BESTCROSSWORDS.COM CONSTRUCTOR PLATFORM ACCEPTABLE USE & SERVICE AGREEMENT

 

1.                   ACCEPTABLE USE POLICY

 

By using the Constructor Platform (Platform) you hereby agree to be bound and to comply with this acceptable use and service agreement (CAP Agreement).

 

Pyromod Software Inc. (Company) permits you the constructor (hereafter referred to as You or Constructor) to use the Platform and provide certain services, including the right to publish crossword puzzles on http://www.bestcrosswords.com, as more fully set forth below, subject to this CAP Agreement. If You do not agree with the CAP Agreement, please do not use the Platform. Company may at its discretion modify the CAP Agreement at any time and any modifications will be effective immediately upon the posting of the modified CAP Agreement on http://www.bestcrosswords.com (the BestCrosswords website).

 

2.                   DESCRIPTION OF SERVICES

 

The Platform provides the Constructor:

 

a.         An outlet to publish crossword puzzles online;

b.         Personal HTML area on the BestCrosswords website;

c.         Statistics on viewer ship of the puzzles;

 

At Constructor request, Company can place one of its banner ads in the Constructor personal HTML area. At its option, Company will compensate You based on the performance of the banner ad less administrative expenses as determined from time to time. The rate and the frequency of payments are subject to change at the sole discretion of Company.

 

3.                   CONSTRUCTOR CONDUCT

 

      i.        All information, data, text, graphics, photographs, crossword puzzles and any part thereof or other content originating from You or third party content providers (Content) is the sole responsibility of the person from which such content is generated. You acknowledge that Company and its content providers do not provide or exercise control over the Content.

 

     ii.        While using the Platform, You may not do anything in any manner that could damage, disable, overburden, impair, interfere with the security of, negatively affect the functioning of, or otherwise abuse, the Platform, (including without limitation uploading, posting or otherwise transmitting on this website computer viruses, Trojan horses, worms or other files or computer programs which are potentially harmful, disruptive or destructive or that may impose an unreasonable or disproportionately large load on the Platform infrastructure; or using any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from this website or the crosswords published as a result thereof, or material published as a result of the Services in whole or in part).

 

   iii.        Furthermore You agree that You will not directly, as part of a crossword or as part of your personal HTML area: post or transmit any Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, libellous, vulgar, obscene, or tortious, or that infringes or violates any third party's copyright, trademark, trade secrets, privacy or other proprietary or property rights or that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law.

 

    iv.        You acknowledge and agree that You are solely responsible for actions and communications undertaken or transmitted in the course of your usage of Platform and that You will comply with all laws that apply or may apply to your use of or activities on the BestCrosswords website.

 

     v.        Company will investigate occurrences that may involve violations of such laws, and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. Company reserves the right at all times to disclose any Content as necessary to conduct such investigations and to satisfy any law, regulation or governmental request.

 

    vi.        You must be 18 years of age to use the Platform and or post crosswords or Content on the BestCrosswords site.

 

4.                  REGISTRATION AND PASSWORD

 

You are responsible for maintaining the confidentiality of your registration information, (including without limitation and as applicable, any log in or password) and for all uses of your registration information, whether or not authorized by You. You agree to immediately notify Company of any unauthorized use of your registration information or of any other breach of security of which You are aware.

 

5.                  PROPRIETARY RIGHTS

 

You acknowledge and agree the Platform contains content that is protected by copyrights, trademarks, service marks or other proprietary laws, whether or not applied for. Except as expressly authorized by Company or its providers, You agree not to modify, rent, lease, loan, sell or distribute or create derivative works based on the Platform or the BestCrosswords website, in whole or in part.

 

It is expressly agreed and acknowledged that the crosswords You post to the Platform are the property of Constructor.

 

6.                   INDEMNITY

 

YOU AGREE TO INDEMNIFY AND HOLD COMPANY, ITS SHAREHOLDERS, OFFICERS AND DIRECTORS, EMPLOYEES AND AGENTS HARMLESS FROM ALL DAMAGES, COSTS AND LIABILITIES, AND CLAIMS OR DEMANDS INCLUDING REASONABLE ATTORNEYS FEES DUE TO OR ARISING OUR OF YOUR USE OF THE PLATFORM OR DUE TO OR ARISING FROM SUCH CLAIMS OR DEMANDS CARRIED OUT BE A PERSON USING YOUR COMPUTER FACILITIES, YOUR BESTCROSSWORDS ACCOUNT OR YOUR PASSWORD.

 

7.                  GRANT OF LICENCE

 

Company grants You a personal, non transferable and non exclusive right and license for the sole purpose of using the Platform, provided that You do not (and do not allow any third party to) copy, modify, create a derivative work, reverse engineer or otherwise attempt to discover any source code, sell, assign, sublicence, or otherwise transfer any right in the Platform.

