TERMS OF USE
Effective & Last Modified
December 31, 2012
1.
INTRODUCTION AND ACCEPTANCE
Salem Communications Corporation and its subsidiary entities
(collectively, "Salem") offers you access to its interactive online websites,
applications and services. These Terms of Use, together with our Privacy
Policy and any additional terms which might apply to
certain products or services, govern your use of our websites (the "Website[s]")
or any of our mobile widgets, services or other applications ("Applications")
(together, our "Services").
Please
read these Terms of Use carefully before using our Services. By using any of
our Services (other than to read these Terms of Use for the first time) you are
agreeing to comply with these Terms of Use, which may change from time to time
as set forth in Section 16 below. If you do not agree to be bound by these
Terms of Use, do not use our Services.
2.
INTELLECTUAL PROPERTY
Our Services and associated content
(and any derivative works or enhancements of the same) including, but not limited to, all
text, illustrations, files, images, software, scripts, graphics, photos,
sounds, music, videos, information, content, materials, products, services,
URLs, technology, documentation, and interactive features included with or available through our Services and all
intellectual property rights to the same, including, without limitation, all
trademarks, service marks, trade names and trade dress that may appear in our
Services are owned by us, our licensors, our affiliates and/or identified third
parties (collectively, the "Service Content"). Except for the limited use
rights granted to you in these Terms of Use, you shall not acquire any right,
title or interest in our Services or any Service Content. Any rights not
expressly granted in these Terms of Use are expressly reserved.
3.
ACCESS AND USE
(a)
We may offer certain portions of our
Services at no charge (e.g., Websites) and others for a one-time fee, on a
subscription basis or under any other lawful pricing structure (e.g., mobile
Applications). In all instances, our Services are not being sold to you;
rather, you are being granted a limited license to use our Services. In
addition, the license to use of any of our paid Services does not necessarily
transfer across operating systems and/or different equipment (e.g., mobile
devices, computers, etc.). For example, unless we specifically tell you
otherwise, the use of any of our mobile Applications is limited to the relevant
device and/or operating system you are using at the time you purchase the
license to use the Application.
(b)
Some of our Websites may be offered to
you conditioned on your payment of a fee ("Premium Service Website(s)"). By
using the Premium Service Websites, you will be subject to any charges and
rules set forth in the additional terms for that particular Premium Service
Website, in addition to the general terms provided below. We will provide
notice of any charges, or extra charges, before you register for or enter a
Premium Service Website. You are responsible for any charges for premium
content incurred by your account. We are not liable for any loss that you may
incur as a result of someone else using your password or account, whether with
or without your knowledge. In the event that you pay for a Premium Service Website
by credit card, you authorize us to charge your credit card account by
registering for the service and providing us with your credit card information.
You warrant to us that the credit card information that you provide us is
correct and is your account. You may cancel your membership in the Premium
Service Website at any time by contacting us using the contact information
provided on the Premium Service Website. We reserve the right to terminate
your access to the Premium Service Website at any time, without notice, and
upon such termination we shall return the unused pro-rata portion of your
membership fee.
(c)
Our Services are provided for use by
you or your organization. When using our Services, you agree to comply with
all applicable federal, state, and local laws including, without limitation,
copyright law. Except as expressly permitted in these Terms of Use or as we
may otherwise permit, you may not use, reproduce, duplicate, distribute, create
derivative works based upon, publicly display, publicly perform, publish,
transmit, or otherwise exploit Service Content for any purpose whatsoever
without obtaining prior written consent from us or, in the case of third-party
content, its applicable owner. In certain instances, we may suggest, ask or
otherwise permit you to download, install or print Service Content. In such a
case, you may do so only in the manner authorized and for your non-commercial
use only. You acknowledge that you do not acquire any ownership rights by
downloading, installing or printing Service Content.
(d)
Any software that is made available to
view and/or download in connection with our Websites is owned or controlled by us
and/or licensors, affiliates and suppliers and is protected by copyright laws
and international treaty provisions. Your use of the software is governed by
the terms of the end user license agreement, if any, which accompanies or is
included with the software. We accept no responsibility or liability in
connection with any software owned or controlled by third parties.
