TERMS OF SERVICE
PLEASE READ ALL OF THE FOLLOWING TERMS AND CONDITIONS OF SERVICE FOR THIS WEBSITE (“TOS”) BEFORE USING THIS SITE. By continuing to access, link to, or use this site or any service on this site, you signify YOUR ACCEPTANCE OF THE TOS,
By acceptance of these TOS, You represent, warrant, and covenant that: (i) you have the power and authority to enter into this agreement; and (ii) you are at least eighteen (18) years old.
1. Intellectual Property.
This Website and all of the content it contains, or may in the future have, including but not limited to text, content, photographs, video, audio and graphics, goods, designs, information, applications, software, music, audio files, articles, directories, guides, photos as well as the trademarks, service marks, trade names, trade dress, copyrights, logos, domain names, code, patents and any other form of intellectual property (collectively, the “Service”) that relates to this site, are owned by or licensed by VERTAMEDIA or other third parties and are protected from any unauthorized use, copying and dissemination by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the U.S. and other countries. The Service is also protected as a collective work or compilation under U.S. copyright and other laws and treaties. All individual articles, columns, and other elements of the Service are also copyrighted works. You agree to abide by all applicable copyright and other laws and any additional copyright notices or restrictions contained in the Service. You acknowledge that the Service has been developed, compiled, prepared, revised, selected, and arranged by VERTAMEDIA and its partners and constitutes the valuable intellectual property of VERTAMEDIA and others. You agree to protect the proprietary rights of VERTAMEDIA and all others having rights in the Service during and after the term of this agreement and to comply with all reasonable written requests made by VERTAMEDIA or its suppliers and licensors of content, equipment, or otherwise (“Suppliers”) to protect their and others’ contractual, statutory, and common law rights in the Service. You agree to notify VERTAMEDIA in writing promptly upon becoming aware of any unauthorized access or use of the Service by any individual or entity or of any claim that the Service infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Service (the “Intellectual Property Rights”) shall, as between you and VERTAMEDIA, at all times be and remain the sole and exclusive property of VERTAMEDIA. All present and future rights in and title to the Service (including the right to exploit the Service and any portions of the Service over any gift or future technology) are reserved to VERTAMEDIA for its exclusive use. Except as expressly permitted by the TOS, you may not copy or use the Service or any portion thereof. Except as expressly permitted herein, you shall not use the Intellectual Property Rights or the Service, or the names of any individual participant in, or contributor to, the Service, or any variations or derivatives thereof, for any purpose, without VERTAMEDIA’s prior written approval.
2. Restrictions on Use.
You may not use the Service for any illegal purpose, for the facilitation of the violation of any law or regulation, or in any manner inconsistent with the TOS. You agree to use the Service solely for your personal, noncommercial use and benefit and not for resale or other transfer or disposition to, or use by, or the benefit of, any other person or entity. You agree not to use, transfer, distribute, or dispose of any information contained in the Service in any manner that could compete with the business of VERTAMEDIA or any of its suppliers.
Except as expressly permitted by VERTAMEDIA in writing you may not copy, reproduce, recompile, decompile, disassemble, reverse engineer, distribute, publish, display, perform, modify, upload to, create derivative works from, transmit, transfer, sell, license, upload, edit post, frame, link, or in any way exploit any part of the Service, except that you may download material from the Service and/or make one print copy for your own personal, noncommercial use, provided that you retain all copyright and other proprietary notices. You may not recirculate, redistribute or publish the analysis and presentation included in the Service without VERTAMEDIA’s prior written consent. Nothing contained in the TOS or on this site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Service in any manner without the prior written consent of VERTAMEDIA or such third party that may own the Service or intellectual property displayed on this site. UNAUTHORIZED USE, COPYING, REPRODUCTION, MODIFICATION, PUBLICATION, REPUBLICATION, UPLOADING, FRAMING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING, OR ANY OTHER MISUSE OF ANY OF THE SERVICES IS STRICTLY PROHIBITED. Any use of the Service other than as permitted by the TOS will violate the TOS and may infringe upon our rights or the rights of the third party that owns the affected Service. You agree to report any violation of the TOS by others you become aware of.
You may use the links to the Website's contents solely to inform others about a VERTAMEDIA content, and you shall immediately cease using this function regarding recipients who have requested not to receive such information. You may not offer any part of the Service for sale or distribute it over any other medium, including but not limited to over-the-air television or radio broadcast, a computer network, or hyperlink framing on the internet without the prior written consent of VERTAMEDIA. The Service and the information contained therein may not be used to construct a database of any kind. Nor may the Service be stored (in its entirety or any part) in databases for access by you or any third party or to distribute any database Services containing all or part of the Service. You may not use the Service in any way to improve the quality of any data sold or contributed by you to any third party.
