checkouttv.com
Terms and Conditions of Use
1. General
PLEASE READ THE FOLLOWING TERMS
AND CONDITIONS CAREFULLY. These terms and conditions (“Terms”)
govern your use of this website located at www.checkouttv.com (“Site”)
provided by Premier Retail Networks, Inc. (“PRN,” “we” or “us”).
By using this Site, you (“You”) and other users of this Site
(collectively, “Users”) agree to these Terms. If You do not agree to
these Terms, do not access or use this Site.
2. Modifications
We may modify these Terms from
time to time without notice to You; and by Your use or access of the Site You
agree to be bound by such modifications. You should check these Terms
periodically for modifications. The most current version of these Terms is
available at: http://www.checkouttv.com/terms.php. We reserve the right, for any reason, in our sole discretion
and without notice to You, to terminate, change, suspend or discontinue any
aspect of this Site, including, but not limited to, information, data, text,
music, sound, photographs, graphics, video, messages or other materials (“Content”),
features and/or hours of availability, and we will not be liable to You or to
any third party for doing so. We may also impose rules for and limits on use
of this Site or restrict your access to part, or all, of this Site without
notice or liability. We have the right to change these rules and/or
limitations at any time, in our sole discretion.
3. Use of this Site
The Site is owned and operated by
PRN. We provide you with access to and use of this Site subject to your
compliance with these Terms. No material from this Site may be copied,
reproduced, republished, uploaded, posted, transmitted or distributed in any
way, except for as expressly provided in these Terms. You may download one
copy of materials (other than those which are not provided for download) on a
single computer for your personal, noncommercial home use only, provided that
you keep intact all proprietary rights notices. You are permitted to view,
copy and print informational pages available through this Site subject to your
agreement that:
(a)
Your use of the Content is only
for informational, evaluation, personal and noncommercial purposes only;
(b)
You will not modify the
information or graphics;
(c)
You will not copy or distribute
the graphics separate from their accompanying text and you will not quote
materials out of their context;
(d)
You will reproduce and display the
appropriate copyright and trademark notices on all documents or portions of
documents and retain any other copyright and other proprietary notices on every
copy You make; and
(e)
You agree that we may revoke this
permission at any time and that you will immediately cease your activities
related to this permission upon notice from us of such revocation.
The permission above does not
include permission to copy the design elements, look and feel or layout of this
Site.
4. User
Conduct
Certain areas of this Site allow You
to email or otherwise transmit Content. You understand and expressly agree
that PRN assumes no responsibility or liability for any Content that You email or
otherwise transmit and that You are solely and entirely responsible for any
such Content. By e-mailing or otherwise transmitting Content, You warrant and
represent that You are the sole owner of such Content or have been granted all
rights necessary to use, email and transmit such Content by the owner. You
agree to comply with all treaties, laws, rules and regulations applicable to
your use of this Site. You agree that while using this Site You will not:
(a)
email or otherwise transmit any
Content that is unlawful, harmful, threatening, abusive, harassing, tortious,
defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful,
or racially, ethnically or otherwise objectionable;
(b)
email or otherwise transmit
through this Site any materials that are protected by copyright, or other
proprietary or intellectual property right, or derivative works with respect
thereto, except as specifically permitted herein or without first obtaining permission
from us and the owner or such rights,
(c)
harm minors in any way;
(d)
impersonate any person or entity,
including, but not limited to, a PRN representative or falsely state or
otherwise misrepresent your affiliation with a person or entity;
(e)
forge headers or otherwise
manipulate identifiers in order to disguise the origin of any Content
transmitted through this Site;
(f)
email or otherwise transmit any
Content that You do not have a right to transmit under any law or under
contractual or fiduciary relationships (such as inside information, proprietary
and confidential information learned or disclosed as part of employment
relationships or under nondisclosure agreements);
(g)
email or otherwise transmit any
Content that infringes any patent, trademark, trade secret, copyright or other
proprietary rights of any party;
(h)
email or otherwise transmit any
unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,”
“chain letters,” “pyramid schemes,” or any other form of solicitation;
(i)
email or otherwise transmit any
material that contains software viruses or any other computer code, files or
programs designed to interrupt, destroy or limit the functionality of any
computer software or hardware or telecommunications equipment;
(j)
interfere with or disrupt this
Site or servers or networks connected to this Site, or disobey any
requirements, procedures, policies or regulations of networks connected to this
Site;
(k)
“stalk” or otherwise harass
another person;
(l)
restrict or inhibit any other User
from using and enjoying this Site;
(m)
engage in conduct or encourage
conduct that would constitute a criminal offense or give rise to civil
liability;
(n)
email or otherwise transmit any
Content that contains advertising of any kind, or false or misleading
indications of origin or statements of fact;
(o)
download, upload, e-mail, post,
publish, transmit, reproduce, distribute or in any way exploit any information
or other material obtained through this Site for commercial purposes (other
than as expressly permitted by the provider of such information or other
material);
(p)
engage in spoofing or flooding;
(q)
harvest, collect or store
information about this Site, its Users or the Content posted on this Site;
(r)
upload, sell, post, publish,
reproduce, transmit or distribute in any way any component of this Site itself
or derivative works with respect thereto, as this Site is copyrighted as a
collective work under U.S. copyright laws; or
(s)
attempt to gain unauthorized
access to this Site, other accounts, computer systems or networks connected to this
Site.
