Site|Cosmos

Member Service Agreement

Welcome to SiteCosmos. This SiteCosmos Service Agreement (the "Agreement") explains the terms and conditions governing your use of the SiteCosmos Services, Technology, and any other Content available on SiteCosmos. This Agreement, as well as any additional rules and policies, together with all modifications thereto, constitute the complete and exclusive agreement between You, the user, together with any company or other business entity you are representing, if any (herein mentioned collectively as “You” or the "Member") and Compucon S.A. and / or any of Compucon’s licensed agents / dealers / resellers / distributors / partners (herein mentioned collectively as “Compucon”), concerning and governing your use of the Service, hereinbelow mentioned, and supersede and govern all prior proposals, agreements, trials, or other communications. By checking the box and clicking on the “Accept” / “Order” button(s), you accept these terms and conditions and acknowledge that the SiteCosmos Service is subject to certain limitations set forth below. You acknowledge that you have read, understood, and agree to be bound by all terms and conditions of this Agreement, as well as any additional SiteCosmos rules or policies that are or may be published by Compucon from time to time. If you do not wish to accept this agreement, do not purchase this Service. By registering with and purchasing any SiteCosmos Service, you agree to use the SiteCosmos Services in a manner consistent with all applicable laws and regulations and in accordance with the terms and conditions outlined below.

1. Definitions of Services

(a) Site|Cosmos is a technology and marketing platform owned and distributed by Compucon S.A. (www.compucon.gr). SiteCosmos enables individuals and companies to build and publish web sites. This is facilitated through a suite of segment-specific “Site|Cosmos Solutions” and corresponding “Site|Cosmos Portals” referred also as “Solution Portals”. “Solutions” available at the moment are the following:

· SME Cosmos - For Small and Medium Sized Companies
· Medi Cosmos - For all Health Care Professionals
· Archi Cosmos - For Architects and Interior Design Professionals
· Art Cosmos – For Artists and Photographers
· Politics Cosmos – For Politicians, Trade Unionists and Communal Representatives
· Food Cosmos – For Restaurants and Catering Professionals
· Student Cosmos – For High School Pupils and Students
· Wed Cosmos – For Engaged and Newlywed Couples
· Baby Cosmos – For Parents of Newborn Babies

Compucon reserves the right at its sole discretion and as it deems appropriate to add, remove or modify “Solutions” offered by SiteCosmos.

(b) Generally, purchasing a “Solution Membership” of a “SiteCosmos Solution” provides you (a “Member”) access to various “SiteCosmos Services”, i.e. tools and functionalities such as the “SiteCosmos Web Site Generator”, the on-line tool that allows you to access your “SiteCosmos Web Site” (“Member Site”), add / modify content, and publish it on the Internet. SiteCosmos may offer other tools and services (“Extra Features”) that are not included in any SiteCosmos Solution, including premium services for which an additional fee will apply. Before any purchase of any SiteCosmos Extra Feature, you must have already purchased at least one SiteCosmos Solution. Separate terms and conditions may apply for each SiteCosmos Extra Feature. SiteCosmos “Solutions”, together with any “SiteCosmos Extra Features” or any other service provided now or in the future by SiteCosmos are referred as a whole as “SiteCosmos Services”. Unless explicitly stated otherwise, any new features or products that change, augment or enhance the current SiteCosmos Services shall be subject to this Agreement.

(c) By registering with SiteCosmos you become a “SiteCosmos Member”. As a “SiteCosmos Member”, you will be able to purchase one or more “Solution Memberships” in order to use the proprietary and licensed technology (“Technology”) incorporated in the SiteCosmos Services to build, maintain and publish your “SiteCosmos Web Site” (“Member Site”). You will have the right to build one Member Site for each Solution Membership you have purchased. A Solution Membership and the corresponding Member Site is not transferable to another Member or any other person. Solution Membership is subscription-based and available in various Subscription Types and Fee Schedules (i.e. prepaid plans). SiteCosmos Subscription Policy is posted and explained in each Solution Portal; Compucon reserves the right to alter its SiteCosmos Subscription Policy at any time, with thirty (30) days notice to you. Solution Membership is “Solution Portal” specific, meaning that it is valid only for a specific Solution Portal and for no other. By subscribing to the specific “Solution Portal”, you get access to a “Solution”-specific set of “Services” for a pre-determined timeframe. If you would like to gain access and create a web site using the Services of more than one “Solution Portal”, then you will have to enter into a membership subscription for each separate “Solution Portal”. If you would like to build more than one Member Sites in a specific Solution Portal, then you will have to purchase a separate Solution Membership for each Member Site. At any time you can extend your Subscription for a specific Solution Membership. Compucon may without notice to you discontinue any or all aspects of a specific Solution Membership when the Subscription Period expires. The Member Site you created along with its contents remain in the control of Compucon and you have no access or claim on them. The conditions of Section 12 and our Privacy Policy apply to the contents of your Member Site even if your Solution Membership is expired or cancelled.

