Date of Last Revision: January 23, 2009
Welcome to vipze store, a community that allows you to monetize your socializing.
The vipze store network (collectively, "vipze store" or "the Service") is operated
by Horizon Holdings and its corporate affiliates (collectively, "us", "we" or
"the Company"). By accessing or using our web site at www.vipzestore.com or the
mobile version thereof (together the "Site"), you (the "User") signify that you
have read, understand and agree to be bound by these Terms of Use ("Terms of Use"
or "Agreement"), whether or not you are a registered member of vipze store. We reserve
the right, at our sole discretion, to change, modify, add, or delete portions of
these Terms of Use at any time without further notice. If we do this, we will post
the changes to these Terms of Use on this page and will indicate at the top of this
page the date these terms were last revised. Your continued use of the Service or
the Site after any such changes constitutes your acceptance of the new Terms of
Use. If you do not agree to abide by these or any future Terms of Use, do not use
or access (or continue to use or access) the Service or the Site. It is your responsibility
to regularly check the Site to determine if there have been changes to these Terms
of Use and to review such changes.
PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING
YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND
EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.
Eligibility
Membership in the Service is void where prohibited. This Site is intended solely
for users who are thirteen (13) years of age or older, and users of the Site under
18 who are currently in high school or college. Any registration by, use of or access
to the Site by anyone under 13, or by anyone who is under 18 and not in high school
or college, is unauthorized, unlicensed and in violation of these Terms of Use.
By using the Service or the Site, you represent and warrant that you are 13 or older
and in high school or college, or else that you are 18 or older, and that you agree
to and to abide by all of the terms and conditions of this Agreement.
Registration Data; Account Security
In consideration of your use of the Site, you agree to (a) provide accurate, current
and complete information about you as may be prompted by any registration forms
on the Site ("Registration Data"); (b) maintain the security of your password and
identification; (c) maintain and promptly update the Registration Data, and any
other information you provide to Company, to keep it accurate, current and complete;
and (d) be fully responsible for all use of your account and for any actions that
take place using your account.
Proprietary Rights in Site Content; Limited License
All content on the Site and available through the Service, including designs, text,
graphics, pictures, video, information, applications, software, music, sound and
other files, and their selection and arrangement (the "Site Content"), are the proprietary
property of the Company, its users or its licensors with all rights reserved. No
Site Content may be modified, copied, distributed, framed, reproduced, republished,
downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any
means, in whole or in part, without the Company's prior written permission, except
that the foregoing does not apply to your own User Content (as defined below) that
you legally post on the Site. Provided that you are eligible for use of the Site,
you are granted a limited license to access and use the Site and the Site Content
and to download or print a copy of any portion of the Site Content to which you
have properly gained access solely for your personal, non-commercial use, provided
that you keep all copyright or other proprietary notices intact. Except for your
own User Content, you may not upload or republish Site Content on any Internet,
Intranet or Extranet site or incorporate the information in any other database or
compilation, and any other use of the Site Content is strictly prohibited. Such
license is subject to these Terms of Use and does not permit use of any data mining,
robots, scraping or similar data gathering or extraction methods. Any use of the
Site or the Site Content other than as specifically authorized herein, without the
prior written permission of Company, is strictly prohibited and will terminate the
license granted herein. Such unauthorized use may also violate applicable laws including
copyright and trademark laws and applicable communications regulations and statutes.
Unless explicitly stated herein, nothing in these Terms of Use shall be construed
as conferring any license to intellectual property rights, whether by estoppels,
implication or otherwise. This license is revocable at any time without notice and
with or without cause.
Trademarks
vipze store, and other Company graphics, logos, designs, page headers, button icons,
scripts and service names are registered trademarks, trademarks or trade dress of
Company in the U.S. and/or other countries. Company's trademarks and trade dress
may not be used, including as part of trademarks and/or as part of domain names,
in connection with any product or service in any manner that is likely to cause
confusion and may not be copied, imitated, or used, in whole or in part, without
the prior written permission of the Company.
