1. ACCEPTANCE OF TERMS
The webpages available at www.swarmpolls.com, all linked pages ("Site"), pages generated by the Swarm Services (defined below) and accessed through emails, RSS feeds, third party advertisements, social networking sites and all Swarm poll widgets, are owned and operated by Swarm, LLC ("Swarm"), a Virginia limited liability company, and are accessed by you under the Terms of Use described below ("Terms of Use").
2. DESCRIPTION OF SWARM
Subject to full compliance with the Terms of Use, Swarm may offer to provide certain services and content, as described more fully on the Site (the "Swarm Services"). Swarm Services shall include, but not be limited to, any service and content Swarm performs for you or provides to you, as well as the offering of any materials displayed or performed on the Site or on any Swarm widget and any other technology or tool that facilitates the posting or placement of Swarm polls on third party sites (including, but not limited to polls, poll results, text, user comments, messages, information, data, graphics, news articles, photographs, images, illustrations, software, audio clips and video clips, also known as the "Content"). Swarm may change, suspend or discontinue the Swarm Services including any Content for any reason, at any time, including the availability of any feature or content. Swarm may also impose limits on certain features and services or restrict your access to parts or all of the Swarm Services without notice or liability. For more information, please see www.swarmpolls.com.
3. MORE ABOUT THE SERVICE
Unless explicitly stated otherwise, any new features that augment or enhance the Swarm Services, shall be subject to the Terms of Use. You understand and agree that the Swarm Services are provided AS-IS and that Swarm assumes no responsibility for the timeliness, deletion, misdelivery or failure to store any user communications or personalization settings.
4. REGISTRATION OBLIGATIONS
In consideration of your use of the Swarm Services, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Swarm Services registration form (such information being the Registration Data) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Swarm has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Swarm has the right to suspend or terminate your account and refuse any and all current or future use of the Swarm Services (or any portion thereof). Registration Data and certain other information about you is subject to our Privacy Policy. For more information, see our full Privacy Policy at www.swarmpolls.com.
5. USER ACCOUNT, PASSWORD AND SECURITY
You will create an account with a password and username during the Swarm Services registration process. You are responsible for maintaining the confidentiality of the password and account, and are responsible for all activities that occur under your password or account. You agree to (a) immediately notify Swarm of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Swarm will not be liable for any loss or damage arising from your failure to comply with this Section.
6. USER CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not Swarm are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Swarm Services. Swarm does not control the Content posted via the Swarm Services and, as such, Swarm makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Users or members. Swarm does not endorse any Content or any opinion, recommendation, or advice expressed therein, and Swarm expressly disclaims any and all liability in connection with Content. You understand that by using the Swarm Services, you may be exposed to Content that is offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Swarm with respect thereto, and agree to indemnify and hold Swarm, its owners/operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Swarm Services. Under no circumstances will Swarm be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Swarm Services.
You agree not to use the Swarm Services to:
If you use any element of the Swarm Services on your website, you must include a prominent link back to www.swarmpolls.com on the pages containing the Swarm widget or Swarm content distributed through RSS feeds or other technology and you may not modify, build upon, or block any portion of the Swarm widget in any way.
Swarm further grants you permission to post Content displayed on the Swarm Services on other websites provided you comply with the following provisions:
(i) you may post Content on other websites for non-commercial purposes, i.e. where you have no intent to obtain direct commercial gain from the use of the Content, provided you use the Swarm name and logo in connection with the display of the Content and comply with all of the Swarm Trademark Usage Guidelines as displayed on the Swarm Services
Non-commercial purposes include, for example:
One of the methods by which you may post Content on other website is through the use of Swarm widgets which can be placed on personal and public pages on other Web sites that you either own or are legally permitted to access or your computer's desktop. You may not change or modify any widget or any component of a widget in whole or in part. For example, you may not remove or alter any proprietary notice or legend on any widget regarding our proprietary rights in such widget. You may also not use any widget in violation of applicable law. For example, you may not use a widget to display, transmit or otherwise provide access to any unlawful, infringing, libelous, obscene or harassing content of any kind. You acknowledge and agree that we may use data capture, syndication analysis and other similar tools to track, extract, compile, aggregate and analyze any data or information resulting from use of a widget. To the extent that any such data or information is collected by us, we exclusively own such data or information and may use such data or information for any lawful purpose. The provisions of this paragraph are in addition to, and not intended to limit or modify, the proprietary rights paragraph of these Terms of Use.
