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(LAST REVISED: JANUARY 1, 2010)
PLEASE READ
THIS AGREEMENT CAREFULLY. BY VIEWING AND/OR USING THIS WEB SITE YOU AGREE TO BE
BOUND BY ALL OF THESE TERMS AND CONDITIONS.
This Agreement (the
"Agreement") governs your use of the Shamebox Web site, accessible via
www.shamebox.com, and related uniform resource locators (the "Site"). Shamebox
reserves the right to change the terms and conditions of this Agreement at any
time by posting a revised Agreement on the Site. Shamebox will alert you that
changes have been made by indicating on the top of this Agreement the date it
was last revised (following the words "Last Revised"). The revised Agreement
will be effective immediately after it is posted on the Site. Your use of the
Site following the posting of a revised Agreement will constitute your
acceptance of any such revisions. Shamebox encourages you to review this
Agreement whenever you visit the Site to make sure that you understand the
current terms and conditions governing your use of the Site. If you do not agree
to this Agreement (including any referenced policies or guidelines), please
immediately discontinue your use of the Site.
IN THE EVENT OF ANY
INCONSISTENCY BETWEEN THIS AGREEMENT AND ANY OTHER INFORMATION PROVIDED BY
Shamebox, ON THE SITE OR ELSEWHERE, THE TERMS OF THIS AGREEMENT SHALL PREVAIL.
1. Grant of Limited License by Shamebox to You.
Shamebox offers user-provided information regarding people, events, and
entities. Subject to your compliance with all of the terms and conditions of
this Agreement, and in consideration of your promises reflected in this
Agreement, Shamebox grants to you a personal, nonexclusive, non-assignable and
nontransferable license to use the Site (and the underlying software for the
sole purpose of using this Site) from a single computer and to use the Site
solely as permitted under this Agreement.
2. Restrictions of
Limited License.
Unless Shamebox otherwise notifies you or
restricts your use of this Site, you may freely post content, including news,
entertainment, and information, to and at this Site. You agree that all such
posts shall reasonably relate to the topic of information intended for the pages
to which you post content.
You agree that you will: (i) comply with all
applicable laws in using or accessing the Site; (ii) not make any modification,
adaptation, improvement, enhancement, translation, or derivative work of or to
any portion of the Site; (iii) not remove, alter, or obscure any proprietary
notices (including copyright notices) of Shamebox or any other information
provider in any portion of the Site; and (iv) not use the Site to research or
evaluate any candidate for employment.
3. Grant of Limited
License by You to Shamebox
With respect to any content
(including, without limitation, any news, reviews, entertainment, commentary,
information, or other text) you post to this Site ("Your Content"), you hereby
grant to Shamebox a perpetual, royalty free and non-exclusive license to publish
Your Content on the Site or on any other Site or in any other media throughout
the universe. Shamebox may reproduce, modify, adapt, distribute and/or publish
any of Your Content for any reason, in any media, at any time. For example,
Shamebox may utilize Your Content for online or offline advertising which
promotes Shamebox or the Site, without any royalty or payment being owed to you.
Similarly, Shamebox may license Your Content to third parties, without any
royalty or payment being owed to you.
You represent, warrant, and
guarantee that you have the full right, ability, and authority to post Your
Content to the Site and grant this license to Shamebox. You further represent,
warrant, and guarantee that by posting Your Content to the Site, you are not
violating any obligation owed by you to any third party, including without
limitation obligations of confidentiality, privacy, or attribution.
4. Content Accessible Through the Site.
The Site
contains a variety of information, data, messages and other materials (the
"Content") that users of the Site create and post. Please use caution and common
sense when viewing the Site. You understand and agree that any Content is the
exclusive responsibility of the person who posted it, and that you will be
solely responsible for any Content that you post via the Site. You acknowledge
that Shamebox is not responsible for, does not control, does not endorse and
does not verify the Content posted to the Site or available through the Site,
and that it makes no guarantee regarding the reliability, accuracy, legitimacy
or quality of any such Content. You agree that you will bear any and all risk of
reliance on the accuracy, validity or legitimacy of such Content. You agree that
Shamebox has no obligation to monitor the reliability, accuracy, legitimacy or
quality of such Content, nor to enforce any standards (including those standards
described in Section 7 below) in connection with such Content. Under no
circumstances will Shamebox be liable in any way to you for any Content,
including, but not limited to, any errors or omissions in any Content or any
loss or damage of any kind incurred as a result of the use or existence of or
exposure to any Content posted or otherwise transmitted via the Site.
5. Site not Intended for Young Children.
The Site is
not intended for use by persons under the age of thirteen (13). However,
Shamebox does not verify the age of its users, and does not have the ability to
block minors from the Site. Please note that some Content may be considered by
some to be inappropriate for minors. In order to protect minors from such
Content, you can retain a third party service provider to block inappropriate
Content from displaying on your Web browser. Shamebox does not and cannot
endorse the quality and capabilities of such services.
6. No
Pre-Screening or Regular Screening of Content.
You acknowledge
that Shamebox does not pre-screen Content. You agree that Shamebox is under no
obligation to review all Content, or any Content, on any regular schedule or at
all. You agree that Shamebox shall have the right (but not the obligation) to
re-arrange, remove and/or restrict access to any Content on the Site at any time
in its sole discretion, for any reason or for no reason. BY USING THE SITE, YOU
AGREE THAT Shamebox SHALL HAVE NO OBLIGATION TO MONITOR CONTENT ON THE SITE OR
TO DELETE CONTENT FROM THE SITE, EVEN IF Shamebox IS NOTIFIED THAT SUCH CONTENT
VIOLATES THIS AGREEMENT.
7. User Conduct Guidelines.
Shamebox RESERVES THE RIGHT, BUT DISCLAIMS ANY OBLIGATION OR
RESPONSIBILITY, TO REMOVE ANY CONTENT THAT DOES NOT ADHERE TO THESE GUIDELINES,
IN ITS SOLE DISCRETION.
You agree not to use the Site to:
(a)
violate or solicit the violation of any applicable local, state, national or
international law. Among other things, and without limiting the generality of
the foregoing, you agree not to post Content that is obscene or that violates
laws relating to sexually explicit material, that infringes the rights of any
third party (including intellectual property and privacy or publicity rights),
that is defamatory, or that constitutes hate speech under applicable law
(b)
post any Content that consists of instructional information on illegal
activities, including, but not limited to, hacking, cracking, and breaking.
(c) post the private information of yourself or another such as addresses, phone
numbers,Social Security numbers or credit card numbers, or any other information
that you do not have a right to post or that you have agreed not to post
(d)
impersonate any person or entity, including, but not limited to, a Shamebox
employee, or falsely state or otherwise misrepresent your affiliation with any
other person or entity.
(e) forge headers or otherwise manipulate
identifiers in order to falsify the origin of any Content transmitted through or
to the Site.
(f) interfere with or disrupt the Site, or encourage others to
do so in any manner whatsoever; and
(g) disseminate off-topic messages on
boards, including but not limited to messages promoting any product, service,
web site, board or venture
(i) post headings that do not relate to the
associated post, or that misrepresent the contents of the associated post.
We cannot and do not assure that other users are complying, or will in the
future comply, with the foregoing User Conduct Guidelines or any other
provisions of this Agreement, and, as between you and us, you hereby assume all
risk of harm or injury resulting from any such lack of compliance.
If any
post constitutes a violation of any criminal law, or evidence that any such
violation has occurred or may occur in the future, Shamebox may, in its sole
discretion, report the post and related information to applicable authorities.
Shamebox may cooperate with authorities when doing so is necessary or desirable
to avoid imminent harm. Shamebox will respond to lawful subpoenas.
IF YOU
WISH TO REPORT CONTENT THAT VIOLATES THESE GUIDELINES, YOU MAY DO SO BY SENDING
US A LETTER OR EMAILING SUPPORT@SHAMEBOX.COM. YOU AGREE THAT THE DETERMINATION
OF WHETHER TO TAKE ANY ACTION ON SUCH REPORTS SHALL BE MADE BY Shamebox IN ITS
SOLE DISCRETION. YOU AGREE THAT Shamebox MAKES NO WARRANTY, EXPRESS OR IMPLIED,
THAT IT WILL TAKE ANY PARTICULAR ACTION, OR ANY ACTION WHATSOEVER, IN RESPONSE
TO SUCH REPORTS. Shamebox CANNOT AND DOES NOT GUARANTEE THAT IT WILL READ YOUR
REPORT, OR RESPOND TO IT, IN ANY PARTICULAR TIME FRAME. OR AT ALL.
8. Reservation of Rights.
Shamebox reserves all rights
not granted in this Agreement. You agree to use your best efforts to prevent and
protect the Site from unauthorized disclosure or use.
9.
Information Collection and Privacy.
If you would like
information regarding our information collection practices, please refer to our
Privacy Policy.
10. DISCLAIMER OF WARRANTY.
YOU
UNDERSTAND AND AGREE THAT THE SITE AND ANY INFORMATION CONTAINED THEREON IS
PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT USE OF
THE SITE AND CONTENT IS AT YOUR SOLE RISK.
TO THE FULLEST EXTENT
PERMISSIBLE UNDER THE APPLICABLE LAW, Shamebox.COM DISCLAIMS ALL WARRANTIES OF
ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE,
OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
WITHOUT LIMITING THE FOREGOING, NEITHER Shamebox NOR ANY OF ITS AFFILIATES, NOR
ANY OF ITS/THEIR OFFICERS, DIRECTORS, LICENSORS, EMPLOYEES OR REPRESENTATIVES
REPRESENT OR WARRANT (i) THAT THE SITE, OR ANY INFORMATION CONTAINED THEREIN,
WILL MEET YOUR REQUIREMENTS OR BE ACCURATE, TRUTHFUL, COMPLETE, RELIABLE, OR
ERROR FREE; (ii) THAT THE SITE WILL ALWAYS BE AVAILABLE OR WILL BE
UNINTERRUPTED, ACCESSIBLE, TIMELY, OR SECURE; (iii) THAT ANY DEFECTS IN THE SITE
OR INFORMATION (INCLUDING WITHOUT LIMITATION INACCURACIES, INCONSISTENCIES, AND
ERRORS) WILL BE CORRECTED, OR THAT THE SITE WILL BE FREE FROM VIRUSES, "WORMS,"
"TROJAN HORSES" OR OTHER HARMFUL PROPERTIES; (iv) THE ACCURACY, TRUTHFULNESS,
RELIABILITY, TIMELINESS, OR COMPLETENESS OF ANY MATERIAL PUBLISHED OR ACCESSIBLE
ON OR THROUGH THE SITE; (v) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING
OR USAGE OF TRADE; AND (vi) THAT THE SOFTWARE BEHIND THE SITE IS NON-INFRINGING.
Shamebox AND ITS AFFILIATES HEREBY DISCLAIM, AND YOU HEREBY WAIVE AND RELEASE
Shamebox AND ITS AFFILIATES FROM, ANY AND ALL OBLIGATIONS, LIABILITIES, RIGHTS,
CLAIMS OR REMEDIES IN TORT ARISING OUT OR IN CONNECTION WITH YOUR USE OF THIS
SITE, WHETHER OR NOT ARISING FROM THE NEGLIGENCE (ACTIVE, PASSIVE OR IMPUTED) OF
Shamebox OR ITS AFFILIATES. Shamebox EXPRESSLY DISCLAIMS ANY IMPLIED
REPRESENTATION THAT IT WILL MONITOR THE SITE, ENFORCE THE USER CONDUCT
GUIDELINES, OR RESPOND TO USER COMPLAINTS IN ANY PARTICULAR MANNER, OR AT ALL.
YOU ACKNOWLEDGE AND AGREE THAT THE SITE, OR CONTENT ACCESSED THROUGH THE USE
OF THE SITE, IS ACCESSED 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 YOUR USE OF THE SITE, OR CONTENT CONTAINED THEREIN.
THIS WEB
SITE IS BASED IN THE COMMONWEALTH OF MASSACHUSETTS. Shamebox MAKES NO CLAIMTHAT
THE SITE OR CONTENT APPEARING THEREON ARE APPROPRIATE OR MAY LEGALLY BE ACCESSED
FROM OUTSIDE OF THE UNITED STATES. ACCESS TO THE SITE MAY NOT BE LEGAL BY
CERTAIN PERSONS OR IN CERTAIN COUNTRIES. IF YOU ACCESS THE SITE FROM OUTSIDE OF
THE UNITED STATES, YOU DO SO AT YOUR OWN RISK AND ARE RESPONSIBLE FOR COMPLIANCE
WITH THE LAWS OF YOUR JURISDICTION.
SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
YOU MAY ALSO HAVE OTHER LEGAL RIGHTS, WHICH VARY FROM JURISDICTION TO
JURISDICTION
11. LIMITATION OF SHAMEBOX'S LIABILITY.
IN NO EVENT SHALL Shamebox OR ANY OF ITS AFFILIATES, OR ANY OF
THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, INFORMATION
PROVIDERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES (REGARDLESS OF THE FORM OF ACTION)
ARISING OUT OF (i) USE OF THE SITE OR CONTENT BY ANY PERSON, INCLUDING BUT NOT
LIMITED TO, ANY DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES,
ERRORS OR OMISSIONS IN, ANY INFORMATION AND CONTENT ACCESSED VIA THE SITE, (ii)
ANY USE OR INABILITY TO USE THE SITE FOR WHATEVER REASON, INCLUDING BUT NOT
LIMITED TO COMMUNICATIONS FAILURE OR ANY OTHER FAILURE WITH TRANSMISSION OR
DELIVERY OF ANY INFORMATION ACCESSED THROUGH THE SITE, OR (iii) ANY GOODS OR
SERVICE DISCUSSED, PURCHASED OR OBTAINED, DIRECTLY OR INDIRECTLY, THROUGH THE
SITE, IN EACH CASE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THESE LIMITATIONS OR EXCLUSIONS SO THEY MAY NOT
APPLY TO YOU.
12. Termination.
Your rights
under this Agreement terminate automatically if you fail to comply with any of
the terms and conditions of this Agreement. No notice is required from Shamebox
to effectuate such termination. Additionally, Shamebox may terminate this
Agreement at any time and for any reason and may effect notice of such
termination through any means, including but not limited to posting such notice
on the Site or otherwise publicly proclaiming such termination. Upon
termination, you must immediately stop using the Site.
13. Your
Indemnification of Shamebox.
You agree to hold harmless,
defend, and indemnify Shamebox, its officers, directors, employees,
subsidiaries, contractors, subcontractors, suppliers, agents, partners and
affiliates, successors and assigns from all liabilities, claims, demands and
expenses, including attorneys' fees, that are due to, or that arise from your
use or misuse of the Site (including without limitation actions by you against
Shamebox) or for infringement by you of intellectual property rights or other
right of any third party. We may assume exclusive control of any defense or any
defense or any matter subject to indemnification by you, and you agree to
cooperate with us in such event.
14. Spam and Acceptable Use.
While we encourage you to refer friends, family, colleagues,
and others to use the Site, you may do so only through methods that are
consistent with the terms and conditions of your own Internet service provider
as well as prevailing standards of acceptable Internet use and behavior. In
particular, you may not use the Site, name, trademarks, or other intellectual
property of Shamebox in conjunction with the sending of unsolicited e-mail.
15. Feedback.
Any comments or materials sent or
communicated to Shamebox by any means, electronic, written or oral, including
feedback data, such as questions, comments, suggestions, or the like regarding
the Site or any other products or programs of Shamebox (collectively
"Feedback"), is non-confidential. Shamebox has no obligation to you of any kind
with respect to such Feedback and is free to reproduce, use, disclose, exhibit,
display, transform, create derivative works and distribute the Feedback to
others without limitation and without compensation to you. You agree that
Shamebox is not obligated to respond to any Feedback or to take any particular
action, or any action at all, in connection with such Feedback. Further,
Shamebox is free to use any ideas, concepts, know-how or techniques contained in
such Feedback for any purpose whatsoever, including but not limited to
developing, manufacturing and marketing products incorporating such Feedback.
16. Notices.
All written notices to
support@shamebox.com. Shamebox may provide you with notice of changes to this
Agreement at any time by posting a revised Agreement on the Site. Shamebox will
alert you that changes have been made by indicating on the top of this Agreement
the date it was last revised (following the words "Last Revised"). The revised
Agreement will be effective immediately after it is posted on the Site. Your use
of the Site following the posting of a revised Agreement will constitute your
acceptance of any such revisions. Shamebox may provide you notices of any other
matter by displaying notices to you generally on the Site. Shamebox may change
its addresses (e-mail or mailing) by displaying such changes on the Site. All
notices to Shamebox shall be delivered in writing and must be sent by either
overnight courier or certified mail, return receipt requested.
17. Infringers and Digital Millennium Copyright Act.
Due to the
open nature of this Site, it is possible users may post content that is
infringing. If you become aware of any infringing content, please notify
Shamebox. Shamebox responds to notices of alleged infringement that comply with
the Digital Millennium Copyright Act and other applicable intellectual property
laws, which may include removing or disabling access to material claimed to be
the subject of infringing activity. Our intellectual property policy, and
instructions for notifying us of allegedly infringing material on the Site can
be accessed by clicking the link at the footer of this page.
18.
Miscellaneous.
(a) Exclusivity.
This Agreement
constitutes the complete and exclusive agreement between you and Shamebox and
supersedes any other oral or written communications between the parties
regarding the subject matter herein. Any rights not expressly granted herein are
reserved.
(b) Severability.
If any provision of this Agreement
is held to be unenforceable for any reason, such provision will be reformed only
to the extent necessary to make it enforceable, and such decision will not
affect the enforceability of such provision under other circumstances, or of the
remaining provisions hereof under all circumstances.
(c) Jurisdiction.
This Agreement is governed by the laws of the State of Kentucky, without
regard to conflicts of law provisions, and you hereby consent to the exclusive
personal jurisdiction of the state and federal courts in Louisville, Kentucky,
USA for any and all claims or disputes arising out of, to enforce, construe, or
otherwise relating to this Agreement. You hereby waive any right to object to
venue or jurisdiction based on inconvenient forum or for any other reason, and
you waive any statutory or other right pursuant to international laws or
treaties, or the laws of the jurisdiction in which you reside, to have a case
relating to this Agreement adjudicated or resolved in that jurisdiction.
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