AGREEMENT BETWEEN USER AND ScribaCMS

ScribaCMS TERMS OF SERVICE

By using the ScribaCMS (“Service”), created by Monk Development, Inc. (“Monk Development”), you are agreeing to be bound by the following terms and conditions (“Terms of Service”).

Exousia Consultants reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes. Violation of any of the terms below will result in the termination of your Account.

Account Terms

1. You must be 13 years or older to use this Service.
2. You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
3. Your login may only be used by one person – a single login shared by multiple people is not permitted. You may create separate logins for as many people as allowed by the system or by the terms of your contract.
4. You are responsible for maintaining the security of your account and password. Monk Development cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
5. You are responsible for all Content posted and activity that occurs under your account (even when Content is posted by others who have accounts under your account).
6. You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

General Conditions

1. Your use of the Service is at your sole risk. The service is provided on an “as is” and “as available” basis.
2. Technical support is only provided via email and toll free (we try to respond within one business day). Accounts NOT hosted on a Monk Development approved host provider are charged $95/hour for support determined to be the clients or the clients hosting providers fault. Support time is billed in hour increments. Current approved hosting providers include: Global Internet & 1and1.
3. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Monk Development.
4. We may, but have no obligation to, remove Content and Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
5. Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Monk Development customer, employee, member, or officer will result in immediate account termination.
6. You understand that the technical processing and transmission of the Service, including your Content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
7. You must not upload, post, host, or transmit unsolicited email, SMSs, or “spam” messages.
8. You must not transmit any worms or viruses or any code of a destructive nature.
9. If your bandwidth usage significantly exceeds the average bandwidth usage (as determined solely by Monk Development) of other CMS customers, we reserve the right to immediately disable your account or throttle your file hosting until you can reduce your bandwidth consumption.
10. Monk Development does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Service will be corrected.
11. You expressly understand and agree that Monk Development shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Monk Development has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.
12. The failure of Monk Development to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Monk Development and govern your use of the Service, superseding any prior agreements between you and Monk Development (including, but not limited to, any prior versions of the Terms of Service).
13. Questions about the Terms of Service should be sent to support at Monk Development dot com.

API Terms

Customers may access their CMS account data via an API (Application Program Interface). Any use of the API, including use of the API through a third-party product that accesses CMS, is bound by the terms of this agreement plus the following specific terms:

1. You expressly understand and agree that Monk Development shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Monk Development has been advised of the possibility of such damages), resulting from your use of the API or third-party products that access data via the API.
2. Abuse or excessively frequent requests to CMS via the API may result in the temporary or permanent suspension of your account's access to the API. Monk Development, in its sole discretion, will determine abuse or excessive usage of the API. Monk Development will make a reasonable attempt via email to warn the account owner prior to suspension.
3. Monk Development reserves the right at any time to modify or discontinue, temporarily or permanently, your access to the API (or any part thereof) with or without notice.

Payment, Refunds, Upgrading and Downgrading

1. If you initially sign up for an account and you don't cancel that account within 30 days, you will be billed monthly starting on the 30th day after your account was initially created. If you cancel prior to the processing of your first invoice on the 30th day, you will not be charged.
2. The Service is billed in advance on a monthly basis and is non-refundable. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.
3. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes.

Cancellation and Termination

1. You are solely responsible for properly cancelling your account. You can cancel your account at any time by contacting us via email. Monk will reply acknowledgement of cancellation. You are responsible to ensure we recieve and reply to your cancel request.
   
2. All of your Content will be immediately deleted from the Service upon cancellation. This information can not be recovered once your account is cancelled. Monk Development can be consulted on the export of all content on a project basis.
3. If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately and you will not be charged again.
4. Monk Development, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other Monk Development service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all Content in your Account. Monk Development reserves the right to refuse service to anyone for any reason at any time.

Copyright and Content Ownership

1. We claim no intellectual property rights over the material you provide to the Service. Your profile and materials uploaded remain yours. However, by setting your pages to be shared publicly, you agree to allow others to view and share your Content.
2. Monk Development does not pre-screen Content, but Monk Development and its designee have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the Service.

Modifications to the Service and Prices

1. Monk Development reserves the right at any time and from time to time to modify the Service (or any part thereof) with or without notice.
2. Monk Development reserves the right at any time and from time to time to discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice with valid business reasons at Monk Development's discretion.
3. Prices of all Services, including but not limited to monthly subscription plan fees to the Service, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the CMS backend Site or the CMS Service itself.
4. Monk Development shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.

Third-party sites, solicitation, products, and services

Our sites may contain links to other Internet sites owned by third parties. Your use of each of those sites is subject to the conditions, if any, that each of those sites has posted. We have no control over sites that are not ours, and we are not responsible for any changes to or content on them. Our inclusion on our sites of any third-party content or a link to a third-party site is not an endorsement of that content or third-party site.

We may use a user's email address to send updates, a newsletter or news regarding our services. Paying users may choose not to receive email of this type by changing their "notification" setting to "Do not send me notification emails" in the user "Account Settings"

Personally identifiable information

We may capture personally identifiable information and disclose such information in a non-personally identifiable manner to advertisers and other third parties for marketing, promotional, and other purposes. We do not disclose to these entities any information that could be used to identify you personally. We will make your personally identifiable information available to other companies or people when:

1. You have elected to allow us to share that information at the time that you registered with us or provided us the information, or through a subsequent affirmative election through our website.
2. You volunteer information or create a public profile in the course of your participation in our community features such as comments, user opinions and/or other forms of public communication and interaction.
3. You use cobranded services (i.e., sites or services that we offer to you in connection with a partner, who is identified on the site). When you use a cobranded service within our network of sites, you grant us permission to pass your registration information back to that service partner. Their use of your information is subject to their applicable privacy policies.
4. We hire third-party vendors to provide specialized services such as customer support; email message deployment; suppression, merge and de-duplication services; data processing; and special products or services that you have requested. These companies are only allowed to use the information in order to help us fulfill our services to you. We do not provide your information to these companies for their own, permanent use.
5. You unsubscribe for a mailing that we send to you on behalf of a third party. We may share your removal instruction with the third party so that it may be added to that person’s list of people to whom they may not send emails.
6. When required by law, such as when we respond to subpoenas, court orders, or legal process.
7. We believe that your actions violate applicable laws, Terms of Service, or any usage guidelines for specific products or services, or threaten the rights, property, or safety of our company, our users, or others.

