TERMS OF USE

  1. Welcome. We are delighted to welcome you to zuciani.com (the "Site"), a web site operated by ZUCIANI. Please understand that this Site is offered to you, the user, conditioned upon your acceptance of the terms and conditions set forth in this agreement (the "Agreement"). By using this Site, you are accepting this Agreement in its entirety. If you do not agree to these terms and conditions of use, please do not use this Site. From time to time, when you use particular ZUCIANI services on this Site, you will come upon additional guidelines, rules, and policies applicable to such services or products which may be posted from time to time. All such guidelines, rules, and policies are hereby incorporated by reference and will apply to your use of this Site. We ask you to take the time to read this Agreement carefully. The terms and conditions of this Agreement may be amended from time to time by ZUCIANI by posting such change at the Site. Use by you after a change to these terms and conditions has been so posted by ZUCIANI shall constitute acceptance by you of such changed terms. If you do not wish to accept such changes, please do not use this Site.
  2. Use Limitations and Intellectual Property Rights. ZUCIANI prepared this Site for your personal and non-commercial use. Please do not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, or create derivative works from information or material on this Site, except as follows: You may download and make one copy of the content and other downloadable items displayed on this Site for personal, non-commercial use only, provided that you maintain all copyright and other notices contained in such content. Copying or storing of any content for other than personal, non-commercial use is not permitted.
    All brand names, product names and titles used on the Site are trademarks or trade names of ZUCIANI or third party trademark or trade name holders. You are not allowed to use or reproduce any such trademarks or trade names as they may constitute an infringement of the holders' rights. All Site design, texts, documents, movies and other services and the selection and arrangement thereof, and all other material on this Site are protected by copyright of ZUCIANI or its suppliers. You are only allowed to electronically copy and print portions of the Site to the extent this is necessary for the purpose of placing an order, or for using the Site as a shopping resource. You are not allowed to make any other use of the information and materials on the Site, including reproduction for the purposes other than those noted above, modification, distribution, or (re)publication. Should you wish to use materials and information from this Site, you need to obtain ZUCIANI's prior written consent.
  3. Notices. ZUCIANI and/or its affiliates own(s) the compilation copyright to this Site. ZUCIANI is a registered trademark of ZUCIANI.
  4. Liability Disclaimer. The information and other material published on this Site may include inaccuracies or typographical errors. Changes are periodically made to the information contained herein. ZUCIANI reserves the right to change the Site at any time, in its discretion. ZUCIANI does not warrant that the functions contained in the Site or any materials or content contained therein will be uninterrupted or error free, that defects will be corrected, or that the Site or the server that makes it available is free of viruses or other harmful components. ZUCIANI and its subsidiaries and affiliates shall not be liable for the use of the Site, including, without limitation, the content and any errors contained therein.
  5. EXCEPT FOR LIMITED WARRANTIES, ZUCIANI MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE INFORMATION, SOFTWARE, MATERIALS, PRODUCTS OR SERVICES CONTAINED OR DISCUSSED ON THIS SITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, MATERIALS, PRODUCTS OR SERVICES ARE PROVIDED "AS IS" TO THE FULLEST EXTENT PERMISSIBLE BY LAW WITHOUT WARRANTY OF ANY KIND AND ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, ARE EXPRESSLY DISCLAIMED. IN NO EVENT SHALL ZUCIANI BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOST PROFITS ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THIS SITE OR WITH THE DELAY OR INABILITY TO USE THIS SITE, OR FOR ANY INFORMATION, MATERIALS, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THIS SITE OR THROUGH HYPERTEXT LINKS TO THIRD PARTY SITES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SITE OR ANY LINKED WEB SITE, EVEN IF ZUCIANI AND/OR ITS AFFILIATES OR SUBSIDIARIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF SUCH DAMAGES RESULT FROM ZUCIANI’S NEGLIGENCE OR GROSS NEGLIGENCE. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, ZUCIANI’S LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. ZUCIANI DOES NOT REPRESENT OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY ADVICE, OPINION, STATEMENT, OR INFORMATION DISPLAYED OR DISTRIBUTED THROUGH THE SITE. YOU ACKNOWLEDGE THAT ANY RELIANCE UPON SUCH OPINION, ADVICE, STATEMENT OR INFORMATION SHALL BE AT YOUR SOLE RISK. ZUCIANI RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO CORRECT ANY ERRORS OR OMISSIONS IN ANY PORTION OF THE SITE. ZUCIANI DOES NOT AND CANNOT REVIEW ALL MATERIALS, IF ANY, POSTED TO THE SITE BY USERS, AND ZUCIANI IS NOT RESPONSIBLE FOR ANY SUCH MATERIALS POSTED BY USERS. HOWEVER, ZUCIANI RESERVES THE RIGHT AT ALL TIMES TO DISCLOSE ANY INFORMATION AS NECESSARY TO SATISFY ANY LAW, REGULATION OR GOVERNMENT REQUEST, OR TO EDIT, REFUSE TO POST OR TO REMOVE ANY INFORMATION OR MATERIALS, IN WHOLE OR IN PART, THAT IN ZUCIANI'S SOLE DISCRETION ARE OBJECTIONABLE OR IN VIOLATION OF THIS AGREEMENT. ADDITIONAL DISCLAIMERS APPEAR WITHIN THE BODY OF THE SITE AND ARE INCORPORATED HEREIN BY REFERENCE. TO THE EXTENT ANY SUCH DISCLAIMERS PLACE GREATER RESTRICTIONS ON YOUR USE OF THIS SITE OR THE MATERIAL THEREIN, SUCH GREATER RESTRICTIONS SHALL APPLY. 
