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Terms and Conditions of Service
Date last revised: July 22, 2011.
1. SERVICE DESCRIPTION
The OrgNote Service consists of products, computer programs, services and web sites hosted or made available by Beolive, LLC, which you may use for capturing, organizing, searching, storing, synchronizing, recognizing, sharing and transmitting any number of typed or imaged notes, not exceeding 16mb per note, on multiple computer and network platforms, now known or hereafter developed (collectively, the "Service").
2. PERSONAL USE
The Service is made available to you for your personal use only. Due to the Children's Online Privacy Protection Act of 1998 (which is available at http://www.ftc.gov/ogc/coppa1.htm), you must be at least thirteen (13) years of age to use this Service. You must provide current, accurate identification, contact, and other information that may be required as part of the registration process and you will be responsible for maintaining the accuracy and completeness of such information. You may also be provided with an account, username, password and/or an email address to access or use the Service, or to enable another to access, use and modify your notes (the "Account Information"). You are responsible for maintaining the confidentiality of your Account Information and, accordingly, will be fully responsible for all activities that occur under your account, including activities of others to whom you have provided your Account Information. You agree to immediately notify OrgNote of any unauthorized use of your Account Information, account or any other breach of security. We will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your Account Information secure. OrgNote reserves the right to refuse service to anyone at any time without notice for any reason.
3. PROPER USE
You agree that you are responsible for your own communications and for any consequences thereof. You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from your country of residence. You shall not, shall not agree to, and shall not authorize or encourage any third party to: (i) use the Service to upload, transmit or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as reasonably determined by OrgNote; (ii) upload, transmit or otherwise distribute content that infringes upon another party's intellectual property rights or other proprietary, contractual or fiduciary rights or obligations; (iii) prevent others from using the Service; or (iv) use the Service for any fraudulent or inappropriate purpose. Violation of any of the foregoing may result in immediate termination of this Agreement, and may subject you to state and federal penalties and other legal consequences. OrgNote reserves the right, but shall have no obligation, to investigate your use of the Service in order to determine whether a violation of the Agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.
You further agree to NOT:
(a) send, upload, distribute or disseminate or offer to do the same with respect to any unlawful, defamatory, harassing, abusive, fraudulent, infringing, obscene, or otherwise objectionable content;
(b) upload, post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party without such owner's or licensor's permission;
(c) transmit content that may be harmful to minors;
(d) promote or provide instructional information about illegal activities, promote physical harm or injury against any government, legal entity, group or individual, or promote any act of cruelty to animals, including, but not limited to, providing instructions on how to assemble explosive device or other weapons or incendiary devices;
(e) intentionally distribute viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature;
(f) interfere with other OrgNote users' enjoyment of the Service or violate the legal rights (such as rights of privacy and publicity) of others;
(g) collect or store personal data about other users for commercial purposes;
(h) exceed the scope of the Service that you have signed up for, for example, accessing and using features that you do not have a right to use or deleting, adding to or otherwise changing another person's entries or other content when you have not been granted the right to do so;
(i) access (or attempt to access) any of the Service by any means other than through the interface that is provided by OrgNote (unless you have been specifically allowed to do so in a Separate Agreement), or access (or attempt to access) any of the Service through any automated means (including use of scripts, web crawlers or the like) or otherwise engage the Service in a manner reasonably likely to be harmful to the systems operating the Service or the access or use of the Service by others;
(j) reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion or use of, or access to, the Service (unless you have been specifically allowed to do so in a Separate Agreement);
(k) sell, trade, resell or otherwise exploit for any unauthorized commercial purpose or transfer any OrgNote account; and/or
(l) create multiple user accounts in connection with any violation of the Agreement or create user accounts by automated means or under false or fraudulent pretenses.
4. CONTENT OF SERVICE
OrgNote takes no responsibility for third party content (including, without limitation, any viruses or other disabling features), nor does OrgNote have any obligation to monitor such third party content. You understand that, notwithstanding our efforts and these Policies and the Terms of Service, you may be exposed to offensive, indecent or objectionable Content when using the Service, and, accordingly, you use the Service at your own risk. OrgNote reserves the right at all times to remove or refuse to distribute any content on the Service, such as content which violates the terms of this Agreement. OrgNote also reserves the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to (a) satisfy any applicable law, regulation, legal process or governmental request, (b) enforce this Agreement, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues, (d) respond to user support requests, or (e) protect the rights, property or safety of OrgNote, its users and the public. OrgNote will not be responsible or liable for the exercise or non-exercise of its rights under this Agreement.
5. INTELLECTUAL PROPERTY RIGHTS
OrgNote's Intellectual Property Rights:
You acknowledge that OrgNote owns all right, title and interest in and to the Service, including without limitation all intellectual property rights (the "OrgNote Rights"), and such OrgNote Rights are protected by international intellectual property laws. Accordingly, you agree that you will not copy, reproduce, alter, modify, or create derivative works from the Service. You also agree that you will not use any robot, spider, other automated device, or manual process to monitor or copy any content from the Service. The OrgNote Rights include rights to (i) the Service developed and provided by OrgNote; and (ii) all software associated with the Service.