You may not use any of the trademarks, trade names, service marks, copyrights, or logos of VERTAMEDIA in any manner which creates the impression that such items belong to or are associated with you or are used with VERTAMEDIA’s consent, and you acknowledge that you have no ownership rights in and to any of such items.
You may neither interfere with nor attempt to interfere with nor otherwise disrupt the proper working of the Service, any activities conducted on or through the Service, or any servers or networks connected to the Service. You may neither obtain nor attempt to obtain through any means any materials or information on the Service that have not been intentionally made publicly available either by public display on the Service or through accessibility by a visible link on the Service.
You shall not use or attempt to use any “scraper,” “robot,” “bot,” “spider,” “data mining,” “computer code,” or any other automated device, program, tool, algorithm, process or methodology to access, acquire, copy, or monitor any portion of the Service, any data or content found on or accessed through the Service, or any other Service information without the prior express written consent of VERTAMEDIA. You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any other content.
You acquire absolutely no rights or licenses in or to the Service and materials contained within the Service other than the limited right to utilize the Service in accordance with the TOS. Should you download content from the Service, you must do so in accordance with the TOS. Such download is licensed to you by VERTAMEDIA ONLY for your personal, noncommercial use in accordance with the TOS and does not transfer any other rights to you.
4. Disclaimer and Limitation of Liability.
(i) YOU AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT THE SERVICE AND ANYTHING CONTAINED WITHIN THE SERVICE, INCLUDING, BUT NOT LIMITED TO, CONTENT, SERVICES, GOODS, OR ADVERTISEMENTS ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND THAT VERTAMEDIA MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SERVICE, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, NON-INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR THOSE ARISING BY STATUTE OR OTHERWISE IN LAW FROM A COURSE OF DEALING OR USAGE OF TRADE. VERTAMEDIA DOES NOT WARRANT THAT THE AVAILABILITY OF OR THE FUNCTIONS CONTAINED IN THIS SITE OR THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THIS SITE, THE SERVICE OR SERVER DO NOT VIOLATE ANY PATENT OR OTHER INTELLECTUAL PROPERTY RIGHTS OF ANY PERSON OR ENTITY. VERTAMEDIA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THIS SITE OR THE SERVICE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT VERTAMEDIA) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT FULLY APPLY TO YOU.
(ii) VERTAMEDIA does not warrant that the Service is compatible with your equipment or that the Service, or e-mail sent by VERTAMEDIA or its representative, is free of errors or viruses, worms or “Trojan horses,” or any other harmful, invasive, or corrupted files, and is not liable for any damage you may suffer as a result of such destructive features. You agree that VERTAMEDIA and its Suppliers, agents, directors, officers, employees, representatives, successors, and assigns shall have no responsibility or liability for (i) any injury or damages, whether caused by the negligence of VERTAMEDIA, its parent, or their respective affiliates, Suppliers, agents, directors, officers, employees, representatives, general partner, subsidiaries, successors, and assigns, or otherwise arising in connection with the Service and shall not be liable for any lost profits, losses, punitive, incidental or consequential damages, or any claim against VERTAMEDIA by any other party; or (ii) any fault, inaccuracy, omission, delay, or any other failure in the Service caused by your computer equipment or arising from your use of the Service on such equipment. The content of other websites, services, goods, or advertisements (“Third Party Sites”) that may be linked to the Service is not maintained or controlled by VERTAMEDIA. Our provision of links to Third Party Sites is not an endorsement of any information, product, or service that is offered on or reached through such Third Party Sites VERTAMEDIA is not responsible for the availability, content, or accuracy of other websites, services, or goods that may be linked to, or advertised on, the Service. VERTAMEDIA does not: (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, the Service; (b) guarantee the accuracy, completeness, usefulness, or adequacy of any other web sites, services, goods, or advertisements that may be linked to the Service; or (c) make any endorsement, express or implied, of any other web sites, services, goods, or advertisements that may be linked to the Service. If you decide to leave this site and access the Third Party Sites, you do so at your own risk, and you should be aware that our terms and policies no longer govern. VERTAMEDIA is also not responsible for the reliability or continued availability of the telephone lines, wireless services, communications media, and equipment you use to access the Service. You understand that VERTAMEDIA and/or third-party contributors to the Service may choose at any time to inhibit or prohibit their content from being accessed under the TOS.
