get video get free creative sign up log in
Thu, Nov 20, 08


Rich Media Worldwide LLC – Terms of Service (version 1.0)

Welcome to the web sites (the “Web Sites”) which are owned and operated by Rich Media Worldwide LLC ("Rich Media"). Rich Media provides various online services, including email services and classified ads and ecommerce services (the “Rich Media Services”). This page states terms and conditions under which Rich Media authorizes you to use these Web Sites (the "License") or any of the Rich Media Services in any manner. Rich Media reserves the right at any time to modify the Rich Media Web Sites, the Rich Media Services, (or any part thereof) or to discontinue or suspend the Rich Media Services (or any part thereof), for any reason, with or without notice and without liability to you, any other user or any third party. Please review this License carefully and revisit this page from time to time so that you will be apprised of any changes affecting you.

Your right to use the Rich Media Web Sites and the Rich Media Services is contingent on your continued compliance with this License. You agree to review this License and any Rich Media Merchant Guidelines periodically so that you are aware of any such modifications, at which time you may either agree to such changes or discontinue the further use of these Rich Media Web Sites and/or any of the Rich Media Services. Your continued use of the Rich Media Web Sites and/or the Rich Media Services after Rich Media following such changes will constitute your agreement to the amended License. If you do not accept this License and/or the Rich Media Merchant Guidelines, or any subsequent modifications thereto, you may not use the Rich Media Web Sites or any of the Rich Media Services in any manner.

1. Trademarks

The logo service marks, trademarks, and/or trade dress of Rich Media and its affiliates are owned exclusively by Rich Media or such affiliates, respectively. All other trademarks, product names and company names or logos cited herein are the property of their respective owners.

2. Copyrights

The Rich Media Web Sites and its Content (as defined in Section 3 below) is copyrighted. Unauthorized use of the Rich Media Web Sites, any Content or any Third-party Content may violate copyright, trademark, and other laws. All Content other than Provider Content, Merchant Content, or Third-party Content provided on the Rich Media Web Sites is subject to and protected by: Copyright © 2002-2008 Rich Media Worldwide, LLC. ALL RIGHTS RESERVED. Please also note Section 10 (Limits on Use) of this License.

For purposes of this License, Provider or Merchant Provider (both terms as defined in Section 3 below), shall own and retain all right, title and interest in and to the Provider Content and all intellectual property rights pertaining thereto, subject to the licenses granted to Rich Media under this License. Rich Media shall own and retain, as between all parties hereto all right, title and interest to the Rich Media Web Sites, the Rich Media Services, and all intellectual property rights pertaining thereto, including the “look-and-feel” of the Rich Media Web Sites and Rich Media Service, any related functionality and user interfaces, and all patents, trade secrets, copyrights, and all other intellectual property rights relating thereto.

3. Content

You acknowledge and agree that content, including postings, information, messages, text, digital files, data, graphics, photographs, video, music, sound or other electronic material or links thereto (“Content”), provided on, transmitted to or through, or linked from the Rich Media Web Sites may contain content originated from or supplied by third party Content suppliers and other third parties (“Third-party Content”) and may be subject to copyright or other intellectual property rights of third parties You acknowledge and agree that such Third-party Content is the sole responsibility of such third-parties from whom such Third-party Content originated. You further acknowledge and agree that Rich Media makes no representations with respect to, nor does it guarantee, warrant or endorse the quality, non-infringement of intellectual property rights, accuracy, completeness, timeliness, reliability or correct sequencing of such Third-party Content or any other Content that such Third-party Content may access. Rich Media does not control, and is not responsible for, Provider Content or any Third-party Content provided on, transmitted to or through, or linked from the Rich Media Web Sites and expressly disclaims responsibility and liability for any Provider Content and any Third-party Content whatsoever, whether offensive, indecent, inaccurate, misleading or otherwise objectionable, as may be provided on, transmitted to or through, the Rich Media Web Sites.

Any Content that you wish to submit to Rich Media for inclusion on the Rich Media Web Sites or Rich Media Services, whether as merchant or otherwise, will require you (i) to submit an Enrollment form which is made available by clicking “Post to Rich Media Depot” at www.Rich Media Depot.com (ii) Rich Media’s prior approval of you as a provider “Provider” (Anyone posting but not selling using our, or any other e-commerce functionality) and (iii) in the event that you wish to utilize the Rich Media Web Sites or the Rich Media Services to sell any products or services from the Rich Media Depot or an existing online store or an online store (the “Store URL(s)”) established for that purpose, in which case you will be deemed to act as merchant “Merchant Provider”(Anyone posting and selling from Rich Media Depot URL commerce services or any other e-commerce service residing at an outside URL), you will need to comply with certain additional privacy rules (see Section 22 of this License). Rich Media expressly reserves the right, at any time in its sole discretion, to refuse or deny your continued participation on the Rich Media Web Sites as a Provider or Merchant Provider. For the terms and conditions under which Providers and Merchant Providers can submit Provider Content to Rich Media for inclusion on the Rich Media Web Sites or in the Rich Media Services, please see Section 4 below.

