Artist Magnet, LLC (“AM“, “we” or “us“) is an online service provider that provides a set of services and technology applications that enable users to create their own Networks utilizing our technology platform (the “AM Platform“). AM is not involved in the management of Networks on the AM Platform and is not involved in the decisions relating to the focus of Networks or the Content uploaded or published to Networks using the AM Platform. These are your Networks and, as a Network Creator, you are responsible for managing them in all respects in compliance with these Terms of Service.
The AM Application Developer Terms (the “Other AM Terms”) are hereby incorporated by reference into these Terms of Service. These Terms of Service, including, the Other AM Terms and any Guidelines and future modifications (collectively the “Terms of Service” or “Agreement“) govern your use of the AM Platform and is a legal contract between you and AM.
The AM Platform is not directed to children younger than 13 and is offered only to users 13 years of age or older. If you are under 13 years old, please do not use the AM Platform. Any person who provides their personal information through the AM Platform represents to us that they are 13 years of age or older.
You represent that you are fully able and competent to enter into the terms, conditions, obligations, representations and warranties set forth in these Terms of Service. If you are using or creating a Network on the AM Platform as a representative of a company or legal entity, (i) you represent that you have the authority to enter into this Agreement on behalf of that company or entity, and (ii) you agree that the terms “you” and “your” in this Agreement refers to your company or legal entity.
By registering with us or using or browsing the AM Platform, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree to these terms, you can stop using the AM Platform at any time.
“Content” means (i) any work of authorship in a Network, including, comments, recommendations, forums, photos, videos, music, sounds, images, text, files, listings, logos, trademarks, postings, messages, tags and other content added to or submitted with any of the foregoing; or (ii) other materials posted on or transmitted through any Network or the AM Platform. “Your Content” is any Content that you submit to a Network or the AM Platform, either as a Member or Network Creator (each as defined below). If you are a Network Creator, Your Content includes the name, logo, trademark, brand features and other Content that you make available. Content does not include Network Code or Platform Code.
“Members” are users who have registered with a particular Network on the AM Platform. “Your Members” are Members who have registered with Your Network.
“Networks” consist of Network Code and other Content and are web applications running on top of the AM Platform. Networks are created by Network Creators and are provided for their Members of that Network to interact and connect with other Members. Network features may include Member profiles, friends, invitations, discussion forums, photo sharing, video sharing, music and podcast sharing, events, latest activity streams, RSS feeds, pages, ratings, reviews, and recommendations, among others as well as Third Party Applications. If you are a Network Creator, “Your Network” is a Network created and operated by you on the AM Platform.
“Network Creator” is a user who creates, manages and operates one or more Networks on the AM Platform. A Network Creator is by definition a Member of each of his or her Networks.
“Network Data” means all data collected from a Network or Member and includes registration information (including the Internet protocol (IP) address used by a Member at the time of registration), profile data, answers to Network profile questions, all Content and other information contributed by Members, and statistical information and analytics relating to usage and interactions within the Network.
“AM Technology” means the past, present and future content of the AM Platform, including all software in any format (including the Platform Code and Network Code), hardware, products, processes, algorithms, user interfaces, know-how, techniques, organization, designs, text, images, photographs, illustrations, audio or video material, artwork, graphic material, themes, podcasts, advertising copy, databases, proprietary information, all copyrightable or otherwise legally protectable elements of the AM Platform and all other tangible or intangible materials related to, displayed, performed or distributed on the AM Platform and the AM Platform itself, including, the selection, sequence, and “look and feel” and arrangement of items on the AM Platform, and all AM Marks (as defined below), domain names, patents, and other intellectual property. AM Technology does not include Your Content or Your Code.
“Platform Code” means the proprietary portion of the AM Platform that is used to interpret the Network Code and other services available on the AM Platform.
“Third Party Software” means software that is licensed to you by third parties, including software that is subject to so-called “open source” licenses, which means any software licenses approved as open source licenses by the Open Source Initiative or any substantially similar licenses, including any license that, as a condition of distribution of the software licensed under such license, requires that the distributor make the software available in source code format, and including the GNU General Public License.
“Themes” means any Content or combination of script, code, or other computer software that constitute a theme on the AM Platform. “AM Theme” means a Theme created by AM. “Third Party Theme” means a Theme not created by AM.
“Users” are all end users of the AM Platform, and include Network Creators, Members, Third Party Application Developers, and any unregistered users or browsers.
“Your Code” means any script, code, or other computer software created by you that interacts with the AM Platform.
