Terms of Use

PLEASE READ THESE TERMS OF USE (“Terms of Use”) PRIOR TO USING THIS WEBSITE. THESE TERMS OF USE CONSTITUTE A BINDING AGREEMENT (“AGREEMENT”) BETWEEN USER AND THE COMPANY RESPECTING USER’S ACCESS TO AND USAGE OF THE WEBSITE AND ANY SERVICE MADE BY THE COMPANY. BY VISITING, ACCESSING, BROWSING OR USING THE WEBSITE, USER AGREES AND CONSENTS TO BE BOUND BY THESE TERMS OF USE. USER’S CONSENT TO BE BOUND BY THESE TERMS OF SERVICE SHALL HAVE THE SAME LEGAL EFFECT AND IMPORT AS IF USER HAD PERSONALLY SIGNED AN ORIGINAL WRITTEN VERSION OF THESE TERMS OF USE. USER AGREES TO BE BOUND BY THESE TERMS OF USE EACH AND EVERY TIME USER ACCESSES OR USES THE WEBSITE OR ACCESSES THE COMPANY’S SERVICE. USER ACKNOWLEDGES THAT COMPANY MAY IN ITS DISRECTION, WITH OR WITHOUT NOTICE TO USERS, CHANGE THESE TERMS OF USE AT ANY TIME OR FROM TIME TO TIME, FOR ANY REASON. ANY SUCH CHANGES WILL BECOME EFFECTIVE UPON POSTING SUCH CHANGES IN THE TERMS OF USE SECTION OF THE WEBSITE. IT IS IMPORTANT FOR YOU TO VISIT THIS PAGE PERIODICALLY TO REVIEW THIS AGREEMENT. IF YOU DO NOT AGREE TO SUCH TERMS, PLEASE DO NOT VISIT, ACCESS BROWSE OR OTHERWISE USE THE WEBSITE OR ACCESS THE COMPANY’S SERVICE.

Definitions

“Website” shall mean and include all the materials, text, information, concepts, program materials, photographic images, narrative, music, design, videos or any other content generally viewable by Visitors on www.suebryce.com or URL www.inbedwithsue.com and through which Members may access the Monthly Subscription Service. .

“Company” refers to My Beauty Evolution LLC, a California limited liability company, owner of the Website.

“Us” or “we” or “our” refers to the Company.

“Visitor” is someone that merely visits or browses our Website.

“Member” has the meaning set forth in the Monthly Subscription Agreement

“User” is a collective identifier that refers to either a Visitor or a Member.

“You” or “Your(s)” refers to you as a Visitor, Member or User.

“Monthly Subscription Service” or “Service” shall mean and include all the text, materials, concepts, music, program materials, photographic images, manuals, narratives, design, graphics, videos or any other content accessible and available exclusively to Members and containing Content and Member Content for which a Member pays the Company a Monthly Subscription Fee. For precision, subject to the terms of the Monthly Subscription Agreement and these Terms of Use, Service includes a Member’s right to access and view (but not download) “inbedwithsue” Education (including access to the “Inside the Contemporary,” and its sub-elements of instructional videos, the Critique and the Convocation). For avoidance of doubt, Service does not include “28 Days with Sue Bryce on www.CreativeLive.com, available in a separate transaction with CreativeLive.

“Monthly Subscription Agreement” shall mean an agreement by and between a Member and the Company governing a Member’s access to Subscription Content in consideration of the payment of a Monthly Subscription Fee.

“Subscription Content” shall mean that Content and Member Content accessible through and identified as such on the Website that is available solely exclusively to Members as a part of the Monthly Subscription Service.

“Content” shall mean any all text, music, information, materials, concepts, program materials, photographic images, manuals, narratives, design, graphics, videos or any other content offered by the Company on or in Website or Service (including any Blog), but excluding Member Content

“Member Content” is, other than Content, any and all text, information, materials, concepts, programs, program materials, marketing, business plans, projections, forecasts, estimates, budgets, photography images, manuals, narratives, design, graphics, or any other content posted, uploaded, transmitted to or shared on the Monthly Subscription Service section of Website by a Member and available exclusively to Members.

“Blog” shall mean that portion of the Company’s Website containing the Company representative’s experiences, observations, narratives, videos, photographic images or graphics or containing links to other websites, exclusively available to Members for viewing or submission of Member Content.

“Terms of Use” shall mean these rules, regulations, restrictions, policies and limitations respecting access to and use of the Website by Users and by Members with respect to the Monthly Subscription Service and any Subscription Content.

“Third Party Link” or “Third Party Advertiser Link” shall have the meaning as further set forth herein.

AGREEMENT; SOLE AND ENTIRE UNDERSTANDING; REVISIONS AND AMENDMENTS

Except as may be provided in these Terms and Conditions User’s access and use of the Company’s Website or Service, these Terms of Use: a) constitutes the entire and only agreement between the Company and you; and b) supersede any and all other agreements, representations, warranties and understandings, whether in oral or written form, respecting access or other use of our Website or Service. Notwithstanding the foregoing, the Company does require Members to agree to additional terms and conditions in order for Member’s to access our Service (including any Content and Member Content contained therein) available through the Website through a Monthly Subscription Agreement.

The Company may revise or amend this Agreement at any time without specific notice to you. The then latest Agreement will be posted on our Website, and Users should review this Agreement prior to using our Website or Service. After any revisions to this Agreement are posted, you agree to be bound to any changes to this Agreement. Therefore, it is important for you to visit this page periodically to review the Agreement. Please read this Agreement carefully and save it. If you do not accept this Agreement, do not access and use our Website or access our Service. If you have already accessed our Website and do not accept this Agreement, you should immediately discontinue use of our Website and Service.

WEBSITE LIMITED LICENSE GRANT

Subject to the terms and conditions contained herein, Company grants you: a) as a Visitor a non-exclusive, limited right to view the public areas of our Website, and: b) as a Member the additional, limited rights to access the Monthly Subscription Service under the terms of a Monthly Subscription Agreement. Your use as a Visitor to the Website is solely for personal, private, non-public, non-commercial purposes; your access to Subscription Content as a Member is further detailed in the Monthly Subscription Agreement. Notwithstanding anything to the contrary, Company reserves all right, title and interest in and to the Company name, Website, Content, Blog, and collectively any and all associated logos, trademarks, service marks or other properties; User agrees to not use any of the foregoing without the Company’s prior written consent, which may be withheld by Company in its absolute sole discretion. The Company’s grant of the foregoing does not in any way: 1) create or establish any other relationship between you and the Company, including but not limited to any joint venture, partnership, agency, employment, franchise or other relationship, and 2) does not allow you to access the Service without first becoming a registered Member pursuant to the Monthly Subscription Agreement. No person or entity not a party to these Terms of Use will be deemed as a third party beneficiary of the rights granted herein.

