Mimeo Lounge

Mimeo.com, Inc.
Terms of Use for Mimeo Blog
PLEASE READ THESE TERMS OF USE IN ITS ENTIRETY BEFORE CLICKING TO ACCEPT. CLICKING TO ACCEPT THIS AGREEMENT INDICATES THAT YOU AGREE TO THESE TERMS OF USE.

1. Effective Date.

These Terms of Use were last updated on September 25, 2007.

2. Acceptance of Terms.

Mimeo.com, Inc. ("Mimeo") and its suppliers and designees provide this web blog (http://lounge.mimeo.com) (the "Blog") subject to your compliance with the terms of use set forth below and the Mimeo Terms & Conditions (available at http://www.mimeo.com/terms-and-conditions.html) and Mimeo Privacy Policy (available at http://www.mimeo.com/privacy-and-security.html), including any future changes in any of the foregoing (collectively, the "Agreement") that are subsequently posted on Mimeo’s website (the “Site”). By using the Blog, you are acknowledging that you agree to be bound by all of the terms of this Agreement.

3. Changes in Terms of Use.

This Agreement outlines the legally binding terms for your use of the Blog. We reserve the right to modify these Terms of Use from time to time, for any reason, without notice. A link to these Terms of Use is available from the Blog. You may identify whether we revised these Terms of Use by the Effective Date listed in Section 1 above. We encourage you to periodically review these Terms of Use for your use of the Blog and the Terms & Conditions and Privacy Policy for your use of (the “Site”). You continued use of the Blog constitutes (1) acknowledgement by you of our modifications, and (2) an agreement by you to abide and be bound by this Agreement and its modifications.

4. User Conduct and Responsibilities.

You are responsible for obtaining access to the Blog and that access may involve third party fees (such as Internet service provider or airtime charges). You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access the Blog.

Your use of the Blog is subject to all applicable local, state, national and international laws and regulations. You represent and warrant that your use of the Blog does not violate any local law or regulation, and you shall be responsible for any such violation(s).

5. License to Use.

You are granted a limited license to access and use the Blog and to download or print a copy of any portion of its content solely for your personal, non-commercial use, provided that you keep all copyright or other proprietary notices intact. Except for the content that you contribute, you may not republish any content posted on the Blog on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any other use of such content is strictly prohibited.

6. User Content.

You are solely responsible for any content that you upload, publish or display (hereinafter, "post") on or through the Blog, or transmit to or share with other users ("User Content"). Mimeo reserves the right to modify or remove, at its sole discretion, any content posted by you to the Blog. By posting User Content to any part of the Blog, you automatically grant, and you represent and warrant that you have the right to grant, to Mimeo and its other users an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. You may remove your User Content from the Blog at any time.

7. Links to Other Websites and Content.

The Blog may contain (or you may be sent through the Blog) links to other web sites ("Third Party Sites") which may contain articles, photographs, text, graphics, pictures, designs, music, sound, video, information, software and other content belonging to or originating from third parties (the "Third Party Content"). Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by Mimeo, and Mimeo is not responsible for any Third Party Sites accessed through the Blog or any Third Party Content linked or posted through the Blog. Inclusion of or linking to any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by Mimeo. If you decide to leave the Blog and access the Third Party Sites, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Blog.

8. Submissions.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information that you post to the Blog ("Submissions") are not confidential and shall become the sole property of Mimeo. Mimeo shall be free to use the Submissions for any purpose, commercial or otherwise, without acknowledgment, compensation or any other obligation to you.

9. Suspension, Termination.

Mimeo provides the Blog to users as a free service in order to promote its other products and services. Mimeo may suspend or terminate your use of the Blog for any reason or no reason in its sole discretion, including without limitation, in the event that you violate any of the terms in this Agreement.

10. Proprietary Rights.

11. Copyright Complaints.

If you believe that your work has been posted to the Blog without your permission, please forward the following information to our Designated Agent named below. We will evaluate the information you provide to us and will determine whether to delete the work from the Blog.

Your name, address, telephone number, and if available, your e-mail address;
A description of the copyrighted work that you claim has been infringed;
A description of where the alleged infringing material is located;
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;
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and
A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Designated Agent:

Keith Miller, Senior Marketing Manager
Mimeo.com
460 Park Avenue South
8th Floor
New York, NY 10016
917-289-3038
212-847-3560
lounge@mimeo.com

12. Modifications to or Discontinuation of Service.

Mimeo reserves the right to modify or terminate the Blog with or without cause at any time and effective immediately. Should you object to any terms and conditions of the Agreement or any subsequent modifications thereto or become dissatisfied with the Blog in any way, your only recourse is to immediately discontinue use of the Blog.

