AANWeb.com
Terms of Service
July 21,
2009
nSage
Technologies ("nSage" or "we") in association with the American
Agent Network, LLC (“American Agent Network” or "AAN") operates
AANWeb.com, which is a business networking platform that allows Members to
create unique personal profiles online to create and enhance business
relationships, manage American Agent Network related transactions, manage
teams and market American Agent Network related services
. The services offered by nSage Technologies include any the American
Agent Network-branded URL (the "AANWeb.com Website"), American
Agent Network messaging services (including, without limitation, instant
messaging, private messaging, and email services), American Agent Network
developer services, American Agent Network mobile services, and any other
features, content, or applications offered from time to time by nSage Technologies in connection with American Agent Network’s business (collectively, the
"American Agent Network Services"). The American Agent Network Services are
hosted in the United States.
This Terms of Use Agreement, as may be modified from time to time,
("Agreement") constitutes legally binding terms and applies to your use of the
American Agent Network Services. By accessing and/or using the American Agent
Network Services, you agree to be bound by this Agreement, whether you are a
"Visitor" (which means that you simply browse the American Agent Network
Services, including, without limitation, through a mobile or other wireless
device, or otherwise use the American Agent Network Services without being
registered) or you are a "Member" (which means that you have registered with
AANWeb.com). The term "User" refers to a Visitor or a Member. You
are authorized to use the American Agent Network Services (regardless of
whether your access or use is intended) only if you agree to abide by all
applicable laws, rules and regulations (“Applicable Law”) and the terms of this
Agreement. In addition, in consideration for becoming a Member and/or making
use of the American Agent Network Services, you must indicate your acceptance
of this Agreement during the registration process.
nSage Technologies reserves the right to modify this Agreement at any time and from
time to time, and each such modification shall be effective upon posting on the
American Agent Network Services. All material modifications will apply
prospectively only. Your continued use of the American Agent Network Services
following any such modification constitutes your agreement to be bound by and
your acceptance of the Agreement as so modified. It is therefore important that
you review this Agreement regularly. If you do not agree to be bound by this
Agreement and to abide by all Applicable Law, you must discontinue use of the
American Agent Network Services immediately.
.
1.
Eligibility.
Use of the American Agent Network Services and registration to be a Member for
the American Agent Network Services (“Membership”) is void where prohibited. By
using the American Agent Network Services, you represent and warrant that (a)
all registration information you submit is truthful and accurate; (b) you will
maintain the accuracy of such information; (c) you are 18 years of age or
older; and (d) your use of the American Agent Network Services does not violate
any Applicable Law. Your profile may be deleted and your Membership may be
terminated without warning, if we believe that you are under 18 years of age.
2.
Term.
This Agreement, and any posted revision to this Agreement, shall remain in full
force and effect while you use the American Agent Network Services or are a
Member. You may terminate your Membership at any time, for any reason, by
following the instructions on the Member's Account Settings page. nSage Technologies may terminate your Membership at any time, for any or no reason,
with or without prior notice or explanation, and without liability.
Furthermore, nSage Technologies reserves the right, in its sole discretion,
to reject, refuse to post or remove any posting (including, without limitation,
private messages,
emails and instant messages (collectively, “messages”)) by you, or to deny,
restrict, suspend, or terminate your access to all or any part of the American
Agent Network Services at any time, for any or no reason, with or without prior
notice or explanation, and without liability. In addition, nSage Technologies reserves the right, in its sole discretion, to reassign or rename your
profile URL. nSage Technologies expressly reserves the right to remove your
profile and/or deny, restrict, suspend, or terminate your access to all or any
part of the American Agent Network Services if nSage Technologies
determines, in its sole discretion, that you have violated this Agreement or
pose a threat to nSage Technologies, its employees, business partners,
Users and/or the public. Even after Membership is terminated, this Agreement
will remain in effect, including, without limitation, Sections 5-18.
3.
Fees.