(e)
Furthermore, except as expressly
permitted in these Terms of Use, you may not:
(i)
Remove, alter, cover, or distort any
copyright, trademark, or other proprietary rights notice we include in or
through our Services or Service Content;
(ii)
Circumvent, disable or otherwise
interfere with our security-related features including, without limitation, any
features that prevent or restrict the use of or copying of any software or
other Service Content;
(iii)
Use an automatic device (such as a
robot or spider) or manual process to copy or "scrape" the Website or Service
Content for any purpose (except for that which routinely occurs through the use
of bona fide search engines) without our express written permission;
(iv)
Collect or harvest any personally
identifiable information or non-personally identifiable information from our
Services including, without limitation, user names, passwords, email addresses;
(v)
Solicit other users to join or become
members of any commercial online service or other organization without our prior
written approval;
(vi)
Attempt to or interfere with the proper
working of our Services or impair, overburden, or disable the same;
(vii)
Decompile, reverse engineer, or
disassemble any portion of our software or other Service Content, or our
Services;
(viii)
Use network-monitoring software to
determine architecture of or extract usage data from our Services;
(ix)
Encourage conduct that violates any
local, state or federal law, either civil or criminal, or impersonate another
user, person, or entity;
(x)
Violate U.S. export laws, including,
without limitation, violations of the Export Administration Act and the Export
Administration Regulations administered by the Department of Commerce; or
(xi)
Engage in any conduct that restricts or
inhibits any other user from using or enjoying our Services.
(f) You agree to fully cooperate with us to investigate any
suspected or actual activity that is in breach of these Terms of Use.
(g)
For additional terms applying to
contests or sweepstakes conducted by this Website, refer to this Website's
contest or sweepstakes information section, if applicable.
4.
USER REGISTRATION & PROMOTIONAL
MESSAGES
(a)
In order to access or use some features
of our Services, you may have to become a registered user. If you are under
the age of thirteen (13), then you are not permitted to register as a user,
sign up for any promotional messages, or otherwise provide us any personal
information.
(b) If you become a registered user, you will provide true,
accurate and complete registration information and, if such information
changes, you will promptly update the relevant registration information.
During registration, you may create a user name and password (a "Membership").
You are solely responsible for safeguarding and maintaining the confidentiality
of your Membership. You are solely responsible for the activity that occurs
under your Membership, whether or not you have authorized the activity. You
agree to contact us by clicking the "Contact Us" link on our Website immediately
if you become aware of any breach of security or unauthorized use of your
Membership.
(c)
Our Services may include sending you
promotional e-mails/newsletters. These are typically recurring message programs
that, upon registration, will be sent to you until you unsubscribe via any of
our disclosed methods. To receive any of these communications from us, you may
be required to register and provide certain information about you (e.g., name,
street address, e-mail address, etc.). Our use of the information you provide
is governed by our Privacy Policy. To opt-out of receiving our
e-mails/newsletters as set forth in our Privacy Policy, you may either contact us
by clicking the "Contact Us" link on our Website or by using the option
included in the communication we send you (e.g., using the "Unsubscribe"
feature provided in the footer of our emails).
(a)
We may now or in the future permit
users to post, upload, transmit through, or otherwise make available through
our Services messages, text, illustrations, data, files, images, graphics,
photos, comments, sounds, music, videos, information, content, and/or other
materials ("User Content"). Subject to the rights and license you grant
herein, you retain all right, title and interest in your User Content. We do
not guarantee any confidentiality with respect to User Content even if it is
not published through our Services. It is solely your responsibility to
monitor and protect any intellectual property rights that you may have in your
User Content, and we do not accept any responsibility for the same.
(b)
You shall not submit any User Content
protected by copyright, trademark, patent, trade secret, moral right, or other
intellectual property or proprietary right without the express permission of
the owner of the respective right. You are solely liable for any damage
resulting from your failure to obtain such permission or from any other harm
resulting from User Content that you submit.
