INTERNET TECHNOLOGY AND THE APPLICABLE LAWS, RULES AND REGULATIONS CHANGE FREQUENTLY. ACCORDINGLY, PHOENIX PRODUCTIONS RESERVES THE RIGHT TO MAKE CHANGES TO THESE TERMS AT ANY TIME. YOUR CONTINUED USE OF THIS SITE AND SERVICE CONSTITUTES ASSENT TO ANY NEW OR MODIFIED VERSION OF THESE TERMS THAT MAY BE POSTED ON THIS SITE.
Protected Proprietary Rights to Content
The content displayed on this Site, including, but not limited to, text, software, music, sound, moving images, still images, design or graphics (the “Contentâ€), is protected by copyright, trademark, patent and other rights and laws (the “Rightsâ€) and is owned, controlled or licensed by or to Phoenix Media Group Inc., its licensors and/or its clients. You should therefore assume that everything you see, read or hear on this Site is copyrighted, trademarked, patented or otherwise protected unless noted.
You agree that you shall not, except as expressly provided for otherwise herein, copy, distribute, modify, post, reproduce, republish, transmit, use or upload in any way the Content without the prior written permission of Phoenix Media Group or, in the case of material owned by its licensors or clients, the prior written permission of the owner of such material. Such prohibited acts include, but are not limited to, modification or use of any of the Content in the creation of derivative works, which include, but are not limited to, desktop themes, fonts, icons, link buttons, products, services, wallpaper, on-line postcards and greeting cards and unlicensed merchandise (whether sold, bartered or given away). You agree that nothing herein shall be construed as granting to you any interest, license or other right in the Content under any law or theory, whether now known or later developed.
Any unauthorized use of the materials may violate copyright laws, trademark laws, patent laws, the laws of privacy and publicity, and/or communications regulations and statutes. You are hereby advised that Phoenix Media Group and its licensors and clients will aggressively enforce their respective Rights to the fullest extent of the law.
Prohibited Conduct
In your use of this Site and the Service, you may not: (i) infringe any patent, trademark, trade secret, copyright, right of publicity or other right of any party; (ii) disrupt or interfere with the security or use of the Service, this Site or any sites linked to this Site; (iii) interfere with or damage the Service, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; (iv) attempt to use another user’s account, impersonate another person or entity, misrepresent your affiliation with a person or entity, including Phoenix Media Group, or create or use a false identity; (v) attempt to obtain unauthorized access to the Service or portions of the Service that are restricted from general access; (vi) engage, directly or indirectly, in transmission of “spam,†chain letters, junk mail or any other type of unsolicited solicitation; (vii) collect, manually or through an automatic process, information about other users without their express consent or other information relating to this Site or the Service; (viii) use any meta tags or any other “hidden text†utilizing Phoenix Industries’ name, trademarks, or product names; (ix) engage in any activity that interferes with any third party’s ability to use or enjoy the Service; (x) violate any applicable law, rule, or regulation; or (xi) assist any third party in engaging in any activity prohibited by these Terms.
In using the Service, you must also comply with any rules posted on this Site.
If you become aware of any conduct that violates these Terms, Phoenix Media Group encourages you to report it immediately using the contact information provided below. Phoenix Media Group reserves the right, but will have no obligation, to respond to and act on such communications.
Intellectual Property Rights Policy
Phoenix Media Group respects the intellectual property rights of others and expects its users to do the same. Phoenix Media Group may remove content that appears to infringe the intellectual property rights of others. In addition, Phoenix Media Group, in its sole and absolute discretion, may terminate the accounts of users who infringe or violate the intellectual property rights of others. If you believe that a user of this Site or the Service has infringed your intellectual property rights, please notify Phoenix Industries’ Copyright Agent, and provide the following information:
(a) A physical or electronic signature of the person authorized to act on behalf of the owner of the intellectual property right;
(b) An identification of the intellectual property claimed to have been infringed;
(c) An identification of the material that you claim is infringing so that Phoenix Industries may locate it;
(d) Your address, telephone number and e-mail address;
(e) A statement by you that you have a good faith belief that the allegedly infringing use is not authorized by the owner of the intellectual property rights, its agent or the law; and
(f) A statement by you, made under penalty of perjury, that the above information is accurate and that you are authorized to act on behalf of the owner of the intellectual property rights involved.
