Terms & Conditions ™
Please print and keep a copy of this Agreement. If you do not agree to abide by
the terms and conditions of this Agreement, please do not become a user of GROUP
METRICS (TM), offered by Infacta Ltd. (“Infacta”). Use of the software constitutes
acceptance of this agreement.
Users must also abide by our Anti-spam policy.
Ownership of the Information, Materials and Software
You expressly acknowledge and agree that the software contains information, text,
software, photos, video, graphics, music, sounds and other material (called "Materials")
that are protected by copyrights, trademarks, trade secrets, patents or other proprietary
rights (called "Intellectual Property Rights"), that these Intellectual Property
Rights are valid and protected in all forms, media and technologies existing now
or developed later, and that all right, title and interest in and to these Materials,
including but not limited to all Intellectual Property Rights, belong solely and
exclusively to the owners and creators of GROUPMETRICS (TM).
Use of the Information and Materials of the Software
The license granted herein is nonexclusive, personal to you and nontransferable.
2.1. Except as you may be expressly permitted by this Agreement, you may not use,
modify, adapt, reformat, download, upload, post, reproduce, broadcast, publish,
display, perform, transfer or redistribute any Materials in any form, format or
media or by means of any technology without obtaining the prior written authorization
of the owners and creators of GROUPMETRICS (TM) and any other owner of the Intellectual
Property Rights in such Materials.
2.2. You may, on an occasional and irregular basis, include insubstantial portions
of Materials from the website in memoranda, reports and presentations, and then
only to the extent that such use constitutes "fair use" under applicable copyright
and intellectual property law, provided that in each instance you include in all
such memoranda, reports and presentations all copyright, trademark and other notices
from the website and the information used, original source attribution, and the
phrase "Used with permission from the owners and creators of GROUPMETRICS (TM)”
except for such other Materials which have been incorporated into GROUPMETRICS
(TM) by reference and as such require permission from the owners of such Materials.
2.3. If you reproduce Materials from the software, as permitted by this Agreement,
you must preserve any copyright, trademark or other notices contained in or associated
with them. This means, among other things, that if the specific Material you are
reproducing does not contain the relevant notices that appear on the website, you
must go to the place on the website where such notices appear and copy them into
the Materials you are reproducing.
2.4. All copyrights and copyrightable materials which are a part of GROUPMETRICS
(TM) including, without limitation, the Infacta (TM) logos, designs, text, graphics,
pictures, photos, files, software, applications, code, hidden text, databases and
other files and the selection and arrangement thereof are COPYRIGHT © 2004 Infacta
Ltd. ALL RIGHTS RESERVED.
2.5. Except as stated herein, none of the Materials may be copied, reproduced, distributed,
republished, transferred, sold, used to create derivative works, performed, downloaded,
displayed, posted or transmitted in any form or by any means, including, but not
limited to, electronic, mechanical, photocopying, recording, or otherwise, without
the prior written consent of Infacta (TM) or the respective copyright owner. Software
may not be reverse engineered unless specifically authorized by the owner of the
software's patent and/or copyright.
2.6. Infacta (TM), GROUPMETRICS (TM), infacta.com, the Infacta (TM) logo, the GROUP
METRICS (TM) logo, graphics, and icons in the software are trademarks, service marks,
trade dress, and/or registered trademarks of Infacta Ltd., and may not be copied,
imitated or used, in whole or in part, without the prior written permission of Infacta
2.7. Permission is granted to display and download Contents of GROUPMETRICS (TM)
for personal, non-commercial and informational use only; provided that you may not,
without the permission of Infacta (TM) or the respective copyright owner, alter
the Contents to display the Contents without the Infacta (TM) Copyright notice and
these Intellectual Property Guidelines.
2.8. Any unauthorized use of intellectual property will terminate the user's subscription
and violate applicable law. All violations will be prosecuted and all infringing
parties will be pursued to the full extent of the law. If you wish to request permission
to reproduce Materials from the website for other than the specifically authorized
educational purpose, or if you have any questions about the proper way to include
such notices, contact the owners and creators of GROUPMETRICS (TM).
This Agreement is the entire agreement between the owners and creators of GROUPMETRICS
(TM) and you with respect to the software. Headings in this Agreement are
for your convenience only and do not have any legal meaning or effect. If any part
of this Agreement is invalid, the rest of this Agreement will remain in effect.
If the owners and creators of GROUPMETRICS (TM) waive or fails to enforce any term
or condition of this Agreement on any one or more occasions, whether by conduct
or otherwise, its waiver or failure to enforce will not mean that it must waive
or cannot enforce such term or condition on any other occasion, or any other term
or condition of this Agreement. The meaning of this Agreement cannot be changed
by your or Infacta’s conduct, even if repeated, or by any custom or practice of
others engaged in the same or similar businesses.
