User Agreement

Compeer, Inc. (“Compeer”), incorporated in New York State under Section 501(c)(3) of the Not-for-Profit Corporation Law, has created a web log so our affiliate programs may have a online forum to discuss relevant issues in a password-protected environment.  We operate this Service at our website, including http://www.compeer.org (“Website”). By using our Websites, you agree to be bound by this User Agreement (“Agreement”).

This Agreement sets out the legally binding terms (“Terms”) for your use of this Website. We may modify this Agreement from time to time and such modification shall be effective upon posting on this Website. You agree to be bound by any changes to this Agreement when you use this Service after any such modification is posted. This Agreement includes Compeer, Inc. policy for acceptable use and content posted on this Website, your rights, obligations and restrictions regarding your use of this Website, and Privacy Policy.

Your use of this site and participation in the Compeer Affiliate Free Exchange (CAFÉ) constitutes your acceptance of the terms of this agreement.

• Changes:  We reserve the right, without liability to you, to modify or discontinue this Service with or without notice to you, and you agree to be bound by such modifications or revisions. If you do not accept and abide by the terms of this Agreement, you may not use this Service. Compeer, Inc. may change the Terms at any time at our sole discretion, so you should visit this page periodically to review these terms. In the event of any material or substantial change in the terms and conditions of the Terms, we may, but shall not be obligated, to post an announcement of the changes together with a link to the new Terms. By using the Service after any change in the Terms, you acknowledge and agree to be bound by such amended Terms.

• Eligibility:  You must be a registered user to use this Service. By using this Service, you represent and warrant that you agree to and to abide by all of the terms and conditions of this Agreement.

• Registration:  You agree that the information that you provide to us will be true, accurate, current and complete. You also agree that you will ensure that this information is kept accurate and up to date at all times. This is especially important with respect to your email address, since that is the primary way in which we will communicate with you.

• Privacy:  Personal information collected by Compeer, Inc. shall be used as set forth in the Privacy Policy. As a condition to using this Service, you agree to the terms of the Privacy Policy as it may be updated from time to time. You agree that Compeer, Inc. may monitor, edit or disclose your personal information, including the content of your emails, if required to do so in order to comply with any valid legal process or governmental request (such as a search warrant, subpoena, statute, or court order), or as otherwise provided in the Privacy Policy.            

Acceptable Use: You agree not to use this Service:

• for any unlawful purpose;

• to upload, submit or otherwise transmit or communicate any material that is obscene, offensive, pornographic, unlawful, threatening, menacing, abusive, harmful, an invasion of privacy or publicity rights, defamatory, libelous, vulgar, or illegal;

• to upload, submit or otherwise transmit or communicate any material that you do not have a right to transmit or communicate under any contractual or fiduciary relationship or which infringes any copyright, trademark, patent or other intellectual property right or any moral right of any party;

• to post irrelevant content, repeatedly post the same or similar, or otherwise impose an unreasonable or disproportionately large load on our website infrastructure;

• to make content hosted by Compeer, Inc. available for viewing by linking to the website, without express written permission from Compeer, Inc.;

• to forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Service;

• to upload, post, email or otherwise transmit any material which is likely to cause harm to Compeer, Inc. or anyone else's computer systems, including but not limited to that which contains any virus, code, worm, data or other files or programs designed to damage or allow unauthorized access to the Service which may cause any defect, error, malfunction or corruption to the Service;
  

• to transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;

• to impersonate any person or entity, or otherwise to misrepresent your affiliation with a person or entity;

• to harm minors in any way, including, but not limited to, Content that violates child pornography laws, child sexual exploitation laws and laws prohibiting the depiction of minors engaged in sexual conduct;

• to collect, intercept or harvest screen names, to collect, intercept or store personal data about other users of the Service or to solicit or attempt to discover a user's registration information without the user's express knowledge and consent;

• interfere with or disrupt (or attempt to interfere with or disrupt) this Service or servers or networks connected to this Service, or to disobey any requirements, procedures, policies or regulations of networks connected to this Service; or

• to provide any information to Compeer, Inc. that is false or misleading, that attempts to hide your identity, or that you do not have the right to disclose.

You agree not to resell or make any commercial use of this Service without the express written consent of Compeer, Inc. Use that constitutes abuse shall be determined by Compeer, Inc. in its sole discretion. You represent and warrant that you have all necessary right, power and authority to enter into this Agreement and to agree to its Terms.

