IMPORTANT! PLEASE CAREFULLY READ THESE TERMS OF USE ("TOU") BEFORE USING THE
WEB SITES, AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. Artists’
Addiction Records, LLC ("Company" or "we," "our," or "us") owns or controls,
and provides access to, several interactive web sites (however accessed
and/or used, whether via personal computers, mobile devices or otherwise) or
other interactive features that are accessible or downloadable through the
web sites owned or controlled by Company and that link to these TOU
(collectively, "Web Sites"). THESE TOU GOVERN YOUR USE OF THE WEB SITES.
These TOU only apply to the Web Sites, and not to any other web site or any
offline activities by Company (unless specifically stated). You agree to
these TOU by accessing or using the Web Sites, registering for services
offered on the Web Sites, or by accepting, uploading, submitting or
downloading any information or content from or to the Web Sites. IF YOU DO
NOT AGREE TO BE BOUND BY ALL OF THESE TOU, DO NOT USE THE WEB SITES.
1. Acceptance of Terms
Your use of the Web Sites is subject to these TOU, which may be updated by
us from time to time without notice to you. It is important for you to refer
to these TOU from time to time to make sure that you are aware of any
additions, revisions, or modifications that we may have made to these TOU.
Your use of the Web Sites constitutes your acceptance of these TOU.
2. Description of Web Site Services
The Web Sites currently provide users with access to a rich collection of
online resources, including various communications tools, online forums,
shopping services, personalized content and branded programming. Unless
explicitly stated otherwise, any new features that augment or enhance the
Web Sites, including the release of new or specialized Company web-based
services, are subject to these TOU. In some instances, these TOU and a
separate end user license or similar agreement will apply to a service or
product offered by Company and/or the Web Sites. We may add, change, remove,
suspend or discontinue any aspect of the Web Sites at any time without
notice. We may also impose limits on certain features and services or
restrict access to parts of or all of the Web Sites without notice or
liability. In order to use the Web Sites, you must obtain access to the
Internet, either directly or through devices that access web-based content,
and pay any service fees associated with such access. In addition, you must
provide all equipment necessary to make such connection to the Internet,
(e.g., personal computer, modem, cell phone, other access device, etc.)
3. Intellectual Property Ownership; License
The past, present and future Web Sites content, including, without
limitation, organization, graphics, text, images, audio, videos, designs,
compilations, advertising copy, and the trademarks, logos, domain names,
trade names, service marks and trade identities; any and all copyrightable
material (including source and object code); and all other materials related
to the Web Sites, including without limitation, the "look and feel" of the
Web Sites (collectively, "Content") are protected by applicable copyrights
and other proprietary (including, but not limited to, intellectual property)
rights and are the property of Company, its parent, subsidiaries,
affiliates, or its licensors. Except as expressly set forth in these TOU or
otherwise expressly granted to you in writing by Company, no rights (either
by implication, estoppel or otherwise) are granted to you. The copying,
reproduction, rearrangement, sales, leasing, renting, distribution,
redistribution, modification, downloading, exchanging, creating of
derivative works, uploading, posting, transmitting, or publication by you,
directly or indirectly, of the Content, including the removal or alteration
of advertising, except pursuant to the express limited grant of rights
hereunder, is strictly prohibited. You agree to abide by any and all
additional copyright notices, information, or restrictions contained in any
part of the Web Sites. Copying, archiving or storing any part of the Web
Sites for a purpose that is not permitted by these TOU is expressly
prohibited without prior written permission from Company or the applicable
copyright holder as identified on the Web Sites.
Subject to your strict compliance with these TOU, Company grants you a
limited, personal, non-exclusive, non-commercial, revocable, non-assignable
and non-transferable license to download - view, use and/or play a single
copy of the Content (excluding source and object code), provided that you:
(i) retain all trademark, copyright and other proprietary notices contained
in the original Content or any copy you may make of the Content; (ii) do not
allow or aid or abet any third party (whether or not for your benefit) to
copy or adapt the object code of the Web Sites' software, HTML, JavaScript,
or other code; reverse engineer, decompile, reverse assemble, modify or
attempt to discover any source code that the Web Sites create to generate
its web pages; or any software or other products or processes accessible
through the Web Sites; and (iii) do not insert any code or product to
manipulate the Content in any way that affects any user's experience.