(c)
You represent, warrant, and covenant
that you will not submit any User Content that:
(i)
Violates or infringes
in any way upon the rights of others, including, but not limited to, any
copyright, trademark, patent, trade secret, moral right, or other intellectual
property or proprietary right of any person or entity;
(ii)
Impersonates another
or is unlawful, threatening, abusive, libelous, defamatory, invasive of privacy
or publicity rights, vulgar, obscene, profane, pornographic, or otherwise
objectionable, or otherwise violates any applicable law;
(iii)
Encourages conduct
that would constitute a criminal offense, gives rise to civil liability or
otherwise violates any law;
(iv)
Is an advertisement
for goods or services or a solicitation of funds;
(v)
Includes personal
information such as messages which identify phone numbers, social security
numbers, account numbers, addresses, or employer references;
(vi)
Contains a formula,
instruction, or advice that could cause harm or injury; or
(vii)
Is a chain letter of
any kind.
Moreover,
any conduct by a user that in our sole discretion restricts or inhibits any
other user from using or enjoying our Services will not be permitted.
(d)
By submitting User Content to us,
simultaneously with such posting you automatically grant, represent or warrant
that the owner has expressly granted to us a worldwide, royalty-free,
perpetual, irrevocable, non-exclusive, fully sublicensable, and transferable
right and license to use, reproduce, distribute, create derivative works based
upon (including, without limitation, translations), publicly display, publicly
perform, transmit, and publish the User Content (in whole or in part) as we, in
our sole discretion, deem appropriate including, without limitation, (i) in
connection with our business; and (ii) in connection with the businesses of our
affiliates, licensees, assignees, successors, parents, subsidiaries, and their
related companies. We may exercise this grant in any format, media or
technology now known or later developed for the full term of any copyright that
may exist in such User Content. Furthermore, you also grant other users
permission to access your User Content and to use, reproduce, distribute,
create derivative works based upon, publicly display, publicly perform,
transmit, and publish your User Content for personal, non-commercial use as
permitted by the functionality of our Services and these Terms of Use. Notwithstanding
the foregoing, you waive any and all claims you (or any copyright holder) may
now or later have in any jurisdiction to so-called "moral rights" or rights of
"droit moral" with respect to the User Content.
(e)
By submitting User Content, you also
grant us the right, but not the obligation, to use your biographical
information including, without limitation, your name and geographical location
in connection with broadcast, print, online, or other use or publication of
your User Content; provided, however, that all such uses will be
consistent with the terms of our Privacy Policy.
(f) We do not accept or consider, directly or through any
employee or agent, unsolicited ideas of any kind, including without limitation,
creative content, ideas or suggestions relating to new or improved products,
enhancements, names or technologies, advertising and marketing campaigns, plans
or other promotions. Do not send us (or any of our employees) any unsolicited
ideas, suggestions, material, images or other work in any form ("Unsolicited Materials").
If you send us Unsolicited Materials, you understand and agree that the
following terms will apply, notwithstanding any cover letter or other terms
that accompany them:
(i)
We have no obligation to review any
Unsolicited Materials, nor to keep any Unsolicited Materials confidential; and
(ii)
We will own, and may use and
redistribute Unsolicited Materials for any purpose, without restriction and
free of any obligation to acknowledge or compensate you
(g) Notwithstanding the generality of the foregoing, we reserve
the right to display advertisements in connection with your User Content and to
use your User Content for advertising, marketing, promotional, and other
commercial purposes. You acknowledge and agree that your User Content may be
included on the websites and advertising networks of our distribution partners,
marketing partners, accounts, and third-party service providers (including
their downstream users).
(h)
We have the right, but not the
obligation, to monitor User Content. We have the right in our sole discretion
and for any reason whatsoever to edit, refuse to post, remove, or disable
access to any User Content.
(a)
You must be at least eighteen (18)
years of age or older to make purchases on any of our Websites.
(b)
We reserve the right to limit the
quantity of sales of particular items and further reserve the right to cancel
multiple orders of such item purchases by the same user and/or users with the
same shipment/delivery address.
