TERMS OF USE
1. AGREEMENT BETWEEN
USER AND XLNTADS
This is a binding agreement ("Agreement") between XLNTads LLC a California limited liability corporation ("XLNTads") and you, the user
("You" or "Your"). XLNTads' web site, www.xlntads.com,
("Site") is offered to You conditioned on Your acceptance without
modification of the terms, conditions, and notices contained herein. By
accessing the Site, You confirm Your acceptance of, and agree to be bound by,
this Agreement and all such terms, conditions and notices.
2. MODIFICATION OF THESE
TERMS OF USE
XLNTADS RESERVES THE RIGHT TO CHANGE THE TERMS, CONDITIONS AND NOTICES OF THIS
AGREEMENT UNDER WHICH THE SITE IS OFFERED. YOU ARE RESPONSIBLE FOR REGULARLY
REVIEWING THESE TERMS AND CONDITIONS. THE MOST CURRENT VERSION OF THIS
AGREEMENT CAN BE VIEWED BY CLICKING ON THE "TERMS OF USE" HYPERTEXT
LINK LOCATED AT THE BOTTOM OF EACH PAGE OF THE SITE. YOUR NON-TERMINATION OR
CONTINUED USE OF THE SITE AFTER CHANGES ARE POSTED CONSTITUTES YOUR ACCEPTANCE
OF THIS AGREEMENT AS MODIFIED BY THE POSTED CHANGES.
3. PRIVACY POLICY
Because your privacy is important to You and to XLNTads, XLNTads will operate
the Site in accordance with its Privacy Policy, which is incorporated into this
Agreement by this reference and which may be viewed by following
this link
to
the Privacy Policy. BY CONSENTING TO THIS AGREEMENT, YOU CONSENT TO THIS
PRIVACY POLICY.
4. SITE USAGE
As a condition of Your use of the Site, You agree that you will not:
violate any law,
contract or intellectual property right, or commit a tort;
attempt to access any
service or area of the Site that you are not authorized to access;
alter information on
or obtained from the Site;
use any robot,
spider, scraper or other automated means or interface not provided by us to
access the Site or to extract data;
reverse engineer any
aspect of the Site or do anything that might discover source code, or bypass or
circumvent measures employed to prevent or limit access to any area, content or
code of the Site (except as otherwise expressly permitted by law);
send to or otherwise
impact XLNTads or the Site (or anything or anyone else) with harmful, illegal,
deceptive or disruptive code such as a virus, "spyware",
"adware" or other code that could adversely impact the Site or any
recipient;
access or use the
Site or any service for any unlawful, unintended (by XLNTads) or harmful
purpose, or other than in full compliance with applicable law and this
Agreement;
take any action which
might impose a significant burden (as determined by XLNTads) on the Site
infrastructure;
interfere with the
ordinary operation or mission of the Site or services;
permit anyone other
than Yourself and Your personnel to use Your User Information to access any
portions of the Site which are restricted; and
"frame" the
Site or otherwise make it look like you have a relationship to XLNTads or that
we have endorsed you for any purpose.
You further agree that (1) any information you provide in
connection with your use of the Site is true, accurate and complete and you
will maintain and update such information regularly; and (2) You will respect
the intellectual property and other informational rights of XLNTads and others.
5. SECURITY
Portions of the Site are restricted and require
registration and a user ID ("Your Site Unique ID") and password ("Site
Password") for access and use. Certain other portions may require additional
codes. You are solely responsible for (1) maintaining the strict
confidentiality of Your Site Unique ID, Site Password and other codes ("Your
User Information") assigned to You; (2) charges, damages or losses that
may be incurred or suffered as a result of Your or Your personnel's failure to
maintain the strict confidentiality of Your User Information; and (3) promptly
informing XLNTads in writing of any need to deactivate and replace any Your
User Information due to security concerns or inaccuracy. If XLNTads at any
time discovers any error or omission in Your User Information, XLNTads may in
its sole discretion terminate Your right to access and use the restricted
portions of the Site. You may not permit anyone other than Yourself or Your
personnel to use Your User Information to access any restricted portions of the
Site. XLNTads is not liable for any harm related to the theft of Your User
Information, Your disclosure of Your User Information, or Your authorization to
allow another person or entity to access and use restricted portions of the
Site using Your User Information. You agree to notify XLNTads immediately as
soon as You become aware of any unauthorized use of Your User Information.