Illegal and/or unauthorized use of the Swarm Services, including collecting usernames and/or email addresses of Users by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Swarm Services is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation in Member profiles may be removed from Member profiles without notice and may result in termination of Membership privileges. Appropriate legal action will be taken for any illegal or unauthorized use of the Swarm Services.
The Swarm Services contains User Content (as defined in Section 7), Swarm Content and content of Swarm licensors. Except for the content posted by you or as otherwise authorized by these Terms of Use, content appearing on or through the Swarm Services may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners.
You agree not to use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., that accesses the Swarm Services in a manner that sends more request messages to the Swarm servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser. Notwithstanding the foregoing, Swarm grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials. Swarm reserves the right to revoke rights granted herein either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from the Swarm Services, nor to use the communication systems provided by the Swarm Services for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Swarm Services with respect to their Member profiles or User Content.
7. USER CONTENT.
Swarm does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials (collectively, "User Content") that you post to the Swarm Services. After posting your User Content to the Swarm Services, you continue to retain all ownership rights in such User Content, and you may use such User Content in any way you choose. However, by displaying or publishing ("posting") any such User Content on or through the Swarm Services, you hereby grant to Swarm a perpetual, non-exclusive (meaning you are free to license your User Content to anyone else in addition to Swarm), fully-paid and royalty-free (meaning that Swarm is not required to pay you for the use of the User Content that you post), with a right to sublicense (so that Swarm is able to allow this information to be posted on third party sites), worldwide and irrevocable license to use, modify, create derivative works, publicly perform, publicly display, reproduce, and distribute such User Content for any purpose whatsoever.
You represent and warrant that: (i) you own the User Content posted by you on or through the Swarm Services or otherwise have the right to grant the license set forth in this section, and (ii) as noted in Section 6, the posting of your User Content on or through the Swarm Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any User Content posted by you to or through the Swarm Services.
You agree not to engage in the use, copying, or distribution of any of the Content other than expressly permitted herein. If you download or print a copy of any portion of the Swarm Services, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the Swarm Services or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Swarm Services or the Content therein.
Swarm reserves the right to remove User Content without prior notice and in its sole discretion. Swarm may delete User Content at any time for any purpose including but not limited to violations of these Terms of Use or for being offensive, illegal or violate the rights, harm, or threaten the safety of any person. Swarm assumes no responsibility for monitoring the Swarm Services for inappropriate Content or conduct. If at any time Swarm chooses, in its sole discretion, to monitor the Swarm Services, Swarm nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.
8. COPYRIGHT POLICY
Swarm does not permit copyright infringing activities and infringement of intellectual property rights on any portion of the Swarm Services and Swarm will remove all User Content from the Swarm Services if properly notified that such content infringes on another's intellectual property rights.
If you are a copyright owner or an agent thereof and believe that any User Content or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
9. INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable information. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside. Please see our Privacy Policy at www.swarmpolls.com to understand more about using Swarm Services outside the United States.
10. INDEMNITY
You agree to indemnify and hold Swarm, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of information you submit, post, transmit or make available through the Swarm Services ("Information"), your use of the Swarm Services, your connection to the Swarm Services, your violation of the Terms of Use, or your violation of any rights of another.
11. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell or resell, any portion of the Swarm Services, use of the Swarm Services, or access to the Swarm Services, other than as provided within the scope of the Swarm Services and as expressly permitted under these Terms of Use.
12. MODIFICATIONS TO SWARM SERVICES
Swarm reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Swarm Services (or any part thereof) with or without notice. Swarm will not be responsible to you for refund, in whole or part, of service fees for any reason. You agree that Swarm shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Swarm Services.
