THIS IS A CONTRACT
Acceptance of Terms
PLEASE NOTE THAT THE “ARBITRATION AGREEMENT” SECTION BELOW CONTAINS PROVISIONS THAT REQUIRE (i) WITH LIMITED EXCEPTIONS, ALL DISPUTES ARISING BETWEEN YOU AND COMPANY UNDER THIS AGREEMENT TO BE RESOLVED IN BINDING ARBITRATION, AND NOT IN COURT, AND (ii) YOU AND COMPANY WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES. PLEASE CLICK HERE TO READ AND REVIEW THE ENTIRE SECTION LABELED “ARBITRATION AGREEMENT” BELOW. BY USING THIS SITE AND ACCEPTING THIS AGREEMENT, YOU AGREE TO BE BOUND BY THE ARBITRATION AGREEMENT. PLEASE READ IT CAREFULLY.
Company may change, suspend or discontinue this Site (or any feature thereof) at any time. Company may also impose limits on certain features and services offered on this Site or restrict your access to parts or all of this website without notice or liability. You acknowledge that from time to time the website may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Company may undertake from time to time; or (iii) causes beyond the control of Company or which are not reasonably foreseeable by Company.
This Site has been prepared solely for the purpose or providing information about zuMedia and the services and products zuMedia and its Affiliated Companies offer. This Site has been compiled in good faith by zuMedia. However, no representation is made as to the completeness or accuracy of the information on this Site. In particular, you should be aware that this information may be incomplete, may contain errors or may have become out of date. zuMedia makes no commitment, and disclaims any duty, to update any content to reflect subsequent events or circumstances except as required by law. zuMedia reserves the right to add, modify or delete any information on this Site at any time.
Content on this Website
This Site and the content and materials contained on this Site (collectively, “Content”) are protected by copyrights, patents, trade secrets or other intellectual property and proprietary rights under the laws of the United States and other countries. zuMedia respects the intellectual property rights of others and asks users of this Site to do the same.
Notice and Procedure for Making Claims of Copyright Infringement
If you are a copyright owner or an agent thereof and believe that any Content on this Site infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act by providing our Designated Agent (as set forth below) with the following information in writing:
• Your physical or electronic signature or the physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on this Site are covered by a single notification, a representative list of such works on this Site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
• Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
• A statement by you that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Written notification of claimed infringement must be submitted to the following Designated Agent:
Attn: Copyright Agent
Middletown, NY 10940
zuMedia Corporation will respond expeditiously to claims of copyright infringement and reserves the right to remove any Content that infringes the copyright of any person under the laws of the United States upon receipt of a notice that complies with the requirements of 17 U.S.C. §512(c)(3) as set forth above. The Company has a policy of terminating repeat infringers’ access to our websites in appropriate circumstances.
For clarity, only notices of claims for alleged copyright infringement should be sent to the Designated Agent.
External Links and Services
Disclaimer of Warranties
YOUR USE OF THIS WEBSITE IS AT YOUR OWN RISK. THIS WEBSITE AND ALL CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS CONTAINED OR USED IN THE OPERATION OF THIS WEBSITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT AND WARRANTIES IMPLIED FOR A COURSE OF PERFORMANCE OR COURSE OF DEALING, AS WELL AS ANY GUARANTY OR ASSURANCE THE WEBSITE OR ANY CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS WILL BE AVAILABLE, UNINTERRUPTED OR ERROR FREE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF DATA, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH) RESULTING FROM USE OF THIS WEBSITE, PROBLEMS OR TECHNICAL MALFUNCTION IN CONNECTION WITH ITS USE, ATTENDANCE AT A COMPANY EVENT, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH THIS WEBSITE, ANY THIRD PARTY ADVERTISEMENT OR THIRD PARTY SERVICE TRANSMITTED ON, THROUGH OR IN CONNECTION WITH THIS WEBSITE. YOUR USE OF USER CONTENT, THIRD PARTY ADVERTISEMENTS, THIRD PARTY SERVICES AND THE GOODS OR SERVICES PROVIDED BY ANY THIRD PARTIES IS SOLELY YOUR RESPONSIBILITY AND AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THIS WEBSITE, AND ANY INFORMATION TRANSMITTED OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. WITHOUT LIMITING THE FOREGOING, ZUMEDIA IS NOT RESPONSIBLE OR LIABLE FOR ANY MALICIOUS CODE, DELAYS, INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF YOUR USE OF THIS WEBSITE. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU ASSUME RESPONSIBILITY FOR THE ENTIRE COST OF ANY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY OR RECOVERY OR RECONSTRUCTION OF LOST DATA NECESSITATED BY YOUR USE OF THE COMPANY SERVICES.
