How to Draft an Effective Terms of Use Agreement
A Terms of Use Agreement is an important document that outlines the rules and regulations that govern the use of a website, app, or other online service. It is essential for businesses to have a Terms of Use Agreement in place to protect their interests and ensure that users understand the rules of the service.
When drafting a Terms of Use Agreement, it is important to consider the following:
1. Scope: The scope of the agreement should be clearly defined. This includes outlining the services provided, the geographic area in which the services are available, and any other relevant information.
2. User Rights and Responsibilities: The agreement should outline the rights and responsibilities of users, such as the right to access the service, the right to use the service for its intended purpose, and the responsibility to abide by the terms of the agreement.
3. Intellectual Property Rights: The agreement should include a section outlining the intellectual property rights of the business, such as copyright, trademark, and patent rights.
4. Limitation of Liability: The agreement should include a section outlining the limitations of liability of the business, such as disclaimers of warranties and limitations of damages.
5. Termination: The agreement should include a section outlining the circumstances under which the agreement may be terminated, such as breach of the agreement or termination by either party.
6. Governing Law: The agreement should include a section outlining the governing law of the agreement, such as the laws of a particular state or country.
7. Dispute Resolution: The agreement should include a section outlining the process for resolving disputes, such as arbitration or mediation.
By including these elements in a Terms of Use Agreement, businesses can ensure that their interests are protected and that users understand the rules of the service.
What to Include in Your Terms of Use Agreement
1. Introduction: This Terms of Use Agreement (the “Agreement”) is a legally binding agreement between [Company Name] (“Company”) and you (“User”). This Agreement governs your use of the Company’s website, products, and services (collectively, the “Services”).
2. Acceptance of Terms: By using the Services, you agree to be bound by this Agreement. If you do not agree to the terms of this Agreement, you may not use the Services.
3. Modification of Terms: The Company reserves the right to modify this Agreement at any time. Any modifications will be effective immediately upon posting the modified Agreement on the Company’s website. Your continued use of the Services after any modifications have been posted constitutes your acceptance of the modified Agreement.
4. User Accounts: In order to use certain features of the Services, you may be required to create an account. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your account or password.
5. User Content: You are solely responsible for any content you post or submit through the Services. You agree not to post or submit any content that is unlawful, defamatory, obscene, or otherwise objectionable.
6. Proprietary Rights: The Company owns all rights, title, and interest in and to the Services, including all intellectual property rights. You agree not to reproduce, duplicate, copy, sell, resell, or exploit any portion of the Services without the express written permission of the Company.
7. Disclaimer of Warranties: The Services are provided “as is” and “as available” without any warranties of any kind. The Company disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
8. Limitation of Liability: The Company shall not be liable for any damages of any kind arising from the use of the Services, including but not limited to direct, indirect, incidental, punitive, and consequential damages.
9. Indemnification: You agree to indemnify and hold harmless the Company from and against any and all claims, damages, losses, liabilities, costs, and expenses (including attorneys’ fees) arising out of or related to your use of the Services.
10. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [State], without regard to its conflict of law provisions.
11. Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
12. Entire Agreement: This Agreement constitutes the entire agreement between you and the Company and supersedes any prior agreements between you and the Company.
The Benefits of Having a Terms of Use Agreement
Having a Terms of Use Agreement is an important part of any business or website. It is a legally binding document that outlines the rules and regulations that users must follow when using the website or service. It also outlines the rights and responsibilities of both the user and the website or service provider.
The primary benefit of having a Terms of Use Agreement is that it helps to protect the website or service provider from potential legal issues. By outlining the rules and regulations that users must follow, it helps to ensure that the website or service provider is not held liable for any actions taken by the user. This is especially important for websites or services that involve the exchange of money or other sensitive information.
A Terms of Use Agreement also helps to protect the user. By outlining the rights and responsibilities of both the user and the website or service provider, it helps to ensure that the user is aware of what they can and cannot do while using the website or service. This helps to ensure that the user is not taken advantage of or subjected to any unfair practices.
Finally, having a Terms of Use Agreement helps to create a sense of trust between the user and the website or service provider. By outlining the rules and regulations that both parties must follow, it helps to create a sense of security and trust between the two parties. This helps to ensure that the user feels comfortable using the website or service and that the website or service provider is providing a safe and secure environment for the user.
In conclusion, having a Terms of Use Agreement is an important part of any business or website. It helps to protect both the user and the website or service provider from potential legal issues, while also creating a sense of trust between the two parties. By outlining the rights and responsibilities of both parties, it helps to ensure that the user is aware of what they can and cannot do while using the website or service.
How to Update Your Terms of Use Agreement
Updating your Terms of Use Agreement is an important step in protecting your business and ensuring that your customers understand the terms of their agreement with you. Here are some tips for updating your Terms of Use Agreement:
1. Review Your Current Agreement: Before making any changes to your Terms of Use Agreement, it is important to review your current agreement to ensure that it is up-to-date and reflects your current business practices.
2. Consider Your Business Needs: When updating your Terms of Use Agreement, consider the needs of your business. Make sure that the agreement reflects any changes in your business practices or services.
3. Make Changes to Your Agreement: Once you have reviewed your current agreement and considered your business needs, make any necessary changes to your Terms of Use Agreement. Be sure to include any new terms or conditions that you want to include in the agreement.
4. Notify Your Customers: Once you have updated your Terms of Use Agreement, it is important to notify your customers of the changes. You can do this by sending out an email or posting a notice on your website.
5. Get Legal Advice: If you are unsure about any of the changes you are making to your Terms of Use Agreement, it is important to get legal advice. A lawyer can help you ensure that your agreement is legally binding and enforceable.
By following these tips, you can ensure that your Terms of Use Agreement is up-to-date and reflects your current business practices. This will help protect your business and ensure that your customers understand the terms of their agreement with you.
Understanding the Legal Implications of Terms of Use Agreements
Terms of Use agreements are legally binding documents that govern the relationship between a website or service provider and its users. It is important to understand the legal implications of these agreements in order to protect yourself and your rights.
The most important aspect of a Terms of Use agreement is that it outlines the rights and responsibilities of both parties. It is important to read and understand the agreement before agreeing to it, as it will outline the terms of service, including any restrictions or limitations on the use of the website or service. It will also outline the rights and responsibilities of the user, such as the right to privacy, the right to terminate the agreement, and any other rights or obligations that the user may have.
In addition, the Terms of Use agreement will outline the legal remedies available to both parties in the event of a dispute. This includes the right to seek damages, the right to seek injunctive relief, and the right to seek other remedies as provided by law. It is important to understand these remedies and how they may apply to your situation.
Finally, the Terms of Use agreement will outline the governing law and jurisdiction that will apply to any disputes that may arise. This is important to understand, as it will determine which court will have jurisdiction over any disputes that may arise.
It is important to understand the legal implications of Terms of Use agreements in order to protect yourself and your rights. By reading and understanding the agreement, you can ensure that you are aware of your rights and obligations and that you are protected in the event of a dispute.
ARBITRATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF CONTROVERSIES DESCRIBED IN THE ARBITRATION AGREEMENT SECTION BELOW, YOU AGREE THAT CONTROVERSIES UNDER THESE TERMS WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
Your Responsibilities
You are responsible for acquiring and maintaining at your own expense all necessary hardware and services required for accessing and using the Services. When you register with us and every time you access the Services, you may provide us with certain personal information. You agree that we may use any information we obtain about you in accordance with our Privacy Notice and that you have no ownership or proprietary interest in your account other than as specified in these Terms. If you choose to register with us, you agree to: (a) provide information that is true, accurate, current, and complete as prompted by the registration form; and (b) maintain and update this information to keep it true, accurate, current, and complete at all times. If any of the information you provide is or becomes untrue, inaccurate, or insufficient, we reserve the right to terminate your account and access to the Services. Moreover, you agree not to use the Services to: (a) violate any local, state, national, or international law or regulation; (b) transmit any material that is abusive, harassing, tortious, defamatory, vulgar, pornographic, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; (c) transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam,
Membership and Involvement on the Sites
You must be at least thirteen (13) years old to participate in any activities or services offered on our Sites or to become a member and receive membership benefits, and you must be at least eighteen (18) years old to participate in our A-List Invitations and other specific engagements. You may not need to be a member to participate in certain contests, sweepstakes, and/or special events; however, you must meet the event’s minimum age requirements (such as being at least twenty-one (21) years old).
Each contest, sweepstakes, and/or special event will have its own set of rules and conditions, which will be posted on our websites. For these activities, we will not knowingly collect personal information from visitors under sixteen (16) years of age. Upon discovery of a person under the age of sixteen (16) participating in such activities, his/her registration or participation will be immediately canceled and all personal information will be removed from our files.
Registration is required to access certain services, including, but not limited to, the saving of favorite restaurants and fashion looks, user ratings, listing reviews, and the posting of blog and article comments. We will handle your registration information in accordance with our Privacy Notice, which you should review prior to registering with us.
Membership registration may necessitate the selection of a password and member name. You are responsible for keeping your password and all account information secure. You agree to notify us immediately of any unauthorized use of your password or other membership account information, and to indemnify and hold harmless the Sites, their parents, affiliates, subsidiaries, and partners for any improper or illegal use of your password.
Please keep us updated on any changes to your membership, personal contact, and email information. Using the controls on your profile page, you can modify or update specific information in your membership record. You can deactivate your account by contacting us. If your email address is deleted, becomes inactive, or is inaccessible for an extended period of time, we may cancel your membership and delete all or part of your membership profile, as permitted by law and in accordance with our security measures. If you violate any provision of this Agreement or our Privacy Notice, we reserve the right to terminate your membership and prohibit your participation in any or all of the Site’s activities.
User-Generated Content and Interactive Areas
For the enjoyment of our visitors, we may provide chat rooms, article and blog comment posting areas, reader photo upload, reader ratings and reviews, saving favorite restaurants or fashion looks, bulletin boards (also referred to as message boards), SMS text messaging, and mobile alerts (collectively, “Interactive Areas”). You must be at least thirteen (13) years old to participate in the Interactive Areas of the Sites. General members of the online communities of the Sites may have the option to register for participation in the Interactive Areas when they initially apply for membership and may be required to choose a member name and password for the Interactive Areas. Interactive Areas that are not conducted, operated, or managed by the Sites may require a unique registration procedure.
Any User Submissions or postings made by visitors to certain areas of the Sites, including, but not limited to, Interactive Areas, will be made public and posted in public areas of our Sites. The Sites, their parents, partners, affiliates, subsidiaries, members, directors, officers, and employees, as well as any contract or operational providers that conduct, operate, and/or manage the Sites’ Interactive Areas, are not liable for the actions of visitors or third parties regarding any information, materials, or content posted, uploaded, or transmitted in these Interactive Areas.
We do not claim ownership of any information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials you submit for display or distribution through the Services, including any such materials submitted through Interactive Areas (collectively, “User Submissions”). As between you and us, all rights to your User Submissions belong to you. To the contrary, you grant us and our affiliates, representatives, sublicensees, and assigns an irrevocable, perpetual, non-exclusive, sub-licensable, royalty-free and fully-paid, worldwide license (sublicensable through multiple tiers) to use, distribute, syndicate, license, reproduce, modify, adapt, publish, translate, publicly perform, create derivative works, and publicly display your User Submissions. You irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attributions regarding your User Submissions. We reserve the right, without compensation, to display advertisements alongside User Submissions and to use User Submissions for advertising and promotional purposes. These advertisements may be tailored to the stored content or data on the Services. In exchange for granting you access to and use of the Services, you consent to the placement of these advertisements throughout the Services. You agree that you are solely responsible for all of your User Submissions, as we do not pre-screen them. By engaging in any of the above activities, all visitors and members agree to abide by the Sites’ codes of conduct. The Sites may or may not review postings to public areas prior to their appearance. However, the Sites reserve the right to modify, delete, or remove, in whole or in part, any postings in Interactive Areas and to terminate or suspend access to such areas for conduct that, in our sole judgment, interferes with the enjoyment of our Sites by others. In addition, the Sites will work with local, state, and/or federal authorities to comply with the law.
We are not obligated to store, host, display, or distribute any User Submissions, and we reserve the right to remove or reject any User Submissions at any time. We are not responsible for any loss, theft, or damage to User Submissions of any kind. You represent and warrant that your User Submissions and our authorized use of such submissions do not and will not violate any third-rights. party’s (including, without limitation, intellectual property rights, rights of privacy or publicity, or any other legal or moral rights). Your User Submissions must not violate our policies. You may not represent or imply that we provide, sponsor, or endorse your User Submissions in any manner. Please consider the risks associated with disclosing personally identifiable information (such as name, phone number, or street address) about yourself or others in Interactive Areas, including when connecting to the Sites through a third-party service. You, not we, are responsible for the consequences of sharing personal information, such as your home address or the home addresses of others, in public areas of the Service.
We own all rights, titles, and interests in any compilation, collective work, or other work derived from your content that we create or incorporate (but not your original content). When you use a feature on the Services that enables users to share, transform, readapt, modify, or combine user content with other content, you grant us and our users an irrevocable, non-exclusive, royalty-free, perpetual, right and license in the universe to use, reproduce, modify, display, remix, perform, distribute, redistribute, adapt, promote, create derivative works, and syndicate your content in any medium and via any form of technology or distribution and to p. The rights granted in this section 2 survive the expiration or termination of these Terms.
All content and materials provided through the Services are intended solely for general information, general discussion, education, and enjoyment. Do not assume that we have verified or endorsed this content. The content is provided “as is,” and your use or reliance on it is at your sole risk.
Our websites contain the facts, perspectives, opinions, and declarations of third parties, visitors, and other organizations. The Sites, their parents, affiliates, and subsidiaries do not guarantee or endorse the accuracy or dependability of any advice, opinion, statement, or other information displayed or distributed via the Sites. You agree that any reliance on such advice, opinions, statements, or other information shall be at your sole risk, and that the Sites, their parents, affiliates, and subsidiaries shall not be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused in any way whatsoever in connection with any advice, opinions, statements, or other information displayed or distributed on our Sites.
We do our best to encourage comfort and discourage disruptive communication. Additionally, we prohibit disruptive statements that encourage others to violate our standards. We encourage your involvement in maintaining our standards. You are responsible for any and all content that you publish, email, transmit, upload, or otherwise make accessible via our Sites. You agree not to make available through the Interactive Areas or the Sites any content that:
is unlawful, harmful to adults or minors, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; infringes any patent, trademark, trade secret, copyright, right to privacy or publicity, or other proprietary rights of any person; contains unauthorized advertising or solicits other visitors; or is intended by the visitor to interrupt,
You may be able to post reviews of events, films, restaurants, and other businesses (“Reviews”) on the Sites. These Reviews are subject to the terms of this Agreement, including your agreement regarding your use of Interactive Areas. Reviews do not represent the opinions of the Sites, their parents, affiliates or subsidiaries, operational providers, or any of their respective employees, officers, or shareholders. The Sites assume no responsibility or liability for any Reviews or for any claims, damages, or losses resulting from the use of this service or its Materials. Reviews submitted to the Sites are owned by the Sites exclusively and in perpetuity. The Sites, their parents, subsidiaries, and affiliates have the unrestricted, perpetual, and exclusive right to use, reproduce, modify, translate, transmit, distribute, and otherwise exploit any and all materials and communications. There shall be no obligation to provide credit or compensation for any Reviews you submit. The Sites reserve the right, at any time and at our sole discretion, to delete or modify any review that we determine violates the terms of this Agreement or general standards of good taste. We strive to maintain a high level of integrity with our user-submitted Reviews, and any submission that is determined to be dishonest in any way and threatens the quality of our Reviews as a whole will be removed.
The Sites may permit users to upload photographs online (“Photo”). The submission of a Photo is subject to the terms of this Agreement, including your agreement regarding the use of Interactive Areas. In submitting a Photo and clicking the “I agree” box on the submission form, you represent and warrant that: (1) you are the person in the Photo or the owner of the Photo and consent to the Uses of the Photo by the Sites; (2) you are thirteen (13) years of age or older; (3) you have submitted the Photo using your legal name and accurate personal information and consent to the Uses; (4) you are either the holder of the copyright in the Photo or an authorized licensee; and (5) you have the In addition, you expressly release the Sites and their licensees, successors, and assigns from any privacy, defamation, or other claims relating to the use of any Photo you submit to the Sites. Please contact us if you find an objectionable Photo or if you have any questions about this Agreement.
The Sites make an effort to make their Interactive Areas entertaining. All races, religions, genders, nationalities, sexual orientations, and points of view are welcome in our chat rooms. When unsure of how to behave in our Interactive Areas, please keep in mind that although the venue is virtual, the participants are real people. We request that you show respect to others. In addition to other available remedies, any conduct by a participant in the Interactive Areas that violates this Agreement in any way may result in the suspension or termination of the visitor’s registration and access to the Sites, as determined solely by the Sites. The Sites may provide interactive activities on a variety of topics, but our staff or volunteer hosts participating in these activities do not provide professional advice and speak from their own experience or opinion, as is helpful for facilitating the dialogue. These hosts make no claims of expert knowledge or authority. Additionally, we may post additional guidelines and/or a code of conduct for particular Interactive Areas or events. Any additional rules posted will be added to this Agreement. In the event of a conflict between the rules of a specific event and this Agreement, the specific event’s rules will take precedence. Please contact us if you find objectionable content or have any questions about this Agreement.
Publications Made By Users By means of Chorus Story Editor
If you do not have a contract with the publisher of a property hosted on the Chorus Platform as a paid contributor, but you are given the right to publish content to one or more of the properties on the Chorus platform for which you do not have a contributor contract, you are designated as a “Trusted Access User” or “Community Insider” with respect to that property (ies). You are contributing voluntarily as a Trusted Access User, and there are no ongoing expectations or requirements for your contributions other than your adherence to these Terms and any Community Guidelines. You acknowledge that as a Trusted Access User, you have no expectation of compensation for your contributions. Although Vox Media, Inc. will own the copyrights to any content you publish as a Trusted Access User, you will retain a perpetual, royalty-free license to use and distribute any content you publish as a Trusted Access User.
POPSUGAR “SAMPLE SQUAD” OR “DABBLE” PROGRAM
To join POPSUGAR’s Sample Squad/Dabble and receive samples from third-party companies, you must reside in the United States and register. One sample per household is permitted, and samples are available while supplies last. Not POPSUGAR or Vox Media, but the third party company named on the sample provides samples. Vox Media makes no representations or warranties regarding any sample provided or offered, and you acknowledge and agree that any reliance on representations and warranties provided by the third party company brand is at your own risk. Vox Media disclaims and you agree to assume all responsibility and liability resulting from your use of the samples, whether to you or to third parties.
“BRIGHT-SIDERS” are members of the POPSUGAR INSIGHT COMMUNITY.
The POPSUGAR Insight Community/Bright-Siders allows readers and users of POPSUGAR to participate in surveys, opinion polls, and/or online discussions regarding specific products, services, and/or features that POPSUGAR or its partners have released or implemented, or that POPSUGAR or its partners currently offer, may release or implement in the future. Participation in the program is strictly by invitation only, entirely voluntary, and governed by these Terms of Service.
Infringement of Copyright and Trademark Rights
We are respectful of others’ intellectual property rights. Consequently, we have a policy of removing User Submissions that violate copyright law, suspending access to the Services (or any portion thereof) for any user who uses the Services in violation of copyright law, and/or terminating the account of any user who uses the Services in violation of copyright law in appropriate circumstances. In accordance with Section 512 of Title 17 of the United States Code, the Digital Millennium Copyright Act of 1998 (the “DMCA”), we have implemented procedures for receiving written notice of alleged copyright infringement and processing such notices in accordance with the law. If you believe that a user of the Services is infringing your intellectual property rights, please send written notice to our agent listed below for notice of claims of intellectual property infringement.
Washington, DC 20036 Vox Media Inc., 1201 Connecticut Ave. NW, 11th Floor
Email: copyright@voxmedia.com
Your written notice must: (a) include your physical or electronic signature; (b) identify the copyrighted work allegedly infringed; (c) identify the allegedly infringing material with sufficient specificity to permit us to locate it; (d) contain adequate information by which we can contact you (including postal address, telephone number, and email address); and (e) include a statement that you have a good faith belief that use of the copyrighted material infringes your rights. Please do not send our designated copyright agent any notices or inquiries unrelated to alleged copyright infringement.
If you believe that your trademark is being used in a manner that constitutes trademark infringement anywhere on the Services, the owner or an agent of the owner may notify us at copyright@voxmedia.com. We request that all complaints include the exact identity of the complainant, a method of contact, and the nature of the complaint.
If you believe in good faith that a notice of copyright infringement was filed against you in error, the DMCA allows you to send us a counter-notice. Notices and counter-notices must comply with the DMCA’s then-current legal requirements; see www.loc.gov/copyright. Send counter-notices to the same addresses listed above and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s address is located, or for any judicial district in which Company is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notification is received by the Designated Agent, Company may, at its discretion, send a copy of the counter-notification to the original complaining party informing that person that Company may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the accused content provider, the removed material may be replaced or access to it restored within 10 to 14 business days or more after receipt of the counter-notice, at the discretion of the Company.
If the Sites receive multiple Notices of Copyright Infringement regarding the same user, that user may be considered a “repeat infringer.” The Sites reserve the right to terminate repeat copyright infringers’ accounts.
Our websites could contain inaccuracies or typographical errors. We reserve the right to modify and update any content on our websites without prior notice.
Termination
We may terminate your membership or suspend your access to all or part of the Services, without prior notice, if you violate these Terms or engage in any conduct that, in our sole and absolute discretion, violates any applicable law or regulation or is otherwise harmful to our interests, the interests of any other user of the Services, or the interests of any third party. You agree that Vox Media, Inc. is not liable to you or any third party for removing your user-submitted content or suspending or terminating your access to the Services (or any portion thereof). Participation in and access to the Services may be terminated at any time. If, in our sole and absolute discretion, we believe you have violated these Terms, we reserve the right to investigate your use of the Services. Other than as required by law and in accordance with our Privacy Notice, we have no obligation to retain, store, or provide you with any data, information, or other content that you uploaded, stored, or transferred on or through the Services upon termination.
You may request the deactivation of your account at any time and for any reason by sending us an email with the subject “Close My Account” Please provide as much information as possible about your account so we can correctly identify it and you. If insufficient information is provided, we will be unable to disable or remove your account.
By their very nature, provisions that should survive termination of these Terms will survive termination. All of the following, by way of illustration, will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any provisions regarding ownership or intellectual property rights, and any provisions regarding disputes between us, including the arbitration agreement.
Alterations To Terms
We reserve the right, at our sole and absolute discretion, to modify these Terms at any time. We may notify you of any changes by any reasonable means, such as by posting a revised version of these Terms through the Services or by sending you an email to the address you provided upon account registration. If you object to these modifications, your sole recourse is to cease using the Services. Your continued use of the Services following notification of such modifications indicates your acceptance of such modifications and agreement to be bound by their terms and conditions.
Changes Made To The Services
We reserve the right to modify, suspend, or discontinue the Services in whole or in part, with or without notice. We may periodically schedule system downtime for maintenance and other purposes, without being limited to the preceding clause. You also acknowledge the possibility of unscheduled system outages. Since the website is accessible via the Internet, its quality and accessibility may be affected by factors that are beyond our control. Consequently, we cannot be held liable for any connectivity issues you may encounter while using the Sites or for any loss of content, data, transactions, or other information caused by planned or unplanned system outages. You agree that we shall have no liability to you or any third party in the event that Vox Media, Inc. exercises its right to modify, suspend, or discontinue the Services.
We reserve the right to charge fees at any time for access to the Services or to any specific new feature or content that we may from time to time introduce. You will never be charged for access to the Services unless we obtain your prior consent to do so. However, if you do not agree to pay such fees, you may not have access to paid content or services. Prior to your agreement to pay such fees, you will be informed of the specific content or services you will receive in exchange for payment, as well as the applicable payment terms and conditions. When you sign up for a fee-based service, you agree to pay such fees. Such terms and conditions shall be deemed to be a part of these Terms and are incorporated by this reference.
Password, Security, and Discretion
You are solely responsible for maintaining the secrecy of your password to access the Services, as well as all activities that occur under your password. You agree to change your password immediately and notify us here if you suspect or become aware of any unauthorized use of your password or any other security breach related to the Services. We reserve the right to request that you change your password if we determine that it is no longer secure. You agree that we will not be liable for any loss or damage resulting from your failure to maintain adequate password security or the unauthorized use of your account by a third party.
Information obtained by you via your account and information disclosed directly to you by us (“Confidential Information”) shall be kept strictly confidential by you and used only for the purpose of interacting with and transacting on the platform and shall not be disclosed by you in whole or in part, directly or indirectly, to a third party, except as follows: (a) you may disclose such information to any of your employees, solicitors, and other professional advisors (if applicable); (b) you may disclose such information to any of our employees
Email Email is a crucial method of communication for our online visitors. All email sent to us should be generated by the person whose name is on the email account registration. Users of email shall not conceal their identity by using a fictitious name or another user’s name or account. We will use your email address and any email content for correspondence and visitor response. Any non-personal information you provide to us via email, including but not limited to feedback, data, answers, questions, comments, suggestions, plans, or ideas, shall be deemed non-confidential, and we shall have no obligation to protect such non-personal information from disclosure.
The submission of non-personal information to us shall in no way prevent the Sites, their parents, affiliates, subsidiaries, or operational providers from purchasing, manufacturing, or using similar products, services, plans, or ideas for any purpose, and the Sites, their parents, affiliates, subsidiaries, and operational providers shall be free to reproduce, use, disclose, and distribute such information to others without liability or restriction. Any personally identifiable information transmitted via email, such as the sender’s name, email, and physical address, will be protected in accordance with our Privacy Notice.
Mobile
As a text messaging/mobile email service, the Sites may provide mobile SMS/text message and mobile alerts updates as text messaging/mobile email. Before using the service, please read these terms and conditions. You agree to be legally bound by this Agreement and our Privacy Notice by using the service. PLEASE DO NOT USE THE SERVICE IF YOU DO NOT AGREE TO THESE TERMS. Please note that based on the terms of your wireless service, you may be charged a fee to send and receive messages in order to process your requests for this service. If you have questions about your wireless service plan, you should contact your service provider.
By registering for the Services and providing us with your wireless number, you confirm that you want us to send you information regarding your account or transactions with us and that we believe may be of interest to you, which may include using automated dialing technology to text you at the wireless number you provided, and you agree to receive communications from us, and you represent and warrant that each person you register for the Services or for whom you provide a wireless number has given you permission to send them marketing or other communications at the wireless number you provided.
Links
We may provide links to other websites or Internet resources for your convenience only; such links do not constitute or imply our endorsement of the linked site or its contents, over which we have no control and which we do not monitor. You use these links at your own risk and should exercise caution and good judgment when doing so. You agree that we have no responsibility or liability for any content, software, or other resources located on any other website or internet resource.
We may also integrate with third parties whose terms of service govern your interactions with them. YouTube is one such third party, and by using the Sites or Services, you agree to be bound by YouTube’s Terms of Service, which can be found here.
Affiliate Links are links to third-party products or services that are monetized through affiliate marketing partners or programs. When you purchase a product or service through an Affiliate Link, we may earn a commission.
Applications
We might provide software applications that facilitate access to our Services. In such a case, we grant you a limited, non-exclusive, non-transferable license to install such software applications solely on the devices you will use to access the Services. You agree that we may offer you automatic upgrades of these applications from time to time, which you will accept for installation. Please be aware that certain retail application stores that offer our applications may have different sales terms that will apply if you choose to download our applications from these merchants.
Apple App Store Conditions
Google Play Shop Conditions
Our software is a “commercial item” as defined by 48 C.F.R. 2.101 and consists of “commercial computer software” and “commercial computer software documentation” as defined by 48 C.F.R. 12.212. In accordance with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all end users of the U.S. Government acquire the software with only the rights specified herein. Your use of the software must comply with all applicable United States and international import and export control laws and regulations.
Restrictions and Business Use
Other than as permitted by these Terms, you may not copy, create derivative works, resell, distribute, or make any commercial use of any content, materials, or databases from our network or systems (other than to retain and share information for your own non-commercial purposes). You may not sell, sublicense, redistribute, or incorporate our software applications (or any portion thereof) into another product. You may not reverse engineer, decompile, or disassemble the software or attempt to derive the source code (except where expressly permitted by law) or the communications protocol used to access the Services or our networks. You may not modify, adapt, or create derivative works from the software, nor may you remove the software’s proprietary notices. You agree not to use the Services for any fraudulent or illegal purpose, as well as not to interfere with their operation. Your use of the Services must adhere to our guidelines.
Exclusion of Warranties
YOU EXPLICITLY AGREE THAT YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. These services are provided “as is” and “as available.” WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE VOX MEDIA, INC. NETWORK (INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, AND NON-INFRINGEMENT). VOX MEDIA, INC. MAKES NO WARRANTY THAT THE VOX MEDIA, INC. YOU ACKNOWLEDGE THAT ACCESS TO DATA (INCLUDING DOCUMENTS, PHOTOGRAPHS, AND SOFTWARE FILES) STORED BY YOU OR OTHERS ON THE SERVICES IS NOT GUARANTEED AND THAT WE SHALL NOT BE RESPONSIBLE TO YOU FOR ANY LOSS OF DATA CAUSED BY THE SERVICES OR THEIR UNAVAILABILITY. WE DO NOT WARRANT THE RESULTS THAT MAY BE OBTAINED FROM USING THE SERVICES, THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES, OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED. YOU ACKNOWLEDGE AND AGREE THAT ANY MATERIAL AND/OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING THEREFROM. NOTHING OBTAINED BY YOU FROM VOX MEDIA, INC. OR THROUGH THE SERVICES, WHETHER ORAL OR WRITTEN, SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
THE SITES’ SERVICES AND INFORMATION ARE PROVIDED “AS IS.” THE SITES DISCLAIM ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
THE SITES CANNOT AND DO NOT GUARANTEE THE ACCURACY, VALIDITY, TIMELINESS, OR COMPLETENESS OF ANY INFORMATION OR DATA MADE AVAILABLE TO VISITORS OR ITS SUITABILITY FOR ANY PARTICULAR PURPOSE. NEITHER THE SITES NOR ANY OF THEIR PARENTS, PARTNERS, AFFILIATES, SUBSIDIARIES, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OPERATIONAL OR PROMOTIONAL PROVIDERS, PROGRAM PRODUCERS OR SPONSORS SHALL BE LIABLE OR HAVE ANY RESPONSIBILITY WHATSOEVER TO ANY VISITOR FOR ANY L (V) FROM YOUR FAILURE TO COMPLY WITH THIS AGREEMENT, WHETHER OR NOT THE CIRCUMSTANCES GIVING RISE TO SUCH CAUSE MAY HAVE BEEN WITHIN THE CONTROL OF THE SITES OR OF ANY VENDOR PROVIDING SOFTWARE, SERVICES, OR SUPPORT. IN NO EVENT WILL THE SITES, THEIR PARENTS, PARTNERS, AFFILIATES, SUBSIDIARIES, MEMBERS, OFFICERS OR EMPLOYEES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES OR ANY OTHER LOSS OR DAMAGES OF ANY KIND EVEN IF THE SITES, THEIR AFFILIATES OR ANY OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. BE ADVISED THAT ONCE YOU LEAVE THE SITES, YOUR USE OF THE INTERNET WILL BE GOVERNED BY THE TERMS OF USE AGREEMENTS AND PRIVACY POLICIES, IF ANY, OF THE SITE YOU ACCESS, INCLUDING THOSE OF OUR OPERATIONAL PROVIDERS, ADVERTISERS, SPONSORS, AND PROMOTIONAL PARTNERS. THE SITES, THEIR PARENTS, PARTNERS, AFFILIATES, SUBSIDIARIES, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS WILL NOT BE RESPONSIBLE OR LIABLE FOR THE CONTENT, ACTIVITIES OR PRIVACY PRACTICES OF THE OTHER SITES, OR ANY LOSS OR DAMAGE THAT COULD RESULT FROM LEAVING THE SITE.
YOU REPRESENT AND WARRANT THAT EXECUTION, DELIVERY, AND PERFORMANCE OF ANY ASPECTS OF THESE TERMS WILL NOT VIOLATE ANY LAW, ORDINANCE, CHARTER, BY-LAW, OR REGULATION APPLICABLE TO YOU, OR ANY OTHER AGREEMENT BY WHICH YOU ARE BOUND OR BY WHICH ANY OF YOUR OR THEIR ASSETS ARE AFFECTED.
Restrictions on Liability
Nothing in these Terms limits or excludes our liability for: I death or personal injury caused by our negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any other liability that cannot be limited or excluded under English law. We are liable for any loss or damage you incur as a result of our breach of these terms or our failure to exercise reasonable care and skill. To the extent permitted by applicable law, you understand that neither we nor any of our officers, employees, directors, shareholders, parents, subsidiaries, affiliates, agents, subcontractors or licensors will be liable under any theory of liability (whether in contract, tort, statutory, or otherwise) for any unforeseeable, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for loss of revenues, profits, business, goodwill or data. We are not liable for damages that you could have avoided by adhering to our recommendations, such as applying a free update, patch, or error correction or meeting the minimum system requirements advised by us. We are not liable or responsible for any failure to perform, or any delay in performing, any of our obligations under these Terms that is caused by any event or circumstance beyond our reasonable control, including any failure of public or private telecommunications networks or any delays or latency caused by your physical location or your wireless data service provider’s network. Unless otherwise provided by applicable law, our liability to you shall never exceed the amount of fees you paid us (if applicable) during the three-month period preceding the date you submit a claim.
Exclusions and Restriction
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of our liability shall be the minimum permitted under such applicable law.
Indemnification
You agree to indemnify, defend, and hold harmless us, our parents, subsidiaries, affiliates, officers, directors, employees, consultants, subcontractors and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorney fees) that such parties may incur as a result of or arising from your (or anyone using your accounts) violation of these Terms. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim. You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
Arbitration Agreement
Please read the following ARBITRATION AGREEMENT carefully because it requires you to arbitrate certain disputes and claims with Vox Media, LLC, and any of its subsidiaries, affiliates, brands and entities that it controls, including SB Nation, The Verge, Polygon, Curbed, Eater, Vox.com, Recode, New York Magazine, Daily Intelligencer, Grub Street, Select All, The Cut, The Strategist, Vulture and other affiliated sites (collectively “Vox Media,” “we,” “us,” or “our”) and limits the manner in which you can seek relief from us. Both you and Vox Media acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Vox Media’s officers, directors, employees and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.
Arbitration Rules; Applicability of Arbitration Agreement
The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. If such negotiations do not resolve the dispute, it shall be finally settled by binding arbitration in Washington, DC, District of Columbia. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.
Costs of Arbitration
The Rules will govern payment of all arbitration fees. Vox Media, Inc. will pay all arbitration fees for claims less than seventy-five thousand ($75,000) dollars. Vox Media, Inc. will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Small Claims Court; Infringement
Either you or Vox Media, Inc. may assert claims, if they qualify, in small claims court in Washington, DC, District of Columbia or any United States county where you live or work. Furthermore, notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.
Waiver of Jury Trial
YOU AND Vox Media, Inc. WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Vox Media, Inc. are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Vox Media, Inc. over whether to vacate or enforce an arbitration award, YOU AND Vox Media, Inc. WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.
Waiver of Class or Consolidated Actions
ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor Vox Media, Inc. s entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in (g) below.
Opt-out
You have the right to opt out of the provisions of this Section by sending written notice of your decision to opt out to the following address:
Washington, DC 20036 Vox Media Inc., 1201 Connecticut Ave. NW, 11th Floor
postmarked within thirty (30) days of first accepting these Terms. You must include I your name and residence address, (ii) the email address and/or telephone number associated with your account, and (iii) a clear statement that you want to opt out of these Terms’ arbitration agreement. Notices sent to any other address, or sent by electronic mail or communicated orally, will not be accepted or effective.
Exclusive Venue
If you send the opt-out notice in (f), and/or in any circumstances where the foregoing arbitration agreement permits either you or Vox Media, Inc. to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and Vox Media, Inc. agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in, respectively, Washington, DC, District of Columbia, or the federal district in which that county falls.
Severability
If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with Vox Media, Inc..
Trademarks & Patents
“Vox Media, Inc.,” the Vox Media, Inc. design, our site names and logos, as well as certain other names, logos, and materials displayed in the Services constitute trademarks, trade names, service marks or logos (“Marks”) of us or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities.
Copyrights; Restrictions on Use
The content on the Services (the “Content”), including without limitation, video, text, photos, and graphics, is protected under United States and international copyright laws, is subject to other intellectual property and proprietary rights and laws, and is owned by us or our licensors. Other than with respect to your own User Submissions: (a) the Content may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and that of our applicable licensors; and (b) you must abide by all copyright notices, information, or restrictions contained in or attached to any Content. We give you a personal, revocable, non-assignable, non-sublicensable and non-exclusive right to access and use the Services in the manner permitted by these Terms. You acknowledge that you have no right to have access to all or any part of the Services in source code form.
Electronic Notices
You agree to transact with us electronically. Your affirmative act of registering, using or logging into the Services constitutes your acceptance signature to these Terms. We may provide notices to you electronically (1) via email if you have provided us with a valid email address or (2) by posting the notice on a website designated by us for this purpose. The delivery of any Notice is effective when sent or posted by us, regardless of whether you read the Notice or actually receive delivery. You can withdraw your consent to receive Notices electronically by discontinuing your use of the Service.
Governing Law and Jurisdiction
For users outside of the European Union: these Terms and the relationship between you and us shall be governed by the laws of the District of Columbia as applied to agreements made, entered into, and performed entirely in the District of Columbia, notwithstanding your actual place of residence. All lawsuits arising from or relating to these Terms or your use of the Services shall be brought in the courts located in Washington, DC, District of Columbia, and you hereby irrevocably submit to the exclusive personal jurisdiction of such courts for such purpose
For users in the UK and within the European Union: these Terms are governed by English law and we both agree to submit to the nonexclusive jurisdiction of the English courts. If you are resident in another country in the EU, you may bring a claim to enforce your consumer protection rights in connection with these Terms in England or in the EU country in which you live.
Miscellaneous \sEntire Agreement
These Terms, together with the terms of any end user license agreement to which you agree when downloading any software that we make available through the Services and any additional terms to which you agree when using particular elements of the Services (for example, terms specific to a site within the network of Sites or relating to the payment of fees for certain Services content or services), constitute the entire and exclusive and final statement of the agreement between you and us with respect to the subject matter hereof, and govern your use of the Services, superseding any prior agreements or negotiations between you and us with respect to the subject matter hereof.
Transfer of Rights
You may not transfer your rights or obligations under these Terms to anyone else without our prior written consent.
Conflicts \sIn the event of any conflict between these Terms and terms of a specific site within the network of Sites, these Terms shall govern.
Waiver and Severability
Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, you nevertheless agree that the court should endeavor to give effect to the intentions of us and you as reflected in the provision, and that the other provisions of these Terms remain in full force and effect. If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking these Terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For users outside of the European Union Only. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Headings
The section titles in these Terms are for convenience only and have no legal or contractual effect.
Survival
The terms of sections 2 and 12 through 20 of these Terms, as well as any other limitations on liability explicitly set forth herein, shall remain in full force and effect notwithstanding any termination of your use of the Services.
Our Relationship
Both parties are independent contractors of each other. No other person shall have any rights to enforce any of the provisions contained in these Terms. Neither party shall be deemed an employee, agent, partner, joint venture or legal representative of the other for any purpose, and neither shall have any right, power or authority to create any obligation or responsibility on behalf of the other, solely as a result of these Terms. In no event shall you be deemed under these Terms as being one of our employees or entitled to any of our employee benefits.