This Web Site is operated by The VRF, Inc., a California corporation
(“VRF” or “We”). By using this Web Site you agree to be bound by
unacceptable, you must immediately terminate your use of this Web
2. Effective Date, Revisions and
2013. We reserve the right to review and revise these Terms of
will prominently display a notice on our Web Site saying there have
been changes, include a link to them and state that continued use of
the Web Site binds the user to them. By using our Web Site
you agree to be bound by such changes. If you find the changes to
be unacceptable, you must immediately terminate your use of this Web
Site. Any use of the Web Site that is free may become subject to
charges at any time in the future.
3. User Conduct.
a. Prohibited Conduct. We may make
certain services available, including without limitation, e-mail, chat
rooms, message boards and other community services. By using any
of those services you agree to abide by the provisions contained in
our providing such services, you agree not to:
Violate any applicable law or regulation.
- Threaten, harass, abuse, insult or defame any individual or entity.
- Provide false or inaccurate information.
- Impersonate another person at any point or use more than one screen name.
- Post any material that
infringes upon any third party’s privacy, publicity, copyright,
trademark or other intellectual property rights.
- Post any material that is indecent, vulgar, obscene, offensive, or violent.
- Post any material that
is hateful on such bases as race, sex, religion, national origin,
ethnicity, age, or sexual orientation.
- Post any material that
calls for or incites violent or illegal behavior, or that might cause
or lead to harm to others.
- Use the site to conduct
any activity that is illegal or to instruct others on how to conduct
- Make provocative posts
primarily to upset forum participants or to provoke an argument or
- Post praise for,
criticism of, or inquiries about a dealer without disclosing any
relationship to the dealer or a competitor, or the fact that value was
given or received in exchange for or to motivate the post.
- Instigate or provoke
others or seek to upset or cause distress to others, including our staff.
b. Remedies for Violations.
i. If, as decided in our sole
prior notice and without liability to you, ban you from any and all
services, edit or delete your messages or postings, and take any other
action we deem appropriate in our sole discretion – in addition to any
legal remedies we may have.
ii. Revocations and other discipline apply
regardless of user, screen or entity name. Suspended users may not post
or otherwise participate on our sites either directly or indirectly
through entities, fictitious names, third parties, or otherwise.
Posting for or on behalf of a suspended user is grounds for revocation
of posting privileges. Continued participation on our sites by a
suspended user may constitute a trespass, a violation of the user's ISP
rules, or other civil and/or criminal violations. We reserve the
right to pursue any and all remedies against such violators, to report
the matter to the user's ISP(s), and to refer such matters to local,
state, and/or federal authorities, or to international authorities and
authorities in the user's home country.
c. Additional Rules for Discussion Forum.
i. You may not use the Discussion Forum to
advertise, sell or promote products, businesses, web sites, services or
events to which you are related or in which you have a direct or
indirect financial interest. Do not post watches for sale, "want to
buys", "want to trades," etc. except in the Sales Forum.
ii. Do not discuss or post images of watches
or related goods in the Discussion Forum if the goods are already on
the Sales Forum or if they will be offered on the Sales Forum within
three (3) days.
d. Sales Forum.
i. The Sales Forum is provided as a courtesy
to users of the site. We do not guarantee the quality of any
seller, buyer or goods and do not conduct any due diligence or other
investigation. Each party is responsible for its own diligence.
ii. Do not post links or references to items
you are offering for sale in the Sales Forum on other web sites.
