Terms of Use « SocialGrapes

Terms of Use

Last Revision: March 26, 2010

By using the socialgrapes.com web site, a service of SocialGrapes Inc., you are agreeing to be bound by the following terms and conditions ("Terms of Use").

The following terms and conditions (the "Agreement") govern all use of SocialGrapes (the "Service") and any information, text, graphics, photographs, video, or materials uploaded, downloaded or appearing on the Services (collectively referred to as "Content"). The Service is owned and operated by SocialGrapes Inc.. The Service is offered subject to your (the "User" or "You") acceptance without modification of all of the terms and conditions contained herein. By using or accessing any part of the service, you agree to all of the terms and conditions contained herein; If you do not agree, do not use or access the service.

The Service is available only to individuals who are at least 21 years old. You represent and warrant that if You are an individual, You are (i) at least 21 years old User also certifies that User takes full responsibility for the selection and use of the the Service.

SocialGrapes reserves the right, at its sole discretion, to modify or replace any of the terms or conditions of this Agreement at any time. It is User's responsibility to check this Agreement periodically for changes. User's continued use of the Service following the posting of any changes to this Agreement constitutes acceptance of those changes.

This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions.

1. Access

Subject to User's compliance with terms and conditions of this Agreement, User shall have a limited, personal, non-transferable, non-sublicensable, non-exclusive license to use the Service during the term of this Agreement solely for the purpose of using the SocialGrapes website, SocialGrapes mobile services, and any other features, content or applications offered from time to time by SocialGrapes Inc.. User shall not (i) use the Service on behalf of any third party or for any commercial purpose, or (ii) reverse assemble, reverse compile or reverse engineer the Service, or otherwise attempt to discover any Service source code or underlying proprietary information. SocialGrapes Inc. reserves the right to change, suspend or discontinue the Services at any time for any reason.

2. Restrictions

User shall not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Service (or any content available through or in connection with the Service). SocialGrapes Inc. reserves the right to bar any such activity.
User shall not attempt to gain unauthorized access to any portion or feature of the Service, or any other systems or networks connected to the Service or to any SocialGrapes Inc. server, or to any of the services offered on or through the Service, by hacking, password "mining", or any other illegitimate means.
User shall not frame or mirror any part of the Service without SocialGrapes Inc. express prior written consent.
User shall not probe, scan or test the vulnerability of the Service or any network connected to the Service, nor breach the security or authentication measures on the Service or any network connected to the Service.
User shall not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service or SocialGrapes Inc.' systems or networks, or any systems or networks connected to the Service or to SocialGrapes Inc.
User shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Service.
User shall not use the Service to (a) post or transmit, or cause to be posted or transmitted, any Content that is infringing, libelous, defamatory, obscene, pornographic, abusive, offensive, profane, or otherwise violates any law or right of any third party or (b) impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Service, or express or imply that SocialGrapes Inc. endorses any statement You make.

SocialGrapes Inc. reserves the right to remove or refuse to distribute any Content on the Services, whether or not such Content violates this Agreement. SocialGrapes Inc. reserves the right to take any action regarding the Content or Services that SocialGrapes Inc. believes is necessary to (a) comply with applicable laws and regulations, (b) enforce this Agreement, (c) respond to support requests, and (d) protect the rights and property of Users, SocialGrapes Inc., and the public.

3. Content

User acknowledges and agrees that User is responsible for all of the Content that user posts, transmits or otherwise makes available through the Services. SocialGrapes Inc. does not claim ownership of any Content provided through the Services by You. User hereby grants to SocialGrapes Inc. a non-exclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use, modify, reproduce, distribute, prepare derivative works of, display, publish, perform and otherwise fully exploit any Content provided by User through the Services in any media format whether now known or later developed. User warrants, represents and agree that User has the right to grant to SocialGrapes Inc. the rights set forth in this Agreement.

You are responsible for your use of the Services, for any Content You post to the Services, and for any consequences thereof. The Content You submit, post, or display will be able to be viewed by other users of the Services and through third party services and websites. SocialGrapes Inc. does not endorse or guarantee the accuracy or reliability of any of the opinions expressed in the Content available through the Services.

