Terms of Use
For Consumers
[28 June 2009]
The following are terms of a legal agreement between you and Aurumis, Inc. (”Aurumis”). By accessing or otherwise using any of the websites located at www.aurumis.com, www.zoolah.com or www.zoolahscribe.com or any products or services provided on or through these websites, or by clicking to accept these terms, you acknowledge that you have read, understood and agreed to be bound by these terms and conditions, and to comply with all applicable laws and regulations. If you do not so agree to be bound and comply, you may not access or use these websites or any products or services provided on these websites (each of which is a “Site” and all of which together are referred to here as the “Sites”). Further, if you are not of legal age to enter into a binding agreement with Aurumis or you are barred by any applicable law from accessing or using the Sites, you may not access or use the Sites.
Unless otherwise agreed, the terms set forth herein are the minimum terms applicable to your access to and use of the Sites. Additional terms may also apply to the use of particular Aurumis software programs available for download, or other Aurumis products or services, where those additional terms refer to and incorporate the terms set forth here. The terms set forth here and any applicable additional terms are referred to herein as the “Agreement.”
If you visit Sites using a mobile device or download or use mobile applications provided by Aurumis, carrier airtime, data, or other fees may apply.
Your use of the Sites is also subject to the Aurumis Privacy Policy [aurumis.com/privacy-policy]. Please review the Privacy Policy for information about how Aurumis collects, uses and discloses personal and certain other information about you. You agree to the collection, use and disclosure of your information as described in the Privacy Policy.
The materials available on the Sites themselves, and the materials available through links provided by Aurumis on the Sites to other, third-party websites, are referred to together as “Content.” Content may include, among other things, articles, blogs, other text, images, graphics, logos, audio, video, and software. Content available on the Sites themselves is “Site Content,” and Content available through links provided by Aurumis to third-party websites is “Third-Party Content.” Although Aurumis may facilitate your access to Third-Party Content (for example, by providing a link in exchange for credits), Aurumis does not have any control over Third-Party Content. Third-Party Content is subject to terms of use and privacy practices of the website, company or individual providing that Content, which may differ from this Agreement and the Aurumis Privacy Policy. See the section titled “Third-Party Content and Links,” below.
Proprietary Rights
All Content and the selection and arrangement thereof is or may be proprietary property of Aurumis or its licensors or other third parties. You acknowledge that Aurumis and other providers of Content have rights in their respective Content under copyright and other applicable laws and treaty provisions, and that except as expressly permitted by agreement with Aurumis or the applicable owner, such rights are not licensed or otherwise transferred through your use of the Sites. For example, unless expressly permitted by such an agreement, you may not copy, sell, trade, modify, or create derivative works of the Sites or any Content. In addition, except to the extent that the provisions of this clause are expressly prohibited by applicable law, you may not reverse engineer or otherwise attempt to derive source code or the underlying ideas, algorithms, structure or organization of the Sites or any Site Content. You may download or copy the Site Content for personal, non-commercial use only. Copying or storing of any Site Content for other than personal, non-commerical use is expressly prohibited without prior written permission from Aurumis or the applicable rights holder.
The trademarks, service marks, trade names, domain names, logos and other brand elements (the “Trademarks”) used and displayed on the Sites are registered and unregistered trademarks, in the United States and/or other countries, belonging to Aurumis or their respective owners. Nothing in the Sites shall be construed as granting, by implication or otherwise, any license or right to use any Trademark used or displayed on the Sites without the express written permission of Aurumis or the Trademark owner.
You may not remove, obscure, or alter any proprietary rights notices, such as copyright or Trademark notices, contained on the Sites or any Site Content.
Your Account
You must establish an account with Aurumis to use a Site, except for those portions of a Site to which Aurumis allows access without registration. You agree to provide accurate, current and complete information as prompted by the registration form, and to promptly update this information to keep it accurate, current and complete. You authorize Aurumis, directly or through third parties, to make any inquiries we consider necessary to validate your registration data. You are responsible for maintaining the confidentiality of your account information and password and for restricting access to your computer or other device, and you agree to accept responsibility for all activities that occur under your account.
Aurumis reserves the right to refuse service or suspend or terminate your account in its sole discretion. In addition, you may cancel your account at any time. If Aurumis refuses service or suspends or terminates your account, or if you cancel your account, you understand and agree that you will not receive any refund or exchange for any credits purchased, any unused time on a subscription, any license or subscription fees, or for anything else.
