Gootodo - TERMS OF SERVICE

GOOTODO.COM™ TERMS OF SERVICE

Welcome to Gootodo.com!

By using Gootodo.com's web site ("Service"), you agree to be bound by the following terms and conditions (the "Terms of Service" or "Agreement").

1. General.

Gootodo.com is a web-based todo list service. For more information on the Service, read Mark Hurst's book, Bit Literacy: Productivity in the Age of Information and E-mail Overload. The Service is owned and operated by Good Experience, Inc., a New York Corporation, d/b/a Gootodo ("Gootodo"). Gootodo operates a web site, Gootodo.com (the "web site") that is designed to assist you in maintaining your todo list. Your use of the Gootodo web site is governed by this Agreement.

Gootodo.com reserves the right to update, change or modify content on the Site and these Terms of Service from time to time without prior notice. Any new features that augment or enhance the current Service shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes. Gootodo is not liable to you or any third party for any price modification, price change, suspension or discontinuance of the Service. You can review the most current version of the Terms of Service at any time at http://www.gootodo.com/terms.php. Your use of the Gootodo Service indicates that you accept and are bound by this Agreement.

2. Trademark and copyright protection.

The rights of Gootodo are protected by law as described in more detail at http://www.gootodo.com/copyright.php, the contents of which are incorporated by reference as if set forth in full herein. We claim no intellectual property rights over the material you provide to the Service. Your todo list and materials uploaded remain yours. The look and feel of the Service is copyright (c) 2005-2007, Good Experience, Inc. All rights reserved. You may not duplicate copy or reuse any portion of the HTML, PHP, CSS, JavaScript, or visual design elements or concepts without express written permission of Good Experience, Inc.

3. Activation and Use.

3.1 Purchase of Gootodo. In order to access the Gootodo.com web site, you must be 18 years of age or older. (If you are under 18, you may use Gootodo only with involvement of a parent or guardian.) You must first obtain a Username/Password combination registering on the web site. You must then log on to the Gootodo.com web site using the Username/Password combination. Failure to do so will breach this Agreement. (When logging in, you may check a checkbox below the login form allowing you to bypass the login form on subsequent logins for a period of time.)

3.1.1. Free Trial. You can arrange for a free thirty (30) day trial of the Service by typing in a unique username/password combination on the Gootodo.com web site.

3.1.2. Purchase/Cancellation.

3.1.2.1. A valid credit card is required for paying (non-trial) accounts. The subscription is monthly. The Service is billed in advance, on a six (6) month basis and is nonrefundable. There will be no refunds or credits for partial months of service or refunds for months unused with an open account. No exceptions will be made. The Service costs $3.00 per month in blocks of six (6) months (i.e., the standard payment is $18.00). All charges are in U.S. dollars. If you do not cancel your account within thirty days of the expiration of a six (6) month term, we have the right to bill you for the next six (6) month period.

3.1.2.2. Prices for all Services, including, without limitation, the monthly subscription plan fees to the Service, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes on this site. Such price increase shall not affect, however, those subscribers who have pre-paid for such period, and shall only take effect at the time of renewal.

3.1.2.3. All subscription payments are exclusive of state and local sales and other taxes, levies and duties, and you shall be responsible for payment of all such taxes, levies, and duties, excluding only federal and state income taxes imposed within the United States.

3.1.2.4. If you wish to cancel your account, use the Cancel Your Account link available on the Your Account page.

3.2 Impermissible Uses. You understand that you may not (i) obtain a Gootodo or Username/Password combination for use by a person under 18 years of age, except in the case of a parent or guardian doing so for someone under 18 in their care; (ii) modify, adapt or hack the Service or modify another website so as to falsely claim or imply that it is associated with the Service, Gootodo, Good Experience, Inc. or any other Good Experience service; (iii) reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service or access to the Service without the express written permission of Good Experience, Inc.; (iv) verbally, physically, or otherwise abuse (including threats of abuse or retribution) any Good Experience, Inc. customer, employee, member or officer; (v) upload, post, host, or transmit unsolicited email, SMSs, or spam messages; (vi) transmit worms or viruses or any code of a destructive nature; or, (vi) sell, loan or otherwise transfer your Gootodo or Username/Password combination to any third party. To do otherwise is a breach of this Agreement.