(d) Registration Process: When you register with SiteCosmos, you agree to submit certain registration data. Such registration data shall include, but shall not be limited to, your name, address, phone number, email address, username and password. When you register with SiteCosmos, you become a SiteCosmos Member and you are recognized as a Member by all Solution Portals. Being a Member of SiteCosmos doesn’t give you access to any SiteCosmos Service or Extra Feature. You have to purchase each Solution Membership or Extra Feature separately. When you purchase a specific Solution Membership you may be asked to submit more registration data that may include, but not be limited to, personal or company profile data and billing information. You hereby certify that all of the registration data you provide to Compucon for the SiteCosmos Service is accurate and complete. You further agree and acknowledge updating promptly this data as needed to keep it current, complete and accurate and to notify Compucon for any changes to such data. Compucon reserves the right, in its sole discretion, to refuse to provide the SiteCosmos Services to you for any reason. Compucon is committed to protecting your privacy. For more information, please refer to our Privacy Policy.

(e) Activation Process: You can purchase a Solution Membership in two ways: online and offline. When you purchase online, the Solution Membership gets automatically activated and it grants you access to the SiteCosmos Services of the specific Solution Portal for a pre-determined timeframe. When you purchase an Activation Code offline, you have to visit the corresponding “SiteCosmos Solution Portal” and follow the appropriate Solution Membership Activation process. An Activation Code doesn’t automatically grant you access to the SiteCosmos Services but it grants you the right to activate a Solution Membership for a specific Solution Portal and for a specific subscription period.

(f) Free Trial: If you have registered for a trial of the Solution Membership ("Trial Period"), you will have the entire Trial Period within which to purchase the Solution Membership you are using in order to retain any Member Content that is on the Member Site(s) that you built during the Trial Period. If you have not purchased the Solution Membership by the end of the Trial Period, all of your Member Content will be deleted. Compucon is not responsible for any damages to you in the event you decide not to purchase the Service and Compucon deletes your Member Content after the Trial Period expires.

2. Payment Terms

(a) SiteCosmos is available through various prepaid plans (“Subscription Types”). For access to, and use of any SiteCosmos Solution, you agree to pay to Compucon or to any third party designated by Compucon, all the then-current fees and charges specified in the SiteCosmos Services Fee Schedule. All fees are due immediately and are non-refundable. Currently you can purchase a SiteCosmos Solution Membership both online and offline in the form of an Activation Code. For online sales, SiteCosmos asks that you select the payment method you prefer from a list of predetermined payment methods and provide all the necessary billing (this may include your credit card information) and shipping information. In case you choose to pay with a credit card, SiteCosmos may redirect you through a secure line to an online payment organization. In case of credit card payment, if Compucon does not receive payment from the card issuer, you agree to pay Compucon all amounts due upon demand. Compucon may take commercially reasonable actions to validate your credit card and collect all payments due. You agree to pay all attorney and collection fees arising from any efforts to collect any past due amounts from you to the extent allowed by law. In case you choose a recurring subscription your credit card will be charged periodically in advance for the following period's service. Your subscription will continue and renew automatically, unless terminated by Compucon or until you decide to cancel the Service in accordance with Section 10. You understand that if Compucon does not receive timely payment of all amounts due for any Solution you purchase your use of any SiteCosmos Solution or Extra Feature may be restricted or terminated at Compucon’s sole discretion. This includes any Information you provide to Compucon while using any SiteCosmos Service or Solution.

THE FEE FOR ANY SITECOSMOS SERVICE IS PREPAID AND NON-REFUNDABLE. COMPUCON WILL NOT REFUND ANY FEES PAID BY YOU IF YOU TERMINATE YOUR AGREEMENT WITH US.

(b) Compucon reserves the right at its sole discretion and as it deems appropriate to add or remove certain services it offers and change its fees for any services in accordance with Section 5.

(c) You agree to pay any taxes, including personal property taxes or sales taxes, resulting from your use of the SiteCosmos Services. You agree to pay all attorney and collection fees arising from our efforts to collect any past due amounts from you to the extent allowed by law.

(d) You acknowledge and agree that, to the extent necessary, it is your responsibility to: (1) provide all equipment, including a computer and modem, necessary for you to establish a connection to the Internet; and (2) provide for your own connection to the Internet and pay any ISP and telephone service fees associated with such connection.