4. Provider and Merchant Provider Warranties

A. Provider or Merchant Provider, as applicable, warrants to Rich Media: (a) that all of the information provided by Provider or Merchant Provider to Rich Media to participate in the Rich MediaServices is correct and current; (b) Provider or Merchant provider is legally authorized to offer or sell the “content” posted in the Rich Media depot or on behalf of the owner of the store URLS(c) Provider or Merchant Provider, as applicable, has all necessary right, power and authority to enter into this License and to perform the acts required of Provider and/or Merchant Provider, as applicable, hereunder.

B. Provider or Merchant Provider, as applicable, further represents and warrants to Rich Media (a) that the Provider Content does not violate the rights of any third parties, including without limitation infringement or misappropriation of any applicable copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, invasion of rights of privacy, publicity or personality; (b) that the Provider Content will not contain any material that is fraudulent, threatening, abusive, harassing, defamatory, vulgar, obscene, profane, or racially or ethnically objectionable, including, without limitation, any material that encourages conduct that would constitute a criminal offense, result in civil liability, or otherwise violate any applicable local, state, national or international law; (c) that Provider or Merchant Provider, as applicable, is the owner or is licensed to use the Provider Content and is authorized to provide the Provider Content to Rich Media for use with the Rich Media Services; and (d) that Provider or Merchant Provider, as applicable, complies with applicable laws, rules and regulations in all jurisdictions to which it is subject as a result of its business operations, including the marketing and the sale of goods or services on the Internet.

C. By submitting Merchant Content to Rich Media, PROVIDER OR Merchant Provider (a) represents and warrants that he or she is 18 years old or older; (b) acknowledges and agrees to provide true, accurate, current and complete information about Merchant Provider as prompted by the Merchant Registration Form; (c) acknowledges and agrees to maintain and update this information to keep it true, accurate, current and complete; (d) acknowledges and agrees that it shall be responsible for all goods and services offered at Merchant Provider’s Rich Media DEPOT STORE URL or third-party Store URL, all materials used or displayed at the collectively, “Store URLs”, and all acts or omissions that occur at the Store URLs; (e) acknowledges and agrees to display in the “About Us” area of the Store URLs Merchant Provider's contact information, including but not limited to Merchant Provider's name or company name, address, telephone number, fax number and e-mail address, and to update such information to keep it true, accurate, current and complete; and (f) represents and warrants that it holds all necessary licenses from all necessary jurisdictions to engage in the advertising and sale of the goods or services offered at the Store URLs and that Merchant Provider is entitled to copy and display the materials used or displayed at the Store URLs.

If any information provided by Provider or Merchant Provider is untrue, inaccurate, not current or incomplete, Rich Media has the right to terminate Merchant Provider’s account and refuse any and all current or future use of the Rich Media Services. Certain Store URLs may be subject to additional requirements.

5. Provision of Content

In the event you wish to act as Provider or Merchant Provider, you shall provide Rich Media with certain Content (“Provider Content”). Provider Content will be delivered to Rich Media electronically via the Rich Media Website or services functionality or technical specifications provided to Provider by Rich Media (the "Data Feed"). Provider or Merchant Provider agrees to comply with the then-current specifications provided by Rich Media to enable proper delivery and display of the Content.

Provider or Merchant Provider shall provide Rich Media with a contact that Rich Media can correspond with via phone or e-mail with questions regarding the Provider Content. Provider or Merchant Provider shall use commercially reasonable efforts to promptly respond to any Rich Media technical questions (Please note Section 13. Termination of Service; Removal of Provider Content). Provider or Merchant Provider can obtain assistance with any technical difficulty that may arise in connection with his or her delivery of Provider Content by requesting assistance by email to support@rmworldwide.com. Rich Media reserves the right to establish limitations on the extent of such support, and the hours at which it is available.

You acknowledge and agree that you are solely responsible for all Provider Content that you submit to, provide on, transmit to or through, or link from the Rich Media Web Sites and you represent and warrant to Rich Media that you own or otherwise control the rights to, or have the express right and license to use, all of the rights to any such Provider Content.

