Last updated: May 22, 2004
This is an agreement (hereafter "Agreement") between you and all persons you represent (and for purposes of this Agreement, "person" includes natural persons and any type of incorporated or unincorporated entity) and The Gigafree Network or its owners or parent companies, where applicable (hereafter "The Gigafree Network"). This Agreement governs your use of any Web site or Web page operated by The Gigafree Network (hereafter the "Site"). You represent that you are at least 18 years of age and have attained the age of majority in the province, state or country in which you reside, and any information that you submit is correct.
The Gigafree Network offers the information, products and services on its Site to you on an "AS IS," "WHERE IS" and "WHERE AVAILABLE" basis and conditioned on your acceptance without modification of this agreement. Your use of the Site constitutes your acceptance of this Agreement. This Agreement contains disclaimers of warranties and liability. If you do not agree with any part of this Agreement, or if you have any other dispute or claim with or against The Gigafree Network, its owners, agents, employees, officers, directors, representatives, assigns, affiliated organizations, Insurers, or others acting on its behalf (hereinafter, collectively referred to as "Associates"), then your sole and exclusive remedy is to discontinue using the Site. In the event that remedy fails its essential purpose or is otherwise deemed unenforceable, the liability limitations contained in the disclaimers of warranty and liability below shall apply without regard to whether the damages arise from (1) Breach of Contract, (2) Breach of Warranty, (3) Negligence, or (4) any other cause of action, to the extent such limitations are not prohibited by applicable law.
2. Additional Terms
Additional terms may appear on the Site (for example, codes of conduct or guidelines) that further govern use of the Site, including without limitation, particular features or offers (for example auctions, classified ads, sweepstakes). If any terms contained in this Agreement conflict with any terms contained elsewhere on the Site, then the terms in this Agreement shall control.
3. Future Modifications To This Agreement
The Gigafree Network reserves the right to change the terms, conditions, and notices under which we offer the Site, including any changes associated with the use of the Site. You are responsible for regularly reviewing these terms, conditions and notices, and any additional terms posted on the Site. Your continued use of the Site after the effective date of such changes constitutes your acceptance of and agreement to such changes.
4. Termination; Access Restriction
The Gigafree Network may terminate this Agreement, or terminate or suspend your access to the Site at any time, with or without cause, with or without notice. Upon such termination or suspension, your right to use the Site will immediately cease and you may not later retrieve any information you have stored on the Site.
The Gigafree Network reserves the right, in its sole discretion, without any obligation and without any notice requirement, to change, improve or correct the information, materials and descriptions on the Site and to suspend and/or deny access to the Site for scheduled or unscheduled maintenance, upgrades, improvements or corrections.
Paragraphs 7, 10, 14 and 15 of this Agreement shall survive any termination of the Agreement.
The materials contained on the Site are protected under applicable copyright and other proprietary rights. Nothing in this Agreement constitutes a waiver of The Gigafree Network's rights under United States copyright law. You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works of, on in any way exploit, in whole or in part, any Proprietary or other Material.
Trademarks used on the Site to describe firms and their products are trademarks of those firms or the registered proprietor of the trademark.
6. Information Policy
Although the information on the Site (hereafter "Information") is presented in good faith and believed to be correct, The Gigafree Network makes no representations or warranties as to the completeness or accuracy of the Information.
The Information, including quotes, data and other information, is provided by The Gigafree Network for your personal non-commercial research purposes only, and is not intended for trading purposes. The Information is not appropriate for the purposes of making a decision to carry out a transaction or trade. Nor does it provide any form of advice amounting to investment, tax, or legal advice, or make any recommendations regarding particular financial instruments, investments or products.
The Information may contain references or cross references to products, programs and services that are not announced or available in your region or country. You should not assume such references express an intention to announce such products, programs or services in your region or country.
The Information is supplied upon the condition that the persons receiving it will make their own determination as to its suitability for their purposes prior to use. You should confirm all Information before making any decisions based upon it. In no event will The Gigafree Network be responsible for damages of any nature whatsoever resulting from the use of or reliance upon the Information or the product to which the Information may refer.
The Gigafree Network makes no commitment to update, replace or correct any Information that appears on the Internet or the Site.
