Ziggs, Inc.
Last Updated: March 23, 2005


1. ACCEPTANCE OF TERMS

By accessing and using Ziggs, Inc. (“Ziggs”) web site, www.ziggs.com (the “Site”), users (each, a “User” or “you”) are agreeing to the following Terms of Use (“Terms of Use”). Please read these Terms of Use carefully, along with the Ziggs Privacy Statement. By using this Site or the Ziggs services offered on the Site (“Ziggs Services”), you signify your agreement to these Terms of Use, our Privacy Statement and all terms, conditions and notices contained or referenced herein. If you do not agree to these Terms of Use, please do not use this Site.

2. CHANGE TO TERMS AND ZIGGS SERVICES

We may, without notice, modify or terminate the Ziggs Services for any reason, without liability to you, any other user or any third party. We reserve the right to modify these Terms of Use at any time without notice. Please review these Terms of Use from time to time so that you will be apprised of any changes.

3. PRIVACY STATEMENT

Click here to review the Ziggs Privacy Statement, which sets forth Ziggs’ online data collection and usage policies. Capitalized terms used but not defined in these Terms of Use are defined in the Privacy Statement.

4. NO DATA MINING OR RESALE

Use of manual or automated software, devices, or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like, other than the search engine and search agents available as part of the Ziggs Services) to “scrape” or download data from any web pages contained in the Site is strictly prohibited. Except as otherwise permitted in these Terms of Use, you agree not to: (i) monitor or copy, or allow others to monitor or copy, the Site or the content included on the Site; or (ii) “frame” or otherwise simulate the appearance or function of the Site.

The Site and the Ziggs Services are for your personal or internal business use only and may not be used for any commercial purpose. You agree not to (i) use the Site for illegal and/or unauthorized uses, including collecting information and/or e-mail addresses of other Users by electronic or other means for the purpose of sending unsolicited e-mail; (ii) reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Ziggs Service; (iii) develop or derive for commercial sale any data in any form whatsoever that incorporates or uses any part of the Ziggs Services or any data residing in it; (iv) use the Ziggs Services to sell a product or service or to increase traffic to your web site; (v) take the results from a Ziggs search and reformat and display them, or mirror the Site or Ziggs’ search results pages on your web site; or (vi) “meta-search” the Ziggs Services.

5. USER CONTENT

You acknowledge and agree that (i) Ziggs does not pre-screen content provided by Users of the Site (“User Content”); (ii) Ziggs does not endorse or adopt (and has not necessarily reviewed) any User Content nor assumes any responsibility for, nor guarantees the accuracy, integrity or quality of, any material therein; (iii) all User Content posted on, transmitted through, or linked from the Ziggs Services are the sole responsibility of the person from whom such User Content originated and Ziggs has no responsibility for such User Content, (v) by using the Ziggs Service, you may be exposed to User Content that is offensive, inappropriate, harmful, indecent, inaccurate, deceptive, misleading or otherwise objectionable, and (v) Ziggs shall have the right (but not the obligation) in its sole discretion to refuse or remove any User Content on the Site and to edit or delete any objectionable material. If you believe that Ziggs has acted mistakenly with respect to certain User Content or other content, you may contact Ziggs Customer Support, in which case we may investigate the matter further. We reserve the right, however, to take no further action.

It is Ziggs’ policy not to allow for any objectionable or unlawful material to be posted at the Site. We will use commercially reasonable efforts to remove, disable or restrict access to or the availability of User Content that, in our view, is objectionable, provided that we shall have no contractual obligation to undertake, or refrain from undertaking, any particular course of conduct. If you believe someone has posted User Content which is objectionable (other than cases of copyright infringement, which is addressed in Section 6 below), we ask you to promptly notify Ziggs Customer Support. In order to allow us to respond effectively, please provide us with as much detail as possible, including: (i) the nature of the material, (ii) the precise location where the material is located, (iii) any grounds to believe that the person who posted the material was not authorized to do so, and (iv) if known, the identity of the person or persons who posted the material. By lodging a complaint, you agree that the substance of your complaint shall be deemed to constitute a representation made under penalty of perjury. If you believe that material remains on the Site that violates your rights, your sole remedy shall be against the person responsible for posting or storing it, not against us.

You must not, and by using the Site or Ziggs Service, you agree not to, directly or indirectly (e.g., by linking to another web site or service) do the following things:

	Contact anyone who has asked not to be contacted, or stalk or otherwise harass anyone;
	Impersonate anyone else or misrepresent your affiliation with a person or entity, including but not limited to a Ziggs employee, or employ misleading e-mail addresses, forge headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Ziggs Service;
	Use, collect or store other users’ Personal Information (as defined in our Privacy Statement) or User Content for commercial or unlawful purposes, or for purposes other than establishing contact that is reasonably expected to be welcomed;
	Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “affiliate marketing,” “link referral code,” “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of unsolicited commercial advertisement or objectionable material;
	Delete or revise any material posted by any other person or entity;
	Gain unauthorized access to the Site, other users' accounts, or computers connected to the Site; or
	Attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of the Site.