Notice to XLNTads under this section of the Agreement may be accomplished by
sending an e-mail to info@xlntads.com or by conventional mail to:
Webmaster
XLNTads, LLC
23 E Wynnewood Rd
Wynnewood, PA 19096
6. COPYRIGHT AND
TRADEMARK OWNERSHIP, NOTICES AND INFRINGEMENT
COPYRIGHTS:
The Site is Copyright © 2007 XLNTads, LLC. All rights reserved.
The content of the Site is proprietary and is protected by the copyright laws
of the United States and other countries. Portions of the Site are provided by
third parties and contain third party copyrights. The compilation of the
content on the Site is the exclusive property of XLNTads and is protected by
the copyright laws of the United States and other countries.
XLNTads does not claim ownership of the individual materials or information You
may provide to XLNTads, including without limitation feedback, advertisements,
suggestions, posts, uploads, inputs, or submissions to the Site. However, if
You provide such materials or information to XLNTads:
You warrant and
represent that You own or otherwise have all of the rights in and to Your
materials or information including, without limitation, all the rights
necessary for You to provide, post, upload, input or submit the materials or
information; and
You grant XLNTads,
its affiliated entities and sublicensees a non-exclusive, perpetual, worldwide,
royalty free, fully paid up and irrevocable license to use Your materials or
information, including without limitation the rights to copy, distribute,
transmit, publicly display, publicly perform, reproduce, edit, make derivative
or collective works, translate and reformat the materials or information, and
to publish Your name in connection with Your materials or information. XLNTads
will not pay You compensation with respect to any use of Your materials or
information.
You may not modify, copy, distribute, transmit, display,
perform, reproduce, publish, license, create derivative works from, transfer,
or sell any information, products or services obtained from the Site, without
the prior written permission of XLNTads. For information, write to Webmaster at
XLNTads, LLC, 625 Ridge Pike, Suite 100, Bldg D, Conshohocken, PA 19428.
Any rights not expressly granted herein are reserved.
TRADEMARKS:
Nothing in this Agreement or its performance shall grant You any right, title,
interest, or license in or to XLNTad's names, trademarks, logos, trade dress,
designs, or other names, trademarks, logos, trade dress, designs of third
parties which appear on the Site.
Any and all rights not expressly granted herein are reserved.
7. NOTICES AND
PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
NOTE: THE FOLLOWING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING XLNTADS
THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES,
SUCH AS REQUESTS FOR TECHNICAL ASSISTANCE, REPORTS OF E-MAIL ABUSE, AND PIRACY
REPORTS, WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS. XLNTads does not guarantee
any action based upon the receipt of such information. Pursuant to Title 17,
United States Code, Section 512(c)(2), notifications of claimed copyright
infringement should be sent to XLNTad's Designated Agent.
Written notification must be submitted to the following Designated Agent:
Service Provider(s): XLNTads, LLC
Name of Agent Designated to Receive Notification of Claimed Infringement:
Neil Perry
Full Address of Designated Agent to Which Notification Should be Sent:
XLNTads, LLC, 23 E Wynnewood Rd, Wynnewood, PA 19096
Telephone Number of Designated Agent: 610-832-1234
Facsimile Number of Designated Agent: 1-610-649-2559
Email Address of Designated Agent: nperry@xlntads.com
To be effective, the Notification must include the following:
1. A physical or
electronic signature of a person authorized to act on behalf of the owner of an
exclusive right that is allegedly infringed;
2. 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;
3. 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 the service provider to locate the
material;
4. Information
reasonably sufficient to permit the service provider 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;
5. 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
6. 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.
