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Terms and Conditions

 

PLEASE READ THIS AGREEMENT CAREFULLY. BY USING SMART INTERNET MARKETING YOU ARE AGREEING TO AND ACCEPTING THESE TERMS AND CONDITIONS.

  1. Scope and Modification of Agreement. The information provided on the SMART INTERNET MARKETING website (www.smartinternetmarketing.com) regarding Features and Pricing is incorporated herein. dockside.net Inc. ("Company") reserves the right to change this Agreement and modify, delete or add terms at any time, effective upon making the modified provisions available on the SMART INTERNET MARKETING website. You are responsible for regularly reviewing these terms and conditions. Continued use of SMART INTERNET MARKETING after any such changes shall constitute your consent to such changes, including but not limited to changes in fees.

  2. Intellectual Property Rights. SMART INTERNET MARKETING is protected by copyright and other intellectual property laws, and all intellectual property rights in SMART INTERNET MARKETING belong to Company. You may not reproduce, publish, transmit, modify, create derivative works from, publicly display, or publicly perform SMART INTERNET MARKETING. Copying or storing SMART INTERNET MARKETING other than as permitted herein is expressly prohibited unless you obtain prior written permission from Company.

  3. Permitted and Prohibited Uses. Company grants you a non-exclusive, nontransferable license to create an account for and use SMART INTERNET MARKETING for the internal business use of your organization. You may not sublicense or otherwise transfer SMART INTERNET MARKETING. You may not reverse engineer, decompile, or disassemble SMART INTERNET MARKETING. You may not use SMART INTERNET MARKETING to:
    1. send unsolicited email messages ("spam") to anyone without their permission;
    2. send unsolicited email messages to email addresses obtained from any purchased or harvested email lists in which the recipient did not expressly request to receive your email messages, or to email addresses which you have not properly and legally obtained;
    3. send email messages that harass, embarrass, defame, abuse, threaten, are libelous or slanderous, or otherwise violate the legal rights of any individual, group, or organization;
    4. send email messages that contain or link to pornographic or sexually explicit content, racially or ethnically objectionable content, content that directly or indirectly promotes the use of any illegal substances, content that violates laws or regulations designed to protect minors, or other content deemed to be offensive or inappropriate by Company;
    5. send email that contains copyrighted material, including text, graphics (including trademarked material), software or other material protected by intellectual property law, for which you do not have authorization to reproduce, publish, or otherwise distribute;
    6. send email that contains a computer virus or other code or files that could damage, harm, or otherwise disrupt the operation of anyone else's computer or storage device, or violate the privacy or security of any individual, group, or organization;
    7. perform or promote illegal activities such as starting or forwarding chain letters, illegal contests or promotions, or any other activity that is illegal;
    8. impersonate, use the name of (without expressed permission), or misrepresent any individual, group, or organization;
    9. violate any applicable governmental laws or regulations or perform any activity that would cause Company to violate any law, statute or regulation.
    10. violate any laws or regulations regarding sweepstakes, or fail to comply with your own sweepstakes rules, or fail to award prizes in accordance with the sweepstakes.
  1. Payment. Payment in advance is required prior to initiation of service. Payment by ACH or credit card is preferred. If an invoice for prepayment by check is required, there will be a $10 handling fee. If, for any reason, Company does not receive payment, or if payment is revoked, Company reserves the right to terminate your use of SMART INTERNET MARKETING immediately, without notice, with no liability to Company. The set-up charge will be waived upon a commitment for at least twelve months of service. If service is terminated prior to the end of twelve months, Company reserves the right to charge you for the greater of the set-up charge or the remainder of the twelve month period. In addition, upon termination, you agree to pay Company, at its then current time and materials rates, for any work necessary to send you content stored on our servers.

  2. No Warranties TO THE EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES ON SMART INTERNET MARKETING, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. THE DURATION OF ANY STATUTORILY-REQUIRED WARRANTY PERIOD SHALL BE LIMITED TO THE TERM OF THE LIMITED WARRANTY.

  3. Exclusive Remedy and Limitation on Liability. The exclusive remedy for breach of this Agreement by Company shall be, at Company's option, either (a) extension of the service period for a time equal to the time during which the breach occurred; or (b) a refund of the price, if any, which you paid to license SMART INTERNET MARKETING during the period of the breach. COMPANY'S LIABILITY SHALL IN NO EVENT EXCEED THE ACTUAL PRICE PAID FOR SMART INTERNET MARKETING.

  4. Disclaimer. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES) ARISING OUT OF THE USE OR INABILITY TO USE SMART INTERNET MARKETING, OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  5. Indemnification. You, at your own expense, will indemnify, defend and hold harmless Company, its Affiliates and their employees, representatives, agents and affiliates, against any claim, suit, action, or other proceeding brought against Company or an Affiliate based on or arising from a claim that any content or material you or your organization distributed using SMART INTERNET MARKETING or any use of SMART INTERNET MARKETING by you or your organization that violates any of the terms herein, including prohibited uses, or infringes in any manner any Intellectual Property Right of any third party, or has otherwise resulted in any tort, injury, damage or harm to any person. You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys' fees and costs awarded against or otherwise incurred by Company or an Affiliate in connection with or arising from any such claim, suit, action or proceeding.

  6. Content. All content which you send out or store on Company's server remains your property. It is understood and agreed that Company does not intend and will not be required to edit or review for accuracy or appropriateness any content or material that you or organization distribute using SMART INTERNET MARKETING. Although privacy issues are important to us, given the current regulatory and technical environment, you should not have an expectation of privacy in your SMART INTERNET MARKETING account or any contact or information associated with it. For example, Company may disclose information to the government or third parties under certain circumstances, or third parties may unlawfully intercept your communications. We cannot ensure that all communications or information associated with your SMART INTERNET MARKETING account will remain private or confidential.

  7. Enforcement. If Company determines in its sole discretion that you have breached any provision herein, in addition to any other rights under this Agreement and applicable state or federal law, Company may, at its sole option, suspend your service pending investigation. There is no reduction or refund of fees during suspension. You acknowledge that upon your breach of any term of this Agreement, Company shall be entitled to equitable relief to protect its interests, including preliminary and permanent injunctive relief and you further agree to waive any right or claim to which you may be entitled to immunity or exemption from liability. Company may also seek damages as a result of such breach, whether based in contract or tort. In addition to the foregoing, you shall be responsible for reasonable costs incurred by Company in bringing such actions, including reasonable attorney's fees.

  8. Export Control. The United States controls the export of products and information. You agree to comply with such restrictions and not to export or re-export SMART INTERNET MARKETING or any prohibited content using SMART INTERNET MARKETING to countries or persons prohibited under the export control laws. You agree that you are not in a country where such export is prohibited or are a person or entity to which such export is prohibited. You are responsible for compliance with the laws of your local jurisdiction regarding the import, export or re-export of SMART INTERNET MARKETING or any content using SMART INTERNET MARKETING.

  9. Taxes. You shall be responsible for the payment of all sales, use and similar taxes relating to the license of SMART INTERNET MARKETING.

  10. General Terms. This agreement is governed by the laws of the State of New York. Any litigation arising between the parties shall be within the exclusive jurisdiction of the courts of the State of New York, Monroe County, or if the jurisdiction prerequisites exist at the time, the Federal Courts of New York with venue to be in the Western District of New York, and the parties hereby waive any right to object to personal jurisdiction and venue. If any provision of this agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this agreement, which shall remain in full force and effect. No waiver of any term of this agreement shall be deemed a further or continuing waiver of such term or any other term. This agreement constitutes the entire agreement between you and the Company with respect to this transaction.