NextEdit® Terms of Service

PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS SERVICE. Your use of this service is expressly conditioned on your acceptance of the following terms and conditions. By using this service, you signify your assent to these terms and conditions. If you do not agree with any part of the following terms and conditions, you must not use this service.

1. DESCRIPTION OF SERVICE. NEXTEDIT provides a service (hereafter referred to as the "Service") which allows you to edit and manage content on your webpages directly from the web, within a web browser interface. Usage requires setup on each page which will utilize NEXTEDIT.

In order to use the Service, you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with this access. In addition, you must provide all equipment and software necessary to make a connection to the World Wide Web, including a computer and modem or other access device, and a World Wide Web browser (Internet Explorer 5.0+, Firefox, Netscape or Mozilla on Windows or Macintosh computers). The Service does not offer access to the World Wide Web, or the equipment necessary for you to obtain such access.

2. ACCEPTANCE OF TERMS. NextEdit.com provides the Service to you subject to the following Terms of Service ("TOS"), which may be updated by us from time to time without notice to you. Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new NextEdit.com services, shall be subject to the TOS. You understand and agree that the Service is provided "AS-IS" and that NextEdit.com assumes no responsibility for the timeliness, deletion, failed delivery or failure to store any user communications, data or personalization settings. You can review the most current version of the TOS at any time. In addition, when using particular NextEdit.com services, you and NextEdit.com will be subject to any applicable guidelines or rules that may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into the TOS.

By accessing, browsing, and/or using the Service, you acknowledge that you have read and understood the TOS and that you and your company agree to be bound by the TOS and comply with all applicable laws and regulations, including U.S. laws and regulations.

3. YOUR REGISTRATION OBLIGATIONS. In consideration of your use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's 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 NextEdit.com has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, NextEdit.com has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof).

4. NextEdit.com PRIVACY POLICY. Registration Data, Payment Information, and other information about you will not be shared with any outside entities other than the bank and the payment gateway used by NEXTEDIT during payment transactions.

5. MEMBER ACCOUNT, PASSWORD AND SECURITY. You will be able to select a password and you will set up an account designation upon completing the Service's registration process. Please select a password that would not be immediately obvious to someone trying to guess it, and change it once in a while as an added precaution. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify NextEdit.com of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit (logout) from your account at the end of each session. NextEdit.com cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 5.

6. MEMBER CONDUCT. You understand that all information, data, text, messages and other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not NextEdit.com, are entirely responsible for all Content that you send via the NextEdit.com update system or otherwise transmit via the Service. NextEdit.com does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will NextEdit.com be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted via the Service.

You agree to use the Service in a manner consistent with any and all applicable laws and regulations. Specifically, you agree not to use the Service for any unlawful, offensive, harassing, or deceitful purpose, or take any action that, in NextEdit.com's sole opinion, restricts or inhibits other users from using and enjoying the Service, such as but not limited to, the use of vulgar, profane or otherwise offensive language; inappropriate aliases; committing or discussing with the intention to commit illegal activities. You specifically agree not to submit, publish, or display on the Service any defamatory, inaccurate, abusive, obscene, profane, sexually oriented, threatening, racially offensive, or illegal material; nor will you encourage the use of controlled substances. Transmission of material, information or software in violation of any local, state or federal law is prohibited and is a breach of the TOS. You specifically agree not to upload, post or reproduce in any manner any materials protected by copyright without the permission of the copyright owner.

You acknowledge that NextEdit.com does not pre-screen Content.

You acknowledge and agree that NextEdit.com may preserve Content and may also disclose Content if permitted by the Privacy Policy and/or required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of NextEdit.com, its partners, its users and the public.

You understand that the technical processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

7. INDEMNITY. You agree to indemnify and hold NextEdit.com, 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 Content you submit, post to or transmit through the Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.

8. NO RESALE OF SERVICE. We grant to you a limited, non-exclusive, non-transferable, revocable license to use the Service only for its intended purposes. As a licensee of the Service you may not rent, lease, grant a security interest in, sell, resell, or otherwise transfer any rights you have in the use of the Service. You further agree not to reproduce, duplicate, copy or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

Under the license described in the previous paragraph, you are prohibited from modifying, translating, disassembling, decompiling, or reverse engineering or otherwise attempting to derive the source code for the operation of the Service or creating derivative works based on the Service or parts of the Service. For purposes of the TOS, "reverse engineering" shall mean the examination or analysis of the Service to determine its source code, structure, organization, internal design, algorithms or encryption devices.

The license granted to you under the TOS will automatically terminate upon termination of your account. NextEdit.com has the right to terminate the license of any user at any time for any or no reason whatsoever, solely in the discretion of NextEdit.com and its partners.