Phoenix Media Group’s Copyright Agent can be reached as follows:
By e-mail: gkoerner@koerner-associates.com
By mail: Phoenix Media Group Inc.
c/o: Koerner & Assoc.
Attn: General Counsel
10 East 40th St. 25th Fl.
New York, NY 10016
Submission of Materials
Phoenix Media Group does not want you to submit unsolicited suggestions, ideas or other creative material (e.g., software, stories, screenplays, original artwork, etc.) to Phoenix Productions. This policy is meant to avoid the kind of misunderstandings that can arise if your ideas are similar to those that Phoenix Productions has independently developed or is in the process of developing.
If, despite Phoenix Industries’ request, you submit creative material to Phoenix Productions or post it to the Service, you shall be expressly granting to Phoenix Media Group, or warranting that the owner of such creative material has expressly granted to Phoenix Media Group, an unlimited, royalty-free, perpetual, irrevocable, non-exclusive, fully sub-licensable and transferable right and license to use, reproduce, sell, modify, adapt, publish, translate, distribute, perform, display, transmit and develop derivative works from any content, ideas, concepts, know-how or techniques contained in any such submission, for any purpose whatsoever, throughout the universe, in any form, media or technology, whether now known or later discovered. Furthermore, your submission will constitute a waiver by you (as an individual, or as the authorized representative of the owner of the creative material) of any and all rights and/or claims you (or the owner) might otherwise have relating to compensation, credit, “moral rights†or “droit morale,†“rental and lending rights†or under any other legal theory relating to unsolicited submissions, including, but not limited to, unfair competition, breach of implied contract and/or breach of confidentiality.
Links to Other Sites
This Site may be linked to third party sites (each such site, a “Linkâ€) that are not under the control of Phoenix Productions. Any Link is, and shall be considered, entirely independent from Phoenix Media Group and your visit(s), if any, to any Link shall be at your own risk. You acknowledge and agree that Phoenix Media Group: (i) makes no representations whatsoever about any Link; (ii) does not endorse or recommend any Link; (iii) provides no warranty, express or implied, with regard to the information, material, products or services that are contained in, advertised on or accessible through any Link; and (iv) shall not be responsible or liable for any loss or damage of any sort incurred as the result of using any third party site.
Notice and Disclaimer of Warranty
Your accessing, using and browsing this Site shall be at your own risk. Phoenix Media Group neither warrants nor represents that the Content displayed on this Site does not infringe rights of third parties not owned by or affiliated with Phoenix Productions. Furthermore, Phoenix Media Group makes no warranties or representations as to the accuracy of the Content and assumes no liability or responsibility for any errors, inaccuracies or omissions in the Content. The Content may be out of date, and Phoenix Media Group makes no commitment to update the Content. Phoenix Media Group assumes no responsibility, and shall not be liable for, any damage (including, but not limited to, damage arising from computer viruses or similar software code) to your computer equipment or other property that results from your accessing, using or browsing this Site or your downloading of or request for any materials, data, text, images, video or audio from this Site.
WITHOUT LIMITING THE FOREGOING, EVERYTHING ON THIS SITE IS PROVIDED TO YOU “AS IS†and “AS AVAILABLE†WITHOUT WARRANTY OF ANY KIND AND Phoenix Media Group DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF AVAILABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, OR THAT THIS SITE AND THE SERVICE WILL BE VIRUS-FREE, REGARDLESS OF WHETHER Phoenix Media Group KNOWS OR HAS REASON TO KNOW OF YOUR PARTICULAR NEEDS.
Limitation of Liability
NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT OR OTHERWISE, IN NO EVENT SHALL Phoenix Media Group OR ITS RELATED COMPANIES OR THEIR RESPECTIVE PARENTS, SUBSIDIARIES, AFFILIATES, PARTNERS, EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDERS, AGENTS OR OTHER REPRESENTATIVES, BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, PUNITIVE, ACTUAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL, DIRECT OR ANY OTHER DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS OR LOSS OF PROFITS) OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, REGARDLESS OF WHETHER Phoenix Media Group HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PHOENIX INDUSTRIES’ TOTAL AGGREGATE LIABILITY TO YOU IN CONNECTION WITH THIS SITE WILL NOT EXCEED $100.
