1. Modifications to this Agreement. We may make changes to this Agreement from time to time in our sole discretion, by updating and posting a revised version of this Agreement on the Site. Your use of the Site following the posting of a new version of the Agreement constitutes your acceptance of any such changes. Accordingly, when you visit this Site you should check to see if a new version of the Agreement has been posted.
2. Use of Site Content. This Site contains a variety of: (1) copyrighted materials, such as information, articles, white papers, user submissions, opinions, other text, directories, listings, guides, graphics, photographs, illustrations, images, video clips, sound clips, advertising and promotional materials, data, software, compilations, designs, graphical interface, and overall “look and feel,” (2) trademarks, logos, trade names, service marks, and trade identities, including the names and logos of OIX members, and the domain names and URLs associated therewith, whether registered or unregistered (collectively the “Trademarks“), and (3) other forms of intellectual property (all of the foregoing collectively and individually are referred to as “Content“).
(a) Accuracy. While we strive to keep the Content that we post on the Site accurate, complete, and up-to-date, we cannot and do not guarantee, represent or warrant that any of the Content on this Site (whether posted by us, a User, or any other third party) is accurate, complete, timely or applicable to you, nor do we have any obligation or undertaking to update the Site. Your use of the Content available on the Site is entirely at your own risk.
(b) Ownership. This Site and all right, title, and interest in and to the Content available via the Site is owned by and is the property of OIX or its licensors, and is protected by U.S. and international copyright, trademark, patent, or other proprietary rights and laws. This applies to copyrighted Content regardless of whether or not a copyright notice appears on such materials, and applies to Trademarks, whether registered or unregistered, and regardless of whether or not a trademark notice appears on such materials.
(c) License. We grant you a nonexclusive, nontransferable, revocable, limited license to view, download, copy, and print Content retrieved from the Site only for your personal or internal business use. You may not remove or obscure any copyright notice, trademark notice, or other proprietary rights notice displayed on or in conjunction with any Content. Except to the minimum extent otherwise expressly permitted under applicable law, you may not use, sell, or commercially distribute any Content available via the Site in any other manner or for any other purpose without the prior express written permission of OIX or its licensor, as applicable. You do not acquire any ownership rights in any Content by using the Site or by virtue of downloading, printing, modifying or using Content from the Site. All rights not expressly granted in this Agreement are expressly reserved to OIX or its licensors.
(d) Separately Licensed Content. Certain Content that you download from the Site may be subject to a separate license agreement or other specific terms and conditions which will be provided at the time you download or use the Content. In those situations, such license agreement or other applicable terms and conditions will control in lieu of this Agreement.
3. User Submissions. We may provide forums, message boards, chat rooms or other interactive areas on the Site (“User Forums“) to give users of the Site (“Users”) a forum to express their opinions, comment on Content posted on the Site, and share their ideas, information, materials, and other user-generated Content (collectively“Submissions”)
(a) Rights You Grant to Us. Whenever you post a Submission to a User Forum or some other aspect of the Site or send it directly to OIX (including by e-mail) you: (1) grant to OIX and its affiliates an irrevocable worldwide, nonexclusive, perpetual, fully sub-licensable and assignable, royalty-free right and license to use, exploit, reproduce, modify, adapt, translate, incorporate in other works, and otherwise create derivative works from, publish, distribute, transmit, broadcast, perform, display, and otherwise exercise all rights in and to such Submission (including the right to use or not use your name, voice, likeness and other identifying information in connection therewith), via the Site or otherwise, in any form, media, or technology now known or later developed, without any compensation to you, and (2) consent to all relevant acts or omissions in relation to your moral rights in such Submission (if any) which may or might otherwise constitute a breach or infringement of those moral rights, and to the extent permitted by law waive all your moral rights in such Submission, even if such material is altered or changed in a manner not agreeable to you.
(b) No Responsibility. We are not responsible for, and we do not endorse, the Submissions posted in User Forums by Users of the Site. We specifically disclaim any responsibility or liability to any person or entity for any loss, damage, injury, claim, liability or other cause of any kind or nature or character based upon or resulting from any Submission.
(d) No Confidential Relationship. You acknowledge and agree that your relationship with OIX is not a confidential, fiduciary, or other type of special relationship, and that your decision to Submit any Submission to a User Forum or otherwise send it to the Site or to OIX directly does not place OIX in a position that is any different from the position held by members of the general public with regard to your Submissions. None of your Submissions shall be subject to any obligation of confidence on the part of OIX, and OIX shall not be liable for any use or disclosure of any Submission that you provide. All Submissions that you send, post, transmit, upload, distribute, or otherwise make available (collectively, “Submit”) to a User Forum or some other aspect of the Site or send directly to OIX (whether solicited or unsolicited) will be treated as non-confidential and non-proprietary and we will not be liable for any use or disclosure.
