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When you ("You"
or "User") use this Internet web site
(www.HelpGram.com) and its related services ("Site")
You agree to the following terms and conditions (the
"Agreement"). HelpGram, Inc ("HelpGram"
or "we") may revise these terms
from time to time, at our sole discretion, by updating
this posting. Unless otherwise provided below, the revised
terms will take effect when they are posted.
BY CONTINUING TO USE THE SITE, YOU
ARE INDICATING YOUR AGREEMENT TO BE BOUND BY THE TERMS
OF THIS AGREEMENT AND ALL REVISIONS THEREOF.
This Site is intended to be used
by Adults Only.
You may not use this site unless you are at least 13
years old. In accordance with the Federal Children's
Online Privacy Protection Act of 1998 (COPPA), HelpGram
will never knowingly solicit nor will it accept personally
identifiable information from users known to be under
thirteen (13) years of age.
It is Free.
HelpGram does not currently charge for services on the
Site, but reserves the right to do so in the future.
We may modify or discontinue this Site and the services
available at it without notice.
Provide Accurate Information.
When asked to provide information, You agree that You
will provide true, accurate and complete information.
You also agree that You will maintain and update such
information to maintain its truth, accuracy and completeness.
HelpGram reserves the right to terminate Your use of
the Site upon the discovery that the information You
provided is not complete or accurate.
Privacy
Please see our privacy policy.
Rights You Grant to HelpGram.
When You post information, text, files, links, software,
or other materials ("Content") to the
Site, You are granting, or warranting that the owner
of such Content has expressly granted, a royalty-free,
perpetual, irrevocable, fully sub-licensable, non-exclusive
right to use, reproduce, modify, transmit, distribute,
perform, display and delete such Content (in whole or
in part) worldwide and/or to incorporate such Content
in other works in any form, media or technology now
known or later developed. HelpGram will take reasonable
precautions such that these rights are only used for
legitimate business purposes related to (i) transmission,
routing, or transient storage of communications, or
(ii) management or operation of the Site and/or related
sites and services.
User Obligations.
You agree not to do any of the following while using
the Site:
- violate any applicable law or
regulation;
- post or transmit any Content that
You do not have the right to post or transmit under
any law, contractual duty or fiduciary relationship;
- post or transmit any Content that
infringes a third party's intellectual property rights,
rights of publicity or privacy;
- post or transmit any Content that
is unlawful, untrue, harassing, libelous, defamatory,
abusive, tortious, threatening, harmful (including
but not limited to viruses, corrupted files, or any
other similar software or programs) or otherwise objectionable;
- access, tamper with or use non-public
areas of the Site. Unauthorized individuals attempting
to access these areas of the Site may be subject to
prosecution;
- tamper with postings of other
users;
- gather and use information, such
as other users' email addresses, available from the
Site to transmit any unsolicited advertising, "junk
mail", "spam", or "chain letters;"
- post false or misleading information
about a product or service;
- frame or link to the Site except
as permitted in writing by HelpGram; or
- impersonate or misrepresent Your
affiliation with any person or entity.
Unedited Third Party Content and
Monitoring.
In some instances HelpGram acts as a distributor (and
not a publisher) of unedited content supplied by third
parties and users of this Site. HelpGram has no editorial
control over such content. Any opinions, advice, statements,
services, offers, or other information or content expressed
or made available by such third parties, including users,
are those of the respective author(s) or distributor(s)
and not of HelpGram. HelpGram neither endorses nor is
responsible for the accuracy or reliability of any unedited
opinion, advice, information, or statement made on this
Site by anyone other than authorized HelpGram employees
acting in their official capacities or third parties
over whom HelpGram exercises editorial control. YOU
UNDERSTAND AND ACKNOWLEDGE THAT HelpGram DOES NOT MONITOR
UNEDITED CONTENT FOR ACCURACY OR RELIABILITY.
Protection of Content Provided
by HelpGram and Its Licensors.
