MSR Terms of Use

Market Share Resources Subscriber’s Terms of Use

This Web site (hereafter, “this Site”) is owned and operated by Market Share Resources, Inc. an Arizona corporation, and its affiliates (collectively, “MSR”, “we” or “us”) with its principal place of business in Phoenix, AZ. Access to and use of this Site (including any current and future components and services available on this Site) are subject to the following terms and conditions (the “Terms of Use”). These Terms of Use constitute a legal contract between you and Market Share Resources, and by accessing or using this Site, you signify your assent to and warrant that you have the right, power and authority to agree to and be bound by these Terms of Use. We reserve the right, at our discretion, to change, modify, add, or remove portions of these terms and conditions at any time. Such changes shall be posted on this page of Market Share Resources and shall become effective immediately upon posting. Users of this Site should periodically check for changes to these terms and conditions. Your continued use of this Site following the posting of changes to these terms and conditions (including our Privacy Policy) will mean you accept those changes. IF YOU DO NOT AGREE TO THE TERMS OF USE, OR IF YOU DO NOT HAVE THE RIGHT, POWER, AND AUTHORITY TO AGREE TO AND BE BOUND BY THESE TERMS OF USE, YOU SHOULD IMMEDIATELY CEASE USE OF THE SITE.

Intellectual Property

You acknowledge and agree that this Site and all of its content including, but not limited to, articles, other text, software, photographs, illustrations, graphics, layout, design, product names, designs, logos, video material, and audio clips (collectively, “the Intellectual Property”) are proprietary to Market Share Resources and protected by copyright, trademark, trade dress, unfair competition and other laws of the United States, as well as international conventions and the laws of other countries. The Intellectual Property is owned or controlled by Market Share Resources or the party credited as the provider or owner of the Intellectual Property. All software used on this Site is the property of Market Share Resources or commercial software suppliers and is protected by U.S. and international copyright laws.

Use of Site

You are responsible for any fees incurred by your use of components and services available on the Site or via links to other web sites.

You are responsible for all taxes applicable to your use of the Site and for all charges associated with connecting to the Site, including without limitation telephone access lines (including long-distance charges, when applicable), telephone and computer equipment and any service fees necessary to access the Site.

WE RESERVE THE RIGHT, AT ANY TIME AND FROM TIME TO TIME, TO CHANGE THE NATURE AND AMOUNT OF FEES CHARGED FOR ACCESS TO THE SITE OR ANY OF THE COMPONENTS OR SERVICES AVAILABLE ON THE SITE, AND THE MANNER IN WHICH SUCH FEES ARE ASSESSED.

Fees are assessed monthly and invoices are sent via U.S. mail on or about the 16th of every month and are due by the 16th of the following month. If the monthly fee is not received by MSR on the due date a notice will be placed on the site as a reminder. If the monthly fee is not received by MSR within seven (7) days from the due date, Licensee shall be deemed to be in breach of this Agreement and access to the site will be denied at the sole discretion of MSR.

Notwithstanding anything to the contrary herein, you shall not:

  1. upload, post or otherwise transmit any portion of the Site on, or provide access to any portion of the Site through, the Internet, any bulletin board system, any other electronic network, any data library, any listing service or any other data sharing arrangement;
  2. use any portion of the Site to create, directly or indirectly, any database or other product directly or indirectly competitive with Market Share Resources or Market Trend Analyzer or the Site or any portion thereof;
  3. provide, disclose or transmit any portion of the Site to any direct or indirect competitor of Market Share Resources or Market Trend Analyzer;
  4. integrate or incorporate any portion of the Site into any database;
  5. modify, merge, decompile, disassemble or reverse engineer any portion of the Site;
  6. use any portion of the Site, directly or indirectly, to: (a) attempt to or actually disrupt, impair or interfere with, alter or modify any portion of the Site; (b) act in a way that affects or reflects negatively on Market Share Resources or Market Trend Analyzer or the Site; (c) access any components and services of the Site or any portion thereof restricted to individuals or entities who purchase a subscription (”Subscribers”), if you are a Non-Subscriber; or (d) access any components and services of the Site that your subscription does not authorize you to access, if you are a Subscriber.
  7. upload, post, e-mail or otherwise transmit any information, data, text, software, music, sound, photographs, images, graphics, video, messages or other content that (a) is unlawful, threatening, abusive, harmful, libelous, tortuous, defamatory, obscene, vulgar, racially or ethnically offensive or otherwise objectionable; (b) infringes any patent, copyright, trademark, trade secret, or other proprietary right of any party or violates the privacy or publicity rights of any party; (c) you know or, with the exercise of reasonable effort, should know to be false, misleading or otherwise unreliable; or (d) you do not have a right to transmit under any law, contractual obligation (i.e., nondisclosure agreement) or fiduciary duty; 8. encourage or engage in illegal activity, harm minors or stalk or harass another person;
  8. impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
  9. intentionally disguise the origin of any information, data, text, software, music, sound, photographs, images, graphics, video, messages or other content posted on or transmitted through the Site;
  10. upload, post, e-mail or otherwise transmit any (a) unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation; or (b) material that contains software viruses or any other computer code, files or programs designed to interrupt, modify, damage, improperly access, disable, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  11. interfere with or disrupt, or attempt to interfere with or disrupt, the Site or servers or networks connected to the Site;
  12. violate these Terms of Use or any applicable local, state, national or international law, rule, regulation or ordinance;
  13. engage in any fraudulent activities or otherwise interfere with or disrupt, or attempt to interfere with or disrupt, the activities of other users of the Site;
  14. use, reproduce, publish or compile any Content for the purpose of selling or licensing such information or making such information publicly available; or
  15. use any data mining, gathering or extraction tool, or any robot, spider, or other automatic device or manual process, to monitor or copy the Site or Content contained therein without our prior expressed written permission.

Except as provided in the paragraph below, you may view, copy, download, or print material appearing on this Site subject to the following conditions:

  1. the material may only be used by licensees and/or their employees of Market Share Resources;
  2. the material may not be modified;
  3. all copyright, trademark, watermarks and other proprietary notices contained in all such copies must be kept intact;
  4. the copyright notice and permission notice: “Copyright (c) 2001 Market Share Resources, Inc. All rights reserved. Protected by the copyright laws of the United States and international treaties.” must appear on each copy; and

Any other actions are strictly prohibited. For purposes of these terms, the use of any such material on any other Web site or networked computer environment is prohibited.

User Content

This Site may include opportunities for users to submit information, data, text, software, music, sound, photographs, images, graphics, video, messages and other content to the Site. You understand that all such content, whether publicly posted or privately transmitted, are the sole responsibility of the person from which such content originated. This means that you, and not Market Share Resources, are entirely responsible for all such content that you upload, post, e-mail or otherwise transmit to or via the Site. Market Share Resources is under no obligation to post or use any such content you may provide and may remove any such content at any time in Market Share Resources’ sole discretion. It is the policy of Market Share Resources to permanently terminate use of the Site by individuals or entities that infringe copyrights. Market Share Resources and its employees do not accept or consider unsolicited ideas, including but not limited to those for new advertising campaigns, new promotions, or new products or technologies. Please do not send any material with any original ideas. If despite our request you still send your unsolicited ideas to Market Share Resources or anyone at Market Share Resources, we make no assurances that your ideas and materials will be treated as confidential and proprietary.

License to User Content

Notwithstanding the preceding, and with respect to any and all information, data, text, software, music, sound, photographs, images, graphics, video, messages, suggestions, ideas, or concepts that you elect to upload, post, e-mail or otherwise submit or transmit to or via the Site, you grant Market Share Resources, its affiliates, and licensees the royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license to use, reproduce, adapt, develop, manufacture, perform, display, publish, translate, prepare derivative works from, distribute, market, sell, and take any other action with respect to such content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed without any obligation to compensate you or anyone else for them. You further acknowledge and agree that Market Share Resources or any of its affiliates may preserve any such content and may also disclose such content in its discretion. You represent and warrant that (a) you own or have the full right, power and authority to grant to Market Share Resources use of and rights in and to all information, data, text, software, music, sound, photographs, images, graphics, video, messages suggestions, ideas, or concepts and other content that you upload, post, e-mail or otherwise transmit to or via the Site, as provided in these Terms of Use; (b) your license of such content to Market Share Resources hereunder does not, and the license of such content by Market Share Resources to third parties will not, infringe any right or interest owned or possessed by any third party; and (c) there are no claims, judgments or settlements to be paid by you, or pending claims or litigation, relating to such content.

