Introduction

These Website Terms and Conditions (these “Terms”). These Terms govern access to and use of this website (this “Site”), by you or the entity that you represent (“you” or “your”). Additional terms and conditions regarding your access to and use of this Site may be posted on other areas of this Site (collectively with these Terms, this “Agreement”). Please read this Agreement carefully before using this Site. This Site is available for your use only if (i) you acknowledge and agree to be bound by the terms and provisions of this Agreement and (ii) you use it for procurement of products or information purposes. If you do not agree to be bound by the terms and provisions of this Agreement, do not access or use this Site. By accessing or using this Site, you acknowledge and agree that (i) you have read, and you are bound by, the terms and provisions of this Agreement, (ii) this Agreement constitutes a legal and binding agreement between you and GotTransmissions.com , a Wisconsin Corporation (“we,” “us” or “our”) and (iii) this Agreement and the Privacy Policy constitute the entire agreement between you and us and it supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site. Other than this Agreement, and any agreement between you and the Corporation regarding the sale of products or services, the Corporation shall not enter into any other agreement with you through this Site. Your rights to access or use this Site may be limited further by federal, state, local or jurisdictional laws, rules and regulations.

User Eligibility

You must be an individual over the age of 18 to access and use this Site. If you are under the age of 18, you may not access or use this Site without supervision by your parent or legal guardian.

Scope of this Agreement; Amendments

This Agreement governs your access to and use of this Site and all applications and services, including but not limited to the sale of products or services, available via this Site (collectively, the “Services”), except to the extent the Services are the subject of a separate agreement. We reserve the right, in our sole and absolute discretion, to amend, change, delete, modify, revise or update this Agreement at any time without notice to you. Any such amendments, changes, deletions, modifications, revisions or updates will be effective immediately upon their publication on this Site. Accordingly, you acknowledge and agree that your continued access to and use of this Site after any such amendments, changes, deletions, modifications, revisions or updates will constitute your acknowledgement and agreement to be bound by such amendments, changes, deletions, modifications, revisions or updates. Because of the possibility that this Agreement could change between your visits to this Site, we recommend that you check this Agreement each time you visit this Site.

Services

The Corporation cannot guarantee the availability of all of the Services displayed on this Site at all times. If, for whatever reason, an ordered Service is not available, the Corporation shall make an attempt to offer a suitable replacement Service when possible and if a suitable replacement is available. The prices of the Services displayed on this Site are quoted in United States dollars and are valid and effective only in the United States.

Privacy Policy

Any information collected from or provided by you at this Site is subject to the terms and provisions of our Privacy Policy (http://www.gotengines.com/privacy.html), which is incorporated by reference into this Agreement. By accessing or using this Site, you acknowledge and agree that you have read the terms and provisions of our Privacy Policy . With respect to any individual whose personal information is provided by you to us, you represent and warrant to us that you have obtained all necessary consents for the processing of such personal information contemplated by the Services you are using and by our Privacy Policy, including the transmission of such data in the United States or any other country whose laws, rules and regulations may not provide the same level of protection for the personal data as the laws, rules and regulations of such individual’s country of origin.

Site Ownership; Limited License

This Site is owned by us. Any and all intellectual property rights (collectively, the “Intellectual Property”) associated with this Site and/or its contents, including the text, graphics, images, software, audio and video clips, links, logos, icons and other items and materials contained on this Site (collectively, the “Content”), are the exclusive property of us, our affiliates and/or individuals or entities with whom we have relationships. All custom text, graphics, images, audio and video clips, logos, icons and other items contained on this Site are registered and/or unregistered trademarks, trade dress or service marks (collectively, the “Marks”) of ours, our affiliates and/or other individuals or entities that have granted us a license to use the Marks. The Intellectual Property, the Content and the Marks are protected by copyright, trade secret, trademark, trade dress, service mark, unfair competition and other applicable laws, rules and regulations in the United States and other jurisdictions, whether or not such protections are expressly identified in this Agreement. Except to the extent expressly provided in this Agreement, you may not amend, assign, change, communicate, convey, copy, create derivative works from, display, distribute, exploit, export, import, lease, loan, modify, post, publish, redistribute, rent, reproduce, republish, retransmit, revise, sell, transfer, transmit, update, upload or otherwise use, in whole or in part, the Intellectual Property, the Content or the Marks without our prior express written consent or, if not owned by us, the prior express written consent of the appropriate individuals or entities.