User Conduct
You understand that except for advertising programs offered by us on the Site, the
Service and the Site are available for your personal, non-commercial use only. You
represent, warrant and agree that no materials of any kind submitted through your
account or otherwise posted, transmitted, or shared by you on or through the Service
will violate or infringe upon the rights of any third party, including copyright,
trademark, privacy, publicity or other personal or proprietary rights; or contain
libelous, defamatory or otherwise unlawful material.
In addition, you agree not to use the Service or the Site to:
1. harvest or collect email addresses or other contact information of other users
from the Service or the Site by electronic or other means for the purposes of sending
unsolicited emails or other unsolicited communications;
2. use the Service or the Site in any unlawful manner or in any other manner that
could damage, disable, overburden or impair the Site;
3. use automated scripts to collect information from or otherwise interact with
the Service or the Site;
4. upload, post, transmit, share, store or otherwise make available any content
that we deem to be harmful, threatening, unlawful, defamatory, infringing, abusive,
inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity
rights, hateful, or racially, ethnically or otherwise objectionable;
5. register impersonate any person or entity, or falsely state or otherwise misrepresent
yourself, your age or your affiliation with any person or entity;
6. upload, post, transmit, share, store or otherwise make publicly available on
the Site any private information of any third party, including, addresses, phone
numbers, email addresses, Social Security numbers and credit card numbers;
7. solicit personal information from anyone under 18 or solicit passwords or personally
identifying information for commercial or unlawful purposes;
8. upload, post, transmit, share or otherwise make available any material that contains
software viruses or any other computer code, files or programs designed to interrupt,
destroy or limit the functionality of any computer software or hardware or telecommunications
equipment;
9. intimidate or harass another; upload, post, transmit, share, store or otherwise
make available content that would constitute, encourage or provide instructions
for a criminal offense, violate the rights of any party, or that would otherwise
create liability or violate any local, state, national or international law;
10. use or attempt to use another's account, service or system without authorization
from the Company, or create a false identity on the Service or the Site.
11. upload, post, transmit, share, store or otherwise make available content that,
in the sole judgment of Company, is objectionable or which restricts or inhibits
any other person from using or enjoying the Site, or which may expose Company or
its users to any harm or liability of any type.
Without limiting any of the foregoing, you also agree to abide by our vipze store
Code of Conduct that provides further information regarding the authorized conduct
of users on vipze store.
User Content Posted on the Site
You are solely responsible for the photos, profiles (including your name, image,
and likeness), messages, notes, text, information, music, video, advertisements,
listings, and other content that you upload, publish or display (hereinafter, "post")
on or through the Service or the Site, or transmit to or share with other users
(collectively the "User Content"). You may not post, transmit, or share User Content
on the Site or Service that you did not create or that you do not have permission
to post. You understand and agree that the Company may, but is not obligated to,
review the Site and may delete or remove (without notice) any Site Content or User
Content in its sole discretion, for any reason or no reason, including User Content
that in the sole judgment of the Company violates this Agreement or the vipze store
Code of Conduct, or which might be offensive, illegal, or that might violate the
rights, harm, or threaten the safety of users or others. You are solely responsible
at your sole cost and expense for creating backup copies and replacing any User
Content you post or store on the Site or provide to the Company.
When you post User Content to the Site, you authorize and direct us to make such
copies thereof as we deem necessary in order to facilitate the posting and storage
of the User Content on the Site. By posting User Content to any part of the Site,
you automatically grant, and you represent and warrant that you have the right to
grant, to the Company an irrevocable, perpetual, non-exclusive, transferable, fully
paid, worldwide license (with the right to sublicense) to use, copy, publicly perform,
publicly display, reformat, translate, excerpt (in whole or in part) and distribute
such User Content for any purpose, commercial, advertising, or otherwise, on or
in connection with the Site or the promotion thereof, to prepare derivative works
of, or incorporate into other works, such User Content, and to grant and authorize
sublicenses of the foregoing. You may remove your User Content from the Site at
any time. If you choose to remove your User Content, the license granted above will
automatically expire, however you acknowledge that the Company may retain archived
copies of your User Content. vipze store does not assert any ownership over your
User Content; rather, as between us and you, subject to the rights granted to us
in these Terms, you retain full ownership of all of your User Content and any intellectual
property rights or other proprietary rights associated with your User Content.