* * *
4. Links To Other Web Sites
The Web Sites may contain hyperlinks to other web sites ("Other Sites"). If
you use the hyperlinks to access these Other Sites, you will leave the Web
Sites and your browser will be re-directed to the Other Sites. The Other
Sites may have their own terms of service and privacy policy and those Other
Sites may have different practices and requirements than the Web Sites.
Company may not have knowledge of, and is not responsible for, the content
presented by any Other Site. As such, Company does not warrant or make any
representation regarding the legality, accuracy, or authenticity of content
presented by Other Sites. The hyperlinks to Other Sites do not constitute an
endorsement by Company of any Other Site(s) or resources, or their content.
The Web Sites are only providing these links to you as a convenience.
5. Our Linking Policy
Any web site that links to the Web Sites: (a) must not frame or create a
browser or border environment around any of the Content of the Web Sites;
(b) may link to, but not replicate, the Content; (c) must not imply that
Company or the Web Sites are endorsing or sponsoring it or its products,
unless Company has given its prior written consent; (d) must not present
false information about Company or its products or services; (e) must not
use any Company trademarks without the prior written permission from
Company; and (f) must not contain content that could be construed as
distasteful, offensive or controversial. By linking to any of the Web Sites,
you agree that you do and will continue to comply with the above linking
requirements. Notwithstanding anything to the contrary contained in these
TOU, we reserve the right to deny permission to link to the Web Sites for
any reason in our sole and absolute discretion.
6. Acceptable Use
You will not use the Web Sites to:
Upload, post, e-mail, transmit, display, distribute, promote, or otherwise
make available: (i) any material that is false, unlawful, threatening,
tortious, disparaging (including disparaging of Company, its parent,
subsidiaries or affiliates), anything that adversely affects Artists’
Addiction Records, LLC business such as discouraging any person or entity
from advertising with, linking to or supplying Artists’ Addiction Records
LLC, abusive, libelous, defamatory, obscene, vulgar, offensive,
pornographic, profane, racist, sexually explicit, ethnically or culturally
offensive, indecent, or that promotes violence, racial hatred, terrorism, or
illegal acts, or is otherwise objectionable in Company's sole discretion;
(ii) information, software, or other material that violates, plagiarizes,
misappropriates or infringes the rights of third parties including, without
limitation, copyright (including, without limitation, offering pirated
computer programs or links to such programs, information used to circumvent
manufacturer-installed copy-protect devices, including serial registration
numbers for software programs, or any type of cracker utilities), trademark,
patent, trade secret, rights of privacy or publicity or any other
proprietary right; (iii) material of any kind that contains a virus, Trojan
horse, time bombs, worms, spyware, bots, any automated use of the system,
such as scripts, or other harmful component or restricts or inhibits any
other user's uninhibited use and enjoyment of the Web Sites, interferes with
or disrupts the Web Sites or servers or networks connected to the Web Sites,
or disobeys any requirements, procedures, policies or regulations of
networks connected to the Web Sites; (iv) information or material of any
kind that constitutes or contains false or misleading indications of origin
or statements of fact, including, without limitation, by forging any TCP/IP
packet header, any part of the header information in any transmission to the
Web Sites, or otherwise manipulating identifiers in order to disguise the
origin of any content transmitted to the Web Sites; or (v) any unsolicited
or unauthorized advertising, promotional materials, "junk mail," "spam,"
"chain letters," "pyramid schemes," requests for money, petitions for
signature, or any other form of solicitation; Encourage, promote, solicit or
commit conduct that would constitute a criminal offense, give rise to civil
liability or otherwise violate any local, state, national or international
law or otherwise make available any material that exploits or harms any
individual, corporation or other entity;
Impersonate any person or entity or falsely state or otherwise misrepresent
your affiliation with a person or entity;
Disrupt the normal flow of dialogue, cause a screen to "scroll" faster than
other users of the Web Sites are able to type, or otherwise act in a manner
that negatively affects other users' ability to engage in real time
exchanges;
Stalk, abuse, sexually exploit, violently exploit, act violently toward or
otherwise harass another user;
Use or attempt to use another's information, account, password, service or
system except as expressly permitted;
Solicit or collect personal data including telephone numbers, addresses,
last names, or email addresses, about other users.
You represent, warrant and agree that you will comply with the above
acceptable use policy.
