Welcome to the Services of MediaFriends, Inc. (the "Company"). Where appropriate, the term the "Company" refers both to the Company and its affiliates.
The Services may contain forums, bulletin board services, chat areas, message boards, news groups, communities, personal web pages, calendars, information, images, text and/or other message or communication facilities designed to allow you to communicate with the Internet community or with a group, and the suite of services, integrated tools, programs, software, databases, helpers and other related items (collectively, "Services"). You agree to use the Services only for lawful purposes.
(a) You agree not to do any of the following: (1) upload to or transmit on the Services any defamatory, indecent, obscene, harassing, violent or otherwise objectionable material, or any material that is, or may be, protected by copyright, without permission from the copyright owner; (2) use the Services to violate the legal rights (including the rights of publicity and privacy) of others or to violate the laws of any jurisdiction; (3) intercept or attempt to intercept content or messages not intended for you; (4) misrepresent an affiliation with, or otherwise impersonate, any person or organization; (5) upload to or transmit on the Services any advertisements or solicitations of business; (6) restrict or inhibit use of the Services by others, including disrupting the normal flow of dialogue, causing a screen to scroll faster than other users are able to type, or otherwise acting in a way which affects the ability of other people to engage in real time activities via this site; (7) upload or otherwise transmit files that contain a virus or corrupted data; (8) collect information about others (including e-mail addresses) without their consent; (9) download a file or software or include in a message any software, files or links that you know, or have reason to believe, cannot be distributed legally over the Services or that you have a contractual obligation to keep confidential (notwithstanding its availability on the Services); (10) post "spam", transmit chain letters or engage in other similar activities; (11) advocate illegal activity or discusses an intent to commit an illegal act; (12) seek to exploit or harm children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (13) disobey any policy or regulations including any code of conduct or other guidelines, established from time to time regarding use of this site or the Services or any networks connected to this site or the Services; (14) falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is permissibly uploaded; or (15) engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by the Company, may harm the Company or users of the Services or expose them to liability.
(b) You understand and acknowledge that you are responsible for whatever content you submit, and you, not the Company, have full responsibility for such content, including its legality, reliability and appropriateness. By uploading or otherwise transmitting material to any aspect of the Services, you warrant that the material is your own, is in the public domain or otherwise free of proprietary or other restrictions and that you have the right to post it to the Services. You grant to the Company the right to use all content you upload or otherwise transmit to the Services in any manner the Company chooses, including, but not limited, to copying, displaying, performing or publishing it in any format or media whatsoever, or modifying it, incorporating it into other material or making a derivative work based on it.
(c) Any content and/or opinions uploaded, transmitted, expressed, or submitted to a message board, blog, chatroom or any other publicly available section of the Services (including password-protected areas), and all articles and responses to questions, other than the content provided by the Company, are solely the opinions and responsibility of the person or entity submitting them and do not necessarily reflect the opinions of the Company. All information publicly or privately transmitted through the Services is the sole responsibility of the person from whom such information originated and the Company will not be liable in any way for such content and the Company cannot guarantee the identity of any other users with whom you may interact in the course of using the Services or the authenticity of the data provided by other users.
(d) The Company reserves the right, but does not assume any responsibility, to (1) remove any material posted on the Services which the Company, in its sole discretion, deems inconsistent with the foregoing commitments, including any material the Company has been notified, or has reason to believe, constitutes a copyright infringement; (2) terminate any user's access to all or part of the Services; and (3) reformat, excerpt or translate any content submitted by you. However, the Company can neither review all material before it is posted on the Services nor ensure prompt removal of objectionable material after it has been posted. Accordingly, the Company assumes no liability for any action or inaction regarding transmissions, communications or content provided by third parties. The Company reserves the right to take any action it deems necessary to protect the personal safety of users of the Services and the public; however, the Company has no liability or responsibility to anyone for performance or nonperformance of the activities described in this paragraph.
(e) To access the Services or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Services that all the information you provide on this site will be correct, current and complete.
(f) The Company reserves the right to charge for the Services. Terms regarding pricing and payment will be available at the time of purchase.
(h) You acknowledge that You are at least 18 years of age and of the age of majority and are fully able and competent to enter into this Agreement. If You are entering into this Agreement on behalf of a company or other entity, You represent and warrant that You have the authority to enter into this Agreement on such company’s or other entity’s behalf.
