These Terms of Service govern your access to and use of OCLC's Article Exchange-Custom Service (the "Service"), which includes any information, text, graphics, or other materials created and/or provided by OCLC and appearing on the Service and/or Files (as defined below). These Terms of Service limit OCLC's liability and obligations to you, grant OCLC certain rights and allow OCLC to change, suspend or terminate your access to and use of the Service. Your access to and use of the Service is expressly conditioned on your compliance with these Terms of Service. By accessing or using the Service you agree to be bound by these Terms of Service.
IF YOU DO NOT ACCEPT THESE TERMS OF SERVICE IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SERVICE. IF YOU AGREE TO THESE TERMS OF SERVICE ON BEHALF OF A LIBRARY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THAT LIBRARY TO THESE TERMS OF SERVICE AND YOUR AGREEMENT TO THESE TERMS WILL BE TREATED AS THE AGREEMENT OF THE LIBRARY. IN THAT EVENT, “YOU ” AND “YOUR” WILL REFER AND APPLY TO THAT LIBRARY.
Consent to Access Your Files-BY UTILIZING THE SERVICE, YOU CONSENT TO ALLOW OCLC TO ACCESS ANY FILES THAT ARE PLACED IN THE ARTICLE EXCHANGE SERVICE. BY PLACING FILES IN YOUR FOLDER, YOU CONSENT TO SHARE ACCESS TO THE CONTENT OF THOSE FOLDERS WITH OTHER USERS THAT HAVE BEEN AUTHORIZED BY YOU TO UTILIZE THOSE FOLDERS.
Files and Folders-"Your Files" or "User Files" (collectively, the "Files") as used in this Agreement means the information contained in the files that you or other users upload, download and access through the Service. You are the owner of Your Files and are solely responsible for your conduct and the content of Your Files, as well as any of the content contained in your communications with other Article Exchange users.
OCLC does not claim any ownership rights in Your Files. You acknowledge that OCLC does not have any obligation to monitor the Files that are uploaded, posted, submitted, linked to or otherwise transmitted using the Service, for any purpose and, as a result, is not responsible for the accuracy, confidentiality, completeness, appropriateness, legality, availability, or applicability of the Files, including without limitation, any information obtained by using the Service.
Your Responsibilities-You represent and warrant that you own or have the necessary licenses, rights, consents and permissions to grant the licenses, as described herein. You should be aware that Files may be protected by intellectual property rights which are owned by the Article Exchange user whose folder that File resides in. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on the content(s) (either in whole or in part) of another user's shared folder unless you have been specifically told that you may do so by the rightful owner of that File, in a separate agreement.
You acknowledge and agree that you should not rely on the Service for any reason. You further acknowledge and agree that you are solely responsible for maintaining and protecting all data and information that is stored, retrieved or otherwise processed by the Service. Without limiting the foregoing, you will be responsible for all costs and expenses that you or others may incur with respect to backing up, and restoring and/or recreating any data and information that is lost or corrupted as a result of your use of the Service.
Account Security-You are responsible for safeguarding the password that you use to access the Service. You agree to take sole responsibility for any activities or actions under your password, whether or not you have authorized such activities or actions. You will immediately notify OCLC of any unauthorized use of your password. You acknowledge that if you wish to protect your transmission of data and/or files to the Service, it is your responsibility to use a secure encrypted connection to communicate with and/or utilize the Service.
Your Use of the Services-OCLC grants you a limited, nonexclusive, nontransferable, revocable license to use the Service subject to the restrictions set forth in these Terms of Service.
Subscription Service-The Service will automatically renew annually for additional successive one (1) year terms at OCLC’s then current subscription fees. Licensee will be invoiced accordingly, unless either OCLC or Licensee terminates the Service effective at the end of the then-current one (1) year period upon notice given not less than thirty (30) days prior thereto or terminates this Agreement as otherwise permitted by these Terms.
Support-OCLC will provide basic email and telephone support between the hours of 7:00am and 9:00pm Eastern Time, exclusive of weekends and OCLC-recognized holidays.
OCLC Property and Feedback-All right, title, and interest in and to the Service is and will remain the exclusive property of OCLC and its licensors, including all Intellectual Property Rights (as defined below) therein.
General Prohibitions-You agree not to do any of the following while using the Service:
- Post, publish or transmit any text, graphics, or material that: (i) is false or misleading; (ii) is defamatory; (iii) invades another's privacy; (iv) is obscene, pornographic, or offensive; (v) promotes bigotry, racism, hatred or harm against any individual or group; (vi) infringes another's rights, including any intellectual property rights; (vii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; or (vii) contains proprietary, confidential and/or personal information;
- Attempt to probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures;
- Attempt to access or search the Service with any engine, software, tool, agent, device or mechanism other than the software and/or search agents provided by OCLC or other generally available third-party web browsers (such as Microsoft Internet Explorer or Mozilla Firefox), including but not limited to browser automation tools;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Service;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Service; or plant malware on OCLC's computer system, or otherwise use the Service to attempt to distribute malware; or
- Impersonate or misrepresent your affiliation with any person or entity.