By submitting Provider Content to the Rich Media Web Sites, you automatically grant, and you represent and warrant to Rich Media that you have the right to grant, to Rich Media a non-exclusive, irrevocable, perpetual, nonexclusive, worldwide and royalty-free license (a) to use, reproduce, modify, publish, transmit, distribute, and display such Provider Content (in whole or part) on the Rich Media Web Sites and as part of the Rich Media Services, for the full term of any rights that may exist in such Provider Content and to grant sublicenses in relation thereto , in connection with any derivative site or distribution arrangement, provided that any sub-licensees shall be subject to the same restrictions that apply to Rich Media with respect to the use of the Provider Content.

By submitting Provider Content to the Rich Media Web Sites, you automatically grant, and you represent and warrant to Rich Media the right to (a) to access, index, cache or crawl the Rich Media Depot or outside Store URL(s) (or equivalent thereof) indicated on the Service enrollment form (the "Store URL(s)"), including the Provider Content itself or any portion thereof (without regard to any robots.txt file which does not authorize crawling) in connection with Rich Media’s authorized use of the Content, (b) to permit users to view the Provider Content in connection with their use of the Rich Media Services and (c) to use Provider's trademarks, service marks, trade names, proprietary logos, domain names and any other source or business identifiers in connection with Rich Media’s authorized distribution of the Provider Content. Rich Media shall modify Provider Content solely to fit the format and look and feel of the Rich Media Web Sites, provided that the text of the Provider Content is not modified or edited. Rich Media may make available portions, rather than the whole, of the Provider Content in connection with the Rich Media Services. Rich Media may also include in the Rich Media Services certain features which are unsupported under Rich Media’s then current technical documentation. Such features are provided "as is" and Provider's use of them shall be undertaken solely at Provider's own risk. Notwithstanding anything to the contrary in this Agreement, Rich Media is not required to make any Provider Content available through the Rich Media Services, nor shall Rich Media have any liability to Provider for using, modifying, or distributing out of date or incorrect Provider Content, provided that any such use, modification, or distribution is in compliance with this Section. Provider agrees that Rich Media may use Provider's or Merchant Provider’s name or screen shots (which may include Provider's or Merchant Provider’s name and products) of the Provider Content in presentations and marketing materials.

For the time being we should require Provider / Merchant Provider to contact us via email at support@rmworldwide.com to request use of marks, names, etc. and that we reserve the right to give approval for use.

6. Links to Other Sites

The Rich Media Web Sites may contain links to third party web sites which are completely independent of Rich Media. Such links are provided solely as a convenience to you. If you use these links, you will leave the Rich Media Web Sites. If you decide to access any of the third party web sites linked to the Rich Media Web Sites, you do this entirely at your own risk. Rich Media has not reviewed, screened or approved any of these third party web sites and does not control nor is responsible for any such sites or their content. Rich Media does not endorse, make any representations or warranty as to the accuracy, completeness or authenticity of such web sites or any content, information, services or products found or offered thereon, or any results from their use by you or others and Rich Media expressly disclaims responsibility and liability for all such linked web sites, content or use thereof whatsoever. You agree to bear all risks associated with the use of such third-party websites or any content, and any products or services found or offered thereon. In its sole discretion Rich Media shall have the right, but not the obligation, to refuse, delete from or block access via the Rich Media Web Sites to any Content that it deems in violation of the letter or spirit of this License.

7. Procedure for Making Copyright Infringement Claims

Rich Media Worldwide LLC (“Rich Media”) and its affiliated companies respect the intellectual property of others and expect the users of our services to do the same. If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement or your intellectual property rights have been otherwise violated, and is accessible on this Web Sites or through this service, you may notify our copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 (DMCA). For your complaint to be valid under the DMCA, you must provide the following information when providing notice of the claimed copyright infringement:

Identification of the material that is claimed to be infringing or to be the subject of the infringing activity and that is to be removed or access to which is to be disabled as well as information reasonably sufficient to permit Rich Media or one of its affiliated companies to locate the material

Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address

A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law
·
A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed

A physical or electronic signature of a person authorized to act on behalf of the copyright owner Identification of the copyrighted work claimed to have been infringed

The above information must be submitted as a written notification to the following Agent Designated to Receive Notification of Claimed Infringement: Service Provider(s): Rich Media Worldwide, LLC

Name: Fred Bernstein
Address: Attn: DMCA Office, 1521 Alton Rd, Suite 824 Miami Beach, FL 33139-3301
Telephone Number: (435) 658-1200


PLEASE NOTE THAT UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO HEAVY CIVIL PENALTIES. THESE INCLUDE MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES INCURRED BY US, BY ANY COPYRIGHT OWNER, OR BY ANY COPYRIGHT OWNER’S LICENSEE THAT IS INJURED AS A RESULT OF OUR RELYING UPON YOUR MISREPRESENTATION. YOU MAY ALSO BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY. This information should not be construed as legal advice, for further details on the information required for valid DMCA notifications, see 17 U.S.C. 512(c)(3).

