RGB NETWORKS WEBSITE Terms of Use

These Terms of Use govern your access to and use of the RGB Networks websites (the “Site”), any information, text, graphics, or other materials appearing on the Site (the “Content”), and any services provided through the Site (the “Services”). Your access to and use of the Site, Content, and/or Services are expressly conditioned on your compliance with these Terms of Use. By accessing or using the Site, Content, or Services, you agree to be bound by these Terms of Use.

Privacy
See the RGB Networks Privacy Policy at www.rgbnetworks.com/privacy.php for information and notices concerning our collection and use of your personal information.

Your Use of the Content
We authorize you to download, view, and print a single copy of any Content, solely for your personal and non-commercial purposes, and subject to the restrictions set forth in these Terms of Use.

RGB Networks Property
All right, title, and interest in and to the Site, Content, and Services are and will remain the exclusive property of RGB Networks and its licensors. The Site, Content, and Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. Except as expressly permitted in these Terms of Use, you may not reproduce, modify or prepare derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, transmit, or otherwise use the Site, Content, or Services. You may not copy or modify the HTML code used to generate web pages on the Site. You may not use the Site, Content, or Services on or in connection with any other website, for any purpose.

User-Generated Content
All information, data, text, messages or other materials that you and/or other users post, upload, link to and/or otherwise submit to the Site or through the Services (collectively referred to as “User-Generated Content”) are the sole responsibility of the person from whom such User-Generated Content originated. You are entirely responsible for all of the User-Generated Content that you upload, post, email, transmit or otherwise make available via the Site or the Services. We do not monitor or control User-Generated Content posted and we take no responsibility for such content.

• We do not endorse, support, represent or guarantee the truthfulness, accuracy, or reliability of any User-Generated Content or endorse any of the opinions expressed therein. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against us with respect thereto. You acknowledge that any reliance on User-Generated Content will be at your own risk.

You understand that by using or accessing the Site you may be exposed to content that might be offensive, harmful, inaccurate or otherwise inappropriate material, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will we be liable in any way for any content or communications, including, but not limited to, any errors or omissions in any form of User-Generated Content, or any loss or damage of any kind incurred as a result of the use of any of our Content or User-Generated Content posted, emailed, transmitted or otherwise made available on the Site.

We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any User-Generated Content, such as User-Generated Content which violates these Terms of Use. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (a) satisfy any applicable law, regulation, legal process or governmental request, (b) enforce these Terms of Use, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues, (d) respond to member support requests, or (e) protect our rights, property or safety, and that of our users and the public. We will not be responsible or liable for the exercise or non-exercise of its rights under these Terms of Use.

• Except where stated otherwise in these Terms of Use or elsewhere on the Site, we claim no ownership or control over any User-Generated Content. You retain any and all trademark rights and copyright to any User-Generated Content that you submit, post or display on or through the Site or the Services and you are responsible for protecting those rights.

While you own all of your own User-Generated Content, you hereby grant us, our licensees and business partners a non-exclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use and exploit your User-Generated Content for any purpose. In granting these license to us, our licensees and business partners, you represent and warrant that you own or have the necessary licenses, rights, consents, power, authority and permissions to grant these licenses, which include but are not limited to any third party rights that are required as a result of the subject matter of your User-Generated Content.

General Prohibitions
You agree not to do any of the following while using the Site, Content or Services:

• Post, publish or transmit any text, graphics, or material that: (i) is false or misleading; (ii) is defamatory; (iii) invades another’s privacy; (iv) is obscene, pornographic, or offensive; (v) promotes bigotry, racism, hatred or harm against any individual or group; (vi) infringes another’s rights, including any intellectual property rights; or (vii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
• Access, tamper with, or use non-public areas of the Site, our computer systems, or the technical delivery systems of our providers;
• Attempt to probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures;
• Attempt to access or search the Site, Content, or Services with any engine, software, tool, agent, device or mechanism other than the software and/or search agents we may provide or other generally available third party web browsers (such as Microsoft Internet Explorer or Netscape Navigator);
• Send unsolicited email, junk mail, “spam,” or chain letters, or promotions or advertisements for products or services;
• Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Content, or Services to send altered, deceptive or false source-identifying information;
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Content, or Services;
• Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site; or
• Impersonate or misrepresent your affiliation with any person or entity.

