These terms and conditions (the “Terms” ) govern your use of iMedia Sharks’s website, mobile applications, and other services (“iMedia Sharks”). By using the IMedia Sharks, you agree to these Terms and enter into a binding contract with IMedia Sharks Corporation (“iMedia Sharks”). You may not use the IMedia Sharks if you are unwilling or unable to agree to these Terms.
“Content” means text, images, photos, audio, video, location data, and all other forms of data or communication.
“Your Content” means Content that you submit or transmit to, through, or in connection with the IMedia Sharks, such as ratings, reviews, compliments, invitations, check-ins, messages, as well as any other information, including personal or identifying information about you, submitted to, processed by or collected by any IMedia Sharks.
“User Content” means Content that users, including you, submit or transmit to, through, or in connection with the IMedia Sharks.
“IMedia Sharks Content” means Content that we create and make available in connection with the IMedia Sharks.
“Third Party Content” means Content that originates from parties other than IMedia Sharks or its users, which is made available in connection with the IMedia Sharks.
“IMedia Sharks Content” means all of the Content that is made available in connection with the IMedia Sharks, including Your Content, User Content, Third Party Content, and IMedia Sharks Content.
2. YOUR USE OF IMEDIA SHARKS
1. You must be 18 and otherwise in good standing with us to use IMedia Sharks.
To use the IMedia Sharks, you must be 18 years or older. You may not use the IMedia Sharks if you are a competitor of ours or if we have previously banned you from the IMedia Sharks or closed an account of yours.
2. We give you limited permission to use IMedia Sharks.
Subject to the terms and conditions of these Terms, we give you limited permission to use the IMedia Sharks for your own, personal, noncommercial use. The IMedia Sharks may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability to you.
3. User Accounts
To access certain of the IMedia Sharks, you need to create an account and password, and may provide certain information about yourself. Providing complete, accurate information about yourself may bolster your credibility as a contributor to the IMedia Sharks. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any reason.
4. Communications & Text Messages from IMedia Sharks and Others
By creating an account, you agree to receive communications from us or others in connection with the IMedia Sharks and other services. If you provide us with a cell phone number, you grant us permission to send text messages to your phone number and you consent to receive SMS and other text messages from us at that number. You understand that you do not need to provide us with a cell number to use the IMedia Sharks and that your carrier may charge you for any messages your receive. You can opt-out of receiving text messages or email communications here.
1. Responsibility for Your Content
You alone are responsible for Your Content, and once published, it may not be withdrawn. You assume all risks associated with Your Content, including anyone else’s reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by IMedia Sharks.
2. Our Right to Use Your Content
We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own services, in any media now known or hereinafter created. As such, you hereby irrevocably grant us worldwide, perpetual, non-exclusive, royalty-free, assignable, sub-licensable, transferable rights to use Your Content for any purpose in our discretion. Please note that you also irrevocably grant the users of the IMedia Sharks and third parties the right to access Your Content in connection with their use of the IMedia Sharks and any other services. Finally, you irrevocably waive, and cause to be waived, against IMedia Sharks and its users any claims and assertions of moral rights or attribution with respect to Your Content. By “use” we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, prepare derivative works and otherwise exploit Your Content.
As between you and IMedia Sharks, you own Your Content. We own all rights, title and interests in the IMedia Sharks and IMedia Sharks Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and other IMedia Sharks Content, computer code, products, software, aggregate user review ratings, and all other elements and components of the IMedia Sharks (excluding only Your Content, User Content, and Third Party Content), and all intellectual property or other proprietary rights in any of the foregoing. You shall not use, modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the IMedia Sharks Content in whole or in part except as expressly authorized by us.
IMedia Sharks and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without notice.