You acknowledge that if you create any settings, surveys, fields or functions in the Site or input, add or export any data into the Site (collectively, the “User Data”), none of Market Share Resources or any of its affiliates or their respective officers, directors or employees shall have any liability or responsibility for any of such User Data, including but not limited to, the loss, destruction, use by third parties, or misplacement of such User Data. Do not transmit any unlawful, threatening, libelous, defamatory, obscene, pornographic, or profane material, or any other material that could constitute or encourage conduct that could be considered a criminal offense or violate any law.

Trademarks

The trademarks, logos, and service marks (collectively, the “Trademarks”) displayed on this Site are the Trademarks of Market Share Resources, and others. Nothing contained in this Site should be construed as granting by implication, estoppel or otherwise, any license or right to use any Trademark displayed on this Site without the written permission of Market Share Resources or the third party that owns the Trademarks displayed on this Site. Your use of the Trademarks displayed on this Site, or any other content on this Site, except as provided in these terms and conditions, is strictly prohibited. You agree not to use or display them in any manner without the prior written permission of the applicable trademark owner.

Registration Data

Portions of this Site may require you to register certain information about yourself in order to use that portion of the Site. You agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (such information being the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Market Share Resources has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Market Share Resources has the right to terminate or restrict your current and future use of the Site (or any portion thereof).

Accuracy, Completeness and Timeliness of Information on the Site

The Site is provided for general information only and should not be relied upon or used as the basis for making significant decisions without consulting primary or more accurate, more complete or more timely sources of information. Any reliance upon the Site shall be at your own risk. We are not responsible if the Site is not accurate, complete or current. We have no responsibility for any consequence relating directly or indirectly to any action or inaction that you take based on the Site. We reserve the right to modify the Site at any time, but we have no obligation to update the content. You agree that it is your responsibility to monitor changes to the Site and content.

Linking to this Site; Framing

Except as set forth below, links to and the framing of this Site or any of its Content is prohibited. You may link to the Home Page of this Site, which is http://www.marketshareresources.com or http://www.mymta.com or http://www.markettrendanalyzer.com or http://www.getmta.com. However, Market Share Resources reserves the right to demand that you remove any such link at any time.

Under no circumstances shall Market Share Resources be associated or affiliated with, or viewed as endorsing or sponsoring, any web site that links to this Site or any products or services that may be offered through such web site. Market Share Resources has not necessarily reviewed any or all of the content of web sites that link to this Site, and we disclaim responsibility for the content and products and services available therein. Different terms and conditions may apply to your use of any linked sites.

Links from this Site

The Site includes links to other sites, some of them operated by Market Share Resources and some of them operated by third parties. These links are provided as a convenience to you and as an additional avenue of access to the information contained therein. We have not reviewed all of the information on other sites and are not responsible for the content of any other sites or any products or services that may be offered through other sites. Inclusion of links to other sites should not be viewed as an endorsement of the content of linked sites. Different terms and conditions may apply to your use of any linked sites.

Advertisers and Merchants

Your correspondence or business dealings with, or participation in promotions of and product offerings by, advertisers and merchants found on or through the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser or merchant. You agree that Market Share Resources shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or merchants on the Site.

Cookies

Some areas of this Site may use and require that your computer accept “cookies.” Cookies are small text files that are stored on your computer to keep track of settings or data for a particular web site. Cookies make it possible and easier for you to access and use certain areas of this Site. If you have disabled cookies from within your browser, or if you are running third-party software that intercepts or deletes cookies, you may not be able to visit certain areas of the Site.

Information About You

Market Share Resources collects non-personally identifying information about users of the Site, including monitoring use of the Site through IP addresses. We use this information to do research on our Site and to better serve users of the Site. This information is generally compiled and analyzed on an aggregated basis. This information may include the URL that you just came from (whether this URL is on the Site or not), what browser you are using, and your IP address.

