1. Introduction

Welcome to ClaytonNotes.com (the “Site”), a blog site owned and operated by Clayton S. Johnson (“ClaytonNotes”, “we”, “us” or “our”). These Terms of Use (“Terms”) govern your use of the Site. By accessing or using the Site you agree to be legally bound by these Terms as they may be modified and updated from time to time. If you do not agree to these Terms, do not access or use the Site.

2. User Content

2.1 User Submissions

The Site allows users to submit, upload, publish or otherwise make available content such as comments, images, sounds, text and other materials (“User Content”).

You are solely responsible for any User Content you submit, including the legality, appropriateness and accuracy of your User Content. You represent and warrant that your User Content does not infringe or violate the rights of any third parties.

2.2 License to User Content

By submitting User Content, you grant ClaytonNotes a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sub-licensable and transferable license to access, use, reproduce, distribute, prepare derivative works of, display, publish and otherwise exploit your User Content for any legal purpose in connection with the Site’s business, including to promote the Site.

You waive and agree not to assert any moral or similar rights you may have in your User Content against ClaytonNotes or any third party.

2.3 No Privacy in User Content

You understand and agree that any User Content you submit may be viewed, shared and used by others. Do not submit any User Content that you expect to keep private or confidential. You have no expectation of privacy in any User Content you submit on or through the Site.

2.4 Enforcement of Content Standards

ClaytonNotes does not control and is not responsible for User Content submitted by others. However, we reserve the right to remove any User Content from the Site for any reason, including User Content that we believe violates these Terms or is otherwise harmful to our interests or users.

3. Intellectual Property Rights

3.1 ClaytonNotes IP Rights

The content on the Site, including without limitation text, software, scripts, source code, APIs, photos, sounds, videos, interactive features, trademarks, logos, graphics and other materials (“ClaytonNotes Content”) is owned by or licensed to ClaytonNotes and subject to copyright, trademark and other intellectual property rights under United States and foreign laws and international conventions.

ClaytonNotes Content is provided to you on a non-exclusive, limited, revocable license solely for your personal, noncommercial use, and subject to the restrictions below. You may not use the ClaytonNotes name, logo or other proprietary graphics, icons, or service marks appearing on the Site without our prior written permission.

3.2 Copyrights

ClaytonNotes and our licensors retain all right, title and interest, including all intellectual property rights, in and to the ClaytonNotes Content. The copying, redistribution, modification or publication by you of any ClaytonNotes Content or any portion thereof is strictly prohibited.

3.3 Restrictions on Use

You may not access, reproduce, distribute, transmit, display, perform, sell, license or otherwise exploit any ClaytonNotes Content for any purpose not expressly permitted by these Terms without our prior written consent. You will not engage in the use, copying or distribution of any ClaytonNotes Content other than as expressly permitted in this “Intellectual Property Rights” section of these Terms.

3.4 Feedback

If you provide ClaytonNotes any feedback, suggestions, improvements, enhancements or other contributions (“Feedback”), you hereby assign all rights in the Feedback to ClaytonNotes and agree that ClaytonNotes has the right to use such Feedback without restriction and without payment to you.

4. Disclaimers

THE SITE AND CLAYTONNOTES CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”. CLAYTONNOTES DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. CLAYTONNOTES MAKES NO WARRANTY THAT SITE OR CONTENT WILL MEET YOUR REQUIREMENTS OR BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE. NO ADVICE IS INTENDED OR SHOULD BE INFERRED FROM ANY INFORMATION OR MATERIALS PROVIDED BY CLAYTONNOTES.

Use of the Site is at your sole risk. ClaytonNotes makes no warranties that defects or errors will be corrected, or that the Site or servers are free of viruses and other harmful conditions. If your use of the Site results in damage to your computer or other devices, you bear the costs of repair or replacement.

5. Limitations on Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL CLAYTONNOTES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF YOUR USE OF OR INABILITY TO ACCESS OR USE THE SITE OR ANY CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY LINKED SITES.

6. Indemnity

You will defend, fully indemnify and hold harmless ClaytonNotes and its officers, directors, employees, parents, subsidiaries, agents, affiliates, partners and licensors, from any claim, liability, loss, injury, damages, fees, expenses or costs (including attorneys fees and accounting fees) that arises out of or relates to (a) your use of the Site, User Content you submit or your violation of these Terms; (b) your violation of any rights of any third party; or (c) any content or materials you submit, post or transmit through the Site. We reserve the right, at your expense, to assume exclusive defense and control of any matter subject to indemnification by you.

7. Ability to Accept Terms

You affirm that you are at least 18 years of age, and are fully able and competent to understand and agree to these Terms. If you are using the Site on behalf of an entity or business, you affirm you have the legal authority to bind that entity or business to these Terms.

8. Changes to the Terms

ClaytonNotes may revise these Terms from time to time. If we make material changes to the Terms, we will notify you of such changes by posting them on the Site or sending you notice via email or other means. You are expected to check this page from time to time so you are aware of any changes. Your continued use of the Site after such changes constitutes your agreement to the amended Terms. If you do not agree to the amended Terms, you must cease using the Site.

9. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of [Your State], without regard to conflict of law principles. Any legal action against ClaytonNotes that arises out of or relates to these Terms or the Site shall be filed only in the state and federal courts located in [Your County], [Your State]. You hereby consent and submit to personal jurisdiction in those courts for the purposes of such action. In any legal action under these Terms, the prevailing party will be entitled to recover reasonable attorneys’ fees and costs.

10. Severability

If any provision of these Terms is held invalid or unenforceable, that term shall be construed consistent with applicable law as nearly as possible to reflect the original intentions of the parties, and the remaining provisions will remain in full force and effect.

11. Waiver

The failure of ClaytonNotes to exercise any right under these Terms will not waive our right to exercise that or any other right.

12. Contact Us

If you have any questions about these Terms, please contact:

Clayton S. Johnson
Stone Mountain, Georgia
cltnsjohnson@gmail.com