USER ELIGIBILITY; USER COMPLIANCE

  1. Users, whether as Visitors or Members, must be eighteen (18) years of age or older (“Eligibility Requirement”). Users visiting, accessing, browsing or using the Company’s Website or Member’s accessing and using the Company’s Service (including any Content or Member Content contained therein) warrant and represent that they are in compliance with this Eligibility Requirement as of the date of their initial visit or browse of the Company’s Website. Users failing to meet this Eligibility Requirement or falsely representing that they are in compliance with the Eligibility Requirement are unauthorized and unlicensed users and subject to Company’s terminating any and all access privileges to the Website or the Service (including any Content and Member Content contained therein). As a further continuing condition of eligibility to visit, access, browse or use the Website or Service, any and all Users agree, each with respect to the Website or Service (including any Content contained therein) to: a) comply with any and all applicable United States federal and state laws, rules and regulations and any applicable laws, rules, regulations or other enactments of other non-domestic governing bodies with jurisdiction over the subject matter of these Terms of Use; b) not create compilations or derivative works as defined under United States copyright laws; c) not redistribute or attempt to redistribute in any manner, including, but not limited to, sale, license, sublicense, lease, rental, subscription, or any other distribution, or; d) decompile, disassemble or reverse engineer our any related software.
  2. User may not assign its rights or obligations under these Terms of Use to any other party; Member may not assign its rights or obligations under the Monthly Subscription Agreement.

CONTENT DISCLAIMER; ERRORS; REVISIONS

Notwithstanding the foregoing or anything to the contrary, Company reserves the right to change, alter, amend or otherwise revise the Website or the Service (including any Content contained therein) at any time, for any reason, with or without notice. User acknowledges that the Website and Service (including any Content contained therein) are not guaranteed to be complete, correct, error-free, bug-free, virus-free timely, current or up-to-date or otherwise reliable, and Company makes no warranty or guaranty that it will undertake any obligation to modify the Website or the Service (including any Content contained therein) to correct such conditions. Company reserves the right, exercisable at any time for any reason, with or without notice to Users: a) to alter or delete or revise the Website or Service (including any Content contained therein) in any way, including but not limited to changes in content, design, layout, form, functionality, or software or hardware necessary to access the Website and Services (including any Content contained therein) and; b) to shutdown the Website or the Service (including any Content contained therein) temporarily or permanently. In addition to the foregoing, Users may not be able to access the Website or Service (including but not limited to any Content contained therein) from time to time as a result of traffic congestion or acts beyond our reasonable control (e.g. fire, flood, loss of power, riots, terrorists attack, internet failure, equipment failure, failure or lack of telecommunications or network connections or computer systems, et. al. (collectively “Force Majeure Event”)). In the event of the occurrence of a Force Majeure Event, Company will have no liability for its inability or failure to make the Website or Service (including any Content contained therein) available but Company will use commercially feasible efforts to restore the affected Website or Service (including any Content contained therein) as soon as reasonably feasible.

MEMBER CONTENT SUBMISSIONS; COMPANY AT-RISK DISCLAIMER OF LIABILITY; MEMBER WARRANTIES AND REPRESENTATIONS; PROHIBITED CONDUCT; OWNERSHIP RIGHTS

Subject to compliance with these Terms of Use and the consent in each case of the Company, Members may post, upload, transmit or otherwise submit Member Content to the Company for public display, critiquing and commentary by the Company and other Members in the Services section of the Website or on the Company’s Blog..

Each Member hereby grants Company a royalty-free, non-exclusive, worldwide license to display its Member Content on the Website for viewing by other Members as part of the Company’s Monthly Subscription Service for the thirty (30) day period commencing on the first day upon which the Company first displays the Member Content. Company acknowledges that, subject to the foregoing license grant to the Company, Member shall retain any underlying ownership rights to the photographic images contained in any such Member Content.

Members understand that: a) the posting of such Member Content could subject the Member Content submitted to any range of praise or criticism, whether complimentary, neutral, or harshly critical; b) posting of Member Content is not subject to any confidentiality or non-disclosure obligation on the part of the Company or any Member nor is any Member Content deemed to be Personal Information under the Company’s Online Privacy Policy; c) Company shall have no liability for any similarities between future products, services, offerings or other content developed by the Company or by another Member; d) Company has no liability as a result of opinions expressed during any critique of a Member Content submission, whether by the Company or any individual Member(s); e) Member opinions are solely the opinions of the Member and not necessarily those of the Company. Additionally, should a Member submit Member Content containing marketing, promotional, budget or business plans, Member understands and acknowledges that: a) Company’s comments are strictly opinions and no Member should make decisions on the basis of those opinions without independent investigation; and b) the Company’s comments are general in nature and are not aimed at any specific individual or geared toward his or her individual circumstances

Members warrant and represent that a) any and all text, information, materials, concepts, programs, program materials, photography images, manuals, narratives, design, graphics or any other content posted, uploaded or transmitted to the Website or Service: 1) is the sole and exclusive, original property of the Member, is owned in its entirety by the Member exclusively and does not violate any other Member or third party’s copyright, trademark, service mark, privacy right or otherwise infringe on any other party’s ownership or privacy rights..

Members agree to abide by any and all rules and regulations that Company may adopt from time to time respecting posting, uploading, transmitting or sharing of Member Content on the Website or Service viewable by Members. Member submitting Member Content agree to abide by the terms of the Monthly Subscription Agreement accessible on the Company’s Website and incorporated herein by reference to this Agreement.

Members submitting Member Content in the form of narrative or written material understand and agree to not submit any such Member Content that is a) offensive, vulgar, defamatory, libelous or slanderous, tortious, or constitute an invasion of privacy; or b) harassing, racist, threatening, homophobic, hateful or obscene; c) sexually graphic or profane; or d) harmful or dangerous; or e) violent or graphic.

Members acknowledge and understand that Company has no obligation to monitor Member Content posted on the Service section of the Website and disclaims any and all liability to any Member (including the Member submitting Content) or any other party, as a result of a Member’s uploading, posting or transmitting Member Content to the Website or Service and the Company’s embedding of the Member Content on the Website or Service.

Members may report to Company any photographic or video imagery submitted Member Content as being either in violation of subparagraphs a), b) or c) of the above paragraphs (individually or collectively a “Violation”). In the event that the Company determines in the exercise of its sole unfettered discretion that a Violation has occurred, the Company may: a) remove the objectionable Member Content from the Website; b) terminate the submitting Member’s authorization to submit further Member Content in photographic or video image form or any narrative or written form; c) terminate the submitting Member’s right to access the Monthly Subscription Service in its entirety; or d) all of the above.

