YOU ("YOU") AGREE THAT BY USING WWW.TONYBROWNSJOURNAL.COM ("WEBSITE"), SUCH USE INDICATES YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS SET FORTH BELOW ("AGREEMENT"). THIS AGREEMENT GOVERNS YOUR USE OF THIS WEBSITE AND ALL CONTENT CONTAINED ON THIS WEBSITE MADE AVAILABLE BY TONY BROWN PRODUCTIONS, INC., A NEW YORK CORPORATION, ITS SUCCESSORS AND ASSIGNS ("WE" OR "US").
Prohibited Access for Persons Under the Age of 13.
Limited License to Use this Website
You are granted a single, non-exclusive and revocable license to view and access the content contained on this Website, any logos, text, graphics, headers, banners, images, coding, tags, videos, audio recordings, podcasts and similar recordings, applications, files or any other separate website element made available to You (collectively referred to as ”Materials”). You agree that no joint venture, partnership, employment or agency relationship exists between You and us as a result of this agreement or your use of this Website. You are responsible for obtaining and maintaining all equipment and services needed for your access to and use of this Website and are responsible for all related charges.
General Use Restrictions
As a condition of your access and use of this Website, You agree that: i) You will only use this Website and/or any of the Materials for personal, non-commercial purposes; ii) You will not to use the Website in any manner that could damage, disable, overburden, or impair the Website or interfere with another person's use and enjoyment of the Website, including uploading or introducing files that contain viruses, corrupted files, or any other similar software or other applications or programs that cause damage or interference with any computer, server or network; iii) You will not engage in any unauthorized use of any Materials in a manner that violates copyright laws, trademark laws or the laws of privacy and publicity of another; iv) You will not to use any data mining, robots, engage in any "harvesting or similar data gathering or extraction methods in connection with this Website; v) You will not otherwise engage in any hacking or attempt to gain unauthorized access to any portion of this Website; and vi) You agree to comply with all applicable laws and regulations of the United States and any other applicable International treaty, law or regulation governing your use of this Website. Use of this Website for any of the foregoing reasons is strictly prohibited. Additional use restrictions are contained elsewhere in this Agreement.
Compliance with Applicable Laws
We make no representation that the Materials available on this Website are appropriate or available for use in your jurisdiction. You are solely responsible for compliance with local laws in your jurisdiction or territory, to the extent applicable. Access and use of this Website from any jurisdictions where the Materials are illegal is strictly prohibited and we shall have no liability to You whatsoever in such case.
Our Intellectual Property
All Materials are either owned or licensed by us and are protected under our proprietary rights. Commercial use of any of the Materials contained on this Website is strictly prohibited. Except as otherwise stated, none of the Materials may be saved, downloaded, copied, reproduced in any electronic, digital or mechanical format or medium or by way of photocopying or otherwise, and may not be disseminated, distributed, re-published or used for any public display or performance, in any form or manner whatsoever without our prior written consent. We reserve the right to limit the amount of Materials displayed on this Website. You are restricted from, modifying or altering any copyright or other proprietary notice, or trademarks from any of the Materials found on this Website. In addition, the "look and feel" of this Website (including the unique combination of Website colors, page headers, graphics, icons, images and scripts, etc.) is considered by us to be valuable and protectable trade dress and may not be copied, imitated, or used (in whole or in part) by You without our prior written permission. This Website and all separate Website elements are protected under United States copyright laws. You may not engage in any "framing" of any page of this Website or otherwise of any of the Materials on this Website. Some of the Materials on this Website include embedded video and/or audio recordings and may include podcasts and other similar downloadable video or audio files from time to time. All video and audio recordings and files are owned by us unless otherwise stated in those Materials. Additionally, this Website may contain embedded video or audio recordings from external servers and third party websites including, but not limited to, YouTube.com, Vimeo, Google Video, etc. All such embedded recordings are owned by us regardless of whether they are hosted by any such third party websites and/or external servers.