You acknowledge that nSage Technologies reserves the right to charge for
any portion of the American Agent Network Services and to change its fees (if
any) from time to time in its discretion. If nSage Technologies terminates
your Membership because you have breached the Agreement, you shall not be
entitled to the refund of any unused portion of fees or payments (if any).
4.
Password.
When you sign up to become a Member, you will also be asked to choose a
password. You are entirely responsible for maintaining the confidentiality of
your password. You agree not to use the account, username, email address or
password of another Member at any time or to disclose your password to any
third party. You agree to notify nSage Technologies immediately if you
suspect any unauthorized use of your account or access to your password. You
are solely responsible for any and all use of your account.
5.
Use by Members.
The American Agent Network Services are for the personal use of Members and may
only be used for direct commercial purposes if they are specifically endorsed
or authorized by the American Agent Network. nSage Technologies reserves
the right to remove unauthorized commercial content in its sole discretion.
Illegal and/or unauthorized use of the American Agent Network Services,
including, without limitation, collecting usernames, user id numbers, and/or
email addresses of Members by electronic or other means for the purpose of
sending unsolicited email or unauthorized framing of or linking to the American
Agent Network Services, or employing third party promotional sites or software
to promote profiles for money, is prohibited. Commercial advertisements,
affiliate links, and other forms of unauthorized data collection or
solicitation may be removed from Member profiles without notice or explanation
and may result in termination of Membership privileges. nSage Technologies
reserves the right to take appropriate legal action, including, without
limitation, referral to law enforcement, for any illegal or unauthorized use of
the American Agent Network Services.
6.
Proprietary Rights in Content on the American Agent Network.
6.1
nSage Technologies does not claim any ownership rights in the text,
files, images, photos, video, sounds, musical works, works of authorship,
applications, or any other materials (collectively, "Content") that you
transmit, submit, display or publish (“post”) on,
through or in connection with the American Agent Network Services. After
posting your Content on, through or in connection with the American Agent
Network Services, you continue to retain any such rights that you may have in
your Content, subject to the limited license herein. By posting any Content on,
through or in connection with the American Agent Network Services, you hereby
grant to nSage Technologies a limited license to use, modify, delete from,
add to, publicly perform, publicly display, reproduce, and distribute such
Content solely on,
through or in connection with the American Agent Network Services, including,
without limitation, through the American Agent Network Services to
applications, widgets, websites or mobile, desktop or other services which are
linked with your American Agent Network account (collectively, “Linked
Services”), including,
without limitation,
distributing part or all of the American Agent Network Services and any Content
included therein, in any media formats and through any media channels, except
that Content marked “private” will not be distributed by nSage Technologies
outside the American Agent Network Services and Linked Services. This limited
license does not grant nSage Technologies the right to sell or
otherwise distribute your Content outside of the American Agent Network
Services or Linked Services. After you remove your Content from the American
Agent Network Services we will cease distribution as soon as practicable, and
at such time when distribution ceases, the license will terminate. If after we
have distributed your Content outside of the American Agent Network Services,
you change the Content’s privacy setting to “private,” we will cease
distribution of such “private” Content outside of the American Agent Network
Services as soon as practicable after you make the change.
Notwithstanding the foregoing, you understand and agree that once Content is
distributed to a Linked Service or incorporated into other aspects of the
American Agent Network Services, nSage Technologies is under no obligation
to delete or ask other Users or a Linked Service to delete that Content, and
therefore it may continue to appear and be used indefinitely.
6.2
The license you grant to nSage Technologies is non-exclusive (meaning you
are free to license your Content to anyone else in addition to American Agent
Network), fully-paid and royalty-free (meaning that nSage Technologies is
not required to pay you or anyone else deriving rights from you for the use on
the American Agent Network Services of the Content that you post),
sublicensable (so that nSage Technologies is able to use its affiliates,
subcontractors and other partners such as Internet content delivery networks
and wireless carriers to provide the American Agent Network Services), and
worldwide (because the Internet and the American Agent Network Services are
global in reach).
