APEsphere User Agreement

Last Updated: 25 June 2009

Entering into our agreement

1. Welcome to APEsphere.com (APEsphere, Service or we). Please read this User Agreement before using this Service. By continuing to use APEsphere.com, you agree to abide by the conditions of this User Agreement.

2. Other documents governing our relationship

Privacy. You should refer to APEsphere's Privacy Policy to understand how APEsphere collects, uses and discloses your personal information. The Service is not directed to, and not intended for the use of, children under the age of 13. If you are under the age of 13, please do not register or submit any personal information to the Service.

The APEsphere Code. You agree to the terms of The APEsphere Code regarding your use of APEsphere, including your submission of any articles, commentary, links, and any other data, documents, text, code, applications, music, sound, photographs, graphics, video, messages, ratings, forum postings, comments or other materials (collectively, "User Content"). The APEsphere Code is located at the end of, and is a part of, this User Agreement.

Applicable Law and Venue

3. This User Agreement shall be governed by the laws of the United States and the State of New York, applicable to agreements made and to be performed therein without regard to conflict of laws principles. Both parties consent to the non-exclusive jurisdiction of any state or federal court located in New York, New York.

Respecting property in content

4. This Service (including, without limitation, text, photographs, graphics, video and audio content) is protected by copyright as a collective work or compilation under the copyright laws of the United States and other countries, and APEsphere (subject to the rights of its licensors and licensees under applicable agreements, understandings and arrangements) has rights therein. All individual articles, videos, content and other elements comprising this Service are also copyrighted works, and APEsphere (subject to the rights of its licensors and licensees under applicable agreements, understandings and arrangements) has rights therein. You must abide by all additional copyright notices or restrictions contained in this Service. By posting or submitting content on or to the Service (regardless of the form or medium with respect to such content, whether text, videos, photographs, audio or otherwise), you are giving APEsphere, and its affiliates, agents and third party contractors the right to display or publish such content on the Service and its affiliated publications (either in the form submitted or in the form of a derivative or adapted work), to store such content, and to distribute such content and use such content for promotional and marketing purposes.

5. APEsphere reserves the right to remove or not publish submissions without prior notice.

6. APEsphere grants you a limited license to make personal use of the Service for your information purposes only. This license does not include the right to: (a) use the Service for other than for its intended purpose, including but not limited to any marketing, selling, or other commercial uses; (b) use framing techniques to enclose any portion of the Service, including any images found on the Service or any text or the layout or design of any page or form contained on a page; (c) make derivative uses of the Service; or (d) any systematic collection or extraction of data through the use of any data mining, robots or similar data gathering or extraction methods.

7. Just as APEsphere from time to time excerpts materials from other sources in order to support the various commentaries and writings contained herein, we respect the right of others to make fair use of the materials contained on APEsphere; accordingly, you may from time to time excerpt and use materials set forth on this site, provided, that you must give the original author credit and such use must be for a non-commercial purpose only and not, for example, for re-sale.

Trademarks and Service Marks

8. "APEsphere," "APEsphere.com", BusinessAPE, LivingAPE and APEsphere's logos are trademarks, service marks or registered trademarks of APEsphere or its suppliers and licensors, and may not be copied, used or imitated, in whole or in part, without the prior written permission of APEsphere or its suppliers or licensors. You may not use meta tags or any other "hidden text" using any of the above-referenced marks without APEsphere's permission. Additionally, all page headers, graphics, icons, and scripts are service marks, trademarks, and/or trade dress of APEsphere, and may not be copied, imitated, or used, in whole or in part, without APEsphere's prior written permission. All other APEsphere names or logos mentioned on the Service, or any other trademarks, registered or otherwise, are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by APEsphere.

9. You are not conveyed any other right or license, by implication, estoppel or otherwise, in or under any patent, trademark, or proprietary right of APEsphere or any third party. Any unauthorized use of the Service will terminate the permission or license granted by APEsphere to you under this User Agreement and may violate applicable law, including but not limited to copyright laws, trademark laws (including trade dress), and communications regulations and statutes.

Check user property right to post content

10. You acknowledge and agree that you will not post on APEsphere any content for which you do not have the clear right to do so and to grant the rights granted above. You further acknowledge and agree that you are solely responsible and liable for any content that you post on the Service and for any infringement or other liability that may result.

11. In connection with each of your submissions, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize APEsphere to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all such submissions to enable inclusion and use of such submissions in the manner contemplated by APEsphere and this User Agreement; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in such submissions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of such submissions in the manner contemplated by APEsphere and this User Agreement. In furtherance of the foregoing, you agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant APEsphere all of the rights granted herein; (ii) publish falsehoods or misrepresentations that could damage APEsphere or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; or (iv) post advertisements or solicitations of business.