  6. No unlawful or prohibited use. Please note that we require of you, as a condition of your use of this Site, that you will not use this Site or post any information or material on this Site, for any purpose or in any manner that is unlawful, violates any third party's rights, or is prohibited by these terms, conditions and notices. You understand that ZUCIANI may suspend or terminate your access to its site in its discretion if you violate this provision or any other provision of these Terms of Use and may also delete all or any portion of any material you post.
  7. Links to third party sites. This Site may contain links to sites operated by third parties. Such links are provided for your reference and convenience only. ZUCIANI is not responsible for the content, products, services, statements or privacy policies in, offered, made or asserted in such sites. The mere inclusion of such links within this Site does not constitute any endorsement of the material on such Sites or any association with their operators. ZUCIANI reserves the right to de-link from any and all third party sites at any time. Third parties wishing to link to this Site should do so only to the Site's home page. No use of ZUCIANI’s trademark may be made in connection with such link without ZUCIANI’s approval and ZUCIANI reserves the right to bar such link at any time.
  8. This Site is not for children under thirteen years of age.
  9. Monitoring. In order to better serve you, ZUCIANI may monitor your use of this Site, subject to the terms of ZUCIANI’s privacy policy, referenced below. In the event ZUCIANI becomes aware of any material on the Site, whether provided by you or otherwise, that is potentially infringing, defamatory, a violation of law or a person or entity's rights, or otherwise problematic in ZUCIANI’s discretion, ZUCIANI may remove such material without any liability to you whatsoever.
  10. Use of information and suggestions provided by you regarding this Site. In the event you provide to ZUCIANI or post any material, information, suggestions or comments on or through the Site about the Site, the way in which ZUCIANI conducts its business, or the operation of the Site, ZUCIANI reserves the right to use such material, information, suggestions or comments in its discretion, with no compensation or credit to you. You hereby grant to ZUCIANI a nonexclusive, perpetual, worldwide, royalty free license to utilize and publish such information and material, in whole or in part. However, use by ZUCIANI of information by which you may be identified (such as your name, address, social security number and telephone number), will be governed by ZUCIANI’s Privacy Policy, and discussed below.
  11. Use of your suggestions to ZUCIANI regarding new products, features or processes. ZUCIANI, as a company that is always in the process of developing new products, product features, and processes, has an established invention submission policy. Most of the suggestions and ideas regarding new products, product features and processes ZUCIANI receives from the public duplicate ideas ZUCIANI has already developed or is in the process of developing. To avoid undue disappointment and misunderstandings, ZUCIANI has a strict policy of not accepting suggestions and ideas regarding potential products, product features or processes from persons outside the company for review and consideration unless such persons agree to certain terms. Therefore, do not send any submissions to ZUCIANI unless you agree to the following terms:
    a. A submission will not in any way establish a confidential relationship nor will it place ZUCIANI in the position of receiving a submission in trust; and ZUCIANI shall not be obligated and makes no commitment to treat or maintain as confidential such submissions.
    b. ZUCIANI shall have the right to retain any material submitted to it, to make copies thereof and to retain the same in its files.
    c. No obligation is assumed by ZUCIANI or may be implied by the receipt or examination of the submission unless or until a formal written agreement signed by ZUCIANI and by you, and then ZUCIANI’s obligations shall be only as expressed in that written agreement.
