By submission of your information to Jacoby Entertainment Ltd. ("Jacoby") or by use of Jacoby's website(s) (the "Sites") (hereinafter "Acceptance"), this agreement ("Agreement") between you and Jacoby shall set forth the terms and conditions which apply to the use by you of the Sites and any other programming product or service offered by Jacoby for viewing or submission (collectively, "Services"). Subject to the terms and conditions below, and your Acceptance thereof, Jacoby agrees to grant, and you agree to accept, a non-exclusive, non-transferable license to use and display the Sites and the Services for your personal (or household), non-commercial use. If you do not understand and accept all of the provisions set out below, you may not use the Services.
Your Representations and Warranties:
You hereby represent and warrant to Jacoby, as a material inducement to Jacoby to grant this license, that the required information on the Registration Page (e.g. your email address, date of birth) is accurate.
The content of the Sites and the content included with the Services, includes copyrighted materials, trademarks and other proprietary information, including, without limitation, text, software, photos, video, graphics, music and sound. The entire contents of the Sites are copyrighted as a collective work under the United States copyright laws and/or similar laws of other jurisdictions. Jacoby owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to Jacoby. Third-party content providers own the copyright in content on the Sites or the content included with the Services that is original to them. All rights are reserved. All trademarks and service marks appearing on the Sites or as part of or included with the Services are the property of their respective owners, including, in some instances, Jacoby. All rights are reserved. You agree not to encumber, license, modify, publish, sell, transfer, transmit, or in any way exploit, any of the content of the Sites, nor will you attempt to do so.
Except as otherwise expressly permitted by applicable law, you agree not to copy, record, redistribute, publish or otherwise exploit material which you view or download from the Sites or by use of the Services without the express prior written permission of Jacoby and the owner of such material (from whom you are solely responsible for obtaining permission). In the event of any permitted copying, redistribution, publication or other exploitation of such material, you agree that no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. You further agree and acknowledge that you shall not acquire any ownership rights by downloading material from the Sites.
You agree to use the Sites and the Services only for purposes that are lawful in every nation and jurisdiction in the world and all subdivisions thereof. Without limiting the foregoing, you agree not to post on or transmit through the Sites or Services any material which violates or infringes in any way upon the rights of others; is threatening, abusive or harassing; is defamatory; is invasive of privacy or publicity rights; is obscene; is lewd, lascivious, filthy, excessively violent or otherwise objectionable; or which encourages conduct that would violate any law or give rise to civil or criminal liability under any law. You agree to abide by the terms and conditions of this Agreement and any additional terms, conditions, rules or procedures imposed by Jacoby or by third-party content providers in connection with third-party content, software or services available on or through the Sites or the Services.
You agree that you will not post on or transmit through the Sites or Services any advertising or commercial solicitation of any kind whatsoever, including, without limitation, via e-mail, without Jacoby's express, prior written approval and, if then, solely in accordance with the terms and conditions imposed by Jacoby with respect thereto. You further agree not to use the Services, or any element or portion thereof (including, without limitation, e-mail addresses of users), for any commercial purpose whatsoever. You agree that you will not use the Sites or Services, or any element or portion thereof for any commercial purpose whatsoever. You agree not to: (a) attempt to impersonate another user or any other third party by selecting or using the name, address, credit card information, e-mail address, or other identifying or personal information of (or belonging to) another user or other person, or otherwise; (b) use a user name, address, credit card information, e-mail address, or other identifying or personal information belonging to any other person, for any reason whatsoever; (c) use a user name, e-mail address or other identifying or personal information in violation of the intellectual property rights of any person or entity; (d) use a false "header" - the legend attached to e-mail messages to show the message's point of origin, route and destination - or otherwise falsely configure e-mail; or (e) use a user name, e-mail address, header, or other identifying or personal information that Jacoby, in its sole discretion, deems inappropriate. Community Services Guidelines
Additions and Changes:
Disclaimers; Limitations; and Waivers of Liability:
YOU EXPRESSLY AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK AND IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT OF ANY WARRANTIES INCAPABLE OR EXCLUSION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT). WITHOUT LIMITING THE FOREGOING, NEITHER JACOBY NOR ITS AFFILIATES, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.
JACOBY DISTRIBUTES CONTENT SUPPLIED BY THIRD PARTIES AND USERS OF THE SERVICES AND PROVIDES LINKS TO EXTERNAL LOCATIONS OPERATED BY THIRD PARTIES. ALL COMMUNICATION EXPRESSED OR MADE AVAILABLE BY THIRD PARTIES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, BY OTHER USERS, IS SOLELY MADE BY THE RESPECTIVE AUTHOR(S) OR DISTRIBUTOR(S), AND NEITHER JACOBY NOR ITS AFFILIATES, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS GUARANTEE THE ACCURACY, COMPLETENESS OR USEFULNESS THEREOF, OR ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE; NOR DO THEY MAKE ANY GUARANTEE, ENDORSEMENT OR WARRANTY WITH RESPECT THERETO. YOU ACKNOWLEDGE THAT IT IS YOUR SOLE RESPONSIBILITY TO SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY COMMUNICATION AND AGREE TO USE YOUR BEST JUDGEMENT AND EXERCISE CAUTION WITH RESPECT TO ALL COMMUNICATION.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICES UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT AND THAT NEITHER JACOBY NOR ITS AFFILIATES, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICES. YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT NEITHER JACOBY NOR ITS AFFILIATES, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS ARE LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD JACOBY OR ITS AFFILIATES, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS OR LICENSORS LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICES AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF THE SERVICES AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
If the Sites and Services contain links to external locations (e.g., other web sites, etc.) and the ability to access external portions of the Internet, you acknowledge that Jacoby has not reviewed all of such external locations and you agree that Jacoby is not responsible for the availability of these external locations, the content, including, without limitation, solicitations thereon or products or services made available thereby. You acknowledge that some external locations may contain materials or communications, which are unedited, untrue, illegal in some jurisdictions and may be offensive. You agree to access external locations at your own risk and not to permit minors to have access to inappropriate material. You agree that Jacoby shall not be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused in any way whatsoever related to any such external location. Any concerns regarding any external location should be directed to its respective site administrator, systems operator or webmaster.
You agree to defend, indemnify and hold harmless Jacoby and its, subsidiaries, affiliates, employees, agents, attorneys, third-party content providers and licensors from and against all claims and expenses, including attorneys fees and costs, arising out of your use of the Services and/or your breach or alleged breach of any term, condition, obligation, representation or warranty in this Agreement.
You agree to be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of the Services, and you shall be responsible for all charges related thereto.
This agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all previous written or oral agreements between the parties hereto with respect to such subject matter. This agreement, and its validity, construction, performance and effect, shall be governed by the laws of the United States and the State of New York, without regard to its conflicts of laws rules, as if executed and to be fully performed in New York. You further agree that any suit, action or proceeding arising out of or relating to this Agreement or any of the obligations contemplated hereby (including, without limitation, related tort claims) shall be instituted and prosecuted in the United States District Court for New York or any court of competent jurisdiction in the State of New York located in New York County, USA. In any suit, action or proceeding initiated in any state or federal court in New York, the parties irrevocably submit to the jurisdiction and venue of such court and waive any and all objection to such jurisdiction and venue that they may have under the laws of the State of New York or the United States and also waive any right to challenge the convenience of the State of New York, USA as an appropriate forum. You also consent to service by certified return-receipt mail or registered mail with return receipt. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any provision(s) of this Agreement shall be deemed unlawful, void or for any reason unenforceable, then that provision(s) shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions. The section headings used herein are for convenience only and shall not be given any legal import. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this agreement.