Posted/Revised Date: January 23, 2010.
READ THIS AGREEMENT CAREFULLY BEFORE USING THE REACHBY WEBSITE OR ANY RELATED SERVICE. THIS IS A LEGALLY BINDING AGREEMENT BETWEEN REACHBY AND YOU, INCLUDING ANY REGISTERED AND UNREGISTERED REACHBY WEBSITE USERS OR VISITORS.
Terms of Service
These Terms of Service set forth an agreement (this "Agreement") by and between ReachBy, LLC, a Washington limited liability company, ("ReachBy") and any registered or unregistered user or visitor to the ReachBy website, (collectively, "You"). This Agreement governs the use of ReachBy's online services, including without limitation the ReachBy website (the "Website"). (The Website and ReachBy's online services are collectively referred to herein as the "Service.") By accessing, viewing, downloading or otherwise using the Service in any form, You agree to be bound by this Agreement. If You do not accept and agree to this Agreement, You may not access or otherwise use the Service.
1. The Service. ReachBy will provide the Service to You pursuant to its standard policies and procedures, as they may change from time to time. As used in this Agreement, the following Service-related terms will have the meanings set forth below:
- (a) "Contact Page" refers to a one-page online platform that allows a single user to create a public profile and to receive messages without revealing an email address. A Contact Page is created and edited by a registered Contact Page owner (the "Contact Page Owner").
- (b) "Publishing Stream" refers to a scalable, interactive platform that allows users to create an online presence around specific topic areas and to publish and exchange content with others. A Publishing Stream is created and edited by a registered Publishing Stream owner (the "Publishing Stream Owner").
2. Service Eligibility. You represent and warrant that: (a) You are not under the age of 18; (b) all registration information You submit is truthful and accurate; (c) You will update such information promptly as it changes; (d) You have not previously been suspended or removed from ReachBy; and (e) You have the full power and authority to enter into this Agreement and in doing so will not violate any agreement with a third party.
3. Passwords. You are responsible for maintaining the confidentiality of the password You use to access the Services and for any activities or actions under Your password. You agree not to use the account, username, email address or password of another User or a third party at any time unless You have explicit permission to do so. You agree to notify ReachBy immediately if You suspect any unauthorized use of or access to Your account or password.
4. Acceptable Use. You will observe the following rules:
- (a) Prohibited Content. You will not use the Service to create, upload, post, transmit, or distribute any materials that:
- inhibit or interfere with any other user's use and enjoyment of the Service;
- are unlawful, threatening, abusive, libellous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent, hateful, or racially or ethnically objectionable;
- constitute or encourage conduct that would constitute a criminal offense or otherwise violate law, including materials that promote or provide instructional information about illegal activities;
- violate, plagiarize or infringe the rights of third parties including, without limitation, copyrights, trademarks, patents, rights of privacy or publicity, or any other proprietary right;
- contain a virus, spyware, malware, or other harmful component, including without limitation components that exploit user privacy or personal data, or promote unlawful internet actions (phishing);
- appear to be spam, is machine generated or generated randomly, contain commercial content designed to drive traffic to third party sites or created for the sole purpose of altering the search engine rankings of third party sites;
- constitute or contain false or misleading indications of origin (spoofing);
- defame any person or entity;
- breach any confidentiality or fiduciary obligation You have;
- are harmful to children;
- are in violation of securities laws and regulations;
- provide links to pages or websites that violate these prohibitions on content.
- (b) Other Prohibited Actions. You will not:
- impersonate others in a manner that does or is intended to mislead, confuse, or deceive;
- use trademarked business or personal names to mislead;
- publish or post other people's credit card numbers, street addresses, Social Security/National Identity numbers, or other private information without express authorization or permission;
- collect information about other users of the Service, by electronic or other means, for the purpose of sending messages containing commercial advertisements, affiliate links, "chain letters," "junk mail," "spam," or any other form of bulk posting;
- engage in domain name squatting or selling domain names;
- create mass accounts;
- use news feed accounts to hold third-party usernames or use the logos or copyrighted protected images of news feeds, e.g. cnn.reachby.com;
- repost content without attribution and explicit permission;
- engage in content development which may describe or assign keywords to Publishing Stream in a misleading or unlawful manner;
- maintain inactive accounts, i.e. accounts that have not been logged into or updated in over one (1) year.
- You agree to report any violations of these provisions to ReachBy at abuse.reachby.com.