Your Intellectual Property Rights:
OrgNote does not claim any ownership in any of the content that you upload, transmit or store in your OrgNote account. We will not use any of your content for any purpose except to provide you with the Service. You acknowledge and agree that all information, data, text, images, graphics, messages, tags and other materials, in whatever form and technical structure, whether publicly posted or privately transmitted or stored using the Service ("Content"), are the sole responsibility of the person(s) originating such Content and introducing such Content into the Service. We reserve the right, but shall have no obligation, to pre-screen, reject, review, quarantine, delete or move any Content available with the Service, without obligation to any person.
6. SERVICE COMPONENTS
We retain the right, at our sole discretion, to implement limits to the nature or size of storage available to you, the number of transmissions and messages, the nature or size of any index or library information, the nature of, or your continued ability to access or distribute, your Content and other data, and impose other limitations at any time, with or without notice. You acknowledge that a variety of OrgNote actions may impair or prevent you from accessing your Content or using the Service at certain times and/or in the same way, for limited periods or permanently, and agree that OrgNote has no responsibility or liability as a result of any such actions or results, including, without limitation, for the deletion of, or failure to make available to you, any Content.
OrgNote may from time to time engage certain affiliates or other third parties to provide all or part of the Service to you, and you hereby acknowledge and agree that such third party involvement is acceptable. Further, you acknowledge that in using the Service to send electronic communications (i.e. uploading Content, and other Internet activities), you will be causing communications to be sent through computer networks owned by OrgNote and third parties that are located in various locations in various countries, as a result, your use of the Service will likely result in interstate data transmissions. You understand that OrgNote, in performing the required technical steps to provide the Service to our users, may make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media.
8. ACCOUNT INACTIVITY
After a period of inactivity, whereby a user fails to login into or make payment on an account for a period of twelve months, OrgNote reserves the right to disable or terminate the account. If an account has been deactivated for inactivity, the username associated with that account may be given to another user without notice to you or such other party.
We reserve the right at any time and at our sole discretion to modify or discontinue, temporarily or permanently, the Service or any part thereof (including Software), with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of any part of the Service.
10. TERMINATION; CANCELLATION
You may cancel your use of the Services and/or terminate this Agreement with or without cause at any time by providing notice to OrgNote; provided, however, that a terminated account may continue to exist for up to five business days before such cancellation takes effect. OrgNote may at any time and for any reason terminate the Services, terminate this Agreement, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account although residual copies of information may remain in our system. Except as set forth above or unless OrgNote has previously canceled or terminated your use of the Services (in which case subsequent notice by OrgNote shall not be required), OrgNote will notify you via email of any such termination or cancellation, which shall be effective immediately upon OrgNote's delivery of such notice.
11. REPRESENTATIONS and WARRANTIES
You represent and warrant that (a) all of the information provided by you to OrgNote to participate in the Services is correct and current; and (b) you have all necessary right, power and authority to enter into this Agreement and to perform the acts required of you hereunder.
You agree to hold harmless and indemnify OrgNote, and its subsidiaries, affiliates, officers, agents, and employees from and against any third party claim arising from or in any way related to your use of the Service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, OrgNote will provide you with written notice of such claim, suit or action.
13. DISCLAIMER OF DAMAGES
You agree that we may provide you with notices hereunder by email, regular mail or postings on the web site(s) related to the affected Service, in our discretion, and that we may rely upon the contact information you have provided as being accurate, complete and current.
Except where these Terms of Service or any Separate Agreement specifically provide for use of a different means or address for notice, any notice hereunder to OrgNote must be delivered by email to firstname.lastname@example.org. This email address may be updated as part of any update to these Terms of Service.
15. GENERAL TERMS
(a) These Terms of Service constitute the entire agreement between you and OrgNote and governs your use of the Service, except, and then only to the extent that you have entered into a Separate Agreement. These Terms of Service, as in effect from time to time, supersedes any prior agreements or earlier versions of these Terms of Service between you and OrgNote for the use of the Service. If, through accessing or using the Service, you utilize or obtain any product or service from a third party, you may additionally be subject to such third party's terms and conditions applicable thereto, and these Terms of Service shall not affect your legal relationship with such third party.
(b) You acknowledge and agree that each affiliate of OrgNote shall be a third party beneficiary to these Terms of Service and that such other companies shall be entitled to directly enforce, and rely upon, any provision of these Terms of Service which confers a benefit on (or provides rights in favor of) them. Other than this, no other person or company shall be a third party beneficiary to these Terms of Service.
(c) The failure or delay by OrgNote to exercise or enforce any right or provision of these Terms of Service or rights under applicable law shall not constitute a waiver of any such provisions or rights. If any provision of these Terms of Service 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 Agreement remain in full force and effect.
(d) You agree that regardless of any statute or law to the contrary, any claim or cause of action you may have arising out of or related to use of the Service or otherwise under these Terms of Service must be filed within one (1) year after such claim or cause of action arose or you hereby agree to be forever barred from bringing such claim.
(e) The section headings in these Terms of Service are for convenience only and have no legal or contractual effect.