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Terms and Conditions
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICES. BY USING EDIT EXPRESS, YOU AGREE TO BECOME BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU WILL NOT HAVE ANY RIGHT TO USE THE SERVICES. IF THESE TERMS AND CONDITIONS ARE CONSIDERED AN OFFER BY EDIT EXPRESS, EDIT EXPRESS'S ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, TO THE EXCLUSION OF ALL OTHER TERMS.
The services available at http://www.EditExpress.com ("Services") are owned and operated by nSight, Inc. ("Edit Express"), a Massachusetts-based C Corporation, and are provided to you ("You") under the following terms and conditions:
SERVICES
You understand and agree that nSight and its licensors shall retain all rights, title, and interest in and to all information, content (including, but not limited to, the identity of the Businesses) or advertisements (collectively, the "Materials") distributed through, linked to, downloaded or accessed from the Edit Express Web site or any successor thereto (the "Site"). You agree that, except as necessary to use the Site for its intended purposes, you shall not reproduce, use or distribute the Materials in whole or in part. You understand that any such misuse of the Site, the Services, or the Materials shall constitute infringement of nSight's copyright and other intellectual property.
RESTRICTIONS
You will only use the Services for lawful purposes, in compliance with any policies nSight may establish from time to time in its discretion, and all applicable laws including, without limitation, copyright, trademark, obscenity, privacy and defamation laws. You agree not to send inaccurate information through the Services, use the Services for malicious purposes, or attempt to hide Your identity or represent Yourself as someone else. Unlawful activities may include (without limitation) storing, distributing or transmitting any unlawful material through use of the Services or attempting to compromise the security of any networked account or site. To comply with applicable laws and lawful government requests, to operate its Services properly, or to protect itself or its users, nSight reserves the right to access and disclose any text, information, graphics, photographs, video, sound, files and other content provided to or by You, or accessed by You through the Services. This may also include disclosing users' names and other registration and identification information. nSight reserves the right in its sole discretion, but shall not be obligated, to monitor and remove any content provided by You through the Services. You agree to indemnify and hold Edit Express, its parents, subsidiaries, affiliates, officers, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your use of the Services, use of Your Account by any third party, the violation of this Agreement by You, or the infringement by You, or any third party using Your Account, of any intellectual property or other right of any person or entity.
EQUIPMENT AND SECURITY
You will be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, modems, hardware, software, and long distance or local telephone service. You will be responsible for ensuring that such equipment or ancillary services are compatible with the Services. You will also be responsible for maintaining the security of Your Account, passwords, files, and for all uses of Your Account, with or without Your knowledge or consent. nSight is not liable for any loss that You might suffer through another's use of Your Account.
CONTENT
nSight has no obligation to screen, edit, monitor or otherwise in any way censor any text, information, graphics, photographs, or other content contained on the Site ("Content"). nSight reserves the right to post on its Web site the text in the "Details" box and additional product or service information inputted by you in the request form; however, we will not post any information you input in the fields calling for personally identifiable information. You hereby acknowledge that nSight does not have and shall not have any liability for how the Services are used, what Content is posted or accessed, or what products or services are made available through the Site. nSight is not under any obligation to record or retain any Content, or any related information and does not warrant that any such Content or related information will be saved, even if such a request is made. nSight may provide links to other Web sites or resources. You acknowledge and agree that nSight 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 agree that nSight 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 the use of or reliance on any such content, goods, or services available on such external sites or resources.
TERMINATION
Either party may terminate this Agreement at any time by notifying the other party via email. nSight may also terminate or suspend any and all Services immediately, without prior notice or liability, if You breach any of the terms or conditions of this Agreement. Upon termination of Your Account, Your right to use the Services and any Content will immediately cease. All provisions of this Agreement, which by their nature should survive termination, shall survive termination including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
WARRANTY DISCLAIMER
You use the Services at Your own risk. nSight, its employees, users, affiliates, agents, third-party content providers, Businesses, licensors and the like do not warrant that the Services will be uninterrupted or error free; nor do they make any warranty as to the results that may be obtained from use of the Services, or as to any Content, product, service, or transaction provided, promoted or entered into through the Services. THE SERVICES AND ANY CONTENT AND PRODUCTS ARE PROVIDED ON AN "AS IS, AS AVAILABLE" BASIS. NSIGHT DOES NOT MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES OR ANY CONTENT OR PRODUCTS, AND HEREBY DISCLAIMS ANY IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT OR OTHERWISE, NSIGHT WILL NOT BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY AMOUNT IN EXCESS OF THE AGGREGATE OF THE AMOUNTS PAID BY YOU FOR THE SERVICES DURING THE TWELVE MONTH PERIOD PRIOR TO THE DATE THE CAUSE OF ACTION AROSE, OR (II) FOR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, CONTENT OR FILES, PROFIT, GOODWILL, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
MISCELLANEOUS
nSight reserves the right to change its prices, policies, and Services, or to modify this Agreement, by posting a notice on the Site or by providing You with an email notice. You shall be responsible for reviewing and becoming familiar with any changes. If nSight does not receive written notice of termination from You within fifteen (15) days after changes are posted, it will be assumed that You accept the changes. nSight shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond nSight's reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by You without nSight's prior written consent. nSight may assign this Agreement in whole or in part. This Agreement shall be governed by and construed in accordance with the laws of the state of Massachusetts without regard to conflicts of laws provisions thereof. The sole jurisdiction and venue for actions related to the subject matter hereof shall be the Massachusetts State and U.S. federal courts having within their jurisdiction the location of nSight's principal place of business. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys' fees. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, except that any agreement between You and a Partner will continue, and this Agreement will control when they conflict with respect to your use of the Services. All modifications to this Agreement must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and You do not have any authority of any kind to bind nSight in any respect whatsoever. All notices under this Agreement shall be in writing and shall be deemed to have been duly given when receipt is electronically confirmed, if transmitted by facsimile or email or upon receipt, if sent by certified or registered mail, return receipt requested.
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