Greenheart Exchange Online (GEO): Terms & Conditions of Use

Terms & Conditions of Use THE TERMS AND CONDITIONS SET FORTH BELOW (THE “TERMS”) GOVERN YOUR USE OF THIS WEBSITE ON THE WORLD WIDE WEB. BY USING THIS WEBSITE, YOU AGREE TO BE BOUND BY THE AGREEMENT FORMED BY THESE TERMS AND CONDITIONS OF USE (THE “TERMS”). IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THIS WEBSITE OR ANY INFORMATION CONTAINED ON THIS WEBSITE. YOUR USE OF THIS WEBSITE SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. GREENHEART EXCHANGE MAY MAKE CHANGES TO THE CONTENT AND SERVICES OFFERED ON THIS WEBSITE AT ANY TIME. INFORMATION ABOUT ANY SUCH CHANGES MADE BY GREENHEART EXCHANGE WILL BE POSTED ON THIS WEBSITE AND/OR THROUGH EMAILS SENT TO REGISTERED USERS. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, CEASE USING THIS WEBSITE. IF YOU DO NOT CEASE USING THIS WEBSITE, YOU WILL BE CONCLUSIVELY DEEMED TO HAVE ACCEPTED THE CHANGE. General Use Restrictions These terms apply to the Internet website located at together with the services available through this website (“site”). Greenheart Exchange provides content and services through this site. All content (excepting site user submissions), music, audio, video, audio-visual, text, graphics, artwork, images, photographs, animations, data, information, software, designs and other materials and legally protectable elements of the site and our services, tangible or intangible, including, without limitation, the selection, sequence, “look and feel” and arrangement of items, as well as all copyrights, trademarks, service marks, brand and trade names which you may encounter or use on the site shall individually and collectively be referred to as the “materials.” The content is either the copyrighted and/or trademarked work of Greenheart Exchange, Greenheart Exchange’s contributors or licensed to Greenheart Exchange by the owners of those copyright/trademarked works. Users of the site have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the materials in any manner. You acknowledge that you have no right, title or interest in or to this site or in any materials. Password Restricted Areas of this Site You need to register for a password to login to this site and to use certain functions and areas within this site. You are responsible for maintaining the confidentiality of your password and account, and agree to notify Greenheart Exchange if your password is lost, stolen, or disclosed to an unauthorized third party, or otherwise may have been compromised. You are responsible for all activities that occur under your account. You agree to immediately notify Greenheart Exchange of any unauthorized use of your account or any other breach of security in relation to this site known to you. Privacy Policy Your use of this site is governed by the Greenheart Exchange Online Privacy Policy, which is available here. Third Party Content Certain information and other content that are not Submissions may be provided by third party licensors and suppliers to Greenheart Exchange (“Third Party Content”). The Third Party Content is, in each case, the copyrighted and/or trademarked work of the creator/licensor. You agree to only display the Third Party Content on your personal computer solely for your personal use. You acknowledge and agree that you have no right to download, cache, reproduce, modify, display (except as set forth in this paragraph), edit, alter or enhance any of the Third Party Content in any manner unless you have permission from the owner of the Third Party Content. GREENHEART EXCHANGE DISCLAIMS ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES AND CONDITIONS WITH REGARD TO THIRD PARTY CONTENT, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON­INFRINGEMENT. Links to Third Party Sites This site may be linked to other sites that are not Greenheart Exchange sites. Greenheart Exchange is providing these links to you only as a convenience, and Greenheart Exchange is not responsible for such linked sites, including, without limitation, the content or links displayed on such sites. Submissions You acknowledge that you are responsible for the information, documents, messages, comments, photos, videos, graphics, sounds and other content or material that you submit, upload, post or otherwise make available on or through the site (each a “Submission”) through the services available in connection with this site, and that you, and not Greenheart Exchange, have full responsibility for each such Submission you make, including its legality, reliability, appropriateness, and trademark and copyright ownership. Unless otherwise explicitly stated herein or in the Greenheart Exchange Privacy Policy, you agree that (a) any Submission that is a document provided by you in connection with this site is provided pursuant to the specific Creative Commons License that you select when you upload or post your Submission and (b) any Submission that is not a document provided by you in connection with this site is provided on a non-proprietary and non-confidential basis and you agree that Greenheart Exchange is free to use such Submission for the purpose of providing you with the associated services and you grant Greenheart Exchange a