Terms and Conditions

By making any purchase through this Website, you agree that you have read, understand and agree to the following terms and conditions.

The following terms and conditions form a binding contract (referred to herein as the "Agreement") between you, the user and/or customer, of the Memory Mark website ("Website") and Memory Mark, Inc. ("Memory Mark"). Please read the following terms and conditions carefully. Access or use of this Website or any product or service provided through the Website is subject to your acceptance of these terms and conditions. If you do not agree to all of the terms and conditions of this Agreement, do not use this website, purchase any product or subscribe to any service offered through this Website.

These terms and conditions govern your use of and access to all content, products or services available on or through this Website. By accessing or using this website to obtain any products, services or information, or by subscribing to the products or services offered through this Website, you agree that you are of at least twenty-one (21) years of age and agree to be bound by all of the terms and conditions of this Agreement.

1. Definitions

The terms "you," "your", "user" or "customer" means a user of the products and/or services provided by Memory Mark through the Website, whether acting independently or on behalf of a minor that you allow to access or use the products or services offered or accessible through this Website for whom you agree to be held strictly liable and strictly responsible.

The term "Service" means the web-based service offered and provided by Memory Mark through this Website including the Service that allows users to create and maintain an online account containing personal information of the user. The Service is subscription based and requires a periodic subscription fee to be paid by the user, unless otherwise expressly indicated by Memory Mark, to maintain access to the online account and use of the Service. Upon registration by a user and payment of any required subscription fee, the user can upload certain personal information to their online account. Memory Mark may at its sole discretion limit the amount of data uploaded by a user in each online account.

The term "Account" means your personal online account provided by Memory Mark accessible through the Memory Mark website using your personal user name and password provided by Memory Mark. Your Account may allow you to protect Account information with an "Encryption Lock" that uses encryption to encrypt the content of your Account information. Such encrypted content will be password protected and only accessible by entering an encryption password. It is your responsibility to know and maintain the encryption password. Memory Mark will not store or otherwise have access to your encryption password. Should you lose or forget your encryption password, all encrypted content will be permanently inaccessible and Memory Mark will not be able to recover your encrypted information. Memory Mark will not be liable for any loss or damage resulting from your failure to abide by the terms of this paragraph.

2. Registration Information

Use of and access to the Service requires registration by you. As part of your registration, you will receive a user name and password to access the Service. In consideration for granting you access to the Service, you agree to provide complete, accurate and current information as requested in the registration form and to update your registration information should such information change after registration. Memory Mark agrees to maintain your registration information according to the terms and conditions of its Privacy Policy. You agree not to register for an Account on behalf of any individual other than yourself, or register an account on behalf of a group or entity.

Should you provide any registration information to Memory Mark that Memory Mark finds or has reason to believe is false, inaccurate, not current or incomplete, Memory Mark may immediately, at its sole discretion, deactivate or terminate your Account and refuse all current or future use of the Service (or any portion thereof) without any liability.

Because your online account may contain your personal and confidential information, you must maintain and are responsible for maintaining the security and confidentiality of your user name and password. You are also responsible for any use of or access to your online account or any actions taken as a result of any such use or access to your online account. You are further responsible to log out of your online account at the end of each session. In the event that you discover any unauthorized use or access to your online account or other security breach, you are required to immediately notify Memory Mark. Memory Mark will not be responsible for any loss or damage resulting from your failure to abide by the terms of this paragraph.

3. Credit Card Authorization

You authorize and agree that your credit card will be charged by Memory Mark for the total price of any goods or services purchased by you through the Website. When you subscribe to the Service, your order will begin processing immediately and your credit card will be charged for the full price of the subscription selected by you as stipulated on the order form at the time of your purchase and enrollment. The subscription price of the Service will not increase prior to the expiration date of the current subscription period, even if the price increases on our website.

If your billing address is in Utah, you will also be charged sales tax on your orders. The payment method and billing address can be changed at any time by calling Memory Mark Customer Service at 435-621-3231 or sending an email to Memory Mark Customer Service at help@memorymark.com.

Automatic renewal of your subscription to the Service will occur on the last day of the current subscription period to the credit card that was provided when you enrolled in the Service. In the event that automatic renewal is interrupted due to your failure to make a timely payment, whether due to insufficient funds, invalid credit card information or other payment account information, Memory Mark will provide notification to you via the email address provided by you during registration and suspend access to your Account until payment has been made. If payment is not received within 60 days of such notification, whether or not such notification was actually received by you, Memory Mark may delete your Account and all Content therein. Upon receipt of valid and verified payment, Memory Mark will reactivate your Account.

You can cancel your subscription at any time by calling Memory Mark Customer Service at 435-621-3231 or sending an email to Memory Mark Customer Service at help@memorymark.com. You will not be charged for any future subscriptions. Once your subscription has been canceled, your Content will be permanently deleted from your Account.