(c)
We attempt to be as accurate as
possible in our product descriptions. However, we do not warrant that product
descriptions or other content of our Websites is accurate, complete, reliable,
current, or error-free. If a product offered by us is not purchased as
described, your sole remedy is to return it in unused condition.
(d)
Except where noted otherwise, the list
price or suggested price displayed for products on any of our Websites
represents the full retail price listed on the product itself, suggested by the
manufacturer or supplier, estimated in accordance with standard industry
practice, or is the estimated retail value for a comparably featured item
offered elsewhere. Where an item is offered for sale by one of our merchants,
the list price or suggested price may be provided by the merchant. In the
event a product is listed at an incorrect price or with incorrect information
due to typographical error or error received from its suppliers, we shall have
the right to refuse or cancel any orders placed for the product listed at the
incorrect price. We shall have the right to refuse or cancel any such orders
whether or not the order has been confirmed and your credit card charged. If
your credit card has already been charged for the purchase and your order is
canceled, we will issue a credit to your credit card account in the amount of
the charge.
(e)
Your receipt of an electronic or other
form of order confirmation does not signify our acceptance of your order, nor
does it constitute confirmation of our offer to sell. We reserve the right at
any time after receipt of your order to accept or decline your order for any
reason. We reserve the right at any time after receipt of your order, without
prior notice to you, to supply less than the quantity you ordered of any item.
We may automatically charge and withhold the sales tax for orders based on the
applicable state sales tax rate and the location to which the item is being
shipped. Otherwise, you are solely responsible for all sales taxes, or other
taxes, on orders shipped to you.
(f)
All requests for service and support
for items purchased from us should be made directly to the manufacturer in
accordance with their terms and conditions.
(g)
Some of our Websites may offer gift
cards redeemable for the purchase of goods and/or services ("Gift Cards"). The
risk of loss and title for Gift Cards pass to the purchaser upon our electronic
transmission to the purchaser, recipient or delivery to the carrier, whichever
is applicable. We are not responsible if a Gift Card is lost, stolen,
destroyed or used without your permission. We make no warranties, express or
implied, with respect to Gift Cards, including without limitation, any express
or implied warranty of merchantability or fitness for a particular purpose. In
the event a Gift Card is non-functional, your sole remedy, and our sole
liability, shall be the replacement of such Gift Card. 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 might have additional
rights.
(h)
Some of our Websites may sell vouchers which
are redeemable for certain goods, services or experiences ("Vouchers"). These
Vouchers are special promotional offers that you purchase from participating
non-Salem merchants ("Merchants") through our Websites. The Merchant will be
identified on the voucher and such Merchant is solely responsible for redeeming
the Voucher. The Merchant is the issuer of the Voucher and is fully
responsible for all goods and services it provides to you and for any and all
injuries, illnesses, damages, claims, liabilities and costs ("Liabilities") it
may cause you to suffer, directly or indirectly, in full or in part, whether
related to the use or redemption of a Voucher or not. You waive and release Salem
and its subsidiaries, affiliates, partners, officers, directors, employees and
agents from any Liabilities arising from or related to any act or omission of a
Merchant in connection with your use of a voucher or the services/goods it
provides in connection with it. Additionally, the expiration date on the
Voucher sets forth the last date on which you can redeem your Voucher for the
full promotional value as stated on the Voucher, but applicable law may provide
that the Merchant is responsible for honoring the cash value that you paid for
the Voucher for a period of time beyond that expiration date.
(i)
We provide our Services including,
without limitation, Service Content for educational, entertainment and/or
promotional purposes. You may not rely on any information and opinions
expressed through any of our Services for any other purpose. In all instances,
it is your responsibility to evaluate the accuracy, timeliness, completeness,
or usefulness of any Service Content. Under no circumstances will we be liable
for any loss or damage caused by your reliance on any Service Content.
(j)
Any health-related Service Content
available is not intended to be a substitute for professional medical advice. We
do not warrant the validity of any such health-related statements found on or
through our Services. All such information is general in nature and may be
helpful to some persons but not others, depending upon their personal needs.
You should always consult with your physician prior to changing or undertaking
a new diet or exercise program. Never disregard professional medical advice or
delay in seeking it because of something you have read on or through our
Services.