sublicensable, nonexclusive, worldwide, royalty-free license to (in any media, whether now known or not currently known or invented) link to, utilize, use, publicly perform, publicly display, reproduce, distribute, modify and prepare derivative works of the Submission You further agree that you will not upload, post or otherwise make available on this site any third party material protected by copyright, trade secret, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark, trade secret or other proprietary right, and the burden of determining whether any material is protected by any such right is on you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from any Submission that you make. You represent and warrant that: (i) you own all Submissions posted by you on or through this site or otherwise have the right to grant the licenses to Greenheart Exchange set forth in this section, and (ii) the posting of your Submissions on or through this site does not violate the privacy rights, publicity rights, trademark rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Submissions posted by you to or through this site. When submitting Submissions to or otherwise using this site and/or the services, you agree not to, without limitation: –Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others. –Use racially, ethnically, or otherwise offensive language. –Discuss or incite illegal activity. –Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated) or post links to adult-oriented Internet websites. –Post anything that exploits children or minors or that depicts cruelty to animals. –Disseminate any unsolicited or unauthorized advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, ‘pyramid schemes’, or any other form of such solicitation. –Post advertising messages or solicitations, URLs containing a referral code or referral address or links to businesses or pages with advertising including, without limitation, “blind” or “hidden” referral links –Use any robot, spider, scraper or other automated means to access the site, except for accessing RSS feeds. –Take any action that imposes an unreasonable or disproportionately large load on our infrastructure. –Artificially inflate or alter the ratings available on this site or alter any comments posted by others on this site. This list of prohibitions provides examples and is not complete or exclusive. Greenheart Exchange reserves the right to (a) terminate, in Greenheart Exchange’s sole discretion, your access to your account, your ability to post to this site (or the services) and (b) in Greenheart Exchange sole discretion, refuse, delete or remove any Submissions; with or without cause and with or without notice, for any reason or no reason, or for any action that Greenheart Exchange determines is inappropriate or disruptive to this site or to any other user of this site and/or services. Greenheart Exchange may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at Greenheart Exchange’s discretion, Greenheart Exchange will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this site or on the Internet. These prohibitions do not require Greenheart Exchange to monitor, police or remove any Submissions or other information submitted by you or any other user. Unauthorized Activities Submissions and unauthorized use of any materials or Third Party Content contained on this site may violate certain laws and regulations. You agree to indemnify and hold Greenheart Exchange and its officers, directors, employees, affiliates, agents, licensors, and business partners harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees and costs of defense) Greenheart Exchange or any other indemnified party suffers in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party that your use of this site or the use of this site by any person using your user name and/or password (including without limitation, your participation in the posting areas or, your Submissions) violates any applicable law or regulation, or the copyrights, trademark rights or other rights of any third party. ALTERNATE INDEMNITY: You agree to indemnify defend and hold Greenheart Exchange harmless from and against any and all liabilities, claims, costs, assessments, fees or expenses of any kind including, without limitation, defense costs and reasonable attorneys’ fees arising from or related in any way to (a) any claim which, if proved, would breach any warranty or representation you assert hereunder; (b) your breach of any term or condition of these terms; and (c) any and all third party claims arising out of any content submitted by you or transmitted through this site by you. Proprietary Rights The trademark, “Greenheart Exchange,” is registered in the United States and European Union. Unless otherwise specified in these terms, all information and screens appearing on this site, including documents, services, site design, text, graphics, logos, images and icons, as well as the arrangement thereof, are the sole property of Greenheart Exchange. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of Greenheart Exchange. Copyright and Trademark Infringements Notification: Greenheart Exchange respects the intellectual property rights of others, and we ask you to do the same. Greenheart Exchange may, in appropriate circumstances and at our discretion, terminate service and/or access to this site for users who infringe the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement or that your intellectual property rights have been otherwise violated, please provide Greenheart Exchange’s Copyright Agent the following information: –A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. –Identification and description of the copyrighted and/or trademarked work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site. –Description of where the allegedly infringing material is located on this site. –Information reasonably sufficient to permit Greenheart Exchange to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted. –A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law. –A statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Greenheart Exchange’s agent for notice of claims of copyright or trademark infringement on this site can be reached as follows: By mail: Greenheart Exchange 746 North LaSalle Drive Chicago, IL 60654 By e-mail: Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability. Disclaimer of Warranties YOUR USE OF THIS SITE AND/OR THE SERVICES IS AT YOUR OWN RISK. NEITHER THE MATERIALS, SUBMISSIONS NOR THE THIRD PARTY CONTENT HAVE BEEN VERIFIED OR AUTHENTICATED IN WHOLE OR IN PART BY GREENHEART EXCHANGE, AND THEY MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL OR OTHER ERRORS. GREENHEART EXCHANGE DOES NOT WARRANT THE ACCURACY OF TIMELINESS OF THE MATERIALS, SUBMISSIONS OR THE THIRD PARTY CONTENT CONTAINED ON THIS SITE. GREENHEART EXCHANGE HAS NO LIABILITY FOR ANY ERRORS OR OMISSIONS IN THE MATERIALS, SUBMISSIONS AND/OR THE THIRD PARTY CONTENT, WHETHER PROVIDED BY GREENHEART EXCHANGE OR OUR LICENSORS. THIS SITE AND GREENHEART EXCHANGE DO NOT PROVIDE LEGAL ADVICE. THE MATERIALS, SUBMISSIONS AND THE THIRD PARTY CONTENT ON THIS SITE ARE FOR INFORMATIONAL PURPOSES ONLY. THE MATERIALS, SUBMISSIONS AND THIRD PARTY CONTENT ARE NOT INTENDED TO BE A SUBSTITUTE FOR LEGAL, FINANCIAL OR OTHER PROFESSIONAL ADVICE. ALWAYS SEEK THE ADVICE OF A QUALIFIED ATTORNEY OR APPROPRIATE PROFESSIONAL WITH ANY QUESTIONS YOU MAY HAVE REGARDING A LEGAL OR FINANCIAL ISSUE. GREENHEART EXCHANGE DOES NOT RECOMMEND OR ENDORSE ANY SPECIFIC DOCUMENTS, MATERIALS, SUBMISSIONS, THIRD PARTY CONTENT, OPINIONS, OR OTHER INFORMATION AVAILABLE ON OR THROUGH THIS SITE. GREENHEART EXCHANGE, FOR ITSELF AND ITS LICENSORS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THIS SITE, THE SERVICES, ANY MATERIALS, SUBMISSIONS OR THIRD PARTY CONTENT, RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE, INCLUDING WITHOUT LIMITATION THE MATERIALS, THE THIRD PARTY CONTENT AND THE SUBMISSIONS OF OTHER USERS OF THIS SITE. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE, THE SERVICES, MATERIALS, THIRD PARTY CONTENT, SUBMISSIONS, AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. GREENHEART EXCHANGE DOES NOT PROVIDE ANY WARRANTIES AGAINST VIRUSES, SPYWARE OR MALWARE THAT MAY BE INSTALLED ON YOUR COMPUTER. Limitation of Liability GREENHEART EXCHANGE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS, THIRD PARTY CONTENT OR SUBMISSIONS TO OR FROM THIS SITE. IN NO EVENT SHALL GREENHEART EXCHANGE BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF GREENHEART EXCHANGE KNOWS THERE IS A POSSIBILITY OF SUCH DAMAGE. Local Laws; Export Control Greenheart Exchange controls and operates this site from its headquarters in the United States of America and the materials, Submissions and/or Third Party Content may not be appropriate or available for use in other locations. If you use this site outside the United States of America, you are responsible for following applicable local laws. General If you violate these terms, Greenheart Exchange may terminate and/or suspend your access to this site without notice. If Greenheart Exchange terminates your access to the site, Greenheart Exchange may delete your user profile but will not be obligated to delete any Submissions that you have provided in connection with the site. Greenheart Exchange has the right to terminate any password-restricted account for any reason. Controlling U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these terms. Any disputes relating to these terms or this site will be heard in the courts located in Illinois. You agree that any action at law or in equity arising out of or relating to these terms shall be litigated only in the state or federal courts located in the State of Illinois. You hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. If any provisions of these terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from the terms and shall not affect the validity and enforceability of any remaining provisions. If any of these terms is found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. Greenheart Exchange’s failure to enforce any of these terms is not a waiver of such term. These terms are the entire agreement between you and Greenheart Exchange concerning the subject matter hereof and supersede all prior or contemporaneous negotiations, discussions or agreements, written or oral, between you and Greenheart Exchange about this site. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these terms.