4. Third Parties

SocialGrapes Inc. works with other third party content creators, aggregators, and distributors ("Third Party Sites") to create features and functionality for the Services and for the Third Party Sites. These Third Party Sites are not under the supervision or control of SocialGrapes Inc.. When you provide your Content through the Services, your Content may be provided to a Third Party Site and such Content may then be governed by such Third Party Site's terms and conditions of use. By accepting this Agreement, User acknowledges and agrees that Content that User provides through the Services may become subject to a Third Party Site's terms and conditions of use. SocialGrapes Inc. disclaims all liability, representations and warranties with respect to the Content and functionality of any Third Party Sites. User expressly waives all rights and remedies against SocialGrapes Inc. arising in connection with Third Party Sites.

5. SocialGrapes Inc. Rights

All right, title and interest in and to the Services (excluding Content provided by users) are and will remain the exclusive property of SocialGrapes Inc.. The Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. Nothing in this Agreement gives you a right to use the SocialGrapes Inc., SocialGrapes name or any other SocialGrapes Inc. trademarks, logos, domain names, or other brand features, except as expressly permitted in writing by SocialGrapes Inc..

6. Registration

When User registers for the Services, User will create a username and password for your account. You may be required or offered the opportunity to supply SocialGrapes Inc. with registration information, including registration information for Third Party Sites you access through the Service. User shall provide accurate and complete registration information. SocialGrapes Inc. reserves the right to refuse registration or cancel the registration of User at any time for any reason. User shall be responsible for maintaining the confidentiality of User's password for use of the Services.

7. Privacy

Please review our Privacy Policy for information and notices regarding our collection and use of personal information by SocialGrapes Inc. and to which you acknowledge and agree to be bound as a User of the Services.

8. Indemnification

User is responsible for all of its activity in connection with the Service. User shall defend, indemnify, and hold harmless SocialGrapes Inc. and each of its employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys' fees, that arise from User's (i) use or misuse of the Service; (ii) access to any part of the Service, or (iii) violation of this Agreement.

9. Warranty Disclaimer

The service is provided on an "as is" basis, without warranties of any kind, either expressed or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose or non-infringement. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.

10. Limitation of Liability

In no event shall SocialGrapes, its officers, directors, employees, agents, licensors, or partners be liable under any legal or equitable theory with respect to the service (including, without limitation, any content available through or otherwise in connection with the service): (i) For any lost profits or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, even if foreseeable (ii) for any bugs, viruses, trojan horses, or the like (regardless of the source of origination), or (iii) for any direct damages in excess of (in the aggregate) $100.00 (U.S.). The foregoing limitations shall not apply to the extent prohibited by applicable law.

11. Termination

SocialGrapes Inc. may terminate User's access to all or any part of the Service at any time, with or without cause, effective upon notice thereof to User (provided that, if SocialGrapes Inc. determines there may be an immediate threat to SocialGrapes Inc., it may terminate such access without notice). Upon termination notice from SocialGrapes Inc., User will no longer access (or attempt to access) the Service. Sections 3, 4, 5, 8, 9, 10, 11, 12 and 13 shall survive any expiration or termination of this Agreement.

12. Claims of Copyright Infringement

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials available from the Services infringe your copyright, you (or your agent) may send SocialGrapes Inc. a notice requesting that SocialGrapes Inc. remove the material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send SocialGrapes Inc. a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices should be sent to: info@socialgrapes.com or SocialGrapes Inc., 20 rue des Soeurs Grises, Suite 503, Montreal, Quebec H3C 5M1.

13. Miscellaneous

The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by User except with SocialGrapes Inc.’s prior written consent. SocialGrapes Inc. may transfer, assign or delegate this Agreement and its rights and obligations without consent. This Agreement shall be governed by and construed in accordance with the laws of the Province of Quebec. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and User does not have any authority of any kind to bind SocialGrapes Inc. in any respect whatsoever.