6. COPYRIGHT POLICY

All content, including but not limited to text, software, music, sound, photographs, trademarks, service marks, logos, video, graphics or other material contained on the Site or in commercially produced information presented to you through the Site by Ziggs or Ziggs’ third party licensors (“Site Content”) is protected by copyright, trademarks, service marks, patents or other proprietary agreements and laws and you are only permitted to use Site Content as expressly authorized herein or in writing by Ziggs. These Terms of Use do not transfer any right, title, or interest in the Site or the Site Content to you, and Ziggs and its third party licensors retain all of its and their respective right, title and interest to the Site and Site Content.

You acknowledge and agree that Ziggs owns all database, compilation, collective and similar rights, title and interest worldwide in our information databases, and all information and derivative works generated from those databases.

Except as provided in these Terms of Use, you may not use, download, upload, modify, copy, print, display, perform, reproduce, publish, license, post, transmit, distribute or otherwise exploit any Site Content or information from the Site, in whole or in part, without the express permission of Ziggs. Requests for such permission should be made to info@ziggs.com.

You may without our permission download, view, copy, retransmit and print Site Content, but only if:

(a)	the Site Content is used solely for personal, informational, or internal business purposes;
(b)	the Site Content is not provided, sold, licensed or leased (nor is access provided to the Site Content) for any fee or other consideration;
(c)	all copyright, trademark and other proprietary rights notices included in the Site Content and on the Site, appear on all copies;
(d)	the Site Content is not modified or altered in any way; and
(e)	no graphics are used separately from accompanying text.

The trademarks, logos and service marks displayed on the Site are the property of Ziggs or its licensors. Ziggs, Ziggs.com and all the brands of other Ziggs products and services shown herein are the trademarks or registered trademarks of Ziggs, Inc. Other trademarks belong to their respective owners. If you are aware of material on the Site that infringes copyright, please contact us through the copyright infringement notification process described below.

UNAUTHORIZED USE, COPYING, REPRODUCTION, MODIFICATION, REPUBLISHING, UPLOADING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING OR DUPLICATING OR ANY OTHER MISUSE OF ANY PART OF THE SITE IS PROHIBITED. Nothing contained in the Terms of Use or in the materials on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any material in any manner without the prior written consent of Ziggs or such third party that may own the material or intellectual property displayed on this Site. In addition, use of the Site Content or materials for any purpose not expressly permitted in the Terms of Use is prohibited. You shall not copy or adapt the HTML code that Ziggs uses to generate any Site Content or the pages making up the Site.

If you believe that your work has been copied and has been posted to the Site in a way that constitutes copyright infringement, you may provide Ziggs with notice of your complaint by providing Ziggs with the following information in writing:

1.	the electronic or physical signature of the owner of the copyright that has allegedly been infringed or a signature of the person authorized to act on the owner's behalf;
2.	identification of the copyrighted work that you claim has been infringed or, if multiple copyrighted works on the Site are covered by a single notification, a representative list of such works at the Site;
3.	identification of the material that is claimed to be infringing, with information about its location reasonably specific to permit Ziggs to locate the material;
4.	your name, address, telephone number, and e-mail address;
5.	a statement by you that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6.	a statement, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf.

To be effective, your notification must be in writing and include the above information. The Ziggs' Designated Copyright Agent to receive your notification is:

Intellectual Property Manager
420 Boylston Street, Boston, MA 02116
Tel: 617-424-8600
Fax: 617-424-8303
copyrightnotice@Ziggs.com


7. COMPLIANCE WITH APPLICABLE LAW

You agree to comply with all laws, legislation, rules, regulations, and governmental requirements of any jurisdiction in or from which you access the Site or Ziggs Services. Your use of any data obtained through the Ziggs Service or the Site, including without limitation e-mail addresses, to send e-mail to any person, must fully comply with all federal and state laws with respect to unsolicited e-mail.

8. DISCLAIMERS

THE SITE AND THE ZIGGS SERVICES PROVIDED THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ZIGGS DISCLAIMS TO THE FULLEST EXTENT PERMISSIBLE BY LAW, AND YOU WAIVE, ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE FUNCTIONS, MATERIALS AND CONTENT OF THE SITE ARE NOT WARRANTED TO BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, AND ZIGGS MAKES NO WARRANTY THAT THE INFORMATION ON THE SITE WILL BE ACCURATE, CURRENT OR RELIABLE OR THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS. ZIGGS DISCLAIMS ANY RESPONSIBILITY FOR THE DELETION, FAILURE TO STORE, MISDELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL. YOU ASSUME THE ENTIRE RISK OF LOSS AND DAMAGE DUE TO YOUR USE OF THE SITE, INCLUDING BUT NOT LIMITED TO THE COST OF REPAIRS OR CORRECTIONS TO YOUR HARDWARE OR SOFTWARE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, AND AS A CONSEQUENCE SOME OF THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU.

