SHANDY MEDIA, INC.
Terms and Conditions of Service Agreement
Shandy Media, Inc. dba Obsev.com (hereinafter “Shandy”) provides a platform for Users online and on mobile sites enabling them to upload content created by the User (collectively the “Service”). This Agreement applies to all visitors, users, and others who access our Service (“Users”). And by using our Service, you acknowledge that you have read, understood, and agree to the below Terms and Conditions of Service Agreement (“Agreement”) and to the collection and/or use of your information as stated herein.
1. What Shandy Provides & Rights Reserved To Shandy. Shandy grants the User a non-exclusive, limited, non-transferable, revocable license to use the Service and subject to the terms herein to upload User Content, which may include comments, questions, your profile information, or any other content that is not in violation of this Agreement or applicable law (herein defined as “User Content”). Shandy reserves all rights not expressly granted herein and to the Shandy Content that is defined below. Shandy may terminate this license at any time for any reason or no reason at all. Shandy may change the Service or stop providing the Service altogether. Shandy may permanently or temporarily terminate or suspend User’s access to the Service without notice and liability for any reason or for no reason. Upon termination, you shall continue to be bound by this Agreement.
2. User’s Access. To use the Service, you must create an account. When you create an account, it gives you access to the services that Shandy may establish and maintain, subject to periodic change in Shandy’s sole discretion. An account may be opened individually or on behalf of an entity. When opening an account on behalf of an entity, you represent that you are an authorized representative of that entity and you have the legal capacity to bind the entity to this Agreement. You cannot use another User’s account without permission. You are solely responsible for the activity that occurs on your account. Shandy will not be liable for any loss caused by any unauthorized use of your account.
3. Your Eligibility. In order for you to be eligible to use the Service, you must be of legal age in the jurisdiction you are in to form an enforceable legal contract with Shandy. Any use or access to the Service by anyone under 13 years of age is strictly prohibited and in violation of this Agreement. Your use of our Service is subject to this Agreement and any and all applicable local, state, national, and/or international laws, rules and regulations.
4. Ownership of User Content. Any User Content you upload belongs to you or to any third party from whom you have the license or permission to use. Shandy claims no ownership rights over User Content. While the User Content you create remains yours, you agree to allow others to view, edit, and/or share your User Content.
5. The License You Grant. When you post User Content on the Service, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Shandy a royalty-free, sub-licensable, freely transferable, perpetual, irrevocable, exclusive, worldwide license to use, reproduce, modify, publish, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content. You also hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, and to use, reproduce, distribute, display and perform such User Content through the Service.
6. User’s Representation. You hereby represent and warrant that you are the lawful owner of, or have the written consent or license to use, the User Content, including but not limited to any photos thereto. You further represent that the User Content does not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property rights of others. Furthermore, you affirm that all User Content you provide to us is truthful and accurate. Shandy takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Service. You shall be solely responsible for your User Content and the consequences of posting or publishing it.
7. Your Obligations. You are solely responsible for your User Content and any interactions you may have with other Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. Shandy shall have no liability for your interactions with other Users, or for any User’s action or inaction. You cannot post User Content that: (a) may cause harm, loss, physical or mental injury, death, disability, disfigurement, or physical or mental illness to any person or to any animal; (b) seeks to harm or exploit children (c) contains any information or content that is unlawful; (d) may cause loss or damage to any personal property; (e) contains any information or content that may be abusive or obscene; (f) contains defamatory content; (g) violates the rights of third parties, including but not limited to any intellectual property rights of others.
8. Prohibited Use. It is strictly prohibited to (a) use any automated system, including but not limited to “robots” or “spiders” to access the Service, (b) transmit spam, chain letters or other unsolicited email; (c) use the Service to solicit for a commercial purpose; (d) impersonate another person or misrepresent your affiliation with a person or entity; (e) attempt to interfere with our servers running the Service; (f) uploading viruses, worms, or other software agents through the Service; (g) collect any personally identifiable information from the Service, or (h) engage in any other activity that Shandy, at its sole discretion, may deem improper or unlawful.
9. Indemnification. You agree to defend, indemnify and hold harmless Shandy and its agents, licensors, managers, affiliates, and their employees, independent contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, expenses, including but not limited to attorney’s fees, arising out of or related to: (a) your use of and access to the Service; (b) your violation of any term of this Agreement; (c) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property rights; (d) your violation of any applicable law, rule or regulation; (e) User Content or any other information or content that is submitted via your account including without limitation misleading, false or inaccurate information; (f) negligent or willful misconduct; or (g) any other party’s access and use of the Service with your unique username or password.
10. Shandy’s Proprietary Rights. The Service and all materials included in the Service, excepting therefrom your own User Content, are the exclusive property of Shandy and its licensors (hereinafter “Shandy Content”). This includes, but is not limited to, the Service software, images, texts, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, video, or music. Unless otherwise stated herein, you do not have any rights to the Shandy Content.
11. Use of Your Email Address. When you provide us with your email address, you consent to our use of that address for sending you information that may include Service related notices or other information, which may include but is not limited to changes to features of the Service and/or special offers. If you do not want to receive such email messages, you may opt out by providing Shandy notice of same.
12. Links To Third-Parties. The Service may contain links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by Shandy. Shandy does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third party website from the Service, you do so at your own risk. You expressly relieve Shandy from any and all liability arising from your use of any third-party website, service, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Service, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Shandy shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.
13. User Comments/Creative Ideas. User may submit comments or ideas about the Service, including creative ideas about how to improve the Service (“Ideas”). By submitting any Idea, User agrees that the disclosure of the Idea is gratuitous, unsolicited and without restriction and will not place Shandy under any fiduciary or other obligation, and that Shandy is free to use the Idea without any additional compensation to User, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
14. Privacy. By accepting the terms of this Agreement and using our Service, User consents to the collection, use and disclosure of your personally identifiable information and other data.
15. DMCA Notice. Shandy’s may respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Service, please notify Shandy’s copyright agent at firstname.lastname@example.org.
16. DISCLAIMER OF WARRANTY. TO THE EXTENT PROHIBITED BY APPLICABLE LAW, THE SERVICE WE PROVIDE IS PROVIDED “AS IS” WITH NO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU USE THE SERVICE AT YOUR OWN RISK. WITHOUT LIMITING THE FOREGOING, SHANDY, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE. SHANDY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND SHANDY WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
17. LIMITATION OF LIABILITY. IN NO EVENT SHALL SHANDY, ITS AGENTS, DIRECTORS, EMPLOYEES, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, GENERAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL SHANDY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. SHANDY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
18. Governing Law. The Service that Shandy provides is based in California and it is a passive Service that does not give rise to specific or general personal jurisdiction over Shandy in jurisdictions outside of California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. Any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Los Angeles County, California for any action.
19. Arbitration of Disputes. Notwithstanding our limitation of liability, we will attempt to resolve a dispute amicably. In the event that Shandy has not been able to resolve a dispute it has with you after 60 days, we each agree to resolve any claim, dispute, or controversy, excluding any Shandy claims for injunctive or other equitable relief, arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively referred to herein as “Claims”), by binding arbitration by the Judicial Mediation and Arbitration Services (“JAMS”). The arbitration will be conducted in Los Angeles County, California, unless you and Shandy agree otherwise. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules. The arbitrator’s award shall include costs of arbitration, reasonable attorneys’ fees and costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Shandy from seeking injunctive or other equitable relief from the courts as necessary to protect any of Shandy’s proprietary interests.
20. Waiver of Representative Cases. All Claims must be brought in the parties’ individual capacity and not as a class plaintiff in any class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration as well. By entering into this Agreement, You agree that each party hereto is waiving their respective right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.
21. Assignment. Shandy reserves the right to transfer or assign its rights and licenses granted under this Agreement. However, this Agreement, and any rights and licenses granted hereunder by Shandy to you, may not be transferred or assigned by you. Any attempted transfer or assignment by you shall be null and void.
22. Notices. Shandy may periodically provide notice to you via email, regular mail, or through posting of such notice on our website, as determined by Shandy in Shandy’s sole discretion or otherwise directed by law. Shandy is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us, which may prevent you from reading the notice.
23. Amendments. Shandy may modify or update this Agreement at any time. We encourage you to review this page periodically. When this Agreement is changed, we will update the ‘last updated’ date at the bottom of this page. If you continue to use the Service after any such change then you agree and accept the new Terms of Service. If you do not agree to any of these terms or any future Terms of Service, do not use or access the Service.
24. Entire Agreement. This Agreement, together with any amendments thereto in connection with the Service, shall constitute the entire agreement between you and Shandy concerning the Service.
25. Severability. If any provision of this Agreement is deemed invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
26. No Waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Shandy’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
27. Contact Information. For any questions regarding this Agreement or to opt-out of any Service herein referenced, please contact us at email@example.com.
Last Updated: August 13, 2015.