MindView Public Map
Library – Terms of Service
By using the feature in MindView or MindView Online to publish a mind map to the Public Map Library (https://www.matchware.com/examples) and/or using the Public Map Library, You signify your agreement to the follow terms and conditions (the Terms of Service). If You do not agree with these terms, do not use the Service. MatchWare A/S, its subsidiaries and affiliate companies are referred to as "MatchWare".
MatchWare may, at its sole discretion, modify and revise the Terms of Service at any time and may attempt to notify You. MatchWare recommends that You periodically check the latest version of the Terms of Service. Nothing in these Terms of Service should be deemed to grant any third party rights or benefits.
2.1 These Terms of Service apply to all users of the Service, including users who are also contributors of documents created in MindView and MindView Online. The documents published in the Public Map Library will contain Content. "Content" of documents includes text, images, attachments of various file formats and other materials You may view on, download through, or contribute to the Service.
2.2 If You are publishing documents to the Service You may include links to third party websites that are not owned or controlled by MatchWare. MatchWare has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. MatchWare will not and cannot censor or edit the content of any third-party site. By using the Service, You expressly relieve MatchWare from any and all liability arising from Your use of any third-party website.
3.1 In order to publish documents to the Service, You will have to create an account or alternatively use Your existing MatchWare account. You may never use another's account without permission. When creating Your account, You must provide accurate and complete information. You are solely responsible for the activity that occurs on Your account, and You must keep Your account password secure. Contact MatchWare immediately of any breach of security or unauthorized use of Your account. Although MatchWare will not be liable for Your losses caused by any unauthorized use of Your account, You may be liable for the losses of MatchWare or others due to such unauthorized use.
4.1 Your Responsibilities
MatchWare hereby grants You permission to publish, view and download documents from the Service as set forth in these Terms of Service, provided that:
A. You shall be responsible for acceptance and compliance with this Agreement.
B. You agree not to alter or modify any part of the Service.
C. You shall use reasonable commercial efforts to prevent unauthorized use of the Service and inform MatchWare immediately when such unauthorized usage is known.
D. You shall be responsible for maintaining the confidentiality of Your username and password.
E. You shall be responsible for the Content submitted through the Service in terms of legality, accuracy and integrity of Your Data. You may not store or submit tortuous, infringing or libelous material, nor Data that violates with third party rights.
F. You may not store and submit any Malicious Code such as viruses, worms, Trojan horses etc.
G. You may not interfere or disrupt the Service or servers or networks related to the Service, including attempting to gain unauthorized access to the Service and its related systems.
H. You may not upload, email, transmit, post or make available any Data that is of a "spamming" nature.
I. You may not use the Service as linking service to gain links to external sites.
J. When using the Service You will comply with all applicable laws.
A. When You are publishing and making Your documents public on the Service, You understand that MatchWare does not guarantee any confidentially with respect to the Content You submitted.
B. When publishing documents on the Public Map Library, You shall be solely responsible for Your own Content and the consequences of submitting and publishing Your Content on the Service. You affirm, represent, and warrant that You own or have the necessary licenses, rights, consents, and permissions to publish Content You submit; and You license to MatchWare all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms of Service.
C. For clarity, You retain all of Your ownership rights in Your Content. However, by submitting Content to the Service, You hereby grant MatchWare a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to allow other users of the Service to download, modify and use Your Content and to display Your Content for other users to view on the Service.
D. You also hereby grant each user of the Service a non-exclusive license to access and download copies of the documents You submit through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms of Service.
E. You further agree that Content You submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless You have permission from the rightful owner of the material or You are otherwise legally entitled to post the material and to grant MatchWare all of the license rights granted herein.
F. MatchWare does not endorse any Content submitted to the Service by any user. MatchWare expressly disclaims any and all liability in connection with Content.
G. MatchWare does not permit copyright infringing activities and infringement of intellectual property rights on the Service, and MatchWare will, at its sole discretion, remove all Content if properly notified that such Content infringes on another's intellectual property rights. MatchWare reserves the right to remove Content without prior notice.
H. Please contact MatchWare (support@matchware.com) immediately if You are a copyright owner or an agent thereof and believe that any Content infringes upon Your copyrights and provide the appropriate documentation therefore.
MatchWare A/S or its affiliates own all intellectual property rights in and to the Service and the accompanying user documentation (including all enhancements, additions, modifications, or material alterations thereto and copies thereof). You acknowledge and agree that nothing in this Agreement shall, or shall be construed to, grant You any rights to patents, copyrights, trade secrets, trade names, trademarks, or service marks within, in, or associated with MatchWare or the Service, whether registered or unregistered. MatchWare A/S retains all rights not expressly granted.
6.1 Suggestions
MatchWare will have worldwide, irrevocable, royalty-free, perpetual license to use, develop and include in the Service any suggestions, recommendations or improvement requests or feedback from You, including Users, to the Service.
A. MatchWare reserves the right to discontinue the Service or parts thereof.
B. MatchWare will terminate a user's access to the Service if, under appropriate circumstances, the user is determined to be a repeat infringer.
C. MatchWare reserves the right to decide whether Content violates these Terms of Service for reasons other than copyright infringement, such as, but not limited to, pornography, obscenity, or excessive length. MatchWare may at any time, without prior notice and at its sole discretion, remove such Content and/or terminate a user's account for submitting such material in violation of these Terms of Service.