ZoolahTM Credits
The Sites may include a component of credits called Zoolahs, which constitute a limited license right to use those credits to access a feature of the particular Site or another product or service, such as Site Content or Third-Party Content. Aurumis may charge fees for the right to use Zoolahs, or may distribute Zoolahs without charge, in its sole discretion. Regardless of the terminology used, Zoolahs represent a limited license right governed by the terms of this Agreement, and are not redeemable for any sum of money or monetary value from Aurumis at any time. Purchases of credits are non-refundable. Further, credits may not be transferred to any other person or entity unless Aurumis otherwise agrees in writing. Aurumis has the right to manage, control, modify and/or eliminate such credits in its sole discretion, in any general or specific case, and Aurumis will have no liability to you based on its exercise of that right.
Payment Terms
To purchase credits or any other goods or services that may be available on the Sites, you must have a valid account with Aurumis and be a United States resident who is at least eighteen (18) years of age (or, if different, the applicable age of majority). Before purchasing anything on a Site, you must provide valid credit card or other payment information for an accepted method of payment, as indicated and requested on the payments page of the applicable Site. By submitting that information to us and completing an order, you authorize us to charge your card or other accepted method of payment. All sales of products and services are final, and charges from those sales are nonrefundable. [As between you and Aurumis, you are responsible for paying any unauthorized amounts billed to your credit card or other method of payment by a third party. If Aurumis does not receive payment from your credit card issuer or its agent or other provider of an accepted method of payment, or a payment is reversed or invalidated, you agree to pay all amounts due upon demand by Aurumis.] In addition, you agree to pay all fees and charges incurred in connection with your purchases (including any applicable taxes) at the rates in effect when the charges were incurred.
Third-Party Content and Links
The Sites include hyperlinks and references to third-party websites and Third-Party Content. Aurumis does not control and is not responsible for any of these sites, Third-Party Content or their policies, including, without limitation, website terms of use, privacy policies, or the lack thereof. Aurumis does not endorse or make any representations about third-party sites, Third-Party Content or any information, software or other products, services or materials found there, or any results that may be obtained from using them. If you decide to access any such third-party sites or Third-Party Content, you do so entirely at your own risk. You acknowledge and agree that Aurumis 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 the use of or reliance on any third-party sites or Third-Party Content.
Third-Party Advertisements
Aurumis may include advertisements from third parties on the Sites, including in any Site Content. Your interactions and any transactions with these third parties are solely between you and those third parties. Aurumis is not responsible or liable for any loss or damage incurred as the result of any such interactions or transactions or as the result of the presence of third-party advertisers on the Sites.
Limited Access and Rights
Except as expressly permitted by Aurumis, any access or attempt to access non-public or subscription areas of the Sites or Aurumis servers for any purposes is prohibited. You agree that you will not (a) use any robot, spider, other automated means or manual process to “screen scrape,” monitor, “mine” or copy pages included in the Sites or any Site Content, without Aurumis’s express written permission, (b) frame or use framing techniques to enclose any Trademark, logo, or other proprietary Site Content without express written permission, (c) spam or send unsolicited email to any other user of the Sites for any reason, (d) use any device, software or routine to interfere or attempt to interfere with the proper working of the Sites, or (e) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Sites. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the home page of a Site (specifically www.aurumis.com, www.zoolah.com or www.zoolahscribe.com), as long as the link does not portray Aurumis or its products or services in a false, misleading, derogatory or defamatory manner.
Interactive Areas
The Sites may contain discussion forums or other interactive areas in which you or third parties may post comments, reviews, audio, video or other Content. You are solely responsible for your use of such interactive areas and use them at your own risk.
Aurumis takes no responsibility for Content provided by you or any third party (including, without limitation, any viruses or other disabling features), nor does Aurumis have any obligation to monitor such Content. Content submitted by users will be considered non-confidential and Aurumis is under no obligation to treat such Content as proprietary information. Aurumis reserves the right at all times to remove, edit or refuse to display or distribute any such Content.
Aurumis claims no ownership or control over any Content submitted, posted or displayed by you on or through the Sites. You or a third party licensor, as appropriate, retain all patent, trademark and copyright to any Content you submit, post or display on or through the Sites and you are responsible for protecting those rights, as appropriate, subject to the following license. By posting or distributing Content to or through the Sites, unless Aurumis indicates otherwise, you grant Aurumis a worldwide, nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable license to (a) use, reproduce, modify, excerpt, adapt (including without limitation the right to adapt to streaming, downloading, broadcasting, mobile use, thumbnail format or other technologies), distribute, publish, create derivative works from and publicly display and perform such Content in any media and (b) to use the name that you submit in connection with such Content.
