The haleyclapp.com website (the “Site”) provides editing services for writers who have documents that need to be edited, improved, or simply proofread. The Site is owned and operated by Haley Clapp English Editing, LLC, which shall include its funders, successors, corporate parents, subsidiaries, affiliates, officers, directors, agents, developers, joint-venturers, advertisers, distributors and attorneys (the “Affiliated Entities”).

These Terms of Use (the “Terms”) shall apply to any access and use of the Site and of any information, text, graphics, video, data or other materials created and/or provided by Haley Clapp English Editing, LLC, or otherwise appearing on the Site. Your use of the Site signifies your agreement to be bound by these Terms of Use and the Privacy Policy, which is incorporated into these Terms by reference.

These Terms limit Haley Clapp English Editing, LLC’s liability and obligations to you, grant Haley Clapp English Editing, LLC, certain rights and allow Haley Clapp English Editing, LLC, to change, suspend or terminate your access to and use of the Site. Your access to and use of the Site are expressly conditioned on your compliance with these Terms. You agree to notify any employees, agents, household members or other individuals who will access the Site of the terms and conditions of these Terms and they must agree to be bound by these Terms, prior to their use of the Site.

YOU UNDERSTAND THAT BY USING THE SITE, YOU ARE AGREEING TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SITE. IF YOU AGREE TO THESE TERMS ON BEHALF OF A BUSINESS, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT BUSINESS TO THESE TERMS AND YOUR AGREEMENT TO THESE TERMS WILL BE TREATED AS THE AGREEMENT OF THE BUSINESS. IN THAT EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO THAT BUSINESS.

1. DEFINED TERMS. For purposes of the Terms, the following defined terms shall have these meanings:

1.1.  “IPR” means any rights in or to, but not limited to, copyrights, patents, trademarks, brand names, trade names, business names, know-how or confidential information and any other rights in respect of any other industrial or intellectual property, whether registrable or not and wherever existing in the world and including without limitation all rights to apply for registrations of any of the foregoing rights;

1.2.  “Site” means this site, including any and all audio and/or visual elements thereof, created or owned by Haley Clapp English Editing, LLC, or  by Haley Clapp English Editing, LLC’s approved third-party provider (“Third-Party Provider”), including, without limitation, any text, graphics, images, illustrations, photographs, animations, applications, video, audio or audiovisual works (including, for example, without limitation, movie trailers or episodic works), designs, logos, and other information and content made available through the Site, as well as all underlying technical elements of all of the foregoing, including without limitation, source code, script, object code, software, computer programs, and other sets of statements and instructions.

2. GRANT OF RIGHTS. 
Haley Clapp English Editing, LLC, grants you a limited, non-exclusive, non-assignable, non-transferable right and license to access, use and display the Site, solely as described in these Terms, provided that you comply fully with these Terms.

In the event that you access, customize or download Site content, such Site content is non-exclusively licensed to you by Haley Clapp English Editing, LLC, or by a Third-Party Provider. Haley Clapp English Editing, LLC, does not transfer title to the Site content to you. You may own the medium to which your custom content is recorded, but Haley Clapp English Editing, LLC, and/or the Third-Party Provider retain full and complete title to their respective content, and all IPR therein. You may not and agree not to redistribute, sell, decompile, reverse engineer, disassemble the Site content.

3. SITE CHANGES. Haley Clapp English Editing, LLC, may at any time and in its sole discretion, add, modify, or remove any feature, function or portion of the Site, the Terms, and/or the Privacy Policy, in whole or in part, with or without notice to you, prior or otherwise. Any changes to the Terms will be effective as of the posting date. Haley Clapp English Editing, LLC, will provide prominent notice on the Site of any major changes to the Terms and/or the Privacy Policy. Your continued use of the Site after Haley Clapp English Editing, LLC, posts any modifications to the Terms and/or Privacy Policy shall be deemed your explicit acceptance of those modifications and shall constitute your agreement to be the Terms, as modified.

4. INTELLECTUAL PROPERTY RIGHTS.

4.1.  The Site and all IPR therein are owned by Haley Clapp English Editing, LLC, and/or its content providers and other licensors, and are subject to protection under the relevant intellectual property laws throughout the world. Except as expressly set forth in these Terms or as otherwise permitted in writing by Haley Clapp English Editing, LLC, you agree not to: (1) capture, transfer, upload, distribute, sell, license, modify, manipulate, reproduce, perform, publicly display, create derivative works from or based upon, or otherwise exploit the Site, in whole or in part, on any other website or in any medium now known or hereafter developed; and (2) remove or modify any trade names, product names, logos, trademarks, copyrights or other proprietary notices, legends, symbols or labels on the Site (each of the foregoing, “Unauthorized Conduct”).