Do not post links to or URLs for dealer web sites, or any site offering
fake or copy goods.
iii. Use of the Sales Forum does not create
any agency, partnership, joint venture, employee-employer or
franchiser-franchisee relationship between us and you.
e. Additional Restrictions. With
reference to any services we provide, you acknowledge that we may, from
time to time, without notice to you and at our sole discretion,
establish various practices, limitations and restrictions for
administering such services, including without limitation: How often a
service or account may be accessed; the maximum number of days that
messages or postings will be retained; the maximum number of messages
or postings allowed; the size and nature of messages and postings; the
maximum storage space available for an account; and all other matters
related to administration of services. You agree to be bound by
such restrictions. You also agree that we are not responsible or liable
for deactivation or deletion of accounts or for loss of e-mail,
communications, postings, data or information as a result of, or
arising out of or relating to, our administration of such services.
f. No Responsibility for Posts by Others or
Links. We are an online services provider and not a publisher. We
do not pre-approve posts or monitor the services we provide. The
Digital Millennium Copyright Act and other law protects us from
liability based on posts made by users. You acknowledge and agree
that we have no liability for information or comments posted by others.
We assume no responsibility for the accuracy, integrity, quality
completeness, usefulness or value of any content, data, documents,
graphics, images, information, advice, or opinion contained in any
e-mail, message board, chat room or community service – or in any other
public services – and we do not endorse any advice or opinion contained
there. We may take any action we deem appropriate, in our sole
discretion, to maintain the high quality of our service and to protect
ourselves and others.
4. Ownership of Posts and Images
a. Text and Audio Posts. All posts that
are not images that you place on this Web Site become and remain the
sole property of The VRF, Inc. upon posting.
b. Image Posts. All images that you post
on this site become and remain part of the public domain upon
c. Power of Attorney. Each user hereby
appoints The VRF, Inc. as the user’s attorney-in-fact, with an
interest, with the power to prepare, execute and file all documents on
behalf of the user as may be reasonably necessary to perfect, preserve
and protect The VRF, Inc.’s rights in the posts.
d. Ownership of Web Site Material. All
right, title and interest (including all copyrights and other
intellectual property rights) in this Web Site belong to us unless
otherwise specified, except that any materials posted by users that we
did not create belong to their respective owners. In adition, the
names, images and other indicia identifying our products and services
are our proprietary marks. All other copyrights, trademarks and
other intellectual property rights referred to in this Web Site belong
to their respective owners.
5. Digital Millennium Copyright Act Policy.
a. Copyright Infringement. We respect
the intellectual property of others and may, in appropriate
circumstances remove allegedly infringing material and/or terminate the
accounts of users who infringe the intellectual property rights of
others. If you believe that any material on this Web Site infringes on
any copyright which you own or control, or that any link on this Web
Site directs you to another Web Site that contains material that
infringes on any copyright which you own or control, you may file with
us a notification of such infringement and a request to have the
material removed or otherwise blocked from access.
b. Contact Information. The agent to
receive notifications of claimed infringement pursuant to the Digital
Millennium Copyright Act (“DMCA”) is as follows:
Name: Eric Ku
Address: 609 Hearst Avenue Berkeley, CA 94710 USA
Telephone No.: 510-473-6021
c. Action Upon Receipt of Notice. Upon
receiving a notice that substantially complies with the DMCA
requirements and provides us with actual knowledge of infringement or
facts or circumstances from which infringing activity is apparent, we
will expeditiously remove or disable access to the material in
accordance with the DMCA. Note that the DMCA provides that any
person who knowingly misrepresents that material or activity is
infringing is liable for damages, including costs and attorneys'
d. Termination of Access. We reserve the
right to terminate access to our service by repeat infringers, and in
appropriate circumstances will terminate access to our service by
6. No Representations Or Warranties.
a. The services provided on this Web Site
(“Services”) and the content, information, documents, graphics and
images (together, “Materials”) published at this Web Site may include
inaccuracies, typographical errors or other errors. We make no
commitment to correct or update what is contained in this Web
Site. However, we reserve the right to modify, alter, discontinue
or delete the Services and Materials without prior notice.
b. TO THE FULL EXTENT PERMITTED BY LAW, THE
SERVICES, GOODS AND INFORMATION ON THIS WEB SITE ARE PROVIDED “AS IS”
AND WITHOUT WARRANTY. ALL WARRANTIES OF ANY KIND, WHETHER
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
HEREBY DISCLAIMED. YOU HEREBY WAIVE ALL SUCH WARRANTIES.
