TERMS OF SERVICE
Last updated: August 11, 2016
SPECIAL NOTE FOR PEOPLE UNDER EIGHTEEN YEARS OF AGE:
When you register for any of Delfie, LLC’s websites or services, you are required to provide your birth date which allows us to determine your age. If you are between the ages of 13 and 18 years of age, you must have your parent or guardian review and agree to this Agreement on your behalf by tapping Accept. USERS UNDER THIRTEEN YEARS OF AGE MAY NOT USE OUR WEBSITES OR SERVICES.
We reserve the right to change this Terms of Service Agreement (“Agreement”) from time to time, for any reason. Any changes to this Agreement may be provided to you by any reasonable means, including without limitation by posting the new version of this Agreement on our websites or services. We encourage you to bookmark this page and to periodically review it to ensure familiarity with the most current version of this Agreement. You can determine when this Agreement was last revised by referring to the “Last Updated” date at the top of this Agreement. Your continued use of our websites or services constitutes your acceptance of this Agreement and any updates. When using our websites or services, you agree that you are subject to any additional posted guidelines, rules, terms and conditions applicable to our websites or services, which are hereby incorporated by reference into this Agreement.
1. Restrictions on Use of Our Websites or Services
You agree that you will not use our websites or services, including the information provided therein and all related equipment, networks and network devices (specifically including Internet access) for any unlawful purpose. We, at our sole and absolute discretion, shall determine whether any information transmitted or received violates any provision of this Agreement. Any conduct originating from your account will be attributed to you.
Our websites and services may be accessible to you through a personal computer, or other access device using a communications connection (e.g., Internet service provider or modem and telephone line). As part of our websites or services, you will be provided with services that may include, without limitation, data, information, editorial content, chat rooms, links to other web sites and other computer services that we may decide to offer, subject to the terms of this Agreement. We may, in our sole discretion, discontinue or alter any aspect of our websites or services, including, but not limited to, (i) restricting the time of availability, (ii) restricting the availability and/or scope of our websites or services for certain platforms (i.e., computer types and operating systems), (iii) restricting the amount of use permitted, and (iv) restricting or terminating any user´s right to use all or part of our websites or services, at any time in our sole discretion and without prior notice or liability. You are responsible for obtaining access to our websites or services, and all charges (e.g., telephone, Internet service provider or airtime) associated with connecting to our websites or services. You are also responsible for obtaining or providing all telephone access lines, telephone and computer equipment (including modem), or other access device, necessary to access our websites or services. You certify that you are an individual (i.e., not a corporation).
Our websites and services are owned and operated by Delfie, LLC and its affiliated companies, and contain material, including but not limited to code and software, that is derived in whole or in part from material supplied and owned by Delfie, LLC and/or its suppliers and licensors (“Material”). Such Material is protected by copyright, trademark, and other applicable laws. You may not modify, copy, reproduce, republish, upload, post, transmit, publicly display, prepare derivative works based (whether in whole or in part) on, or distribute in any way all or any part of our websites or services or any Material from our websites or services. You may not use any Material in connection with any site or other use that contains or is associated with information or content prohibited by this Agreement.
You may, however, subject to your compliance with this Agreement, and solely for as long as you are permitted by us to access and use our websites or services, download certain Material from our websites or services for your personal, non-commercial use only, provided you keep intact all copyright and other proprietary notices and use the Material in accordance with all restrictions applicable to your use of our websites or services. This permission constitutes a limited, non-commercial, revocable license to you, and does not constitute a transfer of title to any such Material.
2. Membership Rules and Guidelines
Certain of our websites’ or services´ offerings will require registration. If you decide to use these services you will be required to register. With respect to any such registration, we may refuse to grant you, and you may not use, a user name (or email address) or screen name that is already being used by someone else, that belongs to another person, that violates the intellectual property or other rights of any person, that is offensive, or that we reject for any other reason in our sole discretion.
Should we provide to you a password, or should you select a password, that allows you to access certain parts of our websites or services, you will be solely responsible for maintaining the confidentiality of the password and your account information, and will be fully responsible for all activities that occur under your password or account. You agree that you will immediately notify us of any unauthorized use of your password or account, or any other breach of security, and that you will log off of our websites or services at the end of each session to prevent fraud on your account by third-parties.