6.3
You represent and warrant that: (i) you own the Content posted by you on,
through or in connection with the American Agent Network Services,
or otherwise have the right to grant the license set forth in this Section 6,
and (ii) the posting of your Content on,
through or in connection with the American Agent Network Services and/or Linked
Services does not violate the privacy rights, publicity rights, copyrights,
contract rights or any other rights of any person or entity. You agree to pay
for all royalties, fees, and any other monies owing any person or entity by
reason of the use of any Content posted by you on or through the American Agent
Network Services and/or Linked Services.
6.4
The American Agent Network Services contain Content of American Agent Network
("American Agent Network Content"). American Agent Network Content is protected
by copyright, trademark, patent, trade secret and other laws, and nSage Technologies owns and retains all rights in the American Agent Network Content
and the American Agent Network Services. nSage Technologies hereby grants
you a limited, revocable, nonsublicensable license to reproduce and display the
American Agent Network Content (excluding any software code) solely for your
personal use in connection with viewing the American Agent Network Website and
using the American Agent Network Services.
6.5
The American Agent Network Services contain Content of Users and other American
Agent Network licensors. Except as provided within this Agreement, you may not
copy, modify, translate, publish, broadcast, transmit, distribute, perform,
display, sell or otherwise use any Content appearing on or through the American
Agent Network Services.
6.6
nSage Technologies performs technical functions necessary to offer the
American Agent Network Services, including,
but not limited to,
the technical processing and transmission of email communications to perform
the email service, and transcoding and/or reformatting Content to allow its use
throughout the American Agent Network Services. In addition, you agree and
acknowledge that nSage Technologies may send messages including, but not
limited to, notifications, special offers, promotions, commercial
advertisements, and marketing materials, in connection with the American Agent
Network Services. You can control what type of communications you receive from
the American Agent Network Services by logging into your account and choosing
the appropriate notifications settings or by following the unsubscribe
instructions contained at the bottom of commercial emails.
6.7
nSage Technologies reserves the right to limit the storage capacity of
Content that you post on, through or in connection with the American Agent
Network Services.
7.
Content Posted.
Please choose carefully the information that you post on,
through or in connection with the American Agent Network Services and that you
provide to other Users. Your American Agent Network profile may not include any
form of Prohibited Content, as outlined in Section 8 below. Despite this
prohibition, information, materials, products or services provided by other
American Agent Network Members (for instance, in their profiles) or Linked
Services may, in whole or in part, be unauthorized, impermissible or otherwise
violate this Agreement, and nSage Technologies assumes no responsibility or
liability for this material. If you become aware of misuse of the American
Agent Network Services by any person or Linked Service, please click on the
"Contact American Agent Network” or the “Report Abuse” link at the bottom of
the American Agent Network Website pages.
7.1
nSage Technologies may reject, refuse to post or delete any Content for any
or no reason, including, but not limited to, Content that in the sole judgment
of nSage Technologies violates this Agreement or which may be offensive,
illegal or violate the rights of any person or entity, or harm or threaten the
safety of any person or entity. nSage Technologies assumes no
responsibility for monitoring the American Agent Network Services for
inappropriate Content or conduct. If at any time nSage Technologies
chooses, in its sole discretion, to monitor the American Agent Network
Services, nSage Technologies nonetheless assumes no responsibility for
the Content, no obligation to modify or remove any inappropriate Content, and
no responsibility for the conduct of the User submitting any such Content.
7.2
You are solely responsible for the Content that you post on,
through or in connection with any of the American Agent Network Services, and
any material or information that you transmit to other Members and for your
interactions with other Users.
8.
Content/Activity Prohibited.
