Terms of Service

Instivate Inc. (" Instivate ") welcomes you to Instant Journalist! By using Instant Journalist (the " Service "), you (" You ") accept and agree to be legally bound by these terms and conditions (the " Terms of Service "). You are only authorized to use the Service (regardless of whether your access or use was intended) if You agree to abide by all applicable laws and to these Terms of Service, which shall remain in full force and effect while You use the Service and thereafter. Please read these Terms of Use carefully. If You do not agree with any Term of Service, You should leave this site and discontinue use of the Service immediately. If You intend to use the Service, You must read these Terms of Service and indicate your acceptance during the sign-up process.

Please keep in mind that Instivate may, in its sole discretion, modify these Terms of Service from time to time. You agree to be bound to any changes to these Terms of Service when You use the Service after any such modification is posted. It is therefore important that You review these Terms of Service regularly to ensure you are updated on any changes and your use of the Service is in compliance with these Terms of Service.

Please contact us at http://www.instantjournalist.com/contact if you have any questions regarding these Terms of Service.

1. Description of Service - Instant Journalist consists of a set of tools that allows You to create and operate a website (" Your Website ") to gather news and information from a community or interest group. You agree that the Service is provided to you on an AS IS and AS AVAILABLE basis, without warranty of any kind, either expressed or implied, and no representations are or have been made to You with regard to the reliability, availability, performance or security of the Service. Further You agree that neither Instivate nor any other person or entity involved in creating, producing or delivering the Service shall have responsibility or liability for any issue, claim or damage related to your use or the reliability, availability, performance, or security of the Service.

2. Appropriate Conduct and Prohibited Uses - You agree that You are solely responsible for your own conduct and content and the conduct and content of users of Your Website while using the Service, and for any consequences thereof. This means that You, and not Instivate or any other person or entity involved in creating, producing or delivering the Service, are entirely responsible for all content that is made available via the Service. Instivate does not control your content made available by the Service and does not guarantee the legality, accuracy, quality, or integrity of the content. Neither Instivate nor any person or entity involved in creating, producing or delivery the Service will be liable in any way for any content, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any content made available by the Service.

Please be careful about the information posted on Your Website and in your profile. The following is a partial list of the kind of content that is illegal or prohibited to post on Your Website or though the Service. While Instivate has no duty to investigate or monitor the content posted by users of the Service, it reserves the right to investigate and take appropriate legal action against anyone who, in Instivate?s sole discretion, violates this provision, including removing the offending content from Your Website and/or terminating your Service. Any automated tools in the Service for monitoring or removing questionable content are provided only as a convenience to You and are not expected to be sufficient to insure inappropriate content is kept from being posted on Your Website, and we make no representations with regard thereto. You agree that when using the Service, You will not use or allow Your Website to be used for any illegal or prohibited content, which includes, but is not limited to, content that:

• Violates any applicable law, statute, or regulation
• Infringes upon a copyright or other intellectual property or promotes an illegal or unauthorized use of another person?s copyrighted work
• Publicizes another person?s private and confidential information
• Directs implied or explicit threats of violence against any person or group of people, or is patently offensive or promotes racism, bigotry, or hatred
• Impersonates other individuals or organizations in a manner that is intended to mislead or confuse
• Is pornographic, obscene, lewd, excessively violent, harassing, sexually explicit or otherwise objectionable in nature, or advocates any such activity
• Solicits any personal information from anyone under 18 years of age
• Involves the transmission of, or intent to transmit, ?junk mail?, ?chain letters?, or unsolicited mass mailing, instant messaging, ?spimming?, ?spamming?, malicious code, or viruses
• Solicits passwords or personal information for commercial or unlawful purposes from other users
• Promotes information that the user knows is false or misleading
• Involves commercial activities and/or sales without Instivate?s prior written consent (such as contests, sweepstakes, barter, advertising or pyramid schemes)
• Promotes dangerous, abusive, threatening, obscene, defamatory, libelous, unlawful, criminal or illegal activities or conduct

3. Content Posted -

• Instivate may delete any content that, in its sole judgment, violates these Terms of Service or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person. Instivate assumes no responsibility for monitoring the Service for inappropriate content or conduct. If at any time Instivate chooses, in its sole discretion, to monitor the Service, Instivate nonetheless assumes no responsibility for any content, no obligation to modify or remove any inappropriate content, and no responsibility for the conduct of the user submitting any such content. If You become aware of any misuse of the Service by any person, please contact Instivate at http://www.instantjournalist.com/contact
• You are solely responsible for the content You post on or through the Service, and any material or information You transmit to other users and for your interactions with other users. Instivate does not endorse and have control over any content. Content is not necessarily reviewed by Instivate prior to posting and does not necessarily reflect the opinions or policies of Instivate. Instivate makes no warranties, express or implied, as to any content or to the accuracy and reliability of the content or any material or information You transmit to other users.

