1. Moderation
We retain the right, though not the obligation, to oversee content, including but not limited to postings, text, code, images, video, binary files, ads, accounts, account information, flags, emails, messages, and other user communications (“content”) posted to, stored on, or transmitted via our sites and services by any user or any other third party. We also have the right to regulate conduct, whether authorized or unauthorized access to or use of our sites and services, by any user or any other third party. We may enforce these Terms of Use (TOU) for any reason, in any manner, or by any means we consider necessary or appropriate, including but not limited to automated and manual screening, blocking, filtering, exclusion from index pages, exclusion from search results, requiring the use of an application programming interface (API), requiring the use of a bulk posting interface, authorization, verification, and the deletion and/or termination of content, accounts, and/or all or any use or access. We may, at our sole discretion and without notice, initiate, terminate, or modify any regulation or enforcement measures at any time. Our actions or inaction to regulate content or conduct or to enforce against any potential violation of these TOU by any user or any other third party does not waive our right to implement or not implement regulation or enforcement measures with respect to any subsequent or similar content, conduct, or potential TOU violation.
You also understand and agree that any action or inaction by us or any of our directors, officers, stockholders, employees, consultants, agents, or representatives (collectively, “our representatives,” and individually “our representative”) to prevent, restrict, redress, or regulate content, or to implement other enforcement measures against any content, conduct, or potential TOU violation is undertaken voluntarily and in good faith. You expressly agree that neither we nor any of our representatives will be liable to you or anyone else for any action or inaction to prevent, restrict, redress, or regulate content, or to implement other enforcement measures against any content, conduct, or potential violation of these TOU.
Although our representatives may moderate content on our sites and services at our discretion, our representatives have no authority to make binding commitments, promises, or representations to anyone that they or anyone else on behalf of us will “take care” of any alleged problem or complaint, or that they or anyone else on behalf of us will otherwise stop, cure, or prevent any problem, content, conduct, or purported TOU violation from occurring or recurring. Accordingly, you further agree that any representation (written or verbal) by our representative (or by anyone else acting on behalf of us or by anyone purportedly acting on behalf of us) that we (including but not limited to our representative, anyone else acting on behalf of us, or anyone purportedly acting on behalf of us) would or would not prevent, restrict, redress, or regulate content (including, without limitation, screen, block, moderate, review, remove, terminate, delete, edit, or otherwise stop, cure, or exclude any content), or to implement other enforcement measures against any content, conduct, or potential or purported TOU violation is superseded by this provision and is nonbinding and unenforceable. Specifically, you agree that we, our representatives, and anyone else authorized to act on behalf of us will in no circumstance be liable as a result of any representation that we, our representatives, or anyone else on behalf of us would or would not restrict or redress any content, conduct, or potential or purported TOU violation. For the purpose of clarity, the opinions, statements, comments, posts, and other communications expressed on our sites and services are solely those of the poster and not ours, or our employees, officers, directors, shareholders, subsidiaries, parent companies, attorneys, or other agents. We do not guarantee the accuracy or reliability of the information provided by any poster, administrator, or moderator. Administrators and moderators are not our agents, and their opinions, comments, and posts are their own. This paragraph may not be modified, waived, or released except by a written agreement, dated and signed by our Chief Executive Officer and dated and signed by the individual or entity to whom the modification, waiver, or release is granted.
We also reserve the right in our sole discretion to limit, modify, interrupt, suspend, or discontinue all or any portions of our sites and services at any time without notice. We and our representatives will not be liable for any such limitations, modifications, interruptions, suspensions, or discontinuance, or any purported losses, harm, or damages arising from or related thereto.
2. Content and Conduct
a. Content
We do not control, are not responsible for, and make no representations or warranties with respect to any user content. You are solely responsible for your access to, use of, and reliance on any user content. You must conduct any necessary, appropriate, prudent, or judicious investigation, inquiry, research, and due diligence with respect to any user content.
You are also responsible for any content that you post or transmit, and if you create an account, you are responsible for all content posted or transmitted through or by the use of your account.
