| READ THESE TOPIC5.COM TERMS OF USE AGREEMENT CAREFULLY. BY VIEWING AND/OR USING THIS WEB SITE YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. |
| This Topic5 Terms of Use Agreement (the "Agreement") governs your use of the Topic5 web site, accessible via www.Topic5.com, and related uniform resource locators (the "Site"). Topic5 reserves the right to change or revise the terms and conditions of this Agreement at any time by posting any changes or a revised Agreement on the Site. Topic5 will alert you that changes or revisions have been made by indicating on the top of this Agreement the date it was last revised (i.e., following the words "Last Revision"). The amended or revised Agreement will be effective immediately after it is posted on the Site. Your use of the Site following the posting of any such changes or of a revised Agreement will constitute your acceptance of any such changes or revisions. Topic5 encourages you to review this Agreement whenever you visit the Site to make sure that you understand the current terms and conditions governing your use of the Site. If you do not agree to this Agreement (including any referenced policies or guidelines), please immediately discontinue your use of the Site. |
1. Grant of Limited License by Topic5 to You.
Topic5 offers user-generated information about people and groups. Subject to your compliance with all of the terms and conditions of this Agreement, and in consideration of your promises reflected in this Agreement, Topic5 grants to you a personal, nonexclusive, non-assignable and nontransferable license to use the Site (and the underlying software for the sole purpose of using this Site) from a single computer and to use the Site solely as permitted under this Agreement. |
2. Restrictions of Limited License.
Unless Topic5 otherwise notifies you or restricts your use of this Site, you may freely post content to and at this Site. You agree that all such posts shall reasonably relate to the topic of information intended for the pages to which you post or edit content.
You agree that you will: (i) comply with all applicable laws in using or accessing the Site; (ii) not make any modification, adaptation, improvement, enhancement, translation, or derivative work of or to any portion of the Site. |
3. Grant of Limited License by You to Topic5
With respect to any content you post to this Site ("Your Content"), you agree and hereby grant to Topic5 a perpetual, royalty free and non-exclusive license to publish Your Content on the Site or on any other Site or in any other media throughout the universe, or any multiverses or parallel universes, should they exist. Topic5 may reproduce, modify, adapt, distribute and/or publish any of Your Content for any reason, in any media, at any time. For example, Topic5 may utilize Your Content for advertising which promotes Topic5 or the Site, without any royalty or payment being owed to you. Similarly, Topic5 may license Your Content to 3rd parties, without any royalty or payment being owed to you.
You represent, warrant, and guarantee that you have the full right and authority to post Your Content to the Site and grant this license to Topic5. You further represent, warrant, and guarantee that by posting Your Content to the Site, you are not violating any obligation owed by you to any third party, including without limitation obligations of confidentiality, privacy, or attribution. |
4. Content Accessible Through the Site.
The Site contains a variety of information (the "Content") that end users of the Site create and post. You understand and agree that any Content posted on the Site is the exclusive responsibility of the person who posted or uploaded it, and that you will be solely responsible for any Content that you upload, post, email or otherwise transmit via the Site. You acknowledge that Topic5 is not responsible for and does not verify the Content available through the Site, and that it makes no guarantee regarding the quality of any such Content. You agree that you will bear any and all risk of reliance on the accuracy, validity or legitimacy of such Content. Under no circumstances will Topic5 be liable in any way to you for any Content, including, but not limited to, any errors or omissions in any Content or any loss or damage of any kind incurred as a result of the use of any Content posted or otherwise transmitted via the Site. |
5. Site not Intended for Children.
Persons under the age of eighteen (18) years do not have a license to use this site and should leave immediately. Please note that because end users can post Content through the Site without Topic5's approval, some Content may be considered inappropriate and harmful to minors. In order to protect minors from such Content, you can retain a third party service provider to block inappropriate Content from displaying on your Web browser. |
6. No Pre-Screening or Regular Screening of Content.
You acknowledge that Topic5 does not pre-screen Content, but agree that Topic5 shall have the right (but not the obligation) to access, re-arrange, modify and remove or restrict access to any Content on the Site in its sole discretion and without notice or compensation. Without limiting the foregoing, Topic5 shall have the right to access and remove or restrict access to any Content that violates this Agreement or that Topic5 believes is otherwise objectionable, in its sole discretion. |
7. User Conduct.
You agree to not use the Site to:
- (a) violate or solicit the violation of any applicable local, state, national or international law;
- (b) infringe the rights of any third party, including but not limited to intellectual property rights and privacy or publicity rights;
- (c) upload, post, email or otherwise transmit any Content that:
- (1) is unlawful;
- (2) consists of instructional information on illegal activities;
- (3) violates or infringes in any way upon the proprietary rights of others, including, without limitation, copyrighted software, music, photographs, text, videos or artwork;
- (4) constitutes pornography, or sexual material of an obscene nature or that violates local, state or national laws;
- (5) contains software viruses, Trojan horses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or
- (6) you do not have a right to upload or post due to contractual or other legal obligation.
