Terms Of Use

Welcome to the Preston Kelly, Inc. (“Preston Kelly”) website. By accessing, visiting, or using PRESTONKELLY.COM (“Website”), you signify your agreement to the terms and conditions of use set out below between you and Preston Kelly (“Terms of Use”).

If you do not agree to the Terms of Use, do not use the Website or its Content.

You should periodically review the most up-to-date version of these Terms of Use. The most current version of this agreement, which supersedes all previous versions, can be reviewed by clicking on the “terms of use” link located at the bottom of every page on the Website. We may, in our sole discretion, modify or revise these Terms of Use and policies at any time, and you agree to be bound by such modifications or revisions. Nothing in this agreement shall be deemed to confer any third-party rights or benefits.

PLEASE NOTE THESE TERMS OF USE CONTAIN A BINDING ARBITRATION PROVISION, INDEMNIFICATION REQUIREMENTS, AND LIMITATIONS OF WARRANTIES AND LIABILITY.

WEBSITE USERS

These Terms of Use apply to all users of the Website, including users who are also contributors of information and other materials or services on the Website.

You must be at least eighteen (18) years of age to register as a member of this Website or use this Website. By using this Website, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement.

USE OF THE WEBSITE – Permissions and Restrictions

Preston Kelly hereby grants you a limited license to access and use the Website as set forth in these Terms of Use.

This license does not include any resale or commercial use of this Website or Content; any derivative use of this Website or its use of data mining, robots, or similar data gathering and extraction tools. This Website or any portion of this Website may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Preston Kelly. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Preston Kelly, our affiliates or licensees without express written consent. You may not use any Meta tags or any other “hidden text” utilizing Preston Kelly’s name or trademarks without the express written consent of Preston Kelly. Any unauthorized use terminates the permission or license granted by Preston Kelly.

YOUR USE OF CONTENT ON THE WEBSITE

In addition to the general restrictions above, the following restrictions and conditions apply specifically to your use of the content on the Website.

The content on the Website, except all User Submissions (as defined below), including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like (“Content”) and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to Preston Kelly, subject to copyright and other intellectual property rights under the law. Content on the Website is provided to you “AS IS” for your information and personal use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Preston Kelly reserves all rights not expressly granted in and to the Website and the Content.

User Submissions, including the opinions, advice, statements, stories, and other information or content made available through the service, but not directly by Preston Kelly, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content and submissions.

You understand that when using the Website, you will be exposed to User Submissions from a variety of sources, and that Preston Kelly is not responsible for the accuracy, usefulness, completeness, safety, or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Preston Kelly with respect thereto, and agree to indemnify and hold Preston Kelly, its owners, operators, affiliates, directors, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the site and the use of others. Under no circumstances will Preston Kelly or such persons be responsible for any loss or damage resulting from your reliance on information or other content posted on the Website.

YOUR USER SUBMISSIONS AND CONDUCT

As a User under these Terms of Use you may submit various forms of textual content (collectively “User Submissions”). You understand that Preston Kelly does not guarantee any confidentiality with respect to any User Submissions.

You shall be solely responsible for your own User Submissions and the consequences of displaying, posting or publishing them.

You understand and agree that Preston Kelly may delete any User Submissions or other content posted by a User, in each case in whole or in part, that in the sole judgment of Preston Kelly violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of others. Although Preston Kelly reserves the right to remove any User Submissions or other content posted by a User, Preston Kelly has no obligation to do so and does not actively monitor such User Submissions or content.

By posting User Submissions to any public area of the Website, you automatically grant, and you represent and warrant that you have the right to grant, to Preston Kelly, its affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, royalty-free, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing. You further represent and warrant that public posting and use of your content by Preston Kelly will not infringe or violate the rights of any third party.

Preston Kelly does not endorse any User Submissions or any opinion, recommendation, or advice expressed therein, and Preston Kelly expressly disclaims any and all liability in connection with User Submissions. Preston Kelly does not permit copyright infringing activities and infringement of intellectual property rights on its Website, and Preston Kelly will remove all User Submissions if properly notified that such User Submissions infringe on another’s intellectual property rights. Preston Kelly reserves the right to remove User Submissions without prior notice and for any reason.

You will not rely on the Website as a venue for political commentary and expression.

OPTIONAL REGISTRATION

In order to access some features of the Website, you may need to create an account by registering and providing certain data (“Registration Data”). In consideration of this and in registering and providing such Registration Data, you represent and warrant that: (i) the information about yourself is true, accurate, current, and complete (apart from optional items) as required by Website registration forms and (ii) you will 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 Preston Kelly has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Preston Kelly has the right to suspend or terminate your account and refuse any and all current or future use of the Website. Registration is not required for basic posting to the message boards on the Website.

You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify us immediately of any breach of security or unauthorized use of your account.

Preston Kelly will not be liable for any losses caused by any unauthorized use of your account. You may be liable for the losses of Preston Kelly or others due to such unauthorized use.