7. Terms & Conditions For Postings; Indemnification
The Gigafree Network reserves the right to monitor all your Postings and to remove any which it considers to be offensive or otherwise in breach of these terms and conditions.
You hereby represent and warrant that you have all necessary rights in and to all Postings you provide and all material they contain; that your Postings shall not infringe any proprietary or other rights of third parties; that your Postings shall not contain any viruses or other devices of a contaminating or destructive nature; that your Postings shall not contain any Content that is invasive of another's privacy, threatening, abusive, harassing, defamatory, indecent, obscene, hateful, or racially, ethnically or otherwise objectionable, libelous, tortious, or otherwise unlawful; and that your Postings shall not be used to carry out or solicit any unlawful activity.
You agree to indemnify and hold The Gigafree Network and its Associates harmless from all claims, charges, demands, damages, losses, expenses, and liabilities of whatever nature and howsoever arising (including but not limited to any legal or other professional fees and the costs of defending or prosecuting any claim and any loss of profit, goodwill, and any other direct or consequential loss) incurred or suffered by The Gigafree Network directly or indirectly by reason of any act or omission which you commit in breach of this Agreement.
8. User's Grant Of Limited License
By posting or submitting content to any areas of the Site, you automatically grant (or warrant that the owner of such content has expressly granted) The Gigafree Network and its Associates the royalty-free perpetual, irrevocable, non-exclusive right and license to use, reproduce, display, perform, adapt, modify, publish, translate, sublicense, copy, distribute, have distributed, and promote the content in whole or in part worldwide and/or to incorporate it in other works in any form, media, or technology now known or hereafter developed for the full term of any copyright that may exist in such content; and warrant and represent that you own or otherwise control all of the rights to the content and that public posting and use of your content by The Gigafree Network and/or its Associates will not infringe or violate the rights of any third party. You also permit any other User of the Site to access, store, or reproduce the content for that User's personal use. You also grant to The Gigafree Network and its Associates the right to use your name in connection with the content as well as in connection with all advertising, marketing and promotional material related thereto.
9. Communications With Us; Unsolicited Idea Submission Policy
The Gigafree Network welcomes your comments and questions regarding the Site, our products and services. We value your feedback, but we request that you be specific in your comments on the Site, our products and services, and not submit any suggestions, creative ideas, original creative artwork or other works or materials, including ideas for new advertising campaigns, new promotions, new or improved products or technologies, product enhancements, processes, materials, marketing plans or new product names (hereafter “Ideas”). The sole purpose of this policy is to avoid potential misunderstandings or disputes when anything on the Site, our products or marketing strategies might seem similar to Ideas submitted to us. If, despite this request, you do send us any Ideas or other creative materials, all rights to such materials will become the exclusive property of The Gigafree Network and its Associates and we will have no obligation either to compensate you or to keep such materials confidential. You also agree that you shall have no recourse against The Gigafree Network or its Associates for any alleged or actual infringement or misappropriation of any proprietary right in your communications to The Gigafree Network. In addition, although we intend to read all our e-mails or other communications from you, we may not be able to respond to all of them.
10. Interpreting This Agreement
If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect. The section titles in the Agreement are solely used for the convenience of the parties and have no legal or contractual significance.
11. Assignment Of This Agreement
The Gigafree Network may assign this Agreement, in whole or in part, at any time with or without notice to you. You may not assign this Agreement, or assign, transfer or sublicense your rights, if any, in the Site.
12. Entire Agreement
This Agreement constitutes the entire agreement between you and The Gigafree Network with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and The Gigafree Network with respect to the Site. The Gigafree Network's failure to enforce any provision of this Agreement will not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.
13. Time Limitations
You and The Gigafree Network agree that any cause of action arising out of or related to the Site must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
14. Location For Resolving Disputes; Official Language; Admissibility
You hereby irrevocably consent to the exclusive jurisdiction and venue of state or federal courts in San Diego, California, USA in all disputes arising out of or relating to the use of the Site.
This agreement is being written in English, which is to be the official language of the contract’s text and interpretation. You are solely responsible to carefully read and understand the English text and you agree that you may not rely on translations as official documents or representations.
