The Basics:

We (the folks at Partner Interactive, LLC.) run a blog and web site service called PhotographyBlogSites.com and would love for you to use it. While our initial trial period is free, this is a paid service as described below. Our service is designed to give you as much control and ownership over what goes on your site as possible and encourage you to express yourself freely. However, be responsible in what you publish. In particular, make sure that none of the prohibited items listed below appear on your site or get linked to from your site (things like spam, viruses, or hate content).

The Details:

AGE REQUIREMENTS

You must be at least 18 to use PhotographyBlogSites.com.

ACCEPTANCE OF TERMS

Partner Interactive, LLC. (“The Company”) owns and operates the web site service (“The Service”) called PhotographyBlogSites.com (“The Website”).

The Website provides a web publishing service to you subject to the following Terms of Service (“TOS”). The Company reserves the right to update the TOS without notice to you. The most current TOS will be made available through The Website.

The following terms and conditions govern all use of The Service and The Website and all content, services and/or products made available at or through The Service or The Website. The Service is offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, our Privacy Policy) and procedures that may be published from time to time on The Website by The Company (collectively, the “Agreement”).

Please read this Agreement carefully before accessing or using the Website.

BY SIGNING UP FOR AN ACCOUNT, USING THE SERVICE OR THE WEBSITE, AND/OR ACCESSING THE SERVICE OR THE WEBSITE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT USE THE WEBSITE OR ACCESS THE SERVICE.

DESCRIPTION OF THE SERVICE

The Service allows users to register as an “Account Holder” with The Service in order to create, update and maintain online websites (“BlogSites”). Once registered with The Service, each Account Holder may activate any number of BlogSites to post “Content”. Each BlogSite is treated separately and paid for separately according to the payment terms detailed below. Having an Account does not entitle an Account Holder access to any BlogSites, except those registered, activated, paid for under the TOS and adhering to the TOS. For example, some users may become Account Holders simply to participate in the forums or leave comments on BlogSites without ever creating or gaining access to their own BlogSite.

REGISTRATION AND PRIVACY

In consideration of use of The Service, you agree to: (a) provide true, accurate, current and complete information, and (b) maintain and promptly update all such information to keep it true, accurate, current and complete – including but not limited to, if applicable: name, address, email address, company name, company contact name and title, company address, company contact email address, company website URL, service contract number, service level, purchase order number or sales order number, and payment details.

You agree that you have read, understand and agree to our Privacy Policy – http://photographyblogsites.com/privacy, which like the TOS may be updated at any time with or without notice by The Company. By accessing or using The Service you also are bound to the Privacy Policy according to its terms.

PASSWORDS AND SECURITY RESPONSIBILITY

You, as an Account Holder, are solely and personally responsible for maintaining the security of your Account and BlogSite, including the responsibility to protect their User Name and Password and the access they grant. You are fully responsible for all activities that occur under the account and any other actions taken in connection with The Service.

You may not disclose or share your Password with any third parties or use your Password for any unauthorized purpose. Any access to The Service using a User Name and Password will be considered to be the Account Holder and any loss of information or account due to use of a User Name and Password will be the sole responsibility of the Account Holder. You agree to immediately notify The Service in writing of any unauthorized uses of the account or any other breaches of security.

You acknowledge and agree that under no circumstances will The Company be liable, in any way, for any acts or omissions by an Account Holder or a Guest, including any damages of any kind incurred as a result of such acts or omissions or from your failure to comply with this security obligation. The Service only stores an encoded version of each Password, is not capable of knowing or accessing any Account Holder Passwords, and will not under any circumstances be liable for the loss, resetting, or use of any User Name or Password.

CANCELLATION

Each BlogSite may be canceled separately without effecting other BlogSites or effecting the Account Holder’s status as a user. If an Account Holder cancels The Service to a BlogSite, the cancellation may take effect immediately. After cancellation of any BlogSite, all Account Holder’s BlogSites or the Account Holder’s account itself, all information contained therein may be deleted by The Service and The Company accepts no liability for such deleted information or content. The Company is however under no obligation to delete all content or account information and may do so at the sole discretion of The Company.

TERMINATION

You agree The Company, in its sole discretion, may terminate your Password, BlogSite and/or Account, and remove and discard any Content within The Service at any time, with or without cause, with or without notice, effective immediately, including and without limitation, if The Company believes that you have violated or acted inconsistently with the letter or spirit of the TOS. Any contracts, verbal or written or assumed, in conjunction with your deleted BlogSite and/or Account (as applicable) and all its parts, at The Company’s discretion, will be terminated as well, with the exception that all provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. The Company reserves the right to bar any further access to such files or The Service. You agree that The Company shall not be liable to you or any third-party for any termination of your access to The Service.

