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The Memeo Internet Disk Service ("Service"), owned and operated by
Memeo, Inc., ("Memeo, Inc."), is provided to you ("User") under the terms and
conditions of this Memeo, Inc. Terms of Service (TTS) and any operating rules or
policies that may be published by Memeo, Inc. The TTS comprises the entire agreement
between User and Memeo, Inc. and supersedes all prior agreements between the parties
regarding the subject matter contained herein. BY COMPLETING THE REGISTRATION PROCESS
AND CLICKING THE "I AGREE" BUTTON, YOU ARE INDICATING YOUR AGREEMENT TO BE BOUND BY ALL
OF THE TERMS AND CONDITIONS OF THE TTS.
Memeo, Inc. is providing User with a capability to send and receive
files via the World Wide Web and on Memeo, Inc.'s own system. User must: (1) provide
all equipment, including a computer and modem, necessary to establish a connection to
the World Wide Web; (2)provide for own access to the World Wide Web and pay any telephone
service fees associated with such access. In consideration for this Service, User agrees
to: (1) provide certain current, complete, and accurate information about User as prompted
to do so by the Service and (2) maintain and update this information as required to keep it
current, complete and accurate. All information requested on original sign up shall be referred
to as registration data ("Registration Data"). Furthermore, User grants Memeo, Inc. the
right to disclose to third parties certain Registration Data about User and Service Membership
in the aggregate; however, such disclosures will exclude User's name, email address, and account,
unless: (1) User expressly directs Memeo, Inc., or any other person User may specifically
designate to disclose such information through the Service as provided by the Service or (2)
Memeo, Inc. is required to disclose such information by any applicable law or legal process
served on Memeo, Inc.. If any information provided by User is inaccurate, Memeo, Inc. retains
the right to terminate User's Membership and rights to use the Service.
Memeo, Inc. may change the terms and conditions of the TTS from time to time.
Upon any change in the terms and conditions of the TTS, Memeo, Inc. will notify you by posting the
changes in the "Legal and Privacy Information" area of the site. User's continued use of the Service
constitutes an affirmative: (1) acknowledgment by User of the TTS and its modifications; and (2)
agreement by User to abide and be bound by the TTS and its modifications.
Memeo, Inc. reserves the right to modify or discontinue the Service with or without
notice to User. Memeo, Inc. shall not be liable to User or any third party should Memeo, Inc. exercise
its right to modify or discontinue the Service.
It is Memeo, Inc.'s policy to respect the privacy of its Users. Therefore, in addition to
the privacy of registration data as discussed in Section 2 above, Memeo, Inc. will not monitor, edit, or
disclose the contents of a User's private data unless required to do so by law or in the good faith belief
that such action is necessary to: (1) conform to the edicts of the law or comply with legal process served on
Memeo, Inc.; (2) protect and defend the rights or property of Memeo, Inc.; or (3) act under exigent
circumstances to protect the personal safety of its Users or the public. User acknowledges and agrees that
Memeo, Inc. neither endorses the contents of any User communications nor assumes responsibility for any
threatening, libelous, obscene, harassing or offensive material contained therein, any infringement of third
party intellectual property rights arising there from or any crime facilitated thereby. User acknowledges and
agrees that certain technical processing of content may be required to: (1) send and receive messages; (2) conform
to connecting networks' technical requirements; (3) conform to the limitations of the Service; or (4) conform to
other similar requirements.
Once you become a User of the Service, you shall receive a password and an account. You are
entirely responsible if you do not maintain the confidentiality of your password and account. Furthermore, you
are entirely responsible for any and all activities which occur under your account. You may change your password
at any time by following instructions. User agrees to immediately notify Memeo, Inc. of any unauthorized use
of User's account or any other breach of security known to User.
USER EXPRESSLY AGREES THAT USE OF THE SERVICE IS AT USER'S SOLE RISK. THE SERVICE IS PROVIDED
ON AN "AS IS" AND "AS AVAILABLE" BASIS. Memeo EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS
OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT. MEMEO MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT
THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES
MEMEO MAKE ANY WARRANTY AS TO THE
RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION
OBTAINED THROUGH THE SERVICE OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. USER UNDERSTANDS AND AGREES THAT
ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT USER'S OWN
DISCRETION AND RISK AND THAT USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO USER'S COMPUTER \ SYSTEM OR LOSS
OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.
