Winter Circle Productions, LLC Terms and Conditions of Use (effective as of December 22, 2012)
You affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms & Conditions, and to abide by and comply with these Terms & Conditions. These Terms & Conditions do not apply to the websites of any other person or entity. Although links to other websites may be available from our Website, you acknowledge and agree that we are not responsible or liable under any circumstance for such external sites or resources, and do not endorse any content, advertising, products, or other materials on or available from such websites or resources.
We reserve the right, in our sole discretion, to change, modify, add or remove portions of these Terms & Conditions at any time, and any such modification shall be effective upon posting by us. You should check these Terms & Conditions periodically for changes. By using this Website, you agree to accept those changes, whether or not you have reviewed them.
1. General. By using this Website, you unconditionally agree to be legally bound and to abide by these Terms & Conditions, as they may be amended from time to time, just as if you had signed these Terms & Conditions. These Terms & Conditions, as may be amended from time to time, shall remain in full force and effect while you use the Website and any services provided on the Website. If you provide information to us, access or use the Website in any way after these Terms & Conditions have been changed, you will be deemed to have read, understood and unconditionally consented to and agreed to such changes. The most current version of these Terms & Conditions will be available on the Website and will supersede all previous versions. You can determine when we last changed these Terms & Conditions by referring to the “LAST UPDATED” legend at the bottom of this page. Our failure to exercise or enforce any right or provision of these Terms & Conditions shall not operate as a waiver of such right or provision. We may at any time, in our sole discretion and without prior notice or liability, modify or alter any aspect of the Website.
2. Content, Ownership and Proprietary Rights. You acknowledge that this Website contains, or may in the future contain, content, including, without limitation, media and materials, software, code, design, text, images, photographs, illustrations, audio and video material, media files, artwork, graphic material, articles, databases, proprietary information, writings, spoken statements, music, video recordings, audio-visual works and recordings, slides, portraits, animated and/or motion pictures, caricatures, likenesses, vocal or other sounds, sound recordings, voices, voice reproductions, computer graphics and visual effects, copyrights, logos, domain names, trade names, service marks, patents and all copyrightable or otherwise legally protectable material (including source and object code) and/or any other form of intellectual property, including, without limitation, the selection, sequence and ‘look and feel’ and arrangement of items, and all derivative works, translations, adaptations or variations of same, regardless of the medium, broadcast medium, format or form, now known or hereinafter developed or discovered, and regardless of where produced, on location, in black-and-white or in colors, alone or in conjunction with other work, characters, real or imaginary, in any part of the world (collectively, “Content“) that are protected by copyrights, patents, trademarks, trade secrets and/or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. WCP or its partners and affiliates own, have been licensed and/or retain all proprietary rights to the Website and the Content. Unless the context clearly requires otherwise or we explicitly say so in writing, the term “Website” includes “Content” as well.
We authorize you to access Content and grant you the right to use the Website solely for your non-commercial, non-exclusive, non-assignable, non-transferable and limited personal use and for no other purpose whatsoever. You must not alter, delete or conceal any copyright or other notices contained on the Website, including, without limitation, notices on any Content you download, transmit, display, print or reproduce from the Website. Unless we explicitly and specifically notify you otherwise in writing, you shall not reproduce, modify, create derivative works from, display, license, capture, perform, transfer, publish, distribute, sell, upload, transmit, disseminate, reverse engineer, edit, post, publicly display, frame, link, distribute, broadcast or circulate to any third party (whether or not for your benefit) (including, without limitation, on or via a third party website) or otherwise use, in whole or in part, any Content without the express prior written consent of WCP. UNAUTHORIZED USE, COPYING, REPRODUCTION, MODIFICATION, PUBLICATION, REPUBLICATION, UPLOADING, FRAMING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING OR ANY OTHER MISUSE OF ANY OF THE CONTENT IS STRICTLY PROHIBITED. Any unauthorized or prohibited use of any Content, other than as permitted by these Terms & Conditions will constitute a violation of these Terms & Conditions and may constitute copyright and/or patent infringement and may subject you to civil liability, criminal prosecution, or both.