Copyright infringement

12. If you believe your work has been copied and posted to the Service in a way that constitutes copyright infringement, please submit notice to APEsphere via the contact form giving the following information: (i) a description of the copyrighted work that you claim has been infringed; (ii) the URL of the location containing the material that you claim is infringing; (iii) your address, telephone number, and email address; (iv) 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; (v) a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Prohibited Conduct

13. The following non-exhaustive list describes the kinds of illegal or harmful conduct that are prohibited on APEsphere. You agree not to:

• upload, post or otherwise transmit any User Content that:
• is not relevant to the subject matter of the article, commentary, product, service, person or entity;
• is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, known to be false and presented as truth, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
• you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as, but not limited to, inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure Codes)
• contains software viruses 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;
• potentially infringes any patent, trademark, trade secret, copyright or other proprietary rights of any person or entity; or
• is unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.
• use an account name, file or directory name, or third level domain (i.e., aaa.APEsphere.com), or other identifier that infringes or misappropriates any trademark, service mark or other indicia of origin or that is otherwise likely to cause confusion as to the source, affiliation, sponsorship or endorsement of a third party's products or services;
• attempt to disguise the origin of any User Content transmitted to the Service;
• act in any manner that negatively affects other users' ability to use the Service;
• use or authorize the use of any means to artificially or falsely drive user traffic to User Content that you or another user posts to the Service, including the use of automated, fraudulent or deceptive processes;
• impersonate any person or entity, including, without limitation, a Service moderator or a manufacturer or owner of any product, or falsely state or otherwise misrepresent your affiliation with a person or entity;
• interfere with the Service, or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
• post User Content that would be harmful to minors in any manner;
• create and/or log in with multiple accounts;
• access the site using a distributed network or other anonymizing service, such as Tor, for the purposes of cloaking your identity, creating multiple accounts, or gaining admittance to the Service after you've had another account disabled;
• post User Content in a language other than English, with the exception of ancillary phrases which may be necessary or illustrative in the middle of larger passages;

System and Network Security

14. You are prohibited from violating the security of any system or network comprising the Service. Such violations may result in criminal and civil liability. Examples of system or network security violations include, without limitation, the following:

• Unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of the Service or to breach security or authentication measures.
• Unauthorized monitoring of data or traffic on the Service.
• Interference with the Service including, without limitation, any type of flooding technique or deliberate attempt to overload a system such as denial of service attacks.
• Forging of any packet header, e-mail header or any part of a message header. This prohibition does not include the use of aliases or anonymous remailers.
• Using manual or electronic means to avoid any use or access limitations placed on this Service.

Enforcement

15. Notwithstanding anything to the contrary in this User Agreement, APEsphere reserves the right, but does not assume the obligation, to investigate any violation of the APEsphere Code, the conduct prohibitions above, or any other misuse of the Service or its systems, equipment or network. APEsphere further reserves the right (each in its sole discretion) to screen, edit, modify, remove or disable access to any User Content that violates these provisions or that APEsphere deems objectionable. Without limiting the foregoing, and notwithstanding anything contrary in our Privacy Policy, APEsphere reserves the right to report any activity, data or persons (including the disclosure of relevant user information) to appropriate law enforcement officials, regulators, or other appropriate third parties if APEsphere suspects you have violated the APEsphere Code, other conduct provisions of this User Agreement, or any law or regulation. APEsphere also may cooperate with appropriate law enforcement agencies to assist in the investigation and prosecution of any illegal conduct.

Hyperlinks

19. APEsphere or third parties may provide links on the Service to other sites or content. APEsphere has no control over such sites or content, and therefore makes no claim or representation regarding, and expressly disclaims responsibility for, the quality, content, nature or reliability of sites or content linked to by the Service. APEsphere provides links to you only as a convenience, and the inclusion of any link on the Service does not imply our affiliation, endorsement, or adoption of the linked site or any information therein. When you leave the Service, our terms and policies no longer govern. You should review applicable terms and policies, including the privacy and data gathering practices, of any third-party sites.

No Warranties

20. THE SITE AND THE MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THE SITE, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY OR DOWNLOADED OR ACCESSED FROM OR THROUGH THE SITE, IS AT YOUR SOLE RISK. APESPHERE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, AND CONTENT ON THE SITE. APESPHERE DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITE ARE ACCURATE, COMPLETE, CURRENT, RELIABLE OR ERROR-FREE.APESPHERE IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY. INFORMATION CREATED BY THIRD PARTIES THAT YOU MAY ACCESS ON THE SERVICE OR THROUGH LINKS IS NOT ADOPTED OR ENDORSED BY APESPHERE AND REMAINS THE RESPONSIBILITY OF SUCH THIRD PARTIES. WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, INCLUDING CONTENT THAT IS POSTED BY THIRD PARTIES. YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.

Limited Liability

21. APEsphere and its affiliates, and their respective members, directors, officers, managers, employees, shareholders, agents and licensors are not liable for incidental, indirect, consequential, special, punitive, or exemplary damages of any kind, including, without limitation, lost revenues or profits, loss of business or loss of data, in any way related to this Service or for any claim, loss or injury based on errors, omissions, interruptions or other inaccuracies in this Service (including, without limitation, as a result of breach of any warranty or other term of this User Agreement).

22. Any claim against us shall be limited to the amount you paid, if any, for use of this Service.

Changes to this User Agreement

23. APEsphere reserves the right to change or modify any of the terms and conditions contained in this User Agreement, or any policy of the Service, at any time and in its sole discretion. If APEsphere decides to change this User Agreement, it will post a new version on the Service and update the effective date set forth above. Any changes or modifications to this User Agreement or policy will be effective upon posting of the revisions. Your continued use of the Service following posting of any changes or modifications constitutes your acceptance of such changes or modifications. You should frequently review this User Agreement and any other applicable policies, including their dates, to understand the terms and conditions that apply.

24. APEsphere reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that APEsphere shall not be liable to you or any third party for any modification, suspension or discontinuance of the Service.

Termination

25. This User Agreement may be terminated by either party for any reason at any time.

26. If any part of these Terms is held to be invalid or unenforceable, the validity or enforceability of the remainder will not be affected.

27. The following provisions will survive any termination of this User Agreement: "User Content", "Your Liability", “Enforcement”, "Trademarks and Service Marks", "No Warranties", "Limited Liability", and "Applicable Law and Venue".