(iii) You acknowledge that: (i) the Service is provided for information and entertainment purposes only; (ii) VERTAMEDIA does not guarantee the sequence, accuracy, completeness, or timeliness of the Service or any information, facts, views, opinions, statements or recommendations contained on this site and/or the Service; (iii) none of the information contained on this site constitutes a solicitation, offers, opinion, endorsement or recommendation by VERTAMEDIA to buy or sell any goods or services, or to provide legal, tax, accounting, or investment advice; and (iv) the information provided on this site is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to law or regulation. Accordingly, anything to the contrary herein set forth notwithstanding, VERTAMEDIA, its Suppliers, agents, directors, officers, employees, representatives, successors, and assigns shall not, directly or indirectly, be liable, in any way, to you or any other person for any: (a) inaccuracies or errors in or omissions from the Service; (b) delays, errors, or interruptions in the transmission or delivery of the Service; or (c) loss or damage arising therefrom or occasioned thereby, or by any reason of nonperformance.
(iv) UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL WERTAMEDIA, ITS PARENTS, AFFILIATES, SUBSIDIARIES, SUPPLIERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, SUCCESSORS, LICENSORS OR ASSIGNS BE LIABLE TO YOU OR ANY THIRD PERSON FOR DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES EVEN IF VERTAMEDIA HAS BEEN ADVISED SPECIFICALLY OF THE POSSIBILITY OF SUCH DAMAGES, ARISING IN ANY WAY FROM OR IN CONNECTION WITH THIS SITE, THE SERVICE, USE OF OR INABILITY TO USE THE SERVICE OR ANY LINKS OR ITEMS ON THE SERVICE OR ANY PROVISION OF THE TOS, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL VERTAMEDIA’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS WEBSITE.
BY ACCESSING THIS WEBSITE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA.
You hereby waive any and all rights you have or may have under California Civil Code Section 1542 and/or any similar provision of law or successor statute to it with respect to any claims you may have in connection with this site or this TOS. In connection with this waiver and release, you acknowledge that you are aware that you may hereafter discover claims presently unknown or unsuspected or facts in addition to or different from those which you now know or believe to be true. Nevertheless, you intend by these TOS to release fully, finally, and forever all such matters under these TOS. In furtherance of such intention, the releases set forth in these TOS shall be and shall remain in effect as full and complete releases notwithstanding the discovery or existence of any such additional or different claims or facts relevant hereto.
You agree, at your own expense, to indemnify, defend and hold harmless VERTAMEDIA, its Suppliers, agents, directors, officers, employees, representatives, successors, and assigns from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys’ and experts’ fees, arising out of or in connection with the Service, or any links on the Service, including, but not limited to: (i) your use or someone using your computer’s use of the Service; (ii) a violation of the TOS by you or anyone using your computer; (iii) a claim that any use of the Service by you or someone using your computer infringes any intellectual property right of any third party, or any right of privacy or publicity, is libelous or defamatory, or otherwise results in injury or damage to any third party; (iv) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Service by you or someone using your computer; (v) any misrepresentation or breach of representation or warranty made by you contained herein; or (vi) any breach of any covenant or agreement to be performed by you hereunder. You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim. VERTAMEDIA reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with VERTAMEDIA in asserting any available defense. You acknowledge and agree to pay VERTAMEDIA’s reasonable attorneys’ fees incurred in connection with any and all lawsuits brought against you by VERTAMEDIA under the TOS and any other terms and conditions of service on this site, including, without limitation, lawsuits arising from your failure to indemnify VERTAMEDIA under the TOS.
(a) You may terminate the TOS, with or without cause and at any time, by discontinuing your use of the Service and destroying all materials obtained from the Service. (b) You agree that, without notice, VERTAMEDIA may terminate the TOS, or suspend your access to the Service, with or without cause, at any time and effective immediately. The TOS will terminate immediately without notice from VERTAMEDIA if you, in VERTAMEDIA’s sole discretion, fail to comply with any provision of the TOS. (c) VERTAMEDIA shall not be liable to you or any third party for the termination or suspension of the Service or any claims related to the termination or suspension of the Service. Upon termination of the TOS by you or VERTAMEDIA, you must discontinue your use of the Service and promptly destroy all materials obtained from the Service and any copies thereof. VERTAMEDIA will determine your compliance with the TOS in its sole discretion, and its decision shall be final and binding and not subject to challenge or appeal. Any violation of the TOS may result in restrictions on your access to all or part of this site and may be referred to law enforcement authorities. No changes to or waiver of any part of the TOS shall be of any force or effect unless formally posted or made in writing and signed by a duly authorized officer of VERTAMEDIA.