RIGHT OF REFUSAL

Without limiting any of those representations or warranties, The Company has the right (though not the obligation) to refuse or remove any content and to terminate or deny access to and use of The Website and/or The Service to any individual or entity for any reason, in The Company’s sole discretion. The Company will have no obligation to provide a refund of any amounts previously paid.

CONDUCT RULES AND OBLIGATIONS

You agree that you will not:

  • (a) upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy (up to, but not excluding any address, email, phone number, or any other contact information without the written consent of the owner of such information), hateful, or racially, ethnically or otherwise objectionable;
  • (b) harm minors in any way;
  • (c) impersonate any person or entity, including, but not limited to, a PhotographyBlogSites.com official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with any person or entity;
  • (d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through The Service;
  • (e) upload, post or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  • (f) upload, post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;
  • (g) upload, post, or transmit unsolicited commercial email or “spam”. This includes unethical marketing, advertising, or any other practice that is in any way connected with “spam”, such as (a) sending mass email to recipients who haven’t requested email from you or with a fake return address, (b) promoting a site with inappropriate links, titles, descriptions, or© promoting your site by posting multiple submissions in public forums that are identical;
  • (h) upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  • (i) interfere with or disrupt The Service or servers or networks connected to The Service, or disobey any requirements, procedures, policies or regulations of networks connected to The Service;
  • (j) intentionally or unintentionally violate any applicable municipal, provincial, national or international law.
  • (k) “stalk” or otherwise harass another;
  • (l) promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals. This may include, without limitation, providing instructions on how to assemble bombs, grenades and other weapons or incendiary devices;
  • (m) use The Service as a forwarding service to another website;
  • (n) solicit Passwords or personal identifying information for commercial or unlawful purposes from other Account Holders;
  • (o) exceed the scope of The Service that you have signed up for; for example, accessing and using the tools that you do not have a right to use, or deleting, adding to, or otherwise changing other peoples comments or content;
  • (p) make any automated use of the system.
  • (q) Re-sell The Service to a third party, without an explicit license agreement with The Service

While not inclusive, these are some types of blogs that are NOT allowed under any circumstances:

  • Scraper blogs: Blogs that take content from other blogs and re-publish it without permission (this is sometimes called scraping). If a blog contains stolen content, it’s gone!
  • SEO blogs: Blogs that are written for search engines instead of humans. These blogs are dedicated to trying to fool Google and other search engines into ranking them or the sites they link to highly. The Website is not meant for this type of activity.
  • Affiliate marketing blogs: Blogs with the primary purpose of driving traffic to affiliate programs and get-rich-quick schemes (“Make six figures from home!!”, “20 easy steps to top profits!!”, etc). This includes multi-level marketing (MLM) blogs and pyramid schemes. To be clear, people writing their own original book, movie or game reviews and linking them to Amazon, or people linking to their own products on Etsy or any other stand-alone store front do NOT fall into this category.
  • Warez blogs: Blogs that promote pirated copies of ebooks, software packages, music, movies, games, etc.
  • Automated blogs: Blogs that are generated by computers, including randomly generated blogs, blogs that re-publish press releases, marketing material, search engine results, link dumps or any other mass-produced content.

You must not describe or assign keywords to your BlogSite in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and The Company may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause The Company liability.

ADVERTISING

All BlogSites must be created and maintained with the sole purpose of being a ‘destination’ site, not a doorway, forwarding, or landing page site to fill with ads and/or drive traffic to another site, whether another BlogSite within The Service or a third-party site.

AdSense, Yahoo, Chitika, TextLinkAds and any other other ad services are not allowed on any BlogSites hosted by The Service without express written permission by The Company. In addition to AdSense-type ads, use of the following services are not allowed on your BlogSite: sponsored / paid posts including PayPerPost, ReviewMe, and Smorty; affiliate / referral links to the following domains: usercash, clickbank, clickhop, cashrocks, payingcash; clicktrackers (and any similar) and any promotion of the “I made a million on the internet and so can you” type of advertising (i.e. MLM, network marketing, cash gifting, etc.).

The only type of ad that may be placed is a text or image ad manually placed by the Account Holder. It may include any html allowed by the site, including a link to the source of the ad. No javascript links that reference or make use of or link to external javascript files may be used. Paid or sponsored post content is also prohibited without clear disclosure of the payment or sponsorship.