Whether or not you choose to print this Agreement, containing the terms and conditions as described herein, you agree that this contract constitutes a writing. A printed version of this Agreement shall be admissible in judicial or administrative proceedings.
THE GIGAFREE NETWORK DOES NOT WARRANT THAT THE SITE WILL OPERATE ERROR-FREE OR THAT THIS SITE OR ITS SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL GOODS.
IN NO EVENT WILL THE GIGAFREE NETWORK AND/OR ITS ASSOCIATES BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES FOR THE INABILITY OF ANYONE, CLIENT OR NON-CLIENT, TO USE THE SITE INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA OR OTHERWISE, EVEN IF WE ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NO MERCHANTABILITY, OR INTENDED/ACTUAL USE OF THE SITE IS GUARANTEED.
THE GIGAFREE NETWORK AND ITS ASSOCIATES EXPRESSLY DISCLAIMS LIABILITY FOR ANY DAMAGES OR LOSSES, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, ECONOMIC, CONSEQUENTIAL OR OTHERWISE, ARISING FROM OR IN ANY WAY RELATED TO THE USE OF THE SITE OR ANY OTHER HYPERLINKED WEB SITE, ANY OF ITS CONTENT, OR ANY WEB BROWSER, INCLUDING WITHOUT LIMITATION DAMAGE TO ANY COMPUTER, SOFTWARE OR DATA BY ANY MALICIOUS CODE, TROJAN HORSE, VIRUS, WORM OR OTHER ITEM OF A DESTRUCTIVE NATURE THAT MIGHT BE TRANSMITTED OR ACTIVATED BY MEANS OF THE SITE OR ACCESS TO THE SITE, ANY BREACH OF COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHT, AND CONTRAVENTION OF ANY RESTRICTION ON THE PUBLICATION OR TRANSMISSION OF INFORMATION.
HOWEVER, NOTWITHSTANDING ANYTHING TO THE CONTRARY, NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OF ANY OTHER NATURE ARE MADE HEREUNDER WITH RESPECT TO THE SITE, INCLUDING BUT NOT LIMITED TO ITS CONTENT, INFORMATION OR THE PRODUCT OF WHICH THE INFORMATION MAY REFER, OR ANY WEB SITE WITH WHICH IT IS LINKED. THIS DISCLAIMER DISCLAIMS TO THE GREATEST EXTENT POSSIBLE UNDER APPLICABLE LAW, ALL WARRANTIES OF ANY NATURE, INCLUDING BUT NOT LIMITED TO THOSE LISTED ABOVE.
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 MAY NOT APPLY TO YOU.
16. Dealings with Third Parties.
Your participation, correspondence or business dealings with any third party found on or through the Site, regarding the 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 third party. You agree that The Gigafree Network shall not be responsible or liable for any loss, damage or other matters of any sort incurred as the result of any such dealings.
Any images, text, marks, logos, products, programs, services, scripts and other materials that appear on the Site (collectively the "Content"), as well as the technology used to provide the Site, are licensed and never sold, unless otherwise stated, and are the exclusive property of The Gigafree Network or its licensors. Reproduction is prohibited.
You are granted a non-exclusive, non-sublicensable, nontransferable license which authorizes you to access, view, download one copy of the Content on one computer only for your own personal, non-commercial use only, provided that you do not remove or in any way alter any trademark, copyright, or other proprietary notice. All other uses of the Content are expressly prohibited. You acknowledge that you do not acquire any ownership rights by downloading any of the Content.
Except as allowed in the preceding paragraph, you may not use, copy, emulate, modify, decompile, disassemble, otherwise reverse engineer, distribute, republish, commercially exploit or upload any of the Content, or transfer the licensed Content, or any subset of the licensed Content, except as provided for in this Agreement or expressly with the written, signed consent of The Gigafree Network. Any such unauthorized use shall result in immediate and automatic termination of this license and may result in criminal and/or civil prosecution. No intellectual property or other rights in and to the Content, other than the limited right to use set forth in the preceding paragraph, are transferred to you.
The Gigafree Network reserves all rights not expressly granted here.