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Welcome
to world of flip technology! E-Book Systems, Inc. (“we,” “us” or
“E-Book Systems”) is pleased to serve you on any of its websites
including www.ebooksys.com,
www.fliplibrary.com,
www.FlipAlbum®.com,
www.FlipViewer®.com,
www.flipcity.com
and www.flipfriends.com
(“Web Sites”) under these terms and conditions (“Agreement”). YOUR
USE OF AND/OR REGISTRATION AT ANY OF THE WEB SITES EVIDENCES YOUR
CONSENT TO BE BOUND BY THIS AGREEMENT. THE TERMS OF THIS AGREEMENT
ARE SET OUT BELOW, MAY BE AMENDED FROM TIME TO TIME, AND INCLUDE
OUR PRIVACY POLICY. IF YOU DO NOT INTEND TO BE BOUND BY THE TERMS
OF THIS AGREEMENT, DO NOT USE THE WEB SITES.
Under this Agreement, E-Book Systems offers
the user (“you,” “your” or “user”) the ability to (i) use the
Web Sites; (ii) download and/or purchase software; (iii) receive
newsletters; (iv) participate in forums and chats; (v) upload
pictures for display on the Web Sites; and (vi) flip-enable
web sites, among other things. By using the Web Sites, you agree
to be bound by terms and conditions of this Agreement, including
but not limited to your agreement to conduct transactions electronically,
limit/exclude damages and remedies, and accept California law. You
may scroll down to review all of the terms and conditions contained
in this document, or you may print it out as enabled by your browser.
You hereby declare that you are the person or entity using the Web
Sites. If you are not making this Agreement on your own behalf,
you warrant that you are legally authorized to enter into the Agreement
on behalf of the entity described in the registration form and that
your actions will legally bind that entity.
- Ownership
- Grant of License
and Restrictions
- Applications
- Software and
EULA
- Use of Password
- Copyrights
and Trademarks
- Submitting
Materials and Feedback
- Agreement
to Conduct Transactions Electronically
- Record Retention
- Privacy Policy
- Termination
or Cancellation
- Your Representations
and Warranties
- No E-Book
Systems Warranties; As Is
- Assumption
of Risk
- No Incidental,
Consequential or Certain Other Damages
- Limitation
of Liability and Exclusive Remedy
- Linked Sites
and Flip-Enabled Materials
- Transfer
of Rights
- Amendments;
Complete Agreement
- Waiver of
Contractual Right
- Severability
- Governing
Law; Exclusive Jurisdiction
- International
Usage
- General Notices
- Notice to
Copyright Agent
1. OWNERSHIP. The
Web Sites, Applications and Software (as defined below) are the
exclusive property of E-Book Systems and/or its suppliers. All rights
not granted herein are reserved by E-Book Systems.
2. GRANT
OF LICENSE AND RESTRICTIONS. In accordance with
this Agreement, we grant you a non-exclusive, non-transferable,
terminable license to view and use our Web Sites only for the purposes
or placing product orders, downloading software, accessing information,
Applications and Software, as well as posting, uploading and distributing
content to and through the Web Sites. We reserve the right to suspend
or deny, in our sole discretion, your access to all or any portion
of the Web Sites. You may not (a) use any robot, spider, other
automatic device or manual process to monitor or copy our web pages
or the content contained therein without our prior written permission;
(b) use any device, software or routine to interfere or attempt
to interfere with the proper working of the Web Sites, Applications
or Software; (c) take any action that imposes an unreasonable
or disproportionately large load on our infrastructure; (d) reverse
engineer, reverse assemble or otherwise attempt to discover any
source code of any Application or Software; (e) copy, reproduce,
alter, modify, create derivative works, or publicly display any
Application, Software or content from our Web Sites without our
prior written permission, or that of the appropriate third party;
(f) alter or modify the copyright notices and any other proprietary
legends that appear on the Web Sites; or (g) access our Web
Sites by any means other than through the interface that is provided
by us.
3. APPLICATIONS. From
time to time we may offer you the ability to use certain creative
applications.For example, we may provide forums, chat areas, bulletin
boards, e-mail functions and the ability to create, upload, post
or distribute flip-enabled greetings, cards, books and pictures
(“Applications”).E-Book Systems grants you a limited license to
use the Applications subject to the following conditions.
