TERMS AND CONDITIONS
By accessing or using any part of the Website, including submitting any content such as comments, you agree to be bound by the terms and conditions of the Terms, which form a legally binding contract between you and Company. We reserve the right to modify the Terms at any time without notice to you, which modifications will become effective immediately upon posting. You can always check the “last updated” date at the top of this document to see when these Terms were last changed. We may also post a notice concerning changes to these Terms on our Website if there are material changes. You are responsible for regularly reviewing the Terms and any additional terms and conditions posted to the Website. Your continued use of the Website following the posting of any such changes constitutes your agreement to all such changes to the Terms and additional terms and conditions. We may also change, suspend, impose limits on, restrict access to, or discontinue any aspect or feature of the Website at any time, including the availability of any content on the Website, without notice or liability.
You understand that you must be 18 years of age or older in order to access and use the Website, and by accessing or using the Website, you represent, warrant and agree that you are at least 18 years old.
OUR INTELLECTUAL PROPERTY RIGHTS
Except as described in the next sentence, the entire contents of this Website and any trademarks, service marks, and trade dress displayed at this Website are the property of Company. However, references and links to third-party sites, content, trademarks, or applications that may be referenced or linked to on the Website are owned by the respective site, content, trademark, or application owners, and no sponsorship or endorsement by, or affiliation with, such third parties is claimed or suggested. You agree that you will not download, republish, retransmit, or reproduce any of the content, including third-party content, on this Website as a stand-alone file.
USER GENERATED CONTENT; GRANT OF RIGHTS
We may permit you and other users to submit material when using the Website, including without limitation comments, user information, name, email addresses, text, photographs, videos, and any other content or information (“Your Content”) for use on the Website, such as through our commenting feature or other user community features. You understand and agree that you may be exposed to content posted or submitted by other users (collectively with Your Content, “User Generated Content”) and that we are not in any manner responsible for the User Generated Content, that we do not guarantee the accuracy, integrity, quality, or intellectual property rights in or relating to such User Generated Content, and that we cannot assure the harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful or otherwise objectionable User Generated Content will not appear on the Website. While we reserve the right to view, monitor, and record activity on the Website and prohibit any conduct by users, we have no obligation to monitor, screen, edit or otherwise police the use of the Website or any User Generated Content.
You acknowledge that by providing you with the ability to access and view User Generated Content on the Website, we are merely acting as a passive conduit for such distribution and are not undertaking any obligation or liability relating to any User Generated Content or activities of users on the Website.
Without limiting the generality of the foregoing, you acknowledge and agree that the information, materials, and opinions expressed or included in any User Generated Content are not those of Company or our affiliated or related entities or content providers.
By submitting Your Content, you hereby grant to us and our parent, subsidiaries, and affiliated companies a royalty-free, perpetual, world-wide, irrevocable, and transferable license with the right to grant sublicenses through multiple tiers of sub-licensees (including, without limitation, licensing Your Content to our partners) to publically display, perform, distribute, store, transcode, syndicate, broadcast, reproduce, edit, modify, create derivative works, and otherwise use and reuse Your Content (or any portions or derivative works thereof) in any manner, in any medium, and for any purpose, including without limitation for the purposes of administering the Website, displaying advertisements and conducting other marketing and promotional activities through or relating to the Website, and to deliver services to you and other users. We reserve the right to display advertisements in connection with Your Content and to use Your Content for any lawful purposes whatsoever.
We shall have the right, in our sole discretion, to edit, composite, morph, scan, duplicate, or alter Your Content in any manner for any purpose that we deem necessary or desirable, and you irrevocably waive any and all moral rights you may have in and to Your Content. You agree that you shall have no right of approval, no claim to compensation, and no claim (including those based upon invasion of privacy, defamation, or right of publicity) arising out of any use, blurring, alteration, editing, morphing, distortion, illusionary effect, faulty reproduction, fictionalization, or use in any composite form of Your Content.
We have no obligation (express or implied) to post or otherwise use Your Content, and we may at any time reject or remove Your Content for any reason or no reason without prior notice to you. In addition, we shall have the right to prevent any person from submitting User Generated Content at our sole discretion.
If you believe that any content, including User Generated Content, on the Website infringes a copyright you hold, please follow the procedures set forth below under “Copyright Infringement.” If you believe that any User Generated Content violates any other right you hold besides a copyright, please contact us at email@example.com and provide your name, your contact information, a description of the User Generated Content at issue, a link to the page where such User Generated Content appears on the Website, and a detailed explanation on why you believe such User Generated Content violates your rights. We will evaluate such requests in good faith and remove the relevant User Generated Content in our sole discretion if we agree with your position. All decisions by us are final.
