Ancient Secrets, New Technology, Advanced Applications

Terms of Use

Welcome to ElementC6.com, the website for ElementC6, Inc. (together with its affiliates and related entities, the "Company", "we", "us" or "our". This document, the ElementC6, Inc.. Terms of Use (the "Terms of Use"), is a legal document that details your rights and obligations with respect to your use of our Site and our Services (defined below). The Site and our Services are offered to you conditioned upon your acceptance of these Terms of Use, without modification, and our Privacy Policy (which is incorporated into the Terms of Use by this reference). If you do not agree, please do not use or access our Site, services and/or register to become a publisher or advertiser. The Company, in its sole discretion, reserves the right to reject any application for use of the Site for any reason.

1. Description of Service

The website, ElementC6.com (including associated web pages, the "Site"), provides our users with access to a collection of resources, including, but not limited to, member services, software programs and downloadable services (including any new features or products that change, augment or enhance such services and programs, the “Service(s)”). We offer you access to the Site and the Services subject to these Terms of Use.

2. General Use of the Site and Services; Prohibitions; Modifications

(a) General Use. You agree that you will not use the Site or our Services, in whole or in part, for any purpose that is unlawful or prohibited by these Terms of Use.

(b) Prohibitions. You agree that:

(1) You will not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, frame in another web page, use on any other web site, transfer, or sell any information, software, lists of users, databases or other lists, products or services provided through or obtained from the Site. This means, among other activities, that you agree not to engage in the practices of screen scraping, database scraping, or any other activity with the purpose of obtaining lists of users or other information.

(2) You will not use the Service or the Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other party's use and enjoyment of the Site.

(3) You will not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

(4) Except with the written permission of the Company, you agree that you will not access or attempt to access password protected, secure or non-public areas of the Site.

(c) Modifications to Site or Services. We reserve the right at anytime, and from time to time, to add to, modify, change, suspend or discontinue (temporarily or permanently) the Site and/or the Services (or any part thereof) without notice to you. You agree that the Company shall not be liable to you or to any third party for any modification, change, suspension or discontinuance of the Site and/or Service.

3. Registration

In order for you to use the Site and receive the Services, we require you to register and to provide specific information about yourself and/or your business. You agree to provide true, accurate and complete information, and to refrain from impersonating or falsely representing your affiliation with any person or entity (such information, “Member Data”). Member Data and certain other information about you and/or your business are subject to our Privacy Policy. You understand and acknowledge that Member Data from the registration process is used by us to send you information about the Company and our Service, including, but not limited to, the use of your email address for newsletters and other necessary Company communication. For more information, we urge you to review our Privacy Policy.

4. Third Party Content; Disclaimers

(a) Third Party Content. The Site contains content and information from third party providers and/or links to their web sites (“Third Party Content”). Such content is not under the control of the Company, and we are not responsible for such content, including, without limitation, any link contained in such content, or any changes or updates to such content. We are providing such Third Party Content to you only as a convenience. We are not responsible for, and do not endorse, any Third Party Content, including information and materials provided by third parties or their web sites. You will need to make your own independent judgment regarding your use of Third Party Content. Please also note that you may be subject to additional and/or different terms of use, conditions, and privacy policies when you use third party services, content, software, or sites. We reserve the right to remove any and all content that, in the Company's sole discretion, does not meet our standards. Notwithstanding the foregoing, the Company is not responsible for any failure or delay in removing such material.

(b) Disclaimers. We are not and will not be responsible for (i) the terms and conditions of any transaction between you and any third party, (ii) any insufficiency of or problems with any such third party's background, insurance, credit or licensing, or (iii) the quality of services performed by any such third party or any other legal liability arising out of or related to the performance of such services. In the event that you have a dispute with any such third party, you hereby release the Company (and its affiliates, suppliers, agents and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.

5. Software; Licenses; Trade Secrets

(a) Software Licenses. We agree to provide you with a non-exclusive, non-transferable, limited license to software provided to you by the Company (the "Software"), and you agree to use the Software in accordance with these Terms of Use. You also agree not to sub-license, or charge others to use or access, our Software without first obtaining written permission from us. All Software is owned or licensed by the Company and is protected to the maximum extent permitted by copyright laws and international treaty provisions. Any reproduction, modification or redistribution of the Software is expressly prohibited, and may result in severe civil and criminal penalties.

