TERMS OF USE (TOU)
Updated: 2008.06.26
PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
ACCEPTANCE OF TERMS
The services that Adaptive InfoSystems ("Adaptive", "the Company") provides to you on this web site are subject to the following Terms of Use ("TOU"). Adaptive reserves the right to update the TOU at any time without notice to you. The most current version of the TOU can be reviewed by clicking on the "Terms of Use" hypertext link located at the bottom of our Web pages.
DESCRIPTION OF SERVICES
Through its Web Site(s), Adaptive provides you with access to a variety of resources (collectively "Services"). The Services, including any updates, enhancements, new features, and/or the addition of any new Web properties, are subject to this TOU.
PRIVACY
For information about Adaptive’s data protection practices, please read our "Adaptive InfoSystems Privacy Policy". This Policy explains how Adaptive treats your personal information, and protects your privacy, when you use the Services.
PERSONAL AND NON-COMMERCIAL USE LIMITATION.
Unless otherwise specified, the Services are for your personal and non-commercial use. You may not modify copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Services.
In addition, you agree not to use the Service or the Site to:
· harvest or collect email addresses or other contact information of other users from the Service or the Site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
· use the Service or the Site in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Site;
· use automated scripts to collect information from or otherwise interact with the Service or the Site;
· upload, post, transmit, share, store or otherwise make available any content that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;
· impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age or your affiliation with any person or entity;
· upload, post, transmit, share or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
· upload, post, transmit, share, store or otherwise make publicly available on the Site any private information of any third party, including, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
· solicit personal information from anyone or solicit passwords or personally identifying information for commercial or unlawful purposes;
· upload, post, transmit, share or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
· intimidate or harass another;
· upload, post, transmit, share, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;
· use or attempt to use another's account, service or system without authorization from the Company, or create a false identity on the Service or the Site.
· upload, post, transmit, share, store or otherwise make available content that, in the sole judgment of Adaptive InfoSystems, is objectionable or which restricts or inhibits any other person from using or enjoying the Site, or which may expose Adaptive InfoSystems or its users to any harm or liability of any type.
NOTICE SPECIFIC TO DOCUMENTS AVAILABLE ON THIS WEB SITE
Permission to use Documents (including, but not limited to white papers, press releases, datasheets and FAQs) from the Adaptive web site is granted, provided that (1) the copyright notice appears in all copies and that both the copyright notice and this permission notice appear, (2) use of such Documents from is for informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made.
Distribution requires express written permission. Use for any other purpose is expressly prohibited by law, and may result in civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
Documents specified above do not include the design or layout of the Adaptive Web site or any other Adaptive InfoSystems owned, operated, licensed, maintained or controlled site. Elements of Adaptive Web sites are protected by trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from any Adaptive Web site may be copied or retransmitted unless expressly permitted, in writing, by Adaptive.
ADAPTIVE INFOSYSTEMS AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED AS PART OF THE SERVICES FOR ANY PURPOSE. ALL SUCH DOCUMENTS AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. ADAPTIVE INFOSYSTEMS AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, INCLUDING ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, WHETHER EXPRESS, IMPLIED OR STATUTORY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN NO EVENT SHALL ADAPTIVE INFOSYSTEMS AND/OR ITS RESPECTIVE SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF INFORMATION AVAILABLE FROM THE SERVICES.
THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE ADAPTIVE INFOSYSTEMS WEB SITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. ADAPTIVE INFOSYSTEMS AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE PRODUCT(S) AND/OR THE PROGRAM(S) DESCRIBED HEREIN AT ANY TIME.
NOTICES REGARDING SOFTWARE, DOCUMENTS AND SERVICES AVAILABLE ON THIS WEB SITE
IN NO EVENT SHALL ADAPTIVE INFOSYSTEMS AND/OR ITS RESPECTIVE SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF SOFTWARE, DOCUMENTS, PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR INFORMATION AVAILABLE FROM THE ADAPTIVE INFOSYSTEMS WEB SITE.
LINKING POLICY
You generally do not need to request permission to post a text link only that links back to the Adaptive web site. We do, however, reserve the right to revoke permission at any time for such text links.
If you do link to an Adaptive web site or other Adaptive owned resource, you hereby represent and warrant that:
- Any content displayed on your Linking Site shall not infringe upon or misappropriate any third party intellectual property or other proprietary rights,
- your Linking Site shall not invade any third party rights of privacy or publicity,
your Linking Site shall be free from any libelous or obscene material,
your Linking Site shall be accurate, and shall not otherwise violate any applicable law, regulation or non-proprietary third party right;
your Linking Site does not and will not contain any harmful software code or viruses;
Adaptive does not allow framing or the use of our logos, images, or graphics.
NO UNLAWFUL OR PROHIBITED USE.
As a condition of your use of the Adaptive Web Site, you will not use the Services for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any Adaptive server, or the network(s) connected to any Adaptive server, or interfere with any other party's use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, other accounts, computer systems or networks connected to any Adaptive server or to any of the Services, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Adaptive Web Wite.
NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to Adaptive's Designated Agent.
ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL NOT RECEIVE A RESPONSE.
Written notification must be submitted to the following Designated Agent:
Adaptive InfoSystems, Inc.
Attn: Jason W. Paul
1310 White Oak Rd.
Amelia, OH 45102
Phone : (513) 753-3400
Fax : (513) 753-8090
To be effective, the Notification must include the following:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
4. Information reasonably sufficient to permit the service provider to contact the Complaining Party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted;
5. A statement that the Complaining Party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the Complaining Party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Upon receipt of the written Notification containing the information as outlined in 1 through 6 above:
1. Adaptive shall remove or disable access to the material that is alleged to be infringing;
2. Adaptive shall forward the written notification to such alleged infringer ("Subscriber");
3. Adaptive shall take reasonable steps to promptly notify the Subscriber that it has removed or disabled access to the material.