13. TERMINATION
You agree that Swarm, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Swarm Services, and remove and discard any Information within the Swarm Services, for any reason, including, without limitation, for lack of use, or if Swarm believes that you have violated or acted inconsistently with the letter or spirit of the Terms of Use. Swarm may also in its sole discretion and at any time discontinue providing the Swarm Services, or any part thereof, with or without notice. You agree that any termination of your access to the Swarm Services under any provision of this Terms of Use may be effected without prior notice, and acknowledge and agree that Swarm may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Swarm Services. Further, you agree that Swarm shall not be liable to you or any third-party for any termination of your access to the Swarm Services.
14. LINKS
The Swarm Services may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Swarm has no control over such sites and resources, you acknowledge and agree that Swarm is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Swarm shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or Swarm Services available on or through any such site or resource.
15. SWARM'S PROPRIETARY RIGHTS
You acknowledge and agree that the Swarm Services and any necessary software used in connection with the Swarm Services (Software) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information presented to you through the Swarm Services is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Swarm, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Swarm Services or the Software, in whole or in part. Swarm grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Swarm Services. You agree not to access the Swarm Services by any means other than through the interface that is provided by Swarm for use in accessing the Swarm Services.
16. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOU EXPRESSLY UNDERSTAND AND AGREE THAT SWARM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SWARM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SWARM SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SWARM SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SWARM SERVICES; OR (v) ANY OTHER MATTER RELATING TO THE SWARM SERVICES.
18. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS OF THE TERMS OF USE SECTIONS MAY NOT APPLY TO YOU.
19. NOTICE
Notices to you may be made via either email or regular mail. The Swarm Services may also provide notices of changes to the Terms of Use or other matters by displaying notices or links to notices to you generally on the Service. You may contact us at contactus@swarmpolls.com.
20. TRADEMARK INFORMATION Swarm, trademarks and service marks, and other Swarm logos and product and service names are owned by and /or trademarks of Swarm (the Swarm Marks). Without Swarm's prior permission, you agree not to display or use in any manner, the Swarm Marks.
21. GENERAL INFORMATION
Please report any violations of the Terms of Use to contactus@swarmpolls.com.
The webpages available at www.swarmpolls.com, all linked pages ("Site"), pages generated by the Swarm Services (defined below) and accessed through emails, RSS feeds, third party advertisements, social networking sites and all Swarm poll widgets, are owned and operated by Swarm, LLC ("Swarm"), a Virginia limited liability company, and are accessed by you under the Terms of Use described below ("Terms of Use").
2. DESCRIPTION OF SWARM
Subject to full compliance with the Terms of Use, Swarm may offer to provide certain services and content, as described more fully on the Site (the "Swarm Services"). Swarm Services shall include, but not be limited to, any service and content Swarm performs for you or provides to you, as well as the offering of any materials displayed or performed on the Site or on any Swarm widget and any other technology or tool that facilitates the posting or placement of Swarm polls on third party sites (including, but not limited to polls, poll results, text, user comments, messages, information, data, graphics, news articles, photographs, images, illustrations, software, audio clips and video clips, also known as the "Content"). Swarm may change, suspend or discontinue the Swarm Services including any Content for any reason, at any time, including the availability of any feature or content. Swarm may also impose limits on certain features and services or restrict your access to parts or all of the Swarm Services without notice or liability. For more information, please see www.swarmpolls.com.
3. MORE ABOUT THE SERVICE
Unless explicitly stated otherwise, any new features that augment or enhance the Swarm Services, shall be subject to the Terms of Use. You understand and agree that the Swarm Services are provided AS-IS and that Swarm assumes no responsibility for the timeliness, deletion, misdelivery or failure to store any user communications or personalization settings.
4. REGISTRATION OBLIGATIONS
In consideration of your use of the Swarm Services, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Swarm Services registration form (such information being the Registration Data) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Swarm has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Swarm has the right to suspend or terminate your account and refuse any and all current or future use of the Swarm Services (or any portion thereof). Registration Data and certain other information about you is subject to our Privacy Policy. For more information, see our full Privacy Policy at www.swarmpolls.com.