Violation of any of the foregoing may result in immediate termination of this Agreement, and may subject you to state and federal penalties and other legal consequences. The provisions under the following headings will survive termination of this Agreement for any reason: Licenses, Content, Acceptable Use, Privacy, Disclaimer of Warranties, Indemnity, and Limitation of Liability.

Content: Under no circumstances will Compeer, Inc. be liable in any way for any Content posted by any user or third party, including, but not limited to, liability 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, e-mailed or otherwise submitted to Compeer, Inc..

Indemnity: You agree to indemnify and hold Compeer, Inc., its successors, affiliates, officers, agents, co-branders or other partners, and officers, directors, employees, successors and assigns harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of the following actions by you: (a) use of this Service, (b) violation of any part of the Agreement, (c) infringement of any intellectual property, privacy, or other right of any person or entity, (d) violation of any federal, state or local law or regulation; (e) Content you submit, post, transmit or make available through this Service, or (f) violation of any rights of another.

Intellectual Property: You acknowledge that Compeer, Inc. owns all right, title and interest in and to this Service, including without limitation all intellectual property rights, and such rights are protected by US and international intellectual property laws. These rights include rights to:

• this Service developed and provided by Compeer, Inc. and all trademarks and other intellectual property associated therewith; and

• all software associated with this Service.

You agree that you will not copy, reproduce, alter, modify, or create derivative works from this Service or any Content placed on this Service by Compeer, Inc. or any third party. If you believe that your work has been copied and posted on this Service without your permission or in any way that constitutes copyright infringement, please provide Compeer, Inc. with the following information:                                      

Disclaimer of Warranties: this service, our sites and all related products and services are provided by us "as is" with no warranties whatsoever. All express, implied, and statutory warranties, including, without limitation, the warranties of merchantability, fitness for a particular purpose, and non-infringement, are expressly disclaimed. To the fullest extent permitted by law, Compeer, inc. disclaims any warranties for the security, reliability, timeliness, and performance of this service.

Limitation of Liability: Except as expressly provided in the preceding paragraph, to the fullest extent allowed by law, we shall not be liable for any indirect, incidental, consequential, special, exemplary, and punitive damages resulting from the use or provision of the service, Compeer, Inc.’s site and all related products and services, even if we have been advised of the possibility of such damages. The foregoing disclaimers, waivers and limitations shall apply notwithstanding any failure of essential purpose of any limited remedy.

By participating, users release Compeer, Inc., its successors, sponsors, affiliates, subsidiaries, respective officers, directors, employees from any and all liability or responsibility for any claim arising in connection with participation in the web log.                                              

General:

• Entire Agreement:  The Agreement constitutes the entire agreement between you and Compeer, Inc. and governs your use of this Service, superseding any prior agreements between you and Compeer, Inc... You also may be subject to additional terms and conditions that may apply when you use or purchase certain other Compeer, Inc. services, affiliate services, third-party content or third-party software.

• Assignment:  Compeer, Inc. may assign this Agreement, in whole or in part, at any time with or without notice to you. You may not assign or otherwise transfer any of your rights or obligations under this Agreement.

• Arbitration:  Any dispute between the parties arising out of this Agreement shall be settled by arbitration utilizing the dispute resolution procedures of the American Arbitration Association.

• Choice of Law and Forum:  The Agreement and the relationship between you and Compeer, Inc. shall be governed by the laws of the State of New York without regard to its conflict of law provisions or your actual state or country of residence. You and Compeer, Inc. agree to submit to the personal and exclusive jurisdiction of the courts located within Monroe County, New York.

• Waiver and Severability of Terms:  The failure of Compeer, Inc. to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of the 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 the Agreement remain in full force and effect.

• Statute of Limitations:  You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of this Service or the Agreement must be filed within one year after such claim or cause of action arose or be forever barred.

• No Third Party Beneficiaries:  You agree that, except as otherwise expressly provided in the Agreement, there shall be no third party beneficiaries to this Agreement.

• Section Headings:  The section titles in the Agreement are for convenience only and have no legal or contractual effect.

• Notice:  Compeer, Inc. may, but shall not be obligated to provide you with notices, including those regarding changes to the Agreement, by email, regular mail, or postings on this Service.