In addition, by posting or distributing such Content, you represent and warrant that (a) you own and control all of the rights to the Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute such Content to or through the Sites and (b) the use and posting or other transmission of such Content does not violate this Agreement, applicable law, or the rights of any person or entity.
By using any interactive areas of a Site, you agree not to post to or display on the Site any of the following:
* Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, harassing, threatening (of violence or otherwise), invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
* Content that promotes hatred toward groups based on race or ethnic origin, religion, disability, gender, age, veteran status, sexual orientation or gender identity;
* Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any person or entity, or that would otherwise violate any local, state, national or international law;
* Private or confidential information of another without the owner’s authorization, such as credit card numbers, Social Security Numbers, driver’s and other license numbers, addresses, phone numbers or email addresses;
* Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right;
* Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
* Unsolicited promotions, political campaigning, advertising or solicitations;
* Viruses, corrupted data or other harmful or disruptive code or files; or
* Content that is unrelated to the topic of the interactive area(s) in which such Content is posted.
Warranty Disclaimer
The Sites, including all services, information, Content and functions on or in the Sites, are provided on an “as is” and “as available” basis only.
Aurumis and its licensors and suppliers disclaim all warranties, express and implied, including, but not limited to, any warranties of merchantability, fitness for a particular purpose, non-infringement, title, quiet enjoyment or data accuracy. Aurumis does not represent or warrant that (a) the Sites or any Content will meet your requirements, or be accurate, reliable, current, uninterrupted, complete or error-free, (b) that defects in the operation or functionality of the Sites or any Content will be corrected, or (c) that the Sites or their servers will be free of viruses or other harmful components.
If you download or otherwise obtain Content through the Sites you do so at your own risk, and you will be solely responsible for any damage to your computer or other device and for any other loss that results from downloading or otherwise obtaining or using any such Content.
Limitation of Liability
In no event will Aurumis or its licensors or suppliers be liable under any provision or subject matter of the Agreement or under any contract, negligence, strict liability or other legal or equitable theory for (a) any indirect, special, incidental, or consequential damages, or (b) cost of procurement of substitute goods or services, or (c) interruption of use or loss or inaccuracy or corruption of data, or (d) any amounts aggregating in excess of the amount paid by you to Aurumis for services provided by Aurumis through the Sites in the six-month period before the claim arises. These limitations on Aurumis’s liability shall apply whether or not Aurumis has been advised or should have been aware of the possibility of any such loss or damages.
Exclusions from Warranty Disclaimer and Limitation of Liability
Notwithstanding the warranty disclaimers and limitations if liability set forth above, the Agreement does not exclude or limit Aurumis’s warranty or liability for losses that may not be excluded or limited under applicable law. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for loss or damage caused by negligence, breach of contract or breach of implied terms, or incidental or consequential damages. Only the limitations that are lawful in your jurisdiction will apply to you.
Indemnification
You agree to defend and indemnify Aurumis, its affiliates and their respective licensors and suppliers and any of their officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal fees, brought by third parties as a result of (a) your breach of the Agreement, (b) your violation of any law or the rights of a third party, or (c) your use of the Sites.
Copyright Infringement Notices
Aurumis responds to clear notices of alleged copyright infringement. This section describes the information that should be included in these notices. The form of the notice described below is consistent with the form suggested by the United States Digital Millennium Copyright Act (the text of which can be found at the U.S. Copyright Office website, www.copyright.gov).
Regardless of whether Aurumis may be liable for infringement under applicable law, our response to notices alleging infringement may include removing or disabling access to allegedly infringing material and terminating users. If we remove or disable access in response to a notice, we will make a good-faith attempt to contact the provider of the affected content so that they may make a counter notification. In addition to being forwarded to the person who provided the allegedly infringing content, a copy of the notice may be sent to a third-party and may be published and annotated.
To file a notice of infringement with us, you must provide the notice by fax or regular mail and include the items specified below. You may be held liable for damages (including costs and attorneys’ fees) if you materially misrepresent that a product or activity is infringing your copyrights. If you are not sure whether material on the Sites infringes your copyright, we suggest that you contact an attorney. Your notice must include the following (please use the following format, including section numbers):
1. A clear identification of the copyrighted work you claim was infringed.
2. A clear identification of the material you claim infringes the copyrighted work identified under #1 above, and information that will allow Aurumis to locate that material on the Sites (such as a link to the material).
3. Your name, and contact information sufficient to permit Aurumis to contact you in response to your complaint, preferably including, at a minimum, an email address and telephone number.