(b) Trade Secret. The Company's software (including its structure, sequence and organization and source code) is considered proprietary and a trade secret of the Company and its suppliers, and is protected by trade secret laws. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCING THE COMPANY'S SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. YOU MAY NOT DECOMPILE OR DISASSEMBLE, REVERSE ENGINEER OR OTHERWISE ATTEMPT TO DISCOVER ANY SOURCE CODE CONTAINED IN ANY SOFTWARE PROVIDED HEREUNDER.

6. Copyright and Trademark Notices

(a) Copyright. All materials on our Site (including, the Site design, text, graphics, as well as the arrangement, the selection and the organization and layout of the Site) are owned or licensed by the Company or its affiliates. All rights reserved. No reproduction, distribution, or transmission of the copyrighted materials at the Site is permitted without the written permission of the Company. Any rights not expressly granted herein are reserved.

(b) Trademark. This Site, and the Company's Trademarks (registered and unregistered) and any and all other content provided in this Site (including, without limitation, graphic images, audio, video, html code, buttons, and text) may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, without the prior written consent of the Company; except that you may download, display, and print one copy of the materials on any single computer solely for your personal, non-commercial use, provided that you do not modify the material in any way and you keep intact all copyright, trademark, and other proprietary notices. Nothing contained in this Site shall be construed as conferring by implication or otherwise, any license or right to any copyright, patent, trademark or other proprietary interest of the Company or any third party.

7. Intellectual Property Definition; Rights; Prohibitions; Infringement Claims

(a) Definition. "Intellectual Property" means all of the following owned or licensed by a party: (i) trademarks and service marks (registered and unregistered) and trade names, and goodwill associated therewith ("Trademarks"); (ii) patents, patentable inventions, computer programs, and software; (iii) databases; (iv) trade secrets and the right to limit the use or disclosure thereof; (v) copyrights in all works, including software programs; and (vi) domain names. The rights owned or licensed by a party in its Intellectual Property shall be defined, collectively, as "Intellectual Property Rights."

(b) Rights. Except as expressly granted under these Terms of Use, nothing within the Site shall be construed as conferring any license of Company’s Intellectual Property Rights, whether by estoppel, implication, waiver or otherwise. Company shall retain all ownership, rights, title, and interest in and to its product and the Services and all its Intellectual Property Rights, subject only to the limited rights and licenses specifically granted herein. Without limiting the generality of the foregoing, you acknowledge and agree that all content available through and used to operate the Site and the Services is protected by copyright, trademark, patent, or other proprietary rights of the Company.

The Company (and not you) shall have the sole right, but not the obligation, in its sole discretion, to pursue any copyright, patent or other protection for any Intellectual Property Rights. You will cooperate with us in pursuing such protection, including without limitation executing and delivering to us such instruments as may be required to register or perfect the Company's interests in any Intellectual Property Rights and any assignments thereof.

(c) Prohibitions. You agree not to: (a) remove or destroy any proprietary, confidentiality, trademark, service mark, or copyright markings or notices placed upon or contained in any materials or documentation received from the Company; (b) modify, alter, or deface any of the Company’s Intellectual Property Rights; (c) hold yourself out as in any way sponsored by, affiliated with, or endorsed by us, or any of our service providers; (d) use any of the Trademarks or other or content accessible through the Site for any purpose other than the purpose for which we have made it available to you; (e) defame or disparage us, our Trademarks, or any aspect of the Site; and (f) adapt, translate, modify, decompile, disassemble, or reverse engineer the Site or any Software or programs used in connection with Company Services.

You further agree not to provide links to the Site without the Company's prior, express written consent, and acknowledge that the framing, mirroring, scraping or data mining of the Site or any of its content in any form and by any method is expressly prohibited.

d) Infringement Claims. It is our policy to respond expeditiously to claims of Intellectual Property infringement. We will promptly process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws. Notices of claimed infringement should be directed to us at the address provided below.

8. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its employees, members, directors, managers, officers or agents from and against any and all loss, liability, damage, penalty, claim or expense (including attorneys' fees, expert witness fees and cost of defense) they may suffer or incur as a result of (i) your use of the Site and/or Service; (ii) any failure by you or any employee, agent of yours to comply with these Terms of Use and the Privacy Policy; (iii) any warranty or representation made by you being false or misleading; (iv) any representation or warranty made by you or any employee or agent of yours to any third person other than as specifically authorized by these Terms of Use, (v) negligence by you or your subcontractors, agents or employees, or (vi) any alleged or actual violations by you or your subcontractors, employees or agents of any governmental laws, regulations or rules.

9. DISCLAIMER OF WARRANTIES

YOU HEREBY AGREE THAT NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR TO ANY OTHER THIRD PARTY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, RELIANCE, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OF USE, THE SERVICE OR THE SITE (INCLUDING ANY CONTENT ON OR ACCESSED THROUGH THE SITE OR LINKED TO THE SITE, OR ANY COPYING, DISPLAYING OR OTHER USE THEREOF), WHETHER FORESEEABLE OR UNFORESEEABLE, AND WHETHER BASED ON BREACH OF ANY EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT, OR OTHER CAUSE OF ACTION (INCLUDING, BUT NOT LIMITED TO, (i) DAMAGES FOR LOSS OF PROGRAMS OR DATA, GOODWILL, PROFITS, INVESTMENTS, USE OF MONEY, OR USE OF FACILITIES; (ii) INCREASED COST OF OPERATIONS; (iii) LOSS OF OR DAMAGE TO PROPERTY; (iv) INTERRUPTION IN USE OR AVAILABILITY OF DATA OR SERVICE; (v) INOPERABILITY, ACCESS OR INTERCONNECTION OF SITE OR SERVICE WITH APPLICATIONS, EQUIPMENT, SERVICES, CONTENT OR NETWORKS; (vi) SERVICE DEFECTS, SERVICE LEVELS, DELAYS OR INTERRUPTIONS, OR LOST OR ALTERED MESSAGES OR TRANSMISSIONS; (vii) INTERRUPTION IN BUSINESS OR STOPPAGE OF OTHER WORK OR IMPAIRMENT OF OTHER ASSETS; (viii) UNAUTHORIZED ACCESS TO, THEFT, ALTERATION, LOSS OR DESTRUCTION OF USER'S APPLICATIONS, CONTENT, DATA, PROGRAMS, INFORMATION, NETWORK OR SYSTEMS; (ix) OR LABOR CLAIMS), EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OF USE, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE.

UNDER NO CIRCUMSTANCES SHALL THE COMPANY’S TOTAL LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR RELATED TO THESE TERMS OF USE, THE SITE OR THE SERVICE EXCEED THE AMOUNTS PAID BY YOU UNDER THIS AGREEMENT TO A MAXIMUM OF ONE THOUSAND DOLLARS ($1,000.00) REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON WARRANTY, CONTRACT, TORT OR OTHERWISE.

9. Termination and Cancellation

Either you or the Company may terminate or cancel the Service at any time. You understand and agree that cancellation is your sole right and remedy with respect to any dispute with the Company. This includes, but is not limited to, any dispute related to, or arising out of: (1) any provision contained in these Terms of Use or our enforcement or application of any such provision; (2) any policy or practice of the Company, including our Privacy Policy and Anti-Spam Policy, or our enforcement or application of these policies; (3) the content available by the Company or through the Site or any change in content provided by the Company or through the Site; or (4) the amount or type of fees, surcharges, applicable taxes, billing methods, or any change to the fees, applicable taxes, surcharges or billing methods. All other provisions of these Terms of Use which may reasonably be construed as surviving such termination will survive the termination of this agreement, including, but not limited to paragraphs 2, 4, 5, 6, 7, 8, 9, 10 and 12.

10. Charges and Billing

(a) Charges and Billing. If there are fees or charges incurred by you in connection with your use of our Service and/or our Site , you hereby authorize us to charge your credit card or banking account in advance for such fees in accordance with the type service account service you choose (the "Account"). You also agree to pay any outstanding balance due on your Account if you cancel the Service.

