Terms of Service
Last Updated: March 4, 2009
Welcome to www.mindspark.com, operated by Mindspark Interactive Network, Inc. ("Mindspark", "we" or "us"). By using the services offered on or through www.mindspark.com (the "Mindspark Site"), you are agreeing to the terms and conditions listed below (the "Terms of Service"). You can always check out the most current version of these Terms of Service at this page.
We reserve the right, at our discretion, to change, modify, add, remove or otherwise revise portions of these Terms of Service, or any incorporated policies, rules or guidelines, at any time. Please check the Mindspark Site periodically for changes. Your continued access to the Mindspark Site and/or use of any Mindspark Services following the posting of changes to these terms constitutes your acceptance of the revised Terms of Service.
PLEASE NOTE: Mindspark operates and offers many websites, products and services, each of which is governed by separate terms of service, end user license agreements and/or privacy policies. When visiting and before using any of our websites, products or services, we encourage you to review any such terms, agreements and/or policies.
The Mindspark Site is an informational website providing information about Mindspark and its brands and businesses. It is also a venue for searching open job postings, trying out Mindspark products and services, and reading about the latest news and developments of Mindspark and its employees (collectively, the "Mindspark Services"). Mindspark Services may be offered by Mindspark itself, or by a third party partner/service provider. Unless stated otherwise, these Terms of Service apply to all Mindspark Services found on the Mindspark Site, including those currently offered, as well as any new products or services that we may add in the future.
General Terms of Service and Restrictions on Use of Materials
You may access the Mindspark Site, and use the Mindspark Services for personal, non-commercial purposes. By accessing or otherwise using the Mindspark Site and/or Mindspark Services, you are acknowledging and agreeing that you have read, understand, and agree to be legally bound and to abide by these Terms of Service, just as if you had signed a written agreement. If you do not comply with the Terms of Service at any time, Mindspark reserves the right to terminate your access to all or some of the Mindspark Services. Mindspark may discontinue or alter any aspect of the Mindspark Services, including, but not limited to, (i) restricting the time the Mindspark Services are available, (ii) restricting the amount of use permitted, and (iii) restricting or terminating any user's right to use the Mindspark Services, at Mindspark's sole discretion and without prior notice or liability. You are responsible for all charges associated with connecting to the Mindspark Services through an available access number. You are also responsible for obtaining or providing all access lines, telephone and computer equipment (including modem), or other device, necessary to access the Mindspark Services. You further certify that you are an individual and that you are 13 or older.
In order to use certain Mindspark Services (for example, applying for a job) you may need to become a registered user of the Mindspark Site. You agree that Mindspark user names are the property of Mindspark, and we reserve the right, in our sole discretion, to change, remove or replace any user name for any reason. We may refuse to grant you, and you may not use, an Mindspark user name that is already being used by someone else; that may be construed as impersonating another person; that belongs to another person; that violates the intellectual property or other rights of any person; that is offensive; or that we reject for any other reason in our sole discretion.
If you elect to register to use the Mindspark Services and/or utilize the Mindspark Site, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Mindspark registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it accurate. If you provide any information that is untrue, inaccurate, or incomplete, or Mindspark has reasonable grounds to suspect that such is the case, Mindspark has the right to suspend or terminate your account and refuse any and all current or future use of the Mindspark Site and/or Mindspark Services (or any portion thereof).
In addition to any other Registration Data, to register with Mindspark you may be required to choose a password and an account name. You are solely responsible for maintaining the confidentiality of any password you may use to access the Mindspark Services, and agree not to transfer your user name or password, or lend or otherwise transfer your use of or access to the Mindspark Services, to any third party. You are fully responsible for all activity that occurs in connection with your user name or password. You agree to immediately notify us of any unauthorized use of your user name or password or any other breach of security related to your account or the Mindspark Services, and to ensure that you "log off"/exit from your account (if applicable) at the end of each session. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
If, on your own or at our request, you submit content (e.g., postings, responses to surveys, etc.), communications, creative suggestions, ideas, notes, drawings, or other information (collectively, "Submissions"), you hereby grant to Mindspark and its affiliates a royalty-free, perpetual, irrevocable, sub-licensable, transferable, worldwide license to use, copy, modify, incorporate into other works, display, perform, transmit and distribute such Submissions or any portion thereof, in or through any medium, whether now known or hereafter created. Mindspark shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to the submitter. None of the Submissions shall be subject to any obligation of confidence on the part of Mindspark, and Mindspark shall not be liable for any use or disclosure of any Submissions. You represent and warrant that you own the contents of any Submission or otherwise have sufficient rights in the Submission to grant to Mindspark the license set forth above.