We may provide products and/or certain services through this Website under the terms of a separate agreement with You (each additional agreement is referred to as an "Other Agreement"). The terms and conditions governing your purchase and use of any product or service we provide through this Website are contained exclusively in such Other Agreements and this Agreement shall not be deemed or construed to alter the terms of any such Other Agreements.
Trademarks And Service Marks Notice
All logos or any other trademarks, trade names or service marks and/or any other marks or logos posted on this Website, whether marked or unmarked, is either owned by us, an affiliate or subsidiary, or by some third party. No trademarks, trade names, service marks, etc. posted on this Website may be used without the prior written consent of the owner. We retain all rights, ownership, title and interest in all trademarks, trade names or service marks contained on the Website owned by us, whether or not we have registered for or have been granted any such protections under State and/or Federal law. Additionally, any use of any metatags or any other tags or text not openly visible on this Website which utilizes our name, trademark, service mark, or uses the name of any product or service offered by us without the our prior written permission is strictly prohibited. You are restricted from "co-branding this Website with any third party website, product or business. This means You are restricted from copying any trademark, logo, service mark, trade name or any other Materials on this Website and displaying the same on any other website in any manner that would provide any viewer to reasonably conclude that such website is or could be affiliated with this Website and/or the Website operator and/or has permission to display the contents of this Website or any Materials.
Intellectual Property Disclaimer
Any references made on this Website to any established trade names, trademarks, service marks, product names or any other third party intellectual property is strictly used for reference and identification purposes only. No ownership, affiliation or sponsorship exists between us and the owner of any referenced trademark, trade name, service mark, or with any specific good or service referenced on this Website. We do not endorse or recommend any services or products referenced on this Website unless otherwise expressly stated, however they may be referenced or identified.
External Hyperlinks Policy
We grant You permission to link to this Website, including "deep linking" to web pages within this Website. However, at all times You agree that: (1) You will only use a text link to link to this Website as it appears on your website and You will not use any trademark or logo or incorporate any type of "image link on your website using any of the Materials; (2) You will not engage in any "scraping" of the Materials by any means (i.e., extracting content from the Website and reformatting it, aggregating it with other content or redistributing it other than in its complete and original format); (3) You will not engage in any "framing" of any pages of this Website or any of the Materials by copying any displaying any portions thereof through use of any in-line links or by any other manner; and (4) You agree to display any web page within this Website in full including all trademarks, advertising, banner ads and all other promotional materials, unaltered and without any additional content not included on the original webpage, including any frame, border, margin, design, logo, branding, third party trademark or any other advertising or promotional materials not displayed on the original webpage. We reserve the right at any time, in our sole discretion, to revoke your right to link to any webpage on this Website. Any other use by You of any external links to this Website made in any manner other than according to these terms is strictly prohibited.
This Website may contain links to third party web sites not owned by us. Any external links are provided as a matter of convenience to You. This means that we do not endorse the content contained on any website linked to this Website or claim any affiliation or sponsorship with such third party website. By clicking on any external link, You understand you will be leaving this Website and will no longer be viewing any of the Materials. We have no control over the content contained in these other websites and have no obligation to review this content or information. If you decide to click on any of the links contained on this Website, You agree that You are doing so do entirely at your own risk. You agree that we are in no way responsible for the availability, reliability or performance of any websites linked to this Website. Additionally, we shall not be held responsible or liable, directly or indirectly, for any claim in connection with your use of such third party websites including, but not limited to, any computer viruses, data loss or any claims relating to any products or services sold on any third party websites.