(c) Rules for Use of Our Websites or Services
(1) Conduct Required for Use of Our Websites or Services
(3) Communications on Our Websites or Services
Portions of our websites and services may provide you and other users an opportunity to submit, post, display, transmit, or exchange information, ideas opinions, photographs, video, creative works, or other information, messages, transmissions, or material to us, our websites or services, or others via uploading files, inputting data, submitting content, or engaging in any other form of communication (“Communication”), and the user providing each such Communication is solely responsible for the content thereof. This means that you, and not Delfie, LLC, are entirely responsible for all Communications that you upload, post, email or otherwise transmit to or via our websites or services. In using our websites or services, or receiving e-mail messages from members through our websites or services, you should not assume that such messages have been reviewed by us, that such Communications contain correct information, or that the persons posting such Communications have accurately identified themselves and/or their affiliation with any third-party. We neither endorse nor are responsible for any opinion, advice, information or statements made in the Communications by third-parties. You understand that by using our websites or services, you may be exposed to Communications that are offensive, indecent, or objectionable. Under no circumstances will we be liable in any way for any Communication, including, but not limited to, liability for any errors or omissions in any Communication, for any loss or damage of any kind incurred as a result of the use of any Communication posted, e-mailed, or otherwise transmitted via our websites or services. The opinions expressed in any Communications reflect solely the opinions of the individuals who submitted such opinions, and may not reflect the opinions of Delfie, LLC.
By engaging in Communications through our websites or services, you are granting us a royalty-free, irrevocable, transferable, perpetual, non-exclusive, unrestricted, worldwide license to (i) use, copy, sublicense (through multiple tiers), adapt, edit, modify, translate, reformat, distribute, transmit, publicly perform, display, reproduce or create derivative works from any such Communication in any form of media or technology now known or later developed or invented, and (ii) sublicense to third-parties the unrestricted right to exercise any of the foregoing rights granted with respect to such Communication. No Communication shall be subject to any obligation of confidence on the part of Delfie, LLC For each Communication, you represent and warrant that you have all rights necessary for you to grant the license granted in this section, and that such Communication, and your provision thereof to and through our websites or services, complies with all applicable laws, rules and regulations. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding each Communication that you may have under any applicable law under any legal theory.
(5) Personal Safety
When using our websites or services, please be certain that anything you say does not compromise your personal safety. Do not provide your name, phone number, postal or e-mail address, your password, or any other personally identifying information to people you do not know. Do not continue any conversation online that makes you feel uncomfortable. Please note that we have no control over, and shall have no liability for any damages resulting from, the use (including without limitation republication) or misuse by any third-party of information voluntarily made public through any Communication or any other part of our websites or services. If you choose to make any of your personal information publicly available on our websites or services, you do so at your own risk.
Blogs located at our websites or services may permit users to submit comments to the blogs. We, in our sole discretion, may review, edit and shorten the submitted comments. We, in our sole discretion, may select certain comments to post. Comments may include at least one or more of the following: your screen name, first name, last name initial and state. In some instances we may ask registered users how they would like to be identified in a comment. By making a comment to a blog, you are representing and warranting 1) that you are at least eighteen years old and 2) that your comment does not violate the rights of any other person or entity. You will not receive any compensation for your comment or for granting any of these rights. We are not obligated to use your comment.
3. How Our Service Works
We provide users with the ability to create and share rich user-submitted content (the “Content”). Some of our Content may require users to be registered and other Content may require users to pay a fee which may be billed in regular increments (e.g. monthly or yearly), on a pay-per-use basis, or in another manner as disclosed at the time of initial payment.
You understand and agree that our websites or services may include certain communications, such as service announcements or administrative messages, that these communications are part of our websites or services, and you will not be able to opt-out of receiving them. You understand and agree that our websites and services are provided “AS IS” and that we assume no responsibility for the timeliness, deletion, misdelivery, or failure to store any user communications or personalization settings.
4. Account Access; Identity Protection
You are also responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or mobile device. Users of public or shared computers or unprotected mobile devices should log off at the completion of each visit to any of our websites or services.
5. No Resale of Service
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of our websites or services, use of our websites or services, or access to our websites or services that do not constitute the general access provided by a communications connection or access device.
We are pleased to hear from users and welcome your comments regarding our programs, websites, and services. If, at our request, you send certain specific submissions (for example contest entries), or without a request from us you send creative suggestions, ideas, notes or concepts or other materials (collectively, “Submissions”), they shall be deemed, and shall remain, the property of Delfie, LLC, and shall otherwise be subject to the provisions below. You represent and warrant that you are authorized to grant all rights in the Submissions to Delfie, LLC. Disclosure, submission, or offer of any Submissions shall constitute an assignment to Delfie, LLC of all worldwide rights, titles, and interests in all copyrights and other intellectual property rights in such Submissions. We may edit, copy, publish, distribute, translate, and otherwise use in any medium any Submissions that you forward to us and will own exclusively all such rights, titles, and interest and shall not be limited in any way in its use, commercial or otherwise, of the Submissions. We are and shall be under no obligation to: (1) maintain any of your or any user´s Submissions in confidence; (2) to pay to you or any user any compensation for any Submissions; or (3) to respond to any of your or any other user´s Submissions.
