ACCEPTANCE
OF TERMS
Hemlocksoft
provides the Hemlocksoft Services (defined below) to
you subject to the following User Agreement (“UA”), which may be updated by us
from time to time without notice to you. You can review the most current version
of the UA at any time at:
http://www.Hemlocksoft.com/Conditions.aspx?Mode=Agreement
By
accessing and using the Hemlocksoft Services, you
accept and agree to be bound by the terms and provision of the UA. In addition,
when using particular Hemlocksoft owned or operated
services, you and Hemlocksoft shall be subject to any
posted guidelines or rules applicable to such services, which may be posted and
modified from time to time. All such guidelines or rules are hereby
incorporated by reference into the UA. Hemlocksoft may
also offer other services that are governed by different Terms of Service.
DESCRIPTION
OF Hemlocksoft SERVICES
Hemlocksoft provides users with access to a rich collection of
resources, including without limitation various communications tools,
shopping services, search services, personalized content and branded
programming through its network of properties which may be accessed through any
various medium or device now known or hereafter developed (the "Hemlocksoft Services"). You also understand and agree
that the Hemlocksoft Services may include
advertisements and that these advertisements are necessary for Hemlocksoft to provide the Hemlocksoft
Services. You also understand and agree that the Hemlocksoft
Services may include certain communications from Hemlocksoft,
such as service announcements, administrative messages and the Hemlocksoft Newsletter, and that these communications are
considered part of Hemlocksoft Services. Unless explicitly
stated otherwise, any new features that augment or
enhance the current Hemlocksoft Services, including the
release of new Hemlocksoft properties, shall be subject
to the UA. You understand and agree that the Hemlocksoft
Services is provided "AS-IS" and that Hemlocksoft
assumes no responsibility for the timeliness, deletion, mis-delivery
or failure to store any user communications or personalization settings. You
are responsible for obtaining access to the Hemlocksoft
Services, and that access may involve third-party fees (such as Internet
service provider or airtime charges). You are responsible for those fees,
including those fees associated with the display or delivery of advertisements.
In addition, you must provide and are responsible for all equipment necessary
to access the Hemlocksoft Services.
You
understand that the technical processing and transmission of the Hemlocksoft Services, including your Content, may involve (a)
transmissions over various networks; and (b) changes to conform and adapt to
technical requirements of connecting networks or devices.
YOUR
REGISTRATION OBLIGATIONS
In
consideration of your use of the Hemlocksoft Services,
you represent that you are of legal age to form a binding contract and are not
a person barred from receiving the Hemlocksoft Services
under the laws of Belgium or other applicable jurisdiction.
You also agree to: (a) provide true, accurate, current and complete information
about yourself as prompted by the Hemlocksoft Service's
registration form (the "Registration Data") and (b) maintain and
promptly update the Registration Data to keep it true, accurate, current and
complete. If you provide any information that is untrue, inaccurate, not
current or incomplete, or Hemlocksoft has reasonable
grounds to suspect that such information is untrue, inaccurate, not current or
incomplete, Hemlocksoft has the right to suspend or
terminate your account and refuse any and all current or future use of the Hemlocksoft Services (or any portion thereof). Please
remember that the Hemlocksoft Services is designed to
appeal to a broad audience. Accordingly, as the legal guardian, it is your
responsibility to determine whether any of the Hemlocksoft
Services areas and/or Content are appropriate
for your child.
Hemlocksoft
PRIVACY POLICY
Hemlocksoft PRIVACY
POLICY-INFORMATION COLLECTION AND USE
Hemlocksoft
collects personal information when you register with Hemlocksoft,
when you use Hemlocksoft products or services, when you
visit Hemlocksoft pages or the pages of certain Hemlocksoft partners, and when you enter promotions or
sweepstakes. Hemlocksoft may combine information about
you that we have with information we obtain from business partners or other
companies.
When you
register we ask for information such as your name, email address, birth date,
gender, ZIP code, occupation, industry, and personal interests. For some
financial products and services we might also ask for your address, Social
Security number, and information about your assets. When you register with Hemlocksoft and sign in to our services, you are not
anonymous to us.
Hemlocksoft
collects information about your transactions with us and with some of our
business partners, including information about your use of financial products
and services that we offer.
Hemlocksoft
automatically receives and records information from your computer and browser,
including your IP address, Hemlocksoft cookie
information, software and hardware attributes, and the page you request.
Hemlocksoft
uses information for the following general purposes: to customize the
advertising and content you see, fulfill your requests for products and
services, improve our services, contact you, conduct research, and provide
anonymous reporting for internal and external clients.
