WDTalk

WWW.WDTalk.Com (the “Site”) is a web site owned by Hostirian, LLC, a Missouri corporation. You are invited to submit articles, post comments, sign up to receive newsletters and RSS feeds, and visit the Site. By using the Site, you expressly acknowledge and agree that any use of the Site will be in accordance with these Terms of Use.

If you do not agree to be bound by these Terms of Use, you may not use the Site. The Site reserves the right to modify these Terms of Use at any time and will publish notifications of material modifications at its sole discretion. By continuing to access the Site after notice of such modifications have been published, you signify your agreement to be bound by them.

Our Facts, Opinions, Analyses, or Predictions May Be Wrong

The content of the Site is offered for general information, discussion, and entertainment purposes only.

Furthermore, you agree that, if a third party claims that any material you have contributed to the Site is unlawful, you will bear the full burden of establishing that the material complies with all applicable laws.

Acceptable Use Policy (“AUP”)

Offensive Content: You may not publish or transmit via Hostirian’s service any content that Hostirian reasonably believes:

(a) constitutes child pornography;

(b) is excessively violent, incites violence, threatens violence, or contains harassing content or hate speech;

(c) is unfair or deceptive under the consumer protection laws of any jurisdiction, including chain letters and pyramid schemes;

(d) is defamatory or violates a person’s privacy;

(e) creates a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with an investigation by law enforcement;

(f) improperly exposes trade secrets or other confidential or proprietary information of another person;

(g) is intended to assist others in defeating technical copyright protections;

(h) clearly infringes on another person’s trade or service mark, patent, or other property right;

(i) promotes illegal drugs, violates export control laws, relates to illegal gambling, or illegal arms trafficking;

(j) is otherwise illegal or solicits conduct that is illegal under laws applicable to you or to Hostirian; or

(k) is otherwise malicious, fraudulent, or may result in retaliation against Hostirian by offended viewers.

Do Not Violate Posting or Commenting Rules

You are responsible for your own postings and agree to access and use the Site at your own risk on an as-is basis. Your postings should be truthful and accurate.

Security:  You must take reasonable security precautions. You are responsible for the confidentiality of your passwords.

Disclosure Policy

The Site reserves the right to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request. The Site may also edit, refuse to post, or remove any posting at the Site’s sole discretion. The Site reserves the right to restrict access by any users whom the Site believes, in its sole discretion, are engaged in inappropriate, unprofessional, or unlawful conduct.

The Site reserves the right to remove content which, in its sole discretion, violates any of the rules set forth herein of which it becomes aware, but is under no obligation to do so. If you are offended by any content of the Site, stop using the Site.

Disclaimer

The Site and any information, products or services therein are provided “as is” without warranty of any kind, either express or implied, including without limitation, the implied warranties of merchantability, fitness for use of a particular purpose, or noninfringement.

The Site does not warrant that the Site will operate in an uninterrupted or error-free manner or that the Site is free of viruses or other harmful components. Use of information obtained from or through the Site is at your own risk.

The site is not liable for any loss or damages including, but not limited to, claims for defamation, errors, loss of data, or interruption in availability of data arising out of the use or inability to use the Site or any links; to your placement of content on the Site; or to your reliance upon information obtained from or through the Site or through links contained on the Site.

The Site is not an intermediary, broker/dealer, investment advisor, or exchange and does not provide services as such.

Licenses

In consideration for your agreement to these Terms of Use, the Site grants you a personal, non-exclusive, non-transferable, revocable license to access and use the Site. You may access the material on the Site only for your own personal, non-commercial use. The burden of determining that use of any information obtained from the Site is permissible rests with you.

By posting to or otherwise engaging in any communication within the Site, you are granting the Site (or any of its assignees) a perpetual, royalty-free, and irrevocable right and license to use, reproduce, modify, adapt, publish, translate, distribute, transmit, publicly display, publicly perform, sublicense, create derivative works from, transfer, and sell any such information.

Copyright Policy

Pursuant to 17 USC. § 512 as amended by Title II of the Digital Millennium Copyright Act (the “DMCA”), the Site has instituted procedures to receive written notification of claimed infringements and to process such claims in accordance with the DMCA. If you believe your copyrights are being infringed, please fill out the Notice of Infringement form below and mail it to Silicon Alley Insider, Inc.

The Notice of Infringement contains requested information that substantively complies with the safe harbor provisions of the Digital Millennium Copyright Act, 17 USC. § 512(c)(3)(A), providing that to be effective under this subsection, a notification of claimed infringement must be a written communication provided to the designated agent of a service provider that includes substantially the following:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works at that Site.

Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.

Information reasonably sufficient to permit the service provider to contact the complaining party such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted.

A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law.

A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Notification from a copyright owner or from a person authorized to act on behalf of the copyright owner that fails to comply substantially with the provisions above shall not be considered as providing actual knowledge or an awareness of facts or circumstances from which infringing activity is apparent.

Please mail to Hostirian, LLC a separate Notice of Infringement each time you would like to report alleged acts of infringement.