8. THIRD PARTY
CONTENT; LINKS TO THIRD PARTY WEB SITES
The Site may contain third party content, copyrights and trademarks. XLNTads
does not endorse any of the products or services offered by such third parties.
The Site may contain links to third party web sites. The third party web sites
are not under the control of XLNTads, and XLNTads is not responsible for the
contents of any third party web site, and the inclusion of any link is as a
convenience and does not imply endorsement by XLNTads of the site or any association
or relationship with its operators.
9. RULES FOR
CONTESTS OR SIMILAR PROMOTIONS
Any challenges, sweepstakes, contests, raffles, surveys or similar promotions
made available through the Site will be governed by separate specific terms and
conditions. Please review such terms and conditions prior to participating in
any promotion.
10. NO PROFESSIONAL
ADVICE
The content and materials available through the Site is for information and
educational purposes only. The content included on the Site may reflect content
and opinions not universally shared and does not necessarily reflect the view
of XLNTads. YOUR RELIANCE UPON CONTENTAND MATERIALS OBTAINED BY YOU AT OR
THROUGH THE SITE IS SOLELY AT YOUR OWN RISK.
11. TERMINATION
XLNTads reserves the right in its sole discretion to terminate Your access to
any or all of the Site at any time without notice for any reason whatsoever.
Sections 4-8 and 10-21 shall survive the expiration or termination of this
Agreement for any reason whatsoever.
12. COMPLIANCE WITH
APPLICABLE LAWS
XLNTads reserves the right at all times to disclose any information as
necessary to satisfy any applicable law, regulation, legal process or
governmental request.
13. GENERAL
DISCLAIMERS, EXCLUSION OF DAMAGES, AND LIMITATION OF LIABILITY
THE CONTENT, SOFTWARE AND SERVICES INCLUDED IN OR MADE AVAILABLE THROUGH THE
SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY
ADDED TO THE INFORMATION ON THE SITE. XLNTADS MAY MAKE IMPROVEMENTS AND/OR
CHANGES TO THE SITE AT ANY TIME. INFORMATION RECEIVED VIA THE SITE SHOULD NOT
BE RELIED UPON FOR PERSONAL, LEGAL OR FINANCIAL DECISIONS, AND YOU SHOULD
CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE.
XLNTADS MAKES NO REPRESENTATIONS ABOUT THE SITE, INCLUDING WITHOUT LIMITATION
THE SITE'S SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS AND ACCURACY OF
THE CONTENT, SOFTWARE, SERVICES, MUSIC AND GRAPHICS. XLNTADS PROVIDES THE SITE,
INCLUDING WITHOUT LIMITATION ALL CONTENT, SOFTWARE, SERVICES, MUSIC AND
GRAPHICS "AS IS" WITHOUT WARRANTY OF ANY KIND. XLNTADS DISCLAIMS ALL WARRANTIES
AND CONDITIONS WITH REGARD TO THE SITE, INCLUDING WITHOUT LIMITATION ALL
CONTENT, SOFTWARE, SERVICES, MUSIC AND GRAPHICS, INCLUDING ALL IMPLIED
WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
TITLE AND NON-INFRINGEMENT OR WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM
OF TRADE.