Hemlocksoft
PRIVACY POLICY-INFORMATION SHARING AND DISCLOSURE
Hemlocksoft
does not rent, sell, or share personal information about you with other people
or non-affiliated companies except to provide products or services you've
requested, when we have your permission, or under the following circumstances:
•We provide
the information to trusted partners who work on behalf of or with Hemlocksoft under confidentiality agreements. These companies
may use your personal information to help Hemlocksoft
communicate with you about offers from Hemlocksoft and
our marketing partners. However, these companies do not have any independent
right to share this information.
•We respond
to subpoenas, court orders, or legal process, or to establish or exercise our
legal rights or defend against legal claims.
•We believe
it is necessary to share information in order to investigate, prevent, or take
action regarding illegal activities, suspected fraud, situations involving
potential threats to the physical safety of any person, violations of Hemlocksoft's terms of use, or as otherwise required by law.
•We
transfer information about you if Hemlocksoft is
acquired by or merged with another company. In this event, Hemlocksoft
will notify you before information about you is
transferred and becomes subject to a different privacy policy.
Hemlocksoft
displays targeted advertisements based on personal information. Advertisers
(including ad serving companies) may assume that people who interact with,
view, or click targeted ads meet the targeting criteria—for example, women ages
18-24 from a particular geographic area.
•Hemlocksoft does not provide any personal information to the
advertiser when you interact with or view a targeted ad.
However, by interacting with or viewing an ad you are consenting to the
possibility that the advertiser will make the assumption that you meet the
targeting criteria used to display the ad.
PASSWORD
AND SECURITY
You will
receive a password and account designation upon completing the Hemlocksoft Service's registration process. You are
responsible for maintaining the confidentiality of the password and account and
are fully responsible for all activities that occur under your password or
account. You agree to (a) immediately notify Hemlocksoft
of any unauthorized use of your password or account or any other breach of
security, and (b) ensure that you exit from your account at the end of each
session. Hemlocksoft cannot and will not be liable for
any loss or damage arising from your failure to comply with this Section 5.
MEMBER
CONDUCT
You agree
to not use the Hemlocksoft Services to:
You
acknowledge, consent and agree that Hemlocksoft may
access, preserve and disclose your account information and Content if required
to do so by law or in a good faith belief that such access preservation or
disclosure is reasonably necessary to: (i) comply
with legal process; (ii) enforce the UA; (iii) respond to claims that any
Content violates the rights of third parties; (iv) respond to your requests for
customer service; or (v) protect the rights, property or personal safety of Hemlocksoft, its users and the public.
You understand
that the Hemlocksoft Services and software embodied
within the Hemlocksoft Services may include security
components that permit digital materials to be protected, and that use of these
materials is subject to usage rules set by Hemlocksoft
and/or content providers who provide content to the Hemlocksoft
Services. You may not attempt to override or circumvent any of the usage rules
embedded into the Hemlocksoft Services. Any
unauthorized reproduction, publication, further distribution or public
exhibition of the materials provided on the Hemlocksoft
Services, in whole or in part, is strictly prohibited.
SPECIAL
ADMONITIONS FOR INTERNATIONAL USE AND EXPORT AND IMPORT COMPLIANCE
Recognizing
the global nature of the Internet, you agree to comply with all local rules
regarding online conduct and acceptable Content. Use of the Hemlocksoft
Services and transfer, posting and uploading of software, technology, and other
technical data via the Hemlocksoft Services may be
subject to the export and import laws of Belgium and other
countries. You agree to comply with all applicable export and import laws and
regulations. In particular, you: (a) represent that you are not a party
identified on any government export exclusion list, including but not limited
to the Belgium Denied Persons, Entity, and Specially Designated
Nationals Lists, nor will you transfer software, technology, and other
technical data via the Hemlocksoft Services to parties
identified on such lists; (b) agree not to use the Hemlocksoft
Services for military, nuclear, missile, chemical or biological weaponry end
uses in violation of S.A.R. export laws; (c) agree not to transfer, upload, or
post via the Hemlocksoft Services any software,
technology or other technical data in violation of S.A.R. or other applicable
export or import laws.
CONTRIBUTIONS
TO Hemlocksoft
By
submitting ideas, suggestions, documents, and/or proposals
("Contributions") to Hemlocksoft through its
suggestion or feedback webpages, you acknowledge and
agree that: (a) your Contributions do not contain confidential or proprietary
information; (b) Hemlocksoft is not under any
obligation of confidentiality, express or implied, with respect to the
Contributions; (c) Hemlocksoft shall be entitled to use
or disclose (or choose not to use or disclose) such Contributions for any
purpose, in any way, in any media worldwide; (d) Hemlocksoft
may have something similar to the Contributions already under consideration or
in development; (e) your Contributions automatically become the property of Hemlocksoft without any obligation of Hemlocksoft
to you; and (f) you are not entitled to any compensation or reimbursement of
any kind from Hemlocksoft under any circumstances.