Your initial subscription entitles you to a 30-day money-back guarantee. If you are dissatisfied for any reason, you can receive a refund of your initial subscription fee, simply call Memory Mark Customer Service at 435-621-3231 or send an email to Memory Mark Customer Service at help@memorymark.com within 30 days of the date of your initial subscription to cancel. Upon confirmation of your subscription status, we will issue a full refund of the initial subscription fee. Any subscription fees paid or collected after the initial 30-day period are non-refundable.

4. Use of the Services

Use of the Service is strictly limited to your personal, non-commercial use.

You are solely responsible for the content of your Account, which may include data and/or text entries, photos, images, letters, messages, medical records, legal documents, documents, notes, names, dates, account numbers, user names and passwords, or other confidential or personal information (collectively "Content"). With respect to the Content, you expressly warrant and represent that your possession, use or storage of such Content via the Memory Mark Service does not violate any law or any third party right, including without limitation copyright, trademark, right to privacy, right to publicity, or other personal or proprietary right or contain any libelous, defamatory or otherwise unlawful material. You agree that you will not use the Service in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Service.

You expressly acknowledge and agree that Memory Mark may disclose or protect the Content if required to do so by law or in good faith believes that such disclosure or protection is reasonably necessary to comply with a legal process, enforce this Agreement, respond to a claim that the Content violates the right of a third party or protect the rights, property or personal safety of Memory mark, its users or the public.

You shall not upload or make available to others any Content deemed by Memory Mark at its sole discretion to be harmful, threatening, unlawful, defamatory, abusive, inflammatory, harassing, vulgar, obscene, explicit, pornographic, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable.

You shall not upload or make available to others any Content that encourages conduct that may constitute a criminal offense or give rise to civil liability.

You shall not upload or make available to others any Content that intentionally or unintentionally violates any applicable local, State, Federal or international law or regulation.

5. TERMINATION, SUSPENSION, MODIFICATION AND DISCONTINUATION

Memory Mark may, at its sole discretion, terminate, suspend, modify or discontinue the Service for any reason and with our without notice to you. You expressly agree that Memory Mark shall not be liable to you or any third party for any termination of the Services or modification, suspension or discontinuance of the Service.

From time-to-time, Memory Mark may need to temporarily suspend the Service for routine maintenance, during which time, access to the Service may be limited or unavailable. You expressly agree that Memory Mark shall not be liable to you or any third party for any suspension of the Service.

You agree that any termination or denial of access to the Service based on a breach of any term or condition of this Agreement may be immediate and without prior notice to you. In the event of termination or denial of access to the Service based on a breach of this Agreement by you or because Memory Mark believes that you have acted inconsistently with the spirit of this Agreement or Memory Mark's Privacy Policy, you shall not be entitled to any refund of any fees paid by you to Memory Mark. In the event of such termination or denial of access to the Service, Memory Mark may immediately deactivate, terminate and/or delete all Content in your Account and/or bar any further access to such Content.

6. DISCLAIMER OF WARRANTIES

MEMORY MARK MAKES NO EXPRESS OR IMPLIED WARRANTY REGARDING THE CONTENTS OF THIS WEBSITE OR ANY PRODUCTS OR SERVICES OFFERED BY OR ACCESSIBLE THROUGH THIS WEBSITE. ALL SUCH CONTENTS, PRODUCTS OR SERVICES ARE PROVIDED TO YOU ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND. IN ADDITION, MEMORY MARK EXPRESSLY DISCLAIMS THAT THE WEBSITE AND ANY EMAILS SENT FROM MEMORY MARK ARE FREE FROM ERRORS, VIRUSES OR ANY OTHER CONTENT THAT MAY BE HARMFUL OR INACCURATE, THAT ANY COMMUNICATIONS TO OR FROM THE WEBSITE WILL BE SECURE AND NOT INTERCEPTED, THAT ACCESS TO THE WEBSITE WILL NOT BE INTERRUPTED OR THAT ANY CONTENT ON THE WEBSITE WILL BE ACCURATE, COMPLETE OR TIMELY. ANY PRODUCT OR SERVICE OFFERED THROUGH THE WEBSITE SHALL NOT BE CONSTRUED AS A RECOMMENDATION OR ENDORSEMENT OF THE PRODUCT OR SERVICE BY MEMORY MARK.

MEMORY MARK DISCLAIMS ALL LIABILITY FOR ANY INACCURACIES OR ERRORS IN ANY INFORMATION, MATERIALS, CONTENT, DOCUMENTS, VIDEOS, OR SERVICES OFFERED BY OR ACCESSIBLE THROUGH THE WEBSITE.

MEMORY MARK DISCLAIMS ALL LIABILITY FOR AND SHALL BE HELD HARMLESS FOR ANY ACTS OF GOD, ACTS OF WAR, RIOTS OR OTHER CATASTROPHIC EVENTS THAT AFFECT THE PERFORMANCE OF OR ABILITY TO PERFORM THE SERVICES OFFERED BY MEMORY MARK THROUGH THIS WEBSITE OR OTHERWISE.

MEMORY MARK MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, PRODUCTS AND SERVICES CONTAINED ON THIS WEBSITE OR ACCESSIBLE THROUGH THIS WEBSITE FOR ANY PURPOSE. MEMORY MARK HEREBY EXPRESLY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO SUCH INFORMATION, PRODUCTS AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT.

