This Terms of Service ("TOS") is a legally binding agreement made by and between Quamut, LLC ("Quamut," "We," or "Us") and you, personally and, if applicable, on behalf of the entity for whom you are using this web site (collectively, "you"). This TOS governs your use of Quamut.com and Quamut Wiki ("Web Sites") and the services offered by Quamut and Quamut Wiki on the Web Sites ("Services"), so please read them carefully. BY CLICKING ON THE "I AGREE" ICON OR BY ACCESSING OR USING ANY PART OF THE WEB SITES, YOU AGREE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THIS TOS. IF YOU DO NOT AGREE TO BE SO BOUND, DO NOT ACCESS OR USE THE WEB SITES.

 

INTERNET TECHNOLOGY AND THE APPLICABLE LAWS, RULES AND REGULATIONS CHANGE FREQUENTLY. ACCORDINGLY, QUAMUT AND QUAMUT WIKI RESERVE THE RIGHT TO MAKE CHANGES TO THIS TOS AT ANY TIME. YOUR CONTINUED USE OF THE WEB SITES CONSTITUTES ASSENT TO ANY NEW OR MODIFIED PROVISION OF THIS TOS THAT MAY BE POSTED ON THE WEB SITES. (1) Using the Website Except as expressly provided below, the Web Site may only be used by individuals and entities who can form legally binding contracts under applicable law. No person under the age of 18 may use the Web Site without the supervision of a parent or legal guardian. Your use of the Web Site will be deemed to be a representation that you are 18 years of age or older or using the Web Site with the permission of your parent or legal guardian. You must comply with all of the terms and conditions of this TOS, the policy referred to below, and all applicable laws, regulations and rules when you use the Web Site. Subject to the terms and conditions of this TOS, you are hereby granted a limited, non-exclusive right to use the content and materials on the Web Site in the normal course of your use of the Web Site. You may not use any third party intellectual property without the express written permission of the applicable third party, except as permitted by law. Quamut will retain ownership of its intellectual property rights and you may not obtain any rights therein by virtue of this TOS or otherwise, except as expressly set forth in this TOS. You will have no right to use, copy, display, perform, create derivative works from, distribute, have distributed, transmit or sublicense from materials or content available on the Web Site, except as expressly set forth in this TOS. You may not attempt to reverse engineer any of the technology used to provide the Services. In your use of the Web Sites and the Services, you may not: (i) infringe any patent, trademark, trade secret, copyright, right of publicity or other right of any party; (ii) defame, abuse, harass, stalk any individual, or disrupt or interfere with the security or use of the Services, the Web Site or any web sites linked to the Web Sites; (iii) interfere with or damage the Web Sites or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; (iv) attempt to use another user's account, impersonate another person or entity, misrepresent your affiliation with a person or entity, including (without limitation) Quamut or Quamut Wiki or create or use a false identity; (v) attempt to obtain unauthorized access to the Web Sites or portions of the Web Sites that are restricted from general access; (vi) engage, directly or indirectly, in transmission of "spam," chain letters, junk mail or any other type of unsolicited solicitation; (vii) collect, manually or through an automatic process, information about other users without their express consent or other information relating to the Web Sites or the Services; (viii) use any meta tags or any other "hidden text" utilizing Quamut or Quamut Wiki's names, trademarks, or product names; (ix) advertise, offer to sell, or sell any goods or services, except as expressly permitted by Quamut or Quamut Wiki; (x) engage in any activity that interferes with any third party's ability to use or enjoy the Web Sites or Services; or (xi) assist or encourage any third party in engaging in any activity prohibited by this TOS. If you become aware of any conduct that violates this TOS, Quamut encourages you to contact Quamut. Quamut reserves the right, but will have no obligation, to respond to such communications. (2) Password and Account Security You may create your own account with Quamut or Quamut Wiki by completing the online registration process on the Web Sites. In doing so, you must provide us with accurate and complete registration information, and update it if this information changes. It is particularly important to keep the e-mail address associated with your account current because although you may be able to log into your Web Site account using an old e-mail address, you will not be able to receive messages from us. Following registration, we will create an account for you and assign you, or allow you to select, a password. You must keep your password confidential. You will be responsible for all use of your password, including, without limitation, any use by