NOTE: This information is provided exclusively for notifying the service providers referenced above that your copyrighted material(s) might have been infringed. All other inquiries, including technical requests, reports of email abuse and third party reports of piracy, will not receive a response through this process.

Rich Media will remove the infringed copyrighted Content from the Web Sites, or eliminate access via the Web Sites to such Content, subject to the procedures as set forth in the DCMA.

8. User Conduct and Prohibited Uses

As a condition of your use of the Rich Media Web Sites and the Rich Media Services, you represent and warrant to Rich Media that you will not use the Rich Media Web Sites and the Rich Media Services for any purpose that is unlawful or otherwise prohibited by the terms and conditions of this License. Your conduct is also subject to Internet regulations, policies and procedures, as applicable. By way of example, and not as a limitation, you shall not access or use the Rich Media Web Sites or the Rich Media Services, whether by means of posting, providing Content or providing access to Content or otherwise:

1. to promote illegal activities, products or services, or for illegal purposes or to post, email or otherwise transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any law or regulation;

2. for gambling or betting or to promote the use of alcohol, firearms or tobacco products;

3. to send, facilitate the sending or otherwise in connection with, part of, or constituting unsolicited promotional materials, “spam”, URL-referral codes, "junk mail," "chain letters”, “multi-level or affiliate marketing”, unsolicited surveys or "pyramid schemes”, or to contact any parties that you are or should reasonably be aware have requested not to be contacted (see also Section 8 of this License);

4. that employ misleading email messages, forged headers or otherwise manipulated identifiers in order to disguise or mask the origin of any Content or messages transmitted using the Rich Media Web Sites or the Rich Media Services;

5. to defame (including without limitation libel and slander), abuse, harass, stalk, embarrass, threaten or otherwise infringe or violate the legal rights (such as but not limited to rights of privacy) of others;

6. to publish, distribute or disseminate any Content:
a. that is pornographic or depicts a human being engaged in actual sexual conduct including but not limited to (i) sexual intercourse, including genital-genital, oral-genital, anal-genital, or oral-anal, whether between persons of the same or opposite sex, or (ii) bestiality, or (iii) masturbation, or (iv) sadistic or masochistic abuse, or (v) lascivious exhibition of the genitals or pubic area of any person;
b. that constitutes harassment, intimidation or is hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
c. that impersonates any entity or non-public person (including, but not limited to, any employee or member of staff of Rich Media or its affiliates), or falsely states or otherwise misrepresents your affiliation with any entity or person
d. that includes contact information (such as telephone number, street address) or other personal, identifying information of a third-party or parties without such party’s or parties’ explicit consent;
e. that is false, deceptive, misleading, deceitful, or constitutes "bait and switch" sales practices;
f. that infringes any intellectual property rights of any third-party or that you are or reasonably should be aware is subject to any confidentiality, non-disclosure or secrecy undertakings, unless you own or control such intellectual property rights or have received all necessary consents from such third parties;
g. that constitutes or contains any form of advertising or solicitation if posted to areas of the Rich Media Web Sites not designated for such purposes or that contain links to third party’s web sites without the explicit approval of the owners of such websites;
h. to harm minors in any way or in violation of the Children's Online Privacy Protection Act (“COPPA”)
(see: http://www.ftc.gov/bcp/conline/pubs/buspubs/coppa.htm);
i. to transmit or upload any material that contains software viruses, codes, files, or any other harmful or deleterious programs (including trojan horses, and worms) designed to interrupt, destroy, or limit the functionality of any computer software, hardware or telecommunications equipment;


 
 
  
j. to interfere with or engage in any activity that disrupts or impairs the operation, functionality and performance of the Rich Media Web Sites or the Rich Media Services, or the networks or servers of third parties (including by means of flooding or similar attacks), or otherwise to violate the regulations, policies, procedures or operability of such networks or servers;
k. to attempt to gain unauthorized access to or “hack” the Rich Media Web Sites, the Rich Media servers, or other computer systems or networks connected to the Rich Media servers or the Internet;
l. for the purpose of automated data mining (by way of crawlers, spiders, robots or other data mining tools) unless expressly permitted by Rich Media;

7. to interfere with another person's use and enjoyment of the Rich Media Web Sites or the Rich Media Services;

8. to engage in any other conduct, which, in Rich Media's sole discretion, is considered unauthorized or objectionable.

