EVERYPOET EXCHANGE TERMS OF SERVICE
These EVERYPOET EXCHANGE Terms of Service comprise a legal agreement between You and Selendy Communications and governs Your use of EVERYPOET EXCHANGE. BY SUBSCRIBING TO EVERYPOET EXCHANGE, YOU AGREE TO BE BOUND BY THE TERMS OF THESE TERMS OF SERVICE AND THE ADDITIONAL TERMS, AS MODIFIED FROM TIME TO TIME. If you do not agree to these Terms of Service and the Additional Terms do not subscribe to or use the EVERYPOET EXCHANGE service.
EVERYPOET EXCHANGE is made up of Web sites and Web pages operated by Selendy Communications and its affiliates and of members of the EVERYPOET EXCHANGE Network. These Web sites, Web pages, products and services will be collectively referred to in this Agreement as "EVERYPOET EXCHANGE" or the "EVERYPOET EXCHANGE Network." "You" means You, Your company, Your employees, and anyone who has access to use Your EVERYPOET EXCHANGE account. You must be at least eighteen (18) years of age to subscribe to and use any EVERYPOET EXCHANGE service or product.
The EVERYPOET EXCHANGE Network is offered to You on the condition that You accept these Terms of Service and the Additional Terms without modification. You agree to familiarize Yourself with, and to regularly review, the Terms of Service, the Additional Terms, and other terms and guidelines found throughout the EVERYPOET EXCHANGE Network and abide by them if You choose to use the sites, or accept the products, services or benefits, to which such terms apply. Selendy Communications reserves the right to change any of the Terms of Service and any Additional Terms at anytime without notice. If You continue to use the EVERYPOET EXCHANGE Network after any such changes, Your continued use will constitute Your consent to such changes. Selendy Communications does not and will not assume any obligation to notify You of any changes to the Terms of Service or Additional Terms.
Any rights not expressly granted herein are reserved by Selendy Communications. In addition Your registration information and other information about You is subject to our Privacy Statement located at http://www.everypoet.com/privacy.htm.
By subscribing to EVERYPOET EXCHANGE, You make the following representations and warranties. Selendy Communications shall have the right to terminate your EVERYPOET EXCHANGE account, without notice at any time, if any representation warranty made by You proves to be untrue in any respect.
You represent and warrant that:
By using the EVERYPOET EXCHANGE Network, You agree that You will defend and indemnify Selendy Communications and its suppliers from any third party claim related to a breach of any of the foregoing warranties.
LIMITATIONS ON YOUR USE OF THE EVERYPOET EXCHANGE NETWORK
You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, services or benefits obtained from the EVERYPOET EXCHANGE Network, except as expressly provided herein.
You may not use a name in connection with operating Your
EVERYPOET EXCHANGE Web site that is confusing or misleading to participants,
or otherwise impersonate or deceive participants with respect to Your
You may not interfere with or disrupt the EVERYPOET EXCHANGE Network or servers or any network connected to EVERYPOET EXCHANGE.
You may not use the EVERYPOET EXCHANGE Network or the products
or services provided through or in connection with the EVERYPOET EXCHANGE
You may not decompile, disassemble, reverse engineer or otherwise attempt to discover any trade secret contained in the EVERYPOET EXCHANGE Network, or in any product, service or Software provided through the EVERYPOET EXCHANGE Network.
The information provided by Selendy Communications to You may be proprietary in nature. You agree not to share any information provided to You by or on behalf of Selendy Communications with any third party.
You agree that EVERYPOET EXCHANGE's cancellation policy will be posted on the EVERYPOET EXCHANGE Web site and may be changed from time to time by EVERYPOET EXCHANGE in its sole discretion.
CHANGES TO SERVICES, TERMINATION BY EVERYPOET EXCHANGE
Selendy Communications may change any of the EVERYPOET EXCHANGE
services at any time and from time to time without notice, including terminating
the offering of any EVERYPOET EXCHANGE service altogether.
LINKS TO THIRD PARTY SITES
Links within the EVERYPOET EXCHANGE Network may let You leave the EVERYPOET EXCHANGE Network. You acknowledge that the linked sites are not under the control of Selendy Communications and that Selendy Communications is not responsible for the contents or operation of such linked sites or any link contained in such linked site, any changes or updates to such sites, or Web casting or any other form of transmission received from any linked site. Selendy Communications is providing these links to You only as a convenience, and the inclusion of any link does not imply endorsement by Selendy Communications of the linked site or any association with their operators.