In a few instances on the Site, we will also ask you for information that personally identifies you or allows us to contact you. Market Share Resources does not collect personal information about you except where you voluntarily submit such information to us, by completing a questionnaire, registration or other similar form. If you decide not to provide this information that personally identifies you, you may not access or use marketshareresources.com.

Information collected from or about you may be used, reproduced, modified, distributed and disclosed by us and those we authorize in any manner we choose, without paying compensation to you. When you use the Site and/or complete a questionnaire, registration or other similar form, you consent to such use, reproduction, modification, distribution, and disclosure. In some but not all cases, at the time you voluntarily submit to us information that personally identifies you or allows us to contact you, we will provide you with the opportunity to “opt out” of some or all such use, reproduction, modification, distribution, and disclosure of information that personally identifies you or allows us to contact you.

If you have a further question, please notify us by e-mail at webmaster@marketshareresources.com. We will do our best to look into your request and respond promptly.

Indemnity

You agree to indemnify and hold harmless Market Share Resources and its affiliates and their respective officers, agents, partners, directors and employees, from and against any third party claim or demand (including reasonable attorneys’ fees), arising out of or information, data, text, software, music, sound, photographs, images, graphics, video, messages, suggestions, ideas, or concepts and other content you post, e-mail or transmit through the Site, your use of the Site or any portion thereof, or your violation of the Terms of Use. You shall cooperate as fully as reasonably required in the defense of any such claim or demand. Market Share Resources reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, at your expense, and you shall not in any event settle any such matter without the written consent of Market Share Resources.

Disclaimer, Limitations of Liability, and Indemnity

This Site could include technical or other inaccuracies or typographical errors. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS, WARRANTIES OR GUARANTEES OF ANY KIND. MARKET SHARE RESOURCES EXPRESSLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES (A) AS TO TITLE, ACCURACY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, (B) AS TO THE QUALITY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE DATA AND OTHER CONTENT AND (C) AGAINST INFRINGEMENT. MARKET SHARE RESOURCES DOES NOT REPRESENT OR WARRANT THAT ACCESS TO THE SITE WILL BE TIMELY, UNINTERRUPTED OR ERROR-FREE, OR THAT THE SITE WILL BE SECURE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MARKET SHARE RESOURCES OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY OR GUARANTEE NOT EXPRESSLY STATED IN THESE TERMS OF USE. MARKET SHARE RESOURCES RESERVES THE RIGHT TO RESTRICT OR TERMINATE YOUR ACCESS TO THE SITE OR ANY FEATURE OR PART THEREOF AT ANY TIME.

IF YOU DOWNLOAD ANY CONTENT FROM THIS SITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MARKET SHARE RESOURCES OR THROUGH OR FROM THIS SITE SHALL CREATE ANY WARRANTY OF ANY KIND.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU UNDERSTAND AND AGREE THAT (A) MARKET SHARE RESOURCES AND ITS AFFILIATES AND THEIR RESPECTIVE, OFFICERS, AGENTS, PARTNERS, DIRECTORS AND EMPLOYEES AND (B) ANY THIRD PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR ANY OTHER DAMAGES RELATING TO OR RESULTING FROM YOUR USE OR INABILITY TO USE THIS SITE OR ANY OTHER SITE YOU ACCESS THROUGH A LINK FROM THIS SITE OR FROM ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF ELECTRONIC OR OTHER MESSAGES YOU SEND US. THESE INCLUDE DAMAGES FOR ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAYS, COMPUTER VIRUSES, YOUR LOSS OF PROFITS, LOSS OF DATA, UNAUTHORIZED ACCESS TO AND ALTERATION OF YOUR TRANSMISSIONS AND DATA, AND OTHER TANGIBLE AND INTANGIBLE LOSSES.