Members acknowledge, represent and warrant that each will refrain from infringing on the Company’s or any third party’s intellectual property rights. Upon notification of potential infringement by any Member, we will investigate a claim of potential infringement and may, upon completion of that investigation, a) remove the objectionable Member Content from the Website; b) terminate the submitting Member’s authorization to submit further Member Content in photographic or video image form or any narrative or written form; c) terminate the submitting Member’s right to access the Monthly Subscription Service in its entirety; or d) all of the above.

As a Member, you agree not to use our Website or Service (including any Content contained therein), to: a) upload, post or otherwise transmit any Member Content that: 1) violates any local, state, federal or international laws, rules or regulations; 2) infringes upon any trademark, service mark, patent, copyright, trade secret or any other property right or breaches any confidentiality or non-disclosure agreement; 3) contains any private personally identifiable information about any party; 4) contains software viruses or other code files capable of limiting or impairing our ability to deliver the Website or the Service (including any Content contained therein); 5) contains photographic or video images, text , narrative, design or any other content to which a Member does not have full ownership rights or an enforceable non-exclusive, royalty-free, worldwide, license, sublicense, distribution or sub-distribution right to transmit or display such image content in a public, commercial setting in any medium without geographic or other limitation in perpetuity; 6) contains any advertising, promotional, misleading metadata, spam, robots, spiders, offline readers, junk mail, scams or solicitation content; 7) contain links to other websites or; 8) contains video or music.

Notwithstanding anything contained herein to the contrary, the Company reserves the right, exercisable at any time in its absolute discretion for any reason not specifically referenced above, to decline to include any submitted Member Content for access and view by Members.

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DISCLAIMER OF WARRANTIES

ANY USER’S USAGE OF THE WEBSITE OR SERVICE PROVIDED ON OR THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) IS AT USER’S OWN RISK. THE WEBSITE AND SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) ARE PROVIDED ON AN “AS IS”, “WHERE IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. USERS ACKNOWLEDGES AND AGREES THAT THE COMPANY HAS MADE, AND HEREBY DOES NOT MAKE ANY STATEMENTS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY (INCLUDING ITS AGENTS, EMPLOYEES, DIRECTORS AND OFFICERS) HAS NOT MADE AND DOES NOT MAKE ANY STATEMENT, WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE AND SERVICE PROVIDED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN). WITHOUT LIMITING THE FOREGOING, COMPANY (INCLUDING ITS AGENTS, EMPLOYEES, DIRECTORS AND OFFICERS) DOES NOT PROMISE THAT THE WEBSITE OR SERVICE PROVIDED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) WILL BE ACCURATE, RELIABLE, PROMISE ANY SPECIFIC RESULTS, BE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR SERVICES OBTAINED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) OR THE SERVER OR NETWORK CONNECTIONS OR SOFTWARE THAT MAKE THE WEBSITE OR SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) AVAILABLE ARE SECURE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN) WILL OTHERWISE MEET USER’S NEEDS OR EXPECTATIONS. COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. NO VERBAL OR WRITTEN REPRESENTATIONS, INFORMATION OR ADVICE GIVEN BY COMPANY OR ITS AUTHORIZED REPRESENTATIVE AT ANY TIME SHALL LIMIT THIS DISCLAIMER OF WARRANTIES OR OTHERWISE CREATE A WARRANTY OR INCREASE THE SCOPE OF THIS WARRANTY. COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR MEMBER CONTENT POSTED, UPLOADED OR OTHERWISE TRANSMITTED TO THE PAY SUBSCRRIPTION SERVICES SECTION OF THE WEBSITE. NOTHING CONTAINED HEREIN SHALL AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

IN NO EVENT WILL COMPANY (OR ITS LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS) BE LIABLE TO ANY USER OR THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM ANY LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR ANY OTHER THEORY LOSS, ARISING FROM ANY USER’S USAGE OF THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN) OR ANY SOFTWARE OR HARDWARE USED TO MAKE THE WEBSITE OR SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) AVAILABLE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, USER’S EXCLUSIVE REMEDY AND COMPANY’S TOTAL LIABILITY TO YOU, IF ANY, FOR ANY CLAIM WHATSOEVER, REGARDLESS OF THE CLAIM THEORY (WHETHER BASED ON CONTRACT, TORT, WARRANTY, INDEMINIFICATION OR OTHEWISE) OR THE EXISTENCE OF MULTIPLE CLAIMS, WILL AT ALL TIMES BE LIMITED TO AN AMOUNT EQUAL TO THE AMOUNT PAID, IF ANY, BY USER TO THE COMPANY FOR ONE MONTH’S ACCESS TO THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN).

THIRD PARTY LINKS, THIRD PARTY ADVERTSING LINKS AND SERVICES OR PRODUCTS OFFERED

The Company’s Website and Service (and any Content contained therein) may contain links to other websites which are not operated by the Company and which may or may not offer goods or services for sale or lease (“Third Party Links”). In addition, the Company from time to time may include links to third party advertising, sponsorship or promotional materials on the Website or Service (including any Content contained therein) (“Third Party Advertising Link Content” or “ Third Party Advertiser Link”). Third Party Links or Advertisers are responsible for ensuring that material submitted for inclusion on our Website and Service (including any Content contained therein) is accurate and complies with applicable laws. The Company does not monitor the accuracy of the material provided or the products or services provided by Third Party Links or Advertisers

COMPANY DOES NOT ENDORSE, GUARANTEE, WARRANTY, OR RECOMMEND ANY PRODUCTS OR SERVICES OR PROMOTIONS OFFERED BY SUCH THIRD PARTY LINKS OR THIRD PARTY ADVERTISER LINKS AND WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT ANY PRODUCT, PROMOTION OR SERVICE CONTAINED IN THIRD PARTY LINKS OR THIRD PARTY LINK ADVERTISING CONTENT CONTAINED ON THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN). Users acknowledge that the foregoing disclaimer applies without limitation to any and all written or oral references or mere mentions of goods, products, services, promotions or other information even if, solely or in combination, by use of such third party’s trade name, trademark, manufacturer, supplier, advertiser or otherwise.

Users acknowledge that, in leaving the Website or Service (including any Content contained therein) to use such Third Party Links or Third Party Advertising Links or purchasing a product from a Third Party Link or Third Party Advertising Link, it does so at its own risk. Such Third Party Links and Third Party Link Advertisers each operate its own processing, fulfillment, billing and customer service, and a User’s purchases of goods or services is governed solely by terms and conditions of sale established by such Third Party Link or Third Party Advertising Link (including any and all warranties, (whether express or implied), disclaimer of warranties, limitation of liability) and any privacy policies.

PRIVACY POLICY

The Company’s Privacy Policy is considered an integral part of these Terms of Use and is incorporated herein by reference. The Company’s Privacy Policy is available on the Website by clicking the link “Privacy Policy”.

