Legal Agreement

THE TERMS AND CONDITIONS SET FORTH BELOW (THE “TERMS”) GOVERN YOUR USE OF THIS SITE ON THE WORLD WIDE WEB (THE “SITE”) OF WETFEET INC. (“WETFEET”), AND ARE LEGALLY BINDING ON YOU. IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED ON THE SITE. YOUR USE OF THE SITE SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW.

General Use Restrictions
All information, documents, products and services, trademarks, logos, graphics and images (the “Materials”), including the WetFeet Insider Guides, Online Profiles, and all Online Content (referred to collectively as “Online Profiles”) provided on this Site are the copyrighted work of WetFeet and its licensors.

WetFeet grants you the limited right to display the Materials only on your personal computer, and to copy and download the Materials on this Site solely for your personal use, provided that all copyright notices located on the Materials appear in the Materials so displayed, copied or downloaded. You agree not to use the Materials for any other purpose without the prior written consent of WetFeet. Without limitation, you agree not to reproduce, re-distribute, sell, publish, broadcast or circulate any information contained in the Materials to anyone, including others in the same company or organization. You may not post any content from the Site to news groups, mail lists or electronic bulletin boards. You acknowledge and agree that, except as set forth herein, you have no right to modify, edit, alter or enhance any of the Materials in any manner. This limited license terminates automatically, without notice to you, if you breach any of these Terms. Upon termination of this limited license, you agree to immediately destroy any downloaded or printed Materials.

You may, however, include insubstantial portions of information from the WetFeet Online Profiles on an occasional and irregular basis in memoranda, reports and presentations, provided that such memoranda, reports and presentations are distributed or otherwise made available only in non-electronic form, for a noncommercial purpose, to fewer than ten individuals. You must also include a description of the information used, attributions of the original sources of the information, and the phrase “Reprinted with permission of WetFeet, Inc. Copyright 2003, WetFeet, Inc., San Francisco, California.” You may apply for permission to use the WetFeet Online Profiles in ways not permitted herein by contacting WetFeet at (415) 284-7900, however WetFeet reserves the right to reject such application for any reason, or no reason at all.

Except as stated herein, you acknowledge that you have no right, title or interest in or to the Materials on any legal basis, without the advance written authorization of WetFeet.

No Framing
You agree not to “frame” or “mirror” any materials or third party content contained on or accessible from this Site on any other server or Internet-based device without the advance written authorization of WetFeet or its licensors, respectively.

Third Party Interaction
In your use of the Site, you may enter into correspondence with, purchase goods and/or services, or participate in promotions of advertisers or members or sponsors showing their goods and/or services on the Site. Unless otherwise stated, any such correspondence, purchase or promotion, including the delivery of and the payment for goods and/or services, and any other term, condition, warranty or representation associated with such correspondence, purchase or promotion, is solely between you and the applicable third party. You agree that WetFeet has no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third party.

Links to Third-Party Sites
This Site may be linked to other sites on the World Wide Web or Internet which are not under the control of or maintained by WetFeet. Such links do not constitute an endorsement by WetFeet of those sites. You acknowledge that WetFeet is providing these links to you only as a convenience, and further agree that WetFeet is not responsible for the content of such sites.

Password Restricted Areas of the Site
Certain areas of the Site are password restricted to authorized users (“Restricted Areas”). If you are an authorized user of the Restricted Areas, you agree that you are entirely responsible for maintaining the confidentiality of your password and account information, if any, and agree to notify WetFeet if the password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities which occur under your account, including any fees which may be incurred under your password-protected account, whether or not you are the individual who undertakes such activities. You agree to immediately notify WetFeet of any unauthorized use of your account or any other breach of security in relation to the Site known to you.

Submissions
You acknowledge that you are responsible for the information and material that you submit, including discussion boards and chat, (each a “Submission”) should not violate copyright laws, trademark laws, the laws of privacy and publicity, certain communications statutes and regulations and other applicable laws and regulations, and agree that you are wholly responsible for your actions or the actions of any person using your screen name and/or password. You, and not WetFeet, will have full responsibility for each such Submission, including its legality, reliability, appropriateness, originality and copyright. As such, you agree to hold WetFeet entirely harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees) incurred by WetFeet in relation to, arising from or for the purpose of avoiding any claim or demand from a third party that your use of the Site or the use of the Site by any person using your screen name and/or password (including without limitation your participation in the chat rooms or your other Submissions) violates any applicable law or regulation, or the rights of any third party.

Unless otherwise explicitly stated herein or in the Privacy Policy, you agree that any Submission provided by you in connection with this Site is provided on a non-proprietary and non-confidential basis. You agree that WetFeet shall be free to use or disseminate a Submission which is posted on the Site for any purpose. By submitting any Submission to the Site, you automatically grant, or warrant that the owner of such Submission has expressly granted, WetFeet the royalty-free, perpetual, irrevocable, non-exclusive and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Submission (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed.

