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Terms of Use

PLEASE READ THE FOLLOWING USER AGREEMENT ("AGREEMENT") CAREFULLY BEFORE YOU USE THE SPONGEFISH, INC. (SPONGEFISH) WEBSITE. YOUR RIGHT TO USE THE SPONGEFISH INFORMATION OR CONTENT INCLUDING BUT NOT LIMITED TO TEXT, SOFTWARE, COMMUNICATIONS, DATA, PHOTOS, GRAPHICS, AUDIO OR ANY COMBINATION THEREOF ON THE WEBSITE (THE "CONTENT") IS SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CONTINUING TO USE THE WEBSITE, YOU ARE INDICATING YOUR AGREEMENT TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND ALL REVISIONS THEREOF.

Acceptance of Terms

Welcome to Spongefish.com ("SpongeFish" or "Company"). SpongeFish provides its website and related services ("Website") to you subject to the following Agreement, which may be updated from time to time without notice to you. Your continued use of the SpongeFish Website after any such changes constitutes your acceptance of the new terms. If you have any questions about the Agreement, you may contact us at user_agreement@spongefish.com.

Description

SpongeFish provides content ("Content") through SpongeFish's website, www.spongefish.com and related services (the "Website") that allow its users to create, find, and access a variety of Content for personal non-commercial use.

Your Account and Privacy Policy

To access some features of the Website and certain Content, you must Signup for a SpongeFish user account. When creating your user account, you must provide accurate and complete information.

You will receive a password and user account upon completing the Website's registration process enabling you to Login. When you do so you are a Spongefish Member ("Member"). As a Member you are solely responsible for the activity that occurs on your user account. You must keep your user account login and password secure. Furthermore, you are solely and entirely responsible for any and all activities which occur under your user account.

Your privacy is very important to SpongeFish. Your use of the Content is governed by the SpongeFish Privacy Policy. By accepting this Agreement you expressly consent to SpongeFish's limited disclosure and use of your personal information, including using email to communicate with you, as described in the privacy policy (http://www.spongefish.com/about/privacy), which is incorporated herein by reference.

Your account settings give you the choice to refuse to receive messages from SpongeFish members.

You agree to notify SpongeFish immediately of any unauthorized use of your user account or any other breach of security known to you. You agree to indemnify and hold SpongeFish harmless for any improper or illegal use of your user account. This includes illegal or improper use by someone to whom you have given permission to use your user account.

Grant of License

Subject to the terms and conditions of this Agreement, SpongeFish grants to you a non-exclusive, non-transferable right to download, store and use a copy of the Content solely for your own personal non-commercial use. You must reproduce and include any copyright, trademark and proprietary notices on any copy of the Content.

Submission of Content and Rights

The Site and Software enables you to create Content for display on the Site. You retain ownership of the copyright and other intellectual property rights in the Content subject to:

  • Company's ownership of any underlying code incorporated into Content that you create with the Software; and
  • Company's or third parties' ownership of material that may be incorporated in Content you submit to and Publish on the site

SpongeFish does not claim ownership of the Content you place on the Website. The Content will be owned by you or a third party from whom You got permission to post the content.

By placing Content on SpongeFish you grant the Company a worldwide, royalty-free, and non-exclusive license, for as long as your Content is displayed on SpongeFish, to reproduce, display, excerpt, adapt and publish the Content for the purpose of displaying, distributing and promoting Your Content on SpongeFish. In addition, Company may do any or all of the foregoing for any purpose necessary or relating to the Company's services, products or advertising as part of its effort to find the widest possible audience for its Members. Any Content that you Share or Publish on the Website is deemed non-confidential. SpongeFish shall be under no obligation to maintain the confidentiality of any information, in whatever form, contained in the Content.

You shall be solely responsible for the Content and the consequences of posting or publishing it.

In connection with the Content, you affirm that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize SpongeFish to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Content to enable inclusion and use of the Content on this Site and described in this Agreement; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Content in the manner contemplated by this Site and this Agreement.

Company has the right in its sole discretion to refuse to post Content for any reason, including, but not limited to, submitted Content that appears to contain material protected by intellectual property rights held by a third party.

You agree that SpongeFish is not responsible for any violations of any intellectual property rights in any Content that you submit to SpongeFish by third parties. You understand that by using these services that your Content will be publicly available to others and that SpongeFish has no obligation to prevent the unauthorized copying, dissemination, alteration or other use of your Content by others.

Restrictions and User Conduct

In using the Website, you agree not to:

  • modify, adapt, translate, reverse engineer, decompile, disassemble or create derivative works from the Company's Software;
  • upload, post, email or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, vulgar, harassing, defamatory, obscene, pornographic, indecent, inflammatory, libelous, tortious, hateful, racially, ethnically or otherwise objectionable, or invasive of another's rights including but not limited to rights of celebrity, privacy and intellectual property;
  • impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • upload, post, email or otherwise transmit any Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By uploading any Content, you represent and warrant that you have the lawful right to reproduce and distribute such Content and that the Content complies with all applicable federal, state and local laws, regulations and ordinances;
  • upload, post, email or otherwise transmit any Content that would constitute or encourage a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national, or international law;
  • upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, or any other form of solicitation;
  • upload, post, email or otherwise transmit any material that 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;
  • upload, post, email or otherwise transmit false or misleading information;
  • disrupt or interfere with the security of, or otherwise abuse, the Website, or any services, system resources, accounts, servers, or networks connected to or accessible through the Website or affiliated or linked websites;
  • access, tamper with or use non-public areas of the Website. Unauthorized individuals attempting to access these areas of the Website may be subject to prosecution;
  • disrupt or interfere with any other user's enjoyment of the Website or affiliated or linked websites
  • frame or link to the Website except as permitted in writing by SpongeFish;

You acknowledge that SpongeFish does not pre-screen submitted Content, but that SpongeFish and its designees shall have the right (but not the obligation) upon their sole discretion to reject or remove any Content that is available via the Website. Without limiting the foregoing, SpongeFish and its designees shall have the right to remove any Content that violates the Agreement or is otherwise objectionable to SpongeFish.

You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content, created by or submitted to, SpongeFish. SpongeFish's use, including but not limited to distribution, public display, or sale, of Content does not indicate that SpongeFish approves of the Content, that the Content conforms with all applicable laws, or that you are absolved of any liability or harm arising from the use of the Content.

You acknowledge and agree that SpongeFish may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce the Agreement; (iii) respond to claims that any Content violates the rights of third-parties; or (iv) protect the rights, property, or personal safety of SpongeFish, its users and the public.

You understand that the technical processing and operation of the Website, including your Content, may involve (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connection networks or devices.

The SpongeFish website may contain links to third party websites that are not owned or controlled by SpongeFish. SpongeFish has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, SpongeFish will not and cannot censor or edit the content of any third-party site. By agreeing and accepting the terms of this Agreement, you expressly relieve SpongeFish from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the SpongeFish website and to read the terms and conditions and privacy policy of each other website that you visit.

SpongeFish takes no responsibility and assumes no liability for any Content uploaded or otherwise transmitted by or to you or by or to any third-party, or for any mistakes, defamation, slander, libel, omissions, falsehoods, infringement, obscenity, pornography or profanity you or a third party may encounter. SpongeFish reserves the right but not the obligation to remove any materials it deems objectionable. You hereby agree to waive any claims against SpongeFish and its affiliates, contractors, agents and employees for losses, damages and injuries which are based on or relate to communications or materials made available to the Website or posted on the Website by persons other than SpongeFish or its affiliates. You hereby agree to indemnify SpongeFish and its affiliates from all claims and expenses, including reasonable attorney's fees, which claims are based on or arise from your violation of any of the provisions of this User Agreement.

You acknowledge and agree that you will use this Website and any Content available on this Website at all times in accordance with all applicable United States federal, state and local laws, statutes, regulations and ordinances and will not take any action that harms or violates the rights of any person or entity.

Warranty Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, THE CONTENT AS PROVIDED BY SPONGEFISH IS PROVIDED AND LICENSED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. SPONGEFISH DOES NOT WARRANT OR GUARANTEE THAT (A) THE USE OF THE CONTENT OR WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE, OR (B) THE WEBSITE OR ITS CONTENT WILL MEET YOUR REQUIREMENTS, OR (D) THE QUALITY OF ANY CONTENT, PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS, OR (D) THAT DEFECTS, IF ANY, WILL BE CORRECTED. SPONGEFISH DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY CONTENT, PRODUCT OR SERVICE OFFERED THROUGH THE WEBSITE AND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF CONTENT, PRODUCTS OR SERVICES. YOU ACKNOWLEDGE THAT SPONGEFISH MAKES NO WARRANTY OR REPRESENTATION THAT CONFIDENTIALITY OF INFORMATION TRANSMITTED THROUGH THE WEBSITE WILL BE MAINTAINED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SPONGEFISH OR THROUGH OR FROM THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.

YOU AGREE THAT SPONGEFISH SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU IN CONNECTION WITH THE WEBSITE OR ANY CONTENT CONTAINED THEREIN INCLUDING BUT NOT LIMITED TO LOSS OF DATA FROM DELAYS, NONDELIVERIES OF CONTENT OR EMAIL, ERRORS, SYSTEM DOWN TIME, MISDELIVERIES OF CONTENT OR EMAIL, NETWORK OR SYSTEM OUTAGES, FILE CORRUPTION, OR SERVICE INTERRUPTIONS CAUSED BY THE NEGLIGENCE OF SPOONGEFISH, ITS AFFILIATES, ITS LICENSORS, OR A USER'S OWN ERRORS AND/OR OMISSIONS.

YOU EXPRESSLY AGREE THAT USE OF THIS SERVICE, INCLUDING ALL CONTENT DISTRIBUTED BY, DOWNLOADED, OR ACCESSED FROM OR THROUGH THE WEBSITE, IS AT YOUR SOLE RISK. YOU UNDERSTAND AND AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL SPONGEFISH BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR TO THE USE OF OR INABILITY TO USE THE WEBSITE OR CONTENT INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, COMPUTER FAILURE, AND ANY OTHER INTANGIBLE LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN NO EVENT SHALL SPONGEFISH'S LIABILITY HEREUNDER FOR CLAIMS IN THE AGGREGATE, EXCEED THE AMOUNT THAT YOU PAID SPONGEFISH UNDER THIS AGREEMENT DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE ACT OR OMISSION GIVING RISE TO THE LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

Indemnity

You will indemnify SpongeFish, its employees and agents from and against all costs, claims, demands, expenses, fines, penalties and liabilities whatsoever which may be made against, sustained, paid or incurred by SpongeFish, its employees or agents as a direct or indirect result of your breach of this Agreement, negligence, breach of statutory duty or other act or omission.

Digital Millenium Copyright Act Compliance and Copyright Infringement.

If you have any copyright concerns about any materials posted on this site (" Free-Ed.Net") by others, please let us know. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. ยง 512).

If you believe that content you own has been used on SpongeFish in a way that violates your copyright or other intellectual property rights, please provide SpongeFish's Designated Agent with the following information:

  • An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
  • A description of the copyrighted work or other intellectual property that you claim has been infringed;
  • A description of where the material that you claim is infringing is located on the site; Your address, email address, and telephone number;
  • A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, their agent, or the law; and
  • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Contact information for the Designated Agent:

By mail: Designated Agent
SpongeFish, Inc.
450 Sansome St
Suite 200 San Francisco, CA 94111
By fax: 866-786-8119

By email: designated_agent@spongefish.com

Term And Termination

This Agreement is effective on the date you Signup for SpongeFish and or download or use Content, and unless earlier terminated, continues for the duration of the applicable copyright in the Content. This Agreement will terminate automatically without notice from SpongeFish if you fail to comply with any provision of this Agreement. You may terminate this Agreement at any time by destroying all copies of the Content. Upon termination of this Agreement for any reason, you agree to destroy all copies of the Content. Upon termination there will be no refund of any monies or other consideration paid by you.

Choice Of Law

This Agreement will be governed and construed in accordance with the laws of the United States of America and the State of California as applied to agreements entered into and to be performed entirely within California between California residents. This Agreement will be deemed to have been made and entered into in San Francisco County, California. The parties hereby submit to the non-exclusive jurisdiction of, and waive any venue objections against, the United States District Court for the Northern District of California, and the Superior and Municipal Courts of the State of California, San Francisco County, in any litigation arising out of or in connection with the Agreement. The parties expressly disclaim application of the United Nations Convention on Contracts for the International Sale of Goods.

Miscellaneous

You acknowledge that you have read this Agreement, understand it and agree to be bound by its terms and conditions. You also agree that this Agreement is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior or contemporaneous oral or written agreements and any other communications between the parties relating to the subject matter of the Agreement. No waiver of any right under this Agreement will be deemed effective unless contained in writing and signed by a duly authorized representative of SpongeFish, and no waiver of any past or present right arising from any breach or failure to perform will be deemed to be a waiver of any future right arising under this Agreement. If any provision in this Agreement is invalid or unenforceable, that provision will be reformed to the maximum extent allowed by law to reflect the same economic effect as the invalid or unenforceable provision, and the other provisions of this Agreement will remain in full force and effect. Except for the obligation to pay Content License Fees and the applicable advertising revenue, a party's performance under this Agreement is excused if that party is unable to perform under this Agreement due to an event beyond its reasonable control, including without limitation, natural disasters, labor unrest, governmental restrictions, and the like. You will be responsible for payment of all taxes and duties due pursuant to this Agreement. The section headings appearing in this Agreement are for the convenience of the parties and do not define or limit the scope or intent of such sections. No modification of this Agreement will be binding unless it is in writing and signed by authorized representatives of both parties. The English language will be the controlling language of this Agreement. All communications and notices given pursuant to this Agreement will be in the English language. Should you have any questions concerning this Agreement, please contact SpongeFish in writing at the address given below:

SpongeFish, Inc.599 3rd St, Suite 308 San Francisco, CA 94107

Copyright 2008 SpongeFish, Inc.