vipze store Mobile Services (These Services will be available in the Future)
The Service includes certain services that are available via your mobile phone,
including (i) the ability to upload content to vipze store via your mobile phone
(Mobile Uploads), (ii) the ability to receive and reply to vipze store messages,
to poke and receive pokes and to write wall posts using text messaging (Mobile Texts),
(iii) the ability to browse vipze store from your mobile phone (Mobile Web), and
(iv) the ability to access certain vipze store features through a mobile application
you have downloaded and installed on your mobile phone (Mobile Client) (collectively
the "Mobile Services"). We do not charge for these Mobile Services. However, your
carrier's normal messaging, data and other rates and fees will still apply. You
should check with your carrier to find out what plans are available and how much
they cost. In addition, downloading, installing, or using certain Mobile Services
may be prohibited or restricted by your carrier, and not all Mobile Services may
work with all carriers or devices. Therefore, you should check with your carrier
to find out if the Mobile Services are available for your mobile devices, and what
restrictions, if any, may be applicable to your use of such Mobile Services. By
using the Mobile Services, you agree that we may communicate with you regarding
vipze store and other entities by SMS, MMS, text message or other electronic means
to your mobile device and that certain information about your usage of the Mobile
Services may be communicated to us. In the event you change or deactivate your mobile
telephone number, you agree to promptly update your vipze store account information
to ensure that your messages are not sent to the person that acquires your old number.
Copyright Complaints
We respect the intellectual property rights of others and we prohibit users from
uploading, posting or otherwise transmitting on the vipze store website or service
any materials that violate another party's intellectual property rights. When we
receive proper Notification of Alleged Copyright Infringement as described in our
vipze store Copyright Policy, we promptly remove or disable access to the allegedly
infringing material and terminate the accounts of repeat infringers as described
herein in accordance with the Digital Millennium Copyright Act. If you believe that
any material on the Site infringes upon any copyright which you own or control,
you may send a written notification of such infringement to our Designated Agent.
Please see our vipze store Copyright Policy for more information on how to report
infringement of your copyright.
Repeat Infringer Policy
In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable
law, Company has adopted a policy of terminating, in appropriate circumstances and
at Company's sole discretion, members who are deemed to be repeat infringers. Company
may also at its sole discretion limit access to the Site and/or terminate the memberships
of any users who infringe any intellectual property rights of others, whether or
not there is any repeat infringement.
Third Party Websites and Content
The Site contains (or you may be sent through the Site or the Service) links to
other web sites ("Third Party Sites") as well as articles, photographs, text, graphics,
pictures, designs, music, sound, video, information, applications, software and
other content or items belonging to or originating from third parties (the "Third
Party Applications, Software or Content"). Such Third Party Sites and Third Party
Applications, Software or Content are not investigated, monitored or checked for
accuracy, appropriateness, or completeness by us, and we are not responsible for
any Third Party Sites accessed through the Site or any Third Party Applications,
Software or Content posted on, available through or installed from the Site, including
the content, accuracy, offensiveness, opinions, reliability, privacy practices or
other policies of or contained in the Third Party Sites or the Third Party Applications,
Software or Content. Inclusion of, linking to or permitting the use or installation
of any Third Party Site or any Third Party Applications, Software or Content does
not imply approval or endorsement thereof by us. If you decide to leave the Site
and access the Third Party Sites or to use or install any Third Party Applications,
Software or Content, you do so at your own risk and you should be aware that our
terms and policies no longer govern. You should review the applicable terms and
policies, including privacy and data gathering practices, of any site to which you
navigate from the Site or relating to any applications you use or install from the
site.