The brands, names, logos, trade names, trademarks, service marks and other distinctive identifications (collectively, the “marks“) on or of the Website are the intellectual property of and proprietary to WCP, its affiliates, its or their advertisers, suppliers, licensors and others with whom these entities may do business. You have no right to use any of these marks or any confusingly similar marks for any purpose without the express prior written consent of WCP.
3. Eligibility. This Website is offered and made available only to users thirteen (13) years of age or older who reside in the United States of America, its territories and possessions (“U.S.”) and certain features on this Website (including, but not limited to, user registration) may be subject to heightened age and/or other eligibility requirements. You represent and warrant either that you are eighteen (18) years of age or older, or if you are under the age of eighteen (18) that you are at least thirteen (13) and are accessing the Website with the knowledge and consent of your parent or legal guardian, who will also be deemed to have agreed to these Terms & Conditions. If you are not yet thirteen (13) years old, are at least thirteen (13) years old but are not yet eighteen (18) years old and have not obtained the knowledge and consent of your parent or legal guardian, do not reside in the U.S., and/or do not meet any other eligibility requirements, please discontinue using the Website immediately or, if for any reason, you do not agree with all of the terms and conditions contained in these Terms & Conditions, please discontinue using the Website immediately.
4. Submissions. If you send, email, post or otherwise transmit to us or this Website, whether on your own or at our request, any information, software, photos, video, text, graphics, music, sounds, questions, creative suggestions, messages, comments, feedback, ideas, notes, drawings, articles and other materials (each, a “Submission”), you grant us and our successors and assigns a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license (as well as consent) to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display any such Submission (in whole or in part and with or without the use of your name) worldwide and/or to incorporate such Submission in other works in any form, media, or technology now known or later developed, for the full term of any copyrights, trademarks and other intellectual and proprietary rights that may exist in such Submission.
We reserve the right at all times, but do not have the obligation, to edit, refuse to post, or to remove any Submission, in whole or part, that we deem inappropriate for inclusion in any blog, social media site, personal page, group page, chat room, message board, bulletin board, video, or similar activity where you can communicate with other users of our Website or post your own Submissions (the “Community Areas”), for any reason or for no reason, with or without prior notice. Community Areas are public and not private and information disclosed in the Community Areas is by design revealed to the public. You should assume your Submissions may be read by others, with or without your knowledge or permission. Your use of the Community Areas is at your own risk and you should not disclose or make available your personal information in any Submission or in any Community Area.
In consideration for your use of the Community Areas, you hereby agree that:
a. You are placing the Submission in the public domain without reservation of any rights or further control over the Submission or its use and by making a Submission or submitting any other content to WCP, you automatically grant (or warrant that the owner of such rights has expressly granted) WCP a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, sub-license, create derivative works from and distribute such materials or incorporate such Submission into any form, medium, or technology now known hereafter devised throughout the universe in perpetuity;
b. You represent and warrant that (i) the Submission is original to you or fully cleared for use as contemplated herein, (ii) the Submission does and will not, in any way, violate or breach any of the terms of these Terms, (iii) the Submission does not contain libelous, tortious, or otherwise unlawful information, infringe or violate any copyright, privacy right, publicity right or any other right of any person or entity, or contain any matter the publication or sale of which will violate any law, regulation or other governmental requirement or restriction, (iv) the Submission is not obscene or in any other manner unlawful, (v) the Submission shall not be damaging or injurious to WCP, or any user, (vi) we shall not be required to pay or incur any sums to any person or entity as a result of our use or exploitation of the Submission, and (vii) the Submission does not violate any person’s so-called “moral rights” or other similar or analogous rights under any applicable laws in any country or region of the world;
c. You understand that Submissions shall not be subject to any obligation of confidence on the part of WCP, and WCP shall not be liable for any use or disclosure of any Submission. Without limitation of the foregoing, WCP shall exclusively own all now known or hereafter existing rights to the Submission of every kind and nature, in perpetuity, throughout the universe and shall be entitled to unrestricted use of the Submission in any and all media, now known or hereafter devised, throughout the universe, in perpetuity for any purpose whatsoever, commercial or otherwise, without compensation or credit to the provider, author or owner of the Submission; and
d. We have the right to delete, re-format and/or change your Submission in any manner that we may determine.