(k)
In many instances, Service Content will
include content posted by a third-party or will represent the opinions and
judgments of a third-party. We do not endorse, warrant and are not responsible
for the accuracy, timeliness, completeness, or reliability of any opinion,
advice, or statement offered through our Services by anyone other than our
authorized employees or spokespersons while acting in their official
capacities.
(l)
Our Services may link or contain links
to other websites maintained by third parties. We do not operate or control,
in any respect, or necessarily endorse the content found on these third-party
websites. You assume sole responsibility for your use of third-party links.
We are not responsible for any content posted on third-party websites or liable
to you for any loss or damage of any sort incurred as a result of your dealings
with any third-party or their website.
(m)
Your correspondence or business
dealings with, or participation in contests or promotions of advertisers and
other third parties (i.e. entities other than Salem) found on or through this Website,
including payment and delivery of related goods or service, and any other
terms, conditions, warranties or representations associated with such dealings,
are solely between you and such party. You agree that we shall not be
responsible or liable for any loss or damage of any sort incurred as the result
of any such dealings or as the result of the presence of such advertisers on
the website.
7.
INDEMNIFICATION
(a)
You agree to defend, indemnify and hold
harmless Salem, our officers, directors, employees, parents, partners,
successors, agents, distribution partners, affiliates, subsidiaries, and their
related companies (collectively, the "Website Parties") from and against any
and all claims, liabilities, losses, damages, obligations, costs and expenses
(including reasonable attorney's fees and costs) arising out of, related to, or
that may arise in connection with: (i) your use of our Services; (ii) User
Content provided by you or through use of your Membership; (iii) any actual or alleged
violation or breach by you of these Terms of Use; (iv) any actual or alleged
breach of any representation, warranty, or covenant that you have made to us;
or (v) your acts or omissions. You agree to cooperate fully with us in the
defense of any claim that is the subject of your obligations hereunder.
(b)
If you are using our Website on behalf
of a business, that business accepts these terms. It will hold harmless,
defend and indemnify the Website Parties from any claim, suit or action arising
from or related to the use of the Website or violation of these terms,
including any liability or expense arising from claims, losses, damages, suits,
judgments, litigation costs and attorney's fees.
You expressly agree that use of our Services is at your sole
risk. Our Services and Service Content (including software) are provided on an
"as is" and "as available" basis without warranty of any kind, either express
or implied. Without limiting the foregoing and to the fullest extent permitted
by law, the Website Parties disclaim any and all warranties including any: (i)
warranties that our Services will meet your requirements; (ii) warranties
concerning the availability, accuracy, security, usefulness, timeliness, or
information content of our Services or Service Content; (iii) warranties of
title, non-infringement, merchantability, or fitness for a particular purpose;
(iv) warranties for services or goods received through, advertised or accessed
through our Services; (v) warranties concerning the accuracy or reliability of
the results that may be obtained from the use of our Services; (vi) warranties
that your use of our Services will be sure or uninterrupted; and (vii)
warranties that errors in our Services or Service Content (including software)
will be corrected.
(a)
Under no circumstances shall any of the
Website Parties be liable for indirect, incidental, special, consequential, or
exemplary damages (even if we have been advised of the possibility of such
damages), arising out of, relating to, or in any way connected with our
Services or these Terms of Use. Your sole remedy for dissatisfaction with our
Services including, without limitation, Service Content, is to stop using our
Services. Such limitation shall also apply with respect to damages incurred by
reason of goods received or advertised in connection with our Services or any
links placed in our Services. Such limitation shall also apply with respect to
damages incurred by reason of any content posted by a third-party or conduct of
a third-party using our Services.
(b)
Notwithstanding anything to the
contrary contained herein, in no event shall the cumulative liability of all
the Website Parties exceed the lesser of the total payments received from you
by us during the preceding twelve (12) month period of $100. Furthermore, you
agree that any cause of action arising out of, or relating to, or in any way
connected with any of our Services or these Terms of Use must commence within
one (1) year after the cause of action accrues; otherwise, such cause of action
shall be permanently barred.