LICENSE YOU GRANT TO EVERYPOET EXCHANGE
Selendy Communications does not claim ownership of the materials
You provide to Selendy Communications (including feedback and suggestions)
or that You post, upload, input or submit in connection with Your use
of EVERYPOET EXCHANGE or any Web site ("Your Web Site") created
by You or on Your behalf in connection with the use of EVERYPOET EXCHANGE
(collectively "Submissions"). However, You grant Selendy Communications
a royalty-free license to use (including, without limitation, the rights
to: copy, distribute, transmit, publicly display, publicly perform, reproduce,
edit, translate, sublicense and reformat Your Submission, and to publish
Your name in connection with Your Submission) Your Submission only in
connection with the operation and promotion of EVERYPOET EXCHANGE. You
also grant Selendy Communications the right to publish Your name in connection
with any such use. No compensation will be paid or due You with respect
to Selendy Communications' use of the materials as licensed above. Selendy
Communications is under no obligation to post or use any materials You
may provide, and may remove such materials at any time in Selendy Communications'
sole discretion. By posting messages, uploading files (including graphics),
inputting data, submitting any feedback or suggestions, or engaging in
any other form of communication with or through the EVERYPOET EXCHANGE
Network, You represent and warrant that You own or otherwise control the
rights necessary to do so and to grant Selendy Communications the license
set forth above, and You will defend and indemnify Selendy Communications
and its suppliers from any third party claim related to a breach of any
of the foregoing representations or warranties.
The information, software, products, services and other material included in or available through the EVERYPOET EXCHANGE Network may not be complete, and may include inaccuracies or errors, and may also be modified, discontinued or deleted from time to time without notice. Advice, information, products, services or other materials received via the EVERYPOET EXCHANGE Network should not be relied upon for personal, medical, legal, business, financial or other decisions and is not intended to replace the advice of appropriate and qualified professionals. You acknowledge that You should consult an appropriate professional for specific advice tailored to Your situation.
Your access to and use of the EVERYPOET EXCHANGE Network,
and products and services of EVERYPOET EXCHANGE, is at Your own risk.
Selendy Communications makes no guarantees of any kind regarding the dependability,
accuracy, security, timeliness or availability of the EVERYPOET EXCHANGE
Network, or such products or services. Without limiting the foregoing,
NEITHER SELENDY COMMUNICATIONS NOR ITS RESPECTIVE SUPPLIERS MAKE ANY REPRESENTATIONS
OR WARRANTIES ABOUT THE CONDITION, SUITABILITY, RELIABILITY, AVAILABILITY,
COMPLETENESS, SECURITY, TIMELINESS, OR ACCURACY OF THE INFORMATION, SOFTWARE,
PRODUCTS, SERVICES AND MATERIALS CONTAINED IN EVERYPOET EXCHANGE FOR ANY
PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND MATERIALS
ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. SELENDY COMMUNICATIONS
AND ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL REPRESENTATIONS, WARRANTIES
AND CONDITIONS, EXPRESS OR IMPLIED, WITH REGARD TO THIS INFORMATION, SOFTWARE,
PRODUCTS, SERVICES OR MATERIALS, INCLUDING ALL IMPLIED WARRANTIES AND
CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE
Without limiting the foregoing, Selendy Communications is not responsible for any of Your data residing on Selendy Communications and EVERYPOET EXCHANGE Network hardware or systems, including such hardware or systems provided to Selendy Communications by third parties. You are responsible for maintaining and backing-up Your data and information that may reside on the Selendy Communications or EVERYPOET EXCHANGE hardware or systems, including such hardware or systems provided to Selendy Communications by third parties, whether or not such information is produced through the use of EVERYPOET EXCHANGE, including any information regarding the operation or use of Your Web site, catalogs, lists, order records, and other information You are providing or using in connection with Your use of the EVERYPOET EXCHANGE Network. It is Your responsibility to take the necessary steps to ensure Your primary means of business is maintained. Selendy Communications will not be liable for any damage, loss or disclosure of data, accounts, revenue or business arising out of or otherwise related to: (a) Your use of the EVERYPOET EXCHANGE Network, its services or products; (b) Your customers' use of Your Web site hosted by or created through EVERYPOET EXCHANGE and Your products and services; (c) use of the EVERYPOET EXCHANGE Network by any other party to whom You have given access to Your company information for use of the EVERYPOET EXCHANGE Network; (d) errors, bugs or other defects in the EVERYPOET EXCHANGE Network; (e) lost company, customer or vendor information (e.g., billing information, credit card numbers, lost orders, etc.); (f) illegal or criminal activities, including but not limited to reliance on any information obtained on the EVERYPOET EXCHANGE Network; or (g) or that result from mistakes, omissions, interruptions, deletion of files or e-mail, loss of or damage to data, errors, defects, viruses, delays in operation, or transmission, or any failure of performance, whether or not limited to acts of God, communications failure, theft, destruction or unauthorized access to Selendy Communications's records, programs or services. You are solely responsible for maintaining and backing-up any information regarding the operation or use of Your Web site, catalogs, lists, order records, and other information You are providing or using in connection with Your use of the EVERYPOET EXCHANGE Network.
