Terms of Use

Updated January 19, 2013

Introduction

Welcome to our website! These Terms of Use (“Terms”) shall apply to the web pages operated by Exceeding (“Exceeding”, “we” or “us”) that are located at the domain VERYBEST.com (“Website”).

YOU MUST BE OVER 21 YEARS OF AGE TO ACCESS THE WEBSITE.

By using the Website or clicking “I Agree” to this agreement, you accept these Terms in full. If you disagree with these Terms or any part of these Terms, you must not use the Website.

Please check periodically for changes as we may modify these Terms at any time without notice to you by posting a revised version on the Website. You agree to those modifications if you continue to use the Website.

Content, Copyrights and Trademarks

All material and content on the Website including but not limited to the text, information, data, graphics, images, audio, video, design, organization, compilation, meta data, look and feel, advertising, User Content (as defined below) and any other content on the Website ("Content") as well as all copyrights, registered and unregistered trademarks, service marks and logos contained therein are the property of Verybest and its licensors. You acknowledge that you do not acquire any ownership rights by using the Website.

We give no permission for the use of intellectual property, and such use may constitute an infringement of our rights. Subject to the licence below, all intellectual property rights are reserved. We also reserve all rights not expressly granted in and to the Website.

Licence To Use Website

You may access, use and download (for caching purposes only) the Content, and/or print out a copy of the Content, for as long as you are permitted by Exceeding to access and use the Website, solely for your personal, non-commercial use and subject to the restrictions set out below and elsewhere in these Terms. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained therein.

You must not republish any Content (including republication on other media), sell, rent or sub-license Content, show any Content in public, reproduce, duplicate, copy or otherwise exploit Content for any reason, edit or otherwise modify any Content or redistribute Content from the Website except for Content specifically and expressly made available for redistribution (such as our newsletter).

Limitations on Use

You must not use the Website in any way that causes, or may cause, damage to the Website or impairment of the availability or accessibility of the Website or in any way which is unlawful, illegal, fraudulent or harmful.

You must not use the Website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious software.

You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to the Website without our express written consent.

You must not use the Website to transmit or send unsolicited commercial or marketing communications without our express written consent.

Restricted Access

Access to certain areas of the Website is restricted. We reserve the right to restrict access to other areas of the Website, or indeed our whole Website, at our discretion.

If we provide you with a user ID and password to enable you to access restricted areas of our Website or other content or services, you must ensure that your user ID and password is kept confidential.

User Generated Content

User content means material (including without limitation text, articles, images, audio material, video material and audio-visual material) that you submit to the Website, for whatever purpose (“User Content”).

Your User Content (and its publication on the Website or other media) must not be libellous or maliciously false, infringe any copyright, moral right, database right, trademark right, design right, right in passing off, or other intellectual property right nor be in contempt of any court or in breach of any contractual obligation owed to any third party.

You must not impersonate any person or misrepresent a relationship with any other person or other third party, including misrepresenting a relationship with Exceeding.

Your User Content must be appropriate, civil, tasteful and accord with generally accepted standards of etiquette and behaviour on the internet.

Caveats

You acknowledge that User Content published on the Website is submitted by users and that it includes personal views, opinions, recommendations and other type of information. We do not endorse any User Content and we do not always review, approve or edit such User Content. You may be exposed to User Content that you find offensive, indecent, or objectionable or that is inaccurate.

Without limitation, we are not responsible for User Content. Exceeding has the right, but not the obligation, in its sole discretion, and without further notice or explanation to you, to monitor, edit, move, censor, delete or remove any and all User Content posted on its Website at any time and for any reason.

Grant of Rights by You

If you post User Content on the Website, you grant to us a worldwide, irrevocable, non-exclusive, transferable, perpetual, royalty-free licence to use, reproduce, store, adapt, create derivative products of, publish, translate and distribute your User Content in any and all existing or future media, in any manner, in whole or part, without any duty to compensate you. You also grant to us the right to sub-license these rights to any third party, to other websites or other media, the right to bring an action for infringement of these rights and the right to authorize the access of User Content, or any portion thereof, to all users in accordance with the Terms.