Share Service
Company offers a feature whereby users of the Site can share with others or post
to their own member profile, videos, articles and other Third Party Applications,
Software or Content from, and/or links to, Third Party Sites through the Service
(the "Share Service"). You acknowledge and agree that your use of the Share Services
and all links, User Content or Third Party Applications, Software or Content shared
through the Share Service is subject to, and will fully comply with the user conduct
rules set forth above and the other terms and conditions set forth in these Terms
of Use.
Use of Share Links by Online Content Providers
Subject to the terms and conditions of these Terms of Use, Third Party Sites that
meet the requirements set forth below may place a Share Link (as described below),
in the form approved by Company, on pages of their web sites to facilitate use of
the Share Service. A Third Party Site that posts a Share Link on its web site is
referred to herein as an "Online Content Provider" and shall abide and be subject
to the applicable sections of these Terms of Use. A "Share Link" is a button and/or
a text link appearing on an Online Content Provider's web page that, upon being
clicked by a user, enables us to launch a sharing mechanism through which users
can share with others or post to their own member profile, links and content from
that page.
In the event that the Share Link is a button that contains any icons or other graphic
images, trademarks or other proprietary materials of the Company, Online Content
Provider is granted permission to use such images, trademarks or other materials
solely for the purpose of placing the Share Link on Online Content Provider's site
and solely in the current form provided by the Company. In the event that the Share
Link is a text link, it must include the word "vipze store" as part of the link.
The rights granted in this paragraph may be revoked by Company at any time with
or without cause in its sole discretion, and upon such termination, Online Content
Provider agrees to immediately remove all Share Links from its site.
In order for an Online Content Provider to include a Share Link on its pages, the
Third Party Site must not contain any web content that if shared or posted by a
user would be a violation of the user conduct rules set forth above. Without limiting
the forgoing, Online Content Provider agrees not to post a Share Link on any web
site that contains, and represents and warrants that such web site does not and
will not contain, any content that is infringing, harmful, threatening, unlawful,
defamatory, abusive, inflammatory, harassing, vulgar, obscene, lewd, fraudulent,
or invasive of privacy or publicity rights or that may expose Company or its users
to any harm or liability of any type. Upon including of a Share Link, Online Content
Provider agrees to defend, indemnify and hold the Company, its subsidiaries and
affiliates, and each of their directors, officers, agents, contractors, partners
and employees, harmless from and against any loss, liability, claim, demand, damages,
costs and expenses, including reasonable attorney's fees, arising out of or in connection
with such Share Link, any links, content or other items or materials which may be
shared or posted through such Share Link, or any breach or alleged breach of the
foregoing representations and warranties.
By including a Share Link, Online Content Provider automatically grants, and represents
and warrants that it has the right to grant, to the Company an irrevocable, perpetual,
non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense)
to use the Share Service in order to link to, use, copy, publish, stream, publicly
perform, publicly display, reformat, translate, excerpt (in whole or in part), summarize,
and distribute the content, links and other materials of any kind residing on any
web pages on which Online Content Provider places the Share Link.
vipze store Pages
vipze store Pages are special profiles used solely for commercial, political, or
charitable purposes. You may not set up a vipze store Page on behalf of another
individual or entity unless you are authorized to do so. This includes fan vipze
Store Pages, as well as vipze store Pages to support or criticize another individual
or entity.
vipze store DOES NOT PRE-SCREEN OR APPROVE vipze store PAGES, AND CANNOT GUARANTEE
THAT A vipze store PAGE WAS ACTUALLY CREATED AND IS BEING OPERATED BY THE INDIVIDUAL
OR ENTITY THAT IS THE SUBJECT OF A vipze store PAGE. NOR IS vipze store RESPONSIBLE
FOR THE CONTENT OF ANY vipze store PAGE, OR ANY TRANSACTIONS ENTERED INTO OR OTHER
ACTIONS TAKEN ON OR IN CONNECTION WITH ANY vipze store PAGE, INCLUDING HOW THE OWNER
OF THE vipze store PAGE COLLECTS, HANDLES, USES AND / OR SHARES ANY PERSONAL INFORMATION
IT MAY COLLECT FROM USERS (PLEASE REVIEW THE vipze store PRIVACY POLICY IF YOU HAVE
ANY QUESTIONS OR CONCERNS REGARDING THE USE OR SHARING OF YOUR PERSONAL INFORMATION).