2. Creating Your Own Network
The AM Platform is designed to give Network Creators and their Members the freedom to create and control their own experiences on Networks. Subject to this Agreement, as a Network Creator, you are responsible for controlling and managing your Network in all respects and as between AM and you, you own all of Your Code, Your Content, and Your Network Data. AM does not claim any ownership rights in Your Code, Your Content, or Your Network Data. In addition, Members of Your Network are your responsibility and AM does not assume or accept any responsibility for the actions, conduct or Content of Your Members.
3. AM Product Plans And Payment
AM Product Plans
As a Network Creator, you must purchase a AM Product Plan to receive additional features on the Network. AM may choose to temporarily change the fees for promotional or new services, and such changes are immediately effective when AM posts the temporary promotional event or new service on the AM Platform. At the end of your promotional period, your fees will automatically revert to the then-current fees for the applicable AM Product Plan. Any changes to fees for the AM Product Plans that are not temporary or promotional will be effective after we provide you with notice. Unless otherwise stated, all fees are quoted in U.S. Dollars.
You are responsible for paying all fees and applicable taxes associated with the AM Product Plans in a timely manner with a valid payment method. You authorize AM or its third party payment providers to charge your credit card, charge card, debit card, PayPal, or financial institution account (herein “Payment Method“) for all charges to your accounts with AM. Your Payment Method will be charged the current fee for the AM Product Plans you choose promptly following the end of your free trial period.
You agree that your AM Product Plans will continue in effect unless and until you cancel it or AM terminates it. Unless so cancelled or terminated, AM will automatically charge the applicable fee (and any taxes, if applicable) to your Payment Method at the beginning of each recurring billing period. For example, if you choose a AM Product Plan with a monthly billing plan, you will be billed each successive month on or about the same date of the month that you initially clicked the purchase button (or otherwise elected to make a purchase). Additionally, we may offer a pre-pay payment option (such as annual billing) for payment of AM Product Plans (“Pre-Payment Plan”). If you opt for a Pre-Payment Plan, your Payment Method will be charged the then-current fee for that AM Product Plan at the commencement of the initial period and each renewal period.
You acknowledge and agree that any credit card and related billing and payment information that you provide to AM may be shared by AM with companies who work on AM’s behalf, such as payment processors and/or credit agencies, solely for the purpose of checking credit, effecting payment to AM and servicing your account. The terms of your payment will be based on your chosen Payment Method and may be determined by agreements between you and the financial institution providing such Payment Method. You agree to pay AM all charges incurred under your account for any AM Product Plans in which you or anyone else who uses your account enroll in accordance with this Agreement. If your Payment Method fails or your account is otherwise past due, (a) you agree to pay all amounts due on your account upon demand, (b) AM may collect fees owed using other collection mechanisms (this includes charging other payment methods on file with us) and (c) AM reserves the right to either suspend or terminate your AM Product Plans or your account with AM. Please note that this means that if your account is past due, or if you have otherwise terminated or suspended your AM Product Plan, access to your Network may be disabled and all items in Your Network, including its Content and Network Data, may be permanently deleted from the AM Platform.
AM Product Plans are subject to the billing and refund policy set forth here. Any fees charged to your account are non-refundable. You agree to submit any disputes regarding any charge to your account in writing to AM within thirty (30) days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge. Refunds (if any) made pursuant to such dispute, are at the discretion of AM.
You are responsible for paying any governmental taxes imposed on your use of the AM Platform, including, but not limited to, sales, use, or value added taxes. If requested, you will promptly furnish to AM the applicable receipts and/or certificates regarding such remittances as soon as reasonably practicable. To the extent that AM is obligated to collect such taxes, the applicable tax will be added to your billing account.
4. Your Code and Licenses to Your Code
You hereby grant AM a non-exclusive, worldwide, transferable, royalty-free right and license to use, access, store, cache, publicly display and publicly perform your data (“Your Code”) (a) for the purpose of operating and making Your Network available for interaction with the AM Platform and in all current and future media in which the AM Platform may now or hereafter be distributed or transmitted; or (b) for our internal business purposes so that we may derive metrics and analytics relating to the AM Platform and Your Network.
You are responsible for making sure that you have all rights in Your Code and all rights that are necessary for you to grant the foregoing licenses to Your Code. You are solely responsible for ensuring that Your Code is compatible with any AM Technology. AM disclaims any liability or responsibility for any unauthorized use of Your Code by third parties or Users of Your Network and is not responsible for protecting Your Code.