(c)
These limitations shall apply to the
fullest extent permitted by law. In some jurisdictions limitations of
liability are not permitted; in such jurisdictions, some of the foregoing
limitations may not apply to you.
(a)
We reserve the right in our sole
discretion and at any time to terminate or suspend your Membership and/or block
your use of our Services for any reason including, without limitation, if you
have failed to comply with the letter and spirit of these Terms of Use. You
agree that we are not liable to you or any third party for any termination or
suspension of your Membership or for blocking your use of our Services.
(b)
Any suspension or termination shall not
affect your obligations to us under these Terms of Use. The provisions of
these Terms of Use (which by their nature should survive the suspension or
termination of your Membership or these Terms of Use) shall survive including,
but not limited to, the rights and licenses that you have granted hereunder,
indemnities, releases, disclaimers, limitations on liability, provisions
related to choice of law, and all of the provisions under Section 17 "Miscellaneous."
11.
COPYRIGHT POLICY
(a)
We respect the intellectual property
rights of others and expect users to do the same. In appropriate circumstances
and at our sole discretion, we may terminate and/or disable the Membership of
users suspected to be infringing the copyrights (or other intellectual property
rights) of others. Additionally, in appropriate circumstances and in our sole
discretion, we may remove or disable access to material on any of our Websites
or hosted on our systems that may be infringing or the subject of infringing
activity.
(b)
In accordance with the Digital
Millennium Copyright Act of 1998, Title 17 of the United States Code, Section
512 ("DMCA"), we will respond promptly to claims of copyright infringement that
are reported to the agent that we have designated to receive notifications of
claims infringement (our "DMCA Compliance Officer"). The
DMCA Compliance Officer for notice of claims of copyright infringement on our Website
can be reached by clicking the "Contact Us" link on our Website.
(c)
If you are a copyright owner (or
authorized to act on behalf of the copyright owner) and believe that your
work's copyright has been infringed, please report your notice of infringement
to us by providing our DMCA Compliance Officer with a written notification of
claimed infringement that includes substantially the following information:
(i)
A physical or electronic signature of a
person authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed;
(ii)
Identification of the copyrighted work
claimed to have been infringed, or, if multiple copyrighted works at a single Website
are covered by a single notification, a representative list of such works at
that Website;
(iii)
Identification of the material that is
claimed to be infringing or to be the subject of infringing activity and that
is to be removed or access to which is to be disabled, and information
reasonably sufficient to permit us to locate the material;
(iv)
Information reasonably sufficient to
permit us to contact you, such as an address, telephone number, and, if
available, an electronic mail address at which you may be contacted;
(v)
A statement that you have a good faith
belief that use of the material in the manner complained of is not authorized
by the copyright owner, its agent, or the law; and
(vi)
A statement that the information in the
notification is accurate, and under penalty of perjury, that you are authorized
to act on behalf of the owner of an exclusive right that is allegedly
infringed.
We will investigate notices
of copyright infringement and take appropriate actions under the DMCA. Inquiries
that do not follow this procedure may not receive a response.
These
Terms of Use shall be construed in accordance with the laws of the State of Virginia
without regard to its conflict of laws rules. Any legal proceedings against us
that may arise out of, relate to, or be in any way connected with our Services
or these Terms of Use shall be brought exclusively in the state or federal
courts of Richmond, Virginia, and you waive any jurisdictional, venue, or inconvenient
forum objections to such courts.
(a) We each agree to first contact each other with any disputes
and provide a written description of the problem, all relevant
documents/information and the proposed resolution. You agree to contact us with
disputes by contacting us at the address provided in the "Contact Us" link on
our Website. We will contact you based on the contact information you have
provided us.
(b) If, after thirty (30)
days, the parties are unable to resolve any
dispute raised under the previous provision, the dispute may only be submitted
to arbitration consistent with this section. The parties understand that they
would have had a right or opportunity to litigate disputes through a court and
to have a judge or jury decide their case, but they instead choose to have any
disputes resolved through arbitration.