5. Proprietary Rights.
(a) ReachBy Intellectual Property Rights. ReachBy retains all right, title, and interest in and to the Service and every component thereof, including without limitation intellectual property rights, and You receive no rights to the Service except as specifically set forth in this Agreement. Except to the extent specifically authorized by this Agreement, You will not reproduce, distribute, modify, rent, lease, loan, or sell the Service, or otherwise facilitate third party exploitation of the Service.
(b) User and Third Party Content. ReachBy acquires no ownership interest in any content, generated by You or by third parties, including without limitation content You place on the Website or otherwise distribute through the Service (collectively, "Content"). By placing Content on a Contact Page or Publishing Stream, You hereby grant to ReachBy, and to each Publishing Stream Owner or Contact Page Owner as applicable, a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty-free license to use, reproduce, distribute, modify, publicly perform, publicly display, sublicense, and otherwise exploit such Content, in any and all media now known or hereafter developed. In addition, You hereby irrevocably transfer and assign to ReachBy, and to each Publishing Stream Owner or Contact Page Owner as applicable, any and all "moral rights" You may have in or with respect to the Content. You also hereby forever waive and agree that You will never assert any such moral rights against ReachBy or such Publishing Stream Owner or Contact Page Owner, or their customers, licensees, or sublicensees (direct and indirect). "Moral rights" include any rights to claim authorship of or credit on a work of authorship, to object to or prevent the modification or destruction of a work of authorship, or to withdraw from circulation or control the publication or distribution of a work of authorship, and any similar right, existing under judicial or statutory law of any country or subdivision of a country, or under any treaty, regardless of whether or not such right is described as a "moral right."
6. General Service Management.
(a) Content Screening and Disclosure. ReachBy has no obligation to screen or pre-screen Content but may do so and may remove any Content, at its sole discretion, for any reason, including without limitation in response to third party claims of infringement of intellectual property or privacy rights or as a result of suspicion of violation of Section 4 (Acceptable Use) above.
(c) Links to Third Party Websites. The Service, including the Content, may contain links to third-party websites or resources, including advertisers. You acknowledge and agree that ReachBy is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available through such websites or resources. Links to such websites or resources do not imply any endorsement by ReachBy. You acknowledge sole responsibility for and assume all risk arising from Your use of any such websites or resources.
(d) Maintenance. ReachyBy may interrupt the Service to perform maintenance, to address and/or mitigate the effects of security breaches, or for other reasons. ReachyBy will have no liability for any such interruption.
7. Termination and Modification of Service.
(a) Your Right to Terminate. You may terminate Your account at any time by clicking the "Deactivate" button on Your account page and ceasing Your use of the Service. If you remain inactive, Your account will be deleted 12 (twelve) months after You deactivate.
(b) ReachBy's Right to Terminate. ReachBy may, in its sole discretion, at any time and for any reason, suspend or terminate Your use of the Service, including without limitation Your account. In the event of termination pursuant to this Subsection 7(b), Your account will be disabled and You will have no access to Your account or any files, Content, or other content contained in Your account or otherwise related to the Service, including without limitation Content You have created or received through the Service.
(c) Results of Termination.
The following provisions of this Agreement will survive any expiration or termination of the Service or of this Agreement: Sections 2 (Service Eligibility), 5 (Proprietary Rights), 6 (General Service Management), 8 (Warranty Disclaimer), 9 (Privacy), 10 (Indemnification), 11 (Limitation of Liability), 12 (Miscellaneous), and any other provision that must so survive to fulfill its essential purpose.
(d) Service Modification. ReachBy may modify or discontinue, temporarily or permanently, the Service or any portion thereof, without notice or liability to You or to any third party.
8. Warranty Disclaimer.
YOU ACCEPT THE SERVICE "AS IS," WITH NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (a) REACHBY HAS NO OBLIGATION TO INDEMNIFY YOU AGAINST CLAIMS RELATED TO INFRINGEMENT OF INTELLECTUAL PROPERY RIGHTS BY THE SERVICE; (b) REACHBY DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICE OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
ReachBy may access or use Your personal information as provided in its
You will indemnify, defend, and hold ReachBy (including its officers, directors, owners, agents, employees, and affiliates) harmless from and against any and all liability and costs, including attorney's fees, incurred in connection with any claim arising out of, alleging, or related to: (a) Your breach of this Agreement; or (b) the infringement of any intellectual property or privacy rights by, or any personal injury (including without limitation defamation) caused by, Content You contribute to the Service or post or distribute through the Service. Your obligations set forth in Subsection 10(b) above apply even if You are not the author of the Content in question, including without limitation if You are a Publishing Stream Owner or Contact Page Owner and the Content in question is provided to you by another Service user or by a third party. Your obligations set forth in this Section 10 include, without limitation, payment of attorneys' fees and other costs of litigation and payment of judgments and settlements.