7. Web Site Links.
a. This Web Site may contain links to other
Web Sites which are independent of this Web Site. We make no
representation or warranty as to the accuracy, value, integrity,
completeness or authenticity of the information or opinions
contained in any such linked Web Site, and any link to another Web Site
shall not in any manner be construed as an endorsement by us of that
Web Site, or of the information, products or services described there.
b. Furthermore, these links to other Web Sites
may lead to sites or links that contain offensive or objectionable
content or which may contain dangerous computer viruses or software.
You assume, and WE HEREBY DISCLAIM, ALL RESPONSIBILITY FOR ANY OF THE
CONTENT ON THOSE SITES OR FOR ANY DAMAGE SUSTAINED BY YOUR USE OF THOSE
\Your confidential use of this site cannot be guaranteed by us. WE
ARE NOT BE RESPONSIBLE FOR ANY HARM THAT YOU OR ANY PERSON MAY SUFFER
AS A RESULT OF A BREACH OF CONFIDENTIALITY IN RESPECT TO YOUR USE OF
You may have an account and password. You are responsible for
maintaining the confidentiality of your password and account
information and are fully responsible for all conduct carried out under
this password and account. We are not liable for any loss or damages
arising from your failure to comply with these terms. You will promptly
report any unauthorized use of your password to us.
10. Limitation of Damages
a. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT
WILL WE – OR OUR OFFICERS, MANAGERS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS, SUPPLIERS, AGENTS, AFFILIATES,
SUBSIDIARIES, SUCCESSORS OR ASSIGNS – BE LIABLE TO YOU OR TO ANY PARTY
FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER INDIRECT
DAMAGES (INCLUDING WITHOUT LIMITATION, COST OF COVER) ARISING OUT OF OR
RELATING TO THIS AGREEMENT OR ANY SERVICES, GOODS, CONTENT OR OTHER
MATERIALS PROVIDED OR MADE AVAILABLE, OR USE OF ANY OTHER LINKS OR
b. THIS LIMITATION APPLIES EVEN IF WE ARE
EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF
WHETHER SUCH DAMAGES ARISE IN CONTRACT, TORT (INCLUDING NEGLIGENCE),
STRICT LIABILITY OR OTHER LEGAL BASIS. THE TERM “DAMAGES”
INCLUDES, WITHOUT LIMITATION, ATTORNEY FEES, COSTS, ANY LOST PROFITS,
BUSINESS INTERRUPTION AND LOSS OF PROGRAMS OR DATA.
c. YOU ACKNOWLEDGE THAT THESE TERMS AND
CONDITIONS AND THE ECONOMIC TERMS OF OUR AGREEMENT REFLECT THE
FOREGOING ALLOCATION OF RISK AND SUCH ALLOCATION OF RISK IS A
SIGNIFICANT INDUCEMENT FOR US TO PROVIDE THE SERVICES, WEB SITE AND
OTHER CONTENT AND MATERIALS.
11. No License
Nothing contained in this Web Site shall be construed as
conferring any license or right, expressly, by implication, by estoppel
or otherwise, to any of our intellectual property rights, or to any
third party’s intellectual property rights, and no part of this Web
Site may be reproduced, republished, copied, transmitted, or
distributed in any form or by any means without our prior written
In the event of any dispute between you and any other party, you
release VRF and its officers, directors, managers, agents, parent
companies, subsidiaries, sister companies, employees, contractors, and
moderators from all claims, demands and damages (actual or
consequential) of every kind and nature, known and unknown, suspected
and unsuspected, disclosed and undisclosed, arising out of or in any
way connected with such dispute. You expressly waive any right that
Party may have under the provisions of California Civil Code §1542 or
similar provision of any statutory or common law concerning any
released matter. You understand that California Civil Code §1542
provides as follows: “A general release does not extend to claims
which the creditor does not know or suspect to exist in his or her
favor at the time of executing the release, which if known by him or
her must have materially affected his or her settlement with the
YOU AGREE TO HOLD HARMLESS, DEFEND AND INDEMNIFY US – AND OUR
OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES, SUBSIDIARIES, CONTRACTORS,
SUBCONTRACTORS, SUPPLIERS, AGENTS, PARTNERS AND AFFILIATES, SUCCESSORS
AND ASSIGNS – FROM ALL LIABILITIES, CLAIMS, DEMANDS AND EXPENSES,
INCLUDING REASONABLE ATTORNEY FEES AND COSTS, THAT ARE DUE TO, OR THAT
ARISE FROM YOUR USE OR MISUSE OF THIS SITE, ANY SERVICES PROVIDED, OR
FOR INFRINGEMENT BY YOU OR OTHERS OF INTELLECTUAL PROPERTY RIGHTS OR
ANY OTHER RIGHT OF ANY THIRD PARTY. WE MAY ASSUME EXCLUSIVE CONTROL OF
ANY DEFENSE OR ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU, AND YOU
AGREE TO COOPERATE WITH US IN SUCH EVENT.