7. User Accounts, Additional Terms, and End User License Agreements
Registration may be required for the use of certain portions of the Web
Sites (e.g., e-mail, newsletters, fantasy, games, sweepstakes, contests,
specialized content downloads, retail sales, wireless alerts, etc.). In some
instances, these TOU and separate end user license agreements or terms of
use that set forth additional conditions may apply to a service or product
offered via the Web Sites. To the extent there is a conflict between these
TOU and the terms of any applicable end user license or similar agreement,
the end user license or similar agreement will control, unless the
additional conditions expressly state that these TOU will control. In cases
where there are no additional terms or conditions stated for any such
registrations, services or products, these TOU will control. Registration
data and certain other information about you are subject to the privacy
policy posted at the Web Site on which you are providing your registration
information. Please read that privacy policy for information on how your
data will be handled.
If you choose to provide information to the Web Sites, you agree to provide
only true, accurate, current and complete information. If you create a user
account, you agree to accept responsibility for all activities that occur
under your account or password, if any, and agree you will not sell,
transfer or assign your user account. You are responsible for maintaining
the confidentiality of your password, if any, and for restricting access to
your computer, cell phone (or other internet access device, as applicable)
so that others may not access any password-protected portion of the Web
Sites using your name, user name or password in whole or in part.
8. Promotions
The Web Sites may contain or offer sweepstakes, contests or other
promotions, which may be governed by a separate set of rules that describe
the sweepstakes, contest or promotion and may have eligibility requirements,
such as certain age or geographic area restrictions. It is your
responsibility to read those rules to determine whether or not your
participation, registration or entry will be valid or restricted, and to
determine the sponsor's requirements of you in connection with the
applicable sweepstakes, contest or promotion.
9. Software
Any software that we make available for download or use from the Web Sites
and/or our servers (the "Software") is the copyrighted work of Company or
its licensors or suppliers. Your use of the Software may be governed by the
terms of an end user license agreement that accompanies or is included with
the Software (the "License Agreement"). Please carefully read the License
Agreement and Paragraph 7 above to determine the full extent of conditions
governing the use of such Software. WITHOUT LIMITING THE FOREGOING, COPYING
OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER
REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH
REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE
AGREEMENT APPLICABLE TO SUCH SOFTWARE.
10. Copyrights and Copyright Agents
If you believe that your work has been copied in a way that constitutes
copyright infringement, please provide Company's copyright agent the
following information required by the Online Copyright Infringement
Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C.
§ 512: (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 copyright work claimed to have been infringed, or,
if multiple copyrighted works at a single online site are covered by a
single notification, a representative list of such works at that site; (c)
identification of the material that is claimed to be infringing or to be the
subject of infringing activity and information reasonably sufficient to
permit us to locate the material; (d) information reasonably sufficient to
permit us to contact the complaining party; (e) 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; and (f) 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.
11. Third Party Content and Information
The Web Sites contain Content that is provided for your convenience and
enjoyment. Third parties provide some of the Content. You should be aware
that the Content might contain errors, omissions, inaccuracies, outdated
information, and inadequacies and that the Content may be subject to terms
and conditions, which may be found on the Web Sites or in the documents and
policies of third parties. We make no representations or warranties as to
the completeness, accuracy, adequacy, currency or reliability of any Content
and will not be liable for any lack of the foregoing. . Third party
advertisers may offer goods, services and other materials to you on the Web
Sites. Your correspondence and business dealings with others found on or
through the Web Sites including, without limitation, the payment and
delivery of products and services, and any terms, conditions, warranties and
representations associated with such dealings, are solely between you and
the advertiser. You agree that Company will not be responsible or liable for
any loss or damage of any sort incurred as the result of any such dealings
or the offering of such products, services, and other Content on the Web
Sites. Under certain circumstances, we may permit third party users to
upload content, in which event you may be exposed to offensive, indecent or
objectionable content.
Descriptions of, or references to, products, services or publications within
the Web Sites do not imply endorsement of that product, service or
publication.
12. Information You Submit
From time to time, the Web Sites may contain functionality through which you
can upload or otherwise submit information, data, software, messages,
photographs, audio, video, text and other materials to the Web Sites ("Your
Upload Information"). For example, the Web Sites may offer forums, bulletin
boards, wiki, chat rooms or other interactive areas ("User Forums").
