer Submission Agreement (a “Submission Agreement”). Subject to the provisions of the applicable Submission Agreement, you may post on the Site any Content owned wholly by you. You may download Content only in accordance with the terms of this Membership Agreement and the then applicable Content License Agreement (provide link).

Passwords

You acknowledge and agree that the user identification provided by the Company to you so that you may access and utilize the membership portions of the Site (your “Member Name”), and the password selected by and used by you in conjunction with your Member Name are to be kept secret and confidential. You agree that you shall not disclose such Member Name or password to any other party without the express written permission of the Company. You acknowledge and agree that you will be responsible for each and every access or use of the membership portions of the Site that occurs in conjunction with your Member Name and such passwords, and that the Company is authorized to accept your Member Name and password as conclusive evidence that you have accessed or utilized the membership portions of the Site. You acknowledge that such password(s) are unique to you and that, although the Company does have the ability to require password(s) to meet certain requirements (such as a minimum or maximum number of characters) and to reset such password(s), the Company does not have the ability to access the password(s) themselves.

Rules of Conduct

You agree that you will not use the Site for any purpose that is unlawful or not permitted by this Agreement. By way of example, and not as a limitation, you agree that when uploading to or communicating via the Site, including in respect of any forums, chat-rooms or other exchanges (a “Forum”) accessed on or through the Site, you shall not do any of the following:

• (a) Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy) of others;
• (b) Publish, post, distribute or disseminate any defamatory, infringing, obscene, pornographic, sexual, indecent or unlawful material or information;
• (c) Upload or otherwise transfer files that contain software or other material protected by intellectual property laws (or by rights of privacy or confidentiality) unless you own or control the rights thereto or have received all necessary consents;
• (d) Upload or otherwise transfer files that contain viruses, corrupted files or any other similar software or programs that may damage or inhibit the operation of another computer;
• (e) Delete any author attributions, legal notices, or proprietary designations or labels in any file that is uploaded;
• (f) Falsify the origin or source of software or other material contained in a file that is uploaded;
• (g) Advertise or offer to sell any goods or services or conduct or forward surveys, contests or chain letters;
• (h) Download any file posted by another user of a Forum that you know, or reasonably should know, cannot be legally distributed in such manner; or
• (i) Use any communications or Content or other information obtained through the Site in a manner that is competitive with the Site or the Company’s business.

Further, you acknowledge that no communication of a third party or Content is endorsed by the Company and no communication of a third party or Content may be considered reviewed, screened or approved by the Company. As explained below, the Company reserves the right for any reason to remove without notice any communication, Content or other material posted to the Site.

You also agree not to use the Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site. You also agree not to attempt to gain unauthorized access to any other the Company member accounts, computer systems or networks associated with the Site. You also agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

Managing Content

The Company does not and cannot review all communications or Content uploaded to the Site and is not responsible for the content of such communications or Content. Notwithstanding the foregoing, the Company reserves the right to delete, move or edit any communication or Content that it may determine, in its sole discretion, violates or may violate this Membership Agreement or is otherwise unacceptable. You shall remain solely responsible for all communications made or Content uploaded under your Member Name. the Company shall have the right but not the obligation to correct any errors or omissions in any Content, as it may determine in its sole discretion. You acknowledge that any screening of Content performed by the Company to determine Accepted Content is done as a courtesy only. The Company respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the Company with notice of such infringement in the manner described under Notice and Procedure for Making Claims of Infringement in the Terms of Use.

Confidential Information

You acknowledge that the Confidential Information (defined below) which you obtain through the entering into of this Membership Agreement and the use of the Site constitutes valuable, confidential, proprietary information of the Company and its licensors, and you agree that during the term of this Membership Agreement and thereafter you shall not, without the express written consent of the Company, use or disclose to any other person any such Confidential Information, except as specifically authorized under this Membership Agreement or as required by applicable law. For the purposes of this Membership Agreement, “Confidential Information” means any and all data, information, documents, software or materials relating to the business and management of the Company, its members, affiliates, licensors or licensees, that is designated as confidential or ought reasonably to be considered confidential, including but not limited to: their business model and operations, processes, products, designs, pricing, promotions, business plans, business opportunities, finances, research, development, know-how, trade-secrets, training materials, personnel, clients, methodologies, Site content belonging to others and other intellectual property.