CONTENT OWNERSHIP

The Company does not claim ownership of the Content you place in your Account, BlogSite, or anywhere within The Service. All such Content will continue to have the ownership and  the copyright protection it always had. However, by submitting Content to The Service, you grant The Service a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content for the purpose of displaying, distributing and promoting The Service. This license exists only for as long as you continue to be an Account Holder and shall be terminated at the time your account is terminated.

You acknowledge and agree that The Service may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of The Service, its Account Holders and the public.

CONTENT RESPONSIBILITY

You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials (“Content”) are the sole responsibility of the person(s) from which such Content originated.  You, and not The Company, are entirely responsible for all Content that you upload, post, transmit or otherwise make available via The Service.  You acknowledge that The Company does not control or pre-screen the Content posted via The Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. Under no circumstances will The Company be liable in any way for any Content.

Pornography, adult-related (including ANY nudity), and otherwise illegal content are not permitted on The Service and any Account Holders posting such content face immediate deletion of all BlogSites, their entire Account and possible legal action at the discretion of The Company.

You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. You understand that by using The Service, you may be exposed to Content that is offensive, indecent or objectionable.

INTELLECTUAL PROPERTY

This Agreement does not transfer from The Company to you any Company or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with The Company. Partner Interactive, LLC, Partner Interactive, PhotographyBlogSites, PhotographyBlogSites.com and the PhotographyBlogSites logo, and all other trademarks, service marks, graphics and logos used in connection with PhotographyBlogSites.com, or The Service are trademarks or registered trademarks of The Company or The Company’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of The Service grants you no right or license to reproduce or otherwise use any Company or third-party trademarks.

DOMAIN NAMES AND VANITY URLS

Each BlogSite, according to the Account Holder’s choice (subject to availability) is assigned a subdomain name, or “Vanity URL” at PhotographyBlogSites.com in the form of “http://vanityurl.photographyblogsites.com”. The Company reserves the right to revoke any Vanity URL for any reason, including but not limited to inappropriate URL names that do not represent who you are or the content of your website, a name that is the currently published business name and/or intellectual property rights proven to be owned by another entity, any URL name that includes profanity or terms that could be interpreted to be derogatory in nature to a specific person or people group. Further, The Company reserves the right to allow the Account Holder to choose a new Vanity URL, to assign a new Vanity URL of The Company’s choosing, or to delete the Account Holder’s account altogether at the sole discretion of The Company. The Company will use good faith judgment in determining which course to take.

The Service provides access to “Domain Mapping”, allowing the use of any domain you might own, so that the site appears as “http://mydomain.com” instead of “http://vanityurl.photographyblogsites.com” becoming the BlogSite’s custom domain name (“Custom Domain”). However the same guidelines apply and we may revoke the right to map a custom domain that does not match the guidelines as well. The Service does not provide any assistance with setting up Domain Mapping, other than written instructions through the support site and a place to enter your Custom Domain so that The Service knows about it. Domain Mapping must be setup by the Account Holder through the Account Holder’s domain registrar. Any domain registrar is a third-party company, whether recommended by The Company or not, and is in no way associated with the Company or The Service. The maintenance of the Custom Domain is the sole responsibility of the Account Holder. The Account Holder understands that technical problems with the Domain Mapping process may cause their BlogSite to be unavailable until repaired by the Account Holder and/or their domain registrar. The Company will in no way be held responsible for the setup, integrity, or maintenance of any Custom Domain and the Account Holder uses a Custom Domain at their own risk.

Custom Domains, once properly mapped, will point to The Service’s IP Address, which may change occasionally. The Service will make every attempt to notify current Account Holders of any change using the contact information provided by the Account Holder. But it is the sole responsibility of the Account Holder to be aware of the current IP address and to maintain the status of their mapped domain. In the case that a mapped domain no longer works, any BlogSite will always be available (unless The Service itself is temporarily unavailable) through the BlogSite’s Vanity URL chosen at sign-up – (ex: vanityurl.photographyblogsites.com).

HOSTING

Hosting is included with every site, for the purposes of enabling each site, providing the space needed for Content uploaded through the site, etc. This is NOT a fully functional hosting account or in fact a hosting account of any kind. It does not include ftp access, shell access, any kind of hosting control panel, email, or any other service possibly associated with a typical hosting account. Disk Space is limited to 3GB (3 gigabytes) for the “BlogOnly” plans, and to 4GB (4 gigabytes) for the “All-In-One BlogSite” plans. Additional space can be purchased as needed.

AVAILABILITY OF THE SERVICE

You are responsible for obtaining access to The Service, and that access may involve third-party services, products, and/or fees (such as Internet service provider or airtime charges). You are responsible for those costs.