11. Limitation of Liability.
- (a) REACHBY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE SERVICE. REACHBY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED $500.
- (b) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, REACHBY WILL HAVE NO LIABILITY WHATSOEVER FOR: (i) LOSS OF PROFITS, DATA, USE, OR GOODWILL, OR OTHER INTANGIBLE LOSSES; (ii) LOSSES RELATED TO YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICES; (iii) ANY CONDUCT OR CONTENT OF ANY CONTACT PAGE OWNER, PUBLISHING STREAM OWNER, OR OTHER USER OF THE SERVICE, INCLUDING WITHOUT LIMITATION ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT; AND (iv) ANY THIRD PARTY'S UNATHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.
- (c) THE LIABILITIES LIMITED BY THIS SECTION 11 INCLUDE, WITHOUT LIMITATION, LIABILITY FOR NEGLIGENCE. THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 11 APPLY: (i) TO ANY CLAIM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY; (ii) WHETHER OR NOT REACHBY HAD BEEN INFORMED OF THE POSSIBILITY OF THE LOSSES IN QUESTION; AND (iii) EVEN IF YOUR REMEDIES ARE FOUND TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE. However, some jurisdictions do not allow exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to You.
(a) Intellectual Property Infringement.
You are hereby on notice that it is ReachBy's policy to respond to notices of alleged intellectual property infringement that
comply with the Digital Millennium Copyright Act (the text of which can be found at the U.S. Copyright Office Web Site,
and other applicable intellectual property laws. ReachBy's response may include removing or
disabling access to material claimed to be the subject of infringing activity.
The ReachBy Copyright Policy
outlines ReachBy's procedures for handling intellectual property infringement claims,
including claims regarding trademarks, copyrights, patents, privacy rights and other matters. ReachBy may revise such policy
from time to time, in its sole discretion. You acknowledge and agree that the ReachBy Copyright Policy does not state the
policies or procedures of any third party, including without limitation any Contact Page Owner, Publishing Stream Owner, or
operator of a website linked to the Website.
(b) Parental Controls. Pursuant to 47 U.S.C. Section 230(d), ReachBy hereby notifies You that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist You in limiting access to material that is harmful to minors, and information regarding providers of such protections may be found on the Internet by searching "parental control protection" or similar terms.
(c) Governing Law & Jurisdiction. This Agreement will be governed by and construed in accordance with the laws of the State of Washington, without regard to its conflict of laws provisions or Your actual state or country of residence. Any claims, legal proceedings, or litigation arising out of or related to this Agreement will be brought solely in the federal and states courts of King County, Washington, and each party hereby consents to the jurisdiction of such courts.
(d) Waiver & Severability. If for any reason a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision will be enforced to the maximum extent permissible and the remainder of this Agreement will continue in full force and effect.
(e) Delays & Waivers. No delay, failure, or waiver of either party's exercise or partial exercise of any right or remedy under this Agreement will operate to limit, impair, preclude, cancel, waive, or otherwise affect such right or remedy. To the extent caused by force majeure, no delay, failure, or default will constitute a breach of this Agreement.
(f) Notices. All written communications to You will be deemed delivered if sent to the contact points provided to ReachBy at the time of registration, or to such other contact points as You provide in writing through the appropriate form on the Website, and if you provide no such contact points, written communications will be deemed delivered if posted within Your account at the Website. All written communications to ReachBy will be sent to the contact provided through the Website.
(g) Assignment. You may not assign this Agreement or any of Your rights or obligations hereunder without ReachBy's express written consent. Except to the extent forbidden in the previous sentence, this Agreement will be binding upon and inure to the benefit of the respective successors and assigns of the parties.
(h) Amendment. ReachBy may amend this Agreement at any time by posting a new version at the Website. Such new version will become effective upon posting thereof, and any continued use of the Service thereafter will constitute acceptance of such new version. Except as set forth in this Subsection 12(h), this Agreement may not be amended or revised.
(i) Entire Agreement. This Agreement, including those documents incorporated by reference, embodies the final, full, and exclusive statement of the agreement between the parties, and supersedes all prior agreements, negotiations, representations, and proposals, written or oral, relating to its subject-matter.