REPRESENTATIONS AND WARRANTIES
You represent and warrant to us as follows:
(a) you will only access and use the Website for lawful purposes consistent with the Terms and all applicable United States state, federal, or local laws, regulations and rules, and all applicable international laws, regulations and rules (collectively, “Laws”); (b) you are eighteen (18) years of age or older; (c) you have fully complied, and will continue to fully comply with all rules, terms and conditions contained in the Terms; (d) you are solely responsible for obtaining and maintaining all equipment and services needed for access to and use of the Website and for paying all charges related thereto; (e) you will not solicit for commercial purposes other users of the Website; (f) you will not use the Website to distribute or post solicitations or promotional materials; (g) you will not use the Website to distribute or post spam, junk mail, chain letters, or pyramid schemes; (h) you will not use metatags or any other “hidden text” utilizing any of our or any third party’s product names or trademarks; (i) you will not harvest or otherwise collect any personal information about our users, including, without limitation, email addresses; (j) you will not use any robot, spider, crawler, scraper or other automated means to access the Website; (k) you will not take any action that, as determined in our sole determination, interferes or may interfere with the proper working of the Website or that imposes or may impose an unreasonable or disproportionately large load on our technical infrastructure; (l) you will not impersonate any other person or entity, including any of our employees or representatives; (m) none of Your Content features the name, likeness, or voice of any child under the age of 18; (n) none of Your Content features or links to any materials that is false, misleading, untruthful, profane, obscene, pornographic, sexually explicit, hateful, discriminatory, illegal, defamatory, libelous, offensive, harassing, abusive, harmful, fraudulent, or in violation of any applicable Laws or the Terms, or any materials that contain or promote violence, criminal activities, spyware, malware, or other harmful code, or any materials that includes any person’s sensitive personal or financial information, or any materials targeted at or designed to appeal to children under the age of 13; and (o) you are the owner of all rights in all of Your Content that you contribute, or, if you have included any third-party materials (e.g., any photograph, audio, video, trademarks, or logo owned by anyone other than you), you have secured all rights in the third-party materials necessary to allow you to grant to us the rights in those third-party materials, as detailed above under “User Generated Content; Grant of Rights.”
We reserve the right to immediately block, suspend and/or terminate your access to the Website or remove Your Content if, in our sole and absolute discretion, we believe that you have engaged in any behavior which violates any of the foregoing representations and warranties or exposes us or our third-party partners to civil or criminal liability or reputational harm.
You hereby agree to defend, indemnify and hold Company, its parent, subsidiaries, and affiliated companies and its and their respective officers, directors, members, managers, employees, contractors, licensors, successors and assigns, harmless from and against any and all third party claims, actions or proceedings of any kind and from any and all damages, liabilities, losses, costs and expenses, including, without limitation, reasonable attorney’s fees, relating to or arising out of your use of the Website, including, without limitation, our use of Your Content and your breach or alleged breach of any of your warranties, representations or covenants hereunder.
We do not intentionally or knowingly collect personal information from children under the age of 18. You agree that you will not upload any content featuring the likeness, name, or voice of any child under the age of 18, whether or not you have obtained such child’s or such child’s parent’s permission to do so.
THIRD PARTY SITES
We have not reviewed, and cannot review, all of the websites, applications and other materials which may be linked to or made available through the Website, with which the Website is integrated, or that link to the Website (“Third Party Sites”). In no event shall we be liable, directly or indirectly, to you or any third party for any loss or damage arising from use of any Third Party Sites or any information or material accessed through such Third Party Sites.
As we ask others to respect our intellectual property rights, we respect the intellectual property rights of others, and require our users to do the same. If you are a copyright owner or an agent thereof and believe that any content on the Website infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information:
(a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Website are covered by a single notification, a representative list of such works at those locations; (c) 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 us to locate the material; (d) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (e) a statement that you have 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; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Please also note that the information provided in a notice of copyright infringement may be forwarded to the user or other third party who posted the allegedly infringing content. After removing material in response to a valid DMCA notice, we will notify the user or other third party responsible for the allegedly infringing material that we have removed or disabled access to the material. We will terminate, under appropriate circumstances, users or other third parties who are repeat copyright infringers, and we reserve the right, in our sole discretion, to terminate any user for actual or apparent copyright infringement.
If you believe you are the wrongful subject of a DMCA notification, you may file a counter-notification with us by providing the following information to the Designated Agent at the address below:
(g) the specific URLs of material that we have removed or to which we have disabled access; (h) your name, address, telephone number, and email address; (i) a statement that you consent to the jurisdiction of U.S. District Court for the Eastern District of Pennsylvania, and that you will accept service of process from the person who provided the original DMCA notification or an agent of such person; (j) the following statement: “I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.”; and (k) your signature.