INDEMNITY
You agree
to indemnify and hold Hemlocksoft and its subsidiaries,
affiliates, officers, agents, employees, partners and licensors harmless from
any claim or demand, including reasonable attorneys' fees, made by any third
party due to or arising out of Content you submit, post, transmit, modify or
otherwise make available through the Hemlocksoft
Services, your use of the Hemlocksoft Services, your
connection to the Hemlocksoft Services, your violation
of the UA, or your violation of any rights of another.
NO COMMERCIAL
REUSE OF Hemlocksoft SERVICES
You agree
not to reproduce, duplicate, copy, sell, trade, resell
or exploit for any commercial purposes, any portion or use of, or access to,
the Hemlocksoft Services (including Content,
advertisements, Software and your Hemlocksoft ID).
MODIFICATIONS
TO Hemlocksoft SERVICES
Hemlocksoft reserves the right at any time and from time to
time to modify or discontinue, temporarily or permanently, the Hemlocksoft Services (or any part thereof) with or without
notice. You agree that Hemlocksoft shall not be liable
to you or to any third party for any modification, suspension or discontinuance
of the Hemlocksoft Services (or any part thereof).
TERMINATION
You may
terminate your Hemlocksoft account, any associated
email address and access to the Hemlocksoft Services by
submitting such termination request to Hemlocksoft.
You agree
that Hemlocksoft may, without prior notice, immediately
terminate, limit your access to or suspend your Hemlocksoft
account, any associated email address, and access to the Hemlocksoft
Services. Cause for such termination, limitation of access or suspension shall
include, but not be limited to, (a) breaches or violations of the UA or other
incorporated agreements or guidelines, (b)requests by law enforcement or other
government agencies, (c) discontinuance or material modification to the Hemlocksoft Services (or any part thereof), (d) unexpected
technical or security issues or problems, (e) extended periods of inactivity,
(f) engagement by you in fraudulent or illegal activities, and/or (g)
nonpayment of any fees owed by you in connection with the Hemlocksoft
Services. Further, you agree that all terminations, limitations of access and
suspensions for cause shall be made in Hemlocksoft's
sole discretion and that Hemlocksoft shall not be
liable to you or any third party for any termination of your account, any
associated email address, or access to the Hemlocksoft
Services.
Termination
of your Hemlocksoft account includes any or all of the
following: (a) removal of access to all or part of the offerings within the Hemlocksoft Services, (b) deletion of your password and all
related information, files and content associated with or inside your account
(or any part thereof), and (c) barring of further use of all or part of the Hemlocksoft Services.
DEALINGS WITH
ADVERTISERS
Your
correspondence or business dealings with, or participation in promotions of,
advertisers found on or through the Hemlocksoft
Services, including 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 advertiser. You agree that Hemlocksoft shall not be responsible or liable for any loss
or damage of any sort incurred as the result of any such dealings or as the
result of the presence of such advertisers on the Hemlocksoft
Services.
LINKS
The Hemlocksoft Services may provide, or third parties may
provide, links to other World Wide Web sites or resources. You acknowledge and
agree that Hemlocksoft 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 further acknowledge and agree
that Hemlocksoft 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 use of or reliance on any such Content, goods or
services available on or through any such site or resource.
Hemlocksoft'S
PROPRIETARY RIGHTS
You
acknowledge and agree that the Hemlocksoft Services and
any necessary software used in connection with the Hemlocksoft
Services ("Software") contain proprietary and confidential
information that is protected by applicable intellectual property and other
laws. You further acknowledge and agree that Content contained in
advertisements or information presented to you through the Hemlocksoft
Services or by advertisers is protected by copyrights, trademarks, service
marks, patents or other proprietary rights and laws. Except as expressly
permitted by applicable law or as authorized by Hemlocksoft
or the applicable licensor (such as an advertiser), you agree not to modify,
rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or
create derivative works based on the Hemlocksoft
Services, such Content or the Software, in whole or in part.
Any
Software made available to you by Hemlocksoft Services,
freely, or upon purchase, is subject to the General Software License Agreement,
which may be updated by us from time to time without notice to you. You can
review the most current version of the UA at any time at:
http://www.Hemlocksoft.com/Conditions.aspx?Mode=Products
In all
situations; any right granted to you by Hemlocksoft
Services on a software is non-transferable and non-exclusive; provided that you
do not (and do not allow any third party to) copy, modify, create a derivative
work from, reverse engineer, reverse assemble or otherwise attempt to discover
any source code, sell, assign, sublicense, grant a security interest in or
otherwise transfer any right in the Software. You agree not to modify the
Software in any manner or form, nor to use modified versions of the Software.