- You understand that all information,
text, data, software, sounds, photographs, audio, audiovisual,
video, artwork, graphics, messages and other materials, including
flip-enabled content (“Materials”) that are transmitted to or
via the Web Sites are the sole responsibility of the person from
whom the Materials originated.This means you, and not E-Book Systems,
are entirely responsible for the Materials you transmit through
the Web Sites.Further, you understand that by using the Web Sites
you may be exposed to Materials that are offensive, objectionable
or indecent.
- You shall not create a user name, screen
name or label or upload to, distribute through or otherwise publish
through the Web Sites any Materials which are indecent, libelous,
defamatory, obscene, threatening, invasive of privacy or publicity
rights, abusive, illegal, harassing, or otherwise objectionable,
or that would constitute or encourage a criminal offense, violate
the rights of any party or violate any law.
- Your Materials, user name, screen name
and labeling of Materials shall not contain expressions of hatred,
bigotry, racism or pornography.
- Your Materials, user name, screen name
and labeling of Materials shall not disparage in any manner E-Book
Systems, its products and Web Sites, including but not limited
to the Applications and Software.
- Your Materials shall not infringe the
copyright, trademark or other intellectual property right of any
third party.
- You shall not upload to, distribute
through or otherwise publish through the Web Sites any Materials
that are directly or indirectly commercial in nature or contain
any solicitation of funds, promotion, advertising or solicitation
for goods or services.You specifically acknowledge that soliciting
other registered users to join or become members of any commercial
online web site or other organization is expressly prohibited.
- You shall not upload to, distribute
through or otherwise publish through the Web Sites any Materials
that contain viruses or any other computer code, corrupt files
or programs designed to interrupt, destroy or limit the functionality
or disrupt any software, hardware, telecommunications facilities,
networks, servers or other equipment.
4. SOFTWARE
AND EULA. From time to time we may offer you
the ability to download software such as the FlipAlbum® and FlipViewer®(the
“Software”).The Software that is made available to you via download
is the copyrighted work of E-Book Systems and/or its suppliers.The
use of the Software is governed by the terms and conditions of the
end user license agreement (“EULA”) that accompanies or is included
in the software or which is expressly stated on the Web Site pages
accompanying the Software, and these terms.In the event that no
EULA accompanies the Software, then this Agreement shall govern
your use of the Software.You may not download any Software from
the Web Sites without agreeing to the terms and conditions of the
EULA, if any, and these terms.Unless expressly stated otherwise
in the EULA, you are granted a limited license to download and use
the Software from a single computer.You may not make copies of or
distribute the Software or electronically transfer the Software
from one computer to another or over a network.You may not decompile,
reverse engineer, disassemble or otherwise reduce the Software to
human perceivable form.You may not rent, lease or sublicense the
Software.You may not create derivative works of the Software and
you may not export the Software in violation of any U.S. export
laws, regulations or orders.
5. Use
of Your Password. All content or instructions
transmitted by or received from anyone presenting your password
on the Web Sites will be deemed binding on you. You agree that you
are solely liable for all actions taken via your password, whether
or not made with your knowledge or authority.You agree to guard
your password carefully, with the full awareness that a failure
to keep it secure will enable others to engage in transactions through
the Web Sites for which you will be legally responsible.If you suspect
that someone may have obtained access to your password who is not
intended to have authority to act on your behalf, please contact
E-Book Systems immediately to authorize us to deny access to the
Web Sites to anyone else presenting your password.
6. COPYRIGHTS
AND TRADEMARKS. Our Web Sites are protected
by intellectual property laws and you agree to respect them.Please
see our Copyright
and Trademark Notice for more information about our trademarks
and copyrights.If you are an operator of a flip-enabled web site,
you may display the E-Book System’s trademarks on your web site
and link to the Web Sites provided you comply with the E-Book Systems
Trademark
Usage Guidelines.Except as expressly provided above, E-Book
Systems has not conferred upon you by implication, estoppel or otherwise,
any license or right under any patent, trademark, copyright or other
proprietary rights to the content and Material offered on the Web
Sites.As for intellectual property rights of others, anyone who
believes that their work has been reproduced in a way that constitutes
copyright infringement should refer to the Notice
to Copyright Agent section below for the procedures for making
a claim of copyright infringement to E-Book Systems.