3. Restrictions and Description of Prohibited Acts

(a) You may not use any SiteCosmos Solution Service or SiteCosmos Extra Feature, the Technology, or the Member Site to, including, but not limited to: (i) display material containing pornographic material of any kind; (ii) provide material that is grossly offensive to the SiteCosmos online community, including blatant expressions of bigotry, prejudice, racism, hatred, or excessive profanity, or post any obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable content; (iii) sell or promote any products or services that are unlawful in the location at which the content is posted or received; (iv) access illegally or without authorization any computers, accounts, or networks of SiteCosmos or any SiteCosmos Member, or attempt to penetrate SiteCosmos security measures ("hacking"), or conduct a port scan, stealth scan, or other information-gathering activity the intent of which is to gather information to be used to attempt a system penetration; or upload to SiteCosmos, send through SiteCosmos, or have SiteCosmos host or distribute any Internet viruses, worms, Trojan horses, other harmful code, pinging, flooding, mail bombing, or denial-of-service attacks; or disrupt the use of or interfere with the ability of others to effectively use a SiteCosmos Service or any connected network, system, service, or equipment; (v) display material that exploits, or otherwise exploit, children under 18 years of age; (vi) post any content or otherwise infringe in any way or violate any copyright, patent, trademark, service mark, trade name, trade secret, or other intellectual property right of any third party; (vii) promote, solicit, or participate in pyramid schemes; (viii) post any content that holds SiteCosmos and Compucon up to public scorn or ridicule; (ix) engage in any libellous, defamatory, scandalous, threatening, or harassing activity; (x) post or disclose any personally identifying information or private information about children or any third parties without their consent (or their parents' consent, in case of a minor); and/or (xi) post any content that advocates, promotes, or otherwise encourages violence against any governments, organizations, groups, or individuals or that provides instruction, information, or assistance in causing or carrying out such violence.

(b) The following is a non-exclusive list of activities not permitted under the terms of this Agreement, and you agree that you will never provide, sell, or offer to sell the following products or content (or services related to the same) on the Member Site you create: illegal drugs; illegal drug contraband; firearms; weapons; pirated computer programs; pornography or illicitly pornographic sexual products; programs to "nuke" or create attacks against another individual or an Internet service provider; illegal goods; escort services; instructions on how to assemble or otherwise make bombs, grenades, or other weapons; information used to circumvent manufacturer-installed copy-protect devices; computer software viruses or software designed to create a virus; gambling; sweepstakes; raffles; lotteries; contests, pyramid, or Ponzi schemes; and/or unsolicited commercial email (spam).

(c) You also agree that you will never promote or provide instructional information about: illegal activities, activities that can lead to physical harm to any group or individual, or any activities that lead to cruelty to animals. You may not use the SiteCosmos Service, Technology, or Member Site in any high-risk activities where damage or injury to persons, property, environment, or business may result if an error occurs. YOU EXPRESSLY ASSUME ALL RISK FOR SUCH USE.

(d) You agree that you will not (and you will not allow any third party to) partake in the following actions: reverse engineering, reverse compiling or otherwise deriving the underlying source code or structure or sequence of any SiteCosmos Solution, any SiteCosmos Extra Feature, or any Technology, Design, System Analysis; individual passwording of Member Sites (or pages contained therein); deleting or altering author attributes or copyright notices, unless expressly permitted in writing by the author or owner; and/or fail to obtain all required permissions when using a SiteCosmos Service, SiteCosmos Solution, or Technology to receive, upload, download, display, distribute, or execute programs or perform other works protected by intellectual-property laws, including copyright and patent laws.

4. Solution Membership Limitations
Member hereby acknowledges that Compucon may, from time to time, establish general practices and limits concerning the use of the Service, including without limitation,

(a) the maximum number of days that email messages, guest book entries, or other content posted on the Member Site will be retained by Compucon, (b) the maximum limits on bandwidth usage that will be allotted to Member, (c) maximum limits on storage space, (d) the maximum number of Web sites per Solution Membership, (e) maximum limits on the number of pages within each Member Site, and (f) maximum time limitations for the retention of Member Content following a Trial Period. Any of the foregoing limits will be consistent with the Service (including any upgrades) for which Member has registered. Member agrees that Compucon has no responsibility or liability for the deletion or failure to store any content maintained or transmitted by the Service. Member further acknowledges and agrees that Compucon reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice. Member also acknowledges that any references to unlimited web sites (“Unlimited”) offered per Solution Membership shall be defined as not exceeding 99 sub domain sites per Solution Membership. Compucon reserves the right to charge member for any third party fees associated with the creation of additional sites, including but not limited to domain registration fees.

5. Changes to the Terms and Conditions

Compucon reserves the right to change the terms of this Agreement and any fees (which includes but is not limited to, increasing prices and charging a fee for upgrades and/or a Service for which Compucon does not currently charge a fee) at any time, provided, however, that Compucon will provide you with reasonable notice prior to making any fee changes. Except for the addition of new tools and services, Compucon will give reasonable notice before any modification of the then-current SiteCosmos Service that could adversely impact your Member Site. Compucon will announce changes to fees and charges by posting them in the SiteCosmos Portals. Compucon may, at its discretion, supplement such notice by sending you an email or by putting a popup notice on your screen when you access the SiteCosmos Service, or by sending you a letter. Your use of the SiteCosmos Services after the effective date of a change constitutes your continued acceptance of the terms of this agreement, the SiteCosmos Service, and its Fee Schedule. If you find any change to be unacceptable, you are free to terminate this agreement by following the steps described in Section 10. You acknowledge and agree that such cancellation will be your exclusive remedy and our sole liability if you do not wish to abide by any changes to this Agreement or any additional rules or policies that are or may be published by Compucon.

