TermsActaPhysica.com Terms of Use Agreement ActaPhysica, Inc. (“ActaPhysica” or “we”) operates ActaPhysica.com, which is a social networking service that allows Members to create unique personal profiles online in order to find and communicate with old and new friends. ActaPhysica can be contacted at contact@ActaPhysica.com. The services offered by ActaPhysica include any ActaPhysica branded URL (the "ActaPhysica Website"), the ActaPhysica instant messaging service, and any other features, content, or applications offered from time to time by ActaPhysica in connection with ActaPhysica’s business (collectively, the "ActaPhysica Services"). The ActaPhysica Services are hosted in the United States. This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the ActaPhysica Services. By using the ActaPhysica Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the ActaPhysica Website, including through a mobile device or otherwise use the ActaPhysica Services without being registered) or you are a "Member" (which means that you have registered with ActaPhysica). The term "User" refers to a Visitor or a Member. You are only authorized to use the ActaPhysica Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. Please read this Agreement carefully and save it. If you do not agree to be bound by it or with any of the legal provisions applicable to it and to follow all applicable laws, you should leave the ActaPhysica Website and discontinue use of the ActaPhysica Services immediately. If you wish to become a Member, communicate with other Members and/or make use of the ActaPhysica Services, you must read this Agreement and abide by it. Your use of the ActaPhysica Services signifies your acceptance of this Agreement. ActaPhysica may modify this Agreement from time to time and such modification shall be effective upon posting by ActaPhysica on the ActaPhysica Website. Your continued use of the ActaPhysica Services after ActaPhysica posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes. Please choose carefully the information you post on or through the ActaPhysica Services and that you provide to other Users. Your ActaPhysica profile may not include any form of Prohibited Content, as outlined in Section 8 below. Despite this prohibition, information, materials, products or services provided by other ActaPhysica Members (for instance, in their profile) may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and ActaPhysica assumes no responsibility or liability for this material. If you become aware of misuse of the ActaPhysica Services by any person, please click on the "Contact Us” link at the bottom of the ActaPhysica Website pages and report the abuse. ActaPhysica reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the ActaPhysica Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. ActaPhysica expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the ActaPhysica Services if ActaPhysica determines, in its sole discretion, that you have violated this Agreement or pose a threat to ActaPhysica and/or its Users and/or violating any applicable law. 1. Eligibility. Use of the ActaPhysica Services and registration to be a Member for the ActaPhysica Services (“Membership”) is void where prohibited. By using the ActaPhysica Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 13 years of age or older; and (d) your use of the ActaPhysica Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 13 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, or if we believe you are over 18 and represent yourself as under 18. 2. Term. This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the ActaPhysica Services or are a Member. ActaPhysica may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Even after Membership is terminated, this Agreement will remain in effect, including Sections 5-17. 3. Fees. You acknowledge that ActaPhysica reserves the right to charge for any portion of the ActaPhysica Services and to change its fees (if any) from time to time in its discretion. If ActaPhysica terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any). 4. Password. When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify ActaPhysica immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account. 5. Use by Members. The ActaPhysica Services are for the personal use of Members and may be used for promotional purposes as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by ActaPhysica. ActaPhysica reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the ActaPhysica Services, including collecting usernames, userid numbers and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email, unsolicited messages or unauthorized framing of or linking to the ActaPhysica Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. ActaPhysica reserves the right to take appropriate legal action for any illegal or unauthorized use of the ActaPhysica Services. 6. Proprietary Rights in Content on ActaPhysica. 6.1 ActaPhysica does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post on or through the ActaPhysica Services. After posting your Content to the ActaPhysica Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By displaying or publishing ("posting") any Content on or through the ActaPhysica Services, you hereby grant to ActaPhysica a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on or through the ActaPhysica Services, including without limitation distributing part or all of the ActaPhysica Website in any media formats and through any media channels, except Content marked “private” will not be distributed outside the ActaPhysica Website. This limited license does not grant ActaPhysica the right to sell or otherwise distribute your Content outside of the ActaPhysica Services. If after we have distributed your Content outside the ActaPhysica Website you change the Content’s privacy setting to “private,” we will cease distribution of such “private” Content outside the ActaPhysica Website as soon as practicable after you make the change. 