USER INDEMNIFICATION

User agrees to hold harmless, defend and indemnify the Company (including its agents, officers, directors, employees, and successors and assigns) from and against any and all loss damage and expense (including for reasonable attorneys fees) from any third party claim, demand or action arising out of User’s breach of any of its obligations, warranties or representations under this Agreement

ARBITRATION

Any controversy or claim between User and Company arising out of or relating to the Website or Service shall be addressed solely by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association, excluding, however: a) any and all Company claims by the Company against a User to collect any sums due under these Terms of Service or any Monthly Subscription Fee due under the Monthly Subscription Agreement; b) any and all actions by the Company to recover damages from a User for a violation of these Terms of Use or the Monthly Subscription Agreement’s terms and conditions and; c) any action by the Company to enjoin and prohibit User from engaging in behavior in contravention of these Terms of Use on or in connection with the Website or Service (including any Content contained therein).

Any such controversy or claim not excluded under the immediately preceding subparagraphs a), b) or c) shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party.

Any arbitration proceeding shall be conducted in the City or County of Los Angeles, California and any arbitration award may be enforceable in any court having jurisdiction thereof. Either party may seek an interim or preliminary protective order from a court of competent jurisdiction in the City or County of Los Angeles California pending the completion of arbitration. Each party shall split the arbitration fees and costs on a 50-50 basis, provided however, that each party will bear its own attorney fees.

General Terms

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles. User agrees to submit to the personal jurisdiction and venue of such courts. If any of the terms and conditions contained in these Terms of Use or the Monthly Subscription Agreement are held by a court of competent jurisdiction or an arbitration award to be contrary to law, such interpretation shall be changed and interpreted such that it best accomplishes the intent and objectives of the original provision to the fullest extent allowed by law, with the understanding that all other non-conflicting provisions will remain in full force and effect. The Company’s failure to enforce or insist upon strict performance of any User’s obligations or the Company’s failure to exercise any of its rights or remedies under these Terms of Use or the Monthly Subscription Agreement shall not constitute a waiver of rights and remedies in any individual or multiple number of instances. Any and all provisions of these Terms of Use and the Monthly Subscription Agreement shall survive any termination or expiration of this Agreement.

 


ONLINE PRIVACY POLICY

COLLECTING AND USING YOUR PERSONAL INFORMATION

As you visit, browse, access or otherwise use the Company’s Website or Service or communicate with the Company, you may be asked to disclose certain Personal Information so that the Company can make you aware of the Website and provide you with access to the Service. So that you can reasonably determine whether to disclose your Personal Information to Company via the Website, or Service, the Company is providing you with these guidelines about how the Company collects uses and stores Personal Information. By visiting, accessing, browsing or using the Website, and in some cases becoming Members, you agree to be bound by the terms and conditions of this Online Privacy Policy. This Online Privacy Policy only applies to Personal Information collected on the Website and does not apply to information collected by the Company from you through any other means or to any third party link accessible through the Website. The Online Privacy Policy covers how the Company collects uses stores and shares Personal Information submitted and collected online as of the date upon which this Online Privacy Policy is posted (or as may be amended from time to time and posted on the Website). The Company may change this Online Privacy Policy at any time, for any reason. Any such changes, revisions, alterations or deletions made to this Online Privacy Policy shall become effective immediately upon posting. It is therefore important for you to visit this Online Privacy Policy from time to time.

IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS PRIVACY POLICY DO NOT ACCESS THE COMPANY’S WEBSITE OR USE ITS SERVICE.

All defined terms set forth in the Company’s Terms of Use and Monthly Subscription Agreement posted on the Company’s Website shall have the same meaning in this Online Privacy Policy.. The following additional definitions shall apply governing this Privacy Policy.

“Personal Information,” for purposes of this Privacy Policy shall mean data that is unique to an individual, such as a name, address, credit card or debit card number, e-mail address, postal or billing address and telephone number, whether contained in text or electronic messages, or mobile applications downloaded from our Website (if applicable) and providing dedicated non-browser based communications between the Company and you.

“Non-personal Identifiable Information” shall mean any and all information, other than Personal Information, that does not identify a specific individual. Non-personal Identifiable Information may include your equipment, device, operating system or browser used to visit, access, browse or use the Website or Service; a your visiting or browsing or accessing or using activity or actions; summary information respecting our entire user base that may be collected by Company or its third party servers, including information about ads, sponsorships, products, goods or services provided through Third Party Links presented and clicked upon by you; any other information which provides Company with anonymous usage data (including, but not limited to, the number of unique visits, pages visited or navigational preferences); web browser information for facilitating communications between you and Company (including your MAC or IP address); “Cookies” or “Flash Cookies” or “Clear Gifts” technology allowing the Company to track repeat users and user’s usage patterns; Client-side page tagging or Pixel or Beacons tagging activities that allow the Company to make servicing users more efficient, and; content in any form or medium voluntarily submitted to the Company for posting and critique by Company representatives or users. The Company may provide, sell or transfer Non-personal Identifiable Information about user sales, traffic patterns, preferences or any other related Website or Service information to third parties.

Collection and Use of Personal Information

The Company only collects Personal Information voluntarily given to us by you. The Company does not require Visitors to provide it with any Personal Information to access public areas of our website; however, the Company may use or collect a Visitor’s IP Address and other diagnostic information to: a) diagnose problems with the Company’s server or Website or b) to identify you during your registration as a Member. If, however, you elect to register and qualify as and Member to order the Company’s Monthly Subscription Service, the Company will require that you access certain secure areas of the Website as well as provide the Company with Personal Information (including a Payment Source). Subject to the further conditions contained herein,

The Company may use Personal Information for the following purposes:

a) Verifying a Member’s identity so that we can be sure that all of communications are secure and confidential;

b) Responding to inquiries or requests from a Member;

c) Delivering the Service to a Member in the most efficient manner;

d) Carrying out the Company’s and any Member’s obligations arising out of the Terms of Use or the Monthly Subscription Agreement, including transmitting your Personal Information to the relevant debit or credit card company for processing;

e) Providing a Member with specific information requested by a Member, the request for which information constitutes Member’s consent to be contacted;

f) Allowing a Member to voluntarily submit or critique Member Content, subject to the Company’s Terms of Use provisions on Member Content otherwise posted on the Website; and

g) Notifying a Member, if required under the Terms of Use or the Monthly Subscription Agreement, of any changes to the Service or Terms of Use or the Monthly Subscription Service Agreement.

A Member may update Member Personal Information that a Member provides the Company by logging on to “My Account” in accordance with the instructions posted on the Website. A Member may also request deletion or correction of its Personal Information or privacy preferences by emailing us atsupport@suebryce.com.

Subject to the further terms hereof, the Company will not sell, license or otherwise transfer any rights to Personal Information to any third party unless a) expressly authorized by you; or b) such license, sale or other transfer is in connection with the sale, transfer, merger, reorganization, consolidation or other transaction involving all or part of the Company.