Upon receipt of a valid counter-notification, we will forward it to the party who submitted the original DMCA notification. The original party (or the copyright holder he or she represents) will then have ten (10) days to notify us that he or she has filed legal action relating to the allegedly infringing material. If we do not receive any such notification within ten (10) days, we may restore the material to the Website.
If you believe that any of your intellectual property rights other than copyrights have been infringed, please email us at firstname.lastname@example.org. We reserve the right, in our sole and absolute discretion, to suspend or terminate any user who infringes the intellectual property rights of Company or others, and/or to remove, delete, edit or disable access to such person’s content. You agree that we have no liability for any action taken under this section. You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid.
DISCLAIMER OF WARRANTIES
YOU AGREE THAT YOUR USE OF THE WEBSITE AND ANY OF ITS CONTENTS, INCLUDING WITHOUT LIMITATION ANY USER GENERATED CONTENT, IS ENTIRELY AT YOUR OWN RISK. THE WEBSITE AND ITS CONTENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES OR GUARANTEES OF ANY KIND, AND WE HEREBY DISCLAIMS ALL SUCH WARRANTIES, INCLUDING WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO WARRANTIES, REPRESENTATIONS OR GUARANTEES ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE OR ITS CONTENTS OR ANY PRODUCTS, SERVICES, INFORMATION, OR THIRD PARTY SITES OR MATERIALS LINKED TO OR INTEGRATED WITH THE WEBSITE. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR: (I) ERRORS, MISTAKES, OMISSIONS OR INACCURACIES OF CONTENT, INCLUDING WITHOUT LIMITATION USER GENERATED CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE WEBSITE; (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, MALWARE, ADWARE AND/OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE; OR (V) ANY LOSS OR DAMAGE TO CONTENT OR DATA (WHETHER STORED THROUGH THE WEBSITE OR OTHERWISE).
Some states do not allow the disclaimer of implied warranties in some circumstances, so if the laws of such a state apply to your dealings with us and if the requisite circumstances exist in your case, then some portion or all of the foregoing disclaimer may not apply to you. The law of warranty varies from state to state and the law applicable in your particular case may give you specific legal rights.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL WE OR OUR MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE WEBSITE OR USER GENERATED CONTENT WHATSOEVER, WHETHER BASED IN WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE OR ANY OF THE FOREGOING PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY ACKNOWLEDGE THAT WE HAVE NOT REVIEWED, AND CANNOT REVIEW, ALL OF THE USER GENERATED CONTENT POSTED ON THE WEBSITE, AND WE SHALL HAVE NO LIABILITY FOR SUCH USER GENERATED CONTENT. IN THE EVENT THAT YOU FEEL YOUR RIGHTS HAVE BEEN VIOLATED BY ANY USER GENERATED CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE TO REQUEST REMOVAL VIA THE PROCEDURE SET FORTH HEREIN.
YOU AGREE THAT THE LIABILITY OF COMPANY AND ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, AND SUPPLIERS FOR ANY CLAIM SHALL NOT EXCEED THE GREATER OF: (i) THE AMOUNT PAID BY YOU TO US FOR THE RELEVANT SERVICES TO WHICH THE CLAIM RELATES DURING THE PREVIOUS SIX (6) MONTHS PRECEDING THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH CLAIM; OR (ii) FIFTY U.S. DOLLARS ($50.00 USD).
The foregoing limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
No joint venture, partnership, employment or agency relationship exists between you and us or any of our affiliates as a result of the Terms or your use of the Website.
Any dispute relating to the Terms or arising out of your access to or use of the Website will be governed by the laws of the Commonwealth of Pennsylvania, excluding its conflict of law provisions, and the exclusive venue for adjudicating any such disputes will be the state and federal courts located in Philadelphia, Pennsylvania. You hereby consent to the exercise of personal jurisdiction by such courts and to such venue.
If we prevail in any action or proceeding to enforce the Terms or arising out of your access to or use of the Website, we shall be entitled to recover, in addition to all other available legal and equitable relief, our legal costs, including reasonable attorneys’ fees.
The provisions of the Terms are severable, and if any portion is adjudged invalid or unenforceable by a court of competent jurisdiction, the remaining portions will remain valid, enforceable and in effect.
Any waiver by either party of any term or condition of the Terms or any breach thereof shall be in a writing executed by the party to be charged with such waiver, and any such waiver, in any one instance, will not waive such term or condition in any other instance or any subsequent breach thereof.
The Terms is not assignable by you, except by operation of law; we may assign the Terms and any of our rights and obligations hereunder without condition. The Terms will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
To ask questions about these Terms, obtain more information, or to lodge a complaint, please contact us at: email@example.com
1319 19th St, San Louis Obispo ,
CA 93402 USA