9. No spamming

You acknowledge and agree that you shall not use the Rich Media Web Sites, Rich Media Services and/or the Rich Media servers in any way, form or manner to send unsolicited commercial email, unsolicited bulk email, mass email, and junk email (collectively “spam”) or use the Rich Media Services for similar unethical marketing activities. You acknowledge that Rich Media will not knowingly sell or otherwise make available the Rich Media Web Sites, Rich Media Services or computer servers to persons or entities that, to our reasonable knowledge, send or plan to send spam in violation of any federal and state laws pertaining to spam. You further acknowledge and agree that any violations may subject you or your agents to civil and criminal penalties.

10. Limitations on Usage of Service

You acknowledge that Rich Media may establish usage limits concerning use of the Rich Media Services, including (i) the maximum number of days that Content (including Provider Content) and/or tracking and contact data is/are or will be retained on the Rich Media Web Sites or any Rich Media servers, (ii) the maximum number and size of postings, email messages, or other Provider Content and/or tracking and contact data AND OR TRACKING AND CONTACT DATA that may be transmitted by you for storage on our servers, and (iii) the frequency with which you may access the Rich Media Services. You acknowledge and agree that Rich Media has no responsibility or liability resulting from the deletion or failure to store any Provider Content and/or tracking and contact data transmitted to, maintained or stored on our servers. You acknowledge and agree that Rich Media reserves the right at any time to modify the Rich Media Web Sites, the Rich Media Services (or any part thereof) or to discontinue or suspend the Rich Media Services (or any part thereof) for any reason, with or without notice, and Rich Media shall not be liable to you, any other user, or to any third party for any modification, suspension or discontinuance of the Rich Media Web Sites or of the Rich Media Services.

11. Limits on Use

 Rich Media grants you a limited, revocable, nonexclusive license to access the Rich Media Web Sites and the Rich Media Services for your own personal use. You may not download (other than page caching), modify, copy, reproduce, redistribute, transmit, display any Content (other than any Provider Content supplied by you, or as made available on or through the Rich Media Web Sites by other Providers of Content (such as vendors or merchants) for such use by you) obtained from, made available by, or accessed through the Rich Media Web Sites, without the express written consent of Rich Media. You acknowledge and agree that this License expressly excludes any rights to collect, aggregate, copy, duplicate, display, reproduce or redistribute or make any derivative use of the Rich Media Web Sites or the Rich Media Services or any part thereof. You acknowledge and agree that you may not decompile, disassemble, reverse engineer or otherwise attempt to ascertain the source code of the Rich Media Service in whole or in part. You further acknowledge and agree that you may not, directly or indirectly employ any automated queries or other data mining methods for any purpose, unless expressly permitted by Rich Media. Rich Media hereby grants a limited exception to general purpose internet search engines, including Google®, and non-commercial public archives that use such methods to gather information for the sole purpose of displaying links to the Rich Media Web Sites, provided that such data mining activities are carried out from a IP address or range of IP addresses using an easily identifiable agent and comply with our robots.txt file. "General purpose internet search engine" expressly excludes any websites or search engines or other services that specialize in classified listings or in any subset of classifieds listings such as jobs, housing, for sale, services, or personals, or which is in the business of providing classified ad listing services.

12. Information Rights

Rich Media may retain and use for its own purposes all information which Provider or Merchant Provider submits or otherwise makes available to Rich Media, including but not limited to impression and click-through rates and contact and billing information. Provider or Merchant Provider, as appropriate, agrees that Rich Media may transfer and disclose to third parties personally identifiable information about Provider or Merchant Provider, as appropriate, for the purposes of approving and enabling Provider's or Merchant’s inclusion on the Rich Media Web Sites and/or participation in the Rich Media Services, including to third parties that reside in jurisdictions with less restrictive data laws than Provider's or Merchant Provider’s own. Rich Media may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. Rich Media disclaims all responsibility, and will not be liable to Provider or Merchant Provider, however, for any disclosure of that information by any such third party. Rich Media may share aggregate (i.e., not personally identifiable) information about Provider or Merchant Provider with third parties.

13. Termination of service; Removal of Provider Content

You acknowledge and agree that Rich Media may immediately terminate this License or limit your access to the Services should your conduct fail to conform to the terms and conditions of this License, unless your activities fall within the scope of any prior express authorization or waiver granted to you by Rich Media.