Notwithstanding the foregoing, the Company will or may transmit or disclose Personal Information to third parties in the following circumstances:

  • a)The Company uses certain third party contractors or vendors to perform certain services for us, including, but not limited to, webhosting, website maintenance and performance improvement tasks. In addition, should you register or attempt to register as a Member to order the Company’s Monthly Subscription Service (and, if once authorized as a Member to maintain your status as a validly registered Member) we must release your credit or debit card information or other Personal Information to a card-issuing bank to confirm payment for the service. The Company will also provide your email address information or other Personal Information to third parties under contract to us such that we can deliver the Monthly Subscription Service to a Member or receive and post Member Content on the Website. When any user or visitor subscribes to an Internet Service Provider (ISP) the computing device is assigned an IP Address, which the Company will track and store to manage security and monitor usage volume and patterns.
  • b)The Company will disclose Personal Information: 1) if it is required to do so law or regulation or judicial order; 2) if we receive a validly issued subpoena issued by a court of competent jurisdiction; 3) to defend or enforce the Company’s rights under any Agreement between a User and the Company, including but not limited to this Online Privacy Policy or the Terms of Use relating to this Website or the Pay Subscription Service Agreement; or 4) if a you consent to the disclosure.

NOTICE TO EUROPEAN ECONOMIC AREA (EEA) MEMBERS

Personal information and Non-Personal Identifiable Information may be collected, transferred or stored at a destination outside the EEA. Such information may be processed by staff operating outside the EEA who may work for either Company directly or contractors retained by the Company to process such information, fulfill any order for Service, process payment or billing as well as support services. By submitting any information, an EEA user agrees to this collection, storing and transferring of information. Company agrees to take all reasonable steps to ensure your data is treated securely in accordance with this Online Privacy Policy.

NOTICE TO CALIFORNIA RESIDENTS

California law gives California residents providing Personal Information to the Company the right to request once per calendar year that the Company provide users with information about how the Company has shared the user’s Personal Information with third parties for their direct marketing purposes. To the extent applicable, if at all, such information includes: a) list and names and addresses of all third parties with whom such Personal Information was shared during the prior calendar year along with a list of the categories of Personal Information shared. To make such a request, please send an email to support@suebryce.com and specifically reference “California Privacy Request” in the subject matter line. Your request should include your name, physical address (other than email address) and an email address. The Company will respond you your request within thirty (30) days of the receipt of your request.

The Company does not share Personal Information with third parties for their marketing purposes and will not do so without prior written consent.

CALIFORNIA “DO NOT TRACK” SETTINGS

Some web browsers have settings that allow users to request that Websites not track a user’s movement within a Website. The Company’s Website DOES NOT obey any such settings when transmitted to, or received (whether detected or not) by the Company’s Website.

Account Cancellation; Deletion of Personal Information

Members desiring to cancel our terminate the Service may do so by logging on to its account, proceeding to the “My Account” section for billing and following the prompts for termination. The Company will store Personal Information as long as is necessary to provide you with the Monthly Subscription Service or until Company receives a termination notice pursuant to the immediately preceding procedure under the “My Account” section, provided however, that Company will continue to retain Personal Information after such Member’s termination as long as necessary to enforce our rights under the Terms of Use, the Monthly Subscription Agreement or this Privacy Policy.

Security

We have adopted and adhere to stringent security standards designed to protect non-public Personal Information obtained or stored by the Company is protected from and against accidental or unauthorized access or disclosure. Among the safeguards that the Company has developed for this Website are administrative, physical and technical barriers that together protect the Website from unauthorized access or use. We may from time to time be required to shutdown the entire Website for security maintenance.

The Company uses secure servers for all User information. Members accessing the Company Service must use [an SSL-enabled browser] in order to protect the confidentiality of any Personal Information. Members will be required to create and access an account by means of a unique User ID and Password. The Company will encrypt this Password. Members must abide by the Password and User ID requirements set forth in the Terms of Use and the Pay Subscription Content Service Agreement at all times.

Notwithstanding the foregoing, users and Members acknowledge that no 100% guarantee can be made regarding the security of any data transmission over the Internet or any wireless network. Users accordingly acknowledge that: 1) there are security and privacy limitations respecting data transmissions over the Internet and in wireless networks; 2) the Company shall have no liability to any user, Member or third party for any loss, disclosure, alteration, modification or misuse of an information transmitted via the Internet or wirelessly; and 3) any information transmitted over the Internet or wirelessly may be subject to viewing or being tampered with by an unauthorized third party.

 


Monthly Subscription Agreement

PLEASE READ THESE TERMS AND CONDITIONS PRIOR TO ENTERING INTO A MONTHLY SUBSCRIPTION AGREEMENT. THESE TERMS AND CONDITIONS CONSTITUTE A BINDING AGREEMENT (“AGREEMENT” OR “MONTHLY SUBSCRIPTION AGREEMENT”) BETWEEN A MEMBER AND THE COMPANY RESPECTING MEMBER’S ACCESS TO THE COMPANY’S MONTHLY SUBSCRIPTION SERVICE AVAILABLE THROUGH THE COMPANY’S WEBSITE. BY CLICKING ON THE “I AGREE’ ICON ON THE MONTHLY SUBSCRIPTION SERVICE PAGE, A MEMBER AGREES AND CONSENTS TO BE BOUND BY THESE TERMS. A MEMBER’S CONSENT TO BE BOUND BY THESE TERMS OF SERVICE SHALL HAVE THE SAME LEGAL EFFECT AND IMPORT AS IF THE MEMBER HAD PERSONALLY SIGNED AN ORIGINAL WRITTEN VERSION OF THESE TERMS OF USE. UNLESS OTHERWISE PROVIDED HEREIN, MEMBER AGREES TO BE BOUND BY THESE TERMS OF USE EACH AND EVERY TIME USER ACCESSES OR USES THE WEBSITE OR ACCESSES THE MONTHLY SUBSCRIPTION SERVICE. UNLESS OTHERWISE SPECIFICALLY PROVIDED HEREIN, MEMBER ACKNOWLEDGES THAT COMPANY MAY IN ITS DISRECTION, WITH OR WITHOUT NOTICE TO USERS, CHANGE THESE TERMS AT ANY TIME OR FROM TIME TO TIME, FOR ANY REASON. ANY SUCH CHANGES WILL BECOME EFFECTIVE UPON POSTING SUCH CHANGES IN THE MONTHLY SUBSCRIPTION SERVICE SECTION OF THE WEBSITE. IT IS IMPORTANT FOR YOU TO VISIT THIS PAGE PERIODICALLY TO REVIEW THIS AGREEMENT. IF YOU DO NOT AGREE TO SUCH TERMS, PLEASE DO NOT USE THE WEBSITE OR ACCESS ANY.