Selendy Communications is not liable for Your actions with Your customers or vendors, or the use of their information, or for any other actions arising from Your use, or the use of other parties to whom You have given access to Your EVERYPOET EXCHANGE information, through the use of the EVERYPOET EXCHANGE Network.
Selendy Communications is not involved in any transaction between You and Your buyer or seller or other third parties with whom you may have transactions through Your Web site or between You and any user of any products or services offered or provided by You or by a third party through the EVERYPOET EXCHANGE Network. Selendy Communications is not responsible for screening, censoring or otherwise controlling Your Web Site, or any listings or transactions offered or conducted via Your Web Site. You are deemed to have a direct commercial relationship with each third party that purchases goods or services from or undertakes any other transaction with You via Your Web site or through EVERYPOET EXCHANGE.
Selendy Communications makes no guarantee about the reliability or accuracy of these products or services, or the results obtained from using EVERYPOET EXCHANGE.
You agree to defend, indemnify and hold Selendy Communications and its suppliers harmless from and against any and all claims, losses, liability costs and expenses (including but not limited to attorneys' fees) arising from Your violation of these Terms of Service (including, without limitation, violation of applicable Additional Terms), or any third-party's rights, (including, without limitation, infringement of any copyright, violation of any proprietary right and invasion of any privacy rights). These obligations will survive any termination of Your relationship with Selendy Communications or Your use of EVERYPOET EXCHANGE.
ACCESS RESTRICTION; ACCOUNT SECURITY AND PASSWORDS
Selendy Communications reserves the right to deny in its sole discretion any user access to EVERYPOET EXCHANGE or any portion thereof without notice.
You are responsible for safeguarding the confidentiality of Your account information (including password(s) and user name(s) issued to You) and for any use or misuse of Your account or the EVERYPOET EXCHANGE Network resulting from any third party using a password or user name issued to You. You agree to notify Selendy Communications immediately of any known or suspected unauthorized access to or use of Your account, Your password, the password of any individual user to whom You have issued a login ID or any other breach of security or misuse of the EVERYPOET EXCHANGE Network known to or suspected by You. You may change Your password at any time by following instructions on the EVERYPOET EXCHANGE Web site.
You hereby authorize Selendy Communications to rely on any data, notice, instruction or request furnished by You to Selendy Communications, or that Selendy Communications reasonably believes to have been furnished by You. You are solely responsible for maintaining the confidentiality of Your account information and monitoring usage of Your account. Selendy Communications is not responsible for fraud of participants or of other users of your account.
YOUR CUSTOMER DATA
EVERYPOET EXCHANGE will not use Your customer data or Your customer contact list for any purposes other than those intended by the EVERYPOET EXCHANGE Network. Your customer information will not be shared with any other parties, unless you are also subscribing to a EVERYPOET EXCHANGE service where one of the features of such service is the sharing of customer information between the services. EVERYPOET EXCHANGE will not use Your customer information for the purpose of sending unsolicited commercial e-mail to such customers.
You agree that no joint venture, partnership, employment,
or agency relationship exists between You and Selendy Communications as
a result of these Terms or Service or use of EVERYPOET EXCHANGE.