The Site contains trademarks and other material furnished
by HelpGram, its licensors, and other users. You should
assume that everything You see or read on the Site which
was not furnished by or received for You (such as images,
photographs, illustrations, text and other materials)
("Site Content") is copyrighted unless
otherwise noted. You may not sell, reproduce, distribute,
modify, display, publicly perform, prepare derivative
works based on, repost or otherwise use any of the Site
Content in any way for any public or commercial purpose
without prior written consent of HelpGram or the rights
holder. You may not use the Site Content on any other
web site or in a networked computer environment for
any purpose. In order to protect HelpGram's and
its Licensor's trade secrets, You agree that You will
not "reverse engineer" any Site Content consisting
of downloadable software, unless specifically authorized
by the trade secret owner or otherwise permitted by
law. If You violate any of these terms, Your permission
to use the Site Content will automatically terminate,
You must immediately destroy any copies You have made
of the Site Content, and we may end Your authorization
to use the Site.
Linking Provision.
HelpGram is always interested in high quality sites
to link to HelpGram, provided that permission is obtained
from HelpGram prior to the posting of any link. If you
are interested in linking your site to HelpGram, please
contact us at webmaster@helpgram.com.
Please make sure to clearly state your request and include
your URL.
Intellectual Property Policy.
HelpGram respects the intellectual property of others
and expects users of the Site to do the same. At our
discretion and in appropriate circumstances, HelpGram
may prevent access to the Site by users who infringe
upon the intellectual property rights of others.
Pursuant to 17 United States Code
512(c)(2) (Digital Millennium Copyright Act of 1998),
HelpGram's designated agent for notice of alleged copyright
infringement appearing on our site is:
Simon Lincoln
HelpGram, Inc
Email address webmaster@helpgram.com
To file a notice of infringement
with us, you need to fulfill the requirements specified
in Title II of the Digital Millennium Copyright Act
of 1998. The text of this statute can be found at the
U.S. Copyright Office web site, http://www.loc.gov/copyright/legislation/dmca.pdf
(visited May 15, 2000).
Notices.
HelpGram will give You any necessary notices by posting
them on the Site. You authorize HelpGram to send notices
via electronic mail as well if HelpGram decides, in
its sole discretion, to do so. You agree to check the
Site for notices, and that You will be considered to
have received a notice when it is made available to
You by posting on the Site.
Links.
The Site contains links to other web sites or resources.
While HelpGram makes every effort to ensure the availability
and accuracy of these links, you acknowledge and agree
that HelpGram is not responsible or liable for (i) the
availability or accuracy of such sites or resources;
or (ii) the content, advertising, or products on or
available from such sites or resources. The inclusion
of any link on the Site does not imply that we endorse
the linked site. You use the links at Your own risk.
Your Relationship with Merchants
Who Use the Site.
Your correspondence with merchants or advertisers found
on the Site, including payment and delivery of related
goods or service, and any other terms, conditions, warranties
or representations associated with such dealings, are
solely between You and such merchant or advertiser.
You agree not to hold HelpGram liable for any loss of
damage of any sort incurred as the result of any such
dealings or as the result of the presence of such merchants
or advertisers on the Site.
Errors and Disclaimer of Warranties.
We and our content suppliers ("Content Providers")
endeavor to provide a convenient, accurate and functional
Site. All of the information contained on the Site is
obtained from sources that we believe are accurate and
reliable. However, the Content Providers do not guarantee
that the information provided will be sufficient or
appropriate for every individual or situation. Consequently,
YOU USE THE SITE AT YOUR OWN RISK. THE INFORMATION PROVIDED
MAY NOT BE ACCURATE, WORK FOR YOUR PARTICULAR SITUATION
BE SUITABLE OR APPROPRIATE FOR YOU. WE STRONGLY URGE
YOU TO CONSULT A PROFESSIONAL OR SOME OTHER AUTHORITY
IN THE APPROPRIATE FIELD BEFORE USING ANY OF THE INFORMATION
THAT WE PROVIDE.