Community Standards and Conduct
You acknowledge that all content, whether publicly posted or privately transmitted, is the sole responsibility of the person from which such content originated. This means that you are entirely responsible for all content that you post, email or otherwise transmit via the Mindspark Services. Mindspark does not control all of the content posted on or via the Mindspark Site or Mindspark Services and, as such, does not guarantee the accuracy, integrity, completeness, non-infringement or quality of such content. You understand that by using the Mindspark Site or Mindspark Services, you may be exposed to content that is offensive, indecent or objectionable. Under no circumstances will Mindspark be liable in any way for any content, including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed or otherwise transmitted on or via the Mindspark Site or Mindspark Services.
You agree to not use the Mindspark Services to:
- upload, post, email or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- impersonate any person or entity, including, but not limited to, an Mindspark official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Service;
- solicit other users of the Mindspark Site to join or become members of any online or other service;
- upload, post, email or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas that are designated for such purpose;
- upload, post, email or otherwise transmit any material that contains software viruses 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;
- disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users of the Mindspark Services or an Mindspark Forum are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
- interfere with or disrupt the Mindspark Services or servers or networks connected to the Mindspark Services, or disobey any requirements, procedures, policies or regulations of networks or third party providers connected to, or providing the Mindspark Services;
- intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
- "stalk" or otherwise harass another member or user of the Mindspark Services; or
- collect or store personal data about other users, or members.
There are a number of places on the Mindspark Site where you may click on a link to access other websites that do not operate under these Terms of Service, including third party websites and even other websites operated by Mindspark, but which are governed by separate terms of service, end user license agreements and/or privacy policies. For example, if you click on an advertisement or a search result on our website, you may be taken to a website that we do not control. These third-party websites may independently solicit and collect information, including personal information, from you and, in some instances, provide us with information about your activities on those websites. We recommend that you consult the privacy statements of all third-party websites you visit by clicking on the "privacy" link typically located at the bottom of the webpage you are visiting. Further, third party-owned sites and resources are not controlled by Mindspark, and the mere existence of the link on the Mindspark Site does not imply an endorsement by Mindspark. Your use of external sites or resources is at your own risk.
Mindspark and its service providers utilize diligent efforts to maintain the Mindspark Site and Mindspark Services, but Mindspark and its service providers are not responsible for
any defects or failures associated with the Mindspark Services, or any damages (such as lost profits or other consequential damages) that may result from any such defects or failures. In addition, Mindspark and its service providers make no guarantees as to the sites and information located worldwide throughout the Internet to which you may access as a result of the use of the Mindspark Services, including as to: (i) the accuracy, currency, content, completeness, non-infringement or quality of any such sites and information, or (ii) whether any search using the Mindspark Services may locate unintended and objectionable content.
PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES:
THE MINDSPARK SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND YOU USE THEM AT YOUR SOLE RISK. MINDSPARK EXPRESSLY DISCLAIMS ANY AND 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.
WITHOUT LIMITATION, MINDSPARK MAKES NO WARRANTY THAT THE MINDSPARK SERVICES WILL MEET YOUR REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT THE RESULTS OBTAINED FROM THE USE OF THE MINDSPARK SERVICES WILL BE ACCURATE OR RELIABLE, OR THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH THE MINDSPARK SERVICES WILL MEET YOUR EXPECTATIONS.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE MINDSPARK SERVICES IS DONE AT YOUR SOLE RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
FURTHER, PLEASE NOTE THAT NO ADVICE OR INFORMATION, OBTAINED BY YOU FROM MINDSPARK PERSONNEL OR THROUGH THE MINDSPARK SERVICES SHALL CREATE ANY REPRESENTATION, WARRANTY OR GUARANTY NOT EXPRESSLY PROVIDED FOR IN THESE TERMS OF SERVICE.
Disclaimer Regarding Financial Information
The Mindspark Services may allow you to obtain information on companies, stock prices, bonds, and other investments or financial matters. The Mindspark Services, including all such financial information, is provided for informational purposes only, and no information you may obtain is intended by Mindspark to be used for trading or investing purposes. Mindspark shall not be responsible for the accuracy, usefulness or availability of any information transmitted via the Mindspark Services, and shall not be liable for any trading or investment decisions made based on such information.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT MINDSPARK INTERACTIVE NETWORK, INC. SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF MINDSPARK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE MINDSPARK SERVICES; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE MINDSPARK SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE MINDSPARK SERVICES; OR (V) ANY OTHER MATTER RELATING TO THE MINDSPARK SERVICES. IN NO EVENT SHALL MINDSPARK'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE MINDSPARK SITE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR PASSWORD AND ACCOUNT. FURTHERMORE, YOU ARE ENTIRELY RESPONSIBLE FOR ANY AND ALL ACTIVITIES WHICH OCCUR UNDER YOUR ACCOUNT. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS MINDSPARK INTERACTIVE NETWORK, INC., ITS PARENTS, AFFILIATES AND SUBSIDIARY COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS AND AGENTS FROM ANY AND ALL THIRD PARTY CLAIMS, LIABILITY, DAMAGES AND/OR COSTS (INCLUDING, BUT NOT LIMITED TO, ATTORNEYS FEES) ARISING FROM YOUR USE OF THE MINDSPARK SITE OR MINDSPARK SERVICES, YOUR VIOLATION OF THESE TERMS OF SERVICE OR YOUR INFRINGEMENT, OR INFRINGEMENT BY ANY OTHER USER OF YOUR ACCOUNT, OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR ENTITY. YOU AGREE TO IMMEDIATELY NOTIFY MINDSPARK OF ANY UNAUTHORIZED USE OF YOUR ACCOUNT OR ANY OTHER BREACH OF SECURITY KNOWN TO YOU.