5. USER ACCOUNT, PASSWORD AND SECURITY
You will create an account with a password and username during the Swarm Services registration process. You are responsible for maintaining the confidentiality of the password and account, and are responsible for all activities that occur under your password or account. You agree to (a) immediately notify Swarm of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Swarm will not be liable for any loss or damage arising from your failure to comply with this Section.
6. USER CONDUCT
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not Swarm are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Swarm Services. Swarm does not control the Content posted via the Swarm Services and, as such, Swarm makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Users or members. Swarm does not endorse any Content or any opinion, recommendation, or advice expressed therein, and Swarm expressly disclaims any and all liability in connection with Content. You understand that by using the Swarm Services, you may be exposed to Content that is offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Swarm with respect thereto, and agree to indemnify and hold Swarm, its owners/operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Swarm Services. Under no circumstances will Swarm be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Swarm Services.
You agree not to use the Swarm Services to:
- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- Impersonate any person or entity, including, but not limited to, a Swarm official, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Swarm Services;
- upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright, privacy or publicity right or other proprietary rights of any party;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation, except to the limited extent permitted in those areas that are designated for such purpose and within the scope of such designation;
- upload, post, email, transmit or otherwise make available 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;
- interfere with or disrupt the Swarm Services or servers or networks connected to the Swarm Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Swarm Services;
- intentionally or unintentionally violate any applicable local, state, national or international law, or other applicable rules, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law; or
- stalk or otherwise harass another.
If you use any element of the Swarm Services on your website, you must include a prominent link back to www.swarmpolls.com on the pages containing the Swarm widget or Swarm content distributed through RSS feeds or other technology and you may not modify, build upon, or block any portion of the Swarm widget in any way.
Swarm further grants you permission to post Content displayed on the Swarm Services on other websites provided you comply with the following provisions:
(i) you may post Content on other websites for non-commercial purposes, i.e. where you have no intent to obtain direct commercial gain from the use of the Content, provided you use the Swarm name and logo in connection with the display of the Content and comply with all of the Swarm Trademark Usage Guidelines as displayed on the Swarm Services
Non-commercial purposes include, for example:
- Posting on a profile page on a social networking website;
- Posting on a personal blog, message board, discussion group, chat room or forum;
-
Posting on a site you might manage for a well-known individual
(ii) you may post Content on other websites for commercial purposes, i.e. where you have the intent to obtain direct or indirect commercial gain from the use of the Content, provided you (i) use the Swarm name and logo in connection with the display of such poll and comply with all of the Swarm Trademark Usage Guidelines as displayed on the Swarm Services and (ii) register your use of the Content within 5 business days of its first use by e-mailing to contact us.com he following information: the URL where the Content is posted; your contact information including contact name, company name, address, e-mail address, phone number and intent on such posting of Content.
- Posting on a blog where the blog is managed like a business and relies on ad revenue for its income.
- Uploading a poll relating to your business or artistic enterprise provided the primary purpose is not to compete with Swarm. We will enforce our Terms of Use against, for example, a website that does nothing more than aggregate a slew of Swarm polls
- sale of access (for example, on a subscription or per-use basis) to any element of the Swarm Services on another website where the sale payment is principally to enable the User's access to the Swarm Services;
- any use of the Swarm Services that Swarm finds, in its sole discretion, to use Swarm's resources or User Content with the effect of competing with or displacing the market for Swarm or Swarm Content, or its User Content
One of the methods by which you may post Content on other website is through the use of Swarm widgets which can be placed on personal and public pages on other Web sites that you either own or are legally permitted to access or your computer's desktop. You may not change or modify any widget or any component of a widget in whole or in part. For example, you may not remove or alter any proprietary notice or legend on any widget regarding our proprietary rights in such widget. You may also not use any widget in violation of applicable law. For example, you may not use a widget to display, transmit or otherwise provide access to any unlawful, infringing, libelous, obscene or harassing content of any kind. You acknowledge and agree that we may use data capture, syndication analysis and other similar tools to track, extract, compile, aggregate and analyze any data or information resulting from use of a widget. To the extent that any such data or information is collected by us, we exclusively own such data or information and may use such data or information for any lawful purpose. The provisions of this paragraph are in addition to, and not intended to limit or modify, the proprietary rights paragraph of these Terms of Use.
