TERMS AND CONDITIONS:
The following terms and conditions (the
“Terms and Conditions”) govern your use of the DV8 Entertainment Fan
Club Web Sites which consist of DV8 Entertainment and a multitude of
artists whose recordings are owned or distributed by DV8 Entertainment
and/or its licensees or subsidiaries around the world (collectively,
the “Site”). The Site is made available by DV8 Entertainment, LLC and
its affiliates (“Company” or “we” or “us”). We may change the Terms and
Conditions from time to time, at any time without notice to you, by
posting such changes on the Site. BY USING THE SITE, YOU ACCEPT AND
AGREE TO THESE TERMS AND CONDITIONS AS APPLIED TO YOUR USE OF THE SITE.
If you do not agree to these Terms and Conditions, you may not access or
otherwise use the Site.
1. Proprietary Rights. As
between you and Company, Company owns, solely and exclusively, all
rights, title and interest in and to the Site, all the content
(including, for example, audio, photographs, illustrations, graphics,
other visuals, video, copy, lyrics, software, etc.), code, data and
materials thereon, the look and feel, design and organization of the
Site, and the compilation of the content, code, data and materials on
the Site, including but not limited to any copyrights, trademark rights,
patent rights, database rights, moral rights, sui generis rights and
other intellectual property and proprietary rights therein. Your use of
the Site does not grant to you ownership of any content, code, data or
materials you may access on the Site. You may view the content on the
Site on your computer or other internet-compatible device, and make
single copies or prints of the content on the Site for your personal,
internal use only. Any commercial distribution, publishing or
exploitation of the Site, or any content, code, data or materials on the
Site, is strictly prohibited unless you have received the express prior
permission of Company or the applicable rights holder. (The Site may
contain some features that enable you to obtain rights to use certain of
the content on the Site, such as lyrics, music, photographs, and the
like. In such situations, your rights to use such content are limited
to the rights expressly granted by Company in such situations.) You may
not otherwise copy, reproduce, distribute or otherwise exploit any
content, code, data or materials on the Site. If you make other use of
the Site, or the content, code, data or materials thereon, except as
otherwise provided above, you may violate copyright and other laws of
the United States, other countries, as well as applicable state laws and
may be subject to liability for such unauthorized use. Company will
aggressively enforce its intellectual property rights to the fullest
extent of the law, including the seeking of criminal prosecution.
2.
Trademarks. The trademarks, logos, service marks and trade
names (collectively the “Trademarks”) displayed on the Site are
registered and unregistered Trademarks of Company and others and may not
be used in connection with products and/or services that are not
related to, associated with, or sponsored by their rights holders that
are likely to cause customer confusion, or in any manner that disparages
or discredits their rights holders. All Trademarks not owned by
Company that appear on the Site, if any, are the property of their
respective owners. Nothing contained on the Site should be construed as
granting, by implication, estoppel, or otherwise, any license or right
to use any Trademark displayed on the Site without the written
permission of Company or the third party that may own the applicable
Trademark. Your misuse of the Trademarks displayed on the Site is
strictly prohibited. Company will aggressively enforce its Trademark
rights to the fullest extent of the law, including the seeking of
criminal prosecution.
3. User Information. In the
course of your use of the Site, you may be asked to provide certain
personalized information to us (such information referred to hereinafter
as “User Information”). Our information collection and use policies
with respect to the privacy of such User Information are set forth in
the Site’s Privacy Policy which is incorporated herein by reference for
all purposes. You acknowledge and agree that you are solely responsible
for the accuracy and content of User Information.
4. Unsolicited
Materials. Unless specifically requested, we do not solicit nor
do we wish to receive any confidential, secret or proprietary
information or other material from you through the Site, by e-mail or in
any other way. Any information, creative works, demos, ideas,
suggestions, concepts, methods, systems, designs, plans, techniques or
other materials submitted or sent to us (“Submitted Materials”) will be
deemed not to be confidential or secret, and may be used by us in any
manner consistent with the Site’s Privacy Policy. By submitting or
sending Submitted Materials to us, you: (i) represent and warrant that
the Submitted Materials are original to you, that no other party has any
rights thereto, and that any “moral rights” in Submitted Materials have
been waived, and (ii) you grant us a royalty-free, unrestricted,
worldwide, perpetual, irrevocable, non-exclusive and fully transferable,
assignable and sublicensable right and license to use, copy, reproduce,
modify, adapt, publish, translate, create derivative works from,
distribute, perform and display such material (in whole or part) and/or
to incorporate it in other works in any form, media, or technology now
known or later developed. We cannot be responsible for maintaining any
Submitted Material that you provide to us, and we may delete or destroy
any such Submitted Material at any time.