Limitation of Liability
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ZUMEDIA’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO ZUMEDIA FOR THE WEBSITE DURING THE TERM OF YOUR USE OF THE WEBSITE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ZUMEDIA WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OTHER THAN THE AMOUNT PAID, IF ANY, BY YOU TO ZUMEDIA FOR THE WEBSITE DURING THE TERM OF YOUR USE OF THE WEBSITE, INCLUDING ANY OTHER GENERAL, DIRECT, INDIRECT, COMPENSATORY, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, AND INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE WEBSITE.
YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF COMPANY’S ACTS OR OMISSIONS OR YOUR USE OF THIS WEBSITE ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF OR ANY PERSON’S ABILITY TO ACCESS ANY PORTION OF THIS WEBSITE.
THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.
Arbitration Agreement and Class Action Wavier
(1) Company, including its Company Affiliates, agents, employees, predecessors in interest, successors, and assigns, and you agree that any Dispute (as defined herein) between you and Company, regarding any aspect of your relationship with Company, will be resolved in a binding, confidential, individual and fair arbitration process, and not in court. Each of you and Company agrees to give up the right to sue in court.
(3) Each of you and Company also agrees to give up the ability to seek to represent, in a class action or otherwise, anyone but each of you and Company (see paragraph 9 below).
(7) If either you or Company wish to arbitrate a claim, you or Company must first send by mail to the other a written Notice of Dispute (“Notice”) that sets forth the name, address, and contact information of the party giving notice, the specific facts giving rise to the Dispute, the Company Service to which the Notice relates, and the relief requested. Your Notice to the Company must be sent by mail to: Arbitration Notice of Dispute, P.O. Box 299, Middletown, New York 10940. Company will send any Notice to you at the contact information we have for you or that you provide. It is the sender’s responsibility to ensure that the recipient receives the Notice. During the first 45 days after you or we send a Notice to the other, you and we may try to reach a settlement of the Dispute.
(8) If you and we do not resolve the Dispute within 45 days, either you or we may initiate arbitration in accordance with the JAMS Rules. Further instructions on submitting a Demand for Arbitration may be found at http://www.jamsadr.com/files/Uploads/Documents/JAMS_Arbitration_Demand.pdf. In addition to filing this Demand for Arbitration with JAMS in accordance with its rules and procedures, you must send a copy of this completed Demand for Arbitration to the Company at the address listed above to which you sent your Notice of Dispute.
(9) You and the Company acknowledge and agree to abide by the following rules for arbitration:
(a) YOU MAY BRING CLAIMS AGAINST EACH OTHER ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE OR MULTI-CLAIMANT PROCEEDING, AND THE ARBITRATOR SHALL HAVE NO POWER TO AWARD CLASS-WIDE RELIEF;
(10) JAMS charges filing and other fees to conduct arbitrations. Ordinarily, the claimant has to pay the filing fee to initiate arbitration, but if you wish to commence an arbitration against Company, you and the Company acknowledge and agree to abide by the following:
• If you are seeking to recover less than $10,000 (inclusive of attorneys’ fees), Company will pay the filing fee on your behalf or reimburse your payment of it.
• If you are seeking to recover $10,000 or more, you will have to pay the filing fee charged by JAMS, but Company will reimburse the filing fee if you prevail on all claims decided upon by the arbitrator.
• Company and you agree that, if the claims to be arbitrated total less than $10,000 (inclusive of attorneys’ fees), the claim ordinarily should be decided on written submissions only, without a telephonic or in-person hearing. Company will not request a hearing for any claims totaling less than $10,000. This provision shall not be construed by the arbitrator to deprive you of any rights you may have to a telephonic or in-person hearing in your hometown area pursuant to the JAMS Rules.
• Company and you agree that, if the claims to be arbitrated total $10,000 or more, the arbitration will occur in a manner and place consistent with the JAMS Rules.
(11) Regardless of how the arbitration proceeds, each of you and Company shall cooperate in good faith in the exchange of non-privileged documents and information as necessary in accordance with the JAMS Rules, and the arbitrator shall issue a reasoned written decision sufficient to explain his or her findings and conclusions.