5. Reservation
of Rights.
You
understand that the technical processing and transmission of this Site,
including without limitation Content, may involve (a) transmissions over
various networks; and (b) changes to conform and adapt to technical requirements
of connecting networks or devices. PRN assumes no responsibility for the
transmission or failure to transmit Content submitted by You or other Users. Any
or all submissions or Content on this Site may be purged periodically in PRN’s
sole discretion. You acknowledge and agree that Content You view is at your
own discretion and risk, including any reliance on the accuracy, completeness
or usefulness of such Content. You acknowledge that You use any and all Content
created by, submitted to or obtained from PRN at your sole risk. PRN does not support or endorse any Content
or other information submitted by You or any other User. We assume no
liability for the Content submitted by Users or for any damages arising
therefrom. You acknowledge and agree, that we do not have any obligation to
monitor this Site, but that we do retain the right to do so and to disclose any
information as necessary or appropriate to satisfy any law, regulation or other
governmental request, to operate this Site properly, or to protect ourselves
and/or our Users. We reserve the right to remove any Content or materials from
any portion of this Site, in whole or in part, for any reason or no reason.
6. Privacy
Policy; User Information
In addition to these Terms, your use
of this Site and any Content that You provide through this Site, including our
use of any personal information that You provide to us through the Site shall
be governed by our “Privacy Policy” available at http://www.checkouttv.com/privacy.php.
We urge You to read our Privacy Policy.
7. International
Use
We control and operate this Site
from our offices in the United States of America. We do not represent that
materials on this Site are appropriate or available for use in other
locations. Persons who choose to access this Site from other locations do so
on their own initiative, and are responsible for compliance with local laws, if
and to the extent local laws are applicable. You agree to comply with all
local rules regarding online conduct and acceptable Content. Without limiting
the generality of the foregoing, You agree to comply with all applicable laws
regarding the transmission of technical data exported from the United States or
the country in which You reside. By providing any personal information to this
Site, all Users, including without limitation Users in the European Union,
fully understand and unambiguously consent to the collection and processing of
such information in the United States.
8. Proprietary
Rights
As between You and PRN, (including
our affiliates), PRN is the owner and/or authorized licensee of any trademark,
registered trademark and/or service mark appearing on this Site, and is the
copyright owner or licensee of the Content and/or information on this Site,
unless otherwise indicated. Product names, logos, designs, titles, words or
phrases may be protected under law as the trademarks, service mark or trade
names of PRN, its affiliates or its licensors. Such trademarks, service marks
and trade names may be registered in the United States and internationally. Premier
Retail Networks®, PRN® and other PRN product and service names are trademarks
of PRN, its affiliates or its licensors (the “Marks”). Without PRN’s or
its licensor’s prior permission, You may not display or use the Marks in any
manner. Nothing on this Site shall be construed to grant any license or right
to use any Mark without the written consent of PRN or its applicable licensors.
Except as expressly provided
herein, use of this Site does not grant You a license to any Content, features
or materials You access on this Site and You may not modify, rent, lease, loan,
sell, distribute or create derivative works of this Site, its Content, features
or materials, in whole or in part. Any commercial use of this Site is strictly
prohibited, except as allowed herein or otherwise approved by us. You may not
download or save a copy of any of the Content or screens for any purpose except
as expressly provided by these Terms. If You use of this Site or the Content,
in any way other than as expressly permitted by these Terms, in doing so You
may violate copyright and other laws of the United States and other countries,
as well as applicable state laws, and may be subject to liability for such
unauthorized use. We do not grant any license or other authorization to any
User of any trademarks, registered trademarks, service marks, other
copyrightable material or any other intellectual property by including them on this
Site. The Content on this Site is protected by law, including but not limited
to applicable copyright law.
9. User’s
Grant of License.