5. User Conduct.
You warrant and agree that, while using the Site, you shall not
upload, post or transmit to the Site, or distribute or otherwise publish
through the Site, any materials that: (a) are protected by third party
copyright, or other proprietary or intellectual property right; (b) are
unlawful, threatening, hateful, tortious, defamatory, libelous,
deceptive, fraudulent, invasive of another's privacy or publicity
rights, harassing, profane, obscene, vulgar or that contain explicit or
graphic descriptions or accounts of sexual acts (including but not
limited to sexual language of a violent or threatening nature directed
at another individual or group of individuals), (c) restrict or inhibit
any other user from using and enjoying the Site, (d) constitute or
encourage conduct that would constitute a criminal offense or give rise
to civil liability, or (e) contain a virus or other harmful component,
advertising of any kind, or false or misleading indications of origin or
statements of fact.
You also warrant and agree that you shall
not: (a) impersonate any person or entity or misrepresent your
affiliation with any other person or entity; (b) upload, post, publish,
transmit, reproduce, distribute or in any way exploit any information or
other material obtained through the Site for commercial purposes (other
than as expressly permitted by the provider of such information or
other material); (c) engage in spamming, flooding, harvesting of e-mail
addresses or other personal information, spidering, “screen scraping,”
“database scraping,” or any other activity with the purpose of obtaining
lists of users or other information, or send chain letters or pyramid
schemes via the Site; or (d) attempt to gain unauthorized access to
other computer systems through the Site. You agree that you will not use
the Site in any manner that could damage, disable, overburden, or
impair the Site or interfere with any other party's use and enjoyment of
the Site. You may not obtain or attempt to obtain any materials or
information through any means not intentionally made available or
provided for through the Site.
Although Company may from time to
time monitor or review discussions, chats, postings, transmissions,
bulletin boards, and the like on the Site, Company is under no
obligation to do so and assumes no responsibility or liability arising
from the content of any such locations on the Site nor for any error,
defamation, libel, slander, omission, falsehood, obscenity, pornography,
profanity, danger, or inaccuracy contained in any information within
such locations on the Site.
You agree that if you include a link
from any other Web site to the Site, such link shall open in a new
browser window. You agree not to link from any other Web site to this
Site in any manner such that the Site, or any page of the Site, is
“framed,” surrounded or obfuscated by any third party content, materials
or branding. We reserve the right to revoke your right to link to the
Site from your Web site at any time upon written notice to you.
You
agree to defend, indemnify and hold Company and its directors,
officers, employees and agents harmless from any and all claims,
liabilities, costs and expenses, including reasonable attorneys' fees,
arising in any way from your use of the Site, your placement or
transmission of any message, content, information, software or other
materials through the Site, or your breach or violation of the law or of
these Terms and Conditions. Company reserves the right, at its 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 Company’s defense of such claim.
6. Account
and Password. You may be enabled to create an account in the Site
with a username and password. If so, you are responsible for
maintaining the strict confidentiality of your account password, and you
shall be responsible for any access to or use of the Site by you or any
person or entity using a password provided to you, whether or not such
access or use has been authorized by or on behalf of you, and whether or
not such person or entity is your employee or agent. You agree to (a)
immediately notify Company of any unauthorized use of your password or
account or any other breach of security, and (b) ensure that you exit
from your account at the end of each session. It is your sole
responsibility to control the dissemination and use of your password,
control access to and use of your account, and notify Company when you
desire to cancel your account on the Site. Company will not be
responsible or liable for any loss or damage arising from your failure
to comply with this provision.
7. Software Downloads.
In the event that you receive software demos or other software products
downloaded from the Site or otherwise delivered or provided by Company
in response to your request, your use of such software will be subject
to the software license agreement that accompanies such software.
8.
Orders for Products and Services. We may make certain
products available to visitors and registrants of the Site. For
example, you may be able to order certain music-related products and/or
licenses through the Site. You may only do so if, and you hereby
represent and warrant that, you are domiciled in the United States and
you are 18 years old or older. You agree to pay in full the prices for
any purchases you make either by credit/debit card concurrent with your
online order or by other payment means acceptable to Company. You agree
to pay all applicable taxes. If payment is not received by us from
your credit or debit card issuer or its agents, you agree to pay all
amounts due upon demand by us.