4. Password - When You sign up to use the Service, You will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username or password of another user at any time or to disclose your password to any third party. You agree to notify Instivate immediately if You suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

5. Representations - By using the Service, You represent and warrant that (a) all registration information you submit is truthful and accurate; (b) all information you post on Your Website is to your knowledge truthful and accurate; (c) You own the content posted by you on or through Your Website or otherwise have the right to grant the license with respect to such content noted below; (d) the posting of your content on Your Website or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person; (e) your use of the Service does not violate any applicable law or regulation; (f) You will not engage in any illegal and/or unauthorized use of the Service, including the collection of usernames or contact information for the purpose of sending unsolicited mail/email or unauthorized framing of or linking to Your Website; and (g) except for content posted by You and the users of Your Website, You will not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display or sell any content appearing on or through the Service. (h) You will take full responsibility to monitor the content on Your Website and insure that users of Your Website comply with these Terms of Service, including, but not limited to, the provisions of Section 2. (i) In the event You or any of the users of Your Website make use of tools or content from other 3rd parties in Your Website, You agree to at all times comply with any and all terms of that use.

6. Modifications - Instivate reserves the right to modify, suspend, or discontinue the Service with or without notice at any time and with no liability to You. Modifications could include changes to functionality that would be noticeable to You and other users of Your Website. These Terms of Service may be updated at our discretion from time to time without notice to You, which modifications shall be applicable to You upon using the Service after such modifications have been posted to the Instant Journal website. If a modification is unacceptable to You, your only recourse is to cancel the Service at the end of your current billing period.

7. Refusal of Service - Instivate reserves the right to restrict, refuse, cancel, or suspend Service to You at our sole discretion, and to reject, refuse to post or remove any posting by You or any user of Your Website, or to restrict, suspend or terminate your access (including access by users of Your Website) to all or any part of the Service, including Your Website at any time, for any or no reason, with or without prior notice, and without any liability. Instivate expressly reserves the right to remove your profile and/or restrict, suspend or terminate your access to any part of the Service, including Your Website, if we determine, in our sole discretion, that you pose a threat to Instivate and/or our other users.

8. Service Fees - Use of the Service requires a monthly service fee, which must be paid by You in order to have use of said Service. Instivate reserves the right to change its fees from time to time in our sole discretion, and such changes will be applied automatically not less than 30-days after notice is provided to You via your email address of record. If a fee change is unacceptable to You, your only recourse is to cancel the Service at the end of your current billing period. Some features of the Service have defined activity limits and are subject to overage fees for any amount that exceeds the predefined limit, which You agree to pay in full at the end of the respective billing period. Accounts that are more than 7 days past due are subject to automatic suspension. Accounts that are more than 15 days past due are subject to automatic and irrevocable termination and deletion. Reactivation of the Service may, at our discretion, be subject to a reactivation fee. If You terminate your use of the Service or your use is terminated by Instivate as provided in these Terms of Service, You are responsible for all service fees accrued, and will not be entitled to the refund of any unused portions of the current monthly billing period.

9. Promotional and Trial Offers - Instivate may from time to time offer promotional and trial offers for use of the Service. Any accounts taking advantage of such offers are subject to automatic suspension if full payment is not received by the end of the offer period. The account is subject, at our sole discretion, to automatic and irrevocable termination and deletion if full payment is not received within 7 days of the end of the offer period.

10. Add-on Services and Features - Instivate reserves the right to offer new features of the Service that may require additional fees or other consideration for participation.

11. Limitation of Liability - NEITHER INSTIVATE NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICE SHALL IN ANY EVENT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, SPECIAL OR PUNATIVE DAMAGES ARISING OUT OF OR CONNECTED WITH THE SUBJECT MATTER OF THESE TERMS OF SERVICE OR YOUR USE OF THE SERVICE, EVEN IF INSTIVATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE SERVICE IS PROVIDED ?AS IS? WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. FURTHER, NEITHER INSTIVATE NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICE SHALL BE RESPONSIBLE FOR ANY CLAIMED DAMAGES THAT MAY ARISE FROM THE SERVICE BEING UNAVAILABLE FOR ANY REASON WHATSOEVER, OR RESULTING FROM THE CORRUPTION, DELETION OR ALLEGED MISUSE OF ANY DATA OR CONTENT STORED IN AND/OR MADE AVAILABLE BY THE SERVICE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, INSTIVATE'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO INSTIVATE DURING THE TERM FOR THE SERVICE.

