Modification of Terms. We reserve the right to update or modify the Terms from time to time without notice. Changes take effect when posted by us on the Website(s) or via the Extensis Resources. Your continued use of the Services following the posting of any changes to the Terms means you accept those changes. If we intend to apply the changes retroactively to the Terms, we will provide you with notice of such retroactive changes. It is your responsibility to be aware of and abide by the most current version of the Terms on the Website(s) or via the Extensis Resources. If you have any questions, please send your questions to firstname.lastname@example.org.
Electronic Communications. When you visit the Services or send emails to us, you are communicating with us electronically and agree to receive communications from us electronically. We will communicate with you via email or by posting notices on the Website(s) or via the Extensis Resources. You agree that all electronic communications we send to you or post on the Website(s) or via the Extensis Resources satisfy any legal requirement that such communications be in writing.
Ownership. You acknowledge and agree that we retain all ownership right, title to and/or interest in any and all intellectual property and other proprietary rights in the Services, including but not limited to, all information, equipment, products, software, documentation, tools, devices, materials, programs and services utilized by us in connection with the Services. In addition, you acknowledge our ownership rights in and to our trade names, trademarks, service marks, logos and domain names. You may not copy, reproduce, modify, publish, create derivative works, transfer, transmit or distribute any of our intellectual property or proprietary rights in the Services and you acknowledge that we do not grant you any rights under any patents, copyrights, trademarks or trade secret information.
Extensis Software and Services. Any Extensis software made available for download from the Services is the copyrighted work of Extensis or our licensors. Our software is governed by the end user license agreement which accompanies the software and you must agree to the terms of such end user license agreement if you wish to download and use the software. Our software is comprised of “commercial items”, “commercial computer software” and “commercial computer software documentation” as defined in FAR 2.101, DFAR 252.227-7014(a)(1) and DFAR 252.227-7014(a)(5). Consistent with DFAR 227.7202 and FAR 12.212, any use, reproduction, display, or disclosure by the US Government shall be governed solely by the terms of the end user license agreement.
User Content. The Services may contain user submitted content. We do not review, monitor, screen, approve, recommend or endorse any such content. In no event will we be responsible or liable for any user content, including, but not limited to, any errors or omissions, or damages of any kind. You agree that you will evaluate and that you bear all risks associated with the use of any user content, including any reliance on the accuracy, completeness, or usefulness of such content. You further agree that you are solely responsible for any content that you may transmit or post to the Services and that such content shall be considered non-confidential and non-proprietary information. By posting, storing, or transmitting any content on or to the Services, you represent that you have all appropriate rights and licenses to the content and you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty free right to copy, publicly perform, publicly display, distribute, broadcast and supply the content. Without limiting the foregoing, we will have the right to remove any user content that violates the Terms.
Links. The Services may provide links to third party web sites. These links are provided for user convenience only and we do not endorse these third parties or their products and services. We do not control these third parties or their web sites and we are not responsible for the content of any linked site or any link contained in a linked site. We are also not responsible for your access to and/or use of these third party sites. We reserve the right to terminate any link at any time for any reason. If you access any of the third party web sites linked to the Services, you do so entirely at your own risk.
Prohibited Conduct. While using the Website, you agree that you will not:
- violate the Terms or any laws, including any applicable local, state, national or international laws in connection with your access to and use of the Services;
- distribute or post spam, chain letters, junk mail, pyramid schemes or other unsolicited solicitation;
- distribute viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information, or other methods or technologies that may harm the Services, or the interests or property of our users;
- copy, modify, publish, upload, post, display, perform, create derivative works from, transmit or distribute materials from the Services;
- harvest or otherwise collect information about users, including email addresses, without their consent;
- impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- include personal or identifying information about another person without that person’s explicit consent;
- post any content that contains unlawful, harmful, threatening, abusive, harassing, defamatory or libelous materials, is invasive of another’s privacy, harms minors in any way, or is otherwise inappropriate;
- post any content that harasses, degrades, intimidates or can be construed as hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
- infringe any patent, trademark, trade secret, copyright or other proprietary rights of any party, or include any content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
- advertise any illegal services or the sale of any items which are prohibited or restricted by applicable law;
- imply that we endorse your content, products or services;
- misrepresent your relationship with us;
- present false information about us or the Services;
- employ misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of content transmitted through the Services;
- attempt to gain unauthorized access to the Services or our computers, or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality or security of the Services;
- copy or reproduce any portion of the Services to any other server or location for further reproduction or redistribution; or
- use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Services.
