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This Linking
Agreement ("Agreement") is made and entered into by and
between Endless Quest ("Owner"); and any person
("User") who accesses, makes a connection to or
facilitates any other person's access to any of the information,
content or ads displayed, linked, downloaded or accessed from
Owner's web site at <www.endlessquest.net>
("Site"). Access or link to any portion of the Site
constitutes User's assent to be bound by this Agreement. Owner and User are
collectively referred to as the "parties."
PROPRIETARY
RIGHTS
User
agrees that the Site, including, without limitation, all content,
text, images, software, media and other materials therein, is
proprietary to or licensed by Owner, protected under copyright and
other intellectual property laws, and may not be reproduced,
transmitted, displayed, published or distributed without the
express prior written consent of Owner.
LINKING
LICENSE
Subject to the terms
of this Agreement, Owner grants User a non-exclusive, limited,
revocable and royalty-free license to provide a hypertext
reference link ("Link") to the initial, top level
display of the Site, as identified by the following Uniform
Resource Locator ("URL"): <www.endlessquest.net>,
solely for non-commercial purposes and only for the purpose of
linking the User web site to the Site.
LIMITATIONS
User
shall not:
(a) display or use a Link in a manner that causes the Site or any
portion of its content to display within a frame, be associated
with any advertising or sponsorship not part of the Site, or
otherwise incorporate Site content into a third-party web site;
(b) display or use an in line link to any information file
contained in the Site;
(c) alter, block or otherwise prevent display of any content of
the Site;
(d) link to the Site through any other URL or mirrored site;
and/or
(e) link to the Site if, to a reasonable person, User's site may
be obscene, defamatory, harassing, grossly offensive, or
malicious.
MARKS
Owner grants User a
non-exclusive, limited, revocable license to use the name and logo
of Owner solely for the purpose of creating and describing the
Link. User shall properly and accurately display Owner's name and
logo in connection with any display and description of Link
visible on User's site.
TERM
AND AMENDMENT
The term
of this Agreement shall be for twelve (12) months. User may
terminate this Agreement at any time upon ten (10) days prior
written notice to Owner. Owner reserves the right to terminate
this Agreement at any time, without notice, for any reason
whatsoever. Upon termination, User shall immediately:
(a) discontinue or disable the Link;
(b) remove the Link and Owner's name and logo from User's web
site; and
(c) destroy any copies of data from the Site in User's possession,
custody or control. Owner reserves the right to terminate this
Agreement with respect to any specific User or group of Users at
any time, without notice, for any reason whatsoever. Owner shall
have the right, at any time and without notice, to add to or
modify the terms of this Agreement, simply by posting such amended
terms herein. User's Link, and any access to, link to or use of
the Site shall be deemed to constitute acceptance of such amended
terms.
LAW
AND DISPUTE RESOLUTION
This
Agreement shall be governed by the laws of the Commonwealth of the
United States without reference to conflicts of laws. User agrees
that any controversy or claim arising out of or relating to this
Agreement, other than requests for injunctive relief, shall be
settled by binding arbitration administered by the American
Arbitration Association under its Commercial Arbitration Rules,
and judgment on the arbitration award may be entered in any court
having jurisdiction thereof. The definitions of Owner, User, Site,
Link, and the provisions of Sections 5 and 6 shall survive any
termination or expiration of this Agreement.
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