Company, its parent, subsidiaries or affiliates or the directors, officers,
employees, or other representatives of each of them do not endorse the
content posted in User Forums. Company reserves the right, but is not
obligated, to delete, move or edit Your Upload Information, in whole or in
part, submitted by you to a User Forum for any reason in their sole
discretion. Company reserves the right to suspend or terminate your access
to the Web Sites and pursue all legal remedies if we believe your Upload
Information infringes another's copyright or otherwise violates any law,
rule or regulation. You acknowledge and agree that you are prohibited from
accepting payment for Your Upload Information, including, without
limitation, accepting payment for the inclusion of a logo, brand or other
commercial content, in Your Upload Information.
All of Your Upload Information is your sole responsibility. This means that
you, and not Company, are entirely responsible for all of Your Upload
Information that you upload, post, e-mail, transmit or otherwise make
available via the Web Sites. If you post personal information in User Forums
or on other publicly available areas of the Web Sites then you may receive
unsolicited messages from third parties. Company cannot ensure the security
of any information you post on publicly available areas of the Web Sites.
Under no circumstances will we be liable in any way for any of Your Upload
Information including, but not limited to, any errors or omissions in Your
Upload Information, or for any loss or damage of any kind incurred as a
result of Your Upload Information. You represent that Your Upload
Information is an original work by you or you have all necessary rights in
it and to submit it to Company under the terms of these TOU; that it is not
defamatory; and that it does not infringe upon, misappropriate or violate
the rights of any third parties, including, without limitation, any
intellectual property rights, rights of publicity or privacy or any other
proprietary rights or otherwise violate any law, rule, or regulation. You
further agree that you are solely liable for any and all costs, claims,
demands, investigations, liabilities, losses, damages, judgments,
settlements, costs and expenses, including attorneys' fees, connected to or
arising from your breach of any representation or warranty, or other
violation of the terms of the TOU or any User Agreement.
Except as otherwise described in the posted privacy policy or other
agreement on the Web Site at which you provide Your Upload Information, Your
Upload Information will be treated as non-confidential and non-proprietary
and we will not be liable for any use or disclosure to anyone, including but
not limited to claimed intellectual property owners. When you upload Your
Upload Information via the Web Sites, you irrevocably grant to Company, its
parent, subsidiaries, affiliates, and partners a non-exclusive, worldwide,
royalty-free license containing, without limitation, all right, title and
interest in Your Upload Information, including, without limitation, all
patents, trademarks, service marks, trade names, trade identities,
copyrights, trade secrets, logos, domain names, know-how, source code and
object code, mask-work rights, inventions, moral rights, author's rights,
algorithms, rights in packaging, goodwill and other intellectual property
and proprietary rights whatsoever in Your Upload Information. You further
agree that Company, its parent, subsidiaries, affiliates, and partners and
the directors, officers, employees, licensees and other representatives of
each of them will have the unfettered right throughout the universe, in
perpetuity, without any credit or compensation to you, to use, reuse,
modify, alter, display, archive, publish, sub-license, perform, reproduce,
disclose, transmit, broadcast, post, sell, translate, create derivative
works of, distribute and use for advertising, marketing, publicity and
promotional purposes, any of Your Upload Information or portions of Your
Upload Information, and your name, voice, likeness and other identifying
information, in any form, media, software or technology of any kind now
known or developed in the future for any purposes whatsoever including,
without limitation, developing, manufacturing and marketing products using
such Uploaded Information. You hereby waive any moral rights you may have in
and to any of Your Upload Information, even if such material is altered or
changed in a manner not agreeable to you. You agree and understand that
Company, its parent, subsidiaries, affiliates, and partners are not
obligated to use Your Upload Information submitted through the Web Sites or
otherwise, and may alternatively choose to discard, and limit or block
access to Your Uploaded Information without any liability whatsoever.
You acknowledge that the Web Site, through Company, its parent,
subsidiaries, affiliates, and partners undertakes no obligation to
pre-screen Your Upload Information, but that it has the right, in its sole
discretion to modify, transmit over various networks, refuse, move, block
access to or remove any of Your Upload Information. You agree that you must
evaluate, and bear all risks associated with, the use of any of Your Upload
Information including, but not limited to, any reliance on the accuracy,
completeness, or usefulness of Your Upload Information. Since Company, its
parent, subsidiaries, affiliates, and partners may not pre-screen user
generated content, you may bear legal responsibility for others' exposure to
any offensive indecent or objectionable content in Your Upload Information.
