This agreement (the "Agreement") is entered into by and between you ("you") and Abstract Factory, Inc., ("Abstract Factory") regarding your use of the Citebite service (the "Service"). By the using the Service you are entering into this agreement with Abstract Factory and indicating that you agree to be bound by these terms and conditions. If you do not agree with these terms and conditions as stated, you may not use the Service.
- Rights Associated with the Service. The Service is designed to allow you to create hypertext links directly to specific quotes within web pages. Content displayed as a result of your use of the Service is not owned or controlled by Abstract Factory. Abstract Factory owns and retains all intellectual property rights to the Service; but Abstract Factory does not claim or infer any ownership rights to the Content. You represent and warrant that (i) all Content is either wholly original to you, or all third party rights therein have been fully cleared for use as contemplated by this Agreement; (ii) the Content and the posting thereof on the Service does and will not, in any way, violate or breach any of the terms of this Agreement or violate or infringe upon the rights of any third party, and (iii) Abstract Factory shall not in any circumstance be required to pay or incur any sums to any person or entity as a result of its use or exploitation of the Content unless otherwise agreed by Abstract Factory.
- Use of the Service. You may not use any robot, spider, other automated device, or manual process to monitor or copy any Content from the Service.
You also agree not to interfere with the Service, or servers or networks connected to the Service, or violate any requirements, procedures, policies or regulations of networks connected to the Service. Such violations may result in criminal and civil liability. Examples of system or network security violations include, without limitation, the following:
- Unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of the Service or to breach security or authentication measures.
- Unauthorized monitoring of data or traffic on the Service.
- Interference with the Service including, without limitation, any type of flooding technique or deliberate attempt to overload a system such as denial of service attacks.
- Forging of any packet header, email header or any part of a message header. This prohibition does not include the use of aliases or anonymous remailers.
- Using manual or electronic means to avoid any use or access limitations placed on this Service.
- Content. The Content displayed in any manner by the Service is developed by people over whom Abstract Factory exercises no control. The Service may display Content that some people find objectionable, inappropriate, or offensive. We cannot guarantee that an Abstract Factory page will not include unintended or objectionable Content and assume no responsibility for the Content of any site displayed in any search results or otherwise linked to by the Service.
- Links to Third Party Sites. The Service may contain links to Web sites controlled by parties other than Abstract Factory (the "Third Party Sites"). Abstract Factory is not responsible for and does not endorse or accept any responsibility for the availability, the contents or use of the Third Party Sites or any Web site accessed from a Third Party Site, or any changes or updates to such sites. Abstract Factory is not responsible for webcasting or any other form of transmission received from any Third Party Site. Abstract Factory is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Abstract Factory of the Third Party Site. You acknowledge that you bear all risks associated with access to and use of content provided on Third Party Sites and agree that Abstract Factory is not responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third Party Site if you have any concerns regarding such links or the content located on a Third Party Site.
- No Warranty. The Service is experimental in nature. It has not been tested commercially in any manner, and Abstract Factory does not represent that it is reliable, accurate, complete, or otherwise valid. THE SERVICE IS PROVIDED "AS IS" WITH NO WARRANTY OF ANY KIND AND YOU USE THE SERVICE AT YOUR OWN RISK. ABSTRACT FACTORY EXPRESSLY DISCLAIMS ANY WARRANTY, EXPRESS OR IMPLIED, REGARDING THE SERVICE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Some states do not allow the exclusion of certain warranties, so the above exclusions may not apply to you.
- Limitation of Liability. UNDER NO CIRCUMSTANCES WILL ABSTRACT FACTORY BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH USE OF THE SERVICE WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL ABSTRACT FACTORY BE LIABLE TO YOU FOR ANY AMOUNT FOR SERVICES RENDERED PURSUANT TO THIS AGREEMENT. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation and exclusions may not apply to you.
- Hold Harmless and Indemnity. You agree to hold harmless and indemnify Abstract Factory, and its employees, agents and representatives, from and against any third party claim arising from or in any way related to your use of the Service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Abstract Factory will provide you with written notice of such claim, suit or action.
- Release and Waiver. To the maximum extent permitted by applicable law, you hereby release, and waive all claims against Abstract Factory and its employees and agents from any and all liability for claims, damages (actual and consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising out of or in any way connected with use of the Service. If you are a California resident, you waive your rights under California Civil Code § 1542, which states, "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." Residents of other states and nations similarly waive their rights under applicable and/or analogous laws, statutes, or regulations.
- Modifications of Terms. Abstract Factory shall have the right to modify the terms of this Agreement at any time, which modification shall be effective immediately upon posting. Accordingly, we suggest that you check this page periodically. To make your review more convenient, we will post a version number or date at the bottom of this page.
- Miscellaneous If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall be enforced. Abstract Factory's failure to act with respect to a breach by you or others does not waive Abstract Factory's right to act with respect to subsequent or similar breaches. The failure of Abstract Factory to exercise or enforce any right or provision of these terms and conditions shall not constitute a waiver of such right or provision. The section headings and subheadings contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement. This agreement shall be interpreted in accordance with the laws of the State of New York as if made in New York by two residents of that state. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. You agree that any and all disputes or actions you may have concerning the Service or against Abstract Factory shall be brought exclusively in the state and federal courts located in the County of New York. Notwithstanding anything to the contrary, Abstract Factory may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction. Notwithstanding any provision hereof, for all purposes of this Agreement each party shall be and act as an independent contractor and not as partner, joint venturer, agent, employee or employer of the other and shall not bind nor attempt to bind the other to any contract other than this Agreement. This Agreement constitutes the entire agreement between Abstract Factory and you with respect to the subject matter hereof.
Updated December 18, 2006