The following are examples of the kind of Content that is illegal or prohibited
to post on, through or in connection with the American Agent Network Services.
nSage Technologies reserves the right to investigate and take appropriate
legal action against anyone who, in nSage Technologies' sole discretion,
violates this provision, including,
without limitation, removing the offending Content from the American Agent
Network Services, terminating the Membership of such violators and/or reporting
such Content or activities to law enforcement authorities. Prohibited Content
includes, but is not limited to, Content that, in the sole discretion of
nSage Technologies:
8.1
is patently offensive or promotes or otherwise incites racism, bigotry, hatred
or physical harm of any kind against any group or individual;
8.2
harasses or advocates harassment of another person;
8.3
exploits people in a sexual or violent manner;
8.4
contains nudity, excessive violence, or offensive subject matter or contains a
link to an adult website;
8.5
solicits or is designed to solicit personal information from anyone under 18;
8.6
publicly posts information that poses or creates a privacy or security risk to
any person;
8.7
constitutes or promotes information that you know is false or misleading or
promotes illegal activities or conduct that is abusive, threatening, obscene,
defamatory or libelous;
8.8
constitutes or promotes an illegal or unauthorized copy of another person's
copyrighted work, such as providing pirated computer programs or links to them,
providing information to circumvent manufacturer-installed copy-protect
devices, or providing pirated music or links to pirated music files;
8.9
involves the transmission of "junk mail," "chain letters," or unsolicited mass
mailing, instant messaging, "spimming," or "spamming";
8.10
contains restricted or password only access pages or hidden pages or images
(those not linked to or from another accessible page);
8.11
furthers or promotes any criminal activity or enterprise or provides
instructional information about illegal activities including, but not limited
to,
making or buying illegal weapons, violating someone's privacy, or providing or
creating computer viruses;
8.12
solicits or is designed to solicit passwords or personal identifying
information for commercial or unlawful purposes from other Users;
8.13
involves commercial activities and/or sales without prior written consent from
the American Agent Network such as contests, sweepstakes, barter, advertising,
or pyramid schemes;
8.14
includes a photograph or video of another person that you have posted without
that person's consent;
8.15
uses sexually suggestive imagery or any unfair, misleading or deceptive Content
intended to draw traffic to the profile; or
8.16
violates or attempts to violate the privacy rights, publicity rights,
copyrights, trademark rights, contract rights or any other rights of any
person.
The
following are examples of the kind of activity that is illegal or prohibited on
the American Agent Network Website and through your use of the American Agent
Network Services. nSage Technologies reserves the right to investigate and
take appropriate legal action against anyone who, in nSage Technologies'
sole discretion, violates this provision, including,
without limitation, terminating your Membership and/or reporting such activity
or Content to law enforcement authorities. Prohibited activity includes, but is
not limited to:
8.17
criminal or tortious activity, including,
but not limited to,
child pornography,
fraud, trafficking in obscene material, drug dealing, gambling, harassment,
defamation, stalking, spamming, spimming, sendingof viruses or other harmful
files, copyright infringement, patent infringement, or theft of trade secrets;
8.18
advertising to, or solicitation of, any Member to buy or sell any products or
services through the unauthorized or impermissible use of the American Agent
Network Services. You may not transmit any chain letters or junk email to other
Members. In order to protect our Members from such advertising or solicitation,
nSage Technologies reserves the right to restrict the number of emails
which a Member may send to other Members in any 24-hour period to a number
which nSage Technologies deems appropriate in its sole discretion. If you
breach this Agreement and send or cause to send (directly or indirectly)
unsolicited bulk messages,
status or Activity updates, bulletins or other unauthorized commercial
communications of any kind through the American Agent Network Services, you
acknowledge that you will have caused substantial harm to American Agent
Network, but that the amount of such harm would be extremely difficult to