Termination and modification
You agree that Mindspark, in its sole and absolute discretion, may terminate your password, account (or any part thereof) or use of the Mindspark Services, and remove and discard any Submissions or other content within the Mindspark Services, for any reason, including, without limitation, for lack of use or if Mindspark believes that you have violated or acted inconsistently with the letter or spirit of the Terms of Service. Mindspark may also in its sole discretion and at any time discontinue providing the Mindspark Services, or any part thereof, with or without notice. You agree that any termination of your access to the Mindspark Services under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that Mindspark may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Mindspark Services. Further, you agree that Mindspark shall not be liable to you or any third-party for any termination of your access to the Mindspark Services.
The provisions of these Terms of Service pertaining to disclaimers, exclusion of damages, limitations of liability and indemnification shall survive termination.
COPYRIGHT AND COPYRIGHT NOTICES
You acknowledge that the Mindspark Site and Mindspark Services contain information, software, photos, video, text, graphics, music, sounds or other material (collectively, "content") that are protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All Mindspark-generated content and content provided to Mindspark by its partners and licensors is copyrighted individually and/or as a collective work under the U.S. copyright laws; further, Mindspark owns a copyright in the selection, coordination, arrangement and enhancement of all content and in the Mindspark Site as a whole. The Mindspark name and logo are trademarks of Mindspark Interactive Network, Inc. All other trademarks appearing on the Mindspark Site or Mindspark Services are trademarks of their respective owners. Mindspark's partners may also have additional proprietary rights in the content which they make available through the Mindspark Services. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part, except that you may download one copy of the materials on any single computer for your personal, non-commercial home use only, provided you keep intact all copyright and other proprietary notices. Modification of the materials or use of the materials for any other purpose, including use of any such material on any other Web site or networked computer environment is strictly prohibited. In the event you download software provided by Mindspark, the software, including any files, images incorporated in or generated by the software, and data accompanying the software (collectively, the "Software") are licensed to you by Mindspark. Mindspark does not transfer title to the Software to you. You may not redistribute, sell, export, decompile, reverse engineer, disassemble, or otherwise reduce the Software to a human-readable form.
Mindspark respects the intellectual property of others, and we ask our users to do the same. Mindspark may, in appropriate circumstances and at its discretion, terminate the accounts of users who infringe the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Mindspark's Copyright Agent the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- a description of the copyrighted work that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Mindspark Site;
- your address, telephone number, and email address;
- 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; and
- a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner's behalf.
Please contact Mindspark's Copyright Agent for notice of claims of copyright infringement at:
Mindspark, c/o Mindspark Interactive Network, Inc.
Attn: Legal Department
29 Wells Avenue, Suite 300
Yonkers, NY 10701
Governing Law and Other Miscellaneous Terms
These Terms of Service (and any further rules, policies or guidelines incorporated by reference herein) shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to these terms shall be filed only in the state or federal courts located in New York County in the State of New York and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. This is the entire agreement between you and Mindspark relating to the subject matter herein and shall not be modified by you except in writing, signed by both parties. The Terms of Service will inure to the benefit of Mindspark's successors, assigns and licensees.
These Terms of Service (and any further policies or documents incorporated by reference herein) constitute the entire understanding between Mindspark and users of the Mindspark Site and Mindspark Services concerning the subject matter hereof and may not be modified except by revised Terms of Service posted by Mindspark. These Terms of Service, which may be modified or amended by Mindspark from time to time, in its sole discretion, supersedes all prior understandings and agreements, whether written or verbal with respect to the subject matter hereof. If any of the provisions of these Terms of Service will contravene, or be invalid under, the laws of the particular jurisdiction where performed, such contravention or invalidity will not invalidate the whole agreement, rather these Terms of Service will be construed as if not containing the particular provision or provisions held invalid, and the rights and obligations of the parties will be construed and enforced accordingly.
No failure or delay by Mindspark in exercising any right, power or privilege under these Terms of Service 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 these Terms of Service.
The section titles in these Terms of Service are for convenience only and have no legal or contractual effect.
These Terms of Service are binding upon and shall ensure to the benefit of both parties and their respective successors, heirs, executor, administrators, personal representatives and permitted assigns. Users may not assign their rights or obligations hereunder without Mindspark's prior written consent.
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© 2009 Mindspark Interactive Network, Inc. All rights reserved