Online Community, Chat Room Rules and Etiquette
WetFeet asks that you respect the WetFeet online community as well as other individuals participating within the WetFeet online community. Your conduct should be guided by common sense and basic etiquette. To further these common goals, you agree to abide by the Community Guidelines posted on this Site.

Disclaimer of Warranty
You acknowledge and agree that this Site may include certain inaccuracies or typographical errors which may affect the quality of the Materials and the third party content. You acknowledge that neither the Materials nor the third party content have been independently verified or authenticated in whole or in part by WetFeet, and agree that WetFeet does not warrant the accuracy or timeliness of the Materials or the third party content, and further agree that WetFeet has no liability for any errors or omissions in the Materials and the third party content, whether provided by WetFeet or its licensors.

WETFEET, FOR ITSELF AND EACH OF ITS LICENSORS, MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED ON THE SITE, INCLUDING WITHOUT LIMITATION THE MATERIALS, THE THIRD PARTY CONTENT AND THE SUBMISSIONS OR OTHER VISITORS TO THE SITE. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND ANY INFORMATION OR MATERIAL CONTAINED ON THE SITE IS PROVIDED TO YOU ON AN “AS IS” AND “WHERE-IS” BASIS, AND IS FOR PERSONAL USE ONLY. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED.

Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WETFEET SHALL NOT BE LIABLE TO YOU OR THIRD PARTY CLAIMING THROUGH YOU FOR ANY DAMAGES SUFFERED AS A RESULT OF YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY INFORMATION OR MATERIAL CONTAINED ON THE SITE OR IN RELATION TO YOUR SUBMISSIONS. IN NO EVENT SHALL WETFEET BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, WHETHER FOR BREACH OR IN TORT, EVEN IF WETFEET HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

Additional Rights
Certain jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the exclusions set forth above may not apply to you.

Local Laws; Export Control
WetFeet controls and operates this Site from its headquarters in the United States of America and makes no representation that the Materials are appropriate or will be available for use in other locations. If you use this Site from outside the United States of America, you are entirely responsible for compliance with applicable local laws, including but not limited to the export and import regulations of other countries in relation to the Materials and the third party content. Unless otherwise explicitly stated, all marketing or promotional materials found on this Site are solely directed to individuals, companies or other entities located in the United States.

General
WetFeet does not monitor your data or transmissions, yet, WetFeet does actively monitor accounts for system utilization and billing records. However, in WetFeet’s efforts to promote good citizenship within the Internet community, if WetFeet becomes aware of inappropriate use of the Site or any WetFeet service, WetFeet will respond. You acknowledge that WetFeet will report to law enforcement authorities any actions which may be considered illegal, as well as any reports it receives of such conduct. When requested, WetFeet will cooperate fully with law enforcement agencies in any investigation of alleged illegal activity on the Internet.

If you violate these Terms, WetFeet reserves the right to terminate service to you without notice. WetFeet’s preferred course of action is to advise you of your inappropriate behavior and recommend any necessary corrective action. However, flagrant violations of these Terms, as determined by WetFeet in its sold discretion, will result in immediate termination of service. In the event that your account is temporarily inactivated as a result of any prohibited activities, the account may be subject to reactivation charges and/or deposit requirements to be determined by WetFeet. You understand that WetFeet has the right to terminate any account for any reason that WetFeet interprets as an abuse of the account. Your sole recourse and remedy is to receive a refund for prepaid but unused services, if applicable.

You agree that WetFeet and its licensors may make improvements and/or changes in the products, services and prices described in this Site, if any, at any time without notice, and further agree that WetFeet can revise these Terms at any time without notice by updating this posting. You agree that your continued use of the Site after such modifications have been made constitutes your acceptance of such revised Terms.

Any action related to these Terms will be governed by California law and controlling U.S. federal law, without regard to the choice or conflicts of law provisions of any jurisdiction. You agree to submit to the jurisdiction of the courts located in San Francisco County, in the State of California, for the resolution of all disputes arising from or related to these Terms and/or your use of the Site. If any provision of these Terms is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, with all other provisions remaining in full force and effect. The failure of WetFeet to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by WetFeet in writing. The Terms comprises the entire agreement between you and WetFeet and supersede all prior or contemporaneous negotiations, discussions or agreements, if any, between the parties regarding the subject matter contained herein. Your use of the Site, however, is subject to the additional disclaimers and caveats that may appear throughout the site.

Trademarks
WetFeet and WetFeet.com are trademarks or registered trademarks of WetFeet in the United States and other countries.

Copyrights and Designated Agent For Notification of Claims of Infringement If you feel WetFeet has violated your copyright, click here