any unauthorized third party. You must notify us immediately if you believe your password may be used by any unauthorized person or entity. For security purposes, we recommend you change your password often. Under no circumstance should you respond to a request for your password. Our employees will never ask for your password. You must notify us immediately if you receive such a request. We reserve the right to suspend or terminate your use of the Web Site if we believe that your password is being used without permission or otherwise in a manner that may disrupt the Web Site. (3) Privacy Policy You agree to the terms of Quamut and Quamut Wiki's Privacy Policy, which is incorporated by reference into this TOS. (4) Intellectual Property Policy. Quamut and Quamut Wiki respect the intellectual property rights of others and expects its users to do the same. Quamut and Quamut Wiki may remove content that in its sole discretion appears to infringe the intellectual property rights of others. In addition, Quamut and Quamut Wiki will terminate the accounts of users who infringe the intellectual property rights of others. If you believe that a user of the Web Sites or the Services has infringed your intellectual property rights, please notify Quamut's Intellectual Property Agent, and provide the following information: Quamut's Intellectual Property Agent can be reached at: (5) Third Party Services. We may use third parties to provide certain services accessible through the Web Site and may provide links to third-party web sites. We do not control those third parties, their services, or their web sites. We will not be liable to you in any way for your use of such services or web sites. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as these TOS when you use these services and web sites. (6) Your Content. By posting, storing or transmitting any content on or to the Web Sites, you hereby grant Quamut and Quamut Wiki a perpetual, worldwide, non-exclusive, royalty-free, sublicensable, right and license to use, copy, display, perform, create derivative works from distribute, have distributed, transmit and sublicense such content in any form, in all media now known or hereinafter created, anywhere in the world. You hereby irrevocably waive any claims based on moral rights and similar theories, if any. Quamut has no obligation to post your content on the Web Sites and may, in its sole discretion, remove it at any time. You are solely responsible for your interactions with other users of the Web Sites and any content that you post. Quamut and Quamut Wiki will not be liable for any damage or harm resulting from any content or your interactions with other users of the Web Sites. Quamut and Quamut Wiki reserve the right, but have no obligation, to monitor interactions between you and other users of the Web Sites and take any other action to restrict access to or the availability of any material that we or another user of the Web Sites may consider to be obscene, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable (including, without limitation, because it violates this TOS). All comments, feedback, suggestions, ideas, and other submissions that you disclose, submit or offer to us in connection with your use of the Web Site, except for articles you submit to be posted on the Web Site (collectively, "Comments") will become our exclusive property. Such articles will be governed by Section 6(a). Such disclosure, submission or offer of any Comments shall constitute an assignment to us of all worldwide right, title and interest in all patent, copyright, trademark, and all other intellectual property and other rights whatsoever in and to the Comments and a waiver of any claim based on moral rights, unfair competition, breach of implied contract, breach of confidentiality, and any other legal theory relating to submissions. You will, at our cost, execute any documents to effect, record, or perfect such assignment. Thus, we will own exclusively all such right, title and interest and shall not be limited in any way in the use, commercial or otherwise, of any Comments. You should not submit any Comments to us if you do not wish to assign such rights to us. We are and will be under no obligation: (i) to maintain any Comments in confidence; (ii) to pay to you or any third party any compensation for any Comments; or (iii) to respond to any Comments. You are and shall remain solely responsible for the content of any Comments you make. (7) Our Content. All materials on the Web Site and available through the Services, including without limitation, the logos, design, text, graphics, audio clips, video clips, other files, and the selection, arrangement and organization thereof are owned by Quamut, its licensors, or other entities. Unauthorized use of such materials is strictly prohibited. Copyright © 2007 Quamut. LLC ALL RIGHTS RESERVED. Product names, logos, designs, titles, and words or phrases used on any Quamut web site, including, without