Indemnity

You agree to indemnify, defend and hold the Company and its affiliates, and their respective directors, officers, employees, shareholders, partners and agents (collectively, the "Company’s Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including lawyers’ fees on a solicitor and client basis) incurred by any the Company Party in connection with: (i) any use or alleged use of the Site under your Member Name by any person, whether or not authorized by you; (ii) or resulting from any communication made or Content uploaded under your Member Name; or (iii) any breach by you of this Membership Agreement. The Company reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with the Company's defense of such claim.

Term and Termination

This Membership Agreement is effective until terminated. You may terminate this Membership Agreement at any time by emailing info@buysigndesigns.com or by such other means of written notice acceptable to the Company that enables confirmation of your identity and your intention to terminate. The Company reserves the right, in its sole discretion, to restrict, suspend or terminate your right to access the membership portions of the Site at any time for any reason without prior notice or liability. the Company may change, suspend or discontinue all or any aspect of the Site at any time, including the availability of any feature, database, or Content, without prior notice or liability. The Company may also terminate or suspend your access to the membership portions of the Site for inactivity, which is defined as failing to access the membership portions of the Site for an extended period of time, as reasonably determined by the Company. Termination of this Membership Agreement does not relieve you of your responsibilities to pay any amounts due to the Company under this Membership Agreement or your obligations to not use the membership portions of the Site or any Content other than in the manner permitted under this Membership Agreement or any other agreement entered into at the time such Content was downloaded (such as a Content License Agreement). Termination of this Membership Agreement shall operate without prejudice to the Company’s rights, defenses and limitations of liability provided under this Membership Agreement, which rights, defenses and limitations of liability shall survive termination of this Membership Agreement.

DISCLAIMER OF WARRANTIES

THE SITE, INCLUDING ANY CONTENT CONTAINED THEREIN, ARE PROVIDED "AS IS" WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SITE OR THE CONTENT WILL MEET YOUR REQUIREMENTS OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR FREE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ANY CONTENT AVAILABLE FOR DOWNLOADING THROUGH THE SITE WILL BE FREE OF VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.

LIMITATION OF LIABILITY

YOU ASSUME ALL RESPONSIBILITY AND RISK FOR USE OF THE SITE INCLUDING WITHOUT LIMITATION ANY OF THE CONTENT OR INFORMATION CONTAINED THEREIN. IN NO EVENT SHALL THE COMPANY OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, LICENSORS OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING UNDER OR OUT OF THIS MEMBERSHIP AGREEMENT, INCLUDING WITHOUT LIMITATION YOUR USE OF, RELIANCE UPON, ACCESS TO, OR EXPLOITATION OF THE SITE, THE CONTENT OR ANY PART THEREOF, OR ANY RIGHTS GRANTED TO YOU HEREUNDER, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE. IN ANY EVENT, THE COMPANY’S TOTAL MAXIMUM AGGREGATE LIABILITY UNDER THIS MEMBERSHIP AGREEMENT OR IN RESPECT OF THE USE OR EXPLOITATION OF ANY OR ALL PART OF THE SITE OR THE CONTENT IN ANY MANNER WHATSOEVER SHALL BE LIMITED TO FIVE ($5.00) CANADIAN DOLLARS. SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF THE COMPANY OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, OR AGENTS SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

Age and Responsibility

You represent and warrant that you are of sufficient legal age to use the Site and to create binding legal obligations for any liability you may incur as a result of the use of the Site. You agree to be responsible for all of your use of the Site (as well as for use of your Member Name and password(s) by others, including without limitation, minors living with you). You agree to supervise all usage by minors of the Site under your name or account.

Applicable Law

The Site is controlled, operated and administered by the Company from its principal office located in Austin, Travis County, Texas in the United States. The Site can be accessed from Travis County, the State of Texas and from the United States as well as from other countries around the world. As each of these jurisdictions has laws that may differ from those of the United States, by accessing the Site, you acknowledge and agree that this Membership Agreement will be governed under the laws of Travis County, Texas and the federal laws of the United States applicable therein (without reference to conflicts of laws principles). This Membership Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You consent to service of any required notice or process upon you by email, registered mail or overnight courier with proof of delivery notice, addressed to the address or contact information provided by you at the time you are first granted access to the membership portions of the Site, or such other address as you may advise us in writing to use, from time to time. Any and all disputes arising out of, under or in connection with this Membership Agreement, including without limitation, its validity, interpretation, performance and breach, shall be submitted to binding arbitration in Travis County, Texas and conducted in accordance the rules of the American Arbitration Association (“AAA”) in effect at the time arbitration is demanded. The AAA shall also serve as the appointing authority in such arbitration, which shall be conducted by one arbitrator. If the Company is obligated to go to court, rather than arbitration, to enforce any of its rights, or to collect any fees, you hereby irrevocably submit to the exclusive jurisdiction of the state and federal Courts located in Travis County, Texas with respect to the subject matter of this Membership Agreement and you agree to reimburse the Company for its attorney fees, costs and any damages if the Company is successful.