(e) Representations You Make to Us. You are solely responsible for all Submissions that you Submit to a User Forum or some other aspect of the Site or directly to OIX (including by e-mail). By doing so, you represent and warrant to OIX that each such Submission: (1) is not confidential and that you have all necessary permission to Submit such Submission; and (2) does not infringe upon, misappropriate or violate the rights of any third parties, including, without limitation, any intellectual property rights, rights of publicity or privacy, or any other proprietary rights.
(f) No Obligation to Use. You agree and understand that we are not obligated to post or use your Submissions Submitted through the Site or otherwise, and may alternatively choose to discard your Submissions without any obligation or liability whatsoever.
4. Acceptable Use of Site. You may use the Site only for lawful purposes, and you agree that you shall at all times comply with all applicable local, state, national, and international laws, statutes, rules, regulations, ordinances and the like applicable to your use of the Site. In addition, while using the Site, you agree that:
- Inappropriate Submissions. You will not Submit anything that is or may be: (i) harmful, threatening, abusive, harassing, degrading, hateful, or intimidating; (ii) defamatory, libelous, or disparaging of any person or entity; (iii) false, fraudulent, or tortious; (iv) obscene, indecent, pornographic, vulgar, profane, or sexually explicit; (v) intended to promote (or have the effect of promoting) violence, racial hatred, terrorism or illegal acts; (vi) infringing, or in violation or misappropriation of, any patent, trademark, trade identity right, trade secret, publicity right, privacy right, copyright or any other intellectual property or any other rights of any third party; (vii) in violation of any other rights of any person or entity; (viii) in violation of of any law or regulation; or (ix) otherwise objectionable, in OIX’s sole discretion.
- No Spam. You will not Submit any advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” investment opportunities, or any other form of solicitation.
- Collecting Personal Information. You will not collect or harvest personally identifiable information about other users of the Site or “stalk” or otherwise harass other persons.
- Impersonation. You will not impersonate any person or entity; falsely state or otherwise misrepresent your affiliation with any person or entity, including OIX; or expressly state or imply that we endorse any statement you make.
- Security. You will not violate or attempt to violate the security of any portion of the Site, including but not limited to: (i) access any server, User Account, or Content which you are not authorized to access; (iii) attempt to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iv) attempt to interfere with or disrupt the Site or the servers or networks that provide the Site, including without limitation, via means of submitting any form of malware (such as a virus, worm, “Trojan Horse”, or spyware) to the Site, overloading, “flooding”, “mailbombing” or “crashing” the Site; or (v) restrict or inhibit any other user from accessing or using the Site, including, without limitation, by means of hacking or defacing any portion of the Site.
- Reverse Engineering. You will not modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the Site.
- Data Mining, Scraping, Etc. Except for search engines presenting links to users searching for OIX and related content, You will not use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine,” scrape, or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents, unless otherwise permitted by OIX in writing in advance.
5. User Accounts and Registration. Certain areas of the Site may allow or require you to register and/or establish an account to participate in certain features, such as to access User Forums, to access certain Content, or to receive e-mail newsletters. The decision to provide any information requested as part of such process is purely voluntarily and optional; however, if you elect not to provide such information, you may not be able to access certain Content or participate in certain features of the Site. If you register and establish an account (“User Account”), the right to use such User Account is personal to you and is not transferable to any other person or entity. You are responsible for all use of such User Account (under any screen name or password), and for ensuring that all use of the User Account complies fully with the provisions of this Agreement. You shall be responsible for protecting the confidentiality of your password(s) used to access the User Account, and you agree to notify OIX immediately if you become aware of or suspect the loss, theft, or any unauthorized use of or access to your password or unauthorized access to or use of your User Account. We reserve the right to terminate any User Account and/or deny access to the entire Site or any portion of the Site to any person in our sole discretion.
6. Links to Other Sites. The Site may provide links to other web sites and/or resources that we do not maintain or are not under our control (“Third Party Web Sites”). We do not control any Third Party Web Sites linked to from the Site, and your dealings with such Third Party Web Sites that may appear on or be accessible through the Site are solely between you and such third parties. We are not responsible for, and we make no representations or warranties with respect to, the content, products, services, personal information practices, ownership, or legality of any such linked Third Party Web Site unless expressly stated by us. Your use of such Third Party Web Sites is subject to the terms and conditions established by such third parties, and we encourage you to review their user terms and privacy policies before you use their services. Your access to and use of such Third Party Web Sites is solely at your own risk, and you agree that we will not be responsible or liable for any loss or damage of any sort that you may suffer as the result of your dealings with such Third Party Web Sites.