Indemnity
You agree to indemnify and hold Phoenix Media Group and its related companies, and their respective parents, subsidiaries, affiliates, partners, employees, officers, directors, shareholders, agents or other representatives (collectively, the “Indemnified Partiesâ€), harmless from any claims, demands, losses, judgments, settlements, costs and expenses (including but not limited to, attorneys’ fees), related to or arising out of content you submit, post to or transmit through this Site (including, but not limited to, any computer viruses), your use of this Site, your connection to this Site, your failure to abide by these Terms or your violation of any rights of another person or entity. Phoenix Media Group reserves the right to assume, at its sole and absolute discretion, the exclusive defense and control of any matter subject to indemnification by you, and in such case, in addition to the above, you agree to cooperate with Phoenix Industries’ defense of such claim.
Global Access/Jurisdiction
This Site is owned and operated by Phoenix Media Group from its offices within the State of New York, in the United States of America. Phoenix Media Group makes no representation that materials on this Site are appropriate or available for use in all locations, domestic or foreign. Access to this Site from your location is done on your own initiative and at your own risk and you agree to abide by all applicable international, national, state, regional and local laws.
This agreement shall be governed by, and construed in accordance with, the laws of the State of New York, excluding conflict of law provisions. In the event that any action is brought concerning, arising out of or related to this Site or agreement, you unconditionally and irrevocably agree that the United States District Court for the Central District of New York and the Superior Court of the State of New York for Kings County shall have exclusive subject matter jurisdiction and personal jurisdiction over you, and by accessing, using or browsing this Site, you hereby unconditionally and irrevocably consent to the exercise of such subject matter and personal jurisdiction. You unconditionally and irrevocably waive any right you may have to assert the doctrine of “forum non conveniens†or to object to venue to the extent that any proceeding is conducted in accordance with this provision. In the event that any legal, equitable or other action is brought by a party to enforce such party’s rights hereunder, the prevailing party in such action shall be entitled to recover its reasonable attorneys’ fees, costs and other expenses from the other party.
Export Control
You acknowledge and agree that any software made available to you from this Site passes into your custody in the State of New York in the United States and is subject to restrictions upon export from the United States and, after any such export, upon reexport. You agree that you will not act or fail to act in any way which will violate any applicable international, national, state, regional and local laws and regulations, including, without limitation, the United States Foreign Corrupt Practices Act, the Export Administration Act and the Export Administration Regulations, as amended or otherwise modified from time to time, with respect to any software made available to you from this Site.
Termination
Phoenix Media Group will have the right to terminate your account or your access to this Site or the Service if: (i) it believes you have breached any of the terms and conditions of these Terms or any other agreement with Phoenix Media Group; (ii) Phoenix Media Group discontinues this Site or the Service; or (iii) any other reason provided in these Terms. You may terminate your account for any reason at any time by providing written notice to Phoenix Media Group of your intention to do so.
If your account is terminated, Phoenix Media Group may delete any web sites, files, graphics or other content or materials relating to your use of this Site or the Service on Phoenix Industries’ servers or otherwise in its possession, custody or control and Phoenix Media Group will have no liability to you or any third party for doing so. Following termination, you will not be permitted to use this Site or the Service. If your account or your access to this Site or the Service is terminated, Phoenix Media Group reserves the right to exercise whatever means it deems necessary to prevent unauthorized access to this Site or the Service, including, but not limited to, technological barriers, IP mapping, and direct contact with your Internet Service Provider. These Terms will survive indefinitely unless and until Phoenix Media Group chooses to terminate them, regardless of whether any account you have is terminated by you or Phoenix Media Group or if you have the right to access or use this Site or the Service.
Entire Agreement
This is the entire agreement between Phoenix Media Group and you relating to the matters contained herein and cannot be modified by you except in a writing that is countersigned by Phoenix Media Group.
If any provision of this agreement shall be deemed unlawful, void or for any reason unenforceable, that provision shall be deemed severed from these Terms and shall not affect the validity and enforceability of any remaining provisions.
Phoenix Media Group may modify these Terms without prior notice. You are bound by any such modifications and should therefore check to see whether these Terms have been modified (see “Last modified†date below) each time you use this Site or the Service. Phoenix Media Group may, in its sole and absolute discretion, terminate or modify this Site or the Service at any time, and there is no guarantee that you will have access to this Site or the Service at any time. Phoenix Media Group shall have no liability to you or any third party in the event your access to this Site, this Site itself or the Service, is terminated for any reason.
TERMS OF USE
Last modified February 1, 2010. Copyright © 2010 Phoenix Media Group Inc. All Rights Reserved. Do not duplicate or redistribute in any form.