PROHIBITED CONDUCT

You agree that you will not use the Website to:

Upload, post, email, otherwise transmit, or post links to any content that is unlawful, harmful, threatening, abusive, harassing, tortious, misleading, false, defamatory, vulgar, obscene, pornographic, libelous, invasive of privacy or publicity rights, hateful, or racially, sexually, ethnically or otherwise objectionable.

Upload, post, email, otherwise transmit, or post links to any content that promotes illegal activity, including without limitation the provision of instructions for illegal activity.

Upload, post, email, otherwise transmit, or post links to any content that includes the images of children under 18 years of age, discloses personally identifying information belonging to children under 18 years of age, or harms minors in any other way.

Collect or store personally identifying information about other users for commercial or unlawful purposes.

Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity or employ misleading email addresses or falsify information in the header, footer, return path, or any part of any communication, including emails and postings, transmitted through the Website.

Upload, post, email, otherwise transmit, or post links to any content that you do not have a right to transmit under any law or regulation or under contractual or fiduciary relationships (such as inside information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements) or upload, post, email, otherwise transmit, or post links to any content that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party, or contributing to inducing or facilitating such infringement. This prohibition shall include, without limitation, making available any tools or software that facilitate software piracy or other illegal or infringing activities.

Upload, post, email, otherwise transmit, or post links to any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation.

Upload, post, email, otherwise transmit, or post links to any material that contains software viruses, worms, trojan horses, time bombs, trap doors or any other computer code, files or programs or repetitive requests for information designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or to diminish the quality of, interfere with the performance of, or impair the functionality of the Website.

Conduct your own contests and promotions or upload, post, email, otherwise transmit, or post links to any content regarding any raffle, contest or game requiring a fee by participants.

Interfere with or disrupt the Website and or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website.

Decompile, disassemble, modify, translate, adapt, reverse engineer, create derivative works from, or sublicense any software deployed in connection with the Website.

Advertise, offer for sale, or sell any item you are prohibited from advertising or selling by any applicable local, state, national, or international law.

You expressly acknowledge and agree that Preston Kelly may preserve User Submissions and may also disclose such content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms of Use; (c) respond to claims that any content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of Preston Kelly, its employees and affiliates, users of the Website and the public. You acknowledge and agree that the technical processing and transmission of the Website, including the content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

 

LINKS

This Website may provide links to other websites which are not maintained by, or related to Preston Kelly. Preston Kelly has not reviewed any or all of such websites and is not responsible for the content of those websites.  Links are accessed at your own risk, and Preston Kelly makes no representations or warranties about the content, completeness, or accuracy of these links or the websites. Preston Kelly provides these links as a convenience to you, and the inclusion of any link to a third-party website does not necessarily imply endorsement by Preston Kelly of that website or any association with its operators.

LINKS TO OUR WEBSITE

You are granted a limited, revocable, and nonexclusive right to create a link to the home page of Preston Kelly so long as (i) the link or your linking website does not portray Preston Kelly, its affiliates, or their products or services in a false, misleading, derogatory, or otherwise offensive matter; and (ii) your linking website complies with all applicable law and does not otherwise violate this Terms of Use or the rights of others. You may not use any Preston Kelly logo or other proprietary graphic or trademark as part of the link without express written permission. Preston Kelly may revoke this license at any time, with or without cause, in which case you agree to immediately remove such link. You may not link to any page other than the home page of this Website.

 

WARRANTY DISCLAIMER

 

YOU UNDERSTAND AND EXPRESSLY AGREE THAT YOUR USE OF THIS WEBSITE AND THE SERVICES OFFERED AT THE WEBSITE IS AT YOUR SOLE RISK. THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. PRESTON KELLY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

 

LIMITATION OF LIABILITY

 

YOU UNDERSTAND AND EXPRESSLY AGREE THAT PRESTON KELLY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE WEBSITE OR SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES RESULTING FROM ANY DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO ON THE SITE OR THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; (v) REMOVAL OR TAKEDOWN OF ANY USER CONTENT; OR (vi) ANY OTHER MATTER RELATING TO THE SITE OR THE SERVICES. IN NO EVENT WILL OUR MAXIMUM LIABILITY TO YOU EXCEED $100.

YOU SPECIFICALLY ACKNOWLEDGE THAT PRESTON KELLY SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

TERM, TERMINATION OR RESTRICTION OF ACCESS

These Terms of Use will remain in full force and effect while you use the Website. You may terminate your use of the Website at any time, for any reason.

Preston Kelly may terminate your use of or access to the Website at any time, without prior notice and at its sole discretion. Preston Kelly may use all available technological means to terminate such use or access. All decisions regarding the termination of accounts shall be made in the sole discretion of Preston Kelly.