MEMEO MAKES NO WARRANTY REGARDING ANY
GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SERVICE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY USER FROM
MEMEO OR THROUGH THE SERVICE SHALL
CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES,
SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
MEMEO SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES,
RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND
SERVICES OR RESULTING FROM ANY GOODS OR SERVICES PURCHASE OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED
INTO THROUGH THE SERVICE OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF USER'S TRANSMISSIONS OR DATA,
INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLE, EVEN IF
MEMEO HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY
FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
User's right to use the Service is personal to User. User agrees not to resell or make any commercial
use of the Service, without the express consent of Memeo, Inc..
Memeo, Inc. assumes no responsibility for the deletion or failure to store data. Memeo, Inc.
retains the right, at Memeo, Inc.'s sole discretion, to determine whether or not User's conduct is consistent with
the letter and spirit of the TTS and may terminate Service if a User's conduct is found to be inconsistent with the TTS.
User is solely responsible for the contents of his or her transmissions through the Service. User's
use of the Service is subject to all applicable local, state, national and international laws and regulations. User
agrees: (1) to comply with US law regarding the transmission of technical data exported from the United States through
the Service; (2) not to use the Service for illegal purposes; (3) not to interfere or disrupt networks connected to the
Service; and (4) to comply with all regulations, policies and procedures of networks connected to the Service. The Service
makes use of the Internet to send and receive certain messages; therefore, User's conduct is subject to Internet regulations,
policies and procedures. User agrees not to transmit through the Service any unlawful, harassing, libelous, abusive,
threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. User further agrees not
to transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability
or otherwise violate any applicable local, state, national or international law or regulation. Attempts to gain unauthorized
access to other computer systems are prohibited. User shall not interfere with another User's use and enjoyment of the
Service or another entity's use and enjoyment of similar services. Memeo, Inc. may, at its sole discretion, immediately
terminate Service should User's conduct fail to conform with these terms and conditions of the TTS.
User agrees to indemnify and hold Memeo, Inc., its parents, subsidiaries, affiliates, officers and
employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or
arising out of User's use of the Service, the violation of this TTS by User, or the infringement by User, or other user
of the Service using User's computer, of any intellectual property or other right of any person or entity.
Either User or Memeo, Inc. may terminate the Service with or without cause at any time and effective
immediately. Termination shall be accompanied by a written notice to the other party. Memeo, Inc. shall not be liable to
User or any third party for termination of Service. Should User object to any terms and conditions of the TTS or any
subsequent modifications thereto or become dissatisfied with the Service in any way, User's only recourse is to immediately:
(1) discontinue use of the Service; (2) terminate Service Membership; and (3) notify Memeo, Inc. of termination. Upon
termination of the Service, User's right to use the Service and Software immediately ceases. User shall have no right and
Memeo, Inc. will have no obligation thereafter to forward any unread or unsent messages to User or any third party.
All notices to a party shall be in writing and shall be made either via email or conventional mail.
Memeo, Inc. may broadcast notices or messages through the Service to inform User of changes to the TTS, the Service, or
other matters of importance; such broadcasts shall constitute notice to User.
User may enter into correspondence with or participate in promotions of the Advertisers showing their
products on the Service. Any such correspondence or promotions, including the delivery of and the payment for goods and
services, and any other terms, conditions, warranties or representations associated with such correspondence or promotions,
are solely between the corresponding User and the Advertiser. Memeo, Inc. assumes no liability, obligation or
responsibility for any part of any such correspondence or promotion.
User acknowledges that content, including but not limited to text, software, music, sound, photographs,
video, graphics or other material contained in either sponsor advertisements or email-distributed, commercially produced
information presented to User by the Service ("Content") by Memeo, Inc. or Memeo, Inc.'s Advertisers, is protected by
copyrights, trademarks, service marks, patents or other proprietary rights and laws; therefore, User is only permitted to
use this Content as expressly authorized by the Service or the Advertiser. User may not copy, reproduce, distribute, or
create derivative works from this Content without expressly being authorized to do so by the Service or the Advertiser.
The TTS shall be governed by and construed in accordance with the laws of the District of Columbia,
excluding its conflict of law provisions. User and Memeo, Inc. agree to submit to the exclusive jurisdiction of the
courts of the District of Columbia. If any provision(s) of the TTS is held by a court of competent jurisdiction to be
contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the
parties with the other provisions remaining in full force and effect. Memeo, Inc.'s failure to exercise or enforce any
right or provision of the TTS shall not constitute a waiver of such right or provision unless acknowledged and agreed to
by Memeo, Inc. in writing. User and Memeo, Inc. agree that any cause of action arising out of or related to this
Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently
barred. The section titles in the TTS are solely used for the convenience of the parties and have no legal or contractual
significance.
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