- (d) interfere with or disrupt the Site, computer servers or boards accessible through the Site; and
- (e) disseminate off-topic messages on boards promoting any product, service, web site, board or venture, or promote boards on the Site through unsolicited electronic mail messages to third parties.
If you use the Site to commit any of the above offenses, Topic5 may, at its sole discretion. terminate your password, account (or any part of it) or ability to use the Site, and remove any Content you posted to the Site. Topic5 will respond to lawful subpoenas. |
8. Reservation of Rights.
Topic5 and its suppliers reserve all rights not granted in this Agreement. You agree to use your best efforts to prevent and protect the Site from unauthorized use. |
9. Information Collection and Privacy.
If you would like information regarding our information collection practices, please refer to our Privacy Guarantee. |
10. DISCLAIMER OF WARRANTY.
YOU UNDERSTAND AND AGREE THAT THE SITE AND ANY INFORMATION CONTAINED THEREON IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT USE OF THE SITE AND CONTENT IS AT YOUR SOLE RISK.
TO THE FULLEST EXTENT PERMISSIBLE UNDER THE APPLICABLE LAW, TOPIC5.COM DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE, OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, NEITHER TOPIC5 NOR ANY OF ITS AFFILIATES, NOR ANY OF ITS/THEIR OFFICERS, DIRECTORS, LICENSORS, EMPLOYEES OR REPRESENTATIVES REPRESENT OR WARRANT (i) THAT THE SITE, OR ANY INFORMATION CONTAINED THEREIN, WILL MEET YOUR REQUIREMENTS OR BE ACCURATE, COMPLETE, RELIABLE, OR ERROR FREE; (ii) THAT THE SITE WILL ALWAYS BE AVAILABLE OR WILL BE UNINTERRUPTED, ACCESSIBLE, TIMELY, OR SECURE; (iii) THAT ANY DEFECTS IN THE SITE OR INFORMATION WILL BE CORRECTED, OR THAT THE SITE WILL BE FREE FROM VIRUSES, "WORMS," "TROJAN HORSES" OR OTHER HARMFUL PROPERTIES; (iv) THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF ANY MATERIAL PUBLISHED OR ACCESSIBLE ON OR THROUGH THE SITE; (v) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND (vi) THAT THE SOFTWARE BEHIND THE SITE IS NON-INFRINGING. TOPIC5 AND ITS AFFILIATES HEREBY DISCLAIM, AND YOU HEREBY WAIVE AND RELEASE TOPIC5 AND ITS AFFILIATES FROM, ANY AND ALL OBLIGATIONS, LIABILITIES, RIGHTS, CLAIMS OR REMEDIES IN TORT ARISING OUT OR IN CONNECTION WITH YOUR USE OF THIS SITE, WHETHER OR NOT ARISING FROM THE NEGLIGENCE (ACTIVE, PASSIVE OR IMPUTED) OF TOPIC5 OR ITS AFFILIATES.
YOU ACKNOWLEDGE AND AGREE THAT THE SITE, OR CONTENT ACCESSED THROUGH THE USE OF THE SITE, IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SITE, OR CONTENT CONTAINED THEREIN.
THIS WEB SITE IS BASED IN SEATTLE, WASHINGTON, USA. TOPIC5 MAKES NO CLAIM THAT THE SITE OR CONTENT APPEARING THEREON ARE APPROPRIATE OR MAY LEGALLY BE ACCESSED FROM OUTSIDE OF THE UNITED STATES. ACCESS TO THE SITE MAY NOT BE LEGAL BY CERTAIN PERSONS OR IN CERTAIN COUNTRIES. IF YOU ACCESS THE SITE FROM OUTSIDE OF THE UNITED STATES, YOU DO SO AT YOUR OWN RISK AND ARE RESPONSIBLE FOR COMPLIANCE WITH THE LAWS OF YOUR JURISDICTION.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS, WHICH VARY FROM JURISDICTION TO JURISDICTION |