YOUR SOLE AND EXCLUSIVE REMEDY IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE
SITE IS TO DISCONTINUE USING THE SITE. XLNTADS IN NO EVENT UNDER ANY
CIRCUMSTANCES WHATSOEVER SHALL BE LIABLE FOR ANY DIRECT, INDIRECT,
COMPENSATORY, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY
DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF USE, DATA
OR PROFITS ARISING OUT OF, INCIDENTAL TO OR IN ANY WAY CONNECTED WITH THE USE
OR PERFORMANCE OF THE SITE OR ACCESS ADS, WITH THE DELAY OR INABILITY TO USE
THE SITE, THE PROVISION OF OR FAILURE TO PROVIDE ADS OR SERVICES, OR FOR ANY
CONTENT, SOFTWARE, SERVICES, MUSIC AND GRAPHICS OBTAINED THROUGH THE SITE,
SECURITY BREACHES, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER
BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF
XLNTADS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. ALSO IN PARTICULAR, IN
NO EVENT SHALL XLNTADS BE HELD LIABLE FOR ANY DIRECT, INDIRECT, COMPENSATORY,
PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER
ARISING OUT OF OR IN CONNECTION WITH THE CONTENT PROVIDED ON THE SITE,
INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE USE OF TECHNIQUES,
PROCESSES OR PROCEDURES DISCUSSED ON THE SITE.
Some jurisdictions do not permit the exclusion or limitation of implied
warranties or the exclusion of certain types of damages. Therefore, if and only
if required by applicable law, some of the foregoing exclusions may not apply
to You.
14. INDEMNITY
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS XLNTADS, ITS SUCCESSORS,
AFFILIATES, AND ASSIGNS, AND ALL OF THEIR RESPECTIVE OFFICERS, DIRECTORS,
MEMBERS AND EMPLOYEES FROM AND AGAINST ANY AND ALL LIABILITIES, EXPENSES
(INCLUDING WITHOUT LIMITATION ATTORNEYS' FEES) AND DAMAGES ARISING OUT OF
CLAIMS BASED UPON YOUR USE OF THE SITE, AND/OR ANY USE OF YOUR USER
INFORMATION, INCLUDING WITHOUT LIMITATION INFRINGEMENT OF INTELLECTUAL PROPERTY
OR OTHER RIGHTS. XLNTADS WILL NOTIFY YOU PROMPTLY OF ANY CLAIM FOR WHICH
XLNTADS SEEKS INDEMNIFICATION AND WILL AFFORD YOU THE OPPORTUNITY TO
PARTICIPATE IN THE DEFENSE OF SUCH CLAIM, PROVIDED THAT YOUR PARTICIPATION WILL
NOT BE CONDUCTED IN A MANNER PREJUDICIAL TO XLNTADS' INTERESTS, AS REASONABLY
DETERMINED BY XLNTADS.
15. GOVERNING LAW
This Agreement is governed by the laws of the State of California, USA, without reference to its conflicts of laws rules. You hereby consent to the exclusive
jurisdiction and venue of courts in California in all disputes arising out of
or relating to the use of the Site.
16. NO RELATIONSHIP
You agree that no joint venture, partnership, employment, or agency
relationship exists between You and XLNTads as a result of this Agreement or
use of the Site.
17. CONSTRUCTION
If any part of this Agreement is determined to be invalid or unenforceable,
then the invalid or unenforceable provision will be deemed superseded by a
valid, enforceable provision that most closely matches the intent of the
original provision, and the remainder of the Agreement shall continue in
effect.
18. ENTIRE AGREEMENT
Unless otherwise specified herein, this Agreement constitutes the entire
agreement between You and XLNTads with respect to the Site, and it supersedes
all prior or contemporaneous communications and proposals, whether electronic,
oral or written, between You and XLNTads with respect to the Site.
19. XLNTADS CONTACT
INFORMATION
Webmaster: tbreslin@xlntads.com or Tim Breslin
XLNTads, LLC
23 E Wynnewood Rd
Wynnewood, PA 19096
Phone: 610-832-1234
Fax: 610-649-2559
20. NOTICES
Notices given by XLNTads to You will be given by a general posting on the Site
or by an e-mail, if an e-mail address is available. Notices to XLNTads must be
sent by conventional mail to Attention: XLNTads, LLC, 23 E Wynnewood Rd, Wynnewood, PA 19096
21. ASSIGNMENT
XLNTads may assign this Agreement, in whole or part, in its sole discretion.
You agree not to assign, transfer or sublicense Your rights or obligations
under this Agreement.
Last Revised 04-07-2008