7. SUBMITTING
MATERIALS AND FEEDBACK. By submitting any Materials,
feedback, data, questions, comments, suggestions or the like (“Feedback”)
to the Web Sites, you automatically grant (or warrant that the owner
of such rights has expressly granted) E-Book Systems a perpetual,
fully-paid, royalty-free, irrevocable, world-wide, non-exclusive
right and license to use, copy, reproduce, modify, adapt, publish,
edit, translate, create derivative works from, sell, transmit, transfer,
distribute, publicly display and publicly perform such Feedback
or incorporate such Feedback into any form, media or technology
now known or later developed throughout the universe.Moreover, E-Book
Systems shall have the right to further sublicense these rights
to third parties.In addition, you warrant that all so-called “moral
rights” in those materials have been waived.
8. AGREEMENT
TO CONDUCT TRANSACTIONS ELECTRONICALLY. You
agree that all of your transactions with or through the Web Sites
may, at our option, be conducted electronically.You also agree that
we may provide all agreements, disclosures and notices electronically,
including any that we are otherwise required to provide in “writing.”We
will provide these in screen text or deliver a copy to the email
address that you provide to us at registration.If you do not wish
to deal with us electronically, you should not enter into this Agreement.
9. RECORD
RETENTION. You agree to print (or copy) and
retain agreements or disclosures that we are required to deliver
to you in writing.To the extent required by law, we instruct you
to retain a copy in your legal records.You may make a paper copy
by pressing the "print" button on your browser; you may
make an electronic copy by selecting the “save file” option in your
browser.If you cannot do either, you may email us at support@ebooksys.com,
or write us at E-Book Systems, Inc., 5201 Great America Parkway, Suite 320,
Santa Clara, California 95054 and we will send a copy.As a customer
service, we may attempt to locate data for you if we still have
it when you ask for it, but we do not assume any duty to retain
or produce data and we reserve the right to charge a retrieval fee.We
grant you a revocable, limited license to print copies of this Agreement
for the purpose of documenting your transactions.
10. PRIVACY
POLICY. Our Privacy
Policy is part of and incorporated into this Agreement.Please
take a moment to review it.
11. TERMINATION
OR CANCELLATION. This Agreement may be terminated
or cancelled by either party, with or without cause at any time,
by providing thirty (30) days’ written notice to the other party;
provided however, sections 1, 6, 7, 10 and 12-25 of this Agreement
shall survive termination.Notwithstanding termination (or cancellation),
you will still be liable for payment of any amounts due or other
obligations incurred before termination or cancellation, whether
the Agreement is ended by you or by us.We may also suspend, cancel
or terminate your registration; block your use of the Web Sites;
or direct you to cease using the Web Sites, if we believe in good
faith that you or a related person has breached or may breach this
Agreement.
12. YOUR
REPRESENTATIONS AND WARRANTIES. You represent
and warrant for the benefit of E-Book Systems, its affiliates and
any third parties mentioned on the Web Sites that: (a) you
possess the legal right and ability to enter into and make the representations
and warranties contained in this Agreement; (b) all information
submitted by you to the Web Sites is true and accurate; (c) you
will keep your registration information current; (d) you will
be responsible for all use of your password even if such use was
conducted without your authority or permission; (e) you will
not use the Web Sites for any purpose that is unlawful or prohibited
by this Agreement; (f) you will make and maintain back-up copies
of any Materials, including flip-books which you upload or otherwise
distribute through the Web Sites; and (g) you possess all legal
rights in and to the Materials which you post, upload or distribute
through the Web Sites.
13. NO
E-BOOK SYSTEMS WARRANTIES; AS IS. EXCEPT AS
EXPRESSLY PROVIDED IN AN AGREEMENT (SUCH AS AN EULA) BETWEEN YOU
AND E-BOOK SYSTEMS, THE WEB SITES, PRODUCTS OFFERED AT THE WEB SITES,
APPLICATIONS AND SOFTWARE ARE PROVIDED TO YOU “AS IS” WITHOUT WARRANTY
OF ANY KIND AND WITH ALL RISKS.E-BOOK SYSTEMS HEREBY DISCLAIMS ALL
WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED
TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE; AVAILABILITY OF THE WEB SITES; LACK OF VIRUSES, WORMS,
TROJAN HORSES, OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE
PROPERTIES; ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, CURRENCY,
OR USEFULNESS OF ANY INFORMATION ON THE WEB SITES, APPLICATIONS
OR SOFTWARE; AND ANY DUTIES OF REASONABLE CARE, WORKMANLIKE EFFORT
OR LACK OF NEGLIGENCE IN CONNECTION WITH THE WEB SITES, APPLCIATIONS
OR SOFTWARE.THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE,
ACCURACY AND EFFORT IN CONNECTION WITH THE WEB SITES, APPLICATIONS
AND SOFTWARE IS BORN BY YOU.IN ADDITION, E-BOOK SYSTEMS DISCLAIMS
ANY WARRANTIES OF NON-INFRINGEMENT, TITLE OR QUIET ENJOYMENT IN
CONNECTION WITH THE WEB SITES, APPLICATIONS AND SOFTWARE.E-BOOK
SYSTEMS SHALL NOT BE RESPONSIBLE FOR ANY LOSS OF DATA OR OTHER MATERIAL.