6. Public Areas and Linked Sites.

(a) Certain areas of the SiteCosmos Portals may contain information supplied by visitors and / or other third parties. These areas may include Discussion Boards and Forums, a User-to-User Directory and Live Chat Areas. Compucon may also license from third parties the right to publish on the SiteCosmos various articles and editorials. Compucon is not responsible for comments, advice, information or any other posting made by users, visitors and Members of SiteCosmos or others in these public areas. Compucon reserves the right, but without any obligation, to review materials posted in these public areas and to delete or edit them at any time for any reason or for no reason. The same applies to any public areas that may exist in Member Sites.

(b) The SiteCosmos Portals and the Member Sites may provide links to Web sites sponsored and operated by independent third parties. These linked sites are not reviewed, controlled or examined by Compucon and Compucon is not responsible for the information, advertising, products, resources or other materials contained on or otherwise accessed through any such site. The inclusion of any link on the SiteCosmos Portals does not imply endorsement by Compucon of the linked site or its sponsoring organization. Your linking to any off-site Web pages or other Web sites is at your own risk. In no event shall Compucon be liable, directly or indirectly, to anyone for any damage or loss arising from or occasioned by the creation, use or reliance on any linked Web sites. Compucon reserves the exclusive right in its sole discretion to add, decline or remove, without notice, any icon or link to any other Web site.

7. Information About You and Your Business

(a) You hereby acknowledge and agree that, in connection with your use of the Services, you are required to provide certain information (such as the name, postal address, email address, voice telephone number, and facsimile number of the contact person for the Member Site). You further agree and acknowledge to update promptly this information as needed to keep it current, complete and accurate. All other information which we may request from you in connection with the Service is voluntary; however, not providing this information may prevent you from obtaining certain features of the SiteCosmos Services. You acknowledge and agree that willfully providing inaccurate or unreliable information or willfully failing to update information promptly will constitute a material breach of this Agreement that will be sufficient basis for cancellation of the Service.

(b) In the event that in applying to use the Service you are providing information about a third party you hereby represent and warrant that you have (a) provided notice to that third party of the disclosure and use of that party's information as set forth in this Agreement, and (b) that you have obtained that third party's express consent to the disclosure and use of that party's information as set forth in this Agreement.

(c) Compucon is committed to protecting your privacy. All uses of any personally identifiable information about you or your business will be subject to our Privacy Policy.

(d) If you choose to use the Search Engine Submission Tool provided by SiteCosmos Solutions, you understand and acknowledge that certain personally identifiable information necessary to provide you with Search Engine capabilities will be transmitted to the Search Engine Submission Tool solely for the purposes of registering you to use and to provide you the Search Engine Submission Tool’s services.

(e) In order to protect you, SiteCosmos uses state-of-the-art technology to protect your data from unauthorized third parties. Currently SiteCosmos uses Secure Sockets Layer (SSL) software to protect your data and secure your transactions. In case of online payment by credit card, SiteCosmos may redirect you through a secure line to an online payment organization that also uses SSL software. SSL encrypts all your personal information, including your credit card number, name, and address, as it is transmitted over the Internet.

(f) Reporting Violations: Compucon does not actively monitor the content of Member Sites but will investigate complaints of a violation of third-party rights. Violations or infringement of a third-party copyright, other intellectual property right, or other right will be dealt with in accordance with the rules of this Agreement.

8. Compucon Rights

(a) Member Site Content Changes: Compucon reserves the right to make changes to a Member Site upon breach of any of the provisions of this Agreement by providing you notice of such breach and reasonable time, determined by Compucon at its sole discretion, to rectify the infringing content. If after such time has expired the Member Site does not conform to Compucon’s satisfaction, Compucon may make changes to the content of Member Site to bring it to compliance with this Agreement. Member agrees not to hold Compucon liable for any foreseeable, unforeseeable, direct, or indirect consequences that may result from changes made by Compucon to Member Site in response to a Member Site that breaches this Agreement. Compucon’s decisions are final and binding. Notwithstanding the above, Compucon also reserves the right to discontinue the provision of any or all aspects of the SiteCosmos Solution or any SiteCosmos Extra Feature to any Member for any breach of this Agreement.

(b) Communications: You will receive a confirmation email from us at the time of registration. Once registered, you can change your Personal Information by clicking the User Information link in the SiteCosmos Web Site. Compucon reserves the right to communicate with all Members in the event that important messages need to be communicated to Members, including, but not limited to, service outages, material changes or modifications to the service, and notice of changes to this Agreement.

(c) Advertising: Compucon reserves the right to serve ads as it deems appropriate on and alongside the SiteCosmos Services and Portals. Member Sites will remain ad-free, i.e. Compucon will not put ads in Member Sites created as part of a Solution Membership. On an ad hoc basis, and if the Member or any other SiteCosmos Services Purchaser requests and / or agrees to post ads in the Member Site pages, Compucon may offer “Ad management tools” in the form of an “Extra Feature”, as defined in Section 1.