Illegal and/or unauthorized use of the Swarm Services, including collecting usernames and/or email addresses of Users by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Swarm Services is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation in Member profiles may be removed from Member profiles without notice and may result in termination of Membership privileges. Appropriate legal action will be taken for any illegal or unauthorized use of the Swarm Services.
The Swarm Services contains User Content (as defined in Section 7), Swarm Content and content of Swarm licensors. Except for the content posted by you or as otherwise authorized by these Terms of Use, content appearing on or through the Swarm Services may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners.
You agree not to use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., that accesses the Swarm Services in a manner that sends more request messages to the Swarm servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser. Notwithstanding the foregoing, Swarm grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials. Swarm reserves the right to revoke rights granted herein either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from the Swarm Services, nor to use the communication systems provided by the Swarm Services for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Swarm Services with respect to their Member profiles or User Content.
7. USER CONTENT.
Swarm does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials (collectively, "User Content") that you post to the Swarm Services. After posting your User Content to the Swarm Services, you continue to retain all ownership rights in such User Content, and you may use such User Content in any way you choose. However, by displaying or publishing ("posting") any such User Content on or through the Swarm Services, you hereby grant to Swarm a perpetual, non-exclusive (meaning you are free to license your User Content to anyone else in addition to Swarm), fully-paid and royalty-free (meaning that Swarm is not required to pay you for the use of the User Content that you post), with a right to sublicense (so that Swarm is able to allow this information to be posted on third party sites), worldwide and irrevocable license to use, modify, create derivative works, publicly perform, publicly display, reproduce, and distribute such User Content for any purpose whatsoever.
You represent and warrant that: (i) you own the User Content posted by you on or through the Swarm Services or otherwise have the right to grant the license set forth in this section, and (ii) as noted in Section 6, the posting of your User Content on or through the Swarm Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any User Content posted by you to or through the Swarm Services.
You agree not to engage in the use, copying, or distribution of any of the Content other than expressly permitted herein. If you download or print a copy of any portion of the Swarm Services, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the Swarm Services or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Swarm Services or the Content therein.
Swarm reserves the right to remove User Content without prior notice and in its sole discretion. Swarm may delete User Content at any time for any purpose including but not limited to violations of these Terms of Use or for being offensive, illegal or violate the rights, harm, or threaten the safety of any person. Swarm assumes no responsibility for monitoring the Swarm Services for inappropriate Content or conduct. If at any time Swarm chooses, in its sole discretion, to monitor the Swarm Services, Swarm nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.
8. COPYRIGHT POLICY
Swarm does not permit copyright infringing activities and infringement of intellectual property rights on any portion of the Swarm Services and Swarm will remove all User Content from the Swarm Services if properly notified that such content infringes on another's intellectual property rights.
If you are a copyright owner or an agent thereof and believe that any User Content or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
- 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 of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
- Information reasonably sufficient to permit Swarm to contact you, such as an address, telephone number, and, if available, an electronic mail;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
9. INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable information. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside. Please see our Privacy Policy at www.swarmpolls.com to understand more about using Swarm Services outside the United States.
10. INDEMNITY
You agree to indemnify and hold Swarm, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of information you submit, post, transmit or make available through the Swarm Services ("Information"), your use of the Swarm Services, your connection to the Swarm Services, your violation of the Terms of Use, or your violation of any rights of another.
11. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell or resell, any portion of the Swarm Services, use of the Swarm Services, or access to the Swarm Services, other than as provided within the scope of the Swarm Services and as expressly permitted under these Terms of Use.