14. Governing Laws in Case of Dispute.
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA USA,
AS THEY APPLY TO AGREEMENTS MADE AND SOLELY PERFORMED THERE, EXCLUDING
CALIFORNIA’S CONFLICTS OF LAWS RULES. ANY LITIGATION OR ARBITRATION
ARISING FROM OR RELATING TO THIS AGREEMENT SHALL BE BROUGHT EXCLUSIVELY
IN THE JURISDICTION AND IN THE VENUE PROPER FOR AN INDIVIDUAL RESIDING
IN BERKELEY, CALIFORNIA and the Parties agree that any action relating
to or arising out of this Agreement shall be instituted and prosecuted
only in that jurisdiction and in that venue. The Parties hereby
expressly waive any right to a change in jurisdiction or venue and any
and all objections to such jurisdiction and venue.
b. THE PARTIES AGREE THAT THE UNITED NATIONS
CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS
SPECIFICALLY EXCLUDED FROM APPLICATION TO THIS AGREEMENT.
15. International Use.
We do not represent that all content, materials and services on
our Web Site are appropriate or available for use in all geographic
locations, especially some locations outside the United States, and you
acknowledge that accessing such from certain locations may be illegal
and prohibited. Those who do access content, materials and services
from such locations act on their own initiative and we are not
responsible for their compliance with local laws or other applicable
laws. You agree that you will not access the foregoing where prohibited
16. Modification and Waiver.
This Agreement contains the entire understanding of the parties
concerning its subject matter and supersedes all prior oral and written
agreements, understandings, commitments, representations and practices
between the parties concerning its subject matter. No
unless we agree in writing. No waiver by us will be a continuing
waiver unless so stated in writing.
Notwithstanding any other provision to the contrary, any
controversy or claim arising out of or relating to this agreement shall
be settled exclusively by arbitration in Berkeley, California in
accordance with the Commercial Rules of the American Arbitration
Association, and judgment upon the award rendered by the arbitrator(s)
may be entered in any Court having jurisdiction. This clause
shall not preclude parties from seeking provisional remedies in aid of
arbitration from a court of appropriate jurisdiction. The New
York Convention on the Recognition and Enforcement of Foreign Arbitral
Awards will apply.
18. Integration; Severability; General.
any notices contained on this Web Site and constitute the entire
agreement with respect to your access to and use of this Web
is determined by a court of competent jurisdiction to be unenforceable
minimum extent required in that jurisdiction without in any way
that event the arbitrator(s) and/or the court is hereby directed by the
parties to replace the legally invalid provisions with legally valid
provisions which will, from an economic viewpoint, most nearly and
fairly approach the eliminated provisions. The unenforceability
of any provision in a given jurisdiction shall not make that provision
unenforceable in any other jurisdiction.
c. Any litigation or arbitration arising out
must be commenced within one (1) year after the cause of action arose,
or it will be permanently barred.
19. Surviving Provisions.
The obligations and rights of the parties which by their nature would
continue beyond the termination or expiration of this Agreement will
survive beyond the termination or expiration of this Agreement and
remain in full force and effect.