9. Your Representations

By applying to use SiteCosmos Services, or by asking us to maintain or renew your use of the Services, you hereby represent and warrant to us that (a) any statements made by you connection with your application to use or renew the Services are complete and accurate; (b) to your knowledge, your use of the Services will not infringe upon or otherwise violate the rights of any third party; (c) you are not using the Services for an unlawful purpose; (d) if you are using the Services for someone else, you represent that you have the authority to nonetheless bind that person as a principal to all terms and conditions provided herein, and (e) you will not knowingly use the Services in violation of this Agreement or any applicable laws or regulations. You agree and acknowledge that it is your responsibility to determine whether your Member Site infringes or violates someone else's rights.

10. Term/Termination

(a) Term.

This agreement shall be effective upon when you click on the Accept / Order button(s) until terminated in accordance with the provisions below.

(b) Termination by Compucon.

(i) Compucon may at any time without notice to you discontinue any or all aspects of the SiteCosmos Service or restrict your use of the SiteCosmos Service in whole or in part for any breach of this Agreement by you; or if Compucon determines in its sole and exclusive judgment that terminating your use of the SiteCosmos Service is necessary for security reasons or for proper continued operation of the SiteCosmos Service; or your use of the SiteCosmos Service, SiteCosmos Solution, or Technology is not for legitimate business purposes, or your use of the SiteCosmos Service violates any laws or regulation; or if Compucon receives information that the SiteCosmos Service or your use of the SiteCosmos Service (or any part thereof) may violate any third-party right.

(ii) Compucon may at any time, with a short notice to you, modify or discontinue any or all aspects of the SiteCosmos Service.

(iii) Compucon may at any time, with a short notice to you, modify or discontinue any or all aspects of the SiteCosmos Service, if the credit card number you provided expires, or if Compucon is unable to charge valid charges to that credit card number, or if you otherwise fail to make payments due to Compucon hereunder.

(iv) Upon termination of this Agreement, all rights granted to you under this Agreement shall terminate immediately. If Compucon terminates this Agreement or suspends your access to the SiteCosmos Service, you will remain liable for the full charge for the period during which Compucon terminates or suspends your SiteCosmos Service. Following such termination or suspension, you agree not to reregister for or otherwise access the SiteCosmos Services without Compucon’s prior written approval. Compucon reserves the right to delete any data files associated with your use of the SiteCosmos Service upon termination of this Agreement.

(c) Termination by You.

You may cancel your SiteCosmos Service at any time. To cancel, you must submit a written request to Customer Support at least ten (10) business days before the beginning of your next billing period or follow any other Cancellation Process specified in the SiteCosmos Portals. If your notice to Compucon is within this ten (10) business-day period before the beginning of your next billing period, you will be charged for the subsequent billing period, and the cancellation will take effect for the following billing period.

(d) Termination due to Subscription Expiration.

Fixed Duration Subscriptions: Compucon may without notice to you discontinue any or all aspects of the SiteCosmos Service for a specific Solution Membership when the Subscription Period expires. Compucon may offer a “Grace Period” after the expiration of the Subscription. During the Grace Period, all or some of the SiteCosmos Services will be still available for the specific Solution Membership. The duration of the Grace Period and the Services available during that period remain at Compucon’s sole discretion and may vary for different Solutions, Solution Memberships and Members.
Recurring Subscriptions: Your subscription will continue and renew automatically, unless terminated according to points (b) or (c)

(e) Effects of Termination

If you cancel your SiteCosmos Service, then as of the end of the applicable billing period, you will no longer have access to any of the tools and services included in the service, therefore: (I) SiteCosmos will no longer host your web site, and all of your Information will be deleted when and if Compucon decides to delete it; (II) you will no longer have access to any site building services, communication tools, or reports; (III) You will not have access to any SiteCosmos Extra Feature and your site will no longer be automatically submitted or resubmitted to any search engines included in the Search Engine Submission, and you will no longer receive any of the benefits of such feature.

COMPUCON IS NOT RESPONSIBLE FOR THE DELETION OF ANY FILE, ATTACHMENT, INFORMATION, CONTENT, OR ANY OTHER CONSEQUENCE OF YOUR DECISION TO CANCEL THIS SERVICE.

11. Indemnification

You agree to indemnify Compucon and hold Compucon harmless against any and all liabilities, cost, and expenses, including reasonable attorney's fees related to or arising from: (I) your use of the SiteCosmos Service in a way that is prohibited or restricted under this agreement; (II) infringement of any copyright, trademark, intellectual property, or other right or patent by any material you post or use on your Member Site; (III) any breach by you of this Agreement; and/or (IV) any indecent, obscene, or libellous material posted on your Member Site.