All defined terms set forth in the Terms of Use available and displayed on the Website shall have the same meaning in this Agreement. For ease of reading this Agreement, we have repeated certain of the defined terms here. Certain other additional defined terms with regard to this Agreement are listed below:

“Monthly Subscription Service” or “Service” shall mean and include all the text, materials, concepts, music, program materials, photographic images, manuals, narratives, design, graphics, videos or any other content accessible and available exclusively to Members and containing Content and Member Content for which a Member pays the Company a Monthly Subscription Fee.. For precision, subject to the terms hereof and the Company’s Terms of Use, Service includes the right to access and view (but not download), “inbedwithsue” Education (including access to the “Inside the Contemporary,” and its sub-elements of instructional videos, the Critique and the Convocation) during the Initial Subscription Term and any Renewal Subscription Term. For avoidance of doubt, the Service does not include “28 Days with Sue Bryce on www.CreativeLive.com”, available in a separate transaction with CreativeLive.

“Monthly Subscription Fee” is that amount due and payable to the Company (as may be in effect from time to time) by Members for access to the Monthly Subscription Service during the Term.

“Members” shall mean individuals who: a) are at least eighteen (18) years of age or older (or if less than 18, have reached the age of majority in the state or other jurisdiction in which he or she resides and can enter into binding, legally enforceable agreements); b) have registered a unique user ID and password approved by the Company entitling them to access the Monthly Subscription Service; 3) have hereby agreed to the Terms and Conditions set forth in this Monthly Subscription Agreement,, the Terms of Use, and Privacy Policy otherwise set forth and made available on the Website by clicking the “I AGREE” icon where noted on the Monthly Subscription Service page of the Website; and 4) has provided the Company with a Payment Source and arranged with the Payment Source to pay in advance the Monthly Subscription Fee then in effect for the Initial Subscription Term or any Renewal Subscription Term .

“Initial Subscription Term” shall mean the thirty days commencing after the Effective Date.

“Renewal Subscription Term” shall mean each succeeding thirty days after the end of the Initial Subscription Term.

“Effective Date” shall mean the date upon which Company notifies the Member that a) Company has billed the Member’s Payment Source for the initial Monthly Subscription Fee and the Payment Source has accepted the Monthly Subscription Fee for payment, and b) the Company has authorized the Member to access the Monthly Subscription Service.

“Payment Source” shall mean a current, valid, accepted means for paying the Monthly Subscription Fee (during the Initial Subscription Term and any Renewal Subscription Term), in either the form of a debit or credit card specifically listed on the Website (along with the necessary ancillary account information) for the Company to bill the Monthly Subscription Fee.

“Subscription Content” shall mean that Content and Member Content accessible through and identified as such on the Website that is available solely exclusively to Members as a part of the Monthly Subscription Service.

“Content” shall mean any all text, music, information, materials, concepts, program materials, photographic images, manuals, narratives, design, graphics, videos or any other content offered by the Company on or in Website or Service (including any Blog) but excluding Member Content

“Member Content” is, other than Content, any and all text, information, materials, concepts, programs, program materials, marketing, business plans, projections, forecasts, estimates, budgets, photography images, manuals, narratives, design, graphics, or any other content posted, uploaded, transmitted to or shared on the Monthly Subscription Service section of Website by a Member and available exclusively to Members.

“Term” shall mean the Initial Subscription Term and any Renewal Subscription Term.

“Terms of Use” shall have the meaning set forth under the Terms of Use section of the Website.

“Privacy Policy” shall mean the Company’s privacy policy adopted and displayed by the Company on its Website.

“Confidential Information” shall mean any and all Company proprietary and confidential information, including but not limited to any Content but specifically excluding any Member Content.

GENERAL RIGHTS, RESPONSIBILITIES AND LIMIATATIONS

Limited License; Member’s Representations and Warranties

1)Subject to a Member’s continuing compliance with the Terms and Conditions listed herein and the Terms of Use set forth on the Website (including the timely payment of the Monthly Subscription Fee during each and every Initial Subscription Term and any Renewal Subscription Term) and Member’s compliance with the Representations and Warranties further contained herein during the Term) Company grants Member a non-exclusive, revocable, non-transferable, non-assignable, personal, right to access and view (but not download) the Monthly Subscription Service during the Term for private, personal, non-commercial, non-public display, subject to such further limitations, conditions and restrictions as may be imposed by Company from time to time. Member acknowledges that its access rights do not include any ownership rights to any Subscription Content or any right to redistribute or relicense or sublicense its rights to access Subscription Content to any other party and agrees to not grant access to Subscription Content to any third party by providing access to a Member’s user ID or password information to any such third party. Member will use all reasonable efforts to provide Company with written notice within seven (7) days in the event that its user ID and password information is compromised. Member acknowledges that the rights granted herein specifically do not include the right to publicly or privately display or use or grant access to the Monthly Subscription Service or any Subscription Content to students, employees, faculty or other instructors or multi-users.

2)Members agree to abide by any and all such rules or regulations that the Company may impose from time to time during the Term respecting the Monthly Subscription Service and any Subscription Content, included but not limited to the Terms of Use governing the Website, this Agreement and the Company’s Privacy Policy as each may be in effect from time to time.

3)Members represent and warrant that during the Term each will: a) not archive, download, reproduce, copy, distribute, modify, transfer display, perform, publish, license, create derivative works from, offer for sale, use any content contained on the Website, the Service or any Subscription Content or undertake any efforts to do any of the foregoing; b) not undertake efforts to circumvent any of the content protections utilized in the delivery of any Website content, the Service or any Subscription Content; c) install any and all hardware, equipment, software and network connections necessary to access the Service or any Subscription Content; d) will comply with all applicable laws and regulations with respect to the use of the Website and any Subscription Content; e) will not use the Website or any Subscription Content in a manner inconsistent with the Company’s or any Member’s or any third party’s trademark, patent, copyright or other intellectual property rights; and f) comply with all applicable United States and international trademark, patent, copyright, trade secret, or other intellectual property or proprietary rights.

4)Company reserves the right to terminate or restrict any Member’s access without compensation if such Member is suspected to be in violation of the foregoing subparagraphs.

5) Member acknowledge that Company has adopted Terms of Use governing use of the Website and that such Terms of Use as adopted or modified from time to time are incorporated herein by reference.

6) Members acknowledge that Company has adopted a Privacy Policy governing use of the Website (including but not limited to Members) and that such Privacy Policy as adopted or modified from time to time is incorporated herein by reference.

7) Members agree to not disclose any Content, Member Content, Subscription Content or any Confidential Information to any third party

Monthly Subscription Fee; Recurring Billing

1)Each Member must provide the Company with a Payment Source during the Term. Each Member authorizes Company to bill the Payment Source in advance for the Monthly Subscription Fee for the Initial Subscription Term and, unless or until Company receives a cancellation notice (per the instructions on the Website for cancellation) to automatically continue billing the Payment Source for the Monthly Subscription Fee then in effect on a recurring monthly basis in advance for Member’s continued access to the Service and any Subscription Content during each and every Renewal Subscription Term (“Recurring Billing”). A Member’s failure to maintain a current, valid acceptable Payment Source or the Payment’s Source’s refusal to accept the charge by the Company shall entitle Company to terminate or otherwise restrict a Member’s access to the Service or any Subscription Content during the Initial Subscription Term or any Renewal Subscription Term.