The Company makes no warranties or guarantees as to the availability or reliability of The Service or the information provided to you or to any other Account Holder nor makes any commitment to provide you an on-going operational Service.

The Service will make every effort to make sure BlogSites hosted with The Service will be live. The Service uses the same exact system, the same server, and even the same software for The Website itself. However you agree and understand The functionality of The Service depends, among other things, on the availability of internet connectivity, net congestion and other factors such as the Account Holder’s computer, browser, software, speed of internet service, etc. and that in general all sites, all servers, and all technology experience downtime occasionally and The Company will in no way be liable for any downtime or interruption to The Service.

UPGRADES AND PRODUCT CHANGES

The Company reserves the right at any time to discontinue release or not release at all, and to alter, upgrade or remove prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics (collectively, “Features”) of The Service or The Website. Unless explicitly stated otherwise, any new or improved Features that augment or enhance The Service or The Website shall be subject to the TOS and Privacy Policy.

PAYMENT TERMS

Payments are currently handled by Paypal as recurring payments, using either your existing Paypal account or a Major Credit Card. Account Holders may create and activate as many BlogSites as they wish. All BlogSites are considered separate and will require separate payments.

For security reasons and the protection of your privacy and financial accounts, we do not have the ability to modify payment amounts, activate recurring payments, or to cancel recurring payments. Account Holders may cancel recurring payments at any time, even immediately after signing up, through their Paypal or Credit Card accounts. Account Holders may delete their site, account and all information at any time through your account’s admin area. This can be done before or after canceling payments.

If payment has not been received by the expiration date of the current subscription for any BlogSite, the BlogSite will be considered expired and may face deletion without notice. Deletion will include all content, images, and information associated with the BlogSite. If the Account Holder still has other active BlogSites, the Account and all other BlogSites will remain in tact according to the payment terms of each BlogSite.

Downgrading any BlogSite account may cause the loss of content, features, or capacity of your account. The Company does not accept any liability for such loss.

The Company reserves the right to change its prices at any time. The Company does not issue refunds or accept returns. The Service includes a fully functional free trial period to asses your interest level, after which time, The Service is a month-to-month or year-to-year service that allows you to cancel at any time.

Lifetime Memberships

Any offer of “Lifetime” plans, memberships, sites, accounts, or any other use of The Service or access to The Website offered on a “Lifetime” basis will be valid for the life of The Website under the same terms of this agreement and does not in any way entitle the Account Holder a BlogSite or access to The Service forever. The Account Holder of any “Lifetime” offer, paid or otherwise, is subject to the terms of this agreement and all rules and obligations will apply. The Company reserves the right in its sole discretion to revoke “Lifetime” status for any reason, at any moment, with or without notice.

3RD PARTY SOFTWARE AND DOWNLOADS

WordPress and other software we use is licensed under the GPLv2 license (http://wordpress.org/about/gpl/). However, like WordPress.com and any number of other blog communities, this is a managed service with limited access to the core files, theme files, plugin files, and the settings in the Account and BlogSite administration areas. Limiting the access to these files and settings is necessary for security reasons, as well as maintaining the integrity of The Service for all Account Holders.

If you elect to download or access any additional software or third party Content made available to through The Website, you understand that you may have to agree to additional terms and conditions before you use such software or third party Content. You also agree that you will not use any Content made available to you through the The Website except as expressly authorized under that third party provider’s terms of service or license. For greater certainty, by downloading software or Content made available through The Website, you are deemed to agree to the terms of service or license agreement of each, the terms of which are incorporated by reference herein for the benefit of such third party providers. If you do not agree to the terms of service or license agreement, do not download the software or Content.

Any Content made available for download on The Website is offered “as-is” with no warranty concerning the quality or usability and no obligation to provide support or help of any kind. The Company is under no obligation to share any software or files and will do so at the sole discretion of The Company.

LINKS TO THIRD PARTY SITES

You may link to third party sites through the use of The Service. Also, The Service may provide links to third party websites or resources. Any third party sites are not under the control of The Company, and The Company is not responsible for the availability of such external sites or resources. The Company does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that The Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

PROTECTION OF YOUR COMPUTER

You understand that the The Service will use commercially reasonable efforts to protect the privacy and integrity of your computer resources. However, you acknowledge and agree that The Company cannot give any warranties in this respect.

CONFIDENTIAL INFORMATION

The Company does not want to receive confidential or proprietary information from you through The Service or The Website, by email, or by any other means. Unless otherwise agreed in writing by an authorized Partner Interactive, LLC. representative, any material, information or idea you transmit to The Service or The Website by any means may be disseminated or used by The Company or its affiliates without compensation or liability to you for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products. However, this provision does not apply to any Account Holder’s Content (as defined herein), or to personal information that is subject to our Privacy Policy.

