Terms and Conditions of Use - PublishYourKeyword.com

PublishYourKeyword.com

Terms and Conditions of Use

These Terms and Conditions of Use (the "Agreement") describe the terms and conditions applicable to the provision of services (the "Services") to You by Publish Your Keyword, LLC ("PYK").

Electronic Agreement.
1. This Agreement is an electronic contract that sets out the legally binding terms of your use of the Publish Your Keyword website (the "Website") and your use of services provided therein. This Agreement may be modified by PYK from time to time, such modifications to be effective upon posting by PYK on the Website.
2. You have the right to receive this Agreement in non-electronic form. You may request a non-electronic copy of this Agreement either before or after you agree to it. To receive a non-electronic copy of this Agreement, please send an e-mail to agreement@pubilshyourkeyword.com.
Services.
1. PYK will, on an annual subscription basis, create and host a web page (the "Services") relating to a keyword (the "Keyword") chosen by you ("Your Page"), as indicated on the online registration form submitted by You. Your Page will initially be located at http://www.publishyourkeyword.com/yourkeyword.htm, however, PYK shall be free to move it any time. Your Page will be based on PYK's preexisting web page template and does not include any custom design or development.
2. You acknowledge and agree that PYK may, in its discretion, review Your Content (as defined in Section 8(a)) provided by you to determine whether you are in compliance with Section 8. If PYK determines that you are not in compliance with Section 8, then PYK shall have the right, without notice, to terminate this Agreement without a refund or any liability to You.
3. You acknowledge and agree that PYK may, in its discretion, display advertisements on Your Page, such as text link advertisements, GoogleAds, and banner ads.
Term and Termination.
1. Your subscription to the Services is for one year periods. Your subscription will be automatically extended for successive one year periods of, at the then-current non-promotional annual rate.
2. PYK reserves the right to change, suspend or discontinue all or any aspect of its Services at any time, including the availability of any feature, without prior notice or liability to You.
3. PYK may terminate this Agreement at any time for any reason or for no reason by sending notice of termination to You. PYK reserves the right to terminate or suspend provision of the Services to You, without notice and in its sole discretion, if PYK believes that Your use of the Services does not comply with the terms of this Agreement including payment of applicable fees. PYK may in its discretion delete Your Content stored by PYK upon termination or expiration of this Agreement. To terminate your subscription at any time, go to account settings or send an email to cancel@publishyourkeyword.com. If you terminate, you will not receive a refund.
Your Information. You represent that the information provided by You in the online registration form is accurate, complete and current, and You agree to update that information promptly if there is any change. You represent that You are at least eighteen years old and have the authority to execute this Agreement on Your behalf. The information that You provide in the online registration form, together with any other information obtained from You is referred to as "Your Information." You acknowledge that by providing Your Information to PYK, You authorize PYK to use Your Information for the purpose of facilitating Your use of the Services, including, without limitation, registering You to use the Services, billing You for the Services, permitting You to access Your data, personalizing communications to You, and generally to improve the Services.
Account Security. You are responsible for maintaining the confidentiality of the username and password that You designate during the registration process, and You are fully responsible for all activities that occur under Your username and password. You agree to immediately notify PYK of any unauthorized use of Your username or password or any other breach of security. PYK will not be liable for any loss or damage arising from your failure to comply with this provision. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record Your password or other personal information.
Fee. Fees for a subscription to the Services are as set forth in Your registration form. Unless otherwise agreed upon, all payments are due annually in advance and are nonrefundable. PYK reserves the right to change the fees at any time with prior notice to You. You are responsible for paying all sales, use, excise, ad valorem and other taxes (excluding taxes based on the net income of PYK) arising out of provision of the Services. If PYK (or its designated agent) does not receive payment when due, PYK may immediately suspend the provision of Services to you. You are responsible for the payment of all charges associated with the use of the Services using Your user ID and password. You shall be responsible for any fees or other charges incurred by You until the termination of Your rights to use the Services. Any amounts payable to PYK hereunder which are not paid when due may, in PYK's discretion, thereafter bear interest at the rate of 1.5% per month or the maximum amount permitted by applicable law, whichever is less. If any payment due PYK is collected at law or through an attorney at law or under advice therefrom or through a collection agency, You will pay all costs of collection, including, without limitation, all court costs and reasonable attorneys' fees.
Content. You acknowledge and agree that all right, title and interest in and to the information, software code, data, photographs, graphics, videos and other material (collectively the "PYK IP") provided in connection with the Services, including, without limitation, any copyrights in or to the PYK IP, belong to PYK and its vendors, and You will not assert any claims to the contrary. You acknowledge that PYK IP provided as part of the Services may change at any time, without any obligation on the part of PYK to notify You of such changes. You may not: (i) copy, edit, alter, modify or prepare any derivative works of Your Page, the PYK IP or any portion thereof; (ii) remove or alter any credits, notices (including, without limitation, copyright, trademark and service mark notices), or logos which are included as a part of Your Page; or (iii) resell, sublicense or otherwise transfer, distribute or make available to others all or any portion of Your Page or PYK IP in any form. This Section shall survive the termination of this Agreement.
Your Content.
1. You represent that You have obtained all necessary third party rights, including, without limitation, copyrights, for any content (text, pictures, sound, graphics, video and other data) ("Content") and other information, data and materials made available on Your Page (collectively, "Your Content") that belong to third parties. It is Your responsibility to determine if it is necessary for You to obtain, and for obtaining, any licenses required to use third party content which is part of Your Content. You agree not to use Your Page for, and Your Content will not contain, any infringing, illegal, sexually explicit, hateful, vulgar, threatening, abusive, harassing, defamatory, or racially, ethnically, or otherwise objectionable material, including, without limitation, any materials that could give rise to any liability to PYK or which might adversely affect PYK's public image, reputation or goodwill.
  