12. Proprietary Rights

(a) Member Content: Compucon does not claim ownership of the Member Content that Member provides to SiteCosmos and / or places on the Member Web Site. However, Member grants Compucon a worldwide, royalty-free, non-exclusive, perpetual, irrevocable, fully paid-up right and license to (I) copy, distribute, perform, transmit, prepare derivative works from, host, use, reproduce, modify, combine with information provided by third parties, publicly display, or otherwise use without restriction, the Member Content on and through the Service (plus any other information Compucon generates or obtains in connection with its provision of the SiteCosmos Services) and in SiteCosmos's promotional or advertising materials (only for the limited purpose of promoting the Service), and (II) sublicense to third parties such Member Content to the extent necessary for the creation and maintenance of, in part or in whole, such Web Sites. No compensation will be paid or due Member with respect to Compucon's or its sublicensee's use of the materials as licensed above. By posting messages, uploading files, inputting data, submitting any feedback or suggestions, or engaging in any other form of communication with or through any Member Web site, Member warrants and represents that Member owns or otherwise controls the rights necessary to do so and to grant Compucon the license set forth above, and Member will defend and indemnify Compucon and its suppliers from any third party claim related to a breach of any of the foregoing representations and warranties.

(b) Compucon Proprietary Rights / Software Licenses: You acknowledge and agree that Compucon owns all Software used in connection with SiteCosmos, as well as all database, compilation, collective and similar rights, title and interests worldwide in SiteCosmos proprietary information databases, and all information and derivative works generated from those databases in: (a) the SiteCosmos Service or any SiteCosmos Solution; (b) the Technology available on the SiteCosmos Service or SiteCosmos Solution; (c) and all Content, including but not limited to text, software, images, design templates, music, sound, photographs, video, graphics, or other material contained or maintained on the SiteCosmos Service or SiteCosmos Solution (collectively "SiteCosmos Content"), excluding all member intellectual property and personal information. In addition, you agree that the SiteCosmos Software, Technology and Content available on the SiteCosmos Service or any SiteCosmos Solution contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You also understand and agree that SiteCosmos Software, Technology and Content are the exclusive property of Compucon and are protected to the maximum extent permitted by copyright laws and international treaty provisions. Compucon provides Member with a non-exclusive, non-transferable, limited license to use the SiteCosmos Software, Technology and Content, which Member agrees to use in accordance with this Agreement. Member may not sub-license or charge others to use or access the SiteCosmos Software, Technology and Content without first obtaining written permission or a written agreement from Compucon. Any reproduction, modification, creation of derivative works from or redistribution of the SiteCosmos Software, Technology and Content is expressly prohibited, and may result in severe civil and criminal penalties. The SiteCosmos Software, Technology and Content, their structure, sequence and organization and source code are considered trade secrets of Compucon and are protected by trade secret laws. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCING THE SOFTWARE, TECHNOLOGY AND CONTENT TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. MEMBER MAY NOT DECOMPILE OR DISASSEMBLE, REVERSE ENGINEER OR OTHERWISE ATTEMPT TO DISCOVER ANY SOURCE CODE CONTAINED IN ANY SOFTWARE PROVIDED HEREUNDER.

13. Trademarks

All SiteCosmos Services, Technology, Software and Contents (as well as the organization and layout of the SiteCosmos Web Sites) are owned and copyrighted or licensed by Compucon. All rights reserved. No reproduction, distribution, or transmission of the copyrighted materials of the SiteCosmos Services, Technology, Software and Contents is permitted without the written permission of Compucon. Any rights not expressly granted herein are reserved.
SiteCosmos, SiteCosmos.com, SiteCosmos Personal, SiteCosmos Enterprise, the SiteCosmos logo, the SiteCosmos Solutions’ names (e.g. MediCosmos, BabyCosmos, etc.) and other SiteCosmos logos and product and service names are trademarks of Compucon S.A. (the "SiteCosmos Marks"). Member agrees not to display or use the SiteCosmos Marks in any manner whatsoever without Compucon's prior permission. From time to time Compucon may offer a limited license to Members to display SiteCosmos award logos or other symbols of merit on Member Web Sites after Compucon in its sole discretion confers such distinctions to the applicable Members. However, Compucon reserves the right to withdraw such logos or symbols and delete them in its sole discretion for any reason.
You agree not to use the SiteCosmos and Compucon Marks in connection with your products or services or any third-party products or services or in any manner that disparages or discredits SiteCosmos or Compucon. All other brands and names (including third-party product names) used on the SiteCosmos Service are the property of their respective owners.

14. Limitation on Liability

(a) YOU ARE SOLELY RESPONSIBLE FOR THE PROPER CONDUCT OF YOUR BUSINESS AND ALL OTHER MATTERS UNDER YOUR CONTROL. REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, YOU AGREE THAT IN NO EVENT WILL COMPUCON, OUR AFFILIATES, CONTRACTORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OR LICENSORS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITECOSMOS SERVICE, TECHNOLOGY, OR CONTENT AVAILABLE ON THE SITECOSMOS SERVICE ("SITECOSMOS PARTNERS"), BE LIABLE TO YOU IN ANY MANNER WHATSOEVER: (I) FOR ANY DECISION MADE OR ACTION OR NONACTION TAKEN BY YOU IN RELIANCE UPON THE INFORMATION PROVIDED THROUGH THE SITECOSMOS SERVICE; (II) FOR LOSS OR INACCURACY OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES, OR TECHNOLOGY; (III) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUES AND LOSS OF PROFITS, EVEN IF COMPUCON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) THE AGGREGATE LIABILITY OF COMPUCON AND THE SITECOSMOS PARTNERS ARISING FROM OR RELATING TO THIS AGREEMENT (REGARDLESS OF THE FORM OF ACTION OR CLAIM) IS LIMITED TO ANY AMOUNTS YOU HAVE PAID TO COMPUCON DURING THE TERM OF THIS AGREEMENT FOR ANY SITECOSMOS SERVICE, SITECOSMOS SOLUTION, OR TECHNOLOGY.