3.3 Deactivation. Gootodo reserves the right to deactivate any Username/Password combination that is used in breach of this Agreement. See also Section 7, which is incorporated herein.

3.4 All sales final. All sales are final and there shall be no refunds except in the case that Gootodo.com decides to suspend the subscription service for any reason other than breach (see Section 7, below).

3.5 Confidentiality. You are responsible for maintaining the confidentiality of your Username/Password combination.

3.6 No abuse. You are responsible for all usage or activity of your Gootodo account and the Username/Password combination that accesses it. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your account, at our sole discretion, and you may be referred to appropriate law enforcement agencies.

3.7 Representations and warranties. You represent and warrant that you:

• are at least 18 years of age (if you are under 18, you may use Gootodo only with involvement of a parent or guardian);

• are human. Accounts registered by "bots" or other automated methods are not permitted;

• will not sue the service for any illegal or unauthorized purpose;

• will not, in the use of the Service, violate any applicable federal, state or municipal laws or regulations;

• understand that the technical processing and transmission of the Service, including your content (including your todos) may be transmitted unencrypted and involve (a) transmission over various networks and (b) changes to conform and adapt to the technical requirements of connecting networks and devices; and,

• will not, in the use of the Service, plagiarize, violate or otherwise infringe upon the trademark, copyright, or any other rights of any person, firm or entity, expressly including libel, slander or invasion of rights of privacy, publicity or "moral rights (droit moral)".

3.8. User Responsibilities. You agree that you:

• are responsible for your own use of the Service;

• are responsible for the use of the Service by anyone with whom you share your login;

• are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have access to your account); and,

• will use the Service not in excess of the maximum aggregate storage space and todos per day allowed for your account type.

3.9. Changes and Discontinuances. We may change or discontinue any part of this Service, without notice, at any time, at our sole discretion. We urge you to back up your data (see Section 4, below).

4. Backups.

While Gootodo maintains backups of its servers, it can not warrant or represent that such backups will provide full or partial coverage of the contents uploaded by you (see Section 6, hereof, which is incorporated herein). Accordingly, you are responsible for maintaining all backups of your files. You may do so by use of the export function (available at the Your Account page) for todos and the Manage Attachments function (available on the Your Account page) for attachments.

5. Grant of Limited License / Additional Terms of Service.

5.1. You are granted a nonexclusive, non-concurrent, nontransferable, limited license to access the Service. Your responsibility extends to all activity and use under any Username/password combination that you use.

5.2. You may use the Gootodo.com software provided on the Service only via Gootodo.com and may not download, copy, reuse or distribute that software.

5.3. Gootodo.com reserves the right to monitor use of the Service to ensure compliance with these Terms of Service. If it is determined you are not in compliance with this Agreement, Gootodo.com reserves the right to take appropriate action including, but not limited to, suspension or termination of your account.

6. Limited Warrants/Limitation of Liability/Etc.

6.1. You understand that Gootodo uses third party vendors for hardware and the hosting of the Service.

6.2. Your use of the Service is at your sole risk. The service is provide on an "as is" and "as available" basis. You understand that Gootodo uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage and related technology to run the Service.

6.3. Gootodo does not warrant that (i) the Service will meet your specific requirements; (ii) the service will be uninterrupted, timely, secure, or error-free; (iii) the results that may be obtained from the use of the Service will be accurate or reliable; (iv) the quality of any products, services, information, or other material obtained by you through this Service will meet your expectations; and, (v) any errors in the Service will be corrected.

6.4. Due to the number of sources from which information on the Service is obtained, and the inherent hazards of electronic distribution and the Internet, there may be delays, omissions, or inaccuracies in obtaining or accessing such information and the Service. Good Experience, Inc. d/b/a/ Gootodo disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, operability or availability of information accessed through the Service. Gootodo.com disclaims any responsibility for the deletion, failure to store, misdelivery, or untimely delivery of any information or material

6.4. Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, this limitation may not apply in part to you. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THIS WEB SERVICE, OR WITH ANY OF THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THIS WEB SERVICE.