(12) Each of you and Company may incur attorneys’ fees during the arbitration. Each side agrees to pay his, her or its own attorneys’ fees unless the claim(s) at issue permit the prevailing party to be paid its attorneys’ fees, and in such instance, the fees awarded shall be determined by the applicable law(s). In addition to whatever rights you may have to recover your attorneys’ fees under applicable law, if you prevail in the arbitration, and if Company failed to make a settlement offer to you before the arbitration or the amount you win is at least 25% greater than Company’s highest settlement offer, then Company will pay your reasonable attorneys’ fees in addition to the amount the arbitrator awarded. If Company wins the arbitration, you will be responsible for your own attorneys’ fees. In addition, if the arbitrator, at the request of the winning party, finds that the losing party brought a claim or asserted a defense frivolously or for an improper purpose, then regardless of the amount in dispute, the arbitrator must order the losing party to pay both sides’ arbitration fees and may order the losing party to pay the winning party’s reasonable attorneys’ fees, unless such an award of fees is prohibited by applicable law.
(14) You and Company agree to maintain the confidential nature of the arbitration proceeding and shall not disclose the fact of the arbitration, any documents exchanged as part of any mediation, proceedings of the arbitration, the arbitrator’s decision and the existence or amount of any award, except as may be necessary to prepare for or conduct the arbitration (in which case anyone becoming privy to confidential information must undertake to preserve its confidentiality), or except as may be necessary in connection with a court application for a provisional remedy, a judicial challenge to an award or its enforcement, an order confirming the award, or unless otherwise required by law or court order. In keeping with the confidential nature of the arbitration, You and Company agree that an order confirming award is only necessary if the obligations of the award have not been performed. Therefore, before taking any steps to confirm the arbitration award, the party seeking confirmation of the award must give the other party notice of its intention to confirm the award. If the party who would be the respondent in any such confirmation proceeding performs its obligation under the terms of the arbitration award within 15 business days of such notice, the party who gave notice of its intent to confirm the award shall not seek to confirm or otherwise enforce the award.
(15) With the exception of subpart (a) in paragraph (9) (i.e., the waiver of the ability to proceed on behalf of multiple claimants or a purported class), if any part of this Arbitration Agreement is deemed invalid, unenforceable, or illegal, then the balance of this Arbitration Agreement shall remain in effect and be construed in accordance with its terms as if the invalid, unenforceable, or illegal provision were not contained. If, however, subpart (a) in paragraph (9) is found invalid, unenforceable or illegal, then the entirety of this Arbitration Agreement shall be null and void, but the rest of these Terms, including the provisions governing where actions against Company must be pursued, the choice of governing law, and our mutual waiver of the right to a trial by jury, will remain in effect and apply to any claim that, for this or any other reason, proceeds in court rather than in arbitration.
You agree that if you initiate litigation against Company and successfully find a workaround as to the terms and conditions outlined with regards to such litigation and you are able to successfully bring a case against Company in a court of law you are solely responsible for the cost of all legal costs and other associated and/or related expenses. Costs include but are not limited to legal representation for Company, related companies to Company, representation for and on the behalf or Company’s affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, suppliers and service providers as applicable and necessary. You also agree that if you do successfully bring litigation against Company or it’s affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, suppliers and service providers in a court of law you waive your right to any monetary claims or other settlement benefits and you acknowledge, understand, and agree that you are in violation of the terms of service as applied to your use of this site, Company’s related sites, and any other applicable applications, sites, or services your complaint may include and you further acknowledge, understand, and agree that Company may then, at it’s sole discretion, bring suit against you for breach of contract and any recoverable damages to Company’s good name, reputation or to that same of Company’s associated companies, sites, applications, affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, suppliers and service providers.
You agree that any notices the Company may be required by applicable law to send to you will be effective upon Company’s sending an e-mail message to the e-mail address you have on file with Company or publishing such notices on the informational page(s) of this Site.
zuMedia reserves the right to modify or discontinue, temporarily or permanently, all or any part of this Site and/or any Content, software, functions, and services on this Site, with or without notice, and/or to establish general guidelines and limitations on their use.
The Company is based in the United States and this Site is hosted in the United States. If you use this Site from a jurisdiction other than the United States, you agree that you do so of your own initiative, and you are responsible for complying with local laws as applicable to such use