7. DISCLAIMER OF WARRANTIES. THE SITE (INCLUDING, WITHOUT LIMITATION, ALL CONTENT, LINKS, SUBMISSIONS, PRODUCTS, SERVICES, AND OTHER MATERIALS CONTAINED ON AND/OR OBTAINED THROUGH THE SITE) IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, “WITH ALL FAULTS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OIX AND ITS AFFILIATES AND THEIR RESPECTIVE MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND OTHER REPRESENTATIVES (COLLECTIVELY THE “OIX PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND UNDERTAKINGS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND YOUR RELIANCE THEREON. NO OPINION, ADVICE, OR STATEMENT OF ANY OIX PARTY, WHETHER MADE ON THE SITE OR OTHERWISE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
WITHOUT LIMITING THE FOREGOING, THE OIX PARTIES DO NOT WARRANT THAT THE SITE OR ITS CONTENT IS LAWFUL IN ANY PARTICULAR JURISDICTION, THAT YOUR USE OF THE SITE WILL BE TIMELY, UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SITE (OR THE SERVER THAT MAKES IT AVAILABLE) IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IN NO EVENT SHALL THE OIX PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, ECONOMIC, EXEMPLARY OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATING TO YOUR USE OF THE SITE OR WITH ANY DELAY OR INABILITY TO USE THE SITE, OR FOR ANY INFORMATION, CONTENT, PRODUCTS, AND/OR SERVICES OBTAINED THROUGH THIS SITE, OR OTHERWISE ARISING OUT OF THE USE OF THES SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF THE OIX PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
YOUR ACCESS TO AND USE OF THIS SITE IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE SITE OR ANY OF THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SITE OR THE CONTENT.
9. Indemnification. You agree to indemnify, defend and hold the OIX Parties, harmless from and against any and all claims, demands, damages, losses, investigations, liabilities, judgments, settlements, costs (including attorneys’ fees), or other expenses that directly or indirectly arise from or are otherwise directly or indirectly connected to: (a) your breach or alleged breach of this Agreement; (b) your use of the Site or activities in connection with the Site; (c) your Submissions; or (d) your violation of any law, rule or regulation. You will cooperate as fully required by the OIX Parties in the defense of any claim. OIX reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of a duly authorized employee of OIX.
10. Notice and Procedure for Making Complaints Regarding Content. OIX respects the intellectual property of others and we ask our Users to do the same. In accordance with the Digital Millennium Copyright Act, OIX has designated a Copyright Agent to receive notice of claims of copyright infringement with respect to Content on the Site. To notify OIX of Content on the Site that you believe infringes your rights, please provide the following information to the OIX Copyright Agent listed below:
(a) Your name, address, telephone number, and e-mail address;
(b) A description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works at the Site are covered by a single notification, a representative list of such works at the Site;
(c) 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 OIX to locate the material, such as the URL or a reasonable description of where the alleged infringing material is located;
(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 information in the notification is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and
(f) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest.
OIX’s Copyright Agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:
By e-mail: firstname.lastname@example.org (with subject “Copyright Complaints”);
By phone: 925-275-6648; ask for OIX Help Desk;
By fax: 925-275-6691 (with subject “Copyright Complaints”);
By postal mail:
Open Identity Exchange
2400 Camino Ramon, Suite 375
San Ramon, CA 94583
ATTN: Help Desk
11. Miscellaneous Terms
(a) Modification or Suspension of the Site. We reserve the right, at any time and without notice to you, to modify, add, suspend, or discontinue, temporarily or permanently, the entire Site or any portion of the Site, in our sole discretion. This includes the right to modify, discontinue or remove any Content, postings, links, pages, services, or other materials, or to modify the functionality, hours of availability, or minimum system hardware, software and network requirements needed for access or use of the Site. You agree that we shall not be liable to you for any modification, general suspension or discontinuance of any aspect of the Site. We may, in our sole discretion, refuse or restrict anyone from access to the entire Site or any portion of the Site at any time
(b) Site Location. We control and operate the Site from within the United States of America. We make no representation or warranty that the Site, or any Content or other materials available on the Site, are appropriate or available for use in other locations. Those who choose to access the Site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
(c) Severability of Agreement. If any provision of this Agreement is found by a court or other binding authority to be invalid, you agree that every attempt shall be made to give effect to the parties’ intentions as reflected in that provision, and the remaining provisions contained in this Agreement shall continue in full force and effect.
(d) Applicable Law / Jurisdiction. This Agreement and the resolution of any dispute related to this Agreement or the Site shall be governed by and construed in accordance with the laws of the State of California and the United States of America without giving effect to any principles of conflicts of law. Any legal action or proceeding between OIX and you related to this Agreement or otherwise arising out of usage of this Site shall be brought exclusively in a federal or state court of competent jurisdiction sitting in or having jurisdiction over the City of San Ramon, State of California, and you hereby consent and submit to the exclusive personal jurisdiction and venue of such courts.
12. Contact Information. If you have any questions or concerns with respect to this Agreement or the Site you may contact us at email@example.com.