ascertain. As a reasonable estimation of such harm, you agree to pay American
Agent Network $50 for each actual or intended recipient of such unsolicited
message, status or Activity update, bulletin or other unauthorized commercial
communication you send through the American Agent Network Services;
8.19
circumventing or modifying, attempting to circumvent or modify, or encouraging
or assisting any other person in circumventing or modifying any security
technology or software that is part of the American Agent Network Services;
8.20
activity that involves the use of viruses, bots, worms, or any other computer
code, files or programs that interrupt, destroy or limit the functionality of
any computer software or hardware, or otherwise permit the unauthorized use of
or access to a computer or a computer network;
8.21
modifying, copying, distributing, downloading, scraping or transmitting in any
form or by any means, in whole or in part, any Content from the American Agent
Network Services other than your Content which you legally post on, through or
in connection with the American Agent Network Services;
8.22
providing or using “tracking” or monitoring functionality in connection with
the American Agent Network Services, including, without limitation, to identify
other Users’ views, actions or other activities on the American Agent Network
Services;
8.23
covering or obscuring the banner advertisements and/or safety features (e.g.,
report abuse button) on your personal profile page, or any American Agent
Network page via HTML/CSS or any other means;
8.24
any automated use of the system, such as, but not limited to, using scripts to
add friends or send comments,
messages, status or Activity updates, blogs or bulletins;
8.25
interfering with, disrupting, or creating an undue burden on the American Agent
Network Services or the networks or services connected to the American Agent
Network Services;
8.26
impersonating or attempting to impersonate nSage Technologies, American Agent Network or a American
Agent Network employee, administrator or moderator, another Member, or person
or entity (including, without limitation, the use of email addresses associated
with or of any of the foregoing);
8.27
using the account, username, or password of another Member at any time or
disclosing your password to any third party or permitting any third party to
access your account;
8.28
selling or otherwise transferring your profile,
your email address or URL;
8.29
using or distributing any information obtained from the American Agent Network
Services in order to harass, abuse, or harm another person
or entity, or attempting to do the same;
8.30
displaying an unauthorized commercial advertisement on your profile, or
accepting payment or anything of value from a third person in exchange for your
performing any commercial activity through the unauthorized or impermissible
use of the American Agent Network Services on behalf of that person, such as
placing commercial content on your profile, links to e-commerce sites not
authorized by nSage Technologies,
posting status or Activity updates, blogs or bulletins with a commercial
purpose, selecting a profile with a commercial purpose as one of your top
friends, or sending messages with a commercial purpose;
8.31
relaying
email from a third party's mail servers without the permission of that third
party;
8.32
using
invalid or forged headers to disguise the origin of any Content transmitted to
or through nSage Technologies’ computer systems, or otherwise
misrepresenting yourself or the source of any message or Content;
8.33
using any
automated system, including, but not limited to, scripts or bots in order to
harvest email addresses or other data from the American Agent Network Website
for the purposes of sending unsolicited or unauthorized material;
8.34
engaging
in, either directly or indirectly, or encouraging others to engage in,
click-throughs generated through any manner that could be reasonably
interpreted as coercive, incentivized, misleading, malicious, or otherwise
fraudulent; or
8.35
using the American Agent Network Services in a manner inconsistent with any and
all Applicable Law.
9.
Protecting Copyrights and Other Intellectual Property.
nSage Technologies respects the intellectual property of others, and
requires that our users do the same. You may not upload, embed, post, email,
transmit or otherwise make available any material that infringes any copyright,
patent, trademark, trade secret or other proprietary rights of any person or
entity.
It is
American Agent
Network’s policy to terminate, in appropriate circumstances, the membership of
repeat infringers.