The ScribaCMS Web Site is comprised of various Web pages operated by ScribaCMS.

The ScribaCMS Web Site is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of the ScribaCMS Web Site constitutes your agreement to all such terms, conditions, and notices.

MODIFICATION OF THESE TERMS OF USE

ScribaCMS reserves the right to change the terms, conditions, and notices under which the ScribaCMS Web Site is offered, including but not limited to the charges associated with the use of the ScribaCMS Web Site.

LINKS TO THIRD PARTY SITES

The ScribaCMS Web Site may contain links to other Web Sites ("Linked Sites"). The Linked Sites are not under the control of ScribaCMS and ScribaCMS is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. ScribaCMS is not responsible for webcasting or any other form of transmission received from any Linked Site. ScribaCMS is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by ScribaCMS of the site or any association with its operators.

NO UNLAWFUL OR PROHIBITED USE

As a condition of your use of the ScribaCMS Web Site, you warrant to ScribaCMS that you will not use the ScribaCMS Web Site for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the ScribaCMS Web Site in any manner which could damage, disable, overburden, or impair the ScribaCMS Web Site or interfere with any other party's use and enjoyment of the ScribaCMS Web Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the ScribaCMS Web Sites.

USE OF COMMUNICATION SERVICES

The ScribaCMS Web Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"), you agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:

• Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
  
  
• Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
  
  
• Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
  
  
• Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer.
  
  
• Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
  
  
• Conduct or forward surveys, contests, pyramid schemes or chain letters.
  
  
• Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
  
  
• Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
  
  
• Restrict or inhibit any other user from using and enjoying the Communication Services.
  
  
• Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
  
  
• Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
  
  
• Violate any applicable laws or regulations.

ScribaCMS has no obligation to monitor the Communication Services. However, ScribaCMS reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. ScribaCMS reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

ScribaCMS reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in ScribaCMS's sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. ScribaCMS does not control or endorse the content, messages or information found in any Communication Service and, therefore, ScribaCMS specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and hosts are not authorized ScribaCMS spokespersons, and their views do not necessarily reflect those of ScribaCMS.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you download the materials.

MATERIALS PROVIDED TO ScribaCMS OR POSTED AT ANY ScribaCMS WEB SITE

ScribaCMS does not claim ownership of the materials you provide to ScribaCMS (including feedback and suggestions) or post, upload, input or submit to any ScribaCMS Web Site or its associated services (collectively "Submissions"). However, by posting, uploading, inputting, providing or submitting your Submission you are granting ScribaCMS, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their Internet businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.

No compensation will be paid with respect to the use of your Submission, as provided herein. ScribaCMS is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in ScribaCMS's sole discretion.

By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

LIABILITY DISCLAIMER

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE ScribaCMS WEB SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. ScribaCMS AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE ScribaCMS WEB SITE AT ANY TIME. ADVICE RECEIVED VIA THE ScribaCMS WEB SITE SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

ScribaCMS AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE ScribaCMS WEB SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. ScribaCMS AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ScribaCMS AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE ScribaCMS WEB SITE, WITH THE DELAY OR INABILITY TO USE THE ScribaCMS WEB SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE ScribaCMS WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE ScribaCMS WEB SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF ScribaCMS OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE ScribaCMS WEB SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE ScribaCMS WEB SITE.

SERVICE CONTACT : scribacms@exousia.co.za

TERMINATION/ACCESS RESTRICTION

ScribaCMS reserves the right, in its sole discretion, to terminate your access to the ScribaCMS Web Site and the related services or any portion thereof at any time, without notice. GENERAL To the maximum extent permitted by law, this agreement is governed by the laws of the State of Washington, U.S.A. and you hereby consent to the exclusive jurisdiction and venue of courts in King County, Washington, U.S.A. in all disputes arising out of or relating to the use of the ScribaCMS Web Site. Use of the ScribaCMS Web Site is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. You agree that no joint venture, partnership, employment, or agency relationship exists between you and ScribaCMS as a result of this agreement or use of the ScribaCMS Web Site. ScribaCMS's performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of ScribaCMS's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the ScribaCMS Web Site or information provided to or gathered by ScribaCMS with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and ScribaCMS with respect to the ScribaCMS Web Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and ScribaCMS with respect to the ScribaCMS Web Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent an d subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be drawn up in English.

COPYRIGHT AND TRADEMARK NOTICES:

All contents of the ScribaCMS Web Site are: Copyright 2008 by Exousia Consultants and/or its suppliers. All rights reserved.

TRADEMARKS

The names of actual companies and products mentioned herein may be the trademarks of their respective owners.

The example companies, organizations, products, people and events depicted herein are fictitious. No association with any real company, organization, product, person, or event is intended or should be inferred.

Any rights not expressly granted herein are reserved.

NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement under United States copyright law should be sent to Service Provider's Designated Agent. ALL INQUIRIES NOT RELEVANT TO THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE. See Notice and Procedure for Making Claims of Copyright Infringement.