  12. Changes in Site. Please be aware, that, like all Internet sites, this Site is a work in progress. Therefore, ZUCIANI may change, suspend or discontinue any aspect of the Site at any time, including the availability of any Site feature, database or content. ZUCIANI may also impose limits on certain features and services or restrict your access to parts or the entire Site without notice or liability.
  13. Your representations and warranties. You represent, warrant and covenant that:
    a. you shall not upload from, post or transmit to, or distribute or otherwise publish through the Site any materials which
            1. restrict or inhibit any other user from using the Site,
            2. are unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent
            3. constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law,
            4. violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other right,
            5. contain a virus or other harmful component
            6. contain advertising of any kind,
            7. are false regarding you, or
            8. constitute or contain false or misleading indications of origin or statements of fact;
    b. all information you provide about yourself shall be true and accurate;
    c. you are at least 18 years old (or are using this Site with the permission of your parents);
    d. you shall be responsible for all orders placed by you or with your authorization or by individuals to whom you have given authorization to use your credit card or similar payment mechanisms;
  14. Your password. In the event your activity on the Site requires the use of a password, please keep this password in a safe place. You agree to keep any password that you may be given during your use of the Site secret and not to share it with anyone. Should you share your password with anyone or fail to take reasonable steps to keep it secure, you shall be responsible for all activity conducted with your password.
  15. Your indemnification. You hereby agree to indemnify, and hold ZUCIANI, and all its officers, directors, owners, agents, employees, affiliates, licensors and licensees (collectively, the "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach or alleged breach by you of this Agreement or the foregoing representations, warranties and covenants, including, without limitation, attorneys fees and costs. ZUCIANI shall have the right to defend, settle and compromise any such claim with counsel of its own selection. You shall cooperate as fully as reasonably required in the defense thereof. You shall not in any event settle any matter without the written consent of ZUCIANI.
  16. Privacy Policy. We consider your privacy to be very important and we want to be sure you are aware of and agree to the way in which we might use personal information about you. You hereby agree to ZUCIANI’s Privacy Policy, which is hereby incorporated into this Agreement, in which we detail the ways in which we might utilize personal information coming from you. Please keep in mind when you post any information on the Site, including, without limitation, in the interactive sections, that the information you post, whether about yourself or others, may be viewed by others. Use good sense and prudence in determining the extent of personal information you wish to make available to others.
  17. Termination.
    a. Termination by ZUCIANI. ZUCIANI may at any time, without prior notice and at its sole discretion, terminate this Agreement, in whole or in part, with or without cause and with no obligation of prior notice to you.
    b. Your remedy. You may terminate this Agreement at any time by ceasing to use the Site. Your sole remedy against ZUCIANI in the event of dispute arising out of this Agreement, the Site or your use thereof, is to terminate this Agreement.
    c. Your Data. In the event of termination of this Agreement, ZUCIANI may delete and/or store in its discretion, data associated with your use of the Site.
  18. Cautionary Statement. Certain statements contained on these Web pages may constitute "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements involve numerous assumptions, known and unknown risks, uncertainties and other factors that may cause actual future performance or achievements of the Company to be materially different from any future estimated performance or achievements expressed or implied by any such forward-looking statements. These risks, uncertainties and other factors are described in filings made by ZUCIANI’s parent company with the Securities and Exchange Commission. ZUCIANI assumes no duty to update the Site and users are advised that the information contained herein is subject to change and may not be current.
  19. Assignment. Your rights and obligations under this Agreement and in using the Site are not assignable.
  20. Governing Law. This Agreement is governed by the internal laws of the State of California applicable to agreements entered into and wholly to be performed therein without giving affect to its principles of conflicts of laws. You hereby agree that any claim by you (or those claiming through you) arising out of your use of this Site or material appearing on this Site, shall be resolved by binding arbitration conducted in California and shall be arbitrated on an individual basis (and not consolidated with any claim of any other party). Arbitration shall be conducted under the rules of the American Arbitration Association provided that notwithstanding any rules therein, no claim shall be consolidated with the claim of any other party. Use of this Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including, without limitation, this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and ZUCIANI as a result of this Agreement or your use of the Site.
  21. Legal Process. This Agreement is subject to existing laws and legal process. Nothing in this Agreement shall derogate ZUCIANI’s right to comply with law enforcement requests or requirements relating to your use of this Site or information provided to or gathered by ZUCIANI with respect to such use.
  22. Invalidity. 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, 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.
  23. Entire Agreement. This Agreement contains the entire agreement between you and ZUCIANI with respect to this Site. It supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and ZUCIANI with respect to this Site.