11. LIMITATION OF TOPIC5'S LIABILITY.
IN NO EVENT SHALL TOPIC5 OR ANY OF ITS AFFILIATES, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, INFORMATION PROVIDERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES (REGARDLESS OF THE FORM OF ACTION) ARISING OUT OF (i) USE OF THE SITE OR CONTENT BY ANY PERSON, INCLUDING BUT NOT LIMITED TO, ANY DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES, ERRORS OR OMISSIONS IN, ANY INFORMATION AND CONTENT ACCESSED VIA THE SITE, (ii) ANY USE OR INABILITY TO USE THE SITE FOR WHATEVER REASON, INCLUDING BUT NOT LIMITED TO COMMUNICATIONS FAILURE OR ANY OTHER FAILURE WITH TRANSMISSION OR DELIVERY OF ANY INFORMATION ACCESSED THROUGH THE SITE, OR (iii) ANY GOODS OR SERVICE DISCUSSED, PURCHASED OR OBTAINED, DIRECTLY OR INDIRECTLY, THROUGH THE SITE, IN EACH CASE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THESE LIMITATIONS OR EXCLUSIONS SO THEY MAY NOT APPLY TO YOU. |
12. Termination.
Your rights under this Agreement terminate automatically if you fail to comply with any of the terms and conditions of this Agreement. No notice is required from Topic5 to effectuate such termination. Additionally, Topic5 may terminate this Agreement at any time and for any reason and may effect notice of such termination through any means, including but not limited to posting such notice on the Site or otherwise publicly proclaiming such termination. Upon termination, you must immediately stop using the Site. |
13. Your Indemnification of Topic5.
You agree to hold harmless, defend, and indemnify Topic5, its officers, directors, employees, subsidiaries, contractors, subcontractors, suppliers, agents, partners and affiliates, successors and assigns from all liabilities, claims, demands and expenses, including attorneys' fees, that are due to, or that arise from your use or misuse of the Site and/or Site, or for infringement by you of intellectual property rights or other right of any third party. We may assume exclusive control of any defense or any defense or any matter subject to indemnification by you, and you agree to cooperate with us in such event. |
14. Spam and Acceptable Use.
You may not use the Site, name, trademarks, or other intellectual property of Topic5 in conjunction with the sending of unsolicited e-mail, or cause to be used Topic5 equipment, network connectivity, or other resources to originate, deliver, relay, or otherwise transmit unsolicited e-mail messages. You may not engage in any of these prohibited activities by using the service of any other provider, third-party agent, remailing service, or address forwarding service, in such a way that the Site's network addresses or Topic5 services are in any way identified as being associated with the sending of unsolicited email. Other prohibited methods of advertising or promoting your involvement with Topic5 include multiple postings of messages to Usenet newsgroups, mailing lists, chat rooms (including IRC, AIM, ICQ, or other interactive chat services) or other online forums. Incidents of "spamming" or similar inappropriate behavior should be reported to Topic5 immediately. |
15. Feedback
Any comments or materials sent or communicated to Topic5 by any means, electronic, written or oral, including feedback data, such as questions, comments, suggestions, or the like regarding the Site or any other products or programs of Topic5 (collectively "Feedback"), is non-confidential. Topic5 has no obligation to you of any kind with respect to such Feedback and is free to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute the Feedback to others without limitation. Further, Topic5 is free to use any ideas, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such Feedback. |
16. Notices.
All written notices to Topic5 shall be delivered to: 300 Deschutes Way SW, Suite 304 Tumwater, WA 98501. Topic5 may provide you notice of changes to this Agreement or any other matter by displaying notices to you generally on the Site. Topic5 may change its addresses (e-mail or mailing) by displaying such changes on the Site. All notices not sent by e-mail shall be delivered in writing and must be sent by either overnight courier or certified mail, return receipt requested. |
17. Infringers and Digital Millennium Copyright Act.
Due to the open nature of this Site, it is possible users may post content that is infringing. If you become aware of any infringing content, please notify Topic5. Topic5 responds to notices of alleged infringement that comply with the Digital Millennium Copyright Act and other applicable intellectual property laws, which may include removing or disabling access to material claimed to be the subject of infringing activity. |
18. Miscellaneous.
(a) Exclusivity.
This Agreement constitutes the complete and exclusive agreement between you and Topic5 and supersedes any other oral or written communications between the parties regarding the subject matter herein. Any rights not expressly granted herein are reserved.
(b) Severability.
If any provision of this Agreement is held to be unenforceable for any reason, such provision will be reformed only to the extent necessary to make it enforceable, and such decision will not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances.
(c) Jurisdiction.
This Agreement is governed by the laws of the State of Washington, without regard to conflicts of law provisions, and you hereby consent to the exclusive personal jurisdiction of the state and federal courts in Seattle, Washington, USA for any and all claims or disputes arising out of, to enforce, construe, or otherwise relating to this Agreement. The exclusive venue for such action shall be the United States District Court for the Western District of Washington in downtown Seattle. You hereby waive any right to object to venue or jurisdiction based on inconvenient forum or for any other reason, and you waive any statutory or other right pursuant to international laws or treaties, or the laws of the jurisdiction in which you reside, to have a case relating to this Agreement adjudicated or resolved in that jurisdiction.
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