(c) SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; IN THOSE JURISDICTIONS OUR LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

(d) IN NO EVENT IS COMPUCON OR ANY SITECOSMOS PARTNER LIABLE FOR ANY DAMAGES ARISING FROM YOUR FAILURE TO PERFORM YOUR RESPONSIBILITIES IN CONNECTION WITH THIS AGREEMENT, OR ARISING FROM ANY CAUSE BEYOND COMPUCON'S CONTROL.

(e) THIS SECTION APPLIES TO ALL CLAIMS BY YOU IRRESPECTIVE OF THE CAUSE OF ACTION UNDERLYING YOUR CLAIM, INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT (EVEN IF IN THE NATURE OF A BREACH OF CONDITION OR A FUNDAMENTAL TERM OR A FUNDAMENTAL BREACH), OR TORT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, STRICT
LIABILITY, FRAUD, MISREPRESENTATION, AND/OR OTHERWISE.

(f) WITHOUT LIMITING THE FOREGOING, NEITHER COMPUCON NOR ITS PARTNERS IS RESPONSIBLE FOR ANY OF MEMBER'S DATA RESIDING ON THE SITECOSMOS OR COMPUCON'S PARTNERS' HARDWARE. MEMBER IS RESPONSIBLE FOR BACKING-UP MEMBER'S DATA AND INFORMATION THAT MAY RESIDE ON THE SITECOSMOS OR COMPUCON'S PARTNERS' HARDWARE, WHETHER OR NOT SUCH INFORMATION IS PRODUCED THROUGH THE USE OF THE SERVICE. IT IS MEMBER'S RESPONSIBILITY TO TAKE THE NECESSARY STEPS TO ENSURE THAT MEMBER'S PRIMARY MEANS OF BUSINESS IS MAINTAINED (IF APPLICABLE).

15. Disclaimers

(a) THE OPINIONS AND VIEWS EXPRESSED IN ANY MEMBER SITE DO NOT REFLECT THOSE OF COMPUCON, AND COMPUCON DOES NOT REVIEW, VERIFY, ENDORSE, OR OTHERWISE VOUCH FOR THE CONTENT OF ANY MEMBER SITES. COMPUCON IS NOT RESPONSIBLE FOR THE CONTENT OF ANY MEMBER SITE. MEMBERS ARE SOLELY RESPONSIBLE FOR EVERYTHING CONTAINED IN THEIR OWN MEMBER SITE. MEMBERS MAY BE HELD LEGALLY LIABLE FOR THE CONTENTS OF THEIR MEMBER SITE AND MAY BE HELD LEGALLY ACCOUNTABLE IF THEIR MEMBER SITE INCLUDES, FOR EXAMPLE, ANY DEFAMATORY COMMENTS OR MATERIAL PROTECTED BY COPYRIGHT, TRADEMARK, PATENT, OR TRADE SECRET OR OTHER LAWS WITHOUT THE EXPRESS PERMISSION OF THE AUTHOR OR OWNER.

(b) COMPUCON IS NOT RESPONSIBLE FOR THE DELIVERY OR QUALITY OF ANY GOODS OR SERVICES SOLD OR ADVERTISED THROUGH THE SITECOSMOS NETWORK OR THROUGH ANY SITECOSMOS AFFILIATE PROGRAM OR THROUGH THE MEMBER SITES OR THROUGH ANY SITECOSMOS-ENABLED VENTURE.

(c) ALL SITECOSMOS SERVICE, CONTENT, AND TECHNOLOGY PROVIDED IN ASSOCIATION WITH THE SITECOSMOS SERVICE ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW AND EXCEPT AS SPECIFICALLY SET FORTH HEREIN, NEITHER COMPUCON NOR SITECOSMOS 'S LICENSORS MAKE ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND WITH RESPECT TO THE SITECOSMOS SERVICE, CONTENT, TECHNOLOGY, OR PRODUCTS THAT SITECOSMOS OR ITS LICENSORS OR ANY OTHER THIRD PARTY PROVIDES, AND COMPUCON AND ITS LICENSORS EXPRESSLY DISCLAIM ALL IMPLIED AND EXPRESS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT WITH RESPECT TO THE SAME. WITHOUT LIMITING THE FOREGOING, NO WARRANTY IS GIVEN THAT THE SITECOSMOS SERVICE OR TECHNOLOGY IS ERROR-FREE. COMPUCON AND ITS LICENSORS DISCLAIM ANY WARRANTY OF TITLE OR ANY OTHER WARRANTIES FOR ANY THIRD PARTY'S OFFERING(S) OR PRODUCT(S).