5. Restrictions on Use.
a. The Website is for the personal use by our users only and may not be used in connection with any commercial endeavors.
b. The following is a partial list of the kind of content that is illegal or prohibited on the Website. We reserve the right to investigate and take appropriate legal action, in our sole discretion, against anyone who violates these Terms & Conditions, including without limitation, removing the offending communication from the Website. Prohibited content includes content that:
i. Is, in our sole discretion, unlawful, offensive, abusive, tortuous, obscene, invasive, threatening, or promotes racism, bigotry, hatred, physical harm, or harassment of any kind against any group or individual.
ii. Involves the transmission of “junk mail,” “chain letters,” “pyramid schemes,” “spam,” or any other form of unsolicited mass mailing, or involves self-promotion and commercial solicitation.
iii. Promotes an illegal or unauthorized use of another person’s copyrighted work, patent, trade secret, or infringes upon the right of privacy or other proprietary right of any person.
iv. Contains any material that you do not have a right to transmit either by law, or under a contractual or fiduciary agreement.
v. Provides instructional information about illegal activities such as making or buying illegal weapons, or transmitting, providing or creating computer viruses.
vi. Solicits passwords or personal identifying information for commercial or unlawful purposes from other users.
vii. Is in any way harmful to minors.
viii. Diverts users to another site or prohibited diversion of traffic to another site.
ix. Attempts to manipulate the Website in any way, including by way of repeated posting to falsely position a thread, or otherwise disrupts the function of the Website, including any automated use of the Website, such as using scripts to add friends.
x. Attempts to cover or obscure the banner advertisements on your public profile page, or any Website page using HTML/CSS or any other means.
xi. Falsely states or misrepresents your identity or your affiliation with the Website, WCP, our affiliates or any other person or entity.
xii. Might affect us adversely or reflect negatively on us, the Website and/or the Content, our goodwill, name or reputation or cause duress, distress or discomfort to us or anyone else, or discourage any person, firm or enterprise from using all or any portion, features or functions of the Website, or from advertising, linking or becoming a supplier to us in connection with the Website.
xiii. 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.
xiv. Is in violation of any applicable local, state, federal or international law.
8. Copyright Policy. We take protection of copyrights, both our own and others, very seriously. We therefore employ multiple measures to prevent copyright infringement over this Website and to promptly end any infringement that might occur. You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights.
The Digital Millennium Copyright Act of 1998 (the “DMCA“) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that your work has been posted on the Website in a way that constitutes copyright infringement, please provide us with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of where the material that you claim is infringing is located on the Website; (d) your name, mailing address, telephone number, and email address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. In accordance with the DMCA, WCP has designated a Copyright Agent to receive notice of claims of copyright infringement on the Website. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices with respect to the Website should be sent to: email@example.com.
9. Disclaimers. THE WEBSITE AND THE SERVICES PROVIDED ARE PROVIDED “AS-IS” AND WE EXPRESSLY DISCLAIM ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, COMPATIBILITY, SECURITY, ACCURACY OR NON-INFRINGEMENT. WE CANNOT GUARANTEE AND DO NOT PROMISE ANY SPECIFIC RESULTS FROM THE USE OF OUR WEBSITE AND/OR ANY SERVICE WE PROVIDE.
NEITHER WE, NOR ANY OF OUR AFFILIATES, NOR ANY OF OURS OR THEIR RESPECTIVE LICENSORS, LICENSEES, SERVICE PROVIDERS, OR SUPPLIERS ARE RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY COMPUTER EQUIPMENT, SOFTWARE, OR ANY FAILURE OF THIS WEBSITE OR ANY FUNCTION CONTAINED IN THIS WEBSITE, AND WE DO NOT WARRANT THAT ANY DEFECTS WILL BE CORRECTED OR THAT THIS WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
YOU ARE USING OUR WEBSITE AND THE SERVICES WE PROVIDE AT YOUR OWN RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY INJURY TO YOU OR YOUR PERSONAL COMPUTER RELATED TO OR RESULTING FROM PARTICIPATION IN OUR WEBSITE OR FROM DOWNLOADING ANY MATERIALS OR CONTENT FROM THE WEBSITE.
WE MAKE NO WARRANTIES OR ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE PRODUCTS, SERVICES, CONTENT AND MATERIALS IN THIS WEBSITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
The Internet may be subject to breaches of security. We are not responsible for any resulting damage to any user’s computer from any such security breach, or from any virus, bugs, tampering, unauthorized intervention, fraud, error, omission, interruption, deletion, defect, delay in operation or transmission, computer line failure or any other technical or other malfunction. You should also be aware that email submissions over the Internet may not be secure, and you should consider this before e-mailing us any information. We make no representation or warranty whatsoever regarding the suitability, functionality, availability or operation of this Website. This Website may be temporarily unavailable due to maintenance or malfunction of computer equipment.
10. Limitation on Liability. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, IN NO EVENT SHALL WCP, ITS AFFILIATES, LICENSORS AND ASSIGNS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, SERVICE PROVIDERS, ADVERTISERS OR SUPPLIERS (COLLECTIVELY, THE “RELEASED PARTIES”), BE LIABLE TO YOU FOR DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OR RESULTING IN ANY WAY FROM OR IN CONNECTION WITH (A) YOUR USE OR INABILITY TO USE THE WEBSITE (B) THE USE OF ANY CONTENT, MATERIAL OR SERVICES WE PROVIDE, (C) STATEMENTS OR CONDUCTS OF ANY THIRD PARTY ON THE WEBSITE, OR (D) OR ANY OTHER MATTER RELATING TO OUR WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY IF YOU ARE DISSATISFIED WITH ANY PORTION OF OUR WEBSITE, OUR SERVICES WE OFFER, OR OUR TERMS & CONDITIONS IS TO DISCONTINUE YOUR USE OF THIS WEBSITE. IF ANY PORTION OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, AND/OR THE DISCLAIMER OF SOME TYPES OF DAMAGES, SO SOME OF THE ABOVE MIGHT NOT APPLY TO YOU.
11. Disputes. These Terms & Conditions shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to your use of this Website or these Terms & Conditions shall be filed only in the state or federal courts located in the State of New York and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. In any action against us arising from the use of this Website, the prevailing party shall be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, and reasonable attorney’s fees. If any provision of these Terms & Conditions shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions.
12. Indemnity. You agree to indemnify, hold harmless, and defend the Released Parties, from any and all third party claims, alleged claims, demands, causes of action, judgments, losses, expenses, damages, liabilities and all costs and expenses, including, but not limited to, reasonable attorneys’ fees and expenses, arising out of, in connection with or relating to: (a) any breach, alleged breach or violation of these Terms & Conditions by you, including, without limitation, your obligations, representations and warranties set forth herein; (b) your use of the Website; (c) Submissions, Content or other information posted or transmitted through your computer or account, even if not submitted by you, that infringes any copyright, trademark, trade secret, trade dress, patent, publicity, privacy or other right of any person or defames any person; and/or (d) any misrepresentation made by you. You agree to cooperate fully and as reasonably required in our defense of any claim. We reserve the right, at our own expense to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any such matter without our prior written consent.
13. Violations and Additional Policies. We will determine your compliance with these Terms & Conditions in our sole discretion and our decision shall be final and binding. Any violation of these Terms & Conditions may result in restrictions on your access to all or part of the Website and may be referred to law enforcement authorities. No waiver of any of these Terms & Conditions shall be of any force or effect unless made in writing and signed by a duly authorized officer of WCP. No waiver of any of the provisions of these Terms & Conditions shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall any such waiver constitute a continuing waiver unless otherwise expressly provided. We reserve the right to modify or discontinue this Website, or any portion thereof without notice to you or any third party. You are advised that we will aggressively enforce our rights to the fullest extent of the law. We, in our sole discretion, reserve the right to disqualify and terminate access or use of any individual found to be (i) tampering with the operation of the Website; (ii) acting in violation of these Terms & Conditions; (iii) acting in an unethical or disruptive manner; or (iv) acting with intent to annoy, abuse, threaten or harass us, our representatives or any other individual in any manner related to the Website. If any provision of these Terms & Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms & Conditions, which will remain in full force and effect. The section titles in these Terms & Conditions are for your convenience only and do not have any legal or contractual effect.
LAST UPDATED: February 4, 2012