13. Disclaimer of Warranties
THE WEB SITES, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, SOFTWARE, AND
FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE WEB SITES,
ARE PROVIDED "AS IS," "AS AVAILABLE, " AND "WITH ALL FAULTS." TO THE FULLEST
EXTENT PERMISSIBLE BY LAW, COMPANY AND ITS PARENTS, SUBSIDIARIES AND
AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OR ENDORSEMENTS OF ANY KIND
WHATSOEVER (EXPRESS OR IMPLIED) ABOUT: (A) THE WEB SITES; (B) THE CONTENT
AND SOFTWARE ON AND PROVIDED THROUGH THE WEB SITES; (C) THE FUNCTIONS MADE
ACCESSIBLE ON OR ACCESSED THROUGH THE WEB SITES; (D) THE MESSAGES AND
INFORMATION SENT FROM THE WEB SITES BY USERS; (E) ANY PRODUCTS OR SERVICES
OFFERED VIA THE WEB SITES OR HYPERTEXT LINKS TO THIRD PARTIES; AND/OR (F)
SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH
THE WEB SITES OR ANY LINKED SITE. COMPANY DOES NOT WARRANT THAT THE WEB
SITES, ANY OF THE WEB SITES' FUNCTIONS OR ANY CONTENT CONTAINED THEREIN WILL
BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE
WEB SITES OR THE SERVERS THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR
OTHER HARMFUL COMPONENTS.
COMPANY DOES NOT WARRANT THAT YOUR ACTIVITIES OR USE OF THE WEB SITES IS
LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, COMPANY
SPECIFICALLY DISCLAIMS SUCH WARRANTIES. YOU UNDERSTAND THAT BY USING ANY OF
THE FEATURES OF THE WEB SITES, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT
AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU
ACCESS OR USE THE WEB SITES OR THE CONTENT. FURTHER, COMPANY AND ITS
SUBSIDIARIES AND AFFILIATES DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES
INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR
A PARTICULAR PURPOSE, AND TITLE.
COMPANY, ITS PARENT, SUBSIDIARIES OR AFFILIATES OR THE DIRECTORS, OFFICERS,
EMPLOYEES, OR OTHER REPRESENTATIVES OF EACH OF THEM SHALL NOT BE LIABLE FOR
THE USE OF THE WEB SITES INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY
ERRORS CONTAINED THEREIN. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE
DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT
APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO THIS AGREEMENT.
14. Disclaimers/Limitation of Liability
YOU UNDERSTAND AND AGREE THAT COMPANY LIMITS ITS LIABILITY IN CONNECTION
WITH YOUR USE OF THE WEB SITES AS SET FORTH BELOW:
UNDER NO CIRCUMSTANCES SHALL COMPANY, ITS PARENT, SUBSIDIARIES, OR
AFFILIATES OR THE DIRECTORS, OFFICERS, EMPLOYEES, OR OTHER REPRESENTATIVES
OF EACH OF THEM (COLLECTIVELY, THE "COMPANY ENTITIES AND INDIVIDUALS") BE
LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT
LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY,
ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY
RELATED TO (1) THE WEB SITES, THE CONTENT, OR YOUR UPLOAD INFORMATION; (2)
THE USE OF, INABILITY TO USE, OR PERFORMANCE OF THE WEB SITES; (3) ANY
ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY COMPANY OR LAW
ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE WEB SITES OR CONTENT;(4)
ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OWNERS; (5) ANY ERRORS OR
OMISSIONS IN THE WEB SITES' TECHNICAL OPERATION, EVEN IF FORESEEABLE OR EVEN
IF THE COMPANY ENTITIES AND INDIVIDUALS HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT
LIABILITY TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN
PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR
DESTRUCTION OF THE WEB SITES). IN NO EVENT WILL THE COMPANY ENTITIES AND
INDIVIDUALS BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS OR INJURY, INCLUDING,
WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE
LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE COMPANY
ENTITIES AND INDIVIDUALS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR
CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100).
THE COMPANY ENTITIES AND INDIVIDUALS ARE NOT RESPONSIBLE FOR ANY DAMAGE TO
ANY USER'S COMPUTER, MODEM, CELL PHONE, HARDWARE, SOFTWARE, OR OTHER
EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY
SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION,
INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR
NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION.
YOUR ACCESS TO AND USE OF THIS WEB SITE IS AT YOUR RISK. IF YOU ARE
DISSATISFIED WITH THE WEB SITE OR ANY OF THE CONTENT, YOUR SOLE AND
EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE WEB SITE OR THE
CONTENT.