USE AND ACCESS OF THIS WEBSITE AND OF ANY OF THE MATERIALS IS DONE AT YOUR SOLE RISK. THIS WEBSITE AND ALL MATERIALS ARE BEING PROVIDED "AS IS" AND "WITH ALL FAULTS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, REGARDING YOUR USE OR THE PERFORMANCE OF THIS WEBSITE OR RELATING TO YOUR USE OF ANY OF THE MATERIALS IN ANY MANNER WHATSOEVER INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO WARRANTY REGARDING THE QUALITY, USEFULNESS, PERFORMANCE OR RELIABILITY OF THIS WEBSITE OR OF ANY MATERIALS OR THAT THIS WEBSITE OR ANY MATERIALS WILL MEET YOUR EXPECTATIONS OF USE OR THAT THIS WEBSITE WILL BE UNINTERRUPTED, SECURE, ERROR FREE OR THAT ANY DEFECTS WILL BE CORRECTED IN A TIMELY MANNER BY US. WE ARE UNDER NO OBLIGATION TO UPDATE ANY OF THE MATERIALS OR OTHER INFORMATION CONTAINED ON THIS WEBSITE. WE DO NOT WARRANT THAT THIS WEBSITE OR ANY OF THE MATERIALS ARE APPROPRIATE OR LEGAL IN YOUR JURISDICTION OR THAT THIS WEBSITE OR ANY OF THE MATERIALS WILL BE FREE FROM VIRUSES, WORMS, TROJAN HORSES OR ANY OTHER CODE, APPLICATION OR PROGRAM THAT MAY CONTAIN HARMFUL ELEMENTS.
LIMITATIONS ON LIABILITY
YOU AGREE THAT WE SHALL NOT BE LIABLE TO YOU UNDER ANY CIRCUMSTANCES FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR ANY OTHER DAMAGES OF ANY KIND INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR REVENUES, LOST DATA OR LOSS OF GOODWILL, OR FOR ANY OTHER DAMAGES WHATSOEVER ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE THIS WEBSITE IN ANY MANNER WHATSOEVER INCLUDING YOUR USE OR RELIANCE ON ANY OF THE MATERIALS CONTAINED ON THIS WEBSITE OR CONTAINED ON ANY THIRD PARTY WEBSITE YOU ACCESS THROUGH THIS WEBSITE. WE SHALL NOT BE LIABLE TO YOU AS STATED HEREIN REGARDLESS OF THE CASUE OF ANY DAMAGE YOU MAY INCUR, INCLUDING ANY DAMAGES NOT FORSEEABLE BY US AND REGARDLESS OF THE NATURE OF ANY CLAIM, WHETHER FOR BREACH OF CONTRACT, BY STATUTE, FOR ANY TORTS (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE AND STRICT LIABILITY) OR FOR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE SAME. YOU ACKNOWLEDGE THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE UNKNOWN OR ARE UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF AND YOUR RIGHTS UNDER ANY LAW THAT OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS INCLUDING, TO THE EXTENT APPLICABLE, CALIFORNIA CIVIL CODE $1542.
Exceptions to Disclaimers And Limitations
Some jurisdictions do not allow the waiver of certain warranties or the limitation of liability for certain damages. Accordingly, some of the above warranty disclaimers and limitations of liability may not apply to you. To the extent that we may not disclaim any implied warranty or limit its damages, the scope and duration of any required warranties under law and the extent of our liability shall be as limited as allowed under any applicable laws.
Indemnification by You
You agree to indemnify and hold us harmless, including our directors, officers, shareholders, members, managers, employees, agents or attorneys, to the extent applicable, from any and all claims, liabilities, legal proceedings, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from or related to: i) Your use of and interaction with this Website in any way whatsoever; or ii) any violation of the terms and conditions of this Agreement; or iii) violation of any law; or iv) violation of the rights of any third party for which any suit or legal proceeding is brought against us related to such violation. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim and agree that we shall be entitled to exercise sole discretion over the control and manner of such defense.
Privacy And Communications Policy Consent
By using this Website, You consent to our use of any personal information provided by You through your use of this Website pursuant to the terms contained in our Privacy and Communications Policy. You also acknowledge that You have read and understand these terms before You submit any personal information on this Website for any reason.
We intend to comply with the requirements of the CAN-SPAM Act (15 U.S.C. $ 7701 et. seq.) at all times. We do not engage in sending any unsolicited SPAM or junk mail of any kind including sending out any email communications in bulk or by a single mailing to anyone. However, if You have registered to this Website or subscribed to receive any materials from us and provided your email, You may receive promotional emails regarding upcoming product offers, sales, contests, etc. We do not consider such communications to be unsolicited SPAM. You will always have an option to opt-out of receiving any such communications from us. Please see our Privacy and Communications Policy for more information on how we use any information we collect from You.
