Terms of Service

Last Updated: August 26, 2014.

Agora Labs is a web-based service that allows its members to collect and organize products.

Please carefully review these terms of use and conditions (collectively, "Terms of Use"). These Terms of Use are between you and the owners of Agora Labs, Inc. ("Agora Labs", "we", "us," or our"). These Terms of Use along with our Privacy Policy http://agora.sh/privacy.html govern your use of the Agora Labs browser extension and website, at http://agora.sh (the "Site"), including your use of the content found on the Site or publishing your own content on the Site.

Your continued use of the Site constitutes acceptance of these Terms of Use, which are subject to change from time to time, and without notice. You should periodically review these Terms of Use for any changes. Unless stated otherwise, any changes to these Terms of Use will take effect on the date they are posted.

1. The Site

The text, comments, images, graphics, data, links, software, audio, video, or other materials ("Content") found on the Site is provided to you by us and users of the Site, including people like you. The Content found on the Site is either owned by us or the person or entity that published it, subject to a license granted to Agora Labs, and therefore, the Content cannot be republished on any third party website by you or any other third-party without consent from the person that published it or prior written consent from Agora Labs.

All trademarks, trade names, tag lines remain the sole and exclusive property of Agora Labs or their respective owners. The Content found on the Site is not reviewed, screened, censored, edited, or otherwise modified by Agora Labs. By using the Site, you expressly relieve us from any and all liability arising from your use of the Site.

We may change, suspend or discontinue any aspect of the Site at any time, including the availability of any Site feature, database, or Content. Agora Labs may also impose limits on certain features and services or restrict your access to parts or all of the Site without notice or liability.

This Site is intended for persons at least 13 years old. In accordance with the Federal Children's Online Privacy Protection Act of 1998 (COPPA), Agora Labs will never knowingly solicit nor will it accept personally identifiable information from users known to be under thirteen (13) years of age.

The Site may contain links to third-party websites that are not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites. In addition, we will not and cannot censor or edit the content of any third-party site. By using this Site, you expressly relieve us from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave this Site to read the terms and conditions and privacy policies of every website that you visit.

2. Posting Content on the Site.

You may post Content on the Site, provided you do so under the terms and conditions in these Terms of Use. By posting content on the Site, you hereby grant us a worldwide, royalty-free nonexclusive, transferable, perpetual license to your Content.

When you post Content to the Site, you are granting us, or warranting to us that the owner of such Content has expressly granted us, a worldwide, royalty-free, transferable, perpetual, non-exclusive right to use, reproduce, modify, translate, adapt, publish, create derivative works therefrom, transmit, distribute, perform, display and delete such Content (in whole or in part) and to incorporate such Content in other works in any form, media or technology now known or hereafter developed. Among other things, this grant allows us the ability to display commercial advertising on the Site in connection with the Content.

By posting Content on the Site you agree that the material you are posting: (i) does not violate any applicable law, statute, ordinance, or regulation; (ii) does not violate the contractual or fiduciary rights of any third party; (iii) does not infringe any third party's intellectual property rights, rights of publicity, or privacy; (iv) is not false or misleading or fraudulent; (v) does not misrepresent your affiliation with any person or entity; (vi) is not defaming; and (vii) is not pornographic, indecent, lewd, or suggestive.

3. Digital Millennium Copyright Act

Agora Labs respects the intellectual property rights of others and expects users to do the same. Pursuant to 17 U.S.C 512(c)(3) (Digital Millennium Copyright Act of 1998), Agora Labs's designated agent for notice of alleged copyright infringement is:

Agora Labs

109 E. Kirkwood Ave

Fairfield, Iowa 52556

To file a notice of infringement with us, you need to fulfill the requirements specified in Title II of the Digital Millennium Copyright Act of 1998. The text of this statute can be found at the U.S. Copyright Office website, http://www.copyright.gov/legislation/pl105-304.pdf (visited August 18, 2014). Those accused of copyright infringement are informed that repeated violation could be permanently suspended result in permanent suspension from the Site.

4. Disclaimer of Warranties

YOU AGREE THAT YOUR USE OF THE SITE SHALL BE AT YOUR SOLE RISK. THE SITE AND ALL CONTENT THEREON ARE PROVIDED "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS". AGORA LABS EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO ANY PRODUCTS OR SERVICES PROVIDED, FOUND OR ADVERTISED BY AGORA LABS OR AGORA LAB'S ADVERTISERS. AGORA LABS MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE OR CONTENT OR THE CONTENT OF ANY WEBSITES LINKED FROM OR TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, INTERRUPTIONS OR INACCURACIES OF THE SITE OR CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND/OR USE OF OUR SITE, (III) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY, AND/OR (IV) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. AGORA LABS DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE AGORA LABS SITE OR ANY HYPERLINKED SITE OR ANY SITE FEATURED IN ANY BANNER OR OTHER ADVERTISING ON THE SITE.

5. Limitation of Liability

IN NO EVENT SHALL AGORA LABS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND/OR USE OF AGORA LAB'S SITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT AGORA LABS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

6. Indemnification

You agree to defend, indemnify and hold harmless Agora Labs, its directors, officers, employees and agents from and against any and all claims, damages, losses, liabilities, costs or debt, and expenses (including reasonable attorneys' fees) that arise or result from (i) your use of and access to the Site; (ii) your violation of these Terms of Use, including, but not limited to, any obligation, representation, or warranty made herein; (iii) your violation of any third party right, including without limitation any intellectual property right, property right, or privacy right; and (iv) your negligence or breach of any agreement with users of the Site. This defense and indemnification obligation will survive termination of these Terms of Use and your use of the Site.

7. Notice

Agora Labs will give you any necessary notices by posting them on the Site. You authorize Agora Labs to send you notices via electronic mail in its sole discretion. You agree to check the Site for notices, and that you will be considered to have received a notice when it is made available to you by posting on the Site.

8. Disputes and Legal Proceedings

The Services are governed by the laws of the State of Iowa, without regard to its conflict of laws provisions. Any dispute, controversy or claim arising out of or relating to these Terms of Use or the breach, termination or validity thereof shall be finally settled at Agora Labs’ discretion (i) in the Iowa District Court for Jefferson County, or the United States District Court for the Southern District of Iowa; or (ii) in binding arbitration in the city of Fairfield, Iowa by a panel of three arbitrators chosen, and an arbitration proceeding conducted in accordance with the rules then applying of the American Arbitration Association. The prevailing party in any such action or arbitration shall be entitled to an award of its reasonable attorney’s fees and other costs incurred with respect to such arbitration. The parties further agree that judgment on the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST AGORA LABS ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any provision of this Agreement becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement shall continue in full force and effect without said provision.

You agree that money damages would not be a sufficient remedy for breach of this provision, and Agora Labs shall be entitled to specific performance for any such breach in addition to any other remedies available to it at law or in equity. No waiver of any term in these Terms of Use shall be deemed a further or continuing waiver of such term or any other term.

9. Miscellaneous

This Terms of Use, including the Privacy Policy, comprises the entire agreement between you and Agora Labs with respect to the use of the Site and supersedes all prior agreements between the parties regarding the subject matter contained herein.