limitation, QUAMUT, QUAMUT WIKI and Quamut or Quamut Wiki design marks are owned by Quamut, its licensors, or other entities. All page headers, custom graphics, button icons and scripts are trademarks or trade dress of Quamut. If you use such trademarks or logos, you must include appropriate attribution. All other trademarks, trade names and the like that appear on the Web Sites or the Services are the property of their respective owners. You may not use any of these trademarks, trade dress, or trade names without express written permission. (8) Linking and Framing. You may not frame, inline link, or similarly display any Quamut or Quamut Wiki content or property, including, without limitation, the Web Sites. You may not use any Quamut or Quamut Wiki trademarks as part of a link without express written consent. (9) Representations and Warranties. You represent and warrant to Quamut and Quamut Wiki that: (i) you have the full power and authority to enter into and perform your obligations under this TOS; (ii) your assent to and performance of your obligations under this TOS does not constitute a breach of or conflict with any other agreement or arrangement by which you are bound, or any applicable laws, regulations or rules; (iii) this TOS constitutes legal, valid and binding obligations on you, enforceable in accordance with its terms and conditions; (iv) you will not infringe the patent, copyright, trademark, trade secret, right of publicity or other intellectual property or proprietary right of any third party in your use of the Web Sites or the Services; and (v) you will comply with all applicable laws, rules and regulations in your use of the Services and the Web Sites, including this TOS. (10) Indemnification. You unconditionally agree to and do hereby indemnify, defend, and hold Quamut and its employees, representatives, agents, attorneys, affiliates, directors, officers, members, managers, and shareholders ("Indemnified Parties") harmless from and against any and all claims, demands, obligations, losses, costs, damages, liabilities, judgments, or expenses (including, without limitation, all investigation costs, of any kind or description, and all reasonable attorneys' fees, charges, and disbursements) (collectively, "Claims") brought or asserted against any of the Indemnified Parties: (i) alleging facts or circumstances that would constitute a breach of any provision of this TOS by you or (ii) arising from, related to, or connected with your use of the Web Site or the Services. If you are obligated to provide indemnification pursuant to this provision, Quamut may, in its sole discretion, control the defense and settlement of any and all Claims at your sole cost and expense. (11) DISCLAIMERS, EXCLUSIONS AND LIMITATIONS. QUAMUT AND QUAMUT WIKI PROVIDE THE WEB SITES AND SERVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS. QUAMUT AND QUAMUT WIKI DO NOT REPRESENT OR WARRANT THAT THE WEB SITES OR SERVICES OR THEIR USE (I) WILL BE UNINTERRUPTED OR SECURE, (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS, (III) WILL MEET YOUR REQUIREMENTS, OR (IV) WILL OPERATE IN THE CONFIGURATION OR WITH OTHER HARDWARE OR SOFTWARE YOU USE. QUAMUT AND QUAMUT WIKI MAKE NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THIS TOS, AND HEREBY DISCLAIM ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT. WE OFFER THE ARTICLES ON THE WEB SITES FOR INFORMATIONAL PURPOSES ONLY. THEY ARE NOT MEANT AS A SUBSTITUTE FOR PROFESSIONAL ADVICE OR FORMAL TRAINING. QUAMUT AND QUAMUT WIKI ARE NOT RESPONSIBLE FOR ANY INACCURATE OR LIBELOUS INFORMATION OR YOUR USE OF SUCH INFORMATION. YOU SHOULD NOT USE THE INFORMATION AVAILABLE ON OR THROUGH THE WEB SITES FOR DIAGNOSING OR TREATING A MEDICAL CONDITION, MANAGING YOUR FINANCIAL OR LEGAL AFFAIRS, OR OTHERWISE. WE STRONGLY ENCOURAGE YOU TO CONSULT WITH YOUR ATTORNEY, FINANCIAL ADVISOR, ACCOUNTANT OR OTHER PROFESSIONALS. QUAMUT AND QUAMUT WIKI WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE WEB SITES OR SERVICES, REGARDLESS OF THE CAUSE OF ACTION ON WHICH THEY ARE BASED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OCCURRING. IN NO EVENT WILL THE LIABILITY OF QUAMUT OR QUAMUT WIKI IN CONNECTION WITH THIS TOS, THE WEB SITES, OR SERVICES EXCEED $100. (12) Force Majeure. Quamut and Quamut Wiki will not be liable for failing to perform under this TOS by the occurrence of any event beyond its reasonable control, including, without limitation, a labor disturbance, an Internet outage or interruption of service, a communications outage, failure by a service provider to Quamut or Quamut Wiki to perform, fire, terrorism, natural disaster or war. (13) Governing Law and Jurisdiction. This TOS and all matters arising from, relating to, or connected with the Web Site will be governed by and construed in accordance with the laws of the State of New York and the United States of America without reference to any principles that would cause the application of the law of any other jurisdiction. Any