Content prohibited from our sites and services includes but is not limited to: (1) illegal content; (2) content in facilitation of the creation, advertising, distribution, provision, or receipt of illegal goods or services; (3) offensive content (including, without limitation, court-ordered defamatory statements, threatening, hateful, or pornographic content); (4) content that discloses another’s personal, confidential, or proprietary information; (5) false or fraudulent content (including, but not limited to false, fraudulent, or misleading responses to user ads transmitted via our sites and services); (6) malicious content (including, without limitation, malware or spyware); (7) content that offers, promotes, advertises, or provides links to posting or auto-posting products or services, account creation, or auto-creation products or services, flagging or auto-flagging products or services, bulk telephone numbers, or any other product or service that, if utilized with respect to our sites and services, would violate these TOU or our other legal rights; and (8) content that offers, promotes, advertises, or provides links to unsolicited products or services. Other content prohibitions are set forth in supplemental terms for particular categories or services on our sites and services, and all such prohibitions are expressly incorporated into these TOU, as stated in the introductory paragraphs above.
You automatically grant and assign to us, and you represent and warrant that you have the right to grant and assign to us, a perpetual, irrevocable, unlimited, fully paid, fully sub-licensable (through multiple tiers), worldwide license to copy, perform, display, distribute, prepare derivative works from (including, without limitation, incorporating into other works), and otherwise use any content that you post. You also expressly grant and assign to us all rights and causes of action to prohibit and enforce against any unauthorized copying, performance, display, distribution, use, or exploitation of, or creation of derivative works from, any content that you post (including, but not limited to any unauthorized downloading, extraction, harvesting, collection, or aggregation of content that you post).
b. Conduct
We do not control, are not responsible for, and make no representations or warranties with respect to any user or user conduct. You are solely responsible for your interaction with or reliance on any user or user conduct. You must perform any necessary, appropriate, prudent, or judicious investigation, inquiry, research, and due diligence with respect to any user or user conduct.
You are also responsible for your own conduct and activities on, through, or related to our sites and services, and if you create an account on our sites and services, you are responsible for all conduct or activities on, through, or by the use of your account.
3. Postings and Accounts
This section 3 applies to all uses and users of our sites and services, unless we have specifically authorized an exception to a particular term for a particular user in a written agreement. We have sole and absolute discretion to authorize or deny any exception or exceptions to the terms in this section 3.
a. Postings
Users may not circumvent any technological measure implemented by us to restrict the manner in which content may be posted on our sites and services or to regulate the manner in which content (including but not limited to email) may be transmitted to other users. This prohibition includes, without limitation, a ban on the use of multiple email addresses (created via an email address generator or otherwise); the use of multiple IP addresses (via proxy servers, modem toggling, or otherwise); CAPTCHA circumvention, automation, or outsourcing; multiple and/or fraudulent service accounts, including phone-verified accounts; URL shortening, obfuscation, or redirection; use of multiple phone lines or phone forwarding for verification; and content obfuscation via HTML techniques, printing text on images, inserting random text, or content “spinning.”
It is expressly prohibited for any third party to post content to our sites and services on behalf of another. Users must post content only on their own behalf, and may not permit, enable, induce, or encourage any third party to post content for them.
It is expressly prohibited to post content to our sites and services using any automated means. Users must post all content personally and manually through all steps of the posting process. It is also expressly prohibited for any user to develop, offer, market, sell, distribute, or provide an automated means to perform any step of the posting process (in whole or in part). Any user who develops, offers, markets, sells, distributes, or provides an automated means to perform any step of the posting process (in whole or in part) will be responsible and liable to us for each instance of access to our sites and services (by any user or other third party) using that automated means.
Affiliate marketing by users is expressly prohibited on our sites and services. Users may not post content or communicate with any user for purposes of affiliate marketing or in connection with any affiliate marketing system, scheme, or program in any manner or under any circumstance.
b. Accounts
For each site, a user may create, maintain, and use no more than one account to post content only on his/her or its own behalf. A user must create his/her or its account personally and manually and may not create accounts by any automated means. Without limitation, this includes the obligation that the user personally and manually solves any CAPTCHA challenge in the account creation process. A user may not create or use additional accounts or any account of another and must not permit, enable, induce, or encourage others to create accounts for him/her or it.