(c)
We each agree that any claim or dispute
between us, and any claim by either of us against any agent, employee,
successor, or assign of the other, including, to the full extent permitted by
applicable law, third parties who are not signatories to this agreement,
whether related to this agreement or otherwise, including past, present, and
future claims and disputes and including any dispute as to the validity or
applicability of this arbitration clause, shall be resolved by binding
arbitration administered by the JAMS under its rules and procedures in effect
when the claim is filed. The rules and procedures and other information,
including information on fees, may be obtained from JAMS directly.
(d)
We are entering into this arbitration
agreement in connection with a transaction involving interstate commerce.
Accordingly, this arbitration agreement and any proceedings thereunder shall be
governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. ¤¤ 1-16. Any award by
the arbitrator(s) may be entered as a judgment in any court having
jurisdiction.
(e)
Either of us may bring qualifying
claims in small claims court. Furthermore, as set forth below, we each agree
that any arbitration will be solely between you and us, not as part of a class-wide
claim (i.e., not brought on behalf of or together with another individual's
claim). If for any reason any court or arbitrator holds that this restriction
is unconscionable or unenforceable, then our agreement to arbitrate doesn't
apply and the class-wide dispute must be brought in court.
14.
NO CLASS ACTIONS
To the
extent permitted by law, we each waive any right to pursue disputes on a
class-wide basis; that is, either to join a claim with the claim of any other
person or entity, or assert a claim in a representative capacity on behalf of
anyone else in any lawsuit, arbitration or other proceeding.
15.
NO TRIAL BY JURY
To the
extent allowed by law, we each waive any right to trial by jury in any lawsuit,
arbitration or other proceeding.
16.
AMENDMENT; ADDITIONAL TERMS
(a)
We reserve the right in our sole
discretion and at any time and for any reason, to modify or discontinue any
aspect or feature of our Services or to modify these Terms of Use. In
addition, we reserve the right to provide you with operating rules or
additional terms that may govern your use of our Services generally, unique of
our Services, or both ("Additional Terms"). Any Additional Terms that we may
provide to you will be incorporated by reference into these Terms of Use. To
the extent any Additional Terms conflict with these Terms of Use, the
Additional Terms will control.
(b)
Modifications to these Terms of Use or
Additional Terms will be effective immediately upon posting on the Website. It
is your responsibility to review the Terms of Use from time to time for any
changes or Additional Terms. Your access and use of our Services following any
modification of these Terms of Use or the provision of Additional Terms will
signify your assent to and acceptance of the same. If you object to any
subsequent revision to the Terms of Use or to any Additional Terms, immediately
discontinue use of our Services and, if applicable, terminate your Membership.
(a)
No waiver by either party of any breach
or default hereunder shall be deemed to be a waiver of any preceding or
subsequent breach or default. The section headings used herein are for
convenience only and shall not be given any legal import.
(b)
Except where specifically stated
otherwise, if any part of these Terms of Use is unlawful or unenforceable for
any reason, we both agree that only that part of the Terms of Use shall be
stricken and that the remaining terms in the Terms of Use shall not be
affected. So, for example, if a provision in these terms is found to be
unenforceable, we agree an arbitrator (or, if permitted, a court) shall only
strike that provision and that the remaining terms of these Terms of Use shall
remain in full force and effect.
(c)
Where we have provided you with a translation of
the English language version of these Terms of Use, our Privacy Policy or
Additional Terms, you agree that the translation is provided for your
convenience only and that the English version governs your relationship with us.
The English language version takes precedence if there is any contradiction
between the English and translated versions.
(d)
These Terms of Use (including the
Privacy Policy and any Additional Terms incorporated by reference) constitute
the entire agreement of the parties with respect to the subject matter hereof,
and supersede all previous written or oral agreements between us with respect
to such subject matter.
(e)
You may not assign these Terms of Use
or assign any rights or delegate any obligations hereunder, in whole or in
part, without our prior written consent. Any such purported assignment or
delegation by you without the appropriate prior written consent will be null
and void and of no force and effect. We may assign these Terms of Use or any
rights hereunder without your consent and without notice.
