OfficeClip Terms of Use

Revised May 21, 2003

Welcome to OfficeClip.com, your connected web office. By joining our service, you can access our business management applications, as long as you maintain the necessary equipment and services for Internet access. The following are the terms and conditions for use of OfficeClip's website and services. Please read them carefully.

This service is provided to individuals who are at least 18 years old or minors who have parental permission to open and maintain a OfficeClip.com account. By clicking the "I AGREE" button and completing the registration process, or by downloading any software from this website, you are stating that you agree to be bound by all of the Terms and Conditions of OfficeClip Terms of Use.

1. Description of the Service

OfficeClip.com currently provides its members access to intranet applications on a fee paid basis. OfficeClip.com also allows visitors to download parts of the OfficeClip Suite. OfficeClip.com may change, suspend or discontinue (temporarily or permanently) the services; any feature or aspect thereof, at any time; impose limits on features or aspects of the services; restrict the member access thereto, all without giving prior notice or incurring any liability to the subscribing organization, its members or any third party. Unless explicitly stated otherwise, any new applications or features and any changes to the current services shall be subject to these terms.

1. Privacy Policy

Our privacy policy can be found at the bottom of this or any other page on our website. The privacy policy shapes part of these terms. Assenting to this agreement implies agreement to the privacy policy.

1. Registration

To open an OfficeClip account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the Registration Form. You then will choose a password and an account name. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. The member warrants to OfficeClip LLC that OfficeClip.com will not be used for any purpose that is unlawful or prohibited by these terms and is responsible for all acts or omissions that occur under the member’s password.

Without limitation the member agrees that OfficeClip.com will not be used to:

• Upload, store, post, email or otherwise transmit, distribute, publish or disseminate any site information or other information that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, or libelous, or promotes such activity;
• Upload, store, post, link to, email or otherwise transmit, distribute, publish or disseminate any site information, content or other information or material that (or the transmission, distribution, publication or dissemination of which) infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party or otherwise violates the legal rights (such as rights of privacy and publicity) of others, violates any contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements) or is otherwise objectionable;
• Email or otherwise transmit, distribute, publish or disseminate any unsolicited advertising, survey, promotional materials, "junk email," "spam," "chain letters," "pyramid schemes," or any other form of solicitation or duplicative or unsolicited messages (commercial or otherwise);
• Provide inaccurate, incomplete, outdated or misleading registration information, create a false identity or manipulate identifiers to mislead others to disguise the origin of any information stored on the subscribing organization Site or transmitted through the services, or impersonate any person or entity, or otherwise misrepresent any affiliation with a person or entity;
• Use, download or otherwise copy, or provide to a person or entity that is not one of the Subscribing organization's members any portion of the services or any content or any portion thereof;
• Upload, store, post, link to, email or otherwise transmit, distribute, publish or disseminate any material that contains software viruses, trojan horses, worms, time bombs, cancel-bots 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 or circumvent any "copy-protect" devices, or any other harmful or disruptive program, or any wares, cracks, hacks, associated utilities or other piracy related information;
• Attempt to gain unauthorized access to the services, content, other subscribing organization sites or site information or personal information, or other computer systems, servers or networks connected to the Services;
• Violate (intentionally or unintentionally ) any applicable local, state, national or international law or regulation, 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), laws regarding the transmission through the services of technical data or software exported from the United States and/or the country in which the members reside, and all local laws and regulations regarding online conduct and acceptable content of the members'transmissions and site information.
• Upload, store, post, email or otherwise transmit, distribute, publish or disseminate any site Information or other information that is harmful to minors in any way.
• For any part of this service which is a paid service, you will be charged a fee at the end of the evaluation period.

You agree to notify OfficeClip LLC immediately of any unauthorized use of your account or any other breach of security. The member acknowledges that OfficeClip.com does not monitor any of the information transmitted through the services, any site information or any use thereof except to the limited extent as may be permitted in the Privacy Statement. OfficeClip LLC shall have the right (but not the obligation) to delete, move or edit any information and require the user to delete, move or edit any site information that violates these terms.

4. BACKUP

OfficeClip.com regularly backs up site information of members. OfficeClip.com shall have no liability for any failure to back up or restore such site information, or for interruptions, delay or suspension of access to or unavailability of such site information, or any loss of site information, data or transmissions.

5. DISCLAIMER OF WARRANTIES

To the fullest extent permitted by applicable law, OfficeClip LLC expressly disclaims all warranties and conditions, express or implied, including, but not limited to, implied warranties and conditions of merchantability, merchantable quality, correspondence to description, deletion or unauthorized access to any of the member’s materials, any loss of data, transmissions or site information resulting from hardware or software outages or any other reason, any infringement of another’s rights, including without limitation, intellectual property rights, conduct of any of the members, any goods or services purchased or obtained from any sponsor, advertiser, content provider or partner or any third party whether based on contract, tort, negligence, strict liability or otherwise. OfficeClip LLC does not represent or warrant that the Service materials will be uninterrupted or error-free, that defects will be corrected, or that this site or the server that makes it available, are free of viruses or other harmful components.