The purchase and sale of accounts and the creation of accounts for others are expressly prohibited. The circumvention of any technological restriction or security measure in the account creation process, posting process, or otherwise for posting content in violation of these TOU is also expressly prohibited.
4. Unauthorized Access and Activities
This section 4 applies to all uses and users of our sites and services, unless we have specifically authorized an exception to a particular term for a particular user in a written agreement. We have sole and absolute discretion to authorize or deny any exception or exceptions to the terms in this section 4.
To maintain the integrity and functionality of our sites and services for its users, access to our sites and services and/or activities related to our sites and services that are harmful to, inconsistent with, or disruptive of our sites and services and/or users’ beneficial use and enjoyment of our sites and services are expressly unauthorized and prohibited. For example, without limitation:
- The collection of our sites and service users’ personal information (including but not limited to email addresses, IP addresses, and telephone numbers) is not allowed for any purpose.
- Any copying, aggregation, display, distribution, performance, or derivative use of our sites and services or any content posted on our sites and services, whether done directly or through intermediaries (including but not limited to by means of spiders, robots, crawlers, scrapers, framing, iframes, or RSS feeds), is prohibited. As a limited exception, general-purpose Internet search engines and noncommercial public archives will be entitled to access our sites and services without individual written agreements executed with us that specifically authorize an exception to this prohibition if, in all cases and individual instances: (a) they provide a direct hyperlink to the relevant website, service, forum, or content; (b) they access our sites and services from a stable IP address using an easily identifiable agent; and (c) they comply with our robots.txt file; provided, however, we may terminate this limited exception as to any search engine or public archive (or any person or entity relying on this provision to access our sites and services without their own written agreement executed with us), at any time and in our sole discretion, upon written notice, including, without limitation, by email notice.
- Any access to or use of our sites and services to design, develop, test, update, operate, modify, maintain, support, market, advertise, distribute, or otherwise make available any program, application, or service (including, without limitation, any device, technology, product, computer program, mobile device application, website, or mechanical or personal service) that enables or provides access to, use of, operation of, or interoperation with our sites and services (including, without limitation, to access content, post content, cross-post content, re-post content, respond or reply to content, verify content, transmit content, create accounts, verify accounts, use accounts, circumvent and/or automate technological security measures or restrictions, or flag content) is prohibited. This prohibition specifically applies but is not limited to software, programs, applications, and services for use or operation on or by any computer and/or any electronic, wireless, and/or mobile device, technology, or product that exists now or in the future.
- Any effort to decompile, disassemble, or reverse engineer all or any part of our sites and services in order to identify, acquire, copy, or emulate any source code or object code is expressly prohibited.
- Any activities (including but not limited to posting voluminous content) that are inconsistent with the use of our sites and services in compliance with these TOU or that may impair or interfere with the integrity, functionality, performance, usefulness, usability, signal-to-noise ratio, or quality of all or any part of our sites and services in any manner are expressly prohibited.
- Any attempt (whether or not successful) to engage in, or to enable, induce, encourage, cause, or assist anyone else to engage in, any of the above unauthorized and prohibited access and activities is also expressly prohibited and is a violation of these TOU.
If you access our sites and services or copy, display, distribute, perform, or create derivative works from our sites and services webpages or our intellectual property in violation of these TOU or for purposes inconsistent with these TOU, your access, copying, display, distribution, performance, or derivative work is unauthorized. Circumvention of any technological restriction or security measure on our sites and services or any provision of these TOU that restricts content, conduct, accounts, or access is expressly prohibited. For purposes of this paragraph, you agree that cached copies of our webpages on your computer or computer server constitute “copies” under the Copyright Act, 17 U.S.C. § 101. For purposes of this paragraph, you further agree that CAPTCHAs and telephone verification are “technological measures” that effectively control access to copyright-protected components and our intellectual property rights pursuant to 17 U.S.C. § 1201.