General

You specifically agree and acknowledge that you have, in addition to the terms of this Membership Agreement, reviewed the terms of the Terms of Use and any other agreements which may be incorporated by reference therein, and to the extent of their incorporation herein you agree to be bound by them. The Company’s failure to insist upon or enforce strict performance of any provision of this Membership Agreement shall not be construed as a waiver of any provision or right. If any provision or part thereof of this Membership Agreement is wholly or partially unenforceable the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place thereof an enforceable provision or provisions, or part thereof, that as nearly as possible reflects the terms of the unenforceable provision or part thereof. This Agreement is personal to you and is not assignable by you without the Company’s prior written consent. The Company may assign this Agreement without your consent to any other party so long as such party agrees to be bound by its terms.

Contact

If you have concerns relating to the Site or this Membership Agreement, please contact the Company at info@buysigndesigns.com or via phone at 1 (866) 925-5527.

Acknowledgement

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS MEMBERSHIP AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND THE COMPANY, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND THE COMPANY RELATING TO THE SUBJECT OF THIS MEMBERSHIP AGREEMENT. By checking the correct box at the end of this Agreement and typing “I agree”, you thereby agree to be bound by the terms of this Agreement.

DESIGN SUBMISSION AGREEMENT

This Design Submission Agreement is between you ("You") and SignTracker, LP d/b/a Buy Sign Designs ("Company") and governs the terms and conditions by which Designers or other sellers upload and provide designs, artwork, software, code, explanatory and background information, text, data and other proprietary material and works of authorship (“Content”) to the Buy Sign Designs Website (“Site”) (collectively, the "Agreement"). If the person using the Site is doing so on behalf of a company, "You" means that person and that company, and that person represents and warrants that he or she has all necessary authority to bind that company to the terms and conditions of this Agreement. This Agreement is in addition to the Terms of Use and Membership Agreement that all persons providing or purchasing content from the Site you have previously entered into. In the event of a conflict between the terms of this Agreement, the Membership Agreement and the Terms of Use, this Agreement shall govern.

Terms and Conditions

This is a legal agreement between you and the Company and your acceptance of all of its terms and conditions will be confirmed by you upon the uploading of each of your Content. You may upload Content to the Site upon, and only upon, agreeing to all of the following terms and conditions:

1. Authority. You are the original designer, or otherwise have all of the necessary legal rights and authority to grant to the Company the license to the Content as set forth in Section 3 of this Agreement.
2. Use of Content. You and the Company acknowledge that you may, from time to time, upload and provide Content as defined above. The Company, in its sole discretion, may determine which of such Content is suitable for posting on the Site or other means of distribution, and only such content as the Company deems suitable shall be considered “Accepted Content” for the purposes of the Applicable provisions of this Agreement. In the absence of a separate written agreement to the contrary, the Company will be free to use the Content you provide to the Company for any purpose, subject to the terms of this Agreement and your applicable patents and/or copyrights. Furthermore, the Company has the right to remove (or refuse to post) any Content from the Site and the right to require you to remove any Content from the Site solely in the Company's discretion.
3. Grant of License. You hereby grant to the Company a perpetual, irrevocable, royalty-free and worldwide license to use, test, copy, publicly display, demonstrate and distribute the Content (and any graphics or screenshots of the Content or any part thereof), and distribute, license, and sublicense the Content.
4. Managing Content. You acknowledge and agree that the Content you provide pursuant to this Agreement that becomes Accepted Content may be purchased or licensed by Members in accordance with the terms of the Content License Agreement available on this site (the latest version of which can be found here) with the intention that licensees who agree to the Content License Agreement will adhere to the terms contained therein. The Company cannot take responsibility for the compliance by purchasers and licensees of the terms of such agreements, and you acknowledge and agree to the possibility of Content being used in a manner that is not contemplated in this Agreement or the Content License Agreement. You also agree that notwithstanding any rights you may have to pursue the licensees of such Content at law, the Company shall have no liability to you or any person claiming through you for any breach by a licensee of the terms of any agreement respecting Accepted Content.
5. Representations and Warranties. You acknowledge and agree that the Company prohibits any Content or any other material that infringes on any patent, trademark, copyright, trade secret, right to privacy, right to publicity, or any other applicable law or proprietary right to be uploaded to the Site. Therefore, by uploading Content to the Site, you represent and warrant that you own all proprietary rights, including copyright, in and to the Content. In addition, to the extent that the Content contains images of people or persons, you represent and warrant that you have obtained a valid and binding Model Release from all required parties in substantially the same the Model Release available on this Site. You also warrant that, in the event there is identifiable property contained in the Content that might sensibly lead to the identity of or be required by the owner of such property, you have also obtained a valid and binding Property Release in substantially the same form as the Property Release available on the Site.
6. Representations Regarding Other Prohibited Conduct. You acknowledge and agree that the Company prohibits posting or transmitting to or from the Site any unlawful, threatening, harassing, libelous, offensive, defamatory, obscene, or pornographic materials, or other materials that would violate any law or the rights of others. Violations of these restrictions may result in the denial of or limitations on access by you to the Site. You therefore represent and warrant that your Content does not, and the intended use thereof does not, directly or indirectly, infringe or violate any third party's rights. By uploading the Content to the Site you further agree not to (a) disrupt or interfere with any other user's enjoyment of the Site, (b) upload, post, or otherwise transmit through the Site any viruses or other harmful, disruptive or destructive files, (c) create a false identity, (d) use or attempt to use another user's account, password, service or system with the authorization from the Company or (e) disrupt or interfere with the security of, or otherwise cause harm to, the Site or any services, the Content, system resources, accounts, passwords, servers, or networks connected to or accessible through the Site.
7. Passwords. You acknowledge and agree that you will be responsible for each and every access or use of the uploaded portions of the Site that occurs in conjunction with your Member Name and such passwords, and that the Company is authorized to accept your Member Name and password as conclusive evidence that you wish to upload Content pursuant to this Agreement. The Company shall have no liability or responsibility to monitor the provision of Content under your member name and password.
8. Compensation. The Company agrees to pay a portion of the fees collected with respect to the Accepted Content that is uploaded and subsequently purchased by a member of the Site who agrees to the Content License Agreement and purchases your Accepted Content (“Purchasing Member”). The amount representing a portion of the fees (the “Payment”) shall be determined according to the rate schedule set forth on Appendix "A" to this Agreement, as it may be modified from time to time in the sole discretion of the Company (the “Rate Schedule”). The parties acknowledge that the Rate Schedule is subject to change in the sole discretion of the Company in the ordinary course of its business without notice to you by posting such changes on the Site. If at any time the posted Rate Schedule is not acceptable to you, you may refrain from providing additional Content. Within a reasonable time after your Accepted Content is purchased by a Purchasing Member, the Company shall post the Payment to your PayPal account, which you are required to maintain. It is your sole responsibility to insure that your PayPal account remains valid and active at all times while your Content is uploaded to the Site. Neither