9. Third Party Web Sites.
You may be able to link from the Site to third party Web sites
(“Linked Sites”). For example, you may purchase products, some of which
may be Company products, on or though Linked Sites. You acknowledge and
agree that we have no responsibility for the information, content,
products, services, advertising, code or other materials which may or
may not be provided by or through Linked Sites. Links to Linked Sites
do not constitute an endorsement by us of such web sites or the
information, content, products, services, advertising, code or other
materials presented on or through such web sites.
10. DISCLAIMER
OF WARRANTIES. THE SITE, INCLUDING, WITHOUT LIMITATION, ALL
SERVICES, CONTENT, FUNCTIONS AND MATERIALS, IS PROVIDED “AS IS,” “AS
AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA
PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES
CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF
INFORMATION, AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT,
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WE HEREBY
DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. WE DO NOT
WARRANT THAT THE SITE OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS
CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE,
OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE
WILL MEET USERS’ REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE
SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. COMPANY ALSO
ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO,
OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON
ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITE OR YOUR
DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM
THE SITE. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO
DISCONTINUE USING THE SITE.
WITHOUT LIMITATION OF THE ABOVE IN
THIS SECTION, COMPANY AND ITS SUPPLIERS AND LICENSORS MAKE NO WARRANTIES
OR REPRESENTATIONS REGARDING ANY PRODUCTS OR SERVICES ORDERED OR
PROVIDED VIA THE SITE, AND HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY
AND ALL WARRANTIES AND REPRESENTATIONS MADE IN PRODUCT OR SERVICES
LITERATURE, FREQUENTLY ASKED QUESTIONS DOCUMENTS AND OTHERWISE ON THE
SITE OR IN CORRESPONDENCE WITH COMPANY OR ITS AGENTS. ANY PRODUCTS AND
SERVICES ORDERED OR PROVIDED VIA THE SITE ARE PROVIDED BY COMPANY “AS
IS”, EXCEPT TO THE EXTENT, IF AT ALL, OTHERWISE SET FORTH IN A LICENSE
OR SALE AGREEMENT SEPARATELY ENTERED INTO IN WRITING BETWEEN YOU AND
COMPANY OR ITS LICENSOR OR SUPPLIER.
11. LIMITATION OF
LIABILITY. IN NO EVENT SHALL COMPANY OR ANY OF ITS DIRECTORS,
OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS
(COLLECTIVELY, THE “PROTECTED ENTITIES”) BE LIABLE FOR ANY DIRECT,
INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE
DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF,
OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND
FUNCTIONS RELATED THERETO, LOST BUSINESS OR LOST SALES, EVEN IF SUCH
PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY
FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE
LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE
PROTECTED ENTITIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT
POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER
OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL
AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES,
LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING,
BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND
CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE AMOUNT,
IF ANY, PAID BY YOU TO COMPANY FOR YOUR USE OF THE SITE.
12. Applicable
Laws. We control and operate the Site from our offices in the
United States of America. We do not represent that materials on the
Site are appropriate or available for use in other locations. Persons
who choose to access the Site from other locations do so on their own
initiative, and are responsible for compliance with local laws, if and
to the extent local laws are applicable.
13. Modifications
to the Site and the Services. We reserve the right, for any reason,
in our sole discretion, to terminate, change, suspend or discontinue
any aspect of the Site, including, but not limited to, content, features
or hours of availability. We may also impose limits on certain
features of the Site or restrict your access to part or all of the Site
without notice or penalty. Company reserves the right to temporarily or
permanently terminate your membership on the Site for any or no reason
without prior notice.
14. Miscellaneous. The Terms and
Conditions and the relationship between you and us shall be governed by
the laws of the State of New York, without regard to its conflict of law
provisions. You agree that any cause of action that may arise under
the Terms and Conditions shall be commenced and be heard in the
appropriate court in the State of New York, County of New York. You
agree to submit to the personal and exclusive jurisdiction of the courts
located within New York County in the State of New York. Our failure
to exercise or enforce any right or provision of the Terms and
Conditions shall not constitute a waiver of such right or provision. If
any provision of the Terms and Conditions is found by a court of
competent jurisdiction to be invalid, the parties nevertheless agree
that the court should endeavor to give effect to the parties' intentions
as reflected in the provision, and the other provisions of the Terms
and Conditions remain in full force and effect.