You agree NOT to use the GROUPMETRICS (TM) software for any of the following purposes
4.1. The creation, transmission of or posting of any message, data, information,
text, software, graphics, files, materials or other Content that is unlawful, libelous,
defamatory, obscene, pornographic, indecent, harassing, threatening harmful, invasive
of privacy or publicity rights;
4.2. Interference with or disruption to the software’s services or network, including,
but not limited to, attempting to gain unauthorized access to the Service, other
accounts, computer systems or networks connected to the Service, through password
mining or any other means;
4.3. To transmit or upload any material that contains viruses, trojan horses, worms,
time bombs, cancelbots, or any other harmful, destructive or deleterious programs;
4.4. In connection with any pyramid schemes, chain letters, junk email, spamming
or any duplicative or unsolicited messages; Please look at our
Anti-Spam policy for further information and definitions regarding
what we consider spam;
4.5. To impersonate another or create a false identity or otherwise misrepresent
an affiliation with a person or entity;
4.6. To cause harm to minors;
4.7. To infringe another's patent, trademark, copyright, trade secret, or other
4.8. To violate another's privacy;
4.9. To violate any applicable laws, statutes or regulations;
4.10. To stalk;
4.11. To violate any regulations of the U.S. Securities and Exchange Commission
or any securities exchange including the New York Stock Exchange, American Stocking
Exchange, or the NASDAQ;
4.12. To use any robot, spider, or other automatic device, or manual process to
monitor or copy GROUPMETRICS (TM) content without Infacta (TM)’s prior express
4.13. To post a link, address or other contact to any site which is for any of the
above purposes; or
4.14. To defame another individual or entity.
4.15. To create, duplicate or transmit any pornography
Credits are reset to the figure relevant to package that the user is subscribed
to at the start of each billing date. Credits are not accumulative, and do not carry
over each month. If a user is signed to the Business Package, their credits are reset
to 25,000 each month. Credit Packs purchased during a month are stored as Reserve
Credits. Reserve Credits are accumulative and are only used when regular credits
are empty. Regular credits, and reserve credits cannot be moved from one package
to another, unless the user is upgrading a package. If a user downgrades a package,
credits cannot be moved from the higher package to the lower package.
5.2 Opt-In Manager
The owners and creators of GROUPMETRICS (TM) shall not be responsible for any activity
or liability that results from the use of the software to collect email addresses
or send email messages using the opt-in manager tool in the software.
Termination of this Agreement
The owners and creators of GROUPMETRICS (TM) may, in their sole and absolute discretion,
and with or without notice, suspend or terminate your access to the software, or
terminate this Agreement and thus your rights to use the software, for any conduct
or use (whether by you or anyone else using your version of the software) that the
owners and creators of GROUPMETRICS (TM) believe is a violation of this Agreement
or for any other conduct or use that the owners and creators of GROUPMETRICS (TM)
believes is harmful to other users or to the website or the interests of the owners
and creators of GROUPMETRICS (TM).
Disclaimer of Warranties
7.1. THE SOFTWARE AND ALL INFORMATION, MATERIALS AND WEBSITES ACCESSIBLE THROUGH
THE SOFTWARE ARE PROVIDED ON AN "AS-IS," "AS-AVAILABLE" BASIS. THERE ARE NO WARRANTIES,
EXPRESSED OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, REGARDING OR RELATING TO
PRODUCTS, SOFTWARE OR WEBSITES FURNISHED TO SUBSCRIBERS UNDER THIS AGREEMENT OR
IN CONNECTION WITH THE SOFTWARE. GROUPMETRICS (TM) AND INFACTA EXPRESSLY DISCLAIM
ALL WARRANTIES, EXPRESSED AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES
OF TITLE AND NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED
WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
7.2. You expressly agree that your use of the software is at your sole risk. The
owners and creators of GROUPMETRICS (TM) do not warrant that the software will
be uninterrupted or error free; nor does it make any warranty as to the results
that may be obtained from your use of the software, or as to the accuracy, reliability,
completeness, or content of any information, website, software or merchandise that
may be provided through the software. No statement, information or advice, including,
but not limited to, statements regarding capacity, suitability for use or performance,
whether made by the owners and creators of GROUPMETRICS (TM), employees, reseller
or other representative or otherwise, which is not contained in this agreement shall
be deemed to be a warranty by the owners and creators of GROUPMETRICS (TM) for
any purpose or give rise to any liability of Infacta (TM) whatsoever, and you agree
that you will not rely on any such statement, information or advice.
7.3. Where the owners and creators of GROUPMETRICS (TM) are a distributor, rather
than a publisher, of Materials accessible through the software, the owners and creators
of GROUPMETRICS (TM) exercise no more editorial control over such Materials than
does a typical public library, bookstore or newsstand. The views and opinions expressed
in such information do not necessarily reflect those of the owners and creators
of GROUPMETRICS (TM) or its content providers or licensors. Neither the owners
nor creators of GROUPMETRICS (TM) nor its content providers or licensors make any
warranties or representations regarding the accuracy, adequacy, truthfulness, completeness,
or usefulness of such information.