the Company nor any of its directors, officers, employees, partners, affiliates or agents shall be responsible or liable for the loss of any payment or any damages, whether direct or indirect, consequential or incidental, arising from or related to your failure to maintain a PayPal account. In all cases, the Payment to you will be net of: (i) applicable taxes or other withholdings required by applicable law; (ii) bad debts or other uncollectible sums; (iii) legal and other reasonable fees incurred in enforcing against you this Agreement or any other agreement contained on the Site; (iv) fees payable to the processing of any credit card, debit card, e-check or alternative payment method, including but not limited to your PayPal account; and (v) any amounts you owe to the Company under this Agreement or otherwise. Without limiting the generality of the foregoing, the Company is entitled to set-off against any amount owing to you, all amounts to which the Company is or may be entitled under this Agreement or otherwise at law, including withholding amounts as security for any pending or threatened claim relating to any matter which is the subject of a representation, warranty or indemnity that you have made under this Agreement.
9. Additional Rights of Company. You understand and agree that this Agreement shall not be construed as prohibiting the Company from acquiring, licensing, developing for itself (or having others develop for it), marketing, and/or distributing products that are similar or competitive to the Content. You agree that the Company may use the Content for its own business purposes relating to the promotion of the Site and its programs. You agree that no compensation shall be due to you for use of the Content for such business purposes.
10. No Partnership. This Agreement does not constitute and shall not be construed as constituting a partnership or joint venture between the Company and you. Neither party shall have any right to obligate or bind the other party in any manner whatsoever, and nothing herein contained shall give, or is intended to give, any rights of any kind to any third persons.
11. Term and Termination. This Agreement is effective until terminated. You may terminate this Agreement at any time by giving thirty (30) days written notice to the Company using info@buysigndesigns.com or such other means of written notice acceptable to the Company which enables confirmation of your identity and your intention to terminate. The Company may terminate your participation on the Site and/or otherwise prevent access to your Content through the Site for any reason and at any time with or without notice to you. You further agree that the Company has the right to terminate the Site at any time with or without notice to you. The Company may off-set any fees or credits contained in such account against its costs of administration if the Company terminates your participation because, in the reasonable opinion of the Company, there has been any material misrepresentation made as to the capacity, identity or copyright ownership of Content or you as provided hereunder.
12. Effect of Termination. Upon the termination of this Agreement, the grant of authority given to the Company shall cease subject to the following conditions: (i) the Company shall remove Accepted Content from the Site within thirty (30) days of the termination of this Agreement; (ii) notwithstanding termination, the Company shall have the right to continue licensing Accepted Content until it is removed from the Site; and (iii) regardless of the expiration or termination of this Agreement, the Company shall continue, in accordance with this Agreement, to pay compensation due to you with respect to licenses granted to members during any transitional period, subject to any rights of set-off under this Agreement or at law. Upon termination, the Company shall be entitled to retain all amounts owing to you for a period of thirty (30) days to determine any applicable rights of set-off, and shall be entitled to deduct from such amounts, a reasonable administrative fee for establishing, managing and terminating your account. Notwithstanding any other provision in this Agreement, the termination or expiration of this Agreement shall not alter or affect the rights granted to licensees or sub-licensees by the Company pursuant to this Agreement or the Content License Agreement. Termination of this Agreement shall operate without prejudice to the Company’s rights, defenses and limitations of liability provided under this Agreement, the Membership Agreement or the Terms of Use, which rights, defenses and limitations of liability shall survive termination of this Agreement. In addition, the provisions of this Agreement relating to: Managing Content, Representations and Warranties, Indemnity, Disclaimer of Warranties and all limitations of liability, shall survive termination of this Agreement and continue in full force and effect. You specifically agree and acknowledge that you have, in addition to the terms of this Agreement, reviewed the terms of the Membership Agreement and Terms of Use and any other agreements that may be incorporated by reference therein, and to the extent of their incorporation in this Agreement you agree to be bound by them.
13. WARRANTIES AND DISCLAIMERS.
    EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY, THIS SITE AND ALL MATERIALS AND SERVICES ACCESSIBLE THROUGH THE SITE ARE PROVIDED TO YOU "AS-IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY THAT (i) THE SITE WILL MEET YOUR REQUIREMENTS, (ii) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, AND (iii) ANY ERRORS OR ANY DEFECTS IN THE SITE WILL BE CORRECTED. THE SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. THE COMPANY MAY MAKE CHANGES TO THE SITE AT ANY TIME WITHOUT NOTICE. THE USE OF THE SITE AND THE UPLOADING OF CONTENT THROUGH THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM SUCH ACTIVITIES. THE COMPANY ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS OR OTHER SIMILAR SOFTWARE CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM THE SITE DURING THE UPLOADING PROCESS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT PERMISSIBLE, ANY IMPLIED WARRANTIES ARE LIMITED TO NINETY (90) DAYS.
14. LIMITATION OF LIABILITY.
    