We will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Site security issues, to the fullest extent of the law. We may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Use. You acknowledge that we have no obligation to monitor your access to or use of the Site, Content, and Services, but have the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms of Use, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

Digital Millennium Copyright Act Compliance
RGB Networks respects the intellectual property rights of others and expects users of the Site to do the same. At our discretion and in appropriate circumstances, we may terminate the accounts of users or prevent access to the Site by users who infringe the intellectual property rights of others. Pursuant to United States Code 512(c)(2) (Digital Millennium Copyright Act of 1998), our designated agent for notice of alleged copyright infringement appearing on the Site is:

Copyright Agent
390 West Java Drive
Sunnyvale, CA 94089
ph:       (408)-701-2700
fax:      (408)-701-2710
http://www.rgbnetworks.com/about/contact.php

Filing a notice of infringement requires compliance with the requirements specified in Title II of the Digital Millennium Copyright Act of 1998. The text of this statute can be found at the U.S. Copyright Office web site, <http://lcweb.loc.gov/copyright/> (visited July 3, 2008).

Links
The Site may contain links to third-party websites or resources. You acknowledge and agree that RGB Networks is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by RGB Networks of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

Termination
If you violate any of these Terms of Use, your permission to use the Site, Content, and Services will automatically terminate. We reserve the right to revoke your access to and use of the Site, Content, and Services at any time, with or without cause. We also reserve the right to cease providing or to change the Site, Content, or Services at any time and without notice.

Use of the Site at Your Own Risk
Your access to and use of the Site, Content, and Services is at your own risk. We will have no responsibility for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Site, Content, or Services.

The Site is Available “AS-IS”
THE SITE, CONTENT, AND SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, RGB NETWORKS EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT.

RGB NETWORKS MAKES NO WARRANTY THAT THE SITE, CONTENT, OR SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. RGB NETWORKS MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION PURCHASED OR OBTAINED THROUGH THE SITE, CONTENT OR SERVICES, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SITE, CONTENT OR SERVICES.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM RGB NETWORKS OR THROUGH THE SITE, CONTENT, OR SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

Indemnity
You agree to defend, indemnify, and hold harmless RGB Networks, its officers, directors, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Site, Services or Content; (ii) your violation of this Agreement; or (iii) your violation of any third party right, including without limitation, any intellectual property right, including but not limited to right of attribution, publicity, confidentiality, property or privacy right.

Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER RGB NETWORKS NOR ANY OTHER party involved in creating, producing, or delivering the Site, content, or services will be liable for any incidental, SPECIAL, consequential or PUNITIVE damages resulting from your access to or use of, or inability to access or use, the Site, content, or services, whether based on warranty, contract, tort (INCLUDING NEGLIGENCE) or any other legal theory, whether or not RGB NETWORKS has been informed of the possibility of such damage, EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PUrPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT RGB NETWORKS IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, RGB NETWORKS WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY CONTENT SUBMITTED BY YOU OR OTHERS TO THE SITE OR THROUGH THE SERVICES.

YOU AGREE THAT THE AGGREGATE LIABILITY OF RGB NETWORKS TO YOU FOR ANY AND ALL CLAIMS ARISING FROM THE USE OF THE SITE, CONTENT OR SERVICES IS LIMITED TO TEN ($10) U.S. DOLLARS. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN RGB NETWORKS AND YOU.

Comments
All feedback, comments, and suggestions (“Comments”) that you provide to RGB Networks, in any form will be the sole and exclusive property of RGB Networks. You hereby irrevocably transfer and assign to RGB Networks and agree to irrevocably assign and transfer to RGB Networks all of your right, title, and interest in and to all of your Comments, including all worldwide patent rights (including patent applications and disclosures), copyright rights, trade secret rights, and other intellectual property rights. At our request and expense, you will execute documents and take such further acts as we may reasonably request to assist us in acquiring, perfecting and maintaining our intellectual property rights and other legal protections for your Comments. You will not earn or acquire any rights or licenses in the Site, Content, and Services or in any RGB Networks intellectual property rights on account of these Terms of Use or your performance under these Terms of Use.

Severability
In the event that any provision of these Terms of Use is held to be invalid or unenforceable, the remaining provisions of these Terms of Use will remain in full force and effect.

Waiver
Our failure to enforce any right or provision of these Terms of Use will not be deemed a waiver of such right or provision.

Controlling Law and Jurisdiction
These Terms of Use and any action related thereto will be governed by the laws of the State of California without regard to its conflict of law provisions. The exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms of Use will be the state and federal courts located in San Francisco County, California, and each of the parties hereto waives any objection to jurisdiction and venue in such courts.

Entire Agreement
These Terms of Use are the entire and exclusive agreement between RGB Networks and you regarding the Site, Content, and Services, and these Terms of Use supersede and replace any prior agreements between RGB Networks and you regarding the Site, Content, and Services.

If you have any questions about these Terms of Use, please contact us at: http://www.rgbnetworks.com/about/contact.php