If
you believe your work has been copied and posted on or through the American
Agent Network Services in a way that constitutes copyright infringement, please
send nSage Technologies' Copyright Agent a notification of claimed
infringement with all of the following information: (a) identification of the
copyrighted work claimed to have been infringed, or, if multiple copyrighted
works are covered by a single notification, a representative list of such
works; (b) identification of the claimed infringing material and information
reasonably sufficient to permit us to locate the material on the American Agent
Network Services (providing the URL(s) of the claimed infringing material
satisfies this requirement); (c) information reasonably sufficient to permit us
to contact you, such as an address, telephone number, and, if available, an
email address; (d) 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; (e) a statement by you, made under penalty of perjury, that the above
information in your notification is accurate and that you are the copyright
owner or are authorized to act on the copyright owner's behalf; and (f) your
physical or electronic signature. nSage Technologies' Copyright Agent for
notification of claimed infringement can be reached as follows: Copyright
Agent, nSage Technologies, 4855 River Green Pkwy, #320, Duluth, GA
30096; Facsimile: (877) 531-6493; Phone: (678) 889-7777; Attn: Copyright Agent.
nSage Technologies' Copyright Agent for notification of claimed
infringement can also be reached electronically at copyrightagent@AANWeb.com.
10.
Third Party Linked Services.
Linked Services created by third party developers may be available on, through
or in connection with the American Agent Network Services. Linked Services
include applications, websites, desktop, wireless, mobile and other services
available from third parties which can be installed onto your American Agent
Network profile or shared with other Users on the American Agent Network
Services or which may link to your American Agent Network account from outside
of the American Agent Network Services. Linked Services may use your American
Agent Network profile information, friends and/or other profile content on the
Linked Service and share activity events between American Agent Network and the
Linked Service (depending on the features the Linked Service chooses to make
available).
When
you engage with a third party Linked Service, you are interacting with the
third party, not with American Agent Network. nSage Technologies does not
control the third party, and cannot dictate their actions. If you choose to use
a third party Linked Service, the Linked Service may use and share your data in
accordance with the privacy policy of and your privacy settings on such
service. In addition, the third party providing the Linked Service may use
other parties to provide portions of the application or service to you, such as
technology, development or payment services. nSage Technologies is not
responsible for and makes no warranties, express or implied, as to the third
party Linked Services or the providers of such Linked Services (including, but
not limited to, the privacy practices thereof). nSage Technologies
encourages you not to provide any personally identifiable information to any
third party Linked Service unless you know and are comfortable with the party
with whom you are interacting.
11.
Member Disputes.
You are solely responsible for your interactions with other American Agent
Network Users, third party developers or any other parties with whom you
interact through the American Agent Network Services and/or Linked Services.
nSage Technologies reserves the right, but has no obligation, to become
involved in any way with these disputes.
12.
Privacy.
Use of the American Agent Network Services is also governed by our
Privacy Policy,
which is incorporated into this Agreement by this reference.
13.
Disclaimers.
nSage Technologies is not responsible for and makes no warranties, express
or implied, as to the User Content or the accuracy and reliability of the User
Content posted through or in connection with the American Agent Network
Services or Linked Services, by Users of the American Agent Network Services or
Linked Services, and such User Content does not necessarily reflect the
opinions or policies of nSage Technologies. In addition, American Agent
Network is not responsible for any damage, injury or loss caused by Users of
the American Agent Network Services or by any of the equipment or programming
associated with or utilized in the American Agent Network Services or Linked
Services. Profiles and Linked Services created and posted by Members on, though
or in connection with the American Agent Network Services may contain links to
other websites or services. nSage Technologies is not responsible for the
Content, accuracy or opinions expressed on such websites and services, and such
websites and services are not necessarily investigated, monitored or checked
for accuracy or completeness by nSage Technologies. Inclusion of any linked
website or service on the American Agent Network Services does not imply
approval or endorsement of the linked website or service by American Agent
Network. When you access these third party sites and services, you do so at
your own risk. nSage Technologies takes no responsibility for third party
advertisements or Linked Services that are posted on,
through or in connection with the American Agent Network Services or Linked
Services, nor does it take any responsibility for the goods or services
provided by these third parties. nSage Technologies is not responsible for
the conduct, whether online or offline, of any User of the American Agent
Network Services or Linked Services. nSage Technologies assumes no
responsibility for any error, omission, interruption, deletion, defect, delay
in operation or transmission, communications line failure, theft or destruction
or unauthorized access to, or alteration of, any User or Member communication.