6.2 The license you grant to ActaPhysica is non-exclusive (meaning you are free to license your Content to anyone else in addition to ActaPhysica), fully-paid and royalty-free (meaning that ActaPhysica is not required to pay you for the use on the ActaPhysica Services of the Content that you post), sublicensable (so that ActaPhysica is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the ActaPhysica Services), and worldwide (because the Internet and the ActaPhysica Services are global in reach). 6.3 You represent, warrant and covenant that: (i) you own the Content posted by you on or through the ActaPhysica Services or otherwise have the right to grant the license set forth in this Section 6, and (ii) the posting of your Content on or through the ActaPhysica Services does not violate any applicable laws, including but not limited to the privacy rights, publicity rights, intellectual property rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing to any person or entity by reason of any Content posted by you on or through the ActaPhysica Services. 6.4 The ActaPhysica Services contain Content of ActaPhysica ("ActaPhysica Content"). ActaPhysica Content is protected by copyright, trademark, patent, trade secret, industrial secret, and other laws, and ActaPhysica owns and retains all rights in the ActaPhysica Content and the ActaPhysica Services. ActaPhysica hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the ActaPhysica Content (excluding any software code) solely for your personal use in connection with viewing the ActaPhysica Website and using the ActaPhysica Services. 6.5 The ActaPhysica Services contain Content of Users and other ActaPhysica licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the ActaPhysica Services. 6.6 ActaPhysica performs technical functions necessary to offer the ActaPhysica Services, including but not limited to transcoding and/or reformatting Content to allow its use throughout the ActaPhysica Services. 7. Content Posted. 7.1 ActaPhysica may reject, refuse to post or delete any Content for any or no reason, including Content that in the sole judgment of ActaPhysica violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. ActaPhysica assumes no responsibility for monitoring the ActaPhysica Services for inappropriate Content or conduct. If at any time ActaPhysica chooses, in its sole discretion, to monitor the ActaPhysica Services, ActaPhysica nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content. 7.2 You are solely responsible for the Content that you post on or through any of the ActaPhysica Services, and any material or information that you transmit to other Members and for your interactions with other Users. 7.3 You are solely responsible for ensuring that all Content that you post on or through any of the ActaPhysica Services, and any material or information that you transmit to other Users, conforms to all applicable data protection and privacy laws, including ensuring that you have obtained the prior consent of any and all individuals whose personal information you use and/or disclose on or through ActaPhysica.
8 Content/Activity Prohibited. The following are examples of the kind of Content that is illegal or prohibited to post on or through the ActaPhysica Services. ActaPhysica reserves the right to investigate and take appropriate legal action against anyone who, in ActaPhysica's sole discretion, violates this provision, including without limitation, removing the offending Content from the ActaPhysica Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to Content that, in the sole discretion of ActaPhysica: 8.1 is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; 8.2 harasses or advocates harassment of another person; 8.3 exploits people in a sexual or violent manner; 8.4 contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website; 8.5 solicits personal information from anyone under 18; 8.6 publicly posts information that poses or creates a privacy or security risk to any person; 8.7 constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; 8.8 constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files; 8.9 involves the transmission of "junk mail," "junk messages," "chain letters," or unsolicited mass mailing, mass messaging, instant messaging, "spimming," or "spamming"; 8.10 contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page); 8.11 furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses; 8.12 solicits passwords or personal identifying information for commercial or unlawful purposes from other Users; 8.13 involves commercial activities and/or sales without prior written consent from ActaPhysica such as contests, sweepstakes, barter, advertising, or pyramid schemes; 8.14 includes a photograph or video of another person that you have posted without that person's consent; 8.15 for band, comedy, filmmaker and other profiles, uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile; 8.16 violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person; or 8.17 promotes propaganda and/or symbols of organizations which are unconstitutional or illegal in your country.