Right to Restrict or Terminate Access. We reserve the right, with or without notice, to restrict, modify, suspend or terminate your access to the Services if we determine that your use (i) presents a security risk or will interfere with the proper continued operation of the Services; (ii) may violate applicable laws or governmental regulations , including without limitation consumer protection, securities regulation, child pornography, data privacy, data transfer and telecommunications laws; (iii) may violate or infringe any intellectual property right of any party; (iv) may violate export control regulations of the United States or other applicable countries; (v) is subject to an order from a court or governmental entity stating that such use generally or for certain activities must stop; or (vi) may violate any of the Terms. We will also disclose any information as necessary or appropriate to satisfy any law, regulation or other governmental request. If your access to the Services is restricted or terminated, we reserve the right to exercise whatever means we deem necessary to prevent unauthorized access to the Services, including, but not limited to, technological barriers, IP mapping, and direct contact with your Internet Service Provider. The Terms will survive indefinitely unless and until we choose to terminate it, regardless of whether you have the right to access or use the Services.
Indemnity and Hold Harmless. You agree that we are not responsible for other users’ actions or inactions, including things they post. We have no control over and do not guarantee the quality, safety, legality or the truth or accuracy of any content posted by any user. If you have a dispute with one or more users, you release us (and our officers, directors, agents and employees) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. You will indemnify and hold us (and our officers, directors, agents and employees), harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Services, your content, your breach of the Terms, or your violation of any law or the rights of a third party.
DISCLAIMER OF WARRANTIES. YOU AGREE THAT YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK AND PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS ONLY. WE DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR OF ANY IMPLIED WARRANTY ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING, USAGE OR TRADE, OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS. WE DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER MATERIALS CONTAINED WITHIN THE SERVICES. WE DO NOT WARRANT UNINTERRUPTED OR ERROR FREE OPERATION OF THE SERVICES. WE DO NOT GUARANTEE THE SECURITY, RELIABILITY, TIMELINESS OR PERFORMANCE OF THE SERVICES. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.
LIMITATIONS OF LIABILITY. IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OF DATA, USE, PROFIT OR REVENUE, OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES HOWEVER CAUSED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUCH LIMITATIONS SHALL APPLY WITH RESPECT TO ANY DAMAGES INCURRED BY REASON OF ANY USE, INABILITY TO USE, INTERRUPTION, SUSPENSION, RESTRICTION OR TERMINATION IN CONNECTION WITH THE SITES. THIS LIMITATION OF LIABILITY SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING NEGLIGENCE OR ANY OTHER BASIS. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Domestic Use; Export Restriction. User access to the Services is governed by all applicable federal, state and local laws. Information available on the Services is also subject to applicable U.S. export control laws and may also be subject to the laws of the country in which you reside. We make no representation that the Services or information available from the Services are appropriate or available for use in other locations. Users who access the Services from outside the United States of America do so on their own initiative and are responsible for compliance with all applicable local laws.
Notices and Procedure for Making Claims of Copyright Infringement. We will respond to allegations of copyright violations in accordance with the Digital Millennium Copyright Act. Inquiries or allegations that are not in compliance with the procedure below may not receive a response. If you believe that any content or material on the Services infringe your copyrighted material, you must notify our designated agent of such claim at:
- Celartem, Inc., d.b.a. Extensis
1800 SW First Avenue, Suite 500
Portland, OR 97201
Attention: Extensis Copyright Agent
- In order to have an effective notification, you must provide our designated agent a written notification substantially containing the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Upon receipt of an effective notification containing the information as outlined in Section 2, items (i) through (vi) above, we will:
- remove or disable access to the material that is alleged to be infringing;
- forward the written notification to the alleged infringer (“Subscriber”); and
- take reasonable steps to promptly notify the Subscriber that it has removed or disabled access to the material.
- The Subscriber may provide a counter notification to our designated agent. To be an effective counter notification, such counter notification must be in writing and provided to our designated agent and substantially contain the following:
- A physical or electronic signature of the Subscriber;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- A statement under penalty of perjury that the Subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
- The Subscriber’s name, address, and telephone number, and a statement that the Subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the Subscriber’s address is outside of the United States, for any judicial district in which we may be found, and that the Subscriber will accept service of process from the person who provided notification or an agent of such person.
- Upon receipt of a counter notification containing the information as outlined in Section 3 items (i) through (iv) above, we will:
- promptly provide the complaining party with a copy of the counter notification;
- inform the complaining party that it will replace the removed material or cease disabling access to it within ten (10) business days;
- replace the removed material or cease disabling access to the material within ten (10) to fourteen (14) business days following receipt of the counter notification, provided our designated agent has not received notice from the complaining party that an action has been filed seeking a court order to restrain Subscriber from engaging in infringing activity relating to the material on the Services.
No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms.
General. The Terms governs your access to and use of the Services. The Terms and any and all disputes in connection with the Terms shall be governed by the laws of the State of Oregon without regard to its conflict of law provisions. Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms shall remain in full force and effect. We have the right to assign the rights hereunder to a parent company or a surviving entity in connection with any merger, acquisition or consolidation.
Contact Information. If you have any questions about the Terms or the Services, please send your questions to email@example.com.
Copyright © 2016 Celartem, Inc. All rights reserved. Celartem, Inc., doing business as Extensis, 1800 SW First Avenue, Suite 500, Portland, OR 97201, U.S.A.