5. Content Feeds
We make some of the IMedia Sharks Content (“Feed Content”) available via Real Simple Syndication and Atom feeds (“Feeds”). You may access and use the Feeds in order to display Feed Content on your personal computer, web IMedia Sharks, or blog (“Your IMedia Sharks”), provided that (i) your use of the Feeds is for personal, non-commercial purposes only, (ii) your display of the Feed Content links back to the relevant pages on IMedia Sharks’s web IMedia Sharks, and attributes IMedia Sharks as the source of the Feed Content, (iii) your use or display of the Feed Content does not suggest that IMedia Sharks promotes or endorses any third party causes, ideas, web IMedia Sharks, products or services, including Your IMedia Sharks, (iv) you do not redistribute the Feed Content, and (v) your use of the Feeds does not overburden IMedia Sharks’s systems. IMedia Sharks reserves all rights in the Feed Content and may terminate the Feeds to you or generally at any time.
User Content (including any that may have been created by users employed or contracted by IMedia Sharks) does not necessarily reflect the opinion of IMedia Sharks. We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion for any reason or no reason, and without notice to you. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.
1. You agree not to, and will not assist, encourage, or enable others to use the IMedia Sharks to:
- 1. Write a fake or defamatory review, trade reviews with other businesses, or compensate someone or be compensated to write or remove a review;
- 2. Violate any third party’s rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
- 3. Threaten, stalk, harm, or harass others, or promote bigotry or discrimination;
- 4. Promote a business or other commercial venture or event, or otherwise use the IMedia Sharks for commercial purposes, except in connection with a Business Account and as expressly permitted by IMedia Sharks;
- 5. Send bulk e-mails, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the IMedia Sharks’s search results or any third party web IMedia Sharks;
- 6. Solicit personal information from minors, or submit or transmit pornography; or
- 7. Violate any applicable law.
2. You also agree not to, and will not assist, encourage, or enable others to:
- 1. Violate the Terms;
- 2. Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the IMedia Sharks or IMedia Sharks Content (other than Your Content), except as expressly authorized by IMedia Sharks;
- 3. Use any robot, spider, IMedia Sharks search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the IMedia Sharks or any IMedia Sharks Content;
- 4. Reverse engineer any portion of the IMedia Sharks;
- 5. Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of the IMedia Sharks or on any materials printed or copied from the IMedia Sharks;
- 6. Record, process, or mine information about other users;
- 7. Access, retrieve or index any portion of the IMedia Sharks for purposes of constructing or populating a searchable database of business reviews;
- 8. Reformat or frame any portion of the IMedia Sharks;
- 9. Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on IMedia Sharks’s technology infrastructure or otherwise make excessive traffic demands of the IMedia Sharks;
- 10. Attempt to gain unauthorized access to the IMedia Sharks, user accounts, computer systems or networks connected to the IMedia Sharks through hacking, password mining or any other means;
- 11. Use the IMedia Sharks or any IMedia Sharks Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature;
- 12. Use any device, software or routine that interferes with the proper working of the IMedia Sharks, or otherwise attempt to interfere with the proper working of the IMedia Sharks;
- 13. Use the IMedia Sharks to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the IMedia Sharks or IMedia Sharks Content; or
- 14. Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the IMedia Sharks, features that prevent or restrict the use or copying of IMedia Sharks Content, or features that enforce limitations on the use of the IMedia Sharks.
6. SUGGESTIONS AND IMPROVEMENTS
By sending us any ideas, suggestions, documents or proposals (“Feedback”), you acknowledge and agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against IMedia Sharks and its users any claims and assertions of any moral rights contained in such Feedback.
7. THIRD PARTIES
The IMedia Sharks may include links to other Services (each, a “Third Party Service”). We do not control or endorse any Third Party Services. You agree that we are not responsible for the availability or contents of such Third Party Services. Your use of Third Party Services is at your own risk and the terms under which those services are provided.