(i) You are responsible for ensuring that any third party items (such as telephone handsets and telephone numbers) and third party services (including mobile devices, Internet connectivity, wireless and wireline networks) with which You choose to operate the Services meet and are compatible with Company's minimum requirements. You acknowledge that in order to use the Services You will need to grant authorization to Company to use the telephone number that you have designated during registration when subscribing to the Services; You represent and warrant that You have full authority and approval to use the telephone number in conjunction with the Services and that Your use of such telephone number is not in violation of any third party licenses, terms, conditions, laws, rules and/or regulations respecting the use of such telephone numbers, including any company or workplace policies regarding the use of such telephone numbers. To the extent that any telephone service charges are assessed by third party telecommunications service providers in connection with Your use of the Services You agree that as between You and Company, You are responsible for all telephone service charges incurred through such use.
2. TERMINATION OR RESTRICTION OF ACCESS
The Company reserves the right, in its sole discretion, to terminate your access to any or all of the Services or any portion thereof at any time, without notice. The license is effective until terminated by you or by the Company, which may be done at any time. Upon termination, you shall cease to use the Services in its entirety. Your rights under this license may be terminated without notice by the Company, without any refund obligation or other liability, if you fail to comply with any term(s) of this license.3. COPYRIGHT RESTRICTIONS/USE OF CONTENT
The Services (including all information, software, text, displays, images and audio) are proprietary to the Company or its affiliates or licensors and are protected by United States and international laws regarding copyrights, trademarks, trade secrets and other proprietary rights. You are authorized only to use the content on the Services for personal use or legitimate business purposes related to your role as a current or prospective customer, supplier or distributor of the Company. You may not copy, modify, create derivative works of, publicly display or perform, republish, store, transmit or distribute any of the material on this site without the prior written consent of the Company, except to: (a) store copies of such materials temporarily in RAM, (b) store files that are automatically cached by your web browser for display enhancement purposes, and (c) print a reasonable number of pages from the Services; provided in each case that you do not alter or remove any copyright or other proprietary notices included in such materials. Neither the title nor any intellectual property rights to any information or material in the Services are transferred to you, but remain with the Company or the applicable owner of such content. Except as expressly authorized by the Company in writing, you may not reproduce, sell or exploit for any commercial purposes (a) any part of the Services; (b) access to the Services; or (c) use of the Services.
4. TRADEMARKS AND PROPRIETARY INFORMATION
The Company name, the terms MEDIAFRIENDS®, HEYWIRE™, the Company logo, and copyrighted works on the Services, and all related names, logos, product and service names, designs and slogans are trademarks of the Company and/or its affiliates. You may not use such marks without the prior written permission of the Company. All other names, brands and marks are used for identification purposes only and may be the trademarks or registered trademarks of their respective owners. The Company and any party that provided trademarks, service marks, logos, and copyrighted works to the Company retain all rights with respect to any of their respective trademarks, service marks, logos, and copyrighted works appearing on the Services or in the related website. All rights reserved.
The material and content provided by the Company through the Services (the "Content") is that of the Company or the party that provided or licensed the Content to the Company, whereby such providing party retains all right, title and interest in the Content. Accordingly, the Content may not be copied, distributed, republished, uploaded, posted or transmitted in any way without the prior written consent of the Company.
5. LIMITED LICENSE; RESTRICTIONS ON USE
The Company hereby grants you a limited, non-exclusive, non-transferable license to access and use the Services and the Content associated with the Services provided by the Company. You agree that you will not, and will not allow any third party to: (i) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Services, unless otherwise permitted, (ii) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Services, (iii) use the Services to access, copy, transfer, transcode or re-transmit content in violation of any law or third party rights, or (iv) remove, obscure, or alter the Company's or any third party's copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Services.
You agree that you will not (a) use any robot, spider or other automatic device, process or means to access the Services, (b) use any manual process to monitor or copy any of the material on this site or for any other unauthorized purpose without the prior written consent of the Company, (c) use any device, software or routine that interferes with the proper working of the Services, (d) attempt to interfere with the proper working of the Services, (e) take any action that imposes an unreasonable or disproportionately large load on the Company's infrastructure, or (f) access, reload or "refresh" transactional pages, or make any other request to transactional servers, more than once during any three (3) second interval.