12. Limitations of Warranty - You agree that the use of the Service is at your own risk. Without limiting the generality of the foregoing, neither Instivate nor any other person or entity involved in creating, producing or delivery the Service makes any guarantees of the accuracy, correctness, or completeness of any information or content connected with the Service, or is responsible for: (a) any errors or omissions arising from the use of such information or content; (b) any failures, delays, deletions, defect or interruptions in the reliability, delivery, availability, operation, transmission, or performance of any content or Service; (c) any theft or destruction or unauthorized access to, or alternation of, any user communication or posting; (d) losses or damages arising from the use of the content or Service or the security thereof; (e) any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Service or combination thereof, including any injury or damage to You or any person's computer related to or resulting from participation or downloading materials in connection with the Service; (f) any loss or damage, including personal injury or death, resulting from use of the Service, attendance at an Instivate event, from any content posted on or through the Service, or from the conduct of any user of the Service, whether online or offline; (g) any actual or perceived loss, impugnment, opportunity cost or similar claimed damage in connection with or as a result of the Service being categorized in a certain manner by Instivate or included in a location on Your Website or otherwise with which You do not agree, including being grouped with other submissions the title, content or any other aspect of which the You find objectionable; (h) the opinions expressed on Your Website or the sites of any other user; (i) the inclusion of any linked website on the Service, which inclusion does not imply any approval or endorsement of such linked site; or (j) any third party advertisements which are posted on the Service.

13. No Resale - You agree not to sell, resell, or trade any portion of the Service.

14. Instivate Intellectual Property Rights - You acknowledge that Instivate owns all right, title, and interest in and to the Service, including all intellectual property rights. You agree that you will not copy, reproduce, alter, modify, or create derivative works of the Service. In addition, You agree that any ideas, suggestions, or proposals submitted to Instivate automatically become the property of Instivate without any obligation or consideration to You. Instivate hereby grants you a limited, revocable, nonsublicensable license to reproduce and display any Instivate content (excluding any software code) solely for your personal use in connection with viewing Your Website and using the Service.

15. Your Intellectual Property Rights - Instivate claims no ownership rights in any content or data submitted to and displayed on Your Website. You retain all copyright to any content submitted to and displayed on Your Website according to your own standards and policies, and continue to have the right to use your content in any way You choose. You agree to pay for all royalties, fees and any other monies owing any person by reason of any content posted by You. By displaying, publishing or making content available on Your Website through the Service, You grant Instivate a worldwide, non-exclusive, royalty-free license to use, modify, reproduce, publish, publicly display and distribute such content for the purpose of promoting and distributing the services and products of Instivate or Instivate?s third-party partners, during your use of the Service and for a period of 180 days after any termination of your use of the Service. This license does not grant Instivate the right to sell your content.

16. Copyright Policy - You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is Instivate's policy to terminate the Service of any user who repeatedly infringes the copyright rights of others upon receipt of proper notification to Instivate by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if You believe that your work has been copied and posted on through the Service in a way that constitutes copyright infringement, please provide us with the following information at http://www.instantjournalist.com/contact Attn: Copyright Representative: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that You claim has been infringed; (iii) a description and URL of where the material that You claim is infringing is located on the Service; (iv) your address, telephone number, and email address; (v) a written statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf.

17. Indemnity - You agree to indemnify and hold Instivate, its affiliates, subsidiaries, and their respective officers, agents, members, shareholders, partners, employees and representatives, harmless from any loss, liability, claim, or demand, including attorneys? fees, made by any third party due to or arising out of your use of the Service, and use by users of Your Website, in violation of these Terms of Service and/or arising from any breach of these Terms of Service and/or any breach of your representations and warranties set forth above and/or if any content that You or any user of Your Website post on Your Website or through the Service causes Instivate to in any manner be liable to another.

18. Violations - Violations of these Terms of Service will, in Instivate?s sole discretion, be grounds for immediate account deactivation and the right of Instivate to pursue any legal remedies available at law or in equity.

19. Disputes - You agree that any dispute about or involving the Service will be governed by the laws of the State of Washington, USA, without regard to conflict of law principles and You agree to exclusive personal jurisdiction and venue in the state and federal courts of the United States located in the State of Washington, City of Bellevue. Instivate may require that any dispute between Instivate and you about or involving the Service must be settled by arbitration utilizing the dispute resolution procedures of the American Arbitration Association (AAA) in Bellevue, Washington, USA, provided that the foregoing shall not prevent Instivate from seeking injunctive relief in a court of competent jurisdiction.

20. Miscellaneous - These Terms of Service are accepted by You upon your use of the Service and Your Website, and reaffirmed each time you login to the Service. These Terms of Service and the applicable fee schedule constitute the entire agreement between You and Instivate regarding the use of the Service. The failure of Instivate to exercise or enforce any right or provision of these Terms of Service shall not operate as a waiver of such right or provision. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Instant Journalist is a trademark of Instivate, Inc. These Terms of Service operate to the fullest extent permissible by law. If any provision of these Terms of Service is unlawful, void or unenforceable, that provision is deemed severable from these Terms of Service and will not affect the validity and enforceability of any remaining provisions.