5. Interactions with Others
We and our representatives are not parties to, have no involvement or interest in, make no representations or warranties as to, and have no responsibility or liability with respect to any communications, transactions, interactions, disputes, or any relations whatsoever between you and any other user, person, or organization (“your interactions with others”). You must conduct any necessary, appropriate, prudent, or judicious investigation, inquiry, research, or due diligence with respect to your interactions with others.
The sites or services may provide links to other websites and online resources. Because we have no control over such websites and resources, you acknowledge and agree that we, including our shareholders, affiliates, employees, officers, directors, agents, representatives, licensors, suppliers, and service providers (collectively, “we”), are not responsible for the availability of such external websites or resources and we neither endorse nor are responsible or liable for, and make no representations or warranties regarding, the identity or trustworthiness of the third-party website or resources, including any content, advertising, products, services, or other materials on or available through such websites or resources. Other websites may provide links to our sites with or without authorization. You acknowledge and agree that we do not endorse such websites, and are not and shall not be responsible or liable for any links from those websites to our sites, any content, advertising, products, or other materials available on or through such other websites, or any loss or damages incurred in connection therewith. YOUR USE OF THIRD PARTY WEBSITES AND RESOURCES, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES AND RESOURCES, IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE AND PRIVACY POLICY APPLICABLE TO SUCH WEBSITES AND RESOURCES. We shall have the right, at any time and in our sole discretion, to block links to our sites through technological or other means without prior notice.
6. Fees
In certain instances, we may charge a fee to post content or for other features, products, services, or licenses. You are responsible for any fees applicable to content that you post or other features, products, services, or licenses you purchase or that are purchased through your account. You authorize us or our designated payment processor to charge your specified credit card, debit card, or other payment method for such fees.
Unless otherwise specified, all fees are in United States dollars and all charges will be made in United States dollars. Any applicable sales or other taxes are additional to the stated fee. Currency exchange settlements and foreign transaction fees are based on your agreement with your credit card or other payment method provider.
Except as required by law, all fees are nonrefundable and payments may not be canceled. However, we reserve the right to refund fees or other amounts paid by you and to discontinue or terminate access to our sites and services for any reason.
7. Enforcement
We reserve our right to take any enforcement action we see fit at our sole discretion and without notice in order to maintain the integrity and functionality of our sites and services.
8. Disputes
We and you agree that the United States Federal Arbitration Act governs the interpretation and enforcement of this dispute resolution provision. You and we agree that we intend that this section satisfies the “writing” requirement of the Federal Arbitration Act. This section can only be amended by mutual agreement.
We and you agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to these TOU or the access, use, or receipt of our sites and services (including, without limitation, alleged breaches of these TOU) (a “Claim”) through discussions and negotiations.
If we and you do not resolve a Claim by discussions and negotiations, the Claim shall be resolved by binding arbitration before a single arbitrator in San Francisco, California. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction. The arbitrator shall be a retired judge or justice of any California state or federal court. The decision of the arbitrator shall be final and binding. Any action in any court of competent jurisdiction to vacate or modify the decision of the arbitrator shall be brought and heard exclusively in a court of competent jurisdiction in San Francisco County, California. The parties shall share equally in the costs assessed for the arbitration, and each party shall bear its own legal fees. The arbitrator shall not have the power to award damages in connection with any Claim, including punitive, exemplary, indirect, special, incidental, consequential, or other damages, or attorney’s fees.
By accessing our sites and services, you do hereby agree to the above arbitration agreement.
9. Termination
We reserve the right to modify or discontinue, temporarily or permanently, all or any portion of our sites and services without notice. We will not be liable to you or to any third party for any modification, suspension, or discontinuance of all or any portion of our sites and services.
We also reserve the right, in our sole discretion, to terminate your access to all or any part of our sites and services, for any reason, with or without notice.
10. Additional Terms
We may also require you to follow additional rules, guidelines, or other conditions in order to participate in certain promotions or activities available through our sites and services, to obtain certain premium content through our sites and services, or for some other reason. These additional terms are part of these TOU, and you agree to comply with them when you participate in those promotions, purchase items from our online stores, or otherwise engage in activities governed by such additional terms.