Linking Policy

You may link to us provided you do not establish the link in a way that makes the Content or services contained on the Website appear to be part of your or any other third party site, or attempt to portray any of our Content as your own or in a way that alters, blocks or otherwise prevents the display of any of our Content to which you have linked.

You must not reproduce, reuse or redistribute any part of the Content of the Website for any commercial purpose whatsoever, or display or use a link in a manner that causes all or any portion of the Content to display within a frame, nor convey the impression that VERYBEST.com approves, endorses, recommends or is in any way connected with your website.

Disclaimer

YOUR USE OF THE WEBSITE AND SERVICES IS AT YOUR SOLE RISK. THE MATERIAL, CONTENT AND SERVICES OBTAINED OR ACCESSED THROUGH THE WEBSITE, ARE PROVIDED ON AN "AS IS" AND “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCCEDING, ITS OFFICERS, AFFILIATES, DIRECTORS, EMPLOYEES, AFFILIATES, ADVERTISERS AND LICENSORS (“VERYBEST PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE AND NON-INFRINGEMENT, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND ALL WARRANTIES RELATING TO THE ACCURACY, ADEQUACY OR COMPLETENESS OF ANY CONTENT ON THE WEBSITE.

THE VERYBEST PARTIES MAKE NO WARRANTY THAT YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, MEET YOUR REQUIREMENTS, BE SECURE OR ERROR-FREE, OR THAT THE WEBSITE OR THE THIRD PARTY SERVERS ON WHICH THE WEBSITE IS HOSTED ARE FREE OF VIRUSES OR OTHER MALICIOUS ELEMENTS.

THE VERYBEST PARTIES WILL NOT BE LIABLE FOR ANY AND ALL DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR ANY OTHER DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO, DAMAGES TO YOUR PC, LOSS OF DATA, GOODWILL, PROFITS OR ANY OTHER TANGIBLE OR INTANGIBLE LOSS RESULTING FROM THE USE OF OUR WEBSITE AND/OR SERVICES.

Limitations Of Liability

NOTWITHSTANDING THE OTHER PROVISIONS OF THIS AGREEMENT, IF AN EXCCEDING PARTY IS FOUND FOR WHATEVER REASON (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), TO BE LIABLE FOR ANY LOSS OR DAMAGE, THE LIABILITY SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT PAID TO VERYBEST, IF ANY, FOR ACCESS TO THE WEBSITE.

Indemnity

You hereby indemnify the VERYBEST PARTIES and undertake to keep the VERYBEST PARTIES indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these Terms, or arising out of any claim that you have breached any provision of these Terms.

Breaches of These Terms

Without prejudice to our other rights under these Terms, if you breach these Terms in any way, or if we reasonably suspect that you have breached these Terms in any way, we may restrict, deactivate, suspend, terminate your access to all or any part of our Website and services or delete your account and all related information without notice or explanation. Furthermore, we may block computers using your IP address and bring court proceedings against you.

Where we suspend or prohibit or block your access to the Website, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).

You agree that we will not be liable for taking any of the above actions.

Third Party Websites

Our Website includes hyperlinks and other links to other websites operated by third parties. These links are not recommendations. We have no control over the contents of third party websites, and we accept no responsibility for them or for any loss or damage that may arise from your use of them.

Assignment

We may transfer, sub-contract or otherwise deal with our rights and/or obligations under these Terms without notifying you or obtaining your consent.

You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these Terms.

Severability

If a provision of these Terms is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

Exclusion of Third Party Rights

These Terms are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these Terms is not subject to the consent of any third party.

Entire Agreement

These Terms, together with our privacy policy, constitute the entire agreement between you and us in relation to your use of the Website, and supersede all previous agreements in respect of your use of the Website.

Law and Jurisdiction

These Terms will be governed by and construed in accordance with the Principality of Monaco law, and any disputes relating to these Terms will be subject to the exclusive jurisdiction of the courts of the Principality of Monaco.