You further acknowledge and agree that if Rich Media believes or is otherwise notified that (a) any portion of the Provider Content (i) violates the intellectual property right of any third party; (ii) violates any applicable law or is subject to an injunction; (iii) is libelous, defamatory or obscene; (iv) is being distributed by Provider or Merchant Provider improperly; (v) violates Section 8 (User Conduct) of this License; (vi) does not conform to Rich Media’s then current specifications for Provider or Merchant Content; (vi) disrupts the Rich Media Web Sites or Rich Media Services, or (viii) may create liability for Rich Media or is otherwise inappropriate, all as determined solely by Rich Media, Rich Media has the right (but not the obligation) to remove that portion of the Provider Content from the Rich Media Web Sites and/or Rich Media Services, or take any other appropriate actions with respect to such Provider Content, including the right (a) to delete or deactivate your account, (b) block your email or IP address, or (c) terminate your access to or use of the Rich Media Services (or any part thereof), or (d) termination of this License and remove and discard any Provider Content stored on the Rich Media Web Sites. Any actions in accordance with this Section do not require notice and shall not create any liability between Provider and Rich Media, provided however, that in such event Rich Media has the right to seek appropriate legal recourse as appropriate or necessary. You further acknowledge and agree that Rich Media shall not be liable to you or any third-party for any termination of your access to the Services and any Content stored on the Rich Media System and you agree not to attempt to use the Rich Media Services after said termination.

The following provisions of this License shall survive termination of this License for any reason: Sections 2 (Copyrights), 3 (Content), 4 (Provider Warranties), 10 (Limitations on Usage of Service), 12 (Information Rights), 13 (Termination of Service; Removal of Provider Content), 15 (Disclaimer of Warranties), 16 (Disclaimer of Consequential Damages), 17 (Violations of this License and Limitation of Liability), 20 (Indemnity), 23 (General).

14. Your Dealings with Third Parties

You acknowledge and agree that, in connection with your use of the Web Sites or the Services, you are and will be solely responsible for any and all dealings, agreements and understandings between you any third party including other users of these Web Sites or the Services, whether or not relating to the provision of goods or services, including the delivery, receipt of or payment for such goods and services, or otherwise, and any terms and conditions of, or warranties or representations associated with, such goods or services and any dealings, agreements and understandings relating thereto.

You further acknowledge and agree that Rich Media shall not be responsible or liable for any loss or damage whatsoever resulting or as may result from of any such dealings, agreements and understandings and that neither Rich Media nor any of its affiliates shall have any obligation to become involved in any disagreement between you and any other user or users of these Web Sites or the Services or any third party. You hereby release Rich Media, its officers, employees, agents and successors, and its affiliates from any claims, demands and damages (actual and consequential) whatsoever, arising out of or in any way related to such disagreements, the Web Sites or the Services.

15. Disclaimer of Warranties

YOUR USE OF THESE WEBSITES AND THE SERVICES IS ENTIRELY AT YOUR OWN RISK. RICH MEDIA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, ABOUT THE SUITABILITY OF THE SERVICES OR ANY CONTENT CONTAINED ON OR ACCESSED THROUGH THE Rich Media WEB SITES FOR ANY PURPOSE. THE Rich Media WEB SITES AND ALL Rich Media SERVICES ARE PROVIDED "AS IS" AND ON AN “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, RICH MEDIA HEREBY EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, FOR THE PERFORMANCE, RELIABILITY, TIMELINESS, ACCURACY OR SECURITY OF THE Rich Media WEB SITES, OR THE SERVERS THAT MAKE IT AVAILABLE, AND THE Rich Media SERVICES OR THAT THE Rich Media WEB SITES, OR THE SERVERS THAT MAKE IT AVAILABLE, OR THE Rich Media SERVICES WILL BE AVAILABLE UNINTERRUPTED OR ERROR-FREE. TO THE FULLEST EXTENT PERMITTED BY LAW, RICH MEDIA HEREBY EXPRESSLY DISCLAIMS ANY WARRANTIES OR REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, REGARDING ANY CONTENT, GOODS, SERVICES, INFORMATION OR ADVISE ADVERTISED ON OR RECEIVED THROUGH THE Rich Media SERVICES ON THE WEB SITES, OR THROUGH ANY LINKS TO THIRD-PARTY WEB SITES PROVIDED THROUGH THE Rich Media WEB SITES. TO THE FULLEST EXTENT PERMITTED BY LAW, RICH MEDIA HEREBY EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT OF PROPRIETARY RIGHTS. TO THE FULLEST EXTENT PERMITTED BY LAW, RICH MEDIA HEREBY EXPRESSLY DISCLAIMS ANY WARRANTIES FOR THESE WEB SITES, OR THE SERVERS THAT MAKE IT AVAILABLE, OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN ANY CONTENT THROUGH THIS WEB SITES OR ANY THIRD-PARTY WEBSITE(S) LINKED TO THIS WEBSITE, YOU DO SO AT YOUR OWN DISCRETION AND SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT MAY RESULT THEREFROM. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO CERTAIN OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. Rich Media does not guarantee the volume or timing of impressions or clicks on any Provider Content or Merchant Content, nor the amount of revenue that Merchant Provider may earn as a result of his or her participation in the Rich Media Services made available by Rich Media