TECHNICAL SUPPORT

The Company is not required under this Agreement to provide any installation, training or other support services to you. We do however provide support through documentation at http://support.PhotographyBlogSites.com and tutorial videos at http://support.PhotographyBlogSites.com/videos. We also have a forum for any questions at http://support.PhotographyBlogSites.com/forum. For technical problems, we provide an internal Support Ticket process, available directly on the back-end of each site.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  • (a) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  • (b) THE COMPANY WILL MAKE REASONABLE EFFORTS TO MAINTAIN THE SERVICE, HOWEVER, THE COMPANY IS NOT RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, CUSTOMER INFORMATION OR VENDOR DATA, REVENUE, OR OTHER HARM TO BUSINESS ARISING OUT OF DELAYS, MISDELIVERY OR NONDELIVERY OF INFORMATION, RESTRICTION OR LOSS OF ACCESS, BUGS OR OTHER ERRORS, UNAUTHORIZED USE DUE TO YOUR SHARING OF ACCESS TO THE SERVICE, OR OTHER INTERACTION WITH THE SERVICE. YOU ARE RESPONSIBLE FOR MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION THAT MAY RESIDE ON THE SERVICE. THE COMPANY DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
  • (c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.

LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL THE COMPANY OR ITS LICENSORS BE LIABLE TO ANY PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES,  INCLUDING ANY LOSS OF PROFIT, REVENUE, BUSINESS OPPORTUNITY OR DATA, ARISING FROM OR RELATING TO THE SERVICE, WHETHER IN CONTRACT, IN TORT OR OTHERWISE, EVEN IF THE SERVICE OR ITS LICENSORS KNEW, SHOULD HAVE KNOWN OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES RESULTING FROM:
(i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE AND THAT THE SERVICE AND/OR ITS LICENSORS’ TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT OR THE SERVICE, WHETHER IN CONTRACT, IN TORT OR OTHERWISE, WILL NOT EXCEED THE FEES ACTUALLY PAID BY YOU UNDER THIS LICENSE. THIS SECTION 12 WILL APPLY EVEN IF AN EXCLUSIVE REMEDY HEREUNDER HAS FAILED OF ITS ESSENTIAL PURPOSE.

INDEMNITY

You agree to indemnify and hold The Company, and its subsidiaries, affiliates, officers, director’s, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your Content, your use of The Service, your Guests activities, your connection to The Service, your violation of the TOS, or your violation of any rights of another, whether you are a registered Account Holder or not. The Account Holder is solely responsible for his or her actions when using The Service, including, but not limited to, costs incurred for Internet access.

GOVERNING LAW. VENUE AND JURISDICTION.

This Agreement will be governed by and construed in accordance with the laws of the United States and the State of California, without giving effect to any conflicts or choice of laws principles that would require the application of the laws of a different jurisdiction. The parties expressly exclude the application of the 1980 United Nations Convention on the International Sale of Goods (if applicable). Subject only to the provisions of Section 19, any legal action, suit or proceeding arising out of or relating to this Agreement must be instituted exclusively in a court of competent jurisdiction, federal or state, located within the State of California, and in no other venue. Each party further irrevocably consents to personal jurisdiction and venue in, and agrees to service of process issued or authorized by, any such court.

ATTORNEY’S FEES

In any action, suit or proceeding arising out of or relating to this Agreement, The Service, if it is the prevailing party, will be entitled to recover from you its reasonable attorneys’ fees and expenses in addition to any other relief that may be awarded.

ASSIGNMENT

You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; The Company may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.

WAIVER AND MODIFICATIONS

All waivers must be in writing. Any waiver or failure to enforce a provision of this Agreement on one occasion shall not be deemed a waiver of any other provision or such provision on any other occasion. This Agreement may only be amended by a written document signed by both parties.

SEVERABILITY

If any provision of this Agreement is held to be illegal, invalid or unenforceable for any reason, then such provision will be enforced to the maximum extent permissible and the remainder of the provisions of this Agreement will remain in full force and effect.

ENTIRE AGREEMENT

This Agreement constitutes the entire, final and exclusive agreement between you and The Company regarding the use of The Service described herein. No prior agreements, understandings, statements, proposals or representations, written or oral, apply. No written or oral statement, advertisement or product description not expressly contained in this Agreement can be used to alter or supplement its terms. You may not rely on any representations or statements not contained in this Agreement. Headings in this Agreement are for reference only and have no effect on any provision’s meaning.

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