Subject to the terms and provisions contained in this Agreement, we hereby grant you a limited, non-exclusive, non-sublicensable, non-transferable, personal and revocable license to access and use this Site, the Services and the Content (i) in the manner presented by us, and (ii) to the extent expressly provided in this Agreement. Your use of the Site may create a copy of the Intellectual Property, Content and/or Marks into your computer’s random access memory, hard drive and/or proxy server; such limited use is permitted under these Terms. No other right or license with respect to the Intellectual Property, the Services or the Content is granted or implied.

Restrictions on the Use of this Site

In addition to the other restrictions contained in this Agreement, you acknowledge and agree that you will not, directly or indirectly, without our prior express written consent, (i) disguise the origin of information transmitted to or through this Site, (ii) access or use this Site, the Services or the Content for any purpose or in any manner inconsistent with the terms and provisions of this Agreement, (iii) violate any federal, state, local or jurisdictional law, rule or regulation while accessing or using this Site, the Services or the Content, (iv) infringe upon or violate the intellectual property rights, privacy rights, moral rights, rights of attribution or any other similar rights of any individual or entity while accessing or using this Site, the Services or the Content, (v) post, publish or transmit any information on this Site that is abusive, defamatory, false, harassing, harmful, inaccurate, inappropriate, libelous, misleading, offensive, obscene, profane, sexually explicit, threatening, unlawful, vulgar or otherwise objectionable, (vi) post or publish any information on this Site that is intended to advertise or solicit business, including any multi-level marketing scheme, or that is a chain letter or part of a pyramid scheme, (vii) install, upload or otherwise introduce any material to this Site that contains any time bombs, trojan horses, viruses, worms or other computer programming routines that could alter damage, expropriate, intercept or interfere with this Site, the Services or the Content, (viii) frame or utilize framing techniques to enclose any portion or aspect of the Content, (ix) corrupt, hack, modify or otherwise tamper with this Site, the Services or the Content, (x) impersonate any individual or misrepresent your affiliation with any individual or entity, or (xi) access or use this Site in any manner that reflects negatively on our reputation or goodwill. As a condition of your use of this Site, you represent and warrant to the Corporation that you will not use this Site for any purpose that is unlawful, immoral or prohibited by this Agreement.

Links

As a courtesy to you, the Site may contain links to websites and resources owned by other individuals and entities (collectively, the “Third Party Sites”). If you utilize the links to the Third Party Sites, you will leave this Site. If you decide to visit the Third Party Sites, you acknowledge and agree that (i) you do so at your own risk, (ii) it is your responsibility to guard against time bombs, trojan horses, viruses, worms or other computer programming routines that could alter damage, expropriate, intercept or interfere with your computer system, (iii) we are not endorsing, nor are we responsible for, the information or the content contained on the Third Party Sites, or the products or services promoted, offered by or sold on the Third Party Sites (including anything that could be abusive, defamatory, false, harassing, inaccurate, inappropriate, libelous, misleading, offensive, obscene, sexually explicit, threatening, unlawful, vulgar or otherwise objectionable, or that could be in violation of any federal, state, local or jurisdictional law, rule or regulation), (iv) your access to and use of the Third Party Sites is subject to the Third Party Sites’ terms and conditions of use (including their respective privacy polices), (v) we are not responsible for the availability of the Third Party Sites, (vi) we are not making any representations or warranties regarding the accuracy, appropriateness, availability, completeness, freedom from viruses, performance, quality, security or timeliness of the Third Party Sites or their contents (including the text, graphics, images, software, audio and video clips, links, logos, icons and other items and materials contained on the Third Party Sites), (vii) we are not liable for any consequential, direct, exemplary, incidental, indirect, punitive, special or other claims, damages, expenses (including reasonable attorneys’ and paralegals’ fees) and other losses, including damages for loss of use of the Services or the Content, lost access to this Site, lost goodwill or profits, or other intangible losses, whether in contract, tort (including negligence), strict liability, product liability or any other theory of liability, arising out of, connected with or related to the Third Party Sites.

Linking to any page of the Site (including through deep links or framed links) is prohibited in the absence of a separate linking agreement with us. Any website or other device that links to http://www.gotengines.com or any page available in this Site is prohibited, without our prior express written consent, from (i) replicating the Content, (ii) using a browser or border environment around the Content, (iii) implying in any fashion that we or any of our affiliates are endorsing it or its products or services, (iv) stating any fact, or failing to state any fact, that is misleading or that otherwise implies that we or any of our affiliates are endorsing it or any of its products or services or that we or any of our affiliates has any relationship with it, (v) presenting false information about us or our products or services, and (vi) using any of the Intellectual Property, the Content or the Marks.