You will be assigned a telephone number for use with the Services. Assignment of such services are made subject to all applicable law and regulations. In some cases, such number(s) will be made available via a Company partner and You may be required to enter into a separate agreement with such partner. You understand and acknowledge that the availability and distribution for Your use of such number(s) does not constitute a transfer of any property or other rights with respect to the number(s) and that the number may be used only with the Services. Company is entitled to refuse distribution of, change, or terminate your use of any number(s) at any time for any or no reason.
In the event of termination of the Services, any distributed number shall be taken back by Company. In addition, numbers may be taken back by the Company following extended periods of non-use by You. Company will make reasonable efforts to notify You before such non-use terminations.
You agree that you will cooperate with Company in Your use of such number(s) and shall provide any necessary information, including place of residence and use of the number(s), as may reasonably be requested by Company. In addition, You agree that Your use of the number(s) shall be in compliance with any instructions that may be given by Company from time to time.
In the event that You are unable or unwilling to accept a number change or comply with this Section, you may terminate this Agreement and stop using the Services.
YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. THE CONTENT AND SERVICES ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT: (I) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS; (II) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (III) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; OR (IV) DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
MESSAGES ARE LIMITED TO 160 ENGLISH/LATIN CHARACTERS PER MESSAGE. COMPANY DOES NOT GUARANTEE DELIVERY OF MESSAGES. MESSAGES NOT DELIVERED WITHIN COMPANY DEFINED DELIVERY PERIOD WILL BE DELETED. COMPANY RESERVES THE RIGHT TO CHANGE THIS DELIVERY PERIOD AS NEEDED WITHOUT NOTIFICATION. THE COVERAGE FOR COUNTRIES/CARRIERS IS SUBJECT TO CHANGE. AVAILABILITY, QUALITY OF COVERAGE AND SERVICES WHILE ROAMING ARE NOT GUARANTEED.
COMPANY DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR ANY CONTENT MADE AVAILABLE, OR ACCESSED THROUGH USE OF THE SERVICES (INCLUDING WITHOUT LIMITATION SMS MESSAGES AND ACCESS TO PREMIUM SERVICES) OR ANY CONTENT, PRODUCTS OR SERVICES MADE AVAILABLE BY THRID PARTIES THROUGH USE OF THE SERVICES. NEITHER COMPANY NOR ITS OFFICERS, EMPLOYEES OR AFFILIATES MAY BE HELD LIABLE WHETHER IN CONTRACT, WARRANTY, TORT, OR ANY OTHER FORM OF LIABILITY FOR ANY CLAIM, DAMAGE, OR LOSS, ARISING FROM OR RELATING TO ALL SUCH CONTENT, PRODUCTS OR SERVICES.
7. LIABILITY OF THE COMPANY AND ITS LICENSORS
IN NO EVENT WILL THE COMPANY OR ITS LICENSORS OR CONTRACTORS OR THIRD PARTY VENDORS BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE SERVICES, THE CONTENT, ANY OTHER SERVICES PROVIDED ON OR THROUGH THE SERVICES OR ANY LINKED SITE, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOST PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE OF GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS; OR DAMAGES RESULTING FROM DELAY, INTERRUPTION IN SERVICE, VIRUSES, DELETION OF FILES OR ELECTRONIC COMMUNICATIONS, OR ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE WEBSITE OR THE CONTENT OR SERVICES, WHETHER OR NOT THERE IS NEGLIGENCE BY THE COMPANY AND WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.
IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE APPLICABLE CONTENT OR SERVICE OUT OF WHICH LIABILITY AROSE.
TO THE EXTENT THAT, IN ANY JURISDICTION, ANY OF THE EXCLUSIONS, DISCLAIMERS OR LIMITATIONS ARE NOT PERMITTED BY LAW, LIABILITY WILL BE LIMITED AS FAR AS LEGALLY PERMISSIBLE UNDER THE APPLICABLE LAW, RULES, OR LEGISLATION.
9. PRIVACY; PROTECTION OF PERSONAL INFORMATION AND SECURITY
Any passwords used for this site are for individual use only. You will be responsible for the security of your password (if any).