(b) Modifications. We reserve the right to charge a fee for the Service or to change our fees or billing methods at any time, provided, however, that such modifications shall not take effect earlier than thirty (30) days after the Company has either notified you or posted such information on the Site.

(c) Additional Fees and Charges. We also have the right to collect applicable taxes and impose premium surcharges for certain Services. We expect you to pay your Account balance on time and amounts not paid by you when due will be assessed an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month if your payment is more than thirty (30) days past due.

11. Modification

We reserve the right at anytime, and from time to time, to modify, amend, update, revise or otherwise change certain provisions of these Terms of Use at our sole discretion. Any such changes shall be applicable and binding immediately upon posting to the Site, and each user of this Site is responsible for knowing the Terms of Use prior to accessing the Site and the content provided on the Site. If you do not agree to any such changes, or to any of provisions contained in these Terms of Use, your only remedy is to cancel your Service and to cease from using our Site and/or Service.

12. General Terms

(a) Severability. If any provision of these Terms of Use is held by a court of competent jurisdiction to be invalid, void or unenforceable for any reason, the remaining provisions not so declared shall nevertheless continue in full force and effect, but shall be construed in a manner so as to effectuate the intent of these Terms of Use as a whole, notwithstanding such stricken provision or provisions.

(b) Interpretation. These Terms of Use shall be deemed to be jointly prepared by the parties and therefore any ambiguity or uncertainty shall be interpreted accordingly and no provision of these Terms of Use shall be construed against a party because that party or its counsel drafted or revised the provision in question. All parties have been advised and have had an opportunity to consult with legal counsel of their choosing regarding the force and effect of the terms set forth herein.

(c) Waiver. No provision of these Terms of Use shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the party claimed to have waived or consented. Any consent by any party to, or waiver of, a breach by the other party, whether express or implied, shall not constitute a consent to, waiver of, or excuse for any different or subsequent breach. Our failure to act with respect to a breach of you or others does not waive our right to act with respect to subsequent or similar breaches.

(d) Assignment. You may not assign these Terms of Use without the written consent of the Company. The Company may assign its rights, benefits and obligations under these Terms of Use in its sole discretion without your written consent.

(e) Headings. The section headings contained in these Terms of Use are for convenient reference only, and shall not in any way affect the meaning or interpretation of this agreement.

(f) Merger. These Terms of Use (including matters incorporated by reference) set forth the entire understanding of the parties in respect of the subject matter contained herein, and supersede all prior agreements, promises, covenants, arrangements, communications, representations or warranties, whether oral or written, by any party hereto.

(g) No Joint Venture. You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Company as a result of these Terms of Use or your use of the Site or Service.

(h) Place of Performance. This Site is controlled, operated and administered by the Company from its offices in California. We make no representation that materials at this Site are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. If you access this Site from a location outside of the United States, you are responsible for compliance with all local laws.

(i) Governing Law. These Terms of Use shall be governed by and construed in accordance with the laws of the State of California (irrespective of its choice of law principles). The parties hereby agree that any suit to enforce any provision of these Terms of Use or arising out of or based upon these Terms of Use or the business relationship between the parties hereto shall be brought in the United States District Court for the Central District of California or the Superior Court in and for the County of Los Angeles. Each party hereby agrees that such courts shall have exclusive personal jurisdiction and venue with respect to such party, and each party hereby submits to the exclusive personal jurisdiction and venue of such courts. Notwithstanding the foregoing, the parties agree to waiver personal service of any process upon them and agree that service may be effected by overnight mail (using a commercially recognized service) or by U.S. mail with delivery receipt to the address you provided to us, and to contact address set forth herein. The parties further agree that any claim against us must be filed within one (1) year of the time such claim arises, regardless of any law to the contrary; otherwise your claim will be barred forever. Should suit be brought to enforce or interpret any part of these Terms of Use, the parties agree that the prevailing party shall be entitled to recover its reasonable attorneys' fees and costs, including expert witness fees and fees on any appeal.

13. Contact Information

If you have any questions or suggestions, please contact us at:

ElementC6, Inc.

2750 East Spring Street

Suite 170

Long Beach, CA 90806

Email: support@ElementC6.com

http://www.ElementC6.com