While we make every effort to provide
a sterile server environment, we also do not guarantee
that the Site will be error free or that it or the servers
that operate it are free of viruses or other harmful
components. We urge You to keep backup copies of material,
if any, that You maintain on or use with the Site. If
Your use of the Site results in the need for servicing
or replacing property, material, equipment or data,
we are not responsible for those costs.
Without limiting the foregoing, EVERYTHING
ON THE SITE IS PROVIDED TO YOU "AS IS" AND
"AS AVAILABLE" WITHOUT WARRANTY OR CONDITION
OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, THE IMPLIED WARRANTIES OF AVAILABILITY,
ACCURACY, RELIABILITY, TIMELINESS, SECURITY, COMPLETENESS,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR
NON-INFRINGEMENT. Please note that some jurisdictions
may not allow the exclusion of implied warranties, so
some of the above exclusions may not apply to You.
HELPGRAM ALSO MAKES NO WARRANTY THAT
THE SITE WILL MEET USER'S REQUIREMENTS NOR DOES HELPGRAM
MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED
FROM THE SITE. HELPGRAM MAKES NO WARRANTY REGARDING
ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH
THE SITE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE
SITE.
NO ADVICE OR INFORMATION, WHETHER
ORAL OR WRITTEN, OBTAINED BY USER FROM HELPGRAM OR THROUGH
THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE
HEREIN.
Indemnity.
You agree to defend, indemnify, and hold harmless HelpGram,
its officers, directors, employees, agents, and its
Content Providers from and against any claims, actions
or demands, including without limitation reasonable
legal and accounting fees, made by any third party due
to or resulting from Your use of the Site or the Site
Content or Your violation of this Agreement.
Limitation of Liability.
OUR AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING
OUT OF OR IN CONNECTION WITH THE SITE OR THE SITE CONTENT
IS LIMITED TO ONE HUNDRED DOLLARS ($100.00). NEITHER
HelpGram NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING,
OR DELIVERING THE SITE SHALL BE LIABLE FOR ANY INCIDENTAL,
SPECIAL, CONSEQUENTIAL OR INDIRECT DAMAGES RESULTING
FROM YOUR ACCESS TO, OR USE OF, OR INABILITY TO USE
THE SITE AND THE SITE CONTENT, WHETHER BASED ON WARRANTY,
CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL
THEORY, AND WHETHER OR NOT WE KNOW OF THE POSSIBILITY
OF SUCH DAMAGE. You acknowledge that without these limitations,
we could not provide low cost and/or free access to
the Site. Because some jurisdictions do not allow the
exclusion or limitation of liability for consequential
or incidental damages, the above limitation or exclusion
may not apply to You.
General Provisions.
You are responsible for compliance with applicable local
laws, keeping in mind that access to the Site Content
may not be legal by certain persons or in certain countries.
If any part of this Agreement is held to be unenforceable,
the unenforceable part shall be given effect to the
greatest extent possible and the remainder will remain
in full force and effect. This Agreement is personal
to You and You may not transfer, assign or delegate
this Agreement to anyone without the express written
permission of HelpGram. Any attempt by You to assign,
transfer or delegate this Agreement without the express
written permission of HelpGram shall be null and void.
This Agreement will be governed by
the law of the State of New York, U.S.A., without regard
to its conflicts of law provisions. Any dispute You
may have with respect to this Site must be commenced
within one year after it arises, or the cause of action
is barred.
The paragraph headings in this Agreement,
shown in boldface type, are included to help make the
agreement easier to read and have no binding effect.
The Agreement comprises the entire
agreement between You and HelpGram with respect to the
use of the Site and supersedes all prior agreements
between the parties regarding the subject matter contained
herein.
We suggest that You print out
a copy of this Agreement for Your records.
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