6. LIMITATION OF LIABILITY

To the fullest extent permitted by applicable law, under no circumstances, including, but not limited to, negligence, shall OfficeClip LLC be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or the inability to use the Service, any changes to the Service, unauthorized access to or alteration of your transmissions or data, any material or data sent or received or not sent or received, or any transactions entered into through the service. You specifically agree that OfficeClip LLC is not responsible or liable for any threatening, defamatory, obscene, offensive or illegal content or conduct of any other party or any infringement of another's rights, including intellectual property rights. If you are dissatisfied with the service, the materials available on or through the service, or with any of OfficeClip LLC’s terms and conditions, your sole and exclusive remedy is to discontinue using OfficeClip.com

LIMITATION OR EXCLUSION OF WARRANTIES CONDITIONS, AND/OR LIABILITY FOR SOME TYPES OF DAMAGES MAY NOT BE PERMITTED IN SOME JURISDICTIONS, IN WHICH CASE SOME OR ALL OF SECTIONS 5 AND 6 MAY NOT APPLY TO YOU. IF PERMITTED BY LAW, OFFICECLIP LLC’S LIABILITY IS LIMITED TO RESUPPLYING THE SERVICE.

7. INDEMNIFICATION

You agree to indemnify and hold OfficeClip LLC, its parents, subsidiaries, affiliates, officers and employees, harmless from any claim, demand, or damage, including reasonable attorneys' fees, asserted by any third party due to or arising out of your use of or conduct on the Service.

8. TERMINATION

OfficeClip LLC may terminate the Service with or without cause at any time and effective immediately. In addition, OfficeClip LLC, in its sole discretion, may terminate your account for violation of the letter or spirit of the Terms of Service.

If you wish to terminate your account, your only recourse is to discontinue use of the account. In addition, OfficeClip LLC may terminate your account for inactivity, which is defined as failing to log into the service for an extended period of time, as determined by OfficeClip LLC The amount of time that OfficeClip LLC currently views as an "extended" period of time is a first log-on 10 days or later after registration and after an initial log-on, 120 days since your last log-on. Upon termination of the service, your right to use the Service immediately ceases. OfficeClip LLC shall have no obligation to maintain any content in your account.

OfficeClip LLC may terminate the service for non-payment of dues at any time.

9. NO SPAM; DAMAGES

OfficeClip LLC will immediately terminate any account which it believes, in its sole discretion, is transmitting or is otherwise connected with any spam or other unsolicited bulk email. In addition, because damages are often difficult to quantify, you agree to pay OfficeClip LLC liquidated damages of $5 for each piece of spam or unsolicited bulk email transmitted from or otherwise connected with your OfficeClip LLC account, or OfficeClip LLC actual damages, whichever is greater.

10. PROPRIETARY RIGHTS TO CONTENT

You acknowledge that content, including but not limited to text, software, music, sound, photographs, video, graphics or other material contained in either sponsor advertisements or email-distributed, commercially produced information presented to you by the service, by OfficeClip LLC, or OfficeClip LLC's advertisers or other content providers, are protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You may make a copy of this content for your personal, non-commercial use only, provided that you keep all copyright and other proprietary notices intact.

You may not modify, copy, reproduce, republish, upload, post, transmit, or distribute in any way content available through the Service, including code and software.

11. MODIFICATIONS TO TERMS OF SERVICE, MEMBER POLICIES

OfficeClip LLC reserves the right to change the Terms of Service or policies regarding the use of the service at any time and to notify you by posting an updated version of the Terms Of Service on the OfficeClip LLC site.

12. LAWS

The Terms of Service shall be governed by and construed in accordance with the laws of the state of Georgia and the United States of America, excluding their conflict of law provisions. You and OfficeClip LLC agree to submit to the exclusive jurisdiction of the courts located in the County of Fulton in the state of Georgia. If any provision(s) of the Terms of Service is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect.

Your access and use of this service is governed by all applicable federal, state and local laws. All information available on this website is subject to U.S. export control laws and may also be subject to the laws of the country where you reside.

OfficeClip LLC's failure to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision unless acknowledged and agreed to by OfficeClip LLC in writing.

You and OfficeClip LLC agree that any cause of action arising out of or related to this Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

The section titles in the TOS are solely used for the convenience of the parties and have no legal or contractual significance.

If you have question or comments about our privacy policies please feel free to contact us at:

OfficeClip LLC