4. Include the following statement: “I have a good faith belief that use of the copyrighted material described above on the allegedly infringing web pages is not authorized by the copyright owner, its agent, or the law.”
5. Include the following statement: “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.”
6. Sign the notice.
7. Send the notice to the following address:
Aurumis, Inc.
Attn: Aurumis DMCA Notices
2020 Maltby Road Suite 7297
Bothell, WA 98021
OR fax to:
206.494.0275
Attn: Aurumis DMCA Notices
The provider of affected content may make a counter notification under sections 512(g)(2) and (3) of the Digital Millennium Copyright Act. When Aurumis receives a counter notification, we may reinstate the material in question.
To file a counter notification with us, you must provide the notice by fax or regular mail and include the items specified below. You may be held liable for damages (including costs and attorneys’ fees) if you materially misrepresent that a product or activity is not infringing the copyrights of others. If you are not sure whether material you provided on the Sites is not infringing the copyrights of others, we suggest that you contact an attorney. Your notice must include the following (please use the following format, including section numbers):
1. A clear identification of the material that Aurumis has removed or to which Aurumis has disabled access.
2. Your name, address, and preferably also your telephone number and email address, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located (or King County, Washington if your address is outside of the United States), and that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
3. Include the following statement: “I swear, under penalty of perjury, that I have a good faith belief that each item of content identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled, or that the material identified by the complainant has been removed or disabled at the URL identified and will no longer be shown.”
4. Sign the notice.
5. Send the notice to the following address:
Aurumis, Inc.
Attn: Aurumis DMCA Notices
2020 Maltby Road Suite 7297
Bothell, WA 98021
OR fax to:
206.494.0275
Attn: Aurumis DMCA Notices
Some Aurumis services do not have account holders or subscribers. For those that do, Aurumis will, in appropriate circumstances, terminate the accounts of repeat infringers. If you believe that an account holder or subscriber is a repeat infringer, please follow the instructions above to contact Aurumis and provide information sufficient for us to verify that the account holder or subscriber is a repeat infringer.
Changes to the Sites
The Sites and any Content are subject to change from time to time without advance notice to you. In addition, Aurumis may permanently or temporarily stop providing the Sites, any Site Content, the availability of any Third-Party Content, or any associated features, whether to you or to users of the Sites generally, at Aurumis’s sole discretion and without advance notice.
Any software included in the Content that you use may automatically download and install updates from time to time. These updates are generally improvements, bug fixes, new modules or new versions of the software. You agree to receive updates, and permit their delivery to you, as part of your use of the applicable Content.
Changes to the Agreement
Aurumis may, from time to time, revise the Agreement. When changes are made, Aurumis will update this posting (or the posting of any additional terms, as applicable) and include the effective date of the agreement as revised. By using the Sites after any such revision you agree to be bound by the revisions and should therefore periodically visit this page (or the page containing additional terms, as applicable) to determine the then-current terms and conditions.
Contacting us
You may contact us by email at [support@aurumis.com] or at the following mailing address:
Aurumis, Inc.
Attn: Terms of Use
2020 Maltby Road Suite 7297
Bothell, WA 98021
Applicable Law and Venue; Other Terms
The Agreement shall be governed by and construed in accordance with the laws of the State of Washington, without regard to the conflict of laws provisions thereof. Except as may be otherwise specifically set forth herein, you and Aurumis agree to submit to the exclusive jurisdiction of the state and federal courts located in King County, Washington for any litigation, claim, controversy or dispute arising out of or relating to the Agreement and agree not to commence any litigation arising out of or relating to the Agreement except in such courts. However, notwithstanding this restriction, you agree that Aurumis may seek injunctive remedies (or any similar urgent remedies) in any jurisdiction.
The Agreement, as revised from time to time as permitted by its terms, makes up the entire legal agreement between you and Aurumis concerning the Sites, and completely replaces any prior agreements between you and Aurumis in relation to the Sites.
If you breach any of the terms of the Agreement, then without limiting any other available remedy, Aurumis may terminate your access to and use of the Sites or any Content.
If any provision of the Agreement is deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from the Agreement and shall not affect the validity and enforceability of any remaining provisions. If Aurumis does not exercise or enforce any right or remedy available to it under the Agreement or by law, this will not constitute a waiver of Aurumis’s rights, and such right or remedy will still be available to it. The section titles in the Agreement are solely used for convenience and have no legal or contractual significance. The Agreement may be assigned in whole or in part by Aurumis. Neither the Agreement nor any rights or obligations under the Agreement may be assigned in any manner by you without the express, prior written permission of Aurumis, and any purported assignment in violation of this restriction will be void.