The Argyle Sweater -- Acceptable Use Policy (revised 01-02-09) DEFINITIONS. (This section defines the terms used in the policy) Acceptable Use Policy means The Argyle Sweater's Acceptable Use Policy. Agreement means this Web Services Agreement and all attached schedules and exhibits. Customer Content means any Intellectual Property provided by Customer or its agents for incorporation into the Web Services, including, but not limited to, any data, images, programming, computer code, photographs, illustrations, graphics, audio clips, video clips, or text. Proprietary or Confidential Information means, with respect to the parties, all information or material that (i) gives that party some competitive business advantage or the opportunity of obtaining advantage or the disclosure of which could be detrimental to the interests of that party; or (ii) which is either (A) marked "Confidential," "Restricted," or "Proprietary Information" or other similar marking, (B) known by the parties to be considered confidential and proprietary or (C) from all the relevant circumstances should reasonably be assumed to be confidential and proprietary. The Argyle Sweater's Proprietary or Confidential Information will remain the sole and exclusive property of The Argyle Sweater. Customer's Proprietary or Confidential Information will remain the sole and exclusive property of Customer. Neither party will have any obligation with respect to confidential information which: (i) is or becomes generally known to the public by any means other than a breach of the obligations of a receiving party; (ii) was previously known to the receiving party or rightly received by the receiving party from a third party; (iii) is independently developed by the receiving party; or (iv) subject to disclosure under court order or other lawful process. Documentation means written materials describing the Web Services as are provided by The Argyle Sweater to Customer under this Agreement. Intellectual Property means all inventions (whether or not protectable under patent laws), works of authorship, information fixed in any tangible medium of expression (whether or not protectable under copyright laws), moral rights, mask works, trademarks, trade names, trade dress, trade secrets, know-how, ideas (whether or not protectable under trade secret laws), and all other subject matter protectable under patent, copyright, moral right, mask work, trademark, trade secret, or other laws, including without limitation all new or useful art, combinations, discoveries, formulae, manufacturing techniques, technical developments, artwork, software, programming, applets, scripts, and designs. Web Services means the Internet related services to be provided by The Argyle Sweater to Customer. The Argyle Sweater may, in its sole discretion, retain third parties to provide any of the Web Services. Confidentiality. The parties will hold each other's Proprietary or Confidential Information in strict confidence. The parties agree not to make each other's Proprietary or Confidential Information available in any form to any third party or to use each other's Proprietary or Confidential Information for any purpose other than as specified in this Agreement. Each party agrees to take all reasonable steps to ensure that Proprietary or Confidential Information of either is not disclosed or distributed by its employees, or consultants in violation of the provisions of this Agreement. General Waiver. No term or provision hereof will be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing signed by the party against whom the waiver is asserted. No consent by either party to, or waiver of, a breach by either party, whether express or implied, will constitute consent to, waiver of, or excuse of any other, different, or subsequent breach by either party. Servability. If any part of this Agreement is found invalid or unenforceable, that part will be amended to achieve as nearly as possible the same economic effect as the original provisions and the remainder of this Agreement will remain in full force. Database Information. The Argyle Sweater has the right to access for its business purposes information collected from End Users and clients in connection with rendering the Web Services. Choice of Law and Venue. This Agreement is governed by and construed in accordance with the laws of the State of Texas. The United Nations Convention on Contracts for the International Sale of Goods (1980) is specifically excluded from application to this Agreement. All actions or proceedings arising in connection with this Agreement will be tried and litigated exclusively in the state or federal (if permitted by law and a party elects to file an action in federal court) courts located in Dallas, Texas. This Agreement constitutes the entire agreement between the parties and supersedes all prior or simultaneous representations, negotiations, and agreements, whether written or oral, and all industry customs or trade practices. Neither party has executed this Agreement by reason of or in reliance on any representations which are not fully stated in this Agreement. Modification. Except as provided in (Reservation of Rights), this Agreement may be modified only by writing that refers to this Agreement and is signed by both parties. Allocation of Risk. The Sections on limitations of liability, warranties, and disclaimer of warranties allocate the risks in the Agreement between the parties. This allocation is reflected in the pricing of the Web Services and is an essential element of the basis of the bargain between the parties. Survival. No action by Customer or The Argyle Sweater arising under this Agreement may be brought at any time more than twelve (12) months after the facts occurred upon which the cause of action arose. Attorney's Fees. In any action/arbitration brought under this Agreement, the prevailing party will be entitled to recover its actual costs and reasonable attorneys' fees and all other litigation costs, including expert witness fees, and all actual attorneys' fees and costs incurred in connection with the enforcement of a judgment arising from any action or proceeding. Web Services Acceptable Use Policy. At The Argyle Sweater, I value my work and wish to provide my readers with a positive experience. My goal is to offermy work to my readers and give them the ability to use and enjoy the services provided by The Argyle Sweater. To help The Argyle Sweater offer its customers the best Services possible, all customers need to follow the same rules and guidelines. These policies are intended to make the Services available to all my customers as consistently and efficiently as possible. Although The Argyle Sweater does not monitor your use of the Services, you are obligated to adhere to these policies. Violating any of these policies grants The Argyle Sweater the authority to take the appropriate action to restrict or terminate your access to the Services. The Argyle Sweater reserves the right in its sole discretion to restrict access to or to remove any content for any reason, including but not limited to, your violation of any laws or the terms and conditions of the Web Services Agreement or this Acceptable Use Policy. This Acceptable Use Policy describes certain actions relating to the content and operation of your Web site that The Argyle Sweater considers to be inappropriate and thus prohibited. The examples identified in this list are in addition to the content identified in the Web Services Agreement and are provided solely for your guidance. If you are unsure whether any contemplated use or action is permitted, please contact The Argyle Sweater. The Argyle Sweater's right to remove inappropriate content under this Policy will not place an obligation on The Argyle Sweater to monitor or exert editorial control over your Web site. Inappropriate actions. Actions that The Argyle Sweater considers inappropriate and grounds for restriction of access to or removal of offending material or termination of Services include, but are not limited to, the following: Usingmy work to sell any products or services that are unlawful in the location at which the content is posted or received or the products or services delivered; Usingmy work to post any content that is obscene, lewd, lascivious, pornographic, harassing, or otherwise objectionable. Usingmy work to post any content that holds The Argyle Sweater (including its affiliates), up to public scorn or ridicule or would in anyway damage or impair The Argyle Sweater's reputation or goodwill. Usingmy work to post any content that violates any copyrights, patents, trademarks, trade secrets, or other intellectual property rights of others. Intellectual Property Rights. Material accessible to you through my site is subject to protection under the United States or other copyright laws or laws protecting trademarks, trade secrets, or proprietary information. You must usemy work strictly in accordance with all federal, state, and local laws, ordinances, and regulations. Privacy Policy. View The Argyle Sweater's Privacy Policy at http://www.theargylesweater.com/privacy/index.html End The Argyle Sweater Acceptable use policy.
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