By submitting Content, feedback,
suggestions or other material to PRN through the Site, You grant PRN a fully
paid, royalty-free, unrestricted, worldwide, perpetual, irrevocable, nonexclusive
and fully sublicensable right and license to use, develop, market, reproduce,
modify, adapt, publish, translate, create derivative works from, distribute,
transmit, broadcast, publicly perform, publicly display and otherwise exploit any
such Content, feedback, suggestions or other material (in whole or part)
worldwide and/or to incorporate it in other works in any form, media or
technology now known or later developed. In operating this Site, PRN may seek
Content that originates with You and other Users. Notwithstanding the
foregoing, PRN does not solicit nor does it wish to receive any confidential,
secret or proprietary information from You through this Site, PRN’s mail and
email addresses or in any other way. Any Content, information, feedback,
suggestions or other material submitted or sent to PRN will be deemed not to be
confidential or secret. By submitting or sending Content, feedback,
suggestions or other material to PRN You represent and warrant that such
Content, feedback, suggestions and other material is original to You and that
no other party has any rights therein. You also warrant and agree that any “moral
rights” in Content submitted by You have been waived.
10. No
Confidentiality.
Except for “Personally
Identifying Information,” which is defined in and treated by PRN pursuant
to the Privacy Policy, You agree and acknowledge that any and all
communications and/or information transmitted by You to this Site will not be
treated as confidential or proprietary, subject to our Privacy Policy. Please
read our Privacy Privacy for more information.
11. Security.
You understand and acknowledge
that no data transmission over the internet can be guaranteed to be 100% secure
and we cannot guarantee that any personal information You submit to us will be
free from unauthorized third party intrusion. You understand and agree that
all information You submit to PRN to this Site is done so at your own risk.
12. Internet
Access.
PRN
shall not be responsible for any malfunctions, errors, crashes or other adverse
events that may occur from your use of this Site.
13. Links
from and to this Site.
You may be able to link to third
party web sites (“Linked Sites”) from this Site. Linked Sites are not,
however, reviewed, controlled or examined by PRN in any way and PRN is not
responsible for the content, availability, advertising, products, information
or use of User information or other materials of any such Linked Sites, or any
additional links contained therein. These links do not imply PRN’s endorsement
of or association with the Linked Sites. It is your sole responsibility to
comply with the appropriate terms of service of the Linked Sites as well as
with any other obligation under copyright, secrecy, defamation, decency,
privacy, security and export laws related to the use of such Linked Sites and
any content contained thereon. In no event shall PRN be liable, directly or
indirectly, to anyone for any loss or damage arising from or occasioned by the
creation or use of the Linked Sites or the information or material accessed
through these Linked Sites. You should direct any concerns to that site's
administrator or Webmaster. PRN reserves the exclusive right, at its sole
discretion, to add, change, decline or remove, without notice, any feature or
link to any of the Linked Sites from this Site and/or introduce different
features or links to different Users.
Permission must be granted by us
for any type of link to this Site. To seek our permission, You may write to
PRN. We reserve the right, however, to deny any request or rescind any
permission granted by us to link through such other type of link, and to
require termination of any such link to this Site, at our discretion at any
time.
14. Dealings
with Third Parties
Your dealings with other entities
promoted on or through this Site, including payment and delivery of related
goods or services, and any other terms, conditions, warranties or
representations associated with such dealings, are solely between You and such
other entity. You agree that PRN shall not be responsible or liable for any
loss or damage of any sort incurred as the result of any such dealings or as
the result of the promotion of such other entities on this Site.
15. Failure
to Comply With Terms and Termination.
PRN, in its sole discretion, may
terminate your access to and/or use of this Site for any reason without prior
notice. You acknowledge and agree that PRN may prevent your use and/or access
to this Site. PRN will not be liable to You or any third-party for any
termination of your access to this Site. Without limiting the generality of
the foregoing, You acknowledge and agree that we may deny You access to all or
part of this Site without prior notice if You engage in any conduct or
activities that we, in our sole discretion, believe violate any of these Terms,
violate the rights of PRN or are otherwise inappropriate for continued access.
16. Indemnity.
You agree to defend, indemnify and
hold PRN, its directors, officers, employees, agents and affiliates harmless
from any and all claims, liabilities, damages, costs and expenses, including
reasonable attorneys' fees, in any way arising from or related to your use of this
Site, your violation of these Terms or transmission of any Content, feedback,
suggestions or other material on or through this Site by You, including, but
not limited to, any third party claim that the Content, feedback, suggestions
or other material (or any part thereof) You uploaded or submitted infringes any
copyright, trademark, trade name or patent right of a third party, defames or
invades any right of publicity or privacy, or otherwise infringes any other
proprietary right.
17. DISCLAIMER
OF WARRANTIES
YOU UNDERSTAND AND AGREE THAT:
THE SITE, INCLUDING, WITHOUT
LIMITATION, ALL CONTENT, FUNCTIONALITY, MATERIALS AND SERVICES, IS PROVIDED “AS
IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING,
WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING
SERVICES OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY,
ACCURACY, COMPLETENESS, USEFULNESS, OR CONTENT OF INFORMATION, AND ANY
WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE. PRN DOES NOT WARRANT THAT THE SITE OR THE FUNCTIONALITY,
CONTENT OR SERVICES MADE AVAILABLE THEREBY WILL BE TIMELY, SECURE,
UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. PRN MAKES NO
WARRANTY THAT THE SITE WILL MEET USERS’ EXPECTATIONS OR REQUIREMENTS. NO
ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED
BY YOU THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING
THE SITE.
ANY MATERIAL DOWNLOADED OR
OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION
AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS
FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
PRN
doES not endorse, warrant or guarantee any products or services offered OR
PROVIDED BY OR ON BEHALF OF THIRD PARTIES on OR THROUGH this Site. PRN IS not
a party to, and doES not monitor, any transaction between Users and third party
providers of products or services WITHOUT THE DIRECT INVOLVEMENT OF PRN.
18. LIMITATION
OF LIABILITY
IN NO EVENT SHALL PRN, ITS
AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS,
OR CONTENT OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR
DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, THE SITE
OR THE CONTENT, MATERIALS AND FUNCTIONALITY RELATED THERETO, INCLUDING, WITHOUT
LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR
SALES, OR COST OF SUBSTITUTE SERVICES, EVEN IF PRN OR ITS REPRESENTATIVE OR
SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME
JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY SO SOME OF
THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL
LIABILITY OF PRN TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER
IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE)
ARISING FROM THESE TERMS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE,
$100.00.
19. Copyright
Agent.
If You believe that your work has
been copied in a way that constitutes copyright infringement, please forward
the following information in writing to the Copyright Agent named below:
(a) Information
reasonably sufficient to permit us to contact You, such as Your name, address,
telephone number and email address;
(b) Identify
the copyrighted work that You claim has been infringed, or if multiple
copyrighted works at this Site are covered by the notice, identify a
representative list of such works;
(c) Identify
the material that You claim is infringing, or 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;
(d) A
statement by You that You have a good faith belief that the use of the material
in the manner complained of is not authorized by the copyright owner, its
agent, or the law;
(e) A physical
or electronic signature of a person authorized to act on behalf of the owner of
the copyright interest that is allegedly infringed; and
(f) A
statement by You, made under penalty of perjury, that the information provided
in the notice is accurate and that You are authorized to act on behalf of the
owner of the copyright that is allegedly infringed.
Our Copyright Agent is:
Arthur J. Songey
Chief Financial Officer
Premier Retail Networks, Inc.
600 Harrison Street, 4th Floor
San Francisco, CA 94107
20. Applicable
Law/Jurisdiction.
You agree that the laws of the
state of California, excluding its conflicts-of-law rules, shall govern
these Terms. Please note that your use of this Site may be subject to other
local, state, national, and international laws. You expressly agree that
exclusive jurisdiction for any claim or dispute with PRN or relating in any way
to your use of this Site resides in the state and federal courts of San
Francisco County, California, and You further agree and expressly consent to
the exercise of personal jurisdiction in the state and federal courts of San
Francisco County, California, in connection with any such dispute and including
any claim involving PRN or its affiliates, subsidiaries, employees,
contractors, officers, directors, telecommunication providers and content
providers.
21. Notices
Notices to You may be made via either email or regular
mail. The Site may also provide notices of changes to these Terms or other
matters by displaying notices or links to notices to You on this Site. Any inquiries concerning these
Terms should be directed to: Premier Retail Networks, Inc./Checkout TV, Attn:
Legal Department, 600 Harrison Street, 4th Floor, San Francisco, CA
94107.
22. General
Information
These Terms and the Privacy Policy constitute the entire
agreement between You and PRN and govern your use of this Site, superceding any
prior agreements between You and PRN. You also may be subject to additional
terms and conditions that are applicable to certain parts of this Site. The
failure of PRN to exercise or enforce any right or provision of these Terms
shall not constitute a waiver of such right or provision. If any provision of these
Terms is found by a court of competent jurisdiction to be invalid, the parties
nevertheless agree that the court should endeavor to give effect to the
parties’ intentions as reflected in the provision, and the other provisions of these
Terms remain in full force and effect. You may not assign these Terms or any
of your rights or obligations under these Terms without PRN’s express written
consent. These Terms inure to the benefit of PRN’s successors, assigns and
licensees. The section titles in these Terms are for convenience only and have
no legal or contractual effect.
Copyright
© 2005 Premier Retail Networks, Inc. All Rights Reserved.