5. Your Content and Licenses to Your Content and Network Data
The Content that you upload to any Network needs to comply with the terms of this Agreement. You hereby agree that if Your Content is removed from any Network due to a violation of these Terms of Service, including in response to any valid DMCA (as defined below) take down notice or because such Content contains illegal images, AM shall have the right to use and reproduce Your Content in any manner without restriction, including in response to any subpoena or other judicial or administrative order, to assist government enforcement agencies or otherwise required by law and to protect the rights, property or safety of AM, any User or individual, or the general public.
You are solely responsible for Your Content and Network Data. You are responsible for making sure that you have all rights in Your Content and Network Data, including the rights necessary for you to grant the foregoing licenses to Your Content and Network Data. You understand that whether or not Your Content is published or marked private by you, AM does not guarantee any confidentiality or privacy with respect to any of Your Content or Network Data.
Additionally, you understand and agree that Your Content and Network Data that is displayed on the AM Platform may continue to appear on the AM Platform, even after you have terminated your account, as portions of Your Content may have been incorporated into Member profiles, RSS feeds or other features.
In addition to the rights, licenses and privileges referred to above, you agree that AM may use and refer to your Network (including screen shots), trademarks, service marks, trade names, image, character, logos, domain names and other distinctive brand features or identification in marketing materials, press releases, financial reports, presentations, website materials, customer lists and other media now known or hereafter discovered in connection with the marketing, advertising and promotion of the AM Platform, and any products, goods, features, capabilities and/or services associated with the AM Platform.
As a Network Creator or Member you acknowledge that AM and its designees reserve the right, but shall have no obligation, to pre-screen, filter, remove, refuse to accept, post, display, or transmit any Content through or on any Network or the AM Platform in whole or in part at any time for any reason or no reason with or without notice and with no liability of any kind.
If a Network or Member account is removed from the AM Platform, the Content associated with that Network may also be deleted at the discretion of the Network Creator or AM. We encourage you to be sure you are comfortable with this possibility before contributing Your Content to a Network. You should be aware that AM is not required and may not keep back-up copies of Content on the AM Platform once the Network or Content is deleted. Additionally, AM makes no guarantee, either during or after the term of this Agreement, that Your Content will be safely stored on the AM Platform and you should independently back-up and archive Your Content.
6. Licenses From AM
You agree that, as between you and AM, all the intellectual property rights in the AM Technology are owned by AM or its licensors.
Except as expressly permitted under this Agreement, you agree not to, nor will you allow any third party (whether or not for your benefit) to:
Run, rent, lease, loan, or sell access to the AM Platform or the AM Technology. Decompile or reverse engineer or attempt to access the source code of the software underlying the AM Platform or AM Technology. Copy, archive, store, reproduce, rearrange, modify, adapt, download, upload, create derivate works from, display, perform, publish, distribute, redistribute or disseminate any AM Technology. Access the AM Platform to build a product using similar ideas, features, functions, interface or graphics of the AM Platform. Access (or attempt to access) any service on the AM Platform by any means other than as permitted in these Terms of Service. Circumvent, disable or otherwise interfere with security related features of the AM Platform or features that prevent or restrict use or copying of any Content or Third Party Content or enforce limitations on use of the AM Platform or the Content and Third Party Content therein. Access the AM Platform to upload Your Code or Your Content to cause a breach of security to the AM Platform or any Network or interfere with the proper working of the AM Platform or prevent others from using the AM Platform. Delete the copyright and other proprietary rights notices on the AM Platform.
7. Independent Development; Feedback
You agree that AM may be independently developing software, content and other products or services that may be similar to Your Code and Your Content and nothing in the Agreement will be construed as restricting or preventing AM from creating, using or offering for use such software, content and other items, without any obligation to you.
You may from time to time choose, in your sole discretion, to provide suggestions, comments, improvements, ideas, recommendations or other feedback or materials to us related to Your Network or the AM Platform (including the Network Code and Platform Code). If you choose to provide us any such Feedback, you hereby assign all ownership in and to such Feedback to us, and acknowledge that we will be entitled to use and implement any such Feedback in any manner without restriction, and without any obligation of confidentiality, attribution or compensation to you. To the extent the foregoing is deemed ineffective, you also hereby grant AM a nonexclusive, perpetual, irrevocable, transferable, sublicensable, royalty free, fully paid up license to use such Feedback.