13. Notice.

All notices to a party shall be in writing and shall be made either via e-mail or conventional mail. Mimeo may broadcast notices or messages through its website to inform you of changes to this Agreement, the Blog, or other matters of importance. Such broadcasts shall constitute notice to you.

14. Disclaimers.

Mimeo is not responsible or liable in any manner for any User Content or Third Party Content linked to or posted on the Blog, whether linked, posted or caused by users of the Blog or by any of the equipment or programming associated with or utilized in the Blog. Mimeo does not control and is not responsible for what users contribute to the Blog and is not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter on the Blog or in connection with any User Content or Third Party Content. Mimeo is not responsible for the conduct, whether online or offline, of any user of the Blog.

The Blog may be temporarily unavailable from time to time for maintenance or other reasons. Mimeo assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user communications or User Content. Under no circumstances will Mimeo be responsible for any loss or damage, including any loss or damage to any User Content or personal injury or death, resulting from anyone's use of the Blog, any User Content or Third Party Content linked to or posted on or through the Blog, or any interactions between users of the Blog, whether online or offline.

Mimeo reserves the right to change any and all content contained in the Blog or offered through the Blog at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Mimeo.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

THE BLOG, AND ALL CONTENT INCLUDED IN THE BLOG ARE PROVIDED "AS IS," WITH NO WARRANTIES WHATSOEVER.
EXCEPT AS EXPRESSLY SET FORTH ON OUR SITE, MIMEO AND ITS LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
MIMEO AND ITS LICENSORS MAKE NO WARRANTY OR REPRESENTATION REGARDING (i) ANY PRODUCT OR SERVICE OFFERED OR SOLD THROUGH THE BLOG, (ii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE BLOG, (iii) THE CURRENCY, ACCURACY, QUALITY, CONTENT, COMPLETENESS, LEGALITY, OPERABILITY, AVAILABILITY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE BLOG, (iv) THE DELETION, FAILURE TO STORE, MISDELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL, OR (v) THAT THE BLOG WILL MEET ANY OF USER'S REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE.
USE OF THE BLOG IS AT YOUR SOLE RISK. ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE BLOG IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MIMEO OR THROUGH THE BLOG SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

15. Limitation Of Liability.

MIMEO ASSUMES NO RESPONSIBILITY OVER WHETHER THE CONTENT SUBMITTED BY OTHER USERS OR THIRD PARTIES IS QUESTIONABLE, UNINTENDED, OR OBJECTIONABLE. UNDER NO CIRCUMSTANCES SHALL MIMEO OR ITS LICENSORS BE LIABLE TO YOU ON ACCOUNT OF (i) ANY PRODUCT OR SERVICE OFFERED OR SOLD THROUGH THE BLOG, OR (ii) YOUR USE OR MISUSE OF OR RELIANCE ON THE BLOG. SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF MIMEO OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).

16. Indemnity.

You agree to indemnify and hold Mimeo, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney's fees, arising out of or in connection with any User Content, any Third Party Content you link to, post or share on or through the Blog, your use of the Blog, your conduct in connection with the Blog or with other users of the Blog, or any violation of this Agreement or of any law or the rights of any third party.

17. Miscellaneous.

Entire Agreement. These Terms of Use constitute the entire agreement between the parties with respect to the subject matter hereof and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.

Headings, Titles. The section titles in these Terms of Use are for convenience only and have no legal or contractual effect.

Waiver and Severability of Terms. The failure of Mimeo to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by Mimeo. If any provision of this Agreement 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 this Agreement remain in full force and effect.

Statute of Limitations. You and Mimeo 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. Some jurisdictions may prohibit the shortening of the time period in which a cause of action must be brought. In all such jurisdictions, the applicable time period shall be the minimum allowed by law.

Choice of Law and Forum. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, excluding its conflict of law provisions. You and Mimeo agree to submit to the exclusive jurisdiction of the courts of New York County in the State of New York.

Arbitration. Any claim, dispute or controversy arising out of or in connection with or relating to this Agreement or the breach or alleged breach thereof shall be submitted by the parties to arbitration by the American Arbitration Association in the City of New York State of New York, United States of America under the commercial rules then in effect for that Association except as provided herein. The award rendered by the arbitrators shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and judgment on such award may be entered in any court having jurisdiction thereof; provided, however, that nothing in this Paragraph shall be deemed as preventing either party from seeking relief from the courts as necessary to protect either party’s name, proprietary information, trade secrets, know how or any other appropriate provisional remedy. The parties shall be entitled to discovery as provided in the Code of Civil Procedure of the State of New York.

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