14. ASSUMPTION
OF RISK. YOU ASSUME ALL RISKS THAT THE WEB
SITES, APPLICATIONS AND SOFTWARE ARE NOT SUITABLE OR ACCURATE FOR
YOUR NEEDS AND ARE NOT UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.YOUR
USE OF THE WEB SITES, APPLICATIONS AND SOFTWAR IS AT YOUR OWN DISCRETION
AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER
OR LOSS OF DATA RESULTING THEREFROM.SIMILARLY YOU AGREE THAT BY
Participating in forums or visiting chat rooms you may be exposed
to rude, crude, indecent, or other OFFENSIVE language or references.
15. NO
INCIDENTAL, CONSEQUENTIAL OR CERTAIN OTHER DAMAGES. TO
THE FULL EXTENT ALLOWED BY LAW, YOU AGREE THAT NEITHER WE, NOR ANY
OF OUR AFFILIATES OR AGENTS, WILL BE LIABLE TO YOU AND/OR ANY OTHER
PERSON FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES (INCLUDING BUT
NOT LIMITED TO LOST PROFITS, LOSS OF DATA, LOSS OF PRIVACY OR FOR
FAILURE TO MEET ANY DUTY INCLUDING BUT NOT LIMITED TO ANY DUTY OF
GOOD FAITH, LACK OF NEGLIGENCE OR OF WORKMANLIKE EFFORT OR ANY OTHER
INDIRECT, SPECIAL, OR PUNITIVE DAMAGES WHATSOEVER THAT ARISE OUT
OF OR ARE RELATED TO THE WEB SITES, APPLICATIONS, SOFTWARE OR TO
ANY BREACH OF THIS AGREEMENT, EVEN IF WE HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT
(INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY.
16. LIMITATION
OF LIABILITY AND EXCLUSIVE REMEDY. You agree
that your sole remedy for any breach of this Agreement by us or
any of our affiliates or agents shall be, at our option: (a) substitution
or replacement of all or part of the Web Sites, Application or Software
that gives rise to damages incurred by you in reasonable reliance
on us; or (b) refund of the amount that you paid to us.You
agree that the damage exclusions in the Agreement and this limitation
of liability shall apply even if any remedy fails of its essential
purpose.
17. LINKED
SITES AND FLIP-ENABLED MATERIALS. Our Web Sites
may contain links to sites of third parties, including advertisers.While
their services might be helpful to you, they are independent businesses
and we do not control or endorse them.You agree to visit them and
use their services at your own risk.Similarly, we provide all of
our users with the ability to upload flip-enabled Materials.While,
we do endorse any user-supplied Materials, we reserve the right
to remove any Materials, flip-enabled or otherwise, as we determine
in our sole discretion.
18. TRANSFER
OF RIGHTS. This Agreement shall be binding
on any successors of the parties.You may not assign or otherwise
transfer any rights under this Agreement.
19. AMENDMENTS;
COMPLETE AGREEMENT. You agree that we may from
time to time amend or add to the terms and conditions of this Agreement
(“Amendments”), including without limitation, Amendments that add
registration fees or change payment methods or requirements.When
practical, we will endeavor to give you prior notice of Amendments.When
such notice might expose us or others to harm, we reserve the right
to provide notice after the Amendment.All Amendments will be effective
ten (10) days after notice unless an earlier time is specified by
us.Except as to your use of the Web Sites before the effective date
of an Amendment, any use of our Web Sites after that date shall
be your consent to the amended terms.If you do not want to be bound
by an Amendment, you will need to terminate your registration and
refrain from using the Web Sites after that date.This Agreement
and any Amendments, your registration, the disclosures provided
by us and the consents provided by you on the Web Sites, and any
EULA constitute the entire agreement between you and us and supersede
any prior written or oral agreements between the parties.No changes
proposed by you or us will be effective unless and until they appear
in this Agreement or in the Amendments as posted by us on any Web
Site.No other Amendments will be valid unless they are in a paper
writing signed by us and by you.