8. Required AM Notices
AM trademarks, logos, images, service marks, trade names and other distinctive branding features used on the AM Platform (“AM Marks“) are the trademarks of AM and may not be used without permission. AM is not granting you a license under any intellectual property right to the AM Marks. Other trademarks, logos, and trade names that may appear on the AM Platform are the property of their respective owners.
9. AM Ownership Rights
You agree that, as between you and AM, AM owns all right, title and interest, including, all intellectual property rights, in and to the AM Technology. Any rights not expressly granted herein, are reserved to AM. You agree to abide by all copyright notices, information, or restrictions contained in any part of the AM Platform. You must not alter, delete, or conceal any copyright, trademark, patent, or other notices contained on the AM Platform, including notices on any AM Technology you download, transmit, display, print or reproduce from or using the AM Platform.
10. Third Party Content and Hyperlinks to Third Party Sites
Networks may contain features and functionalities that allow access to third party content, including websites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole. Any such activities, and any terms associated with such activities, are solely between you and the applicable third party. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You are solely responsible for your dealings with any third party, including the use of applications or services and the delivery of and payment for goods and services. Should you have any problems resulting from your use of any third party services, or should you suffer data loss or other losses as a result of problems with any of your other service providers or any third party services, you agree that AM will not be responsible.
Additionally, Code, Content or Themes from Users, third parties, or advertisers, including, information about third party products and services and any Third Party Applications, may be made available to you through Networks (“Third Party Content“) on the AM Platform. The inclusion of Third Party Content on the AM Platform does not imply our affiliation or endorsement of such Third Party Content. Because we do not control Third Party Content, you agree that we are not responsible for any such Third Party Content, including the accuracy, integrity, quality, legality, usefulness, safety or intellectual property rights of or relating to such Third Party Content, it is the sole responsibility of the person from which such Third Party Content originated, and AM has no obligation to monitor such Third Party Content. Notwithstanding the foregoing, AM or its designees reserves the right, but shall have no obligation, to pre-screen, filter, remove, refuse to accept, post, display or transmit any Third Party Content (including on any Network) in whole or part at any time for any reason or no reason with or without notice and with no liability of any kind. You are solely responsible (and assume all liability and risk) for determining whether or not such Third Party Content is appropriate or acceptable to you. You understand that by using the AM Platform you may be exposed to Third Party Content that is offensive, indecent or objectionable, and that you use the AM Platform at your own risk.
Additionally, AM or third parties may provide hyperlinks on Networks, or any other form of link or redirection of your connection to other sites (“Third Party Sites“). These Third Party Sites are in no way integrated into the AM Platform and the inclusion of any link on a Network does not imply AM’s affiliation or endorsement of the linked site, their business practices (including their privacy policies) or any information therein. AM expressly disclaims responsibility for, the accuracy, quality, legality, nature, availability or reliability of Third Party Sites linked to by or through the AM Platform. ACCESS AND USE OF THIRD PARTY SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON THIRD PARTY SITES OR AVAILABLE THROUGH THIRD PARTY SITES, IS SOLELY AT YOUR OWN RISK.
11. Representations and Warranties
You represent and warrant to AM that: (a) you will comply with all applicable local, state, national and international laws (including the CAN-SPAM Act of 2003), rules, and regulations in connection with your use of the AM Platform including your promotional or other activities on or off the AM Platform that relate to Your Network; (b) you have the right to grant to AM the rights granted herein and you own or have all necessary rights, title and interest in and to Your Code, Your Content and Your Art Assets (as defined below); (c) Your Code, Your Content and Your Art Assets do not and will not (i) infringe, violate or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral rights, privacy rights, rights of publicity, or any other intellectual property or proprietary right, or (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any person; and (d) none of Your Code, Your Content, Your Art Assets or Your Network contains any viruses, Trojan horses, trap doors, back doors, Easter eggs, worms, time bombs, cancelbots, or other computer programming routines that may potentially damage or interfere with the AM Platform, or intercept or expropriate any system data or personal information from the AM Platform.
