1- ACCEPTANCE OF TERMS
Webnox Corp. ("Webnox") welcomes you ("Customer"). Webnox provides its service to you subject to the following Terms of Service ("TOS"), which may be updated by us from time to time without notice to you. You can review the most current version of the TOS at any time at: http://www.Webnoxmanagement.com/content/legal/terms/. In addition, when using particular Webnox owned or operated services, you and Webnox shall be subject to any posted guidelines or rules applicable to such services, which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS. Webnox may also offer other services that are governed by different Terms of Service.
2- DESCRIPTION OF SERVICE
Webnox provides users with access to a rich collection of resources, including marketing services, various communications tools, forums, shopping services, search services, personalized content and branded programming through its network of properties which may be accessed through any various medium or device now known or hereafter developed (the "Service"). You also understand and agree that the Service may include advertisements and that these advertisements are necessary for Webnox to provide the Service. You also understand and agree that the Service may include certain necessary communications from Webnox, such as service announcements and administrative messages, and that these communications are considered part of Webnox membership and you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new Webnox properties, shall be subject to the TOS. You understand and agree that the Service is provided "AS-IS" and that Webnox assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to the Service, and that access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees, including those fees associated with the display or delivery of advertisements. In addition, you must provide and are responsible for all equipment necessary to access the Service.
3- YOUR REGISTRATION OBLIGATIONS
In consideration of your use of the Service, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of Canada or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Webnox has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Webnox has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). Webnox is concerned about the safety and privacy of all its users, particularly children. For this reason, children under the age of 13 must have the permission of their parents or legal guardians to access the Service. Please remember that the Service is designed to appeal to a broad audience. Accordingly, as the legal guardian, it is your responsibility to determine whether any of the Service areas and/or Content are appropriate for your child.
5- MEMBER ACCOUNT, PASSWORD AND SECURITY
In some instances, you will receive a password and account designation upon completing the Service's registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Webnox of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Webnox cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
6- MEMBER CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not Webnox, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Service. Webnox does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Webnox be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service.
You agree to not use the Service to:
You acknowledge that Webnox may or may not pre-screen Content, but that Webnox and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or move any Content that is available via the Service. Without limiting the foregoing, Webnox and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by Webnox or submitted to Webnox, including without limitation information in Webnox Message Boards and in all other parts of the Service.
You acknowledge, consent and agree that Webnox may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of Webnox, its users and the public.
You understand that the technical processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Webnox and/or content providers who provide content to the Service. You may not attempt to override or circumvent any of the usage rules embedded into the Service. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Service, in whole or in part, is strictly prohibited.
7- INTERSTATE NATURE OF COMMUNICATIONS ON Webnox NETWORK
When you register with Webnox, you acknowledge that in using Webnox services to send electronic communications (including but not limited to email, search queries, messaging, chat, uploading photos and files, and other Internet activities), you will be causing communications to be sent through Webnox's computer networks, portions of which are located in Canada, portions of which are located in the United States, and portions of which are located abroad. As a result, and also as a result of Webnox’s network architecture and business practices and the nature of electronic communications, even communications that seem to be intrastate in nature can result in the transmission of interstate communications regardless of where you are physically located at the time of transmission. Accordingly, by agreeing to this Terms of Service, you acknowledge that use of the service results in interstate data transmissions.
8- SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
9- CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SERVICE
Webnox does not claim ownership of Content you submit or make available for inclusion on the Service. However, with respect to Content you submit or make available for inclusion on publicly accessible areas of the Service, you grant Webnox the following worldwide, royalty-free and non-exclusive license(s), as applicable:
"Publicly accessible" areas of the Service are those areas of the Webnox network of properties that are intended by Webnox to be available to the general public.
10- INTERNET MARKETING SERVICE AGREEMENT
This agreement covers all Webnox's web site traffic promotion services.
You are entering into an agreement to have your advertising displayed across the across 3rd party sites where required.
You are not permitted to display advertising that contains, or links to a webpage that contains, information of an adult nature, pornography, promotion of illegal activities, racism, hatred of any kind, Warez, and objectionable material. Please contact us if you need further clarification about this.
You are not permitted to display advertising that is misleading, inappropriate, offensive, slanderous, or that breaks any law governing advertising in the United States, Australia, Canada, New Zealand, South Africa, or member countries of the European Union.
You are entirely responsible for all information contained in your advertising. Webnox is not responsible for this information. Please ensure that the information you provide is legal, accurate, and meets the requirements of this Terms of Service agreement.
Under no circumstances is Webnox liable in any way for any content including, but not limited to, any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed, or otherwise transmitted via the service.
Webnox reserves the right to withdraw, withhold, remove and/or suspend any advertising that may breech this agreement. You will always be given the opportunity to amend the advertising so that it meets the requirements of this agreement.
Webnox assumes no liability for disruptions of the Service, including but not limited to vandalism, theft, Internet disruptions, extreme or severe weather conditions, or any other causes in the nature of "ACTS OF GOD" or force Majeure.
Webnox aims to provide an exceptional advertising service to all clients. If you are not satisfied for any reason, please contact us directly and immediately so that a remedy may be established.