4.2.  Any Unauthorized Conduct constitutes a violation of these Terms and an infringement of the IPR of Haley Clapp English Editing, LLC, and/or its content providers or other licensors. Any such infringement or violation may subject you to civil and criminal liability and penalties under intellectual property laws throughout the world, including without limitation the payment of damages and attorney’s fees.

5. SITE RULES AND GUIDELINES.

5.1. Haley Clapp English Editing, LLC, provides all features and/or services on the Site subject to the Terms, the Guidelines set forth below or as published or modified by Haley Clapp English Editing, LLC, from time to time (collectively, the “Rules”).

5.2. Usage Guidelines. The following non-inclusive list of violations may result in Haley Clapp English Editing, LLC, terminating or suspending your access to the Site and you agree not to engage in any of the following conduct anywhere on the Site:

5.2.1. Transmit any Submission that Haley Clapp English Editing, LLC, in its sole discretion, advises to be false, inaccurate, misleading, disruptive, unlawful, harmful, threatening, abusive, harassing, defamatory, pornographic, vulgar, obscene, hateful, or racially or ethnically-motivated, or otherwise objectionable;

5.2.2. Harass, threaten, embarrass or cause distress or discomfort to another Site participant, user, or other individual or entity;

5.2.3. Distribute viruses or any other technologies that may harm the Site or the interests or property of our users and partners;

5.2.4. Use any robot, spider, scraper or other automated means to access the Site for any purpose without the express written permission of Haley Clapp English Editing, LLC;

5.2.5. Impersonate or misrepresent your affiliation with any person, including, without limitation, any official or representative of Haley Clapp English Editing, LLC;

5.2.6. Intentionally or unintentionally violate any applicable local, state, national or international law, including without limitation, any regulations having the force of law while using or accessing the Site;

6. THIRD-PARTY WEBSITES. Much of the information on the Site may be proprietary to Third-Party Providers and licensed to Haley Clapp English Editing, LLC. The Site may furthermore frame and/or contain links to or advertisements about non-Haley Clapp English Editing, LLC, websites (the “Linked Sites”). The Linked Sites may also reference, advertise, or link to the Sites. Notwithstanding the foregoing, Haley Clapp English Editing, LLC, does not itself endorse or sponsor the Linked Sites and is not responsible for the content of such sites. Haley Clapp English Editing, LLC, expressly disclaims any statements or assertions made on all non-Haley Clapp English Editing websites and denies all liability associated with your use of any Linked Site or its content. You are responsible for reviewing and abiding by the privacy statements and terms of use posted on such other websites. Your interactions with third parties (including, without limitation, advertisers) on the Linked Sites and your transactions, and any terms, conditions, warranties or representations associated with such transactions on the Linked Sites, are solely between you and the advertiser or other third party. Third party trademarks, trade names, product names and logos are the trademarks or registered trademarks of their respective owners.

7. TERMINATION.  You understand and agree that Haley Clapp English Editing, LLC, may, in its sole discretion and at any time, limit, suspend, or terminate your use of the Site and discard and remove any and all Submissions submitted or posted by you to any part of the Site, for any reason. Haley Clapp English Editing, LLC, may also, in its sole discretion and at any time, discontinue the Site, in whole or in part, or limit or restrict any user access thereto, for any reason. You understand and agree that Haley Clapp English Editing, LLC, may take any one or more of these actions without any notice to you, prior or otherwise. You understand and agree that Haley Clapp English Editing, LLC, shall not have any liability to you or any other person for any termination of your access to the Site.

8. INDEMNIFICATION.  You agree to indemnify and hold Haley Clapp English Editing, LLC, and its Affiliated Entities harmless for any and all disputes, claims, damages, losses, and causes of action (including without limitation attorney’s fees) arising from these Terms, your use of this Site, your Submissions, or your violation or claimed violation of any law or rights of a third party, or any other breach or claimed breach of the Terms.