Counter Notification:
To be effective, a Counter Notification must be a written communication provided to the Service Provider's Designated Agent that includes substantially the following:
1. A physical or electronic signature of the Subscriber;
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement under penalty of perjury that the Subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled;
4. The Subscriber's name, address, and telephone number, and a statement that the Subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the Subscriber's address is outside of the United States, for any judicial district in which the Service Provider may be found, and that the Subscriber will accept service of process from the person who provided notification or an agent of such person
Upon receipt of a Counter Notification containing the information as outlined in 1 through 4 above:
1. Adaptive shall promptly provide the Complaining Party with a copy of the Counter Notification;
2. Adaptive shall inform the Complaining Party that it will replace the removed material or cease disabling access to it within ten (10) business days;
3. Adaptive shall replace the removed material or cease disabling access to the material within ten (10) to fourteen (14) business days following receipt of the Counter Notification, provided Service Provider's Designated Agent has not received notice from the Complaining Party that an action has been filed seeking a court order to restrain Subscriber from engaging in infringing activity relating to the material on Service Provider's network or system.
LINKS TO THIRD PARTY SITES
SOME LINKS ON THIS SITE WILL LET YOU LEAVE ADAPTIVE INFOSYSTEMS’ SITE. THE LINKED SITES ARE NOT UNDER THE CONTROL OF ADAPTIVE INFOSYSTEMS AND ADAPTIVE INFOSYSTEMS IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. ADAPTIVE INFOSYSTEMS IS NOT RESPONSIBLE FOR WEBCASTING OR ANY OTHER FORM OF TRANSMISSION RECEIVED FROM ANY LINKED SITE. ADAPTIVE INFOSYSTEMS IS PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT BY ADAPTIVE INFOSYSTEMS OF THE SITE.
UNSOLICITED IDEA SUBMISSION POLICY
ADAPTIVE INFOSYSTEMS OR ANY OF ITS EMPLOYEES DO NOT ACCEPT OR CONSIDER UNSOLICITED IDEAS, INCLUDING IDEAS FOR NEW ADVERTISING CAMPAIGNS, NEW PROMOTIONS, NEW PRODUCTS OR TECHNOLOGIES, PROCESSES, MATERIALS, MARKETING PLANS OR NEW PRODUCT NAMES. PLEASE DO NOT SEND ANY ORIGINAL CREATIVE ARTWORK, SAMPLES, DEMOS, OR OTHER WORKS. THE SOLE PURPOSE OF THIS POLICY IS TO AVOID POTENTIAL MISUNDERSTANDINGS OR DISPUTES WHEN ADAPTIVE INFOSYSTEMS PRODUCTS OR MARKETING STRATEGIES MIGHT SEEM SIMILAR TO IDEAS SUBMITTED TO ADAPTIVE INFOSYSTEMS. PLEASE DO NOT SEND YOUR UNSOLICITED IDEAS TO ADAPTIVE INFOSYSTEMS OR ANYONE AT ADAPTIVE INFOSYSTEMS. IF, DESPITE OUR REQUEST THAT YOU NOT SEND US YOUR IDEAS AND MATERIALS, YOU STILL SEND THEM, PLEASE UNDERSTAND THAT ADAPTIVE INFOSYSTEMS MAKES NO ASSURANCES THAT YOUR IDEAS AND MATERIALS WILL BE TREATED AS CONFIDENTIAL OR PROPRIETARY.
GOVERNING LAW
By visiting or using the Site and/or the Service, you agree that the laws of the State of Ohio, without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and Adaptive or any of our affiliates. With respect to any disputes or claims not subject to arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of Ohio, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Ohio.
ARBITRATION
YOU AND COMPANY AGREE THAT, EXCEPT AS MAY OTHERWISE BE PROVIDED IN REGARD TO SPECIFIC SERVICES ON THE SITE IN ANY SPECIFIC TERMS APPLICABLE TO THOSE SERVICES, THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF USE, THE SITE AND/OR THE SERVICE (INCLUDING YOUR VISIT TO OR USE OF THE SITE AND/OR THE SERVICE) SHALL BE FINAL AND BINDING ARBITRATION, except that: (a) to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party's patent, copyright, trademark or trade secret rights, the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought; and (b) no disputes or claims relating to any transactions you enter into with a third party through the Adaptive InfoSystems web site may be arbitrated.
Arbitration under this Agreement shall be conducted by the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA's Supplementary Procedures for Consumer Related Disputes ( the "AAA Consumer Rules") (collectively the "AAA Rules"). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). If such costs are determined to be excessive in a consumer dispute, the Company will be responsible for paying all arbitration fees and arbitrator compensation in excess of what is deemed reasonable. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Site and/or the Service (including your visit to or use of the Site and/or the Service) be instituted more than two (2) years after the cause of action arose.
INDEMNITY
You agree to indemnify and hold Adaptive, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney's fees, arising out of or in connection with any User Content, any Third Party Applications, Software or Content you post or share on or through the Site your use of the Service or the Site, your conduct in connection with the Service or the Site or with other users of the Service or the Site, or any violation of this Agreement or of any law or the rights of any third party.
OTHER
These Terms of Use constitute the entire agreement between you and Company regarding the use of the Site and/or the Service, superseding any prior agreements between you and Company relating to your use of the Site or the Service. The failure of Company to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Use shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.