Member Account, Password and Security

If any of the Services require you to open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You also will be required to select a user name and password. You are entirely responsible for maintaining the confidentiality of your user name and password. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss that you may incur as a result of someone else using your account or password, either with or without your knowledge. However, you could be held liable for losses incurred by us or another party due to any authorized or unauthorized use of your account. You may not use another’s account without the permission of such account holder.

User Information

We do not want you to, and you should not, post, publish or transmit any of your confidential or proprietary information on, through or to this Site, whether in the form of answers, comments, concepts, e-mails, feedback, ideas, inputted data, inventions, know-how, messages, plans, questions, suggestions, techniques, uploaded files or otherwise (collectively, the “User Information”). In the event you choose to post, publish or transmit any of the User Information on, through or to this Site, you acknowledge and agree that (i) such User Information will not be treated as confidential or proprietary, (ii) you are responsible for the accuracy and correctness of such User Information, (iii) you are granting us an irrevocable, royalty-free, unlimited and worldwide license to assign, communicate, convey, copy, create derivative works from, display, distribute, exploit, export, lease, loan, post, publish, redistribute, rent, reproduce, republish, retransmit, sell, transfer, transmit or otherwise use such User Information for any purpose whatsoever, (iv) you waive any and all claims against us and our affiliates regarding the use of the User Information, including any claims regarding infringement of intellectual property rights, and (v) we reserve the right, in our sole and absolute discretion, to amend, change, delete, modify, reject, revise or update any of the User Information at any time without notice to you. Please see our Privacy Policy (http://www.gotengines.com/privacy.html) for other terms and provisions regarding the User Information.

Site Connection and Monitoring

You acknowledge and agree that you are responsible for (i) providing all personal computer and communications equipment necessary to access and use this Site, (ii) all charges related to connecting to this Site, and (iii) obtaining or providing all telephone access lines, telephone and computer equipment (including modems), or other access devices that are necessary to access and use this Site. Any dispute or problem regarding internet connection is between you and your local phone company or internet service provider.

We are under no obligation to monitor this Site. However, you acknowledge and agree that we may monitor this Site to (i) comply with any necessary laws, rules and regulations, (ii) operate this Site properly, or (iii) protect you, us or our affiliates.

Site Location; International Users

This Site originates from Wisconsin. We make no representations or warranties that this Site, the Services or the Content are appropriate or available for use in any location other than Wisconsin, including any location outside of the United States. The United States and certain other jurisdictions control the export of products, services and information. You acknowledge and agree that you will comply with all of the United States’ and other applicable jurisdictions’ laws, rules and regulations regarding (i) the import, export and re-export of the Services and the Content to individuals or entities located outside of the United States, (ii) content posted, published and/or transmitted over the Internet, and (iii) the posting, publishing and/or transmission of technical data imported, exported or re-exported from the United States or the country in which you physically reside.

Termination

You acknowledge and agree that we, in our sole and absolute discretion, may discontinue, limit, suspend or terminate your access to and/or use of the Site, the Services and/or the Content at any time, and for any reason (including your lack of use of the Site or your breach of this Agreement), without notice to you (even if other individuals and entities continue to have access to and use of the Site, the Services and/or the Content). If we discontinue, suspend or terminate your access to or use of the Site, the Service or the Content, you acknowledge and agree that you will (i) discontinue your access to and use of the Site, the Services and/or the Content, as applicable, immediately, and (ii) destroy any copies of the Content in your possession immediately. Your access or use of the Site, the Services or the Content after any discontinuation, suspension or termination will constitute an act of trespass.

Indemnification

You agree to indemnify and defend us, and our successors, assigns, partners, members, owners, shareholders, trustees, directors, officers, affiliates, licensors, licensees, agents and representatives (collectively the “Indemnified Parties”), with respect to, and hold the Indemnified Parties harmless from, any claims, damages, expenses (including reasonable attorneys’ and paralegals’ fees) and other losses that the Indemnified Parties, or any of them, may directly or indirectly incur or suffer by reason of, or which results from, arises out of or is based upon (i) your access to or use of the Site, the Services, the Content, the Third Party Sites or the Internet, (ii) your posting, publishing or transmitting of the User Information on, through or to this Site or the Third Party Sites, (iii) any discontinuation, suspension or termination of the Site, the Services or the Content, and (iv) your violations of any of the terms or provisions of this Agreement.