12. MODIFICATIONS TO SWARM SERVICES
Swarm reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Swarm Services (or any part thereof) with or without notice. Swarm will not be responsible to you for refund, in whole or part, of service fees for any reason. You agree that Swarm shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Swarm Services.
13. TERMINATION
You agree that Swarm, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Swarm Services, and remove and discard any Information within the Swarm Services, for any reason, including, without limitation, for lack of use, or if Swarm believes that you have violated or acted inconsistently with the letter or spirit of the Terms of Use. Swarm may also in its sole discretion and at any time discontinue providing the Swarm Services, or any part thereof, with or without notice. You agree that any termination of your access to the Swarm Services under any provision of this Terms of Use may be effected without prior notice, and acknowledge and agree that Swarm may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Swarm Services. Further, you agree that Swarm shall not be liable to you or any third-party for any termination of your access to the Swarm Services.
14. LINKS
The Swarm Services may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Swarm has no control over such sites and resources, you acknowledge and agree that Swarm is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Swarm shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or Swarm Services available on or through any such site or resource.
15. SWARM'S PROPRIETARY RIGHTS
You acknowledge and agree that the Swarm Services and any necessary software used in connection with the Swarm Services (Software) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information presented to you through the Swarm Services is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Swarm, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Swarm Services or the Software, in whole or in part. Swarm grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Swarm Services. You agree not to access the Swarm Services by any means other than through the interface that is provided by Swarm for use in accessing the Swarm Services.
16. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
- YOUR USE OF THE SWARM SERVICES IS AT YOUR SOLE RISK. THE SWARM SERVICES ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS. SWARM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
- SWARM MAKES NO WARRANTY THAT (i) THE SWARM SERVICES WILL MEET YOUR REQUIREMENTS, (ii) THE SWARM SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SWARM SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SWARM SERVICES WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
- ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SWARM SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
- NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SWARM OR THROUGH OR FROM THE SWARM SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT SWARM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SWARM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SWARM SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SWARM SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SWARM SERVICES; OR (v) ANY OTHER MATTER RELATING TO THE SWARM SERVICES.
18. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS OF THE TERMS OF USE SECTIONS MAY NOT APPLY TO YOU.
19. NOTICE
Notices to you may be made via either email or regular mail. The Swarm Services may also provide notices of changes to the Terms of Use or other matters by displaying notices or links to notices to you generally on the Service. You may contact us at contactus@swarmpolls.com.
20. TRADEMARK INFORMATION Swarm, trademarks and service marks, and other Swarm logos and product and service names are owned by and /or trademarks of Swarm (the Swarm Marks). Without Swarm's prior permission, you agree not to display or use in any manner, the Swarm Marks.
21. GENERAL INFORMATION
- Entire Agreement. The Terms of Use, together with our Privacy Policy (which you can access at www.swarmpolls.com) constitutes the entire agreement between you and Swarm and governs your use of the Swarm Services, superseding any prior agreements between you and Swarm. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party Information or third-party software.
- Choice of Law. The Terms of Use and the provision of Swarm Services to you are governed by the laws of the state of Virginia, U.S.A. as such laws are applied to agreements entered into and to be performed entirely within Virginia by Virginia residents.
- Arbitration. Any controversy or claim arising out of or relating to the Terms of Use or the provision of Swarm Services shall be finally settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Fairfax County, Virginia and judgment on the arbitration award may be entered in any court having jurisdiction thereof. However, you and Swarm agree to submit to the personal jurisdiction of the courts located within Fairfax County, Virginia. Either you or Swarm may seek any interim or preliminary relief from a court of competent jurisdiction in Fairfax County, Virginia necessary to protect the rights or property of you or Swarm (or its agents, suppliers, and subcontractors) pending the completion of arbitration.
- Invalid Provisions. The failure of Swarm to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision. If any provision of the Terms of Use is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Use remain in full force and effect.
- Time to File Claim. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Swarm Services or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.
- Titles. The section titles in the Terms of Use are for convenience only and have no legal or contractual effect.
Please report any violations of the Terms of Use to contactus@swarmpolls.com.