2)A Member reserves the right to terminate its account at any time (per the instructions on the Website for cancellation) provided however, that any Monthly Subscription Fee previously paid will not be refunded. In the event of such termination, a Member will continue to have access to the Service for the balance of the then remaining Term. Notwithstanding the foregoing, Members located in a European Union member country shall be entitled to cancel during the fourteen (14) day period from the Effective Date, provided however, that Company may or may not in its discretion rebate the proportionate unused portion of any Monthly Subscription Fee previously made to the Company.

3)Company reserves the right to increase the Monthly Subscription Fee in any manner, at any time or from time to time, as it may in its sole discretion. Unless otherwise provided for in these Terms and Conditions, any price changes during any Renewal Period will take effect only after email notice to a Member and only become effective commencing at the start of the next succeeding Renewal Subscription Term.

MEMBER CONTENT SUBMISSIONS; COMPANY AT-RISK DISCLAIMER OF LIABILITY; MEMBER WARRANTIES AND REPRESENTATIONS; PROHIBITED CONDUCT; OWNERSHIP RIGHTS

Subject to compliance with these Terms of Use and the consent in each case of the Company, Members may post, upload, transmit or otherwise submit Member Content to the Company for public display, critiquing and commentary by the Company and other Members in the Services section of the Website or on the Company’s Blog. Each Member hereby grants Company a royalty-free, non-exclusive, worldwide license to display its Member Content on the Website for viewing by other Members as part of the Company’s Monthly Subscription Service for the thirty (30) day period commencing on the first day upon which the Company first displays the Member Content. Company acknowledges that, subject to the foregoing license grant to the Company, Member shall retain any underlying ownership rights to the photographic or video images contained in any such Member Content.

Members understand that: a) the posting of such Member Content could subject the Member Content submitted to any range of praise or criticism, whether complimentary, neutral, or harshly critical; b) posting of Member Content is not subject to any confidentiality or non-disclosure obligation on the part of the Company or any Member nor is any Member Content deemed to be Personal Information under the Company’s Online Privacy Policy; c) Company shall have no liability for any similarities between future products, services, offerings or other content developed by the Company or by another Member; d) Company has no liability as a result of opinions expressed during any critique of a Member Content submission, whether by the Company or any individual Member(s); e) Member opinions are solely the opinions of the Member and not necessarily those of the Company. Additionally, should a Member submit Member Content containing marketing, promotional, budget or business plans, Member understands and acknowledges that: a) Company’s comments are strictly opinions and no Member should make decisions on the basis of those opinions without independent investigation; and b) the Company’s comments are general in nature and are not aimed at any specific individual or geared toward his or her individual circumstances

Members warrant and represent that a) any and all text, information, materials, concepts, programs, program materials, photography images, manuals, narratives, design, graphics,, or any other content posted, uploaded or transmitted to the Website or Service: 1) is the sole and exclusive, original property of the Member, is owned in its entirety by the Member exclusively and does not violate any other Member or third party’s copyright, trademark, service mark, privacy right or otherwise infringe on any other party’s ownership or privacy rights..

Members agree to abide by any and all rules and regulations that Company may adopt from time to time respecting posting, uploading, transmitting or sharing of Member Content on the Website or Service viewable by Members.

Members submitting Member Content in the form of narrative or written material understand and agree to not submit any such Member Content that is a) offensive, vulgar, defamatory, libelous or slanderous, tortious, or constitute an invasion of privacy; or b) harassing, racist, threatening, homophobic, hateful or obscene; c) sexually graphic or profane; or d) harmful or dangerous; or e) violent or graphic.

Members acknowledge and understand that Company has no obligation to monitor Member Content posted on the Service section of the Website and disclaims any and all liability to any Member (including the Member submitting Content) or any other party, as a result of a Member’s uploading, posting or transmitting Member Content to the Website or Service and the Company’s embedding of the Member Content on the Website or Service.

Members may report to Company any photographic or video imagery submitted Member Content as being either in violation of subparagraphs a), b) or c) of the above paragraphs (individually or collectively a “Violation”). In the event that the Company determines in the exercise of its sole unfettered discretion that a Violation has occurred, the Company may: a) remove the objectionable Member Content from the Website; b) terminate the submitting Member’s authorization to submit further Member Content in photographic or video image form or any narrative or written form; c) terminate the submitting Member’s right to access the Monthly Subscription Service in its entirety; or d) all of the above.

Members acknowledge, represent and warrant that each will refrain from infringing on the Company’s or any third party’s intellectual property rights. Upon notification of potential infringement by any Member, we will investigate a claim of potential infringement and may, upon completion of that investigation, a) remove the objectionable Member Content from the Website; b) terminate the submitting Member’s authorization to submit further Member Content in photographic or video image form or any narrative or written form; c) terminate the submitting Member’s right to access the Monthly Subscription Service in its entirety; or d) all of the above.

As a Member, you agree not to use our Website or Service (including any Content contained therein), to: a) upload, post or otherwise transmit any Member Content that: 1) violates any local, state, federal or international laws, rules or regulations; 2) infringes upon any trademark, service mark, patent, copyright, trade secret or any other property right or breaches any confidentiality or non-disclosure agreement; 3) contains any private personally identifiable information about any party; 4) contains software viruses or other code files capable of limiting or impairing our ability to deliver the Website or the Service (including any Content contained therein); 5) contains photographic or video images, text , narrative, design or any other content to which a Member does not have full ownership rights or an enforceable non-exclusive, royalty-free, worldwide, license, sublicense, distribution or sub-distribution right to transmit or display such image content in a public, commercial setting in any medium without geographic or other limitation in perpetuity; 6) contains any advertising, promotional, misleading metadata, spam, robots, spiders, offline readers, junk mail, scams or solicitation content; 7) contain links to other websites; or 8) contains video or music.

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Notwithstanding anything contained herein to the contrary, the Company reserves the right, exercisable at any time in its absolute discretion for any reason not specifically referenced above, to decline to include any submitted Member Content for access and view by Members.

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DISCLAIMER OF WARRANTIES

ANY USER’S USAGE OF THE WEBSITE OR SERVICE PROVIDED ON OR THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) IS AT USER’S OWN RISK. THE WEBSITE AND SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) ARE PROVIDED ON AN “AS IS”, “WHERE IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. USERS ACKNOWLEDGES AND AGREES THAT THE COMPANY HAS MADE, AND HEREBY DOES NOT MAKE ANY STATEMENTS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY (INCLUDING ITS AGENTS, EMPLOYEES, DIRECTORS AND OFFICERS) HAS NOT MADE AND DOES NOT MAKE ANY STATEMENT, WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE AND SERVICE PROVIDED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN). WITHOUT LIMITING THE FOREGOING, COMPANY (INCLUDING ITS AGENTS, EMPLOYEES, DIRECTORS AND OFFICERS) DOES NOT PROMISE THAT THE WEBSITE OR SERVICE PROVIDED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) WILL BE ACCURATE, RELIABLE, PROMISE ANY SPECIFIC RESULTS, BE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR SERVICES OBTAINED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) OR THE SERVER OR NETWORK CONNECTIONS OR SOFTWARE THAT MAKE THE WEBSITE OR SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) AVAILABLE ARE SECURE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN) WILL OTHERWISE MEET USER’S NEEDS OR EXPECTATIONS. COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. NO VERBAL OR WRITTEN REPRESENTATIONS, INFORMATION OR ADVICE GIVEN BY COMPANY OR ITS AUTHORIZED REPRESENTATIVE AT ANY TIME SHALL LIMIT THIS DISCLAIMER OF WARRANTIES OR OTHERWISE CREATE A WARRANTY OR INCREASE THE SCOPE OF THIS WARRANTY. COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR MEMBER CONTENT POSTED, UPLOADED OR OTHERWISE TRANSMITTED TO THE PAY SUBSCRRIPTION SERVICES SECTION OF THE WEBSITE. NOTHING CONTAINED HEREIN SHALL AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

IN NO EVENT WILL COMPANY (OR ITS LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS) BE LIABLE TO ANY USER OR THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM ANY LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR ANY OTHER THEORY LOSS, ARISING FROM ANY USER’S USAGE OF THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN) OR ANY SOFTWARE OR HARDWARE USED TO MAKE THE WEBSITE OR SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) AVAILABLE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, USER’S EXCLUSIVE REMEDY AND COMPANY’S TOTAL LIABILITY TO YOU, IF ANY, FOR ANY CLAIM WHATSOEVER, REGARDLESS OF THE CLAIM THEORY (WHETHER BASED ON CONTRACT, TORT, WARRANTY, INDEMINIFICATION OR OTHEWISE) OR THE EXISTENCE OF MULTIPLE CLAIMS, WILL AT ALL TIMES BE LIMITED TO AN AMOUNT EQUAL TO THE AMOUNT PAID, IF ANY, BY USER TO THE COMPANY FOR ONE MONTH’S ACCESS TO THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN).

THIRD PARTY LINKS, THIRD PARTY ADVERTSING LINKS AND SERVICES OR PRODUCTS OFFERED

The Company’s Website and Service (and any Content contained therein) may contain links to other websites which are not operated by the Company and which may or may not offer goods or services for sale or lease (“Third Party Links”). In addition, the Company from time to time may include links to third party advertising, sponsorship or promotional materials on the Website or Service (including any Content contained therein) (“Third Party Advertising Link Content” or “ Third Party Advertiser Link”). Third Party Links or Advertisers are responsible for ensuring that material submitted for inclusion on our Website and Service (including any Content contained therein) is accurate and complies with applicable laws. The Company does not monitor the accuracy of the material provided or the products or services provided by Third Party Links or Advertisers.

COMPANY DOES NOT ENDORSE, GUARANTEE, WARRANTY, OR RECOMMEND ANY PRODUCTS OR SERVICES OR PROMOTIONS OFFERED BY SUCH THIRD PARTY LINKS OR THIRD PARTY ADVERTISER LINKS AND WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT ANY PRODUCT, PROMOTION OR SERVICE CONTAINED IN THIRD PARTY LINKS OR THIRD PARTY LINK ADVERTISING CONTENT CONTAINED ON THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN). Users acknowledge that the foregoing disclaimer applies without limitation to any and all written or oral references or mere mentions of goods, products, services, promotions or other information even if, solely or in combination, by use of such third party’s trade name, trademark, manufacturer, supplier, advertiser or otherwise.

Users acknowledge that, in leaving the Website or Service (including any Content contained therein) to use such Third Party Links or Third Party Advertising Links or purchasing a product from a Third Party Link or Third Party Advertising Link, it does so at its own risk. Such Third Party Links and Third Party Link Advertisers each operate its own processing, fulfillment, billing and customer service, and a User’s purchases of goods or services is governed solely by terms and conditions of sale established by such Third Party Link or Third Party Advertising Link (including any and all warranties, (whether express or implied), disclaimer of warranties, limitation of liability) and any privacy policies.

USER INDEMNIFICATION

User agrees to hold harmless, defend and indemnify the Company (including its agents, officers, directors, employees, and successors and assigns) from and against any and all loss damage and expense (including for reasonable attorneys fees) from any third party claim, demand or action arising out of User’s breach of any of its obligations, warranties or representations under this Agreement

ARBITRATION

Any controversy or claim between User and Company arising out of or relating to the Website or Service shall be addressed solely by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association, excluding, however: a) any and all Company claims by the Company against a User to collect any sums due under these Terms of Service or any Monthly Subscription Fee due under the Monthly Subscription Agreement; b) any and all actions by the Company to recover damages from a User for a violation of these Terms of Use or the Monthly Subscription Agreement’s terms and conditions and; c) any action by the Company to enjoin and prohibit User from engaging in behavior in contravention of the Company’s Terms of Use on or in connection with the Website or Service (including any Content contained therein).

Any such controversy or claim not excluded under the immediately preceding subparagraphs a), b) or c) shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party.

Any arbitration proceeding shall be conducted in the City or County of Los Angeles, California and any arbitration award may be enforceable in any court having jurisdiction thereof. Either party may seek an interim or preliminary protective order from a court of competent jurisdiction in the City or County of Los Angeles California pending the completion of arbitration. Each party shall split the arbitration fees and costs on a 50-50 basis, provided however, that each party will bear its own attorney fees.

GENERAL TERMS

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles. User agrees to submit to the personal jurisdiction and venue of such courts. If any of the terms and conditions contained in these Terms of Use or the Pay Subscription Service Agreement are held by a court of competent jurisdiction or an arbitration award to be contrary to law, such interpretation shall be changed and interpreted such that it best accomplishes the intent and objectives of the original provision to the fullest extent allowed by law, with the understanding that all other non-conflicting provisions will remain in full force and effect. The Company’s failure to enforce or insist upon strict performance of any User’s obligations or the Company’s failure to exercise any of its rights or remedies under these Terms of Use or the Pay Subscription Service Agreement shall not constitute a waiver of rights and remedies in any individual or multiple number of instances. Any and all provisions of these Terms of Use and the Pay Subscription Service Agreement shall survive any termination or expiration of this Agreement.