You agree not to access the Hemlocksoft Services by any
means other than through the interface that is provided by Hemlocksoft.
DISCLAIMER
OF WARRANTIES
YOU
EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF
THE Hemlocksoft SERVICES AND SOFTWARE ARE AT YOUR SOLE RISK. THE Hemlocksoft
SERVICES AND SOFTWARE ARE PROVIDED ON AN "AS IS" AND "AS
AVAILABLE" BASIS. Hemlocksoft AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS,
EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF
ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED
WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT.
Hemlocksoft
AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND
LICENSORS MAKE NO WARRANTY THAT (i) THE Hemlocksoft
SERVICES OR SOFTWARE WILL MEET YOUR REQUIREMENTS; (ii) THE Hemlocksoft SERVICES
OR SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE
RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE Hemlocksoft SERVICES OR SOFTWARE
WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES,
INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE
Hemlocksoft SERVICES OR SOFTWARE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS
IN THE SOFTWARE WILL BE CORRECTED.
ANY
MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE Hemlocksoft
SERVICES OR SOFTWARE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL
BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF
ACTION WITH RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS,
DOWNLOAD OR DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF
ANY SUCH MATERIAL.
NO ADVICE
OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Hemlocksoft OR THROUGH
OR FROM THE Hemlocksoft SERVICES OR SOFTWARE SHALL CREATE ANY WARRANTY NOT
EXPRESSLY STATED IN THE UA.
LIMITATION
OF LIABILITY
YOU
EXPRESSLY UNDERSTAND AND AGREE THAT Hemlocksoft AND ITS SUBSIDIARIES, AFFILIATES,
OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU
FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY
DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL,
USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Hemlocksoft HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (a) THE USE OR THE INABILITY TO
USE THE Hemlocksoft SERVICE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND
SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR
DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE Hemlocksoft SERVICE; OR
(e) ANY OTHER MATTER RELATING TO THE Hemlocksoft SERVICE.
NO
THIRD-PARTY BENEFICIARIES
You agree
that, except as otherwise expressly provided in this UA, there shall be no
third-party beneficiaries to this agreement.
TRADEMARK
INFORMATION
You agree
that all of Hemlocksoft’s trademarks, trade names,
service marks and other Hemlocksoft logos and brand
features, and product and service names are trademarks and the property of Hemlocksoft Inc. (the "Hemlocksoft
Marks"). Without Hemlocksoft's prior permission,
you agree not to display or use in any manner the Hemlocksoft
Marks.
GENERAL
INFORMATION
Entire Agreement. The UA constitutes the entire agreement between you and Hemlocksoft and governs your use of the Hemlocksoft
Services, superseding any prior version of this UA between you and Hemlocksoft with respect to the Hemlocksoft
Services. You also may be subject to additional terms and conditions that may
apply when you use or purchase certain other Hemlocksoft
services, affiliate services, third-party content or third-party software.
Choice of
Law and Forum. You and Hemlocksoft each agree that the
UA and the relationship between the parties shall be governed by the laws of the
Belgium without regard to its conflict of law provisions and that
any and all claims, causes of action or disputes (regardless of theory) arising
out of or relating to the UA, or the relationship between you and Hemlocksoft, shall be brought exclusively in the courts
located in the city of Brussels. You and Hemlocksoft
agree to submit to the personal jurisdiction of the courts located within the
city of Brussels, and agree to waive any and all objections to the exercise of
jurisdiction over the parties by such courts and to venue in such courts.
Waiver and
Severability of Terms. The failure of Hemlocksoft to
exercise or enforce any right or provision of the UA shall not constitute a
waiver of such right or provision. If any provision of the UA is found by a
court of competent jurisdiction to be invalid, the parties nevertheless agree
that the court should endeavor to give effect to the parties' intentions as
reflected in the provision, and the other provisions of the UA remain in full
force and effect.
No Right of
Survivorship and Non-Transferability. You agree that your Hemlocksoft
account is non-transferable and any rights to your Hemlocksoft
ID or contents within your account terminate upon your death. Upon receipt of a
copy of a death certificate, your account may be terminated and all contents
therein permanently deleted.
Statute of
Limitations. You agree that regardless of any statute or law to the contrary,
any claim or cause of action arising out of or related to use of the Hemlocksoft Services or the UA must be filed within one (1)
year after such claim or cause of action arose or be forever barred.
The section
titles in the UA are for convenience only and have no legal or contractual
effect.
VIOLATIONS
Please
report any violations of the UA to our contact page http://www.Hemlocksoft.com/Contact.aspx