20. WAIVER
OF CONTRACTUAL RIGHT. The failure of either
party to enforce any provision of this Agreement shall not be construed
as a waiver or limitation of that party's right to subsequently
enforce and compel strict compliance with every provision of this
Agreement.
21. SEVERABILITY. If
any provision of this Agreement shall be held to be invalid or unenforceable
for any reason, the remaining provisions shall continue to be valid
and enforceable.If a court finds that any provision of this Agreement
is invalid or unenforceable, but that by limiting such provision
it would become valid or enforceable, then such provision shall
be deemed to be written, construed and enforced as so limited.
22. GOVERNING
LAW; EXCLUSIVE JURISDICTION. This Agreement,
the performance of the Web Sites, Applications and Software and
all other matters that relate in any way to the Web Sites, Applications
and Software shall be governed by the laws of the State of California
without regard to its conflict of law provisions.Any disputes arising
under or related in any way to this Agreement or the Web Sites shall
be litigated, arbitrated or otherwise heard in the appropriate forum
in California.The parties hereto hereby consent to exclusive jurisdiction
over them in any state or federal court sitting in California, and
hereby waive any claim or defense that such forum is not convenient
or proper, and consent to service of process by any means authorized
by California law.
23. INTERNATIONAL
USAGE. The Web Sites are distributed internationally
and may contain references to E-Book System products, Web Sites,
Applications and Software that have not been announced in your country.These
references do not imply that E-Book Systems intends to announce
such products, Web Sites, Applications and Software in your country.These
Web Site are controlled and operated by E-Book Systems from its
offices within California, United States of America.We make no representation
that the products, Web Sites, Applications or Products offered by
E-Book Systems are appropriate or available in other locations.Those
who choose to access the Web Sites from other locations do so on
their own initiative and are responsible for compliance with local
laws, if and to the extent local laws are applicable.
24. GENERAL
NOTICES. All notices required by or allowed
under this Agreement, including notices of problems and/or inaccuracies
in the Web Sites, Applications and Software should be addressed
to E-Book Systems, Inc., 5201 Great America Parkway, Suite 320, Santa Clara,
California 95054.If applicable law requires that we accept email
notices, then you may send us email notice at sengbeng@ebooksys.com.With
respect to our notices to you, we may provide notice of Amendments
by posting them on any Web Site and you agree to check for changes.Instead,
or in addition, we may give notice by sending email to the email
address you provide during registration.Notice shall be deemed given
twenty-four (24) hours after it is posted or an email is sent, unless
(as to email) the sending party is notified that the email address
is invalid.Alternatively, we may give you notice by certified mail,
postage prepaid and return receipt requested, to the address provided
during registration.In such case, notice shall be deemed given three
(3) days after the date of mailing.
25. Notice
to Copyright Agent. E-Book Systems respects
the intellectual property rights of others and requests that you
do the same. Anyone who believes that their work has been reproduced
on the Web Sites in a way that constitutes copyright infringement
may provide a notice to the designated Copyright Agent for the Web
Sites containing the following:
- An electronic or physical signature
of a person authorized to act on behalf of the owner of the copyright
interest;
- Identification of the copyrighted work
claimed to have been infringed;
- Identification of the material that
is claimed to be infringing and information reasonably sufficient
to permit E-Book Systems to locate the material;
- The address, telephone number, and,
if available, an e-mail address at which the complaining party
may be contacted;
- A representation that the complaining
party has 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 representation that the information
in the notification is accurate, and under penalty of perjury,
that the complaining party is authorized to act on behalf of the
owner of an exclusive right that is allegedly infringed.
Copyright infringement claims and notices
(but not other notices) should be sent to the attention of _____ Seng Beng Ho _____, in any of the following manners:
by mail:
E-Book Systems, Inc.,
5201 Great America Parkway, Suite 320
Santa Clara, California 95054
by phone: (65) 6258-6100
by fax: (65) 6258-7300
by email: sengbeng@ebooksys.com
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