10. COMMENTS AND SUBMISSIONS
The Company welcomes your comments. All comments, suggestions or other information sent by you for internal use by the Company or its advertisers or business partners in response to solicitations through the Services will become the Company's property and you agree that all intellectual property rights therein are transferred to the Company. You understand that any postings, or content submitted for posting, to publicly available portions of the Services are non-confidential for all purposes.
You hereby grant to the Company the royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display all content, remarks, suggestions, ideas, graphics, or other information communicated to the Company related to the performance, use or operation of the Services (together, the "Submission"), and to incorporate any Submission in other works in any form, media, or technology now known or later developed. The Company will not be required to treat any Submission as confidential, and may use any Submission in its business (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future Company operations.
11. THIRD PARTY SERVICES; THIRD PARTY LINKSThe Services may interface or work with third party services (e.g. Facebook, Twitter, your mobile phone provider). These third party services are not maintained or controlled by the Company. The Company makes no representations or warranties as to the security or performance of any third party service and your use of such third party service is subject to the terms and conditions for each such service.
The Company is not responsible for standard text messaging rates or plans charged by mobile operators/carriers and incurred by recipients for receiving or sending messages with the HeyWire Network. In addition, the Company is not responsible for data or Wifi charges (both in market and roaming) incurred while using the Services. The User understands that text and chat messages sent/received use the operator/carrier data or Wifi network and are subject to rates and conditions of said mobile operator/carrier or Wifi provider. The User understands that carrier charges may apply.
In the event you change or deactivate your mobile telephone number, e-mail address, Twitter or Facebook user name or accounts or any other account or information connected with your MediaFriends account, it is your responsibility to promptly update your account information to ensure that you continue to be able to use the Services.
The Services may link to other sites which are not maintained by or related to the Company. Hyperlinks to such sites are provided as a service to users and are not sponsored by or affiliated with the Services or the Company and the Company has not reviewed any or all of such sites and is not responsible for the content of those sites. The Company is not responsible for and does not endorse the content, products, services or practices of any third party websites, including, without limitation, sites framed within the Company's website or third party advertisements, and does not make any representations regarding their quality, content or accuracy. The Company makes no representation or warranties as to the security of any third party site and your use of third party websites is at your own risk and subject to the terms and conditions of use for such websites.
You acknowledge and agree that the Company has no responsibility or liability for the availability of such external services or sites.
The owner of the Services is based in the Commonwealth of Massachusetts, USA. If you access the Services from other locations, you are responsible for complying with local laws.
You agree to comply with the export and import laws and regulations of the United States and other applicable countries, including but not limited to the U.S. Department of Commerce, Bureau of Industry and Security's U.S. Export Administration Regulations and U.S. Department of Treasury Office of Foreign Assets Control's embargo and trade sanction programs. Without limiting the foregoing, You (i) will not export or re-export to any countries subject to U.S. embargo or trade sanctions or to entities identified on any U.S. governmental export exclusion lists, including but not limited to the Denied Persons List, Entity List, and Specially Designated Nationals List; and (ii) represent and warrant that You are not a party identified on any governmental export exclusion lists and are not in or from countries subject to U.S. embargo.
13. COPYRIGHT CONCERNS
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the Company’s copyright agent the written information specified below. Please note that this procedure is exclusively for notifying the Company and its affiliates that your copyrighted material has been infringed.
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- A description of the copyrighted work that you claim has been infringed upon;
- A description of where the material that you claim is infringing is located on the site, including the auction ID number, if applicable;
- Your address, telephone number, and e-mail address;
- A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
The Company’s Copyright Agent for notice of claims of copyright infringement on the Services can be reached as follows:MediaFriends Copyright Agent
1 Canal Park, Suite 1130
Cambridge, MA 02141
phone: +1 617 758-6200
fax: +1 617 758-6291
14. MOBILE DEVICES
Any access to voice telephone calls is provided by Your mobile service provider and not by Company or the Services. The Services are not intended to support or carry emergency calls to any type of hospitals, law enforcement agencies, medical care unit, public safety access point, or any other kind of emergency service. You acknowledge and agree that Company is not required to provide access to emergency services under any applicable local or national rules, regulations or law, and it is Your responsibility to purchase separately from the Services, traditional wireless or fixed line telephone services that offer emergency services.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and the Company as a result of this agreement or use of the Services.
A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Notwithstanding the foregoing, any additional terms and conditions on this site will govern the items to which they pertain.