12. Acceptable Use and Conduct
You are solely responsible for your conduct, Your Networks, Your Code, and Your Content on the AM Platform. We want to keep the AM Platform safe and fun for everyone and the use of the AM Platform for unlawful or harmful activities is not allowed. In defining “safe and fun,” you specifically agree that:
You will not post, email or make available any Content to Users or use the AM Platform:
In a manner that infringes, violates or misappropriates any third party’s intellectual property rights or other proprietary rights or contractual rights; in a manner 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; to engage in spamming, “chain letters,” “pyramid schemes”, advertisement of illegal or controlled products or services, or other advertising or marketing activities that violate these Terms of Service, any applicable laws, regulations or generally-accepted advertising industry guidelines, including to other Users whether on or off the AM Platform in connection with Your Network; in a manner that is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent or misleading purposes; in a manner that is libelous or defamatory, or in a way that is otherwise threatening, abusive, violent, harassing, malicious or harmful to any person or entity, or invasive of another’s privacy; in a manner that is harmful to minors in any way; in a manner that is hateful or discriminatory based on race, color, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by AM; to impersonate a AM employee, or any other person, or falsely state or otherwise misrepresent your affiliation with any person or entity, or to obtain access to a Network or the AM Platform without authorization; to interfere or attempt to interfere with the proper working of the AM Platform or prevent others from using the AM Platform, or in a manner that disrupts the normal flow of dialogue with an excessive number of messages (flooding attack) to the AM Platform, or that otherwise negatively affects other persons’ ability to use the AM Platform; to use any manual or automated means, including agents, robots, scripts, or spiders, to access or manage any user’s account or to monitor or copy the AM Platform (including the Network Code or Platform Code) or the content contained therein; to facilitate the unlawful distribution of copyrighted content; in a manner that includes personal or identifying information about another person without that person’s explicit consent; in a manner that employs misleading email or IP addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the AM Platform or to Users; and in a manner that constitutes or contains any form of advertising or solicitation if emailed to Users who have requested not to be contacted about other services, products or commercial interests.
Additionally, you agree not to: “Stalk” or otherwise harass anyone; Collect, use or disclose data, including personal information, about other Users without their consent or for unlawful purposes or in violation of applicable law or regulations; Except as specified in AM API documentation, collect, solicit or otherwise obtain access to usernames, passwords or other authentication credentials from any Member of the AM Platform, or to proxy authentication credentials for any Member of the AM Platform for any purpose, including automating logins to the AM Platform (provided that if you do request such authentication information for the purpose of developing through the AM API, you may not use such information for any purpose other than initial authentication of the Member, and in any event, you may not archive, store or otherwise retain such information); Use any profanity or the description or name of any illegal activity in the name of Your Network or the Network Subdomain (as defined below) for Your Network; Use the name “AM” as any part of the name of Your Network or the Network Subdomain; Post any Content containing child pornography to any Network. AM absolutely does not tolerate this and will report any suspected instances of child pornography, including reporting any Network Data, to law enforcement, including the National Center for Missing and Exploited Children; Post any Content that AM determines depicts or contains rape, extreme violence, murder, bestiality, incest, or other similar content; Post any Content that AM determines constitutes pornography, contains nudity, or is otherwise of a similar adult nature. AM’s current definition of these categories is located here and is subject to change. Use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from Networks and the AM Platform – except for Internet search engines (e.g. Google) and non-commercial public archives (e.g. archive.org) that comply with our robots.txt file, or “well-behaved” web services/RSS/Atom clients. We reserve the right to define what we mean by “well-behaved”; Post irrelevant Content, repeatedly post the same or similar Content or otherwise impose an unreasonable or disproportionately large load on AM’s infrastructure; Attempt to gain unauthorized access to AM’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the AM Platform; Use the AM Platform as a generic file hosting service; and Develop, invoke, or utilize any code to disrupt, diminish the quality of, interfere with the performance of, or impair the functionality of the AM Platform.
You agree not to authorize or encourage any third party to use the AM Platform or any of Your Networks (and Your Networks will not be designed) to facilitate any of the foregoing prohibited conduct. You also agree to immediately notify AM in the event of an actual or threatened claim that you have violated any of the covenants and agreements contained in this Agreement.
13. AM’s Relationship with Users
You acknowledge that AM may terminate your account and remove your Content and other Network Data, as well as disable your access to any and all Networks and the AM Platform at any time for violations of these Terms of Service without notice and without any liability to you. In addition, you acknowledge and consent to AM contacting you and Your Members in order to maintain compliance with these Terms of Service.
14. Copyright Infringement/Digital Millennium Copyright Act Compliance
It is AM’s policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act (“DMCA“). For more information, please go to AM’s DMCA Notification Guidelines. AM may remove any allegedly infringing Network Code or Content without any liability to you.