No person who accesses or uses this Website, including any registered users, may use any information collected from this Website to send any unsolicited email communications or email communications otherwise in violation of the CAN-SPAM Act. Such activities are strictly prohibited and a violation of these terms. We will immediately terminate the user account of any registered user (to the extent applicable) who has violated this provision. If You would like to opt-out from receiving any promotional emails from us, or if You would like to contact us for any other reason relating to this policy, including making any complaints regarding any emails sent to you or our email policy in general, please contact us at firstname.lastname@example.org. Please provide the reason why you are contacting us in the body of your email and a brief subject line description.
If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction, in whole or in part, to be invalid, illegal, or unenforceable in any respect, for any reason, the validity, legality and enforceability of the remainder of that provision, any other remaining provisions, and of the entire Agreement shall not in any way be affected or impaired thereby, and shall be interpreted, to the extent possible, to achieve the purposes as originally expressed with the provision found to be invalid, illegal or unenforceable. Each provision hereof is intended to be severable, and the validity, legality, or enforceability of any provision of this Agreement shall not affect the validity, legality, or enforceability of the remainder of the Agreement.
B. Entire Agreement
Except for the Privacy and Communications Policy or the terms of any Other Agreement, these terms supersede any and all prior and existing agreements, whether oral or in writing, between You and us with respect to your use and access of this Website and constitutes the entire agreement between the parties. This Agreement will be expressly incorporated by reference in each and every agreement between You and us regarding your use and access of this Website, including the terms of any Other Agreement.
C. Remedies/Attorney's Fees
In the event of a violation of this Agreement, we shall have each and every remedy available at law or equity in order to address such breach by You. In the event any party brings an action to enforce any provisions of this Agreement, whether such action is at law, in equity, or otherwise, and such party prevails in such action, such party shall be entitled, in addition to any other rights or remedies available to it, to collect from the non-prevailing party or parties the reasonable costs and expenses incurred in the investigation preceding such action and the prosecution of such action, including but not limited to reasonable attorney fees and court costs. YOU AGREE THAT ANY CLAIM MUST BE FILED WITHIN ONE (1) YEAR AFTER THE ACTS OR OCCURRENCES SUPPORTING SUCH A CLAIM, WITHOUT TOLLING FOR A FAILURE TO DISCOVER SUCH ACT OR OCCURRENCE. If You do not file a claim within the requisite one (1) year period, that claim(s) shall be waived and released and You shall be forever barred from asserting that claim(s).
D. Venue and Choice of Law
Any and all claims, demands, controversies or legal proceedings arising out of or related to this Agreement and/or your use of this Website may only be brought exclusively in any state or federal court situated in New York County, State of New York, U.S.A. and You hereby expressly agree to submit to the personal jurisdiction of such court(s) and consent to extra-territorial service of process. Further, You waive any right to challenge the selection and choice of jurisdiction and You acknowledge that the right of selection of jurisdiction being waived by You is a valid part of the consideration of allowing access to and use of this Website by You. This Agreement shall be construed and enforced in accordance with the laws of the State of New York, without regard to conflict of laws principles and without regard to any applicable International laws, treaties or regulations.
The waiver by us of a breach of any provision of this Agreement by You shall not operate or be construed as a waiver of any other or subsequent breach by You. Any non-enforcement of this agreement by us shall not be considered a waiver of our rights to enforce the terms hereunder.
G. Termination of Website Services
We reserve the right at any time, in our absolute sole discretion, to modify or terminate, either temporarily or permanently, this Website, any of the Materials or any services or functions offered by or through this Website, with or without notice. You agree that we shall not be liable to You or to any third party for any such modification or termination. These Website terms shall remain in full force and effect notwithstanding any termination of your use of this website.
The section titles in these Terms are for convenience only and have no legal or contractual effect. These Terms will be interpreted without application of any strict construction in favor of or against You or us.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by us without restriction.