THESE LIMITATIONS APPLY REGARDLESS OF WHETHER THE DAMAGES ARE CLAIMED UNDER THE TERMS OF A CONTRACT, AS THE RESULT OF NEGLIGENCE OR OTHERWISE, AND EVEN IF WE OR OUR REPRESENTATIVES HAVE BEEN NEGLIGENT OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

UNDER NO CIRCUMSTANCE WILL MARKET SHARE RESOURCES OR AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, AGENTS, DIRECTORS, PARTNERS, AND EMPLOYEES OF MARKET SHARE RESOURCES BE LIABLE IN ANY WAY FOR ANY INFORMATION, DATA, TEXT, SOFTWARE, MUSIC, SOUND, PHOTOGRAPHS, GRAPHICS, VIDEO, MESSAGES OR OTHER CONTENT POSTED, E-MAILED OR OTHERWISE TRANSMITTED BY A USER OF THE SITE, INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY SUCH SITE OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY SUCH CONTENT.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 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.”

MARKET SHARE RESOURCES SHALL HAVE NO LIABILITY FOR ANY DAMAGES RESULTING FROM ANY FAILURE TO PERFORM ANY OBLIGATION HEREUNDER OR FROM ANY DELAY IN THE PERFORMANCE THEREOF DUE TO CAUSES BEYOND MARKET SHARE RESOURCES’ CONTROL, INCLUDING, WITHOUT LIMITATION, INDUSTRIAL DISPUTES OF WHATEVER NATURE, ACTS OF GOD, PUBLIC ENEMY, WAR, ACTS OF GOVERNMENT, FIRE, OTHER CASUALTY, FAILURE OF ANY LINK OR CONNECTION WHETHER BY COMPUTER OR OTHERWISE, OR FAILURE OF TECHNOLOGY OR TELECOMMUNICATIONS OR OTHER METHOD OR MEDIUM OF STORING OR TRANSMITTING THE SITE.

Your Liability

IF YOU CAUSE A TECHNICAL DISRUPTION OF THE SITE, YOU AGREE TO BE RESPONSIBLE FOR ANY AND ALL LIABILITIES, COSTS AND EXPENSES (INCLUDING ATTORNEYS FEES) ARISING FROM THAT DISRUPTION.

Applicable Law

This Site is created and controlled by Market Share Resources in the state of Arizona, United States of America. It can be accessed from all 50 states, as well as from other countries around the world. Market Share Resources makes no representations that materials on this Site are appropriate or available for use in other locations. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

The terms and conditions for use of this Site shall be governed by and construed in accordance with the statutes and the laws of the state of Arizona, without giving effect to any principles of conflicts of law. You and Market Share Resources agree and hereby submit to the exclusive personal jurisdiction and venue of Maricopa County, Arizona, and the United States District Court for the District of Arizona for the purposes of litigating any action arising from or relating to your use of this Site.

Severability

In the event any part of these Terms of Use is declared unlawful, void, or for any reason unenforceable in any respect, such part shall be deemed severed and shall not affect the validity and enforceability of any remaining provisions.

Waiver

No waiver by Market Share Resources of any right under or term or provision of these Terms of Use will be deemed a waiver of any other right, term, or provision of these Terms of Use at that time or a waiver of that or any other right, term, or provision of these Terms of Use at any other time.

Changes to these Terms

We reserve the right, in our complete and sole discretion, to change these Terms of Use at any time by posting revised terms on the Site. It is your responsibility to check periodically for any changes we may make to these Terms of Use.

Modifications to Site

Market Share Resources is continuously updating and changing the Site, and reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that Market Share Resources shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site.

Relief in Case of Breach

You agree that in the event of a breach of these Terms of Use by you or your employees, independent contractors, agents or affiliates, Market Share Resources may suffer irreparable harm and will be entitled to injunctive relief (without the necessity of posting a bond) as well as all other remedies available at law or in equity.

Other Agreements

Notwithstanding anything to the contrary herein, if you and Market Share Resources have entered into a separate written agreement that covers your use of a Market Share Resources product (including, without limitation, any License Agreement or Non-Disclosure Agreement), the terms and conditions of such agreement shall control to the extent they are inconsistent with these Terms of Use. Further, other portions of the Site may have their own Terms of Use. When accessing those other portions of the Site, the Terms of Use of such other portions of the Site control to the extent they are inconsistent with these Terms of Use.