7. Merchants and Rules for Sweepstakes, Contests, Raffles and Similar Promotions
8. Disclaimer of Warranties
We have provided links and pointers to Internet sites and services maintained by third-parties (“Third-Party Sites”) and may from time to time provide third-party Materials on our websites or services. We, our affiliates, or suppliers do not operate, or control in any respect, any information, products, or services on these Third-Party Sites. Our websites and services and the Materials or products available in or accessible through our websites or services, are provided “AS IS” to the fullest extent permissible pursuant to applicable law. We disclaim all warranties, express, implied or statutory, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, accuracy and non-infringement, and warranties implied from a course of performance or course of dealing. We do not warrant that the functions contained in such Materials and products, or in our websites or services, will be uninterrupted or error-free, will be available for use, that defects will be corrected, or that our websites and services, including the storage services and their contents, or the server that makes them available, are free of viruses or other harmful components. We do not warrant or make any representations regarding the use, or the results of the use, of the Materials available on our websites or services including their correctness, accuracy, timeliness, reliability, completeness or otherwise.
You assume all risk of errors and/or omissions in our websites and services, including the transmission or translation of information. You assume full responsibility for implementing sufficient procedures and checks to satisfy your requirements for the accuracy and suitability of our websites and services, including any information, and for maintaining any means that you may require for the reconstruction of lost data or subsequent manipulations or analyses of any information provided hereunder. You acknowledge and agree that your use of our websites or services, and any information sent or received in connection therewith, may not be secure and may be intercepted by unauthorized parties.
9. Limitation of Liability
In no event shall Delfie, LLC, its parent, subsidiary companies, affiliates, suppliers, or their respective directors, officers, employees, or agents be liable for any direct, indirect, punitive, incidental, special, consequential, exemplary, or other damages arising out of or in any way connected with our websites or services or with the delay or inability to use our websites or services, or for any information, software, products, or services advertised in or obtained through our websites or services, our removal or deletion of any materials or records submitted or posted on our websites or services, or otherwise arising out of the use of our websites or services, whether based on contract, tort, negligence, strict liability, or otherwise, even if Delfie, LLC, its parent, subsidiary companies, affiliates, suppliers, or their respective directors, officers, employees, or agents have been advised of the possibility of damages. This waiver applies, without limitation, to any damages or injury arising from any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, file corruption, communication-line failure, network or system outage, or theft, destruction, unauthorized access to, alteration of, or use, of any record. You specifically acknowledge and agree that Delfie, LLC, its parent, subsidiary companies, affiliates, suppliers, and their respective directors, officers, employees, and agents shall not be liable for any defamatory, offensive, or illegal conduct of any user of our websites or services. Some jurisdictions do not allow limitations on how long an implied warranty lasts, in which case the above limitation may not apply to you. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, in which case the above limitation or exclusion may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary from jurisdiction to jurisdiction.
You agree to defend, indemnify and hold harmless Delfie, LLC, its parent, subsidiary companies, affiliates, suppliers, and their respective directors, officers, employees, and agents from and against any and all claims, actions, suits, or proceedings, as well as any and all losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or accruing from: (a) any material posted or otherwise provided by you that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy; (b) any misrepresentation made by you in connection with your use of our websites or services; (c) any non-compliance by you with the terms and conditions of this Agreement; and (d) claims brought by persons or entities other than the parties to this Agreement arising from or related to your access and use of our websites or services, including the information obtained through our websites or services.
We may, in our sole discretion, terminate your account (or any part thereof), or use of our websites or services, or remove and discard any Communication transmitted by you, or information stored, sent, or received via our websites or services without prior notice and for any reason.
The name DELFIE and its associated logos are trademarks of Delfie, LLC. All of the Delfie, LLC trademarks may not be copied, used, or otherwise exploited without our prior written consent.
All other trademarks, service marks and trade names used on our websites or services are the property of their respective owners. None of these other trademarks, service marks, or trade names may be copied, used, or otherwise exploited without the permission of the owner of such trademark, service mark or trade name, except as explicitly permitted under this Agreement.
We are concerned about the safety and privacy of all of our users, particularly Minors. For this reason, parents or guardians who wish to allow Minors access to our websites or services should assist them in selecting appropriate Content and supervise their access to our websites and services. Please remember that our websites and services are designed to appeal to a broad audience. Accordingly, as such Minor’s legal guardian, it is your responsibility, not our responsibility, to determine whether any portion of our websites or services, or any Third-Party Sites linked from our websites or services, is appropriate for such Minor.