nSage Technologies is not responsible for any problems or technical
malfunction of any telephone network or lines, computer online systems, servers
or providers, computer equipment, software, failure of any email or players due
to technical problems or traffic congestion on the Internet or on any of the
American Agent Network Services or Linked Services or combination thereof,
including, without limitation, any injury or damage to Users or to any person's
computer related to or resulting from participation or downloading materials in
connection with the American Agent Network Services or Linked Services. Under
no circumstances shall nSage Technologies be responsible for any loss or
damage, including, without limitation, personal injury or death, resulting from
use of the American Agent Network Services or Linked Services, attendance at a
American Agent Network event, from any User Content posted on or through the
American Agent Network Services or Linked Services, or from the conduct of any
Users of the American Agent Network Services, whether online or offline. The
American Agent Network Services and Linked Services are provided "AS-IS" and as
available and nSage Technologies expressly disclaims any warranty of
fitness for a particular purpose or non-infringement. nSage Technologies
cannot guarantee and does not promise any specific results from use of the
American Agent Network Services or Linked Services.
14.
Limitation on Liability.
IN NO EVENT SHALL nSage Technologies BE LIABLE TO YOU OR ANY THIRD PARTY
FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE
DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR
USE OF THE American Agent Network SERVICES OR LINKED SERVICES, EVEN IF American
Agent Network HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, American Agent
Network'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM
OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU
TO nSage Technologies FOR THE American Agent Network SERVICES DURING THE
TERM OF MEMBERSHIP.
15.
U.S. Export Controls.
Software available in connection with the American Agent Network Services (the
"Software") is further subject to United States export controls. No Software
may be downloaded from the American Agent Network Services or otherwise
exported or re-exported in violation of U.S. export laws. Downloading or using
the Software is at your sole risk.
16.
Disputes.
The Agreement shall be governed by, and construed in accordance with, the laws
of the State of Georgia, without regard to its conflict of law provisions. You
and nSage Technologies agree to submit to the exclusive jurisdiction of the
courts located within the State of Georgia to resolve any dispute arising out
of the Agreement or the American Agent Network Services. EACH OF THE PARTIES
HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO
A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING,
BUT NOT LIMITED TO,
ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF,
UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO
CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED,
EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH
LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH
OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE
OTHER PARTY ENTERING INTO THIS AGREEMENT.
17.
Indemnity.
You agree to indemnify and hold nSage Technologies, its subsidiaries, and
affiliates, subcontractors and other partners, and their respective officers,
agents, partners and employees, harmless from any loss, liability, claim, or
demand, including,
but not limited to, reasonable attorneys' fees, made by any third party due to
or arising out of your use of the American Agent Network Services in violation
of this Agreement and/or arising from a breach of this Agreement and/or any
breach of your representations and warranties set forth in this Agreement
and/or any Content that you post on, through or in connection with the American
Agent Network Services.
18.
Other.
This Agreement is accepted upon your use of the American Agent Network Website
or any of the American Agent Network Services and is further affirmed by you
becoming a Member. Your agreement with nSage Technologies will always
include this Agreement at a minimum. Your access and use of certain American
Agent Network Services will require you to accept additional terms and
conditions applicable to such certain American Agent Network Services, in
addition to this Agreement, and may require you to download Software or
Content. The failure of nSage Technologies to exercise or enforce any right
or provision of this Agreement shall not operate as a waiver of such right or
provision. The section titles in this Agreement are for convenience only and
have no legal or contractual effect. American Agent Network is a trademark of
American Agent Network, LLC. This Agreement operates to the fullest extent
permissible by law. If any provision of this Agreement is unlawful, void or
unenforceable, that provision is deemed severable from this Agreement and does
not affect the validity and enforceability of any remaining provisions.
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