YOU SHOULD BE CAREFUL BEFORE PROVIDING ANY PERSONAL INFORMATION TO OR ENTERING INTO
ANY TRANSACTION IN CONNECTION WITH A vipze store PAGE.
In addition to these Terms of Use, vipze store Pages are subject to and governed
by certain Additional Terms Applicable to vipze store Pages. The Additional Terms
Applicable to vipze store Pages control in the event of any conflict between them
and the Terms of Use.
Notification & Payment (Social Networking Bonus)
Anyone eligible to receive payments from vipze store will receive only email notifications
to the email on record at time of registration. It is the responsibility of the
recipient to acknowledge and respond to email notifications sent via email, from
vipze store corporate. Upon completion of the necessary documentation, vipze store
will arrange to transfer earned monies to the recipient via any payment method deemed
appropriate by vipze store. The recipient will be responsible for the cost of the
transaction associated with the transfer of funds; hence, the amount of money sent
will represent net proceeds. All documentation will be acknowledged and tracked
in the ABC, or back office management system. vipze store will not, under any circumstances,
send monies until the recipient accrues or accumulates a minimum of net $25.00 US.
Moreover, monies will be sent monthly but will be tracked and reported weekly through
the ABC. All recipients in the USA, will be required to provide a SSN (Social Security
Number) and if qualified, will receive a 1099 form vipze store. Those outside the
borders of the USA, will be personally responsible for handling all tax matters
in the country of residence. All payments are made in US Dollars. vipze store reserves
the right to review, thoroughly audit and challenge any and all payments. If fraud
or other misrepresentations are recognized, vipze store will suspend all payments
until the matter can be audited and legitimacy validated. Anyone over the age of
13 is eligible to receive remuneration with parent’s consent and all parties understand
that no contract exists with vipze store and that said monies are paid according
to the recorded compensation plan through a bonus pool structure. All parties are
free to participate and there are no purchase or sale requirements imposed on anyone
by vipze store. Only parties 18 or over are eligible to pursue one of the business
opportunities associated with vipze store.
User Disputes
You are solely responsible for your interactions with other vipze store users. We
reserve the right, but have no obligation, to monitor disputes between you and other
users.
Privacy
We care about the privacy of our users. Please find the link to our Privacy Policy
on our Home Page. By using the Site or the Service, you are consenting to have your
personal data transferred to and processed in the United States.
Disclaimers
The Company is not responsible or liable in any manner for any User Content or Third
Party Applications, Software or Content posted on the Site or in connection with
the Service, whether posted or caused by users of the Site, by vipze store, by third
parties or by any of the equipment or programming associated with or utilized in
the Site or the Service. Although we provide rules for user conduct and postings,
we do not control and are not responsible for what users post, transmit or share
on the Site and are not responsible for any offensive, inappropriate, obscene, unlawful
or otherwise objectionable content you may encounter on the Site or in connection
with any User Content or Third Party Applications, Software or Content. The Company
is not responsible for the conduct, whether online or offline, of any user of the
Site or Service.
The Site and the Service may be temporarily unavailable from time to time for maintenance
or other reasons. Company assumes no responsibility for any error, omission, interruption,
deletion, defect, delay in operation or transmission, communications line failure,
theft or destruction or unauthorized access to, or alteration of, User communications.