AM will promptly terminate without notice any User’s access to the AM Platform, including access to any Network, in appropriate circumstances where the User is a “repeat infringer” of copyrights. AM, however, reserves the right to identify and terminate Users under any circumstances it deems appropriate, including after only a single instance of allegedly infringing behavior by that User. Additionally, if a Network Creator continues to allow its Members to post Content that is subject to notices of alleged copyright infringement, the Network may (at AM’s sole discretion) be disabled. In the case of such disabling, AM will have no obligation to provide a refund of any amounts previously paid to AM.
Additionally, if you are a Network Creator, you agree to: promptly (and in any event in no more than 24 hours) address (including removing or disabling access to the allegedly infringing content for valid DMCA take down notices) any copyright owner’s written notice (including any notices forwarded to you by AM) that specified Content or Network Code posted on Your Network infringes that third party’s rights (including copyrights), provided that the notice substantially complies with the requirements in the DMCA. If you receive a counter-notice from the applicable Member that substantially complies with the requirements of the DMCA instructing you to replace the allegedly infringing Content or Network Code, you agree to replace or cease disabling access to the Content or Network Code not less than ten (10) and no more than fourteen (14) days after receiving the counter notice, provided that the complaining party has not notified you that it has filed an action against the Member regarding the alleged infringement. You also agree to forward a copy of the counter notice to AM. AM strongly recommends that you consult with a legal professional to confirm your obligations under the DMCA. AM is not providing legal advice to you and nothing in this Agreement is legal advice nor guarantees your compliance with applicable law or regulation. You are solely responsible and liable for complying with all applicable laws, including copyright and privacy laws in connection with Your Network.
15. Network Data
If you are a Network Creator or an Administrator, you agree that your use and disclosure of Network Data shall: (a) comply with all applicable laws; and (b) be reasonably protective of each Member’s privacy rights.
You acknowledge that AM may receive requests from Users or persons authorized to act on behalf of such Users to modify or delete personally identifiable information relating to such Users on Your Network. Accordingly, you agree that, within 24 hours of any email request by AM, you will: (a) delete all Network Data and personally identifiable information in your possession or control relating to a particular User as specified by AM; and (b) confirm such deletion in email notice to AM.
AM is not required to keep back-up copies of Network Data on the AM Platform once the Network or Network Data is deleted. AM makes no guarantee that Network Data will be safely stored on the AM Platform. To be safe, you should independently back-up or archive your Network Data.
16. Your Account
You need to register and create an account in order to become a Network Creator on the AM Platform or a Member of a Network. You are responsible for keeping your account credentials and password secure. You agree to provide AM with current, complete and accurate information as prompted by the registration process. You agree to promptly update all information to keep your account on AM current, complete and accurate (such as noting a change in billing address or email). Generally speaking, account credentials are non-transferable, but Network Creators will have the ability to reset Member passwords in the event that a Member loses or can’t remember it. You will be solely responsible and liable for any activity that occurs under your account credentials. AM reserves the right to log off or deactivate Member accounts, including Your Network, that are inactive for an extended period of time.
You may not use anyone else’s account or Network Subdomain at any time, without the permission of the account holder. You should never give out your password to another individual or entity. AM will not be liable for any loss that you may incur as a result of someone else using your account credentials, Network Subdomain or password, either with or without your knowledge. However, you may be held liable for losses incurred by AM or another party due to someone else using your account credentials, Network Subdomain, or password. In other words, please be careful with your identity and passwords.
17. Disclaimer of Warranties
YOUR USE OF THE AM PLATFORM, ANY PRODUCTS OR SERVICES OFFERED THROUGH THE AM PLATFORM, AND ALL NETWORK CODE, PLATFORM CODE, AM THEMES, THIRD PARTY SOFTWARE, NON-AM CODE, AND CONTENT (INCLUDING THIRD PARTY CONTENT), ARE AT YOUR SOLE RESPONSIBILITY AND RISK. THE AM PLATFORM, ANY PRODUCTS OR SERVICES OFFERED THROUGH THE AM PLATFORM, AND ALL NETWORK CODE, PLATFORM CODE, AM THEMES, THIRD PARTY SOFTWARE, NON-AM CODE AND CONTENT (INCLUDING THIRD PARTY CONTENT) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. AM AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT. AM AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS DISCLAIM ANY WARRANTY THAT THE AM PLATFORM, ANY PRODUCTS OR SERVICES OFFERED THROUGH THE AM PLATFORM OR ANY NETWORK CODE, PLATFORM CODE, AM THEMES, THIRD PARTY SOFTWARE, NON-AM CODE OR CONTENT (INCLUDING THIRD PARTY CONTENT) WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE AM PLATFORM OR THE SERVER THAT MAKES THE AM PLATFORM AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. AM MAKES NO GUARANTEE REGARDING (A) THE AMOUNT, TIMING AND DELIVERY OF ANY CLICKS OR IMPRESSIONS WITH RESPECT TO ANY CONTENT (INCLUDING THIRD PARTY CONTENT) OR ADVERTISING ON THE AM PLATFORM OR YOUR NETWORK (B) THE VOLUME AND QUALITY OF ANY TRAFFIC TO YOUR NETWORK OR (C) THE COMPATIBILITY OF YOUR CODE OR ANY NON-AM CODE WITH ANY AM TECHNOLOGY.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE AM PLATFORM IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AM OR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, OR THROUGH OR FROM THE AM PLATFORM (INCLUDING THROUGH CUSTOMER SUPPORT) SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
You agree to indemnify, defend, and hold harmless AM, and its successors, subsidiaries, affiliates, co-branders, contractors, employees, third party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, from and against any third party claim, demand, loss, damage, cost, or liability (including, reasonable attorneys’ fees) arising out of or relating to:
AM 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 matter without the prior written consent of AM. AM will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
19. Your Interactions with Other Users
Your interactions with other Users, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the other User. Like with any web-based interaction, we suggest that you use caution and good judgment. If there is a dispute between you and any third party (including any Member or Network Creator), AM is under no obligation to become involved.
You release AM, its officers, employees, agents and successors from claims, demands and damages of every kind or nature arising out of or related to any disputes with other Users. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” And, if you are not a California resident, you waive any applicable state statutes of a similar effect.
20. Limitation of Liability
YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, SHALL AM OR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, BE LIABLE TO YOU FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, COST OF COVER, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF AM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OR THE INABILITY TO USE THE AM PLATFORM; OR (B) ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR USE OR THE INABILITY TO USE THE AM PLATFORM (IN THE AGGREGATE FOR ALL POTENTIAL CLAIMS BY YOU) IN EXCESS OF THE GREATER OF (i) $100 AND (ii) THE TOTAL AMOUNTS PAID TO AM BY YOU IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE INITIAL NOTICE OF ANY CLAIM.
THESE LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE PROVIDED BY ANY THIRD PARTIES OTHER THAN AM (INCLUDING THIRD PARTY APPLICATION DEVELOPERS) AND RECEIVED BY YOU THROUGH OR ADVERTISED ON THE AM PLATFORM OR RECEIVED BY YOU ON ANY THIRD PARTY SITES.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THIS AGREEMENT APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION IN WHICH YOU ARE LOCATED.
21. Changes to AM Platform
AM reserves the right at any time (and from time to time) to modify, suspend, or discontinue providing the AM Platform or any part thereof, including adding new features to any portion of the AM Platform, with or without notice. AM will not be liable to you or to any third party for any modification, suspension or discontinuance of any portion of the AM Platform or the AM Platform as a whole.
22. Collection of Personal Information
23. Passive Data Collection
Like most web-based services, AM automatically receives and records information on our server logs from your browser when you use the AM Platform. We may use a variety of methods, including clear GIFs (also known as “web beacons”), and “cookies” to collect this information. The information that we collect with these automated methods may include, for example, your IP address, AM cookie information, a unique device or user ID, browser type, system type, the content and pages that you access on the AM Platform, and the “referring URL” (i.e., the page from which you navigated to the AM Platform). We do not link this automatically collected data to other information we collect about you. We may combine this automatically collected log information with other information we collect about you. We do this to improve our marketing and analytics.
Third parties with whom we partner to provide certain features on our site or to display advertising based upon your Web browsing activity use LSOs such as HTML5 to collect and store information. Various browsers may offer their own management tools for removing HTML5 LSOs.
24. Behavioral targeting/Re-targeting
We partner with a third party to either display advertising on our Web site or to manage our advertising on other sites. Our third party partner may use technologies such as cookies to gather information about your activities on this site and other sites in order to provide you advertising based upon your browsing activities and interests.
25. Information Received From Third Party Sources
26. How AM Uses Personal Information
We may use Personal Information to operate, provide, improve, and maintain the AM Platform, and our other services and systems; to develop new products and services; to prevent abusive and fraudulent use of the AM Platform and our other services and systems; to send you administrative messages, and information about Networks, content, and AM services in which we believe you may be interested; and for other administrative and internal business purposes.
27. When AM Discloses Personal Information
Any information that you voluntarily choose to display on any publicly available portion of the AM Platform, or on any Network, becomes publicly available and may be collected and used by us or others without restriction.
AM Service Providers We may provide Personal Information to third parties for their use in performing internal business functions both for the AM Platform and Web site (e.g., payment processing, maintenance, security, data analysis, email transmission, or data hosting) on our behalf. Transfer of personal information collected from the AM platform to subsequent third parties are covered by the provisions in this Policy regarding notice and choice and the service agreements with our users.
Legal Requirements We may disclose Personal Information if we have a good faith belief that doing so is required by a subpoena or other judicial or administrative order or otherwise required by law. Additionally, we may disclose Personal Information where we, in good faith, deem it appropriate or necessary to prevent violation of the AM Terms of Service, or our other agreements; take precautions against liability; protect the rights, property, or safety of AM, any individual, or the general public; maintain and protect the security and integrity of our services or infrastructure; protect ourselves and our services from fraudulent, abusive, or unlawful uses; investigate and defend ourselves against third party claims or allegations; or assist government enforcement agencies.
28. Change of Ownership
In the event of a change in ownership, or a merger with, acquisition by, or sale of assets to, another entity, we reserve the right to transfer all of your Personal Information, including email addresses, to that entity. We will use reasonable efforts to notify registered users of such a transfer (by a posting on our home page or elsewhere on the AM Platform, or by email to a Member’s email address that was provided to us, as chosen by us in our discretion).
Although we make good faith efforts to maintain the security of such Personal Information, we cannot guarantee that it will remain free from unauthorized access, use, disclosure, or alteration. Further, we cannot guarantee that our security measures will prevent “hackers” or other unauthorized persons from illegally accessing or obtaining this information. We do not assume any liability to third parties whose information you include in your address book, contact list or any similar items, or which you post or transmit in any Content on a Network. To help maintain the security of your account credentials, please keep your password secure. If Network Creators submit certain sensitive data to AM, such as your payment information and log in credentials, we encrypt that data using SSL encryption. If we learn of a security breach, we may attempt to notify you electronically so that you can take appropriate protective steps. By using the AM Platform or providing Personal Information to us, you agree that we can communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the AM Platform. If a security systems breach occurs, we may post a notice on our homepage, or elsewhere on the AM Platform and may send email to you at the email address you have provided to us.
The Children’s Online Privacy Protection Act (“COPPA”) protects the online privacy of children under 13 years of age. We do not knowingly collect or maintain personal information from anyone under the age of 13, unless or except as permitted by law. Any person who provides Personal Information through the AM Platform represents to us that he or she is 13 years of age or older. If we learn that Personal Information has been collected from a user under 13 years of age on or through the AM Platform, then we will take the appropriate steps to cause this information to be deleted. If you are the parent or legal guardian of a child under 13 who has become a Member, please contact AM to have that child’s account terminated and information deleted.
31. Privacy Settings We will retain your Personal Information and the personal information we process on behalf of a Network Creator for as long as your account status is active or as needed to provide you services. We will retain and use your Personal Information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
32. Email Communications and Unsolicited Commercial Email
We may send you administrative messages, and updates regarding your account, the AM Platform, and our services, by email. Network Creators may also send administrative or promotional messages to the extent permitted by applicable law and the AM Terms of Service. The AM Terms of Service prohibit Users from engaging in any activity involving the sending of email in violation of applicable law, including CAN-SPAM and other laws regulating unsolicited commercial email. Violations of these policies may result in immediate termination of service and legal action against any senders or initiators of such messages.
33. Third Party Services
34. International Users
We may amend, modify, change, add or remove portions of this Agreement or any Guidelines at any time without notice to you by posting a revised version on www.ning.com or elsewhere on the AM Platform. The revised version will be effective at the time we post it. Please check this Agreement and any Guidelines periodically for changes. Your continued use of the AM Platform after posting of the changes constitutes your binding acceptance of such changes. The revised version will apply to you immediately if you are a User who registers or first uses the AM Platform on or after the posting of the revised version.
36. Term and Termination
This Agreement shall remain in full force and effect unless and until your account is terminated or otherwise deactivated as provided herein.
AM has the right (at its sole discretion) for any reason to (i) delete, disable or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of the AM Platform or any Network, (ii) remove and discard any Code or Content within any Network or anywhere on the AM Platform or (iii) shut down a Network, including permanent deletion of any Network Data, with or without notice, and with no liability of any kind to you.
If you terminate or deactivate your account or we terminate your account for your actual or anticipated breach of your obligations under this Agreement, we will have no obligