This document was last modified on: 20-JUL-2016
2. ACCEPTANCE OF TERMS
Unless otherwise agreed to in a separate signed agreement between Your Company and us, Your access and use of the site, Content (defined in Section 7 below), or any forums, wikis, blogs, or services provided on the site (any Services ), are subject to this TOU. Additionally, Your use of the site, Content, and the Services may also be subject to disclaimers, legal notices, click-through agreements, or other legal agreements (any, Additional Legal Terms ), which may be posted on the site where applicable. This TOU and the applicable Additional Legal Terms (together Controlling Terms ) form a legally binding agreement between You and us regarding Your access and use of the site, Content, and the Services. Whenever there is a conflict between the terms in this TOU and the Additional Legal Terms, the terms in the Additional Legal Terms shall control. By accessing or using the site, You accept and agree to abide by the terms of this TOU. If You do not agree to the terms of this TOU, You must not attempt to access or use the site.
3. CHANGES AND NOTICES
Metagan reserves the right to make changes to this TOU and to modify, change or discontinue any part or all
of the site and/or the Services at any time. We will notify You of any changes to this TOU when
You visit the site, or via email, or by providing You with information on such update and updating
offerings, the site, and/or the Services at any time without notice.
4. CONFIDENTIAL INFORMATION
A. Except for Web sites within metagan.com which are clearly identified as non-public (each a Non-Public),
the site is intended to be a public forum subject to the terms of this Agreement and You agree not
to provide us or other Users with any confidential or proprietary information that You or the owner of
the information do not intend to become public information. Any Content that You send or upload to
metagan.com will be deemed NOT to be confidential or proprietary, and You expressly agree that You waive
any trade secret or other confidentiality rights with respect to such uploaded Content.
B. You agree not to reproduce any Confidential Information to which you are provided access through the site in any form except as authorized at the time of disclosure. Any reproduction of Confidential Information shall remain the property of Metagan and shall contain any and all confidential or proprietary notices or legends which appear on the original. You agree to (a) take all reasonable steps (defined below) to keep all Confidential Information strictly confidential; (b) to use Confidential Information solely as authorized at the time of disclosure and (c) not to disclose any Confidential Information to any party without the prior written consent of Metagan. You do not acquire any rights in Confidential Information except the limited rights as described above. In no event shall You use Confidential Information to create, enhance, modify, rent, lease, loan, sell, distribute or create derivative works based on the Products, Software or Services, or compete with our Products, Software or Services in whole or in part. As used herein, Confidential Information shall mean all trade secrets and other information or Services which Metagan or third parties protect against unrestricted disclosure to others which is either labeled Confidential, accessed through a restricted area of the site, pursuant to software downloads, or reasonably identifiable as confidential based on the type of information and the manner of its disclosure, and reasonable steps means those steps You and/or Your Company take to protect Your own similar Confidential Information, which shall not be less than a reasonable standard of care.
ALL UPLOADS BY YOU INTO METAGAN.COM , WHETHER INTO A PUBLIC FORUM OR NON-PUBLIC FORUM, SHALL BE AT YOUR OWN RISK AND WE TAKE NO RESPONSIBILITY FOR THE USE OR MISUSE OF ANY SUCH UPLOADED INFORMATION BY ANY OTHER USER OF THE SITE.
5. YOUR INFORMATION, PRIVACY, AND DATA PROTECTION
You understand and agree that Metagan collects, uses, stores and otherwise processes Your personal
information and utilization data and may share such data with third party service providers for the
processed includes Your name, email address, and other information which may include but is not
limited to Your telephone number, and postal address. In a limited number of cases when accessing
specific websites or responding to sales offers (each, a "Transaction"), Metagan may temporarily collect and
utilize Your credit card number and expiration date for the purposes of processing a Transaction.
Collection and processing of credit card numbers and expiration dates will be subject to a separate
agreement. All personal data will be treated confidential and in compliance with applicable legislation.
You agree that Metagan may access, preserve and disclose Your personal information and/or Content if
required to do so by law or to: (i) comply with a legal process; (ii) respond to claims that any Content
violates the rights of third parties or (iv) protect the rights, property or personal safety of Metagan, Users,
and the public.
6. COPYRIGHT POLICY
Unauthorized copying, distribution, modification, public display, or public performance of copyrighted
works is an infringement of the copyright holders rights. You agree that You will not use this site to
infringe the Intellectual Property Rights of Metagan or others in any way. You must not remove, overprint or
deface any notice of copyright, trademark, logo, legend, or other notice of ownership from any originals, third party software, or any Content accessed on the metagan.com. As used
herein, Intellectual Property Rights means patents of any type, design rights, utility models or other
similar invention rights, copyrights, trademarks, service marks, trade secret or confidentiality rights, and
any other intangible property rights including applications for any of the foregoing, in any country,
arising under statutory or common law or by contract and whether or not perfected, now existing or
hereafter filed, issued, or acquired.
YOU AGREE TO COMPLY WITH THE TERMS OF THE ABOVE COPYRIGHT POLICY AND THOSE TERMS FOUND BY CLICKING ON COPYRIGHT/TRADEMARK AT THE BOTTOM OF THE HOME WEB PAGE COMPRISING THE METAGAN.COM .
7. RESPONSIBILITY FOR LINKS AND CONTENT
Metagan is only responsible or liable for the Content posted on the Metagan.com. The site may contain links to external Web sites and information provided on such external websites by our partners and third-party service providers. Metagan shall not be responsible for the contents of any linked Web site, or any changes or updates to such sites. You further agree that Metagan shall not be directly or indirectly responsible or liable for any damage or loss caused or alleged to be caused by or in connection with Your use of or reliance on any content, goods or services available on or through any such linked Web site. Any article, information, data, code, text, software, documentation, graphics, image, marketing material, video, photograph, message, or posting to any forum, wiki, or blog on Metagan.com (any Content ), whether publicly posted or privately transmitted, is the sole responsibility of the person or entity providing the Content.
8. INTELLECTUAL PROPERTY RIGHTS; LICENSE GRANT
Subject to any licenses You grant to Metagan pursuant to this Agreement, You shall retain ownership of all Intellectual Property Rights in and to the Content provided by You on the site to the extent You are the owner or holder of the Intellectual Property Rights. Nothing in this Agreement shall prohibit You from selling or licensing Your Content to any other party under a separate agreement. By transmitting or uploading Content to Metagan.com, You grant us a perpetual, unlimited, irrevocable, royalty-free, worldwide license to: use, reproduce, adapt, display, perform, modify, transmit, translate, distribute, and create derivative works of the Content; to make, have made, offer to sell, sell, lease, or otherwise distribute any Content or product; and to practice any method, embodying such Content (including the right to sublicense any of the foregoing). You further represent and warrant to Metagan that You have the right, title, and/or authority to grant such license to us. We may elect not to post or publish the Content that You send or upload. If Metagan elects to post or publish the Content, Metagan may in its sole discretion elect to withdraw the posted or published information for any reason and without notice. All Intellectual Proprietary Rights to any Software and the Services shall belong to Metagan. Nothing in this TOU shall be deemed to give You the right to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative words from, transfer, or sell any Software for any reason unless otherwise permitted by law. You hereby agree to assign and do assign to Metagan any modifications or derivative works of any Software made by You in contravention of this limitation.
9. PERMISSIBLE USE OF METAGAN.COM
You are permitted to access metagan.com and Use the Services Content and Software solely for Your personal, informational, noncommercial purposes.
10. TERMINATION AND ACCOUNTABILITY
In the event You are in material breach of the Controlling Terms, Metagan may, at its sole discretion refuse You any current or future use of Metagan.com. Metagan may remove any Content posted on Metagan.com at its sole discretion. Metagan shall not be liable to You or any third party for any termination or change to Metagan.com and/or the Services. If You send or upload Content that is confidential or proprietary of a third party without that third party's permission, or, if You transmit or upload Content that is intended to infect, corrupt or otherwise disrupt the operation of Metagan.com or any other Users computer system, Metagan may report You to the relevant authorities to ensure You are held accountable to the fullest extent of applicable laws.
You agree not to use Metagan.com to:
You agree to indemnify and hold Metagan, its affiliates, subsidiaries, officers, agents, partners, employees, and licensors harmless from any claim or demand, including reasonable attorneys fees, made by any third party due to or arising out of Your Content or Your usage of the Metagan.com or Products or Services, Your breach of this TOU or Copyright or Privacy Statements, or Your alleged violation of any other rights of a third party.
12. LIMITATION OF LIABILITY
TO THE EXTENT ALLOWABLE BY APPLICABLE LAW, METAGAN AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS ARE NOT LIABLE TO ANY USER FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF METAGAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, OR OTHERWISE, ARISING OUT OF OR RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SITE, SOFTWARE, OR SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES ARISING OUT OF YOUR USE OR INABILITY TO USE ANY SOFTWARE, CONTENT, OR SERVICES PURCHASED OR OBTAINED DURING TRANSACTIONS CONDUCTED ON THE SITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS, MESSAGES, OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (v) ANY OTHER MATTER RELATING TO THE SITE OR SERVICES. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, THESE LIMITATIONS SHALL NOT APPLY IN CASE OF INTENT OR GROSS NEGLIGENCE BY METAGAN AND IN CASE OF METAGAN'S STATUTORY LIABILITY FOR PERSONAL INJURY AND DEFECTIVE PRODUCTS.
12. APPLICABLE LAW
12. A. This site is created and controlled by METAGAN TECHNOLOGIES PRIVATE LIMITED in INDIA . Except as set forth in Section 15 B., the
laws of India will govern this TOU without giving effect to any principles of conflicts of laws. You also
agree to comply with all laws from the country in which You reside that are applicable to the
transmission of data on the Internet, including, but, not limited to laws governing the use of encryption
and laws governing the transmission of data across international boundaries, into prohibited countries,
and containing personally identifiable information.
12. B. In the event You access or Use Metagan.com from the United States, matters related to access and Use of Metagan.com and these TOU shall be governed by U.S. federal law or the laws of the State of California. Any legal action or proceeding relating to your access to, or use of, Metagan.com or Content shall be instituted in a state or federal court in San Francisco, California. You and Metagan agree to submit to the jurisdiction of, and agree that venue is proper in, these courts in any such legal action or proceeding.
Your confidentiality obligations hereunder shall survive termination of Your access rights. Upon any termination of Your account, or Metagan's written request, You must cease use of Confidential Information, Discoveries, and/or Services and return or destroy all Confidential Information in Your possession or control.
14. WAIVER AND SEVERABILITY
The failure of Metagan to exercise or enforce any right or provision of this TOU shall not constitute a waiver of such right or provision. To the extent that any provision in this TOU shall be found to be unenforceable, such provision shall be modified in such a manner so as to make this TOU as modified, legal and enforceable under applicable laws and the balance of the provisions of this TOU shall not be affected thereby.
If you have any questions about this Agreement, please contact us at firstname.lastname@example.org