Limitation of Liability

TO THE FULLEST EXTENT ALLOWED BY LAW, WE, ON BEHALF OF OURSELVES AND THE REMAINING INDEMNIFIED PARTIES, EXPRESSLY DISCLAIM ANY LIABILITY FOR ANY CONSEQUENTIAL, DIRECT, EXEMPLARY, INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL OR OTHER CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS’ AND PARALEGALS’ FEES) OR LOSSES, INCLUDING DAMAGES FOR LOSS OF USE OF THE SERVICES, THE CONTENT OR ACCESS TO THIS SITE FOR WHATEVER REASON INCLUDING BUT NOT LIMITED TO MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, LOSS OF DATA, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, FAILURE TO PERFORM DUE TO ACTS OF GOD, THEFT, DESTRUCTION OR UNAUTHORIZED USE OF THE CORPORATION’S RECORDS OR PROGRAMS, LOST ACCESS TO THIS SITE, LOST GOODWILL OR PROFITS, OR OTHER INTANGIBLE LOSSES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY OR ANY OTHER THEORY OF LIABILITY, ARISING OUT OF, CONNECTED WITH OR RELATED TO (i) YOUR ACCESS TO OR USE OF THE SITE, THE SERVICES, THE CONTENT, THE THIRD PARTY SITES OR THE INTERNET, (ii) YOUR POSTING, PUBLISHING OR TRANSMITTING OF THE USER INFORMATION ON, THROUGH OR TO THIS SITE OR THE THIRD PARTY SITES, (iii) ANY DISCONTINUATION, SUSPENSION OR TERMINATION OF THE SITE, THE SERVICES OR THE CONTENT, AND (iv) YOUR VIOLATIONS OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT, EVEN IF WE WERE ADVISED OF SUCH POSSIBILITY, OR IF SUCH CLAIM, DAMAGE, EXPENSE OR LOSS WAS FORESEEABLE IN ANY WAY. IN THE EVENT ANY INDEMNIFIED PARTY IS FOUND TO BE RESPONSIBLE TO YOU FOR ANY CLAIM, DAMAGE, EXPENSE OR LOSS, SUCH INDEMNIFIED PARTY SHALL BE LIABLE ONLY FOR ACTUAL CLAIMS, DAMAGES, EXPENSES OR LOSSES. TO THE FULLEST EXTENT ALLOWED BY LAW, YOUR REMEDIES CONTAINED IN THIS AGREEMENT ARE EXCLUSIVE.

BEFORE SEEKING LEGAL RECOURSE FOR ANY CLAIM, COST, DAMAGE, EXPENSE OR CLAIM THAT YOU BELIEVE YOU HAVE SUFFERED AS A RESULT OF YOUR ACCESS TO OR USE OF THE SITE, THE SERVICES OR THE CONTENT, YOU ACKNOWLEDGE AND AGREE THAT YOU WILL GIVE US AT LEAST THIRTY (30) DAYS’ WRITTEN NOTICE PRIOR TO INITIATING ANY LEGAL ACTION, WHICH NOTICE SHALL SPECIFY SUCH CLAIM, COST, DAMAGE, EXPENSE OR CLAIM.

Disclaimer of Warranties

THIS SITE, THE SERVICES AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR ACCESS TO THIS SITE AND YOUR USE OF THE SERVICES, THE CONTENT AND THE INTERNET, IS AT YOUR SOLE RISK. YOU SOLELY ARE RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR FOR ANY LOSS OF DATA RESULTING FROM YOUR ACCESS TO OR USE OF THIS SITE, THE SERVICES, THE CONTENT OR THE INTERNET.

NEITHER WE, NOR ANY OF THE REMAINING INDEMNIFIED PARTIES, MAKE ANY REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS OF ANY KIND REGARDING (i) THIS SITE, THE SERVICES, THE CONTENT OR THE INTERNET, INCLUDING WITH RESPECT TO THE ACCURACY, APPROPRIATENESS, AVAILABILITY, COMPLETENESS, FREEDOM FROM VIRUSES, BUGS, ERRORS OR OTHER HARMFUL COMPONENTS, PERFORMANCE, QUALITY, SECURITY OR TIMELINESS OF THIS SITE, THE SERVICES, THE CONTENT OR THE INTERNET, OR (ii) THE THIRD PARTY SITES. NO ORAL ADVICE FROM US OR ADVICE OR INFORMATION PROVIDED ON THIS SITE SHALL CREATE ANY WARRANTY THAT IS NOT EXPRESSLY STATED BY US IN THIS AGREEMENT.

TO THE FULLEST EXTENT ALLOWED BY LAW, WE, TOGETHER WITH OUR AFFILIATES AND LICENSORS, EXPRESSLY DISCLAIM ALL EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES AND ENDORSEMENTS OF ANY KIND, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS, REGARDING THIS SITE, THE SERVICES, THE CONTENT OR THE INTERNET. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE LIMITATIONS CONTAINED IN THIS SECTION OF THIS AGREEMENT MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED AND WARRANTIES ARE EXCLUDED TO THE GREATEST EXTENT PERMITTED BY LAW, BUT SHALL IN NO EVENT EXCEED $100.00.

YOU ACKNOWLEDGE AND AGREE THAT THE TERMS AND PROVISIONS CONTAINED IN THIS AGREEMENT ARE FAIR AND REASONABLE.

Procedure for Making Claims of Copyright Infringement

In accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512), we are registered with the United States Copyright Office as a Service Provider. Any notifications of claimed copyright infringement must be sent to our Copyright Agent:

GotTransmissions.com
Email: [email protected]

Safe Harbor Provisions

This Site may contain projections or other forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended (“PSLRA”), which are subject to risks and uncertainties and speak only as of the date on which they are made. Those projections and forward-looking statements may be identified by words such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forward looking,” “intend,” “pro forma,” “will” and similar words. You are cautioned not to place undue reliance on those projections forward-looking statements because they speak only as of the date on which they were made. We undertake no obligation to update publicly or revise any projections or forward-looking statements. Important factors that could cause actual results to differ materially from our projections and forward-looking statements are described in our periodic reports, including our Annual Report on Form 10-K and our quarterly reports on Form 10-Q, that are filed with the Securities Exchange Commission.]

Survival of Certain Provisions

The termination or expiration of this Agreement for any reason will not terminate the obligations or liabilities of the parties under this Agreement, including those regarding warranties, liabilities, proprietary rights and any others that by their sense and context are intended to survive the execution, delivery, performance, termination and expiration of this Agreement.

Governing Law, Waiver of Jury Trial and Venue

THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE DOMESTIC LAWS OF THE STATE OF Wisconsin, WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR CONFLICTING PROVISION OR RULE (WHETHER OF THE STATE OF Wisconsin, OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF CALIFORNIA TO BE APPLIED. THE PARTIES HERETO WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT OR PROCEEDING BROUGHT TO ENFORCE OR DEFEND ANY RIGHTS OR REMEDIES UNDER THIS AGREEMENT OR ANY DOCUMENTS RELATED HERETO. THE PARTIES HERETO AGREE THAT ALL DISPUTES AMONG THEM ARISING OUT OF, CONNECTED WITH, RELATED TO, OR INCIDENTAL TO THE RELATIONSHIP ESTABLISHED AMONG THEM IN CONNECTION WITH THIS AGREEMENT SHALL BE RESOLVED EXCLUSIVELY BY STATE OR FEDERAL COURTS LOCATED IN Wisconsin, AND ANY APPELLATE COURT FROM ANY THEREOF. YOU HEREBY WAIVE ANY OBJECTION THAT YOU MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE OR TO THE JURISDICTION OF ANY SUCH ACTION, SUIT OR PROCEEDING. YOU ACKNOWLEDGE AND AGREE THAT ANY CLAIM OR CAUSE OF ACTON BROUGHT BY YOU AGAINST US OR ANY OF OUR AFFILIATES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE.

Miscellaneous Terms

Except to the extent expressly provided in another written agreement between you and us, this Agreement constitutes the entire agreement between you and us with respect to the subject matter hereof, and it supersedes any prior agreements between you and us with respect to the subject matter hereof. If any term or provision under this Agreement is found to be invalid or unenforceable by any court having competent jurisdiction, such invalidity or unenforceability shall not affect the validity or enforceability of the remaining terms and provisions of this Agreement, which shall remain in full force and effect. No waiver of any term or provision of this Agreement shall be deemed to be a further or continuing waiver of such term or provision, or of any other term or provision. We may assign our rights and obligations under this Agreement to any individual or entity at any time and without notice to you. The section headings used in this Agreement are for convenience only and have no legal effect.

Customer Service

If you have any questions or comments regarding this Site, please contact us at [email protected].