7. Non-United States Residents & Jurisdictional Issues.
VERTAMEDIA operates this site in the United States. VERTAMEDIA makes no representation that the Service, including merchandise offered for sale on this site and their copyrights, trademarks, patents, and licensing arrangements, are appropriate or available for use in locations other than the United States. If you access this site from locations outside of the U.S., you do so on your own initiative and at your own risk, and you are solely responsible for compliance with local laws if and to the extent local laws are applicable.
8. Governing Law.
The TOS shall be governed and construed in accordance with the laws of the United States and the State of New York without giving effect to conflicts-of-law principles thereof. With respect to any disputes or claims not subject to arbitration, you agree to submit to the personal jurisdiction of the state and federal courts located in New York County in the State of New York with respect to any legal proceedings that may arise in connection with the Service or from a dispute as to the interpretation or breach of the TOS.
9. Economic Sanctions & Export Controls
Notwithstanding any other provision of these TOS, VERTAMEDIA does not represent that the Service or anything created using the Service is appropriate for use in any particular location or for any or all purposes. Those who choose to access the Service do so on their own initiative and are responsible for compliance with all applicable laws.
You represent, warrant and covenant to VERTAMEDIA that none of you or any person who acts on your behalf or at your direction shall use (or enable others to use) the Service, any software included in or downloaded from the Service or anything created using the Service in connection with activity: (i) in, or for the benefit of, any country or region with respect to which the United Nations, United States, European Union and/or United Kingdom (the “Sanctioning Authorities”) maintains sanctions prohibiting all or substantially all shipment or provision of services, goods, technology or software (a “Sanctioned Jurisdiction”); (ii) to, or for the benefit of, the government of an Excluded Jurisdiction or a Sanctioned Jurisdiction or a person located in or normally resident of an Excluded Jurisdiction or a Sanctioned Jurisdiction; (iii) involving or benefiting a government or person whose assets a Sanctioning Authority has blocked or to which a Sanctioning Authority restricts the shipment or provision of services, goods, technology or software (a “Prohibited Party”); (iv) for any purpose that would be prohibited under the economic sanctions of any Sanctioning Authority.
10. Notice of Infringement – DMCA Policy.
If you believe that any text, graphics, photos, audio, videos, or other materials or works uploaded, downloaded, or appearing on the Services have been copied in a way that constitutes copyright infringement, you may submit a notification to our copyright agent in accordance with 17 USC 512(c) of the Digital Millennium Copyright Act (the “DMCA”), by providing the following information in writing:
a. identification of the copyrighted work that is claimed to be infringed;
b. identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Service;
c. information for our copyright agent to contact you, such as an address, telephone number, and e-mail address;
d. a statement that you have a good faith belief that the identified, allegedly infringing use is not authorized by the copyright owners, its agent, or the law;
e. a statement that the information above is accurate, and under penalty of perjury, that you are the copyright owner or the authorized person to act on behalf of the copyright owner; and
f. the physical or electronic signature of a person authorized to act on behalf of the copyright owner or of an exclusive right allegedly infringed.
Notices of copyright infringement claims should be sent by mail to: 2245 RENAISSANCE DRIVE SUITE A, LAS VEGAS, NV, 89119; or by e-mail to [email protected] . In appropriate circumstances and at our discretion, it is our policy to disable or terminate the accounts of users who repeatedly infringe copyrights or intellectual property rights of others.
A user of the Services who has uploaded or posted materials identified as infringing as described above may supply a counter-notification pursuant to sections 512(g)(2) and (3) of the DMCA. When we receive a counter-notification, we may reinstate the posts or material in question at our sole discretion. To file a counter-notification with us, you must provide a written communication (by fax or regular mail, or by email) that sets forth all of the items required by sections 512(g)(2) and (3) of the DMCA. Please note that you will be liable for damages if you materially misrepresent that content or an activity is not infringing the copyrights of others.
You accept that VERTAMEDIA has the right to change the content or technical specifications of any aspect of the Service at any time at VERTAMEDIA’s sole discretion. You further accept that such changes may result in your inability to access the Service. The failure of VERTAMEDIA to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. Sections 2 through 10, 11(c), and 12 through 20 shall survive any termination of the TOS.
The section titles in the TOS are used solely for the convenience of you and VERTAMEDIA and have no legal or contractual significance.
If any provision of the TOS is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of the TOS will remain in force.
14. Entire Agreement.
The TOS and any other terms and conditions of service on this site, and its successor, constitute the entire agreement between you and VERTAMEDIA, govern your use of the Service, and supersede all prior or contemporaneous written or oral agreements between the parties with respect to the subject matter hereof. These TOS may not be amended, nor any obligation waived, without VERTAMEDIA’s written authorization.