(d) COMPUCON DOES NOT GUARANTEE THAT SITECOSMOS SECURITY PROCEDURES WILL PREVENT THE LOSS OF, ALTERATION OF, OR IMPROPER ACCESS TO YOUR INFORMATION. COMPUCON AND SITECOSMOS LICENSORS ARE NOT RESPONSIBLE FOR INVALID DESTINATIONS AND TRANSMISSION ERRORS IN, CORRUPTION OF, OR THE SECURITY OF YOUR INFORMATION CARRIED OVER INTEREXCHANGE CARRIERS', LOCAL EXCHANGE CARRIERS', OR OTHER PROVIDERS' FACILITIES.

(e) THE DOCUMENTS AND GRAPHICS APPEARING ON THE SITECOSMOS SERVICE MAY INCLUDE TECHNICAL INACCURACIES, TYPOGRAPHICAL ERRORS, AND OUT-OF-DATE INFORMATION; THEREFORE YOU EXPRESSLY ASSUME ALL RISK FOR SUCH USE OF THE SITECOSMOS SERVICE, SITECOSMOS SOLUTION, OR TECHNOLOGY.

(f) SITECOSMOS MAY PROVIDE LINKS TO OTHER WEB SITES OR RESOURCES. YOU ACKNOWLEDGE AND AGREE THAT SITECOSMOS IS NOT RESPONSIBLE FOR THE AVAILABILITY OF SUCH EXTERNAL SITES OR RESOURCES, AND DOES NOT ENDORSE AND IS NOT RESPONSIBLE OR LIABLE FOR ANY CONTENT, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE FROM SUCH SITES OR RESOURCES. YOU ALSO AGREE THAT COMPUCON SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH USE OF OR RELIANCE ON ANY SUCH CONTENT, GOODS, OR SERVICES AVAILABLE ON SUCH EXTERNAL THIRD-PARTY SITES.

16. General Provisions - Miscellaneous

(a) Force Majeure. Neither party shall be liable for delay in performance hereunder due to causes beyond its control, including but not limited to acts of God, fires, strikes, acts of war or intervention by any governmental authority, but any such failure shall be remedied as soon as reasonably possible.

(b) Trade Terms: Interpretation of "Trade Terms" used in this Agreement shall be made according to the latest INCOTERMS (INTERNATIONAL RULES FOR THE INTERPRETATION OF TRADE TERMS) issued by the International Chamber of Commerce at the time of execution of this Agreement. Provided, however, that in case there is any inconsistency between the provisions of this Agreement and interpretation under INCOTERMS, the provisions of this Agreement shall have priority.

(c) Governing Law; Jurisdiction: This Agreement shall be governed by the laws of Greece as to all matters including but not limited to its effectiveness, interpretation and performance. All disputes, controversies, and difference of opinion relating to this Agreement shall be finally settled by the Courts of Thessaloniki - Greece with the exclusion of any other jurisdiction.

(d) Binding Agreement; Assignment: This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors, executors, administrators and permitted assigns.

(e) Severability: The invalidity or unenforceability of any provision or provisions of this Agreement, or any portion thereof, shall not affect any other provision or provisions hereof, and this Agreement shall be construed and interpreted in all cases as though such invalid or unenforceable provisions or portion thereof, were omitted.

(f) Waiver: The waiver of any provision of this Agreement shall be valid only for a given instance and shall not be deemed continuing, nor shall it be deemed a waiver of any other provision of this Agreement. Failure in any instance to insist upon strict performance of the terms of this Agreement shall not be construed as a waiver or relinquishment of such provisions for the future, and the Agreement shall remain in full force and effect according to all its terms.

(g) Notice: All notices to you shall be in writing and shall be made either via email or fax or conventional mail, or by posting such notices on the SiteCosmos Portals. Compucon may broadcast notices or messages through the SiteCosmos Portals to inform you of changes to this Agreement, the SiteCosmos Services, or other matters of importance; such broadcasts shall constitute notice to you. All notices from Compucon to you shall be effective upon transmission. All notices from you to Compucon must be made in writing and shall be delivered by hand or sent by certified or registered mail to Compucon at the following address (or at such other address as shall be specified by notice pursuant hereto):

COMPUCON S.A., 14th km Thessaloniki-Moudania road, 57 001 Thermi, Thessaloniki, Greece, or via email to info@sitecosmos.com or via fax to +302310490388, and shall be effective upon receipt.

(h) Communications with Compucon are not private and may be published either in their entirety or in edited form at any time, at the sole discretion of Compucon

(i) Amendments: No modification or amendment of the provisions of this Agreement shall be effective unless in writing specifically referring to this Agreement, and signed by both parties hereunder. All such amendments shall be attached to this Agreement as a schedule and be made a part hereof.

(j) Entire Agreement: This Agreement contains the entire understanding between the parties hereto and supersedes and terminates any or all other negotiations, understandings and agreements between them, whether oral or written. All terms of this agreement are considered as material.

(k) You represent and warrant that you have read this Agreement, and agree to be bound by its terms and conditions.


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