YOU AGREE TO AND UNDERSTAND THAT EXCEPT AS SUCH DISCLAIMER MAY BE LIMITED BY APPLICABLE LAW OR AS OTHERWISE SET FORTH HEREIN:
A. MATCHWARE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT;
B. MATCHWARE MAKES NO WARRANTY WITH RESPECT TO PERFORMANCE, SECURITY, CAPABILITY, CURRENTNESS, OR THAT THE SERVICE WILL MEET YOUR REQUIREMENTS;
C. MATCHWARE MAKES NO WARRANTY THAT THE SERVICE WILL BE ERROR-FREE, SECURE AND UNINTERRUPTED, NOR THAT ERRORS WILL BE CORRECTED;
D. MATCHWARE MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS;
E. MATCHWARE MAKES NO WARRANTY FOR UNAUTHORIZED USE OF THE SERVICE. USE OF THE SERVICE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RISK;
F. MATCHWARE MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT OF DOCUMENTS PUBLISHED ON THE SERVICE;
G. MATCHWARE MAKES NO WARRANTIES FOR 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;
H. MATCHWARE DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE DOCUMENTS PUBLISHED ON THE SERVICE, AND MATCHWARE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
IN NO EVENT SHALL MATCHWARE, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OF OUR SERVICE, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT PUBLISHED, DOWNLOADED AND ACCESSED THROUGH THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY ACKNOWLEDGE THAT MATCHWARE SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. TO THE EXTENT THAT APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
10.1 Indemnification by MatchWare
MatchWare will, at its expense, indemnify, defend and hold You harmless against any and all action brought against You to the extent that it is based on a claim that the Service or any part thereof or any MatchWare trademark used in relation thereto, when used within the scope of this Agreement, infringes any trademark, copyright, trade secret, patent or other intellectual property right, and MatchWare will pay any costs, damages and/or attorneys' fees awarded against You in such action or payable pursuant to a settlement agreed to by MatchWare. The foregoing obligation shall be subject to You notifying MatchWare promptly in writing of the claim, giving MatchWare the exclusive control of the defense and settlement thereof, and providing all reasonable assistance in connection therewith.
10.2 Indemnification by You
You will, at Your expense, indemnify, defend and hold MatchWare harmless against any and all action brought against MatchWare by a third party alleging that (i) Your Data or MatchWare's transmission or hosting thereof infringes or violates the rights of the third party (ii) Your Data and transmission of Your Data infringes or violates the rights of the third party (iii) Your use of the Service infringes or violates the rights of the third party (iv) Your use of the Service failed to comply with applicable laws, rules or regulations in its performance of this Agreement. You will pay any costs, damages and/or attorneys' fees awarded against MatchWare in such action, or any amounts paid by MatchWare under a court-approved settlement thereof, provided that MatchWare promptly give You written notification of the action and give You sole control of the defense and settlement of the claim against MatchWare.
11.1 Entire Agreement
This Agreement sets forth the entire agreement and understanding of the parties relating to the subject matter herein and supersedes all prior discussions between them. No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, shall be effective unless in writing signed by both parties.
Neither this Agreement nor any of the rights, interests or obligations of either party shall be assigned or transferred by either party without the prior written consent of the other party, provided, however, that either party may assign this Agreement pursuant to a merger, acquisition, or similar transaction. All of the terms and conditions of this Agreement shall be binding upon, inure to the benefit of, and be enforceable by the respective successors and any permitted assigns of the parties.
11.2 Notices
Notices under this Agreement shall be sufficient only if personally delivered, delivered by a major commercial rapid delivery courier service, delivered by facsimile transmission confirmed by first class mail, or mailed by certified or registered mail, return receipt requested, to a party at its address set forth herein or as amended by notice pursuant to this subsection. If not received sooner, notice by mail shall be deemed received seven (7) days after deposit. Who You should direct notices to depends on where You are domiciled, see Section 11.3.
11.3 Governing Law and Who You Are Contracting With
Who You are contracting with depends on where You are domiciled along with the Governing Law and Jurisdiction:
|
Domiciled in: |
MatchWare Entity |
Notices sent to: |
Governing Law |
|
North, South or Central America, Australia and
New Zealand |
MatchWare Inc. 311 S. Brevard Ave. Tampa, FL 33606 USA |
Legal Department Fax: + 1-813-254-6654 |
Florida and controlling United States Federal
Law |
|
Scandinavia |
MatchWare A/S P. Hiort-Lorenzens Vej 2A 8000 Aarhus C Denmark |
Legal Department Fax: +4587303501 |
Danish Law |
|
Germany, Austria, Switzerland |
MatchWare GmbH Beim Strohhause 31 20097 Hamburg Germany |
Legal Department Fax: +4940543789 |
German Law |
|
UK, France and Rest of the World |
MatchWare Ltd. 9-11 The Quadrant Richmond, Surrey TW1 1BP UK |
Legal Department Fax: +442083322170 |
UK Law |
11.4 Relationship of the Parties
The parties hereto are independent contractors. Neither party is, nor shall claim to be, a legal agent, representative, partner or employee of the other; neither shall contract in the name of the other nor assume or create any obligations, debts, or liabilities for the other. Neither party relies on any promises, inducements or representations made by the other except as expressly provided in this Agreement. This Agreement is not intended to constitute, create, give effect to or otherwise recognize a joint venture, partnership, or formal business entity of any kind between the parties.
11.5 No Waiver
No waiver of any term or condition of this Agreement shall be valid or binding on either party unless the same shall have been mutually assented to in writing by both parties. The failure of either party to enforce at any time any of the provisions of this Agreement, or the failure to require at any time performance by the other party of any of the provisions of this Agreement, shall in no way be construed to be a present or future waiver of such provisions, nor in any way effect the ability of either party to enforce each and every such provision thereafter.
11.6 Attorneys' Fees
The prevailing party in any legal action brought by one party against the other and arising out of this Agreement shall be entitled, in addition to any other rights and remedies it may have, to reimbursement for its expenses, including court costs and reasonable attorneys' fees.