You agree to indemnify, defend, and hold IMedia Sharks, its affiliates, and their respective suppliers, licensors, and agents (collectively, the “IMedia Sharks Entities”) harmless from any and all claim or demand (including reasonable costs and attorneys’ fees) arising out of or relating to (i) your use of any IMedia Sharks, (ii) your violation of the Terms, (iii) any products or services purchased or obtained by you through IMedia Sharks, or (iv) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. IMedia Sharks reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter to which an IMedia Sharks Entity is entitled to indemnification without the prior written consent of IMedia Sharks. IMedia Sharks will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
7. DISCLAIMERS AND LIMITATIONS OF LIABILITY
- 1. THE IMEDIA SHARKS ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS.” YOUR USE OF THE IMEDIA SHARKS IS AT YOUR OWN DISCRETION AND RISK. THE IMEDIA SHARKS ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE IMEDIA SHARKS, ITS SAFETY OR SECURITY, OR THE IMEDIA SHARKS CONTENT. THE IMEDIA SHARKS ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY AS TO THE PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE IMEDIA SHARKS, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT.
- 2. THE IMEDIA SHARKS ENTITIES MAKE NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS LISTED ON THE IMEDIA SHARKS OR THE IMEDIA SHARKS’S USERS. ACCORDINGLY, THE IMEDIA SHARKS ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE FROM THEIR ACTIONS OR OMISSIONS, INCLUDING, FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR ADVERTISERS LISTED OR FEATURED ON THE IMEDIA SHARKS. YOUR PURCHASE AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE IMEDIA SHARKS IS AT YOUR OWN DISCRETION AND RISK.
- 3. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE IMEDIA SHARKS, RELATED SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE IMEDIA SHARKS. NONE OF THE IMEDIA SHARKS ENTITIES SHALL BE LIABLE FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA. THE IMEDIA SHARKS ENTITIES’ MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE IMEDIA SHARKS OR THESE TERMS IS LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO THE IMEDIA SHARKS ENTITIES IN CONNECTION WITH THE IMEDIA SHARKS IN THE 6 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (ii) $10.
Certain states do not allow the exclusion or limitation of all warranties or of consequential or incidental damages, so the above limitations may not apply to you.
8. CHOICE OF LAW AND VENUE
Nevada law govern these Terms and your use of the IMedia Sharks, as well as any claim, cause of action or dispute that might arise between you and IMedia Sharks (a “Claim”), without regard to any of its conflict of law provisions. FOR ANY CLAIM BROUGHT BY EITHER PARTY, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN CLARK COUNTY, NEVADA.
You and we agree that any Claim you may have against any IMedia Sharks Entity shall be subject to binding arbitration, administered by JAMS, before a single arbitrator in an arbitration conducted in Clark County, Nevada. You may only assert your own, personal claim in any arbitration, and shall not assert and hereby waive any right to bring any class or representative claim.
- 1. We may close your account, suspend your ability to use certain portions of the IMedia Sharks, and/or ban you altogether from the IMedia Sharks for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, the IMedia Sharks, Your Content, IMedia Sharks Content, or any other related information.
- 2. In the event of any termination of these Terms, whether by you or us, Sections 1, 3, 5 – 13 will continue in full force and effect.
11. GENERAL TERMS
- 1. We reserve the right to modify, update, or discontinue the IMedia Sharks at our sole discretion, at any time, for any or no reason, and without notice or liability.
- 2. We may provide you with notices by e-mail, regular mail, or communications through the IMedia Sharks.
- 3. Nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
- 4. The Terms contain the entire agreement between you and us regarding your use of the IMedia Sharks, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms. You understand and agree that your continued access to or use of the IMedia Sharks after the effective date of modifications to the Terms indicates your acceptance of the modifications.
- 5. Any failure on IMedia Sharks’s part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
- 6. If any provision of the Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties’ intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
- 7. The Terms, and any rights or obligations hereunder, are not assignable, transferable or sub-licensable by you except with IMedia Sharks’s prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
- 8. The section titles in the Terms are for convenience only and have no legal or contractual effect.