YOU RECOGNIZE AND CONFIRM THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR
INJURIES THAT ARISE OUT OF COMPANY'S ACTS OR OMISSIONS, THE DAMAGES, IF ANY,
CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN
INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, PROPERTY, PRODUCT,
PROGRAM, TELEVISION SHOW, MOTION PICTURE OR OTHER AUDIO/VISUAL CONTENT OWNED
OR CONTROLLED BY COMPANY AND/OR ITS PARENTS, SUBSIDIARIES, AND/OR AFFILIATES
OR YOUR UPLOAD INFORMATION, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR
RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION
OR EXPLOITATION OF ANY COMPANY WEB SITE, PROPERTY, PRODUCT, PROGRAM,
TELEVISION SHOW, MOTION PICTURE OR OTHER AUDIO/VISUAL CONTENT OR YOUR UPLOAD
INFORMATION OR ANY AND ALL ACTIVITIES OR ACTIONS RELATED THERETO.
BY ACCESSING ANY OF THE WEB SITES, I UNDERSTAND THAT I MAY BE WAIVING RIGHTS
WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN
ACCORDANCE WITH SUCH WAIVER, I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND,
AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE
OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES
AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR
DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE
RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT
WITH THE DEBTOR."
15. Indemnity
You agree to defend, indemnify and hold harmless the Company Entities And
Individuals with respect to any and all costs, claims, demands,
investigations, liabilities, losses, damages, judgments, settlements, costs
and expenses, including attorneys' fees arising out of or in connection with
this TOU, including, without limitation: (a) your use of the Web Sites; (b)
your violation of these TOU or any law, rule or regulation; (c) your use of
the Content; or (d) any of Your Upload Information. You will cooperate as
fully and reasonably as required by Company in the defense of any claim.
Notwithstanding the foregoing, Company retains the exclusive right to
settle, compromise and pay any and all claims, demands, proceedings, suits,
actions or causes of actions which are brought against Company herein under
the terms and provisions of this Section 15 and in no event shall you settle
any such claim without Company's prior written approval.
16. Governing Law
THESE TOU AND THE INTERPRETATION OF THESE TOU SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT
REGARD TO ITS CONFLICTS OF LAWS RULES AND SPECIFICALLY WILL NOT BE GOVERNED
BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF
GOODS, IF OTHERWISE APPLICABLE.
17. Jurisdiction and Venue
You waive all rights to trial by jury in any action or proceeding instituted
in connection with these TOU and/or the Web Sites. Any controversy or claim
arising out of or relating to these TOU and/or the Web Sites shall be
settled by binding arbitration in accordance with the commercial arbitration
rules of the American Arbitration Association. Any such controversy or claim
shall be arbitrated on an individual basis, and shall not be consolidated in
any arbitration with any claim or controversy of any other party. The
arbitration shall be conducted in the State of New York, in the City of New
York, County of New York, and judgment on the arbitration award may be
entered into any court having jurisdiction thereof. Any matters or
proceedings that are not subject to arbitration as set forth in this Section
17 of these TOU and/or for entering any judgment on an arbitration award,
shall take place in the State of New York, in the City of New York, County
of New York. You waive the defense of forum non conveniens.
18. Miscellaneous
You are solely responsible for compliance with applicable laws, rules, and
regulations in connection with your use of the Web Sites and the Content,
including, without limitation, those governing your transmission or use of
any software or data. These TOU and any applicable end user license or
similar agreements contain the sole and entire agreement between the parties
with respect to the Web Sites, the Content and Your Upload Information and
supersedes any and all other prior written or oral agreements between them.
The section titles in these TOU are for your convenience only and do not
have any legal or contractual effect. You agree that these TOU will not be
construed against Company by virtue of having drafted these TOU. If any
provision of these TOU shall be held invalid or unenforceable by any court
of competent jurisdiction or as a result of future legislative action, such
holding or action shall be strictly construed and shall not affect the
validity or effect of any other provision of these TOU. No waiver on the
part of Company of any of these TOU will be of any force or effect unless
made in writing and signed by a duly authorized officer of Company.
19. Termination
You understand and agree that Company will determine your compliance with
these TOU in its sole discretion. Company reserves the right to deny access
to all or part of the Web Sites and to deny access to any person in its sole
discretion without notice or liability of any kind. Any violation of these
TOU may be referred to law enforcement authorities. Upon termination of your
user account or access to the Web Site, or upon demand by Company, you must
destroy all materials obtained from this Web Site and all related
documentation.