9. LIMITATIONS ON LIABILITY

YOUR USE OF THE SITE IS ENTIRELY AT YOUR SOLE RISK. ZIGGS AND ITS PARENTS, SUBSIDIARIES AND AFFILIATES, AND THEIR RESPECTIVE OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, LICENSORS, AND AGENTS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OR LOSSES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, WHICH YOU MAY INCUR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE, THE SITE, EVEN IF ZIGGS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND AS A CONSEQUENCE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

10. DISPUTES

The Terms of Use, your access and use of the Site and the Ziggs Services and the relationship between you and Ziggs is governed by the laws of the Commonwealth of Massachusetts, without giving effect to its conflict of law provisions. Ziggs and you both agree to submit to the personal and exclusive jurisdiction of the courts of the Commonwealth of Massachusetts. Regardless of any statute or law to the contrary, any claim or cause of action by you arising out of or related to use of the Site or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred. In the event of any conflict between foreign laws, rules and regulations and those of the United States, the laws, rules and regulations of the United States will govern. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Use. If either party commences any action or proceeding against the other party to enforce or interpret this Agreement, the prevailing party in such action or proceeding shall be entitled to recover from the other party the actual costs, expenses and attorneys' fees (including all related costs and expenses), incurred by such prevailing party in connection with such action or proceeding and in connection with obtaining and enforcing any judgment or order thereby obtained.

11. INDEMNITY

You shall indemnify and hold harmless, and at Ziggs' request defend, Ziggs and its parents, subsidiaries, affiliates and service providers, as well as their respective owners, directors, officers, shareholders, employees, agents and owners (each, an "Indemnified Party") from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including reasonable attorneys' fees, an allocation for in-house counsel, and other legal costs) arising out of your acts or omissions, including claims resulting from: (i) your use of or access to the Site, Site Content or Ziggs Services; (ii) any breach of your obligations, representations or warranties set forth in these Terms of Use; or (iii) your violation of any rights of others. You shall reimburse each Indemnified Party on demand for any costs, expenses and liabilities incurred by such Indemnified Party to which this indemnity relates.

12. OTHER

Linking To or From the Ziggs Web Site: Ziggs is not responsible for any content, advertising, products, services or other materials on or available from web sites that are linked to or from Ziggs (including without limitation web sites that may be linked to by another User, and which may be reached by you as part of a search you conduct using the Ziggs Services). Ziggs is not 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 content, advertising, products, services or other materials on those web sites. The sites displayed as search results or linked to by the Ziggs Services are developed by people over whom Ziggs exercises no control, and Ziggs may not screen the sites before including them in the indices from which such automated search results are gathered. A search using the Ziggs Services may produce search results and links to sites that some people find objectionable, inappropriate, or offensive. We cannot guarantee that a Ziggs search will not locate unintended or objectionable content and assume no responsibility for the content of any site included in any search results or otherwise linked to by the Ziggs Services.

Miscellaneous: Ziggs’ relationship is not one of agency or partnership and neither you nor Ziggs shall be deemed to be a partner, employee, fiduciary, agent or representative of the other by your use of the Site. You may not sell, trade, lease, assign or otherwise transfer your rights hereunder to any third party. Ziggs may assign its rights and duties under these Terms of Use without such assignment being considered a change to the Terms of Use and without notice to you. The Terms of Use are severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall still be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions. If Ziggs fails to enforce any provision of the Terms of Use, it shall not constitute a waiver of such provision. The Terms of Use will inure to the benefit of Ziggs' successors, assignees and licensees. The Terms of Use, the Privacy Statement and the documents incorporated by reference (including without limitation the Member Agreement, if you decide to become a member), and any modifications by Ziggs to the foregoing, constitute the entire understanding between Ziggs regarding your access to, license and use of the Site and the Ziggs Services, and they supersede any prior agreements, statements or representations with respect to the same. Ziggs may provide you with notices by either email, postal mail, or postings on the Site. Notices given by you to Ziggs must be given by e-mail and addressed to info@ziggs.com, or by postal mail. Notices to Ziggs by postal mail must be sent to The Ziggs Register, 420 Boylston Street, Boston, MA 02116.

Acknowledgment

You acknowledge that (a) you have read and understood these Terms of Use; (b) these Terms of Use have the same force and effect as a signed agreement; (c) you have the requisite power and authority to agree to, deliver and perform these Terms of Use and to consummate the transactions contemplated hereby; and (d) these Terms of Use have been duly authorized, agreed to and delivered by you, constitute your legal, valid and binding obligation, and are enforceable against you in accordance with the terms and conditions herein.

Contact Information

If you have any questions regarding these Terms of Use or the Site, please contact Ziggs at info@ziggs.com.