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FactsAfrica Terms of Use Agreement November 15, 2010
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FactsAfrica, LLC operates FactsAfrica.com, which is a social networking platform that allows Members to create unique personal profiles online in order to find and communicate with old and new friends. The services offered by FactsAfrica include any FactsAfrica-branded URL (the "FactsAfrica Website"), FactsAfrica messaging services (including, without limitation, instant messaging, private messaging, and email services), FactsAfrica music and video services, FactsAfrica developer services, FactsAfrica mobile services, and any other features, content, or applications offered from time to time by FactsAfrica in connection with FactsAfrica’s business (collectively, the "FactsAfrica Services"). The FactsAfrica 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 FactsAfrica Services. By accessing and/or using the FactsAfrica Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the FactsAfrica Services, including, without limitation, through a mobile or other wireless device, or otherwise use the FactsAfrica Services without being registered) or you are a "Member" (which means that you have registered with FactsAfrica). The term "User" refers to a Visitor or a Member. You are authorized to use the FactsAfrica Services (regardless of whether your access or use is intended) only if you agree to abide by all applicable laws, rules and regulations and the terms of this Agreement. In addition, in consideration for becoming a Member and/or making use of the FactsAfrica Services, you must indicate your acceptance of this Agreement during the registration process.
FactsAfrica 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 FactsAfrica Services. All material modifications will apply prospectively only. Your continued use of the FactsAfrica 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 FactsAfrica Services immediately. You may receive a hard copy of this Agreement by contacting us using the Contact Us information provided on the website.
1. Eligibility:
Use of the FactsAfrica Services and registration to be a Member for the FactsAfrica Services is void where prohibited. By using the FactsAfrica 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 13 years of age or older; and (d) your use of the FactsAfrica 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 13 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, or if we believe you are over 18 and represent yourself as under 18.
2. Term:
This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the FactsAfrica 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. FactsAfrica may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Furthermore, FactsAfrica 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) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the FactsAfrica Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. In addition, FactsAfrica reserves the right, in its sole discretion, to reassign or rename your profile URL. FactsAfrica expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the FactsAfrica Services if FactsAfrica determines, in its sole discretion, that you have violated this Agreement or pose a threat to FactsAfrica, 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 FactsAfrica reserves the right to charge for any portion of the FactsAfrica Services and to change its fees (if any) from time to time in its discretion. If FactsAfrica 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 FactsAfrica 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 FactsAfrica 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 FactsAfrica. FactsAfrica reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the FactsAfrica 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 FactsAfrica 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. FactsAfrica reserves the right to take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the FactsAfrica Services.
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9. 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 FactsAfrica Services. FactsAfrica reserves the right to investigate and take appropriate legal action against anyone who, in FactsAfrica's sole discretion, violates this provision, including, without limitation, removing the offending Content from the FactsAfrica 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 FactsAfrica:
1. is patently offensive or promotes or otherwise incites racism, bigotry, hatred or physical harm of any kind against any group or individual;
2. harasses or advocates harassment of another person;
3. exploits people in a sexual or violent manner;
4. contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website;
5. solicits or is designed to solicit personal information from anyone under 18;
6. publicly posts information that poses or creates a privacy or security risk to any person;
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. 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;
9. involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
10. contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
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;
12. solicits or is designed to solicit passwords or personal identifying information for commercial or unlawful purposes from other Users;
13. involves commercial activities and/or sales without prior written consent from FactsAfrica such as contests, sweepstakes, barter, advertising, or pyramid schemes;
14. includes a photograph or video of another person that you have posted without that person's consent;
15. for band, comedy, filmmaker and other profiles, uses sexually suggestive imagery or any unfair, misleading or deceptive Content intended to draw traffic to the profile; or
16. violates or attempts to violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person.
17. The following are examples of the kind of activity that is illegal or prohibited on the FactsAfrica Website and through your use of the FactsAfrica Services. FactsAfrica reserves the right to investigate and take appropriate legal action against anyone who, in FactsAfrica's 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:
18. criminal or tortuous activity, including, but not limited to, child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, defamation, stalking, spamming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
19. advertising to, or solicitation of, any Member to buy or sell any products or services through the unauthorized or impermissible use of the FactsAfrica 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, FactsAfrica 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 FactsAfrica 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 mood updates, bulletins or other unauthorized commercial communications of any kind through the FactsAfrica Services, you acknowledge that you will have caused substantial harm to FactsAfrica, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay FactsAfrica $50 for each actual or intended recipient of such unsolicited message, status or mood update, bulletin or other unauthorized commercial communication you send through the FactsAfrica Services;
20. 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 FactsAfrica Services;
21. 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;
22. modifying, copying, distributing, downloading, scraping or transmitting in any form or by any means, in whole or in part, any Content from the FactsAfrica Services other than your Content which you legally post on, through or in connection with the FactsAfrica Services;
23. providing or using “tracking” or monitoring functionality in connection with the FactsAfrica Services, including, without limitation, to identify other Users’ views, actions or other activities on the FactsAfrica Services;
24. covering or obscuring the banner advertisements and/or safety features (e.g., report abuse button) on your personal profile page, or any FactsAfrica page via HTML/CSS or any other means;
25. any automated use of the system, such as, but not limited to, using scripts to add friends or send comments, messages, status or mood updates, blogs or bulletins;
26. interfering with, disrupting, or creating an undue burden on the FactsAfrica Services or the networks or services connected to the FactsAfrica Services;
27. impersonating or attempting to impersonate FactsAfrica or a FactsAfrica 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);
28. for band, comedy, filmmaker and other profiles containing a FactsAfrica player, copying the code for your FactsAfrica Player and embedding it (or directing others to embed it) anywhere other than in your band profile on FactsAfrica;
29. 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;
30. selling or otherwise transferring your profile, your email address or URL;
31. using or distributing any information obtained from the FactsAfrica Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;
32. 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 FactsAfrica Services on behalf of that person, such as placing commercial content on your profile, links to e-commerce sites not authorized by FactsAfrica, posting status or mood 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;
33. relaying email from a third party's mail servers without the permission of that third party;
34. using invalid or forged headers to disguise the origin of any Content transmitted to or through FactsAfrica’s computer systems, or otherwise misrepresenting yourself or the source of any message or Content;
35. using any automated system, including, but not limited to, scripts or bots in order to harvest email addresses or other data from the FactsAfrica Website for the purposes of sending unsolicited or unauthorized material;
36. 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
37. using the FactsAfrica Services in a manner inconsistent with any and all Applicable Law.
ervices is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.
aterial that violates or infringes in any way upon the proprietary rights of others including, without limitation, copyright or trademark rights. |
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10. Disclaimers :
FactsAfrica 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 FactsAfrica Services or Linked Services, by Users of the FactsAfrica Services or Linked Services, and such User Content does not necessarily reflect the opinions or policies of FactsAfrica. In addition, FactsAfrica is not responsible for any damage, injury or loss caused by Users of the FactsAfrica Services or by any of the equipment or programming associated with or utilized in the FactsAfrica Services or Linked Services. Profiles and Linked Services created and posted by Members on, though or in connection with the FactsAfrica Services may contain links to other websites or services. FactsAfrica 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 FactsAfrica. Inclusion of any linked website or service on the FactsAfrica Services does not imply approval or endorsement of the linked website or service by FactsAfrica. When you access these third party sites and services, you do so at your own risk. FactsAfrica takes no responsibility for third party advertisements or Linked Services that are posted on, through or in connection with the FactsAfrica Services or Linked Services, nor does it take any responsibility for the goods or services provided by these third parties. FactsAfrica is not responsible for the conduct, whether online or offline, of any User of the FactsAfrica Services or Linked Services. FactsAfrica 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. FactsAfrica 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 FactsAfrica 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 FactsAfrica Services or Linked Services. Under no circumstances shall FactsAfrica be responsible for any loss or damage, including, without limitation, personal injury or death, resulting from use of the FactsAfrica Services or Linked Services, attendance at a FactsAfrica event, from any User Content posted on or through the FactsAfrica Services or Linked Services, or from the conduct of any Users of the FactsAfrica Services, whether online or offline. The FactsAfrica Services and Linked Services are provided "AS-IS" and as available and FactsAfrica expressly disclaims any warranty of fitness for a particular purpose or non-infringement. FactsAfrica cannot guarantee and does not promise any specific results from use of the FactsAfrica Services or Linked Services.
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11. Limitation on Liability :
IN NO EVENT SHALL FACTSAFRICA 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 FACTSAFRICA SERVICES OR LINKED SERVICES, EVEN IF FACTSAFRICA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, FACTSAFRICA'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 FACTSAFRICA FOR THE FACTSAFRICA SERVICES DURING THE TERM OF MEMBERSHIP.
12. U.S. Export Controls :
Software available in connection with the FactsAfrica Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the FactsAfrica Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
13. Disputes :
The Agreement shall be governed by, and construed in accordance with, the laws of the State of North Carolina, without regard to its conflict of law provisions. You and FactsAfrica agree to submit to the exclusive jurisdiction of the courts located within the State of North Carolina to resolve any dispute arising out of the Agreement or the FactsAfrica 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.
14. Indemnity :
You agree to indemnify and hold FactsAfrica, 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 FactsAfrica 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 FactsAfrica Services.
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15. Other :
This Agreement is accepted upon your use of the FactsAfrica Website or any of the FactsAfrica Services and is further affirmed by you becoming a Member. Your agreement with FactsAfrica will always include this Agreement at a minimum. Your access and use of certain FactsAfrica Services will require you to accept additional terms and conditions applicable to such certain FactsAfrica Services, in addition to this Agreement, and may require you to download Software or Content. The failure of FactsAfrica 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. FactsAfrica is a trademark of FactsAfrica, 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.
To contact us regarding any questions about this Agreement, please use the Contact FactsAfrica form.
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I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.
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