To the maximum extent permitted by law, The Company will have no liability related to Content arising under the laws of copyright, libel, privacy, obscenity, or otherwise. The Company also disclaims all liability with respect to the misuse, loss, modification, or unavailability of any Content. IN NO EVENT, INCLUDING WITHOUT LIMITATION, NEGLIGENCE, SHALL THE COMPANY, ITS SUBSIDIARIES, AFFILIATES, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR (A) ANY DAMAGES IN EXCESS OF $50, AND (B) ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR THE INABILITY TO USE OR ACCESS THE CONTENT YOU HAVE SUBMITTED, THIS SITE, ITS SERVICES OR MATERIALS, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THE SITE, ANY DEALINGS WITH VENDORS OR OTHER THIRD PARTIES, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE OR LOSS OF DATA, FILES OR OTHER CONTENT, ANY SERVICES AVAILABLE THROUGH THE SITE THAT ARE DELAYED OR INTERRUPTED, OR ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE LIMITATIONS AND EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.
15. Release.
    
 You will not hold The Company responsible for any damages, costs or liabilities of any kind arising out of or in connection with your participation in the Site or any third party's use of your Submission, and you hereby release them, jointly and separately, from any and all such claims. If you are a California resident, you waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
16. Indemnity.
    
 You agree to indemnify and hold the Company, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any damages, losses, liabilities, costs, expenses (including reasonable attorneys' fees), claims or demands made by any third party due to or arising out of content you submit, post to or transmit on the Site (including, without limitation, any Content), Your use of the Site, your connection to the Site, Your violation of the Agreement or Your violation of any rights of another person or entity.
17. Arbitration; Choice of Law; Jurisdiction. Any and all disputes arising out of, under or in connection with this Membership Agreement, including without limitation, its validity, interpretation, performance and breach, shall be submitted to binding arbitration in Travis County, Texas and conducted in accordance the rules of the American Arbitration Association (“AAA”) in effect at the time arbitration is demanded. The AAA shall also serve as the appointing authority in such arbitration, which shall be conducted by one arbitrator.
    If the Company is obligated to go to court, rather than arbitration, to enforce any of its rights, or to collect any fees, you hereby irrevocably submit to the exclusive jurisdiction of the state and federal Courts located in Travis County, Texas with respect to the subject matter of this Membership Agreement and you agree to reimburse the Company for its attorney fees, costs and any damages if the Company is successful.
    This agreement shall be governed and construed under the laws of the State of Texas without regard to choice of law principles. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
18. General.
    
The Agreement and the other rules, guidelines, licenses and disclaimers posted on the Site constitute the entire agreement between the Company and you with respect to your use of the Site. If for any reason a court of competent jurisdiction finds any provision of the Agreement or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Agreement shall continue in full force and effect. Any failure by the Company to enforce or exercise any provision of the Agreement or related right shall not constitute a waiver of that right or provision. The section titles used in the Agreement are purely for convenience and carry with them no legal or contractual effect. Your consent to service of any required notice or process upon you by email, registered mail or overnight courier with proof of delivery notice, addressed to the address or contact information provided by you at the time you are first granted access to the membership portions of the Site. Notwithstanding your agreement to arbitration as set forth above, you agree to waive any right you may have to (i) trial by jury; and (ii) to commence or participate in any class action against the Company related to the Site or this Agreement.

This Agreement is personal to you and is binding upon your heirs, executors and legal representatives, as the case may be, and is not assignable by you without the Company’s prior written consent. The Company may assign this Agreement without your consent to any other party so long as such party agrees to be bound by its terms.

Amendments. The Company reserves the right to modify the Agreement and other guidelines, terms and/or conditions posted on the Site from time to time at its sole discretion. This Agreement may be amended when the Company posts amendments on the Upload portion of the Site. Continued provision of Content or failure to terminate this Agreement within thirty (30) days of posting of such amendment will be deemed to be acceptance of the amendment by you and it will be incorporated by reference into this Agreement. Contact. If you have concerns relating to this Agreement, please contact the Company at info@buysigndesigns.com or via phone at 1 (866) 925-5527.

Acknowledgement

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND HAD AN OPPORTUNITY TO SEEK INDEPENDENT LEGAL ADVICE PRIOR TO AGREEING TO IT. IN CONSIDERATION OF THE COMPANY AGREEING TO PROVIDE A MEANS FOR THE SALE OR LICENSE OF YOUR ACCEPTED CONTENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND THE COMPANY, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND THE COMPANY RELATING TO THE SUBJECT OF THIS AGREEMENT. By checking the correct box at the end of this Agreement and typing “I agree”, you thereby agree to be bound by the terms of this Agreement. We encourage you to print a copy of the Agreement for your records.

MODEL RELEASE

Download Model release, complete, sign, scan and e-mail to info@buysigndesigns.com

PROPERTY RELEASE

Download Property Release, complete, sign, scan and e-mail to info@buysigndesigns.com