The following are examples of the kind of activity that is illegal or prohibited on the ActaPhysica Website and through your use of the ActaPhysica Services. ActaPhysica reserves the right to investigate and take appropriate legal action against anyone who, in ActaPhysica's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to: 8.18 criminal or tortious activity, including child pornography, corruption of minors, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, intellectual property rights (including but not limited to copyright, trademark and patent infringement), or theft of trade or industrial secrets; 8.19 advertising to, or solicitation of, any Member to buy or sell any products or services through the unauthorized or impermissible use of the ActaPhysica Services. You may not transmit any chain letters, junk messages or junk email to other Members. In order to protect our Members from such advertising or solicitation, ActaPhysica reserves the right to restrict the number of messages and emails which a Member may send to other Members in any 24-hour period to a number which ActaPhysica deems appropriate in its sole discretion. If you breach this Agreement and send unsolicited bulk messages, bulk email, instant messages or other unauthorized commercial communications of any kind through the ActaPhysica Services, you acknowledge that you will have caused substantial harm to ActaPhysica, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay ActaPhysica USD $50 for each such unsolicited email, unsolicited message or other unauthorized commercial communication you send through the ActaPhysica Services; 8.20 circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the ActaPhysica Services; 8.21 activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network; 8.22 covering or obscuring the advertisements on your personal profile page, or any ActaPhysica page via HTML/CSS or any other means; 8.23 any automated use of the system, including but not limited to, using scripts to add friends or send comments or messages; 8.24 interfering with, disrupting, or creating an undue burden on the ActaPhysica Services or the networks or services connected to the ActaPhysica Services; 8.25 impersonating or attempting to impersonate another Member, person or entity; 8.26 using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account; 8.27 selling or otherwise transferring your profile; 8.28 using any information obtained from the ActaPhysica Services in order to harass, abuse, or harm another person or entity, or attempting to do the same; 8.29 displaying an unauthorized commercial advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the ActaPhysica Services on behalf of that person, such as placing commercial content on your profile, posting blogs or bulletins with a commercial purpose, selecting a profile with a commercial purpose as one of your friends, or sending private messages with a commercial purpose; or 8.30 using the ActaPhysica Services in a manner inconsistent with any and all applicable laws and regulations. 9 Protecting Copyrights and Other Intellectual Property. ActaPhysica respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, message, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. ActaPhysica has the right to terminate the Membership of infringers. If you believe your work has been copied and posted on or through the ActaPhysica Services in a way that constitutes copyright infringement, please send ActaPhysica's Copyright Division a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the ActaPhysica Services (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and (f) your electronic signature. ActaPhysica's Copyright Division for notification of claimed infringement can be reached electronically at copyright@ActaPhysica.com. 10. Member Disputes. You are solely responsible for your interactions with other ActaPhysica Members. ActaPhysica reserves the right, but has no obligation, to become involved in any way with disputes between you and other Members. 11. Privacy. Use of the ActaPhysica Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference. 12. Disclaimers. ActaPhysica is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the ActaPhysica Services, whether caused by Users of the ActaPhysica Services or by any of the equipment or programming associated with or utilized in the ActaPhysica Services and such User Content does not necessarily reflect the opinions or policies of ActaPhysica. Profiles and third party applications created and posted by Members on the ActaPhysica Website may contain links to other websites. ActaPhysica is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by ActaPhysica. Inclusion of any linked website on the ActaPhysica Services does not imply approval or endorsement of the linked website by ActaPhysica. When you access these third-party sites, you do so at your own risk. ActaPhysica takes no responsibility for third party advertisements or third party applications that are posted on or through the ActaPhysica Services, nor does it take any responsibility for the goods or services provided by its advertisers. ActaPhysica is not responsible for the conduct, whether online or offline, of any User of the ActaPhysica Services. ActaPhysica assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. ActaPhysica is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any messages, messaging system, email or players due to technical problems or traffic congestion on the Internet or on any of the ActaPhysica Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the ActaPhysica Services. Under no circumstances shall ActaPhysica be responsible for any loss or damage, including personal injury or death, resulting from use of the ActaPhysica Services, attendance at a ActaPhysica event, from any User Content posted on or through the ActaPhysica Services, or from the conduct of any Users of the ActaPhysica Services, whether online or offline. The ActaPhysica Services are provided "AS-IS" and as available and ActaPhysica expressly disclaims any warranty of fitness for a particular purpose or non-infringement. ActaPhysica cannot guarantee and does not promise any specific results from use of the ActaPhysica Services. 13. Limitation on Liability. IN NO EVENT SHALL ACTAPHYSICA BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE ACTAPHYSICA SERVICES, EVEN IF ACTAPHYSICA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ACTAPHYSICA'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO ACTAPHYSICA FOR THE ACTAPHYSICA SERVICES DURING THE TERM OF MEMBERSHIP. 14. U.S. Export Controls. Software available in connection with the ActaPhysica Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the ActaPhysica Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. 15. Disputes. The Agreement shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to its conflict of law provisions. You and ActaPhysica agree to submit to the exclusive jurisdiction of the courts located within the State of New York to resolve any dispute arising out of the Agreement or the ActaPhysica Services. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.
16. Indemnity. You agree to indemnify and hold ActaPhysica, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the ActaPhysica Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or if any Content that you post on or through the ActaPhysica Services causes ActaPhysica to be liable to another. 17. Other. This Agreement is accepted upon your use of the ActaPhysica Website or any of the ActaPhysica Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and ActaPhysica regarding the use of the ActaPhysica Services. The failure of ActaPhysica to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. ActaPhysica is a trademark of ActaPhysica, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. Please contact us at: contact@ActaPhysica.com with any questions regarding this Agreement. I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE. |
Sponsors |