14. Child Online Protection Act Notification
Pursuant to 47 U.S.C. § 230(d) as amended, we hereby notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information regarding providers of such protections may be found on the Internet by searching “parental control protection” or similar terms.
15. Infringement Policy
Delfie, LLC, pursuant to 17 U.S.C. Section 512 as amended by Title II of the Digital Millennium Copyright Act, reserves the right, but not the obligation, to terminate your license to use our websites or services if it determines in its sole and absolute discretion that you are involved in infringing activity, including alleged acts of first-time or repeat infringement, regardless of whether the material or activity is ultimately determined to be infringing. All claims of infringement must be submitted to us in a written complaint that complies with the requirements below and is delivered to our designated agent to receive notification of claimed infringement:
Tucker Ellis LLP
One Market Plaza, Steuart Tower, Suite 700
San Francisco, CA 94105
In addition, any written notice regarding any defamatory or infringing activity, whether of a copyright, patent, trademark or other proprietary right must include the following information:
(a) A physical or electronic signature of a person authorized to act on behalf of (1) the owner of an exclusive right that is allegedly infringed or (2) the person defamed.
(b) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site. Similarly, for materials that are defamatory or infringe patent, trademark, or other proprietary rights of a third-party, please submit a list of such materials.
(c) Identification of the material that is claimed to be infringing, to be the subject of infringing activity, or that is claimed to be defamatory and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
(d) Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and if available, email address.
(e) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or other proprietary right owner, its agent, or the law.
(f) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed or on behalf of the person defamed.
16. Delfie, LLC’s Proprietary Rights
You acknowledge and agree that our websites and services, the Materials, the Content and any necessary software used in connection with our websites or services (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that content contained in sponsor advertisements or information presented to you through our websites or services, or by advertisers, is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Delfie, LLC or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on our websites or services, or the Software, in whole or in part.
We grant you a personal, non-transferable and non-exclusive license to use our websites, services, and Software on a single computer, provided that you do not (and do not allow any third-party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to (a) modify the Software in any manner or form, or (b) use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to our websites or services. You agree not to access our websites or services by any means other than through the interface that is provided by us for use in accessing our websites or services.
17. Special Admonitions for International Use
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Further, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
18. Modification to the Terms of Service
We reserve the right, in our sole discretion, to amend this Agreement, and to modify, add or discontinue any aspect, content, or feature of our websites or services without notice. Our websites or services may provide notices of changes to this Agreement or other matters by displaying notices or links to notices to you generally on our websites or services. Please review this Agreement from time to time so that you will be apprised of any changes. Continued use of our websites or services by you shall constitute your binding acceptance of any such amendments, modifications, additions or deletions.
19. Third-Party Applications
Your access to or use of our websites or services may require your use of a media player or other application that is not provided by us. Your use of such media player or other application will be governed by the license agreement accompanying the same, and you agree to comply with all of the terms and conditions of such license agreements. PLEASE NOTE THAT WE ARE NOT RESPONSIBLE OR LIABLE FOR YOUR USE OF SUCH THIRD-PARTY APPLICATIONS.
You acknowledge and agree that the warranty disclaimers and liability and remedy limitations in this Agreement are material terms of this Agreement and that they have been taken into account in the decision by Delfie, LLC to provide our websites and services. You may not assign any of your rights, obligations or privileges hereunder without the prior, written consent of Delfie, LLC Any assignment of the foregoing other than as provided for in this section shall be null and void. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement, shall be enforced to the fullest extent allowed by law as to effect the intention of the parties, and shall not affect the validity and enforceability of any remaining provisions. This Agreement and any posted operating rules constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. No waiver of any provision or any right granted hereunder will be effective unless set forth in a written instrument signed by the waiving party. No waiver by either party of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default. The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement. If you believe that any content on our websites or services (including, without limitation, Communications) violates any of the terms of this Agreement, please send us a message about it. We may not respond to your message and we reserve the right to take or refrain from taking any or all steps available to us once we receive any such message. You acknowledge that the provisions of this Agreement are intended to inure to the benefit of entities affiliated with us or our licensors of or any of our affiliated entities as third-party beneficiaries of this Agreement, and we, our affiliated companies, or our or their licensors will be entitled to enforce such provisions against you.
21. Governing Law
Except to the extent expressly provided in the following paragraph, this Agreement (including any of our policies referred to herein) shall be governed by and construed in accordance with the laws of the State of California in the United States without giving effect to any principles of conflicts of law. Specifically excluded from application to this Agreement is that law known as the United Nations Convention on the International Sale of Goods.
You hereby agree that any disputes arising under or in connection with this Agreement and/or our websites or services shall be submitted for resolution to federal and state courts in Los Angeles County in the State of California, and you hereby waive any jurisdictional, venue, or inconvenient forum objections to such courts.