 

8.                  RIGHTS OF COMPANY AND LIMITATION OF LIABILITY

 

Company shall have no responsibility or liability for any Content appearing in the crosswords posted to the Platform.

 

For greater certainty, Company:

 

a.         Will not tolerate any heinous, obscene, racist or any other element that it considers inadmissible or could harm the image of the business. Company does not control the contents of the crosswords or posted to the Platform but if Company receives a complaint, Company has the right to eliminate any Content which may harm its image and this without any notice and/or reimbursement.

 

b.         Reserves the right to refuse to publish a crossword or HTML in the Constructor area which contains language which could be considered menacing, abusive, harassing, defamatory, vulgar, obscene, profane, insightful to hatred, racially, ethnically or otherwise reprehensible or that will susceptibly encourage a behaviour that could constitute a criminal offence.

 

9.                  PROHIBITED USES

 

You shall not, and shall not authorize or encourage any third party to:

 

i                       directly or indirectly generate queries, or impressions of or clicks on any ad, link, or through any automated, deceptive, fraudulent or other invalid means, including but not limited to through repeated manual clicks, the use of robots or other automated query tools and/or computer generated search requests, and/or the unauthorized use of other search engine optimization services and/or software; or

ii                     act in any way that violates any Platform policies posted on the BestCrosswords website, as may be revised from time to time, or any other agreement between You and Company, or engage in any action or practice that reflects poorly on Company or the BestCrosswords website or otherwise disparages or devalues Company or the BestCrosswords website�s reputation or goodwill. You acknowledge that any attempted participation or violation of any of the foregoing is a material breach of this Agreement and that we may pursue any and all applicable legal and equitable remedies against You, including an immediate suspension of Your account or termination of this Agreement, and the pursuit of all available civil or criminal remedies.

 

10.               DISCLAIMERS

 

COMPANY AND ITS AFFILIATES DO NOT MAKE ANY, AND EXPRESSLY DISCLAIM ALL, REPRESENTATIONS, WARRANTIES, COVENANTS AND CONDITIONS, EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE, OR NON-INFRINGEMENT, OR ANY IMPLIED REPRESENTATIONS OR WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. FOR GREATER CERTAINTY, COMPANY DOES NOT WARRANT THAT THE PLATFORM, SERVICES OR THE BEST CROSSWORDS WEB SITE WILL CONTINUE TO OPERATE, OPERATE WITHOUT INTERRUPTIONS OR BE ERROR-FREE.

 

11.               TERMINATION

 

Company may at any time, in its sole discretion, immediately terminate any license to use the Platform, with or without cause. If Company exercises this right You shall immediately cease using the Platform.

 

12.               GENERAL

 

The CAP Agreement c onstitutes the entire agreement between Company and You with respect to the subject matter hereof, and supersedes all communications, representations or agreements, either oral or written, between Company or its affiliates and You with respect to this subject matter. [Any cause of action You may have with respect to your use of this Platform or which is the subject of the CAP Agreement must be commenced within one (1) year after the claim or cause of action arises.] If for any reason a court of competent jurisdiction finds any provision of the CAP Agreement or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the CAP Agreement, and the remainder of the CAP Agreement shall continue in full force and effect. No waiver of any provision herein shall be valid unless in writing and signed by an authorized representative of both You and Company. Company�s failure to insist upon or enforce strict performance of any provision of the CAP Agreement or any right shall not be construed as a waiver of any such provision or right. No changes to the CAP Agreement shall be made except by a revised posting on the BestCrosswords website. The CAP Agreement shall enure to the benefit of Company and its affiliates. The headings contained herein are for convenience only and shall have no legal or interpretative effect. Additional terms and conditions may apply when You use other services, affiliate services, third party content or third party software on or through a link provided on the BestCrosswords website. Company may assign its rights and duties under this Agreement to any party at any time without notice to You. You may not assign your rights and duties under this Agreement to any party at any time. An electronically sent agreement or notice shall be as valid as a written agreement. Anything in the BestCrosswords website terms and conditions inconsistent with the CAP Agreement is superseded by the CAP Agreement. It is the express wish of the parties that these Terms of Use and all related documents have been drawn up in English. C'est la volont� expresse des parties que la pr�sente convention ainsi que les documents qui s'y rattachent soient r�dig�s en anglais.

 

13.               QUESTIONS ON GENERAL TERMS AND CONDITIONS

 

Should You have any questions regarding the CAP Agreement You may contact: webmaster@bestcrosswords.com.

 

Last updated on June 4, 2006