OCLC will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Service security issues, to the fullest extent of the law. OCLC may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Service. You acknowledge that OCLC has no obligation to monitor any user's access to or use of the Service, but has the right to do so for the purpose of operating the Service, to ensure users' compliance with these Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
Compliance-You will only upload, post, submit or otherwise transmit data and/or files: (i) that you have the lawful right to use, copy, distribute, transmit, or display; or (ii) that do not infringe the intellectual property rights or violate the privacy rights of any third party (including, without limitation, copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity). . You agree to use the Service in compliance with all applicable copyright laws, as well as any other relevant laws or regulations, including the International Traffic in Arms Regulations (ITAR).OCLC reserves the right to remove any data and/or files that it reasonably believes to be infringing or illegal.
Termination-If you violate any of these Terms of Service, your permission to use the Service will automatically terminate. OCLC reserves the right to revoke your access to and use of the Service at any time, with or without cause, and with or without notice. OCLC also reserves the right to cease providing or to change the Service at any time and without notice.
Use of the Site at Your Own Risk-Your access to and use of the Service is at your own risk. OCLC will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Service.
Article Exchange-Custom is Available "AS-IS"-THE SERVICE IS PROVIDED "AS IS", WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, OCLC EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. YOU ACKNOWLEDGE THAT USE OF THE SERVICE MAY RESULT IN UNEXPECTED RESULTS, LOSS OR CORRUPTION OF DATA OR COMMUNICATIONS, PROJECT DELAYS, OTHER UNPREDICTABLE DAMAGE OR LOSS, OR EXPOSURE OF YOUR DATA OR YOUR FILES TO UNINTENDED THIRD PARTIES.
OCLC MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. OCLC MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICE.
USE OF THE SERVICE MAY BE RESTRICTED BY THE LAWS OF CERTAIN COUNTRIES. IT SHALL BE THE SOLE RESPONSIBILITY OF LICENSEE TO DETERMINE WHETHER USE OF THE SERVICE VIOLATES ANY LAWS APPLICABLE TO LICENSEE. OCLC MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING USE OF THE SERVICE IN ANY PARTICULAR COUNTRY OR REGION.
Indemnity-You agree to defend, indemnify, and hold OCLC, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses and expenses, including, without limitation, reasonable attorneys' fees and costs, arising out of or in any way connected with: (i) your access to or use of the Service; (ii) your violation of this Agreement; (iii) your violation of any third party right, including without limitation any intellectual property right, including but not limited to right of attribution, publicity, confidentiality, property or privacy right; or (iv) any claim that Your Files, or your use of Files, caused damage to a third party, including without limitation claims that Your Files, or use of Files, infringe the rights of another.
Limitation of Liability-IN NO EVENT WILL OCLC BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, DIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF USE, DATA, BUSINESS OR PROFITS) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR FROM YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICE, OR FOR ANY ERROR OR DEFECT IN THE SERVICE, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, OR ANY OTHER LEGAL THEORY, WHETHER OR NOT OCLC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. YOU SPECIFICALLY ACKNOWLEDGE THAT OCLC IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, OCLC WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY THIRD PARTY CONTENT UPLOADED ONTO OR DOWNLOADED FROM THE SITE OR THROUGH THE SERVICES AND/OR THE FILES, OR IF YOUR DATA IS LOST, CORRUPTED OR EXPOSED TO UNINTENDED THIRD PARTIES.
YOU AGREE THAT THE AGGREGATE LIABILITY OF OCLC TO YOU FOR ANY AND ALL CLAIMS ARISING FROM THE USE OF THE SERVICE IS LIMITED TO THE AMOUNT PAID BY YOU FOR THIS SERVICE.
Severability-In the event that any provision of these Terms of Service is held to be invalid or unenforceable, the remaining provisions of these Terms of Service will remain in full force and effect.
Waiver-The failure of OCLC to enforce any right or provision of these Terms of Service will not be deemed a waiver of such right or provision.
Controlling Law and Jurisdiction-These Terms of Service and any action related thereto will be governed by the laws of the State of Ohio.
Entire Agreement-These Terms of Service are the entire and exclusive agreement between OCLC and you regarding the Service, and these Terms of Service supersede and replace any prior agreements between OCLC and you regarding the Service.