9.  DISCLAIMER.  YOU AGREE THAT USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK. THE SITE IS PROVIDED “AS IS” “WITH ALL FAULTS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, HALEY CLAPP ENGLISH EDITING, LLC, DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, AND NON-INFRINGEMENT. HALEY CLAPP EDITING SERVICES, LLC, DOES NOT WARRANT THAT THE AVAILABILITY OF OR THE FUNCTIONS CONTAINED IN THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE DOES NOT VIOLATE ANY IPR OF ANY PERSON. HALEY CLAPP ENGLISH EDITING, LLC, DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT HALEY CLAPP ENGLISH EDITING, LLC) ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITE, AS WELL AS THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IF THERE ARE ANY DEFECTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY HALEY CLAPP ENGLISH EDITING, LLC, AND ITS AFFILIATED ENTITIES SHALL CREATE A WARRANTY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE FOREGOING EXCLUSION MAY NOT APPLY TO YOU.

Haley Clapp English Editing, LLC, is simply reposting information that you provide, without any ability or responsibility on the part of Haley Clapp English Editing, LLC, to verify this information. Haley Clapp English Editing, LLC, makes no warranties as to the accuracy of the information you provide. Haley Clapp English Editing, LLC, furthermore makes no warranties of any kind relating to any customer's ability to procure any item posted by another user of the Site.

10. LIMITATION OF LIABILITY.  UNDER NO CIRCUMSTANCES, INCLUDING WITHOUT LIMITATION, NEGLIGENCE, SHALL HALEY CLAPP ENGLISH EDITING, LLC, AND ITS AFFILIATED ENTITIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES, ATTORNEY’S FEES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES OR INJURIES CAUSED BY THE CONDUCT OF AN EDITOR ON THE SITE, DAMAGES FOR LOSS OF USE, DATA, BUSINESS OR PROFITS THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE EVEN IF THE POSSIBILITY OF SUCH DAMAGES HAS BEEN ADVISED, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE. WHILE HALEY CLAPP ENGLISH EDITING, LLC, TAKES PRECAUTIONS AGAINST SECURITY BREACHES, NO WEBSITE OR INTERNET TRANSMISSION IS COMPLETELY SECURE, AND AS SUCH, HALEY CLAPP ENGLISH EDITING, LLC, AND ITS AFFILIATED ENTITIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM UNAUTHORIZED ACCESS, HACKING, DATA LOSS, OR OTHER BREACHES THAT MAY OCCUR ON THE SITE. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF HALEY CLAPP ENGLISH EDITING, LLC, AND ITS AFFILIATED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE), OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU TO EDITOR WORLD, IF ANY, FOR ACCESSING AND USING THIS SITE.

11. INTERNATIONAL ACCESS. Haley Clapp English Editing, LLC, makes no representation that the Site content, including merchandise offered for sale on the Site, and its copyrights, trademarks, patents, and licensing arrangements, are appropriate or available for use by certain individuals or in certain countries. Those who choose to access the Site from locations outside of the United States of America do so on their own initiative and at their own risk and are responsible for compliance with local laws if and to the extent local laws are applicable. With respect to shipments of merchandise to consumers, wherever they may reside, title to the merchandise and risk of loss shall pass to the buyer upon delivery of the merchandise to the common carrier.

12. COPYRIGHT NOTICE.  Haley Clapp English Editing, LLC, hereby states its intent to maintain any and all exemptions from liability that may be available under privacy and/or publicity law or copyright law. Haley Clapp English Editing, LLC, does not necessarily stipulate that it is a service provider as defined in the Digital Millennium Copyright Act or the Communications Decency Act or elsewhere in the law of the United States or any state or territory within the United States.

If you believe that any Submission or any Site content has been copied from any content in which you claim a copyright interest in a way that constitutes an infringement of your copyright interest, or you can identify yourself as the subject of any Content and wish the Content in which you are the subject to be removed from the Site, please forward the following information to the Complaint Agent named below:

Haley Clapp English Editing, LLC, Email: haleyclapp93@gmail.com
(a) Your name, address, telephone number, and email address;
(b) A description of the copyrighted work that you claim has been infringed or the work that contains your identity;
(c) The precise URL or a description of where the alleged infringing material is located;
(d) A statement by you that you have a good faith belief that the content you claim infringes your copyright interest was copied without your authorization or that of the copyright owner or his/her/its agent or proof that you are the subject identified in the content ; and
(e) A statement by you, made under penalty of perjury, that all information in your notice is accurate and that you are either the copyright owner or authorized to act on the copyright owner's behalf or you are the subject depicted in the content and that you do not wish the content to be displayed in the future on the Site. If you are authorized to act on behalf of the copyright owner, you must provide an electronic or physical signature of the copyright owner on a statement wherein he/she/it authorizes you to act on his/her/its behalf.