Unless otherwise specified herein, these Terms of Service, the Additional Terms and the Privacy Statement constitute the entire agreement between the user and Selendy Communications with respect to the EVERYPOET EXCHANGE Network and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Selendy Communications with respect to the EVERYPOET EXCHANGE Network.
Selendy Communications is not obligated to monitor the content on EVERYPOET EXCHANGE. Selendy Communications reserves the right to disclose any information, content, or materials as necessary to satisfy any applicable law, regulation, legal process or government request or in accordance with Selendy Communications's Privacy Statement located at http://www.selendy.com/privacy.htm. Selendy Communications reserves the right to edit, refuse to post or to remove any information, content, or materials, in whole or in part, from the EVERYPOET EXCHANGE Web sites, in Selendy Communications's sole discretion, without notice at any time.
Any rights not expressly granted herein are reserved by Selendy Communications, including all legal and equitable remedies available to Selendy Communications or violation of any of these Terms of Service.
COPYRIGHT AND TRADEMARK NOTICES
All contents of the EVERYPOET EXCHANGE Network are: Copyright (c) 2001 Selendy Communications and/or its suppliers. All rights reserved.
Any rights not expressly granted herein are reserved by Selendy Communications.
EVERYPOET EXCHANGE BANNER NETWORK
The Banner Network is made up of Web sites that exchange the display of banners. For every THREE banners shown on a member's site, that member earns TWO credits to show the member's banner on another site.
Selendy Communications reserves the right to verify through any means the placement and correctness of the EVERYPOET EXCHANGE HTML code provided to You in connection with Your participation in the EVERYPOET EXCHANGE Banner Network, and You hereby grant Selendy Communications the right to access Your banner and Web site in connection with this verification. You acknowledge that the EVERYPOET EXCHANGE Network is a sponsor supported service, and You agree that at any given time the EVERYPOET EXCHANGE HTML code incorporated into Your Web site may display an advertisement from a sponsor. All EVERYPOET EXCHANGE HTML code must be placed on a page in Your Web site in a position where the majority of people visiting that page will see and notice the banner ad displayed via the HTML code.
No more than ONE EVERYPOET EXCHANGE banner may appear on any one page, and a total of no more than TWO banners may appear on any one page which carries an EVERYPOET EXCHANGE banner.
Selendy Communications reserves the right to deactivate accounts, with or without notice: (a) that display an inordinate number of banners for or links to competing banner exchange services; (b) that contain little or no original content; (c) if EVERYPOET EXCHANGE HTML code appears on an inordinate number of dynamically-generated pages; or, (d) for any violation of the items listed below or elsewhere in these Terms of Service.
Without limiting the foregoing, in connection with Your
participation in the EVERYPOET EXCHANGE Banner Network You may not:
You acknowledge and agree that Your Web site information (such as name, URL, traffic counts, etc.) may be utilized by Selendy Communications and disclosed to third parties (e.g., lists of the busiest sites, lists of member sites, etc.).
You agree that Selendy Communications reserves the right to remove Your banner ad and Web site from the EVERYPOET EXCHANGE Banner Network service, at any time, without notice, for a violation of these guidelines or for any other reason.
Your ability to earn credits is contingent upon submitting an acceptable banner to be advertised. If Your account for the EVERYPOET EXCHANGE Banner Network service is terminated for a violation of the EVERYPOET EXCHANGE Terms of Service or Additional Terms, You will cease to accrue credits from the time the account was terminated.
You will earn banner advertising credit in a three-to-two
ratio, that is, You will earn two banner advertising credits toward promoting
Your own Web site only after displaying three banners from the EVERYPOET
EXCHANGE Banner Network, but only if the EVERYPOET EXCHANGE ad servers
are able to determine where the EVERYPOET EXCHANGE Banner Network banner
is being displayed on Your registered URL. EVERYPOET EXCHANGE's inability
to track where Your EVERYPOET EXCHANGE Banner Network account is displaying
other EVERYPOET EXCHANGE Banner Network banners may result in credit forfeiture
and termination of Your EVERYPOET EXCHANGE Banner Network service as a
violation of these Terms of Service. EVERYPOET EXCHANGE reserves the right
to investigate and take action on Your account at any time, without notice.
Your EVERYPOET EXCHANGE Banner Network account and its corresponding credits
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