claim arising from, related to, or connected with this TOS will be brought exclusively in a federal or state court located in New York, New York. (14) WAIVER OF CLASS ACTION RIGHTS. BY ENTERING INTO THIS TOS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THIS TOS MUST BE ASSERTED INDIVIDUALLY. (15) Limitation of Actions. You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action you may have arising out of, relating to, or connected with your use of the Web Site or Services, must be filed within one calendar year after such claim or cause of action arises, or forever be barred. (16) Changes to the Web Site or Service. Quamut and Quamut Wikimay, in its sole discretion, change, modify, suspend, make improvements to or discontinue any aspect of the Web Sites or the Services, temporarily or permanently, at any time without notice to you, and Quamut and Quamut Wiki will not be liable for doing so. If you do not agree with any changes made to the Web Sites or the Services, you may elect not to use or visit the Web Sites. (17) Termination. Quamut and Quamut Wiki will have the right in its sole discretion, for any reason or no reason at all, without notice or liability to you or any third party, to terminate your account or your access to the Web Sites or Services, with or without cause. Such reasons may include, without limitation: (i) your breach of any part of this TOS, (ii) your violation of the rights of any third party; or (iii) your account becoming inactive for an extended period of time. If you have an account with Quamut, you may terminate your account for any reason at any time by providing notice to Quamut of your intention to do so, subject to this TOS. If your account is terminated, Quamut and Quamut Wiki may, in its sole discretion, delete any web sites, files, graphics or other content or materials relating to your use of the Web Site or Services on Quamut's servers or otherwise in its possession and Quamut and Quamut Wiki will have no liability to you or any third party for doing so. Following termination, you will not be permitted to use the Web Sites or the Services. If your account or your access to the Web Sites or Services is terminated, Quamut and Quamut Wiki reserve the right to exercise whatever means it deems necessary to prevent unauthorized access to the Web Sites or the Services, including, but not limited to, technological barriers, IP mapping and direct contact with your Internet Service Provider (ISP). Regardless of whether you have the right to access or use the Web Sites or the Services, this TOS will survive indefinitely unless and until Quamut or Quamut Wiki chooses to terminate it. (18) Notices and Electronic Communications. All notices required by or permitted to be given under this TOS will be in writing and delivered to the other party by any of the following methods: (i) hand delivery, (ii) certified U.S. mail, return receipt requested, postage prepaid, (iii) overnight courier, or (iv) electronic mail. If you give notice to Quamut or Quamut Wiki, you must use the address shown on the Web Sites. If Quamut provides notice to you, Quamut and Quamut Wiki must use the contact information provided by you to Quamut. All notices will be deemed received as follows: (i) if by hand-delivery, on the date of delivery, (ii) if delivery by U.S. Mail, on the date of receipt appearing on a return receipt card, (iii) if by overnight courier, on the date receipt is confirmed by such courier service, or (iv) if by electronic mail, 24 hours after the message was sent, if no "system error" or other notice of non-delivery is generated. Each party agrees that any notice that it receives from the other party electronically satisfies any legal requirement that such communications be in writing. (19) Additional Terms. This TOS contains the entire understanding of you and Quamut regarding the use of the Web Sites, and supersedes all prior and contemporaneous agreements and understandings between you and Quamut regarding its subject matter. This TOS will be binding upon each party hereto and its successors and permitted assigns. This TOS and all of your rights and obligations under them will not be assignable or transferable by you without the prior written consent of Quamut. No failure or delay by a party in exercising any right, power, or privilege under this TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege under this TOS. You and Quamut are independent contractors, and no agency, partnership, joint venture, employee-employer relationship is intended or created by this TOS. The invalidity or unenforceability of any provision of this TOS will not affect the validity or enforceability of any other provision of this TOS, all of which will remain in full force and effect. If any provision of this TOS is held unenforceable or invalid, such provision will be construed so as to be valid and enforceable and reflective of the parties' intent to the maximum extent permitted under applicable law.