16. Disclaimer of Consequential Damages

IN NO EVENT SHALL RICH MEDIA, BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES) ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OR MISUSE OF THE Rich Media WEB SITES OR THE Rich Media SERVICES, THE DELAY OR INABILITY TO USE THE Rich Media WEB SITES OR THE Rich Media SERVICES (DUE TO INTERRUPTION, SUSPENSION, MODIFICATION, OR TERMINATION THEREOF OR OTHERWISE) ANY CONTENT, SERVICES OR PRODUCTS ADVERTISED ON OR OBTAINED ON OR THROUGH THE Rich Media WEB SITES OR THROUGH ANY LINKS THEREON, OR THE Rich Media SERVICES, OR OTHERWISE ARISING OUT OF THE USE OF THE Rich Media WEB SITES OR THE Rich Media SERVICES, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF RICH MEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE Rich Media WEB SITES OR Rich Media SERVICES, FROM INABILITY TO USE THE Rich Media WEB SITES OR THE Rich Media SERVICES, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE Rich Media SERVICES (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE Rich Media WEB SITES OR THE Rich Media SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE Rich Media SERVICES, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED ON THE Rich Media WEB SITES OR Rich Media SERVICES OR RECEIVED THROUGH ANY LINKS PROVIDED ON THE Rich Media WEB SITES OR IN THE Rich Media SERVICES. THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE Rich Media WEB SITES OR THE Rich Media SERVICES OR ANY INFORMATION, ADVISE, GOODS OR SERVICES THAT APPEAR ON, OR ARE LINKED OR RELATED IN ANY WAY TO, THE Rich Media WEB SITES OR Rich Media SERVICES. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. Without limiting the foregoing, under no circumstances shall Rich Media be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.

17. Violations of this License and Limitation of Liability

If you believe that others may be using the Web Sites or the Services in violation of this License or in violation of any law, we request that you promptly notify Rich Media by sending an email containing sufficient descriptive detail in order for Rich Media to respond appropriately to the following email address: support@rmworldwide.com. THE AGGREGATE LIABILITY FOR RICH MEDIA FOR ANY AND ALL CLAIMS OR DAMAGES UNDER ANY LEGAL THEORY RELATING IN ANY WAY TO THIS LICENSE, OR YOUR OR ANY THIRD PARTY’S USE OF THE Rich Media WEB SITES, THE Rich Media SERVICES OR ANY CONTENT IS LIMITED TO $1,000. Each party hereto acknowledges that the other party has entered into this Agreement relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties. Without limiting the foregoing, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, and power failures. Because damages are often difficult to quantify, you agree to pay Rich Media liquidated damages in the amount of (a) $25 for each spam or unsolicited bulk email message transmitted from or otherwise connected with your account, (b) $100 for each posting or listing to the Web Sites in violation of this License, or (c) $100 for each message sent by you in excess of the limit established by Rich Media for your use of the Services. In the alternative, agree to pay Rich Media actual damages, to the extent such actual damages can be reasonably calculated. Notwithstanding any other provision of this License, Rich Media retains the right to seek the remedy of specific performance of any term contained in this License, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in this License, or any combination thereof.

18. Indemnity

You agree to defend, indemnify, and hold Rich Media, its officers, directors, employees, agents, consultants, contractors, affiliates, subsidiaries, service providers, suppliers, licensors, licensees, successors, and assigns (the “Indemnified Person(s)”) harmless from and against any and all third-party claims, demands, liabilities and costs, including without limitation reasonable legal and court costs and settlement awards, initiated against or incurred by any Indemnified Person(s), arising out of, relating to, or as may arise out of or relate to, (a) your use of the Rich Media Web Sites or the Rich Media Services, or, (b) your breach of this License; (c ) your alleged or actual violation of any third party’s rights, or (d) in the event that you are a Provider or Merchant Provider, arising out of, relating to or as may arise out of or relate to, any Provider Content or Merchant Content as has been submitted, posted or otherwise made available by you, or on your behalf, on or through the Rich Media Web Sites or any Rich Media Services. Rich Media shall promptly provide notice to you of any such claim, action, suit, or proceeding. Rich Media reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by Provider or Merchant Provider, but doing so shall not excuse Provider’s or Merchant Provider’s indemnity obligations.

