TERMS OF USE AGREEMENT FOR ALL SERVICES AND THE WEBSITES


PetCert™ requires that you carefully read, understand and agree to the following Terms and Conditions contained in this Terms of Use Agreement ("Agreement"). By accessing, browsing or using this website, or the websites of the below-listed companies, divisions or service groups, or any page thereof, through any direct or indirect means (individually or collectively, "Websites" or "Website"), or by using the goods, facilities or services offered in or through the Websites through alternative methods (including, for example, telephone, mail, text, email or facsimile), you accept and agree to be bound by these Terms of Use (the terms "Website" and "Websites" include use through these alternative methods).


This agreement contains an agreement to arbitrate all claims and contains disclaimers of warranties and liability and your indemnity to us. These provisions form an essential basis of our bargain. If you do not agree to these Terms and Conditions, you are not authorized to access or use the Websites and you are to cease accessing or otherwise using the Websites.


For purposes of this Agreement, “Website,” “Site,” or “Services” refers to PetCert and its goods, facilities, and services.  "You," or "Your" means the person(s) using PetCert’s Site or Services, including Services offered through alternative methods, including persons that allow others to provide information about themselves to PetCert, including rescues, shelters, and other pet adoption-related individuals or groups on PetCert's network ("Adoption Organizations" or “Organizations”), and including persons who wish to use PetCert’s Pet Certification Services so that an Organization might allow them to adopt a pet (“Potential Adopters”). "PetCert," "us," or "we" means, but is not limited to PetCert, Inc. and its divisions and service groups.


THE DISCLOSURES AND CONSENT REQUIRED UNDER CERTAIN STATE LAWS ARE DEEMED TO BE PROVIDED, RECEIVED AND AGREED TO BY USE OF THE WEBSITES.


PetCert (hereinafter “PetCert”) operates the Websites and shall have the right at any time to change or discontinue any aspect or feature of the Websites and the right to modify the terms and conditions applicable to users of the Websites, including these Terms of Use, or any part hereof. Such changes, modification, additions or deletions shall be effective immediately upon the posting of such changes on the Websites. Any use by you of the Websites or the goods, facilities, or services offered in or through the Websites shall be deemed to constitute acceptance of such changes. By accessing this Site you agree to be bound by these Terms of Use. The Site is intended for individuals who are at least 18 years of age and reside in the United States and the District of Columbia. If you are under 18 years of age or reside outside of the United States or the District of Columbia, you should not be visiting this Site or utilizing PetCert’s Services.


Disclaimer of Warranties and Liability


PetCert does not provide any kind of professional advice or services, it merely collects and evaluates information provided to it by Adoption Organizations, Potential Adopters, and third parties such as veterinarian offices. PetCert does not control the content of the public documents used to create a Potential Adopter’s Pet Certification Score, and we cannot change that information. No Potential Adopter has the right to have accurate and current information removed from his or her report.


Information and products offered by PetCert and others through this Site are provided "as is" and without any express or implied warranty or representation of any kind, including warranties of merchantability, fitness for a particular purpose, or non-infringement. PetCert makes no representation concerning, nor does it warrant or guaranty the correctness, comprehensiveness, completeness, accuracy, timeliness, merchantability, or fitness for any particular use or purpose of any information, products, or services offered by PetCert and others through this Site. In no event will PetCert be liable to any party for any damages of any kind, including but not limited to direct, indirect, special or consequential damages, for any use of or inability to use this Site or Services or any linked site including, without limitation, lost profits, loss of use, business interruption, loss of programs or other data, or failure to achieve any particular result, whether in an action based on contract, negligence, other tort, or strict liability, even if PetCert is expressly advised of the possibility of those types of damages.  Use of the Site or Services is at your own risk, under no circumstances will PetCert be liable for any loss or damage caused by an Adoption Organization or Potential Adopter’s reliance on information obtained through the Sites or Services. Some jurisdictions do not allow the exclusion or limitation of warranties or damages in certain types of agreements, so the above exclusions or limitations may not apply to you.


A PetCert Certification is the result of a complex interaction of the information provided to us by Potential Adopters and information we collect, both information available publicly such as a Potential Adopter’s criminal history, applicable state and local laws and ordinances, and information we investigate, including Adoption Organization-preferred variables (e.g., fence height), and veterinarian references, among other things.  The process of computing the Certification is patented and copyrighted.  All rights are reserved.  See Copyright Section below.


Information Security Policy and Confidentiality


PetCert’s Policy with respect to the privacy of Potential Adopters’ personally identifiable and other information is set forth in our Privacy Policy, which you should review carefully.  


PetCert Services


PetCert does not make adoption decisions.  PetCert does not endorse any particular Adoption Organization or pet or any other product.  Since everyone’s circumstances are different, Potential Adopters should make their own determination of which Organization, if any, they wish to work with, and which available pet, if any, is most appropriate to their particular circumstances.  PetCert does not have any knowledge of any particular adoptable animal and does not warrant, endorse or otherwise certify or suggest that any particular animal is suitable for adoption.  Our Certification is related to the Potential Adopter rather than the pet in question.  You are under no obligation to use this Site, except to the extent that a third party Adoption Organization might require Potential Adopters to go through the PetCert Certification Process prior to the Adoption Organization rendering an adoption decision.  PetCert does not guarantee that the Adoption Organization a Potential Adopter selects will accept a Potential Adopter’s application, that the Organization will accept a Potential Adopter’s application for a particular pet, or that the particular pet is suitable for adoption.  


While we work with Adoption Organizations experienced in working with Potential Adopters who have a variety of circumstances, if a Potential Adopter has circumstances that would make him or her a less-preferred adopter, such as a violent criminal history or poor veterinarian references, then it is less likely that the Adoption Organization will accept the Potential Adopter’s application.  Whether a Potential Adopter’s application is accepted is at the Adoption Organization’s discretion at all times.   The decision to adopt a pet to the Potential Adopter is always the responsibility of the Adoption Organization.


Deactivation/Termination of Your Registration 


You may deactivate your registration on this Site or Service at any time and for any reason, by sending an email request to LEGAL@pet-cert.com.  We may terminate your use of and registration on the Site or Service at any time and for any reason, with or without cause, without prior notice to you and without any liability or further obligation of any kind whatsoever to you or any other party.


Cancellation of Recurring Billing


By agreeing to this customer agreement, you are agreeing to provide 30 days’ notice of cancellation where you have automatic renewal of your PetCert certification or in the case of certain Adoption Organizations, where you have automatic renewal of your PetCert organization page.  You may cancel either by filling out the form at http://pet-cert.com/Org/OrgHome or by calling our customer service hotline at 901 555-5309.  All cancellations are effective at least thirty days from their requested date, and are not prorated. For example, if your account automatically renews every month on the 4th, and you call or write in to cancel your account on April 5th, your account will run through June 4th because 1 thirty days after April 5th is May 5th, which is after your next billing date.  As a result, your account closes effective June 4th, which is the end of the billing period after the effective date of your cancellation.


Trademark Rights


The PetCert product and service names references in this Site, including without limitation PetCert, the PetCert logo, myPetCert, PetCert Grade, PetCert Process, and PetCert SLOGAN (collectively, the “PetCert Marks”) are trademarks or registered trademarks of PetCert, Inc., in the United States and may be trademarks or registered trademarks of PetCert, Inc., in other countries.  Other products and company names mentioned on the Site may be the trademarks of their respective owners.


Copyright Notice


Copyright Notice:  ©2012-2015 PetCert, Inc., All Rights Reserved. Except as otherwise provided, PetCert owns all content contained in this Site, including without limitation computer code and the information, materials, text, graphics, Site design, and the selection, assembly and arrangement of those items ("Content"). The Content is protected by copyright laws of the U.S. and other countries, and you may not use it for any commercial purpose or copy, distribute, display, modify, reproduce, perform, publish, post, or reverse engineer any Content, in whole or in part, without the prior written permission of PetCert. For more information please email your request to Contact Us or send regular mail to Legal Affairs; PetCert; PetCert, Inc. 1519 Union Avenue Suite 186 Memphis, TN 38104; USA.


Linking Policies


You are granted a limited, non-exclusive right to create a hypertext link to this Site provided that the link (i) does not portray PetCert and/or its affiliates or any of their respective products in a false, misleading, derogatory, or otherwise defamatory manner; and (ii) does not imply any sponsorship, approval, endorsement, or affiliation of your web site or products by PetCert. This limited linking right may be revoked by PetCert at any time. You may not modify or alter the appearance or Content of the Site, nor use framing techniques to enclose any PetCert web page, nor use or copy any trademark, logo, or other proprietary information, including the images found at this Site, the content of any text or the layout/design of any page or form contained on a page without PetCert’s express written consent. To obtain consent, please email your request to Contact Us or send regular mail to Legal Affairs; PetCert; PetCert, Inc. 1519 Union Avenue Suite 186 Memphis, TN 38104; USA.


You are granted only a limited license to link to this Site and nothing in these Website Terms of Use grants you any rights in (i) any PetCert Marks; (ii) the Content; (iii) any computer code; or (iv) any other intellectual property or proprietary rights of PetCert.


PetCert makes no representations, warranties, or endorsements with respect to any non-PetCert web site which may be accessed through a link on this Site. When you access a non-PetCert web site, please understand that PetCert has no control over the content or information or any products or services offered at that site or the privacy policies relating to that site.


International Use


Unless otherwise specified, the materials on this Site are intended for use by US residents only. Recognizing the global nature of the Internet, you agree to comply with all local laws including, without limitation, laws about the Internet, data, email, export, or privacy. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which you reside.


Dispute Resolution


PLEASE READ CAREFULLY. THIS AFFECTS YOUR RIGHTS.


The Site is controlled and operated by PetCert in the State of Tennessee and this Agreement will be governed by, construed and enforced in accordance with the laws of the State of Tennessee, as it is applied to agreements entered into and to be performed entirely within that State.


You agree that any dispute or claim arising out of or relating in any way to your use of the Site or the Services provided by PetCert must be resolved exclusively by binding arbitration in accordance with the terms and procedures set forth in below.


We will try work in good faith to resolve any issue you have with our products or the Site if you bring that issue to the attention of our customer service department. However, we realize that there may be rare cases where we may not be able to resolve an issue to a customer's satisfaction. You agree that any dispute or claim arising out of or relating in any way to your use of the Site must be resolved exclusively by binding arbitration. The only exception would be if you have violated or threatened to violate the intellectual property rights of PetCert or any third party, in which case PetCert or that third party may go to court to seek an injunction or other appropriate relief. Unless a different procedure is required by applicable law, the arbitration will be conducted before a single arbitrator in accordance with the rules of the American Arbitration Association ("AAA"), including the AAA's Supplementary Procedures for Consumer Related Disputes (see http://www.adr.org/sp.asp?id=22014#SUPP or contact AAA at 800-778-7879 for additional information). Unless a different result is required by applicable law, no claims of any other parties may be joined or otherwise combined in the arbitration proceeding. In other words, you agree that you will not be allowed to file a class action or any kind of class or joint arbitration.


If you intend to seek arbitration you must first send, by certified mail, a written notice of dispute to us at the following address:  PetCert, Inc. 1519 Union Avenue Suite 186 Memphis, TN 38104 The notice must describe the nature and basis of the claim or dispute and set forth the specific relief you seek from us. If an agreement to resolve the claim is not reached within 30 days after the notice is received by PetCert, you may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made shall not be disclosed.


After we receive notice that you have commenced arbitration, we will promptly reimburse you for your payment of the filing fee. If you are unable to pay this fee upfront, we will pay the filing fee directly upon receiving your written request. If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, at an in-person hearing, or at a hearing conducted via telephone as established by the AAA Rules. Any hearings for a claim that exceeds $10,000 will be determined by the AAA Rules. Except as otherwise provided for herein, we will pay all AAA filing, administration and arbitrator fees for any arbitration initiated in accordance with the above arbitration notice requirements. However, if the arbitrator finds that the substance of your claim or the relief sought by you was frivolous or was brought for an improper purpose, then payment of such fees will be determined by the AAA Rules, and you agree to pay all amounts that you are obligated to pay under the AAA Rules or reimburse us for all amounts previously disbursed by us in satisfaction of such obligations. The arbitrator may rule on and resolve disputes as to the payment and reimbursement of fees and expenses (including reasonable attorneys’ fees) at any time during the arbitration proceeding, pursuant to the AAA Rules and applicable law. Except for punitive and consequential damages (which the arbitrator is not authorized to award), and subject to the terms of this Agreement, the arbitrator is authorized to award either party any money damages or any provisional or equitable remedy permitted by applicable law.


The award of the arbitrators may be enforced by the prevailing party in any court having jurisdiction. Each party consents to the non-exclusive jurisdiction of the courts of the State of Tennessee or to any Federal Court located within the State of Tennessee for any action (i) to compel arbitration, (ii) to enforce any award of the arbitrators, or (iii) at any time prior to the qualification and appointment of the arbitrator, for temporary, interim, or provisional equitable remedies.


If these arbitration terms are held to be invalid or otherwise unenforceable for any reason, it will be severed from this Agreement and the parties agree that exclusive jurisdiction and venue for any claims will be in state or federal courts in Memphis, Tennessee.


You agree that, even if a statute of limitations or other law provides for a longer time period, any action against PetCert, its officers, directors, employees, agents, licensors, suppliers and any third party providers of information, products, or services relating to the Site or any information, products, or services available on or from the Site must be brought within 12 months after the event that gave rise to the cause of action or it is forever barred.


BECAUSE YOUR USE OF THE SITE AND ANY PRODUCT HEREUNDER REQUIRES THAT YOU CONSENT TO ARBITRATION OF YOUR CLAIMS OR DISPUTES, YOU WILL NOT HAVE THE RIGHT TO PURSUE YOUR CLAIM IN COURT OR BEFORE A JUDGE OR JURY OR TO PARTICIPATE IN A CLASS ACTION OR ANY OTHER COLLECTIVE OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR'S DECISION WILL BE FINAL AND BINDING. OTHER RIGHTS THAT EITHER PARTY WOULD HAVE IF THAT PARTY WENT TO COURT, INCLUDING WITHOUT LIMITATION THE RIGHT TO CONDUCT DISCOVERY OR TO APPEAL, MAY BE LIMITED OR UNAVAILABLE IN ARBITRATION. IF ANY COURT WERE TO FIND THAT THE ARBITRATION CLAUSE WERE UNENFORCEABLE FOR ANY REASON, THEN YOU AGREE TO PURSUE YOUR CLAIM EXCLUSIVELY IN A STATE OR FEDERAL COURT IN MEMPHIS, TENNESSEE, AND AGREE THAT A JUDGE RATHER THAN A JURY IS TO ADJUDICATE YOUR CLAIM.


Indemnification


You agree to indemnify, defend and hold harmless PetCert and its affiliates, and their respective officers, directors, employees, agents, licensors and suppliers, and any third party providers of information or services to the Site, from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from your violation of the Website Terms of Use or any Customer Agreement applicable to products you have purchased or use, or your violation of the intellectual property rights of PetCert or any of those other parties.


Electronic Communications/Notices and Information to be Delivered Electronically


Petcert may choose to electronically deliver all information related to its services and your requests.  PetCert’s electronic communications to you may transmit or convey information about action taken on your request, portions of your request that may be incomplete or require additional explanation, any notices required under applicable law, other terms, conditions and documents, and the Privacy Policies of Petcert and its affiliates.


You agree to receive all current and future notices, disclosures, communications and information, and to do business electronically with PetCert. This means that PetCert may communicate with you by sending a message to the email address you provided or at another address that may be associated with you that we receive from Adoption Organizations, Potential Adopters, or other parties. You agree that you meet the below technical requirements and are able to access and retain copies of notices and information sent or made available electronically.


Limitation on Damages


In no event will PetCert have any liability to you in excess of actual compensatory damages.  You irrevocably waive any claim to consequential, punitive, or exemplary damages.


Errors and Delays


Petcert is not responsible for any errors or delays or failure to perform due to causes beyond our reasonable control.  This includes but is not limited to delays in responding to a request or form caused by, including but not limited to, an incorrect email address provided by you or other technical problems beyond our reasonable control.


Legal Affairs


If you should have reason to contact Legal Affairs, please do so at the following address:


PetCert, Inc. 1519 Union Avenue Suite 186 Memphis, TN 38104


Force Majeure 


PetCert shall not have any liability to you by reason of any delay or failure to perform any obligation hereunder if the delay or failure to perform is occasioned by force majeure, which shall refer to any act of God, storm, fire, casualty, unanticipated work stoppage, power outage, satellite failure, strike, lockout, labor dispute, civil disturbance, riot, war, national emergency, Governmental action, or other cause beyond its control.


Miscellaneous


No Waiver. No waiver by PetCert of any breach of this Customer Agreement or the referenced Website Terms of Use, Privacy Policy, or other referenced documents, will constitute a waiver of any other breach of the same or other provisions. Any waiver must be in writing.


Entire Agreement. These Terms of Use, together with the applicable Customer Agreement(s), Privacy Policy and other documents referred to herein and therein, constitute the entire agreement between you and PetCert with respect to your use of this Site and the products and services you obtain from this Site.


Severability.  If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above and in the referenced documents, then the invalid or unenforceable provision will be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect.


Assignability.  PetCert may assign its rights and obligations under these Terms, in whole or in part, to any party at any time without any notice.  These Terms may not be assigned by you and you may not delegate your duties under them, without the prior written consent of PetCert.


Section Titles.  The section titles in this Agreement are inserted only as a matter of convenience and have no legal or contractual effect.  


Effect of Drafting.  You agree that this Agreement will not be construed against PetCert by virtue of PetCert having drafted them.


Admissibility. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All rights not expressly granted herein are reserved.


NOTICE TO ILLINOIS RESIDENTS: MANY GOVERNMENT RECORDS ARE AVAILABLE FREE OR AT A NOMINAL COST FROM GOVERNMENT AGENCIES.


Viruses and Other Problems. It is your responsibility to protect your system from such items as viruses, worms, Trojan horses and other destructive items, and to keep any logon ID and passwords you use to access the Site secret.


All rights reserved. If we have not specifically granted you a right under these Website Terms of Use or a Customer Agreement, that right is reserved to PetCert.


PetCert respects the intellectual property rights of others and asks you to do the same.


IF YOU DO NOT AGREE TO BE LEGALLY BOUND BY ALL OF THE FOREGOING TERMS PLEASE DO NOT ACCESS AND/OR USE THE SERVICE.


PLEASE PRINT AND RETAIN A COPY OF THIS AGREEMENT FOR YOUR RECORDS.