Unauthorized Use

Unauthorized use of the Site in connection with the transmission of unsolicited e-mail, including the transmission of e-mail in violation of this policy, may result in civil, criminal, or administrative penalties against the sender and those assisting the sender.

Indemnification

Indemnification. CUSTOMER agrees to defend, indemnify and hold harmless HOSTIRIAN, its parent, affiliates, related companies, successors and assigns, as well as the managers, directors, officers, employees, agents, lessors, and subcontractors, if any, of each of said indemnified parties, against any and all allegations, claims, expenses (including reasonable attorneys’ fees), liability or suits threatened, made or brought in relation to or arising from (i) CUSTOMER’s design, creation, provision, distribution or use of information and technologies in their Content, including, but not limited to, any related copyrights, trade secrets, trade names, patents, or other intellectual property rights, or (ii) CUSTOMER’s defamation, harassment, or alleged violation of any laws, rules, regulations, Internet or other community policies, practices or standards, or international treaties in effect in any country or jurisdiction in which the Content can be viewed or retrieved.

Limited Warranty and Limitation of Liability

Warranty. HOSTIRIAN makes no warranties in connection with its Network, whether written or oral, statutory, express or implied, including without limitation the warrant of merchantability and the warranty of fitness for a particular purpose or use.  CUSTOMER acknowledges that HOSTIRIAN did not select or disseminate CUSTOMER’s Content and that CUSTOMER has made the selection of its own Content based solely upon its own judgment.

Limitation of Liability and Damages. Notwithstanding anything contained in this TOS to the contrary, neither party shall be liable for any special or consequential damages (including lost profits) of the other or any third party, even if it has been advised of the possibility of such damages occurring.

General

Waiver.  No party shall, by mere lapse of time, without giving notice thereof, be deemed to have waived any right or remedy arising hereunder or in connection with any breach or illegality involving any other party.  The waiver by a party of any such right or remedy shall not be construed as a waiver of any other right or remedy or as a continuing waiver with respect to any similar, ongoing, or repeated circumstances.

Governing Law and Jurisdiction.  This TOS shall be governed by and construed in accordance with the laws of the State of Missouri.  The exclusive forums for any disputes shall be state and federal courts located in St. Louis, Missouri and the parties hereby submit themselves and their property to the personal jurisdiction and venue thereof.

Severability.  If any of the provisions of this TOS are held to be invalid under any applicable statute or rule of law, they are, to that extent, deemed omitted, and the validity of the remaining provisions shall not be affected thereby.  If any provision is held invalid or unenforceable with respect to particular circumstances, it shall nevertheless remain in full force and effect in all other circumstances.

Notices.  All notices, requests, demands or other communications and deliveries required or authorized by this TOS shall be in writing and shall be given by sending the same by certified mail, return receipt requested, personal delivery, or facsimile to the other party at the address or facsimile number appearing below.  Notices shall be deemed given when delivered or transmitted with confirmation or three (3) business days after deposited with the postal service or otherwise dispatched.

If to HOSTIRIAN:   Hostirian

11756 Borman Drive, First Floor

St. Louis, Missouri 63146

Telephone No.: 314-692-3500

Fax No.: 314-692-3543

Attn: Chief Operating Officer

Remedies.  The rights and remedies of the parties specified under this TOS are not exclusive but are cumulative and are in addition to all other rights and remedies allowed at law or in equity.

Headings.  Article, section and paragraph headings are for convenience only and shall not be construed as part of this TOS.

Attorneys’ Fees. If any party is required to engage in any proceedings, legal or otherwise, to enforce its rights under this TOS, the prevailing party shall be entitled to recover from the other, in addition to any other sums due, its reasonable attorney’s fees and costs.

Force Majeure.  HOSTIRIAN shall not be liable to CUSTOMER by reason of any failure or delay in the performance of its obligations due to riots, acts of God, terrorism, civil disorder, governmental action, natural cataclysm or other occurrences beyond its reasonable control, provided that it addresses the matter with reasonable due diligence and speed.

Compliance with Laws. Each party agrees to comply with all applicable laws, rules and regulations in connection with its activities under this TOS.

Facsimile Signatures.  In the event copies of an Agreement bearing facsimile signatures are exchanged between the parties, such copies shall be binding and enforceable to the same extent as original documents bearing original signatures.

No Joint Venture.  Nothing herein shall be deemed to establish a partnership, joint venture, or agency relationship between HOSTIRIAN and CUSTOMER.  No party shall have the right to obligate or bind another party in any manner to any third party.

Transferees, Successors, and Assigns.  This TOS shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

TOS, Amendment.  This TOS, including all Schedules hereto and all executed addendums, if any, shall constitute the complete and exclusive statement of the agreement between the parties and shall supersede all oral or written proposals, prior agreements and other prior communications between the parties concerning the subject matter hereof.  No addendum, amendment, waiver or modification of this TOS shall be binding unless it is in writing and signed by an authorized representative of each party.