INDEMNITY

You will indemnify and hold Preston Kelly, its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of these Terms of Use by you, including any use of Content other than as expressly authorized in these Terms of Use.  You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and attorney’s fees of the Indemnified Parties in connection therewith.  You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the information accessed from this site.

NOTIFICATION OF COPYRIGHT INFRINGEMENT UNDER THE DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA)

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Preston Kelly the written information specified below.  Please note that this procedure is exclusively for notifying Preston Kelly and its affiliates that your copyrighted material has been infringed.

  • A description of the copyrighted work that you claim has been infringed upon;
  • A description of where the material that you claim is infringing is located on the site, including the auction ID number, if applicable;
  • Your address, telephone number, and e-mail address;
  • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
  • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest

Send the written document to the address or email below:

Preston Kelly Copyright Agent:

Preston Kelly, Inc.

222 First Ave NE

Minneapolis, MN 55413

phone: 612-843-4000

fax: 612-843-3900

e-mail: dtakeshita@prestonkelly.com

Please note: The DMCA provides that you may be liable for damages (including costs and attorneys fees) if you falsely claim that a posting is infringing your copyrights. We recommend contacting an attorney if you are unsure whether an in-world object is protected by copyright laws.

SECURITY

Any passwords used for this site are for individual use only.  You will be responsible for the security of your password (if any).  Preston Kelly will be entitled to monitor your password and, at its discretion, require you to change it.  If you use a password that Preston Kelly considers insecure, Preston Kelly will be entitled to require the password to be changed and/or terminate your account.

You are prohibited from using any services or facilities provided in connection with this site to compromise security or tamper with system resources and/or accounts.  The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools, or network probing tools) is strictly prohibited.  If you become involved in any violation of system security, Preston Kelly reserves the right to release your details to system administrators at other sites in order to assist them in resolving security incidents.  Preston Kelly reserves the right to investigate suspected violations of these Terms of Use.

Preston Kelly reserves the right to fully cooperate with any law enforcement authorities or court order requesting or direction Preston Kelly to disclose the identity of anyone posting any messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Use.  BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD HARMLESS PRESTON KELLY FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY PRESTON KELLY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER PRESTON KELLY OR LAW ENFORCEMENT AUTHORITIES.

DISPUTES – ARBITRATION

You agree that: (1) Any claim, dispute, or controversy (whether in contract, tort, or otherwise) arising out of, relating to, or connected in any way with the Website or the services provided on the Website will be resolved exclusively by final and binding arbitration conducted pursuant to the American Arbitration Association (“AAA”) Procedures for Consumer-Related Disputes in conjunction with the AAA Commercial Arbitration Rules (if and as applicable depending on the amount in controversy); (2) This arbitration agreement is made pursuant to a transaction governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16; (3) The arbitration may be held by telephone, at the AAA regional office nearest you, or at another mutually agreeable location; (4) The arbitrator’s decision shall be controlled by the terms and conditions of this Agreement; (5) The arbitrator shall apply Minnesota law consistent with the FAA and applicable statutes of limitations and shall honor claims of privilege recognized at law; (6) There shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only your individual claims and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (7) The arbitrator shall not have the power to award punitive damages against any party; and (8) If any part of this Arbitration Provision is deemed to be invalid or otherwise unenforceable or illegal, the balance of this Arbitration Provision shall remain in full force and effect and shall be construed in accordance with its terms as if the invalid or illegal provision were not contained herein. You understand that, in the absence of this provision, you would have had a right to litigate disputes through a court, including the right to litigate claims on a class-wide or class-action basis, and that you have expressly and knowingly waived those rights and agreed to resolve any disputes through binding arbitration in accordance with the provisions of this paragraph.

 

 

APPLICABLE LAW

These Terms of Use will be governed and interpreted pursuant to the laws of Minnesota, United States of America, excluding any principles of conflicts of law.  You specifically consent to personal jurisdiction in Minnesota in connection with any dispute between you and Preston Kelly arising out of these Terms of Use or pertaining to the subject matter hereof.  The parties to these Terms of Use each agree that the exclusive venue for any dispute between the parties arising out of these Terms of Use will be in the state and federal courts in Hennepin County, Minnesota.

GEOGRAPHIC RESTRICTIONS

Preston Kelly is located in the state of Minnesota in the United States. We provide the Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

SEVERABILITY

If any part of these Terms of Use is unlawful, void, or unenforceable, that part will be deemed severable, shall be modified by a court of competent jurisdiction to reflect to the maximum extent possible the original intention of the parties as dictated by the original wording, and will not affect the validity and enforceability of any remaining provisions.

Last Modified:  March 11, 2019

CONTACT
Preston Kelly
222 First Avenue NE
Minneapolis, MN 55413
T: 612.843.4000
F: 612.399.9970
goodwins@prestonkelly.com
PARKING
Park free against the back of our building in the 2-story garage. Look for the orange PK signs. Ring the bell to the right of the back door.
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