13. OTHER.

13.1. Governing Law. Your use of this Site constitutes your consent and submission to service of process under applicable United States law and your submission to the exclusive jurisdiction and venue of the state and federal courts located in the State of Oregon in Multnomah County, for the purposes of any legal action or claim pertaining to these Terms of Use, or arising from the use of the Site, your user account and/or any Site content and you hereby waive any defenses such as lack of personal jurisdiction or forum non conveniens. These Terms of Use shall be construed and enforced in accordance with the law of the State of Oregon, and without regard to the choice of law principles thereof.

13.2. Arbitration. Except for the right of either party to seek an injunction or other equitable relief in any court of competent jurisdiction to maintain the status quo or prevent irreparable harm, the parties hereto agree to enter into good faith negotiations to resolve any dispute, claim or controversy at law or equity that arises out of or is related to use of the Site, or the contents of the Terms or the Privacy Policy (each, a “Claim”), for a period of thirty  (30) days from the date the Claim arose.  If such negotiation is unsuccessful, any Claim under this Agreement shall be resolved by final and binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association.  Such arbitration shall take place in Portland, OR.  Judgment upon an arbitration award may be entered in any court of competent jurisdiction.

All Claims you bring against Haley Clapp English Editing, LLC, must be resolved in accordance with this section. All Claims filed or brought contrary to this section shall be considered improperly filed. Should you file a Claim contrary to this section, Haley Clapp English Editing, LLC, may recover reasonable attorney’s fees and costs, provided that Haley Clapp English Editing, LLC, has notified you in writing of the improperly filed Claim, and you have failed to promptly withdraw the Claim within thirty  (30) days of such notice.

Any Claim must be filed within one  (1) year after such Claim arose regardless of any status or law to the contrary. In the event any such Claim is not filed within such one  (1) year period, such Claim shall be barred.

Any failure to act by Haley Clapp English Editing, LLC, with respect to a breach by you or others does not waive Haley Clapp English Editing, LLC’s right to act with respect to subsequent or similar breaches.

Notwithstanding anything to the contrary, Haley Clapp English Editing, LLC, reserves the right to seek the remedy of specific performance of any term of these Terms, or a preliminary or permanent injunction against the violation of these Terms or in aid of the exercise of any power granted in these Terms, or any combination thereof.

13.3. Captions and Headings. All captions, indices, titles, subject headings, section titles and similar items contained in these Terms are provided for the purpose of reference and convenience only and are not intended to be inclusive, definitive or to affect the meaning or content of these Terms.

13.4. Relationship. The relationship between the Parties is as set out in these Terms and no employment, joint venture, partnership or agency relationship shall be deemed to subsist between the Parties and neither shall have the power to bind the other, except as otherwise set forth herein.

13.5. Severability. If any of the provisions of the Terms are held illegal, inapplicable or non-executable by a court of competent jurisdiction, such provisions shall be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and remain enforceable and said ruling will not affect any other provision set forth in this the Terms and will not render such other provisions invalid, inapplicable or non-executable.

13.6. Compliance with Laws. You agree to comply with all applicable laws, rules and regulations in connection with your activities under the Rules.

13.7. Miscellaneous. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Haley Clapp English Editing, LLC, as a result of these Terms or your use of the Site.  These Terms are subject to existing laws and legal process, and nothing contained in these Terms is in derogation of any obligation on our part to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by us with respect to such use.

13.8. Entire Agreement. These Terms set forth the entire understanding and agreement between you and Haley Clapp English Editing, LLC, with respect to the subject matter of these Terms.

14. CUSTOMERS. Haley Clapp English Editing, LLC, provides high-quality writing, editing, and proofreading services at affordable prices.  If a transaction is not completed by the deadline, a partial or full refund will be provided to the client. Haley Clapp English Editing, LLC, is not obligated to refund the purchase price of any service provided under any circumstance unless explicitly agreed to by Haley Clapp English Editing, LLC. When applicable, refunds will be processed within 5 business days from the refund agreement.