The Company is not responsible for any technical malfunction or other problems of
any telephone network or service, computer systems, servers or providers, computer
or mobile phone equipment, software, failure of email or players on account of technical
problems or traffic congestion on the Internet or at any Site or combination thereof,
including injury or damage to User's or to any other person's computer, mobile phone,
or other hardware or software, related to or resulting from using or downloading
materials in connection with the Web and/or in connection with the Service, including
any Mobile Client software. Under no circumstances will the Company be responsible
for any loss or damage, including any loss or damage to any User Content or personal
injury or death, resulting from anyone's use of the Site or the Service, any User
Content or Third Party Applications, Software or Content posted on or through the
Site or the Service or transmitted to Users, or any interactions between users of
the Site, whether online or offline.
THE SITE, THE SERVICE (INCLUDING THE MOBILE SERVICES, THE SHARE SERVICE AND THE
MARKETPLACE SERVICE), ANY PLATFORM APPLICATIONS AND THE SITE CONTENT ARE PROVIDED
"AS-IS" AND THE COMPANY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER
EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE COMPANY CANNOT GUARANTEE AND DOES
NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SITE AND/OR THE SERVICE AND/OR
ANY PLATFORM APPLICATIONS. COMPANY DOES NOT REPRESENT OR WARRANT THAT SOFTWARE,
CONTENT OR MATERIALS ON THE SITE, THE SERVICE OR ANY PLATFORM APPLICATIONS ARE ACCURATE,
COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE SITE OR SERVICE ITS SERVERS,
OR ANY PLATFORM APPLICATIONS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE,
YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH SOFTWARE, CONTENT
OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES.
WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE
OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE (INCLUDING ANY MOBILE CLIENT) FROM OR
THROUGH THE SERVICE AND ANY PLATFORM APPLICATIONS AT YOUR OWN DISCRETION AND RISK
AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO
YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT
MAY RESULT.
The Company reserves the right to change any and all content, software and other
items used or contained in the Site and any Services and Platform Applications offered
through the Site at any time without notice. Reference to any products, services,
processes or other information, by trade name, trademark, manufacturer, supplier
or otherwise does not constitute or imply endorsement, sponsorship or recommendation
thereof, or any affiliation therewith, by Company.
Limitation on Liability
IN NO EVENT WILL COMPANY OR ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU
OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL
OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR
USE OF THE SITE OR THE SERVICE, ANY PLATFORM APPLICATIONS OR ANY OF THE SITE CONTENT
OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE SITE, EVEN IF THE
COMPANY IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE COMPANY'S LIABILITY TO YOU FOR ANY
CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE
LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO COMPANY FOR THE SERVICE DURING THE
TERM OF MEMBERSHIP, BUT IN NO CASE WILL THE COMPANY'S LIABILITY TO YOU EXCEED $100
YOU ACKNOWLEDGE THAT IF NO FEES ARE PAID TO COMPANY FOR THE SERVICE, YOU SHALL BE
LIMITED TO INJUNCTIVE RELIEF ONLY, UNLESS OTHERWISE PERMITTED BY LAW, AND SHALL
NOT BE ENTITLED TO DAMAGES OF ANY KIND FROM COMPANY, REGARDLESS OF THE CAUSE OF
ACTION.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION
OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE
ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE
ADDITIONAL RIGHTS.
Termination
The Company may terminate your membership, delete your profile and any content or
information that you have posted on the Site or through any Platform Application
and/or prohibit you from using or accessing the Service or the Site or any Platform
Application (or any portion, aspect or feature of the Service or the Site or any
Platform Application) for any reason, or no reason, at any time in its sole discretion,
with or without notice, including if it believes that you are under 13, or under
18 and not in high school or college. When we are notified that a user has died,
we will generally, but are not obligated to, keep the user's account active under
a special memorialized status for a period of time determined by us to allow other
users to post and view comments.
Governing Law; Venue and Jurisdiction
By visiting or using the Site and/or the Service, you agree that the laws of the
State of Delaware, without regard to principles of conflict of laws, will govern
these Terms of Use and any dispute of any sort that might arise between you and
the Company or any of our affiliates. With respect to any disputes or claims not
subject to arbitration (as set forth below), you agree not to commence or prosecute
any action in connection therewith other than in the state and federal courts of
Tennessee, and you hereby consent to, and waive all defenses of lack of personal
jurisdiction and forum non convenience with respect to, venue and jurisdiction in
the state and federal courts of Tennessee.
Arbitration
YOU AND COMPANY AGREE THAT, EXCEPT AS MAY OTHERWISE BE PROVIDED IN REGARD TO SPECIFIC
SERVICES ON THE SITE IN ANY SPECIFIC TERMS APPLICABLE TO THOSE SERVICES, THE SOLE
AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY
WAY TO OR ARISING OUT OF THESE TERMS OF USE, THE SITE AND/OR THE SERVICE (INCLUDING
YOUR VISIT TO OR USE OF THE SITE AND/OR THE SERVICE) SHALL BE FINAL AND BINDING
ARBITRATION, except that: (a) to the extent that either of us has in any manner
infringed upon or violated or threatened to infringe upon or violate the other party's
patent, copyright, trademark or trade secret rights, or you have otherwise violated
any of the user conduct rules set forth above or in the Code of Conduct then the
parties acknowledge that arbitration is not an adequate remedy at law and that injunctive
or other appropriate relief may be sought; and (b) no disputes or claims relating
to any transactions you enter into with a third party may be arbitrated.
Arbitration under this Agreement shall be conducted by the American Arbitration
Association (the "AAA") under its Commercial Arbitration Rules and, in the case
of consumer disputes, the AAA's Supplementary Procedures for Consumer Related Disputes
( the "AAA Consumer Rules") (collectively the "AAA Rules"). The location of the
arbitration and the allocation of costs and fees for such arbitration shall be determined
in accordance with such AAA Rules and shall be subject to the limitations provided
for in the AAA Consumer Rules (for consumer disputes). If such costs are determined
to be excessive in a consumer dispute, the Company will be responsible for paying
all arbitration fees and arbitrator compensation in excess of what is deemed reasonable.
The arbitrator's award shall be binding and may be entered as a judgment in any
court of competent jurisdiction.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER
THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING
ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE,
AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim,
action or proceeding by you related in any way to the Site and/or the Service (including
your visit to or use of the Site and/or the Service) be instituted more than three
(3) years after the cause of action arose.
Indemnity
You agree to indemnify and hold the Company, its subsidiaries and affiliates, and
each of their directors, officers, agents, contractors, partners and employees,
harmless from and against any loss, liability, claim, demand, damages, costs and
expenses, including reasonable attorney's fees, arising out of or in connection
with any User Content, any Third Party Applications, Software or Content you post
or share on or through the Site (including through the Share Service), your use
of the Service or the Site, your conduct in connection with the Service or the Site
or with other users of the Service or the Site, or any violation of this Agreement
or of any law or the rights of any third party.
Submissions
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback
or other information about the Site or the Service ("Submissions"), provided by
you to Company are non-confidential and shall become the sole property of Company.
Company shall own exclusive rights, including all intellectual property rights,
and shall be entitled to the unrestricted use and dissemination of these Submissions
for any purpose, commercial or otherwise, without acknowledgment or compensation
to you.
Definitions and Constructions
Unless otherwise specified, the terms "includes", "including", "e.g.,", "for example",
and other similar terms are deemed to include the term "without limitation" immediately
thereafter. Terms used in these Terms with the initial letter(s) capitalized will
have the meaning attributed to them in these Terms.
Other
These Terms of Use constitute the entire agreement between you and Company regarding
the use of the Site and/or the Service, superseding any prior agreements between
you and Company relating to your use of the Site or the Service. The failure of
Company to exercise or enforce any right or provision of these Terms of Use shall
not constitute a waiver of such right or provision in that or any other instance.
If any provision of this Agreement is held invalid, the remainder of this Agreement
shall continue in full force and effect. If any provision of these Terms of Use
shall be deemed unlawful, void or for any reason unenforceable, then that provision
shall be deemed severable from these Terms of Use and shall not affect the validity
and enforceability of any remaining provisions.