6.3. THE SERVICE IS PROVIDED ON AN "AS-IS", "AS AVAILABLE" BASIS. GOOTODO.COM, ITS AFFILIATES, AGENTS, AND LICENSORS, CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION AVAILABLE THROUGH THE SERVICE, OR THE SERVICE ITSELF. NEITHER GOOTODO.COM, NOR ANY OF ITS AFFILIATES, AGENTS, OR LICENSORS, SHALL BE LIABLE TO THE SUBSCRIBER OR ANYONE ELSE FOR ANY LOSS OR INJURY CAUSED IN WHOLE OR IN PART BY ITS NEGLIGENCE OR CONTINGENCIES BEYOND ITS CONTROL IN DELIVERING THE SERVICE AND ANY INFORMATION THROUGH THE SERVICE. IN NO EVENT WILL GOOTODO.COM, ITS AFFILIATES, AGENTS, OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY THE YOU IN RELIANCE ON SUCH INFORMATION, OR FOR DIRECT, CONSEQUENTIAL, SPECIAL OR SIMILAR DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE SUBSCRIBER AGREES THAT THE LIABILITY OF GOOTODO.COM, ITS AFFILIATES, AGENTS, AND LICENSORS, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM (WHETHER IN CONTRACT, TORT, NEGLIGENCE OR OTHERWISE), IN ANY WAY CONNECTED WITH THE SERVICE OR THE INFORMATION IN THE SERVICE, SHALL NOT EXCEED THE AMOUNT THAT YOU PAID FOR USE OF THE SERVICE.

7. Termination.

Should you breach this Agreement, Gootodo.com will revoke your license to use the Service, suspend your right of access and deactivate your Username/password combination. In such a case, no portion of your payment will be refunded. Should Gootodo.com decide to suspend the subscription service for any reason other than breach, it will refund to you the unused portion of your subscription payment, which will be your sole and exclusive remedy upon such a suspension of service.

8. Privacy.

Registration data and other information about you are subject to Gootodo.com's Privacy Policy, available at http://www.gootodo.com/privacypolicy.php. The Terms and Conditions of Gootodo.com's Privacy Policy are incorporated by reference as if set forth in full herein.

If you are located outside the United States, by subscribing to any Gootodo.com service you consent to your data being sent to the United States and transmitted, stored and utilized pursuant to the provisions of United States law.

9. Indemnity.

You agree to defend, indemnify, and hold harmless Good Experience, Inc., its employees, attorneys, and agents ("Indemnitees") against all claims, expenses, liabilities, losses, costs, and damages, including reasonable attorney's fees, that the Indemnitees may incur (i) in connection with your use of the Site or any hyperlinked web site or (ii) resulting from your violation of any of your representations, warranties or obligations under this Agreement.

10. Miscellaneous.

10.1. This Agreement is governed by the law of the State of New York, without regard to its principles on conflicts of laws, and the federal law of the United States of America. Any action to enforce this Agreement shall be brought in the federal or state courts located in New York County, State of New York. No other court shall have jurisdiction. If there is a determination that any provision of these Terms of Service is invalid or unenforceable, that determination will not affect the rest of the Terms of Service and the Terms of Service shall be deemed amended to the minimum extent necessary to make them valid and enforceable. No cause of action arising out of or related to the Gootodo web site must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

10.2. The failure of Good Experience, Inc. to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by Good Experience, Inc.

10.3. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement, and you do not have any authority of any kind to bind Gootodo in any respect whatsoever.

10.4. Official correspondence must be sent via postal mail to:

Good Experience, Inc.
c/o Law Offices of Jerry S. Goldman, Esq.
111 Broadway, Suite 1305
New York, New York 10006
1-212-385-1005

10.5. If you have any questions regarding these Terms of Service, please contact Gootodo.com at help at gootodo dot com.

10.6. These Terms of Service, as presently in effect, and as modified from time to time, constitute the entire agreement between the parties with respect to the subject matter hereof and govern your use of the Service. It supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter (including, but not limited to, prior versions of the Terms of Service). MISREPRESENTATION OF YOUR AGE TO GAIN ACCESS TO THIS SITE IS A VIOLATION OF THE LAW.

Effective July 12, 2007