11-WEB PROMOTION AGREEMENT
Customer takes full responsibility for all content suggested or supplied to Webnox for inclusion on web document(s), advertisement(s) or any form of media. Customer is held legally liable for the supplied content and all Content on Customer's Website, including, but not limited to, recommended content and content created by Webnox for a Customer's Website. Customer agrees to abide by all local, state, national, and international laws including, but not limited to, trademarks, patents and copyrights. Customer agrees to all content created by Webnox to be hosted on customer's website for the purposes of achieving increased search engine visibility. Customer agrees once the Services begin, additional content will be added to the site by Webnox and code will be adjusted to optimize for search engines. Any requested changes to graphics, text, web pages, and forms or any other requests extending outside of the scope of the project (as defined in the pricing plans) will not be included or considered without advanced payment of $100/ hour. Customer gives Webnox full authority as a part of this service to create, add, delete, revise or upload content, including approved keywords, onto the Customer's site in order to optimize your site for search engines.
12-PAYMENT AND REFUND POLICY
Payment for the Services selected by you will be on a pre-paid basis, due and payable at the beginning of the term. For extended services with billing cycles, we will continue billing at the beginning of any and all subsequent terms until such time as you or we terminate the Services. All charges are in US Dollars. All charges are exclusive of taxes. You are responsible for paying all taxes and government charges, and reasonable expenses and attorney fees we incur in any action associated with the collection of service fees. You agree to submit any claims or disputes regarding any charge to your account in writing to us within sixty (60) days of such charge, otherwise such claim or dispute will be waived and such charge will be final and not subject to challenge.
Due to the nature of the Online Marketing and Web Promotion Service Industry, Webnox cannot offer guarantees for most of its Internet Marketing Services and, as such, all payments are nonrefundable. Refunds to Online Marketing Services are only provided in limited instances where the applicable guarantee has not been met on a guaranteed service, the Customer has taken all actions consistent with this Agreement and has not taken any action that would void the guarantee. In such instances, Webnox is ready to offer a full refund minus any setup fees if requested within sixty (60) days of payment.
In any instance where a customer's service has been terminated due to a violation of Webnox's stated use policies or other generally acceptable Internet standards - NO refund either full or partial - shall be due the Customer.
You agree to indemnify and hold Webnox and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or otherwise make available through the Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.
14- NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
15- GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that Webnox may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Service, the maximum number of email messages that may be sent from or received by an account on the Service, the maximum size of any email message that may be sent from or received by an account on the Service, the maximum disk space that will be allotted on Webnox's servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that Webnox has no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service. You acknowledge that Webnox reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that Webnox reserves the right to modify these general practices and limits from time to time.
16- MODIFICATIONS TO SERVICE
Webnox reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Webnox shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
You agree that Webnox may, under certain circumstances and without prior notice, immediately terminate your Webnox account, any associated email address, and access to the Service. Cause for such termination shall include, but not be limited to, (a) breaches or violations of the TOS or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification to the Service (or any part thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) engagement by you in fraudulent or illegal activities, and/or (h) nonpayment of any fees owed by you in connection with the Services. Termination of your Webnox account includes (a) removal of access to all offerings within the Service, (b) deletion of your password and all related information, files and content associated with or inside your account (or any part thereof), and (c) barring of further use of the Service. Further, you agree that all terminations for cause shall be made in Webnox's sole discretion and that Webnox shall not be liable to you or any third party for any termination of your account, any associated email address, or access to the Service.
18- DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Webnox shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.
The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Webnox has no control over such sites and resources, you acknowledge and agree that Webnox is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Webnox shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
20- Webnox'S PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Webnox or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.
Webnox grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Webnox for use in accessing the Service.
21- DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. Webnox AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Webnox AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Webnox OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
22- LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT Webnox AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Webnox HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
IN NO EVENT SHALL Webnox BE LIABLE FOR ANY DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST ADVERTISING, OR ANY INDIRECT DAMAGES EVEN IF Webnox HAS BEEN INFORMED OF THE POSSIBILITY THEREOF. LIABILITY IN ANY CASE SHALL NOT EXCEED THE COST OF ANY PARTICULAR PRODUCT OR SERVICE OFFERED BY Webnox AND PAID FOR BY THE CUSTOMER. FURTHERMORE, ALL USERS ARE INFORMED THAT THEY ACCEPT THEIR OWN RISK OF LOSS OF INFORMATION AND/OR BUSINESS DUE TO POWER OUTAGES, EQUIPMENT FAILURES, MALICIOUS INTRUSIONS, AND ACCIDENTAL DELETIONS. Webnox MAINTAINS EVERY EFFORT TO PROVIDE A HIGH LEVEL OF SERVICE SO THAT SUCH OCCURRENCES DO NOT HAPPEN. HOWEVER, THERE ARE NO GUARANTEES (IMPLIED OR EXPRESSSED) THAT SUCH INCIDENTS WON'T EVER HAPPEN.
23- EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 17 AND 18 MAY NOT APPLY TO YOU.
24- NO THIRD-PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this agreement.
Webnox may provide you with notices, including those regarding changes to the TOS, by email, regular mail or postings on the Service.
26- NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT
Webnox respects the intellectual property of others, and we ask our users to do the same. Webnox may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Webnox's Copyright Agent the following information:
Webnox's Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
1 Yonge Street, Suite 1801
CANADA M5E 1W7
27- GENERAL INFORMATION
The section titles in the TOS are for convenience only and have no legal or contractual effect.