  The following is a partial list of the kind of Content that is illegal or prohibited on Your Page. PYK reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Service and terminating the membership of such violators. It includes, but is not limited to, Content that:
  - is patently offensive to the online community, such as Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  - harasses or advocates harassment of another person;
  - involves the transmission of "junk mail", "chain letters," or unsolicited mass mailing or "spamming";
  - promotes information that you know is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
  - promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
  - contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
  - provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under the age of 18;
  - provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
  - solicits passwords or personal identifying information for commercial or unlawful purposes from other users; and
  - engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes.
2. You grant PYK a worldwide, royalty-free, non-exclusive license to (i) host, use, reproduce, modify, distribute, transmit, combine with information provided by third parties, and publicly display Your Content on and through Your Page.
3. YOU WILL BE RESPONSIBLE FOR MAKING BACK-UP AND ARCHIVAL COPIES OF ALL YOUR CONTENT AND ANY DATA. IN NO EVENT WILL PYK BE RESPONSIBLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS, CORRUPTION OR ALTERATION OF YOUR CONTENT OR DATA, OR FOR ANY LOSS ARISING OUT OF ANY BREACH OF SECURITY.
Disclaimer of Warranty. THE USE OF THE SERVICES AND YOUR PAGE IS PROVIDED "AS IS", "AS AVAILABLE", AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, AND PYK HEREBY DISCLAIMS THE SAME. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, PYK NEITHER WARRANTS THAT THE SERVICES WILL BE PROVIDED IN AN UNINTERRUPTED, SECURE OR ERROR-FREE MANNER.

PYK has no control over the policies of search engines with respect to the type of sites and/or content that they accept now or in the future. Your Page may be excluded from any directory at any time at the sole discretion of the search engine or directory.

Due to the competitiveness of some keywords/phrases, ongoing changes in search engine ranking algorithms and other competitive factors, PYK does not guarantee first page or a number one position or consistent top positions for any particular keyword, phrase or search term.

PYK is not responsible to the policies or procedures of search engines, has no control over such sites, and makes no representations or warranties about the policies or procedures or continued functioning of any such sites.

This Section 9 shall survive the termination of this Agreement.
Limitation of Liability. PYK WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICES (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR LOST PROFITS OR BUSINESS INTERRUPTION), WHETHER ARISING FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAILS, ERRORS, DEFECTS, VIRUSES OR OTHER MALICIOUS CODE, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, EVEN IF PYK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE LIABILITY OF PYK TO YOU FOR ALL CLAIMS IN THE AGGREGATE ARISING OUT OF YOUR USE OF OR INABILITY TO USE THE SERVICES, WHETHER ARISING IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY), EXCEED AN AMOUNT EQUAL TO THE FEES PAID BY YOU HEREUNDER IN THE ONE YEAR PRECEDING THE EVENT GIVING RISE TO THE CLAIM. This Section shall survive the termination of this Agreement.
Trademarks. PYK and all other trademarks, service marks, trade names and logos of PYK used in connection with the Services are the property of PYK. All uses of such marks shall inure to the benefit of PYK. All other trademarks, trade names, service marks, logos, product names, and PYK names appearing in connection with the Services are the property of their respective owners.
Indemnification. You agree to defend, indemnify and hold harmless PYK, its officers, directors, employees, contractors and suppliers and licensors, from and against any and all loss, claim or liability (including without limitation all attorneys' fees and expenses) which they may incur in connection with: (a) Your breach of this Agreement or any other rules or guidelines provided by PYK; (b) Your use of the Services; (c) Your Page; or (d) Your Content. This Section shall survive the termination of this Agreement.
Amendment. PYK reserves the right to amend this Agreement and its rules and guidelines at any time by providing You with Notice of such amendment. If You do not agree to the terms of such amendment, rules or guidelines, You may terminate this Agreement and Your use of the Services and Software by providing notice of the same to PYK within 10 business days of the date of such notice. Such amendment shall be effective after the expiration of such ten day period.
Choice of Law. This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, without regard to the choice of law provisions thereof. Any dispute or claim arising out of, or in connection with, this Agreement shall be finally settled by binding arbitration in Raleigh, North Carolina, in accordance with N.C. Gen. Stat. § 1-567.1 et seq. (the "Uniform Arbitration Act") and the then-current rules and procedures of the American Arbitration Association by one (1) arbitrator appointed by the American Arbitration Association. The arbitrator shall apply the law of the State of North Carolina, without reference to rules of conflict of law or statutory rules of arbitration, to the merits of any dispute or claim. Judgment on the award rendered by the arbitrator may be confirmed, reduced to judgment and entered in any court of competent jurisdiction. The parties agree that, any provision of applicable law notwithstanding, they will not request, and the arbitrator shall have no authority to award, punitive or exemplary damages against any party. In the event that any arbitration, action or proceeding is brought in connection with this Agreement, the prevailing party shall be entitled to recover its costs and reasonable attorneys' fees.
Miscellaneous. This Agreement and the rights granted hereunder may not be assigned or transferred by You, in whole or in part. Without limiting the foregoing, You may not provide any other person access to the Services. If any provision of this Agreement is held invalid, such invalidity shall not affect any other provisions of this Agreement. Headings are inserted for reference only and shall not be construed as a part of this Agreement. No failure or delay on the part of PYK to exercise any right under this Agreement will operate as a waiver thereof, nor will any single or partial exercise of any right preclude any other or further exercise thereof or of any other right. This Agreement represents the entire understanding and agreement between You and PYK concerning Your Use of the Services and Product, and supersedes any prior representations, understandings or agreements.

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Terms and Conditions of Use.