9. GENERAL PRACTICES REGARDING USE. You acknowledge that NextEdit.com may establish general practices and limits concerning use of the Service, including without limitation the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time, and the maximum time during which your use of your NextEdit.com account may remain inactive. You acknowledge that NextEdit.com reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that NextEdit.com reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

10. MODIFICATIONS TO SERVICE. NextEdit.com and/or its subsidiaries, officers, and employees reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that NextEdit.com and/or its subsidiaries, officers, and employees shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

11. TERMINATION. You agree that NextEdit.com, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Service, and remove and discard any data stored within the Service, for any reason, including, without limitation, for lack of use or if NextEdit.com believes that you have violated or acted inconsistently with the letter or spirit of the TOS. NextEdit.com may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice, and acknowledge and agree that NextEdit.com 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 Service. Further, you agree that NextEdit.com and/or its subsidiaries, officers, and employees shall not be liable to you or any third-party for any termination of your access to the Service. NextEdit.com and/or its subsidiaries, officers, and employees shall have no obligation following any termination.

If you wish to terminate use of the Service, you may do so by contacting NEXTEDIT as described in the Help Guides.

12. LINKS. The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because NextEdit.com and/or its subsidiaries, officers, and employees has no control over such sites and resources, you acknowledge and agree that NextEdit.com and/or its subsidiaries, officers, and employees 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 NextEdit.com and/or its subsidiaries, officers, and employees 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 services available on or through any such site or resource.

13. DEALINGS WITH ADVERTISERS. Your correspondence or business dealings with, or participation in promotions of, advertisers or service providers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser or service providers. You agree that NextEdit.com and/or its subsidiaries, officers, and employees shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or service providers on the Service.

14. NextEdit.com'S PROPRIETARY RIGHTS. You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service, NextEdit.com partners, or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by NextEdit.com, NextEdit.com partners, or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.

You agree not to access the Service by any means other than through the Browser interface that is provided by NextEdit.com for use in accessing the Service.

15. WARRANTIES DISCLAIMER. YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

A. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NextEdit.com 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.

B. NextEdit.com MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

C. THE SECURITY MECHANISMS IMPLEMENTED BY NextEdit.com AND ITS PARTNERS MAY HAVE INHERENT LIMITATIONS, AND YOU MUST DETERMINE FOR YOURSELF THAT THE SERVICE SUFFICIENTLY MEETS YOUR REQUIREMENTS. NextEdit.com AND ITS PARTNERS ARE NOT RESPONSIBLE FOR YOUR DATA WHETHER RESIDING ON OUR OR YOUR SERVERS.

D. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NextEdit.com OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.

16. LIMITATION OF LIABILITY. YOU EXPRESSLY UNDERSTAND AND AGREE THAT NextEdit.com AND/OR ITS SUBSIDIARIES, OFFICERS, AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, BUSINESS INTERRUPTION OR OTHER INTANGIBLE LOSSES (EVEN IF NextEdit.com HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (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 SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.

17. 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 ABOVE LIMITATIONS OF SECTIONS 16 AND 17 MAY NOT APPLY TO YOU. SECTION 16 AND 17 APPLY TO THE FULLEST EXTENT ALLOWED BY LAW.

18. NOTICE. Notices to you may be made via either email, Login notice or regular mail. NextEdit.com may also provide notices of changes to the TOS or other matters by displaying notices or links to notices generally on the Service.

19. TRADEMARK, COPYRIGHT INFORMATION. NextEdit.com, the NextEdit.com logo, and other NextEdit.com logos and product and service names are trademarks of NextEdit.com Inc. (the "NextEdit.com Marks"). Without NextEdit.com's prior permission, you agree not to display or use in any manner, the NextEdit.com Marks except as provided by the Service.

The NextEdit.com web page at www.NextEdit.com (and all reviewable pages, underlying program code and accompanying services and documentation related to that site) is Copyright (c) 2002-2008 NextEdit Inc., ALL RIGHTS RESERVED. Permission is hereby granted to print in hard copy portions of www.NextEdit.com for the sole purposes of placing or approving a request or order using the Service or archiving business records. Any other use of any portion of www.NextEdit.com, including reproduction for purposes other than those specified herein, modification, distribution, or publication, are expressly prohibited without the prior written permission of NextEdit.com.

20. GENERAL INFORMATION. The TOS constitute the entire agreement between you and NextEdit.com and govern your use of the Service, superceding any prior agreements between you and NextEdit.com. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. The TOS and the relationship between you and NextEdit.com shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and NextEdit.com agree to submit to the personal and exclusive jurisdiction of the courts located within the county of San Francisco, California. The failure of NextEdit.com to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. 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 Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the agreement are solely used for the convenience of the parties and have no legal or contractual significance.

The TOS do not constitute legal advice. Users of the service should consult their own counsel for answers to particular legal questions.

© Copyright 2002-2008 NextEdit Inc. All Rights Reserved.