Limitation of Liability
8.1. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL GROUPMETRICS (TM) OR INFACTA,
BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE,
EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES THAT ARISE FROM LOSS OF ANTICIPATED
REVENUE, LOSS OF INFORMATION OR MATERIAL OF ANY KIND, LOST PROFITS, LOSS OF BUSINESS
AND INJURY TO PROPERTY, EVEN IF GROUPMETRICS (TM) HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES) THAT ARISE IN CONNECTION WITH OR RESULT FROM YOUR USE OF OR INABILITY
TO USE THE SOFTWARE INCLUDING, BUT NOT LIMITED TO, YOUR RELIANCE ON ANY MATERIALS,
CONTENT, INFORMATION, WEBSITES, SOFTWARE OR PRODUCTS OBTAINED IN THE SOFTWARE, OR
MISTAKES, OMISSIONS, INTERRUPTIONS, COMMUNICATIONS FAILURE, DELETION OF FILES OR
E-MAIL, ERRORS, DEFECTS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION,
OR ANY FAILURE OF PERFORMANCE, OR THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO YOUR
RECORDS, PROGRAMS, WEBSITES OR SOFTWARE. SOME STATES DO NOT ALLOW THE EXCLUSION
OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, AND IN SUCH
STATES INFACTA'S LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
8.2. If, notwithstanding the foregoing, the owners and creators of GROUPMETRICS
(TM) were to be held liable for damages, then regardless of the form of action (whether
in contract, tort, breach of warranty or otherwise), in no event shall the maximum
liability of the owners and creators of GROUPMETRICS (TM) and the parties described
in the next sentence (GROUPMETRICS (TM)'s "Related Parties") exceed, either jointly
or severally, the aggregate dollar amount paid by you to the owners and creators
of GROUPMETRICS (TM) in the twelve (12) months prior to the claimed injury or damage.
All of the provisions of this section are also for the benefit of the owners and
creators of Infacta (TM) 's directors, officers, shareholders, employees, affiliates,
agents, third-party content providers, licensors and the like, and anyone else involved
in creating, producing or distributing the software, and each shall have the right
8.3 The resources on websites that can be accessed with hypertext links from or
using GROUPMETRICS (TM) are not maintained by Infacta (TM), and Infacta (TM) is
not responsible for the availability or accuracy or such sites or resources, or
the content, advertising, or products on or available from such sites or resources.
Such sites may be governed by legal notices and privacy policies, which differ from
those of this software.
Indemnification by You
You agree to defend, indemnify and hold harmless the owners and creators of GROUPMETRICS (TM)
and its Related Parties from any claims and expenses, including reasonable
attorney's fees, related to any violation of this Agreement by your use of the software,
or in connection with the placement or transmission by you of any material using
the software except as expressly authorized in this Agreement.
The owners and creators of GROUPMETRICS (TM) may give notice to you by electronic
mail or by conventional mail. Notice by the owners and creators of GROUPMETRICS
(TM) shall be effective on the date that the owners and creators of GROUPMETRICS
(TM) make a good faith effort to reach you. You shall give notice to the owners
and creators of GROUPMETRICS (TM) as stated below. Notice by you shall be effective
on the date that the owners and creators of GROUPMETRICS (TM) actually receive
By using the software, you are agreeing that the owners and creators of GROUPMETRICS
(TM) may collect, use, sell, license and otherwise distribute demographic data about
users in aggregated form (so that no user is personally identifiable) to assist
in market evaluation and for other purposes as reasonably determined by the owners
and creators of GROUPMETRICS (TM). (See full Privacy Statement)
For further information or support regarding this web site, you are encouraged to
contact the owners at firstname.lastname@example.org
or by mail at:
15.1. This Agreement is personal to you, and you may not assign, transfer or delegate
your rights or obligations to anyone.
15.2. In the event that any provision of this Agreement is held to be invalid or
unenforceable, pursuant to judicial decree or decision, the remainder of this Agreement
shall remain valid and enforceable according to its terms.
15.3. You acknowledge that the owners and creators of GROUPMETRICS (TM) will be
irreparably harmed by any breach of this Agreement by you or by your unauthorized
use of the Materials or the website and, further, that monetary damages may not
be a sufficient remedy for such harm. You agree that the owners and creators of
GROUPMETRICS (TM) shall be entitled, without waiving any other rights or remedies
and without further demonstration of irreparable harm or the inadequacy of monetary
damages, to obtain injunctive or other equitable relief in the event of any breach
of this Agreement by you or by your unauthorized use of the Materials or the software.