7. LIMITATION OF LIABILITY AND ASSUMPTION OF RISK

MEMORY MARK SHALL NOT BE LIABLE FOR ANY DELAY, CANCELLATION OR UNAVAILABILITY OF THE WEBSITE OR ITS CONTENT OR YOUR ACCOUNT OR ITS CONTENT, WHETHER OR NOT SUCH DELAY, CANCELLATION OR UNAVAILABILITY IS THE FAULT OF MEMORY MARK. YOU HEREBY EXPRESSLY RELEASE MEMORY MARK OF ANY SUCH LIABILITY AND IN ANY SUCH EVENTS AND SHALL HOLD MEMORY MARK HARMLESS.

YOU ASSUME ALL RISK AND RESPONSIBILITY FOR THE SELECTION OF THE PRODUCTS OR SERVICES OFFERED OR AVAILABLE THROUGH THIS WEBSITE. MEMORY MARK GRANTS NO CONDITIONS OR WARRANTIES, NEITHER EXPRESS NOR IMPLIED, INCLUDING ALL IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. MEMORY MARK SHALL NOT BE LIABLE FOR LOSSES OR DAMAGES CAUSED BY THE USE OF THIS WEBSITE OR BY USE OF ANY OF THE PRODUCTS OR SERVICES OFFERED BY OR THROUGH THIS WEBSITE BY YOU. YOU ASSUME ALL RISKS INVOLVED IN THE USE OF SUCH PRODUCTS OR SERVICES. IN NO EVENT SHALL MEMORY MARK BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL OR INDIRECT DAMAGES OF ANY SORT, WHETHER ARISING IN TORT, CONTRACT OR OTHERWISE INCLUDING WITHOUT LIMITATION LOSS OF COMPENSATION, WORK INTERRUPTION, INJURY OR DEATH, ARISING OUT OF USE OF ANY PRODUCT OR SERVICE OFFERED BY OR THROUGH THIS WEBSITE OR INABILITY TO USE THE PRODUCTS OR SERVICES OFFERED BY OR THROUGH THIS WEBSITE, EVEN IF MEMORY MARK HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, DAMAGES SHALL BE LIMITED TO AN AMOUNT NOT GREATER THAN THE PURCHASE PRICE OF ANY PRODUCT OR SERVICE PURCHASED DIRECTLY THROUGH THIS WEBSITE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

In the event that Memory Mark is still found liable for any loss or damage which arises out of or in any way connected with any of the occurrences described above, then the liability of Memory Mark shall in no event exceed the greater of the fees you paid to Memory Mark.

8. Indemnification

You agree to defend and indemnify and hold harmless Memory Mark and each of its officers, directors, employees and agents from and against any claim, cause of action or demand, including without limitation reasonable legal and accounting fees in any action filed or commenced by any third party against Memory Mark as a result of (1) your breach of this Agreement (2) your breach of any documents made part of this Agreement by reference, (3) your violation of any law, (3) your violation of any third party right or (4) your use of this Website.

9. Third Party Websites

In the event that this Website contains links to other websites operated by various third parties, such links are provided for your reference and are not in the control of Memory Mark. As such, Memory Mark shall not be responsible for the content of such third party websites or any privacy policies of such third party websites, including the possibility of viruses or other harmful content. Our inclusion of any such links to third party websites shall not be deemed to imply an endorsement or association of the content of such websites or their owners.

10. Privacy Policy

Please review our Privacy Policy regarding our use, discemination and protection of your personal information gathered through this website.

11. General Terms and Conditions

This Agreement and the Website are governed by the laws of the State of Utah. By accessing and using this Website, you hereby consent to the exclusive jurisdiction and venue of the state and federal courts in Salt Lake City, Utah in all disputes arising out of or relating to this Agreement and/or the use or access of this Website. Any claim or cause of action arising from or relating to your access or use of this Website must be brought within two (2) years from the date on which such claim or action arose or accrued or such claim or cause of action will be irrevocably waived.

Your use of this Website and/or agreement to the terms and conditions of this Agreement shall not create any joint venture, partnership, employment or agency relationship between you and Memory Mark.

The headings are for reference only and shall not limit or affect the terms and conditions set forth in this Agreement.

If any part of this Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired. Failure or delay by Memory Mark in enforcing any provision of this Agreement at any time does not waive its right to enforce the same or any other provision(s) hereof in the future.

This Agreement (and any other terms and conditions referenced herein) constitutes the entire agreement between you and Memory Mark with respect to your access and use of this Website and the products and services offered by and through this Website. This Agreement supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and with respect to this Website.

Memory Mark may, at its sole discretion, revise, modify or update the foregoing terms and conditions at any time. Any use of or access to this Website or the Services will subject you to the terms and conditions in effect at the time of your use. The terms and conditions currently posted are in effect and shall supersede any previously posted terms and conditions.

These terms and conditions were last modified on December 13, 2012.

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