19. Export Control

These Web Sites are controlled by Rich Media from its offices within the United States of America. Rich Media makes no representation that the Contents of these Web Sites are appropriate, may be downloaded or are available for use outside the United States of America. Access to the Content (including products or services advertised or made available on these Web Sites, if any) may not be legal for certain persons or entities or in certain countries. You may not use, export or re-export the Contents in violation of U.S. export laws and regulations and you agree to comply with such restrictions. By downloading any Content, you agree that you are not in a country where such export is prohibited or that you are not a person or entity to which such export is prohibited. If you access this Web Sites from outside of the United States of America, and you acknowledge and agree that you do so on your own initiative and you are solely responsible for compliance with applicable local laws.

20. User Information and Privacy

Rich Media has established a Privacy Policy explaining how it collects and uses information from users of its Web Sites. This Privacy Policy is located at: http://rmworldwide/.com/Privacy_Policy. Please refer to our Privacy Policy for details on our data collection practices and policies, including those pertaining to our Web Sites. By using these Web Sites you acknowledge and accept our Privacy Policy, as updated from time to time, and incorporated herein by reference, and you acknowledge and agree that Rich Media may monitor, review, preserve or disclose your Content, as well as your information (including email address(es), IP address(es), timestamps, and other user information, if Rich Media is required to do so by law or in the good faith belief that such monitoring, review, preservation or disclosure is reasonably necessary, to: (a) comply with legal process; (b) enforce the terms and conditions of this License; (c) respond to claims that any content violates the rights of third-parties; (d) respond to claims that contact information (such as telephone number, street address ) or other personal or identifying information of a third-party or parties has been posted to these Web Sites or has been transmitted via these Web Sites without their express consent or by way, for the purpose or to the effect of harassment; or (e) protect the rights, property, or personal safety of Rich Media, its affiliates, vendors, subscribers, other users and the general public.

In the event and to the extent that Merchant Provider operates a Merchant Store outside and separate from the Rich Media Depot, which Merchant Store is accessible via a link provided on these Web Sites and/or the Rich Media Depot, Merchant Provider agrees (a) to post a privacy policy in its Merchant Store that, at a minimum, discloses any and all uses of personal information collected from users by Merchant; (b) to include in Merchant's privacy policy a paragraph provided or approved by Rich Media that describes Rich Media’s collection and use of Merchant's customer information, (c) to provide a hypertext link to Merchant’s privacy policy on the home page of the Merchant Store and on all pages where Merchant collects personal information from users, including but not limited to all check out pages; and (d) to use personal information only as expressly permitted by Merchant’s privacy policy.

21. Termination

This License constitutes the entire agreement between you and Rich Media and supersedes and replaces any prior or contemporaneous understandings or agreements, written or oral regarding this subject matter. This License is effective until terminated by either party and or by/destroying all Content obtained from the Web Sites and all copies thereof, whether made under the terms and conditions of this License, or otherwise. This License will terminate immediately without notice from Rich Media if, in Rich Media's sole discretion, you fail to comply with any of the terms and conditions of this License. Upon termination, you must destroy all Content obtained from the Web Sites and all copies thereof, whether made under the terms and conditions of this License, or otherwise. The failure by Rich Media to act or enforce any term or provision of this License in every instance in which a violation by you or others may occur or have occurred does not waive any of Rich Media’s rights in relation to any such violation or to enforce this License. No waiver of any term of this License shall be deemed a further or continuing waiver of such term or any other term of this License. In its sole discretion, Rich Media may elect to issue a warning to you before terminating this License or assessing damages. Any waiver of any provision of this License will only be effective if in writing and signed by Rich Media. Provider or Merchant Provider agrees not to resell or assign or otherwise transfer its rights or obligations under this License without the express written authorization of Rich Media. If any provision of this License is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this License, which shall remain in full force and effect.

Rich Media reserves the right to make changes to these Web Sites and to this License at any time without notice.

22. Notices

Any notices or communications by Provider or Merchant Provider under this License shall be by electronic mail or in writing and shall be deemed delivered upon receipt to the party to whom such communication is directed, at the addresses specified below. If to Rich Media, such notices shall be addressed to support@rmworldwide.com or 1521 Alton Rd, Suite 824 Miami Beach, FL 33139-3301. If to Provider or Merchant Provider, such notices shall be addressed to the electronic or mailing address specified when Provider or Merchant Provider enrolls as a Provider or Merchant Provider, or such other address as either party may give the other by notice as provided above.

23. Choice of Laws/ Jurisdiction This License is governed by and construed in accordance with the laws of the State of Florida, United States of America, without respect to its conflict of laws principles or your actual state or country of residence. You also agree to submit to exclusive jurisdiction and venue in any state or federal court in Miami Dade County, Florida.


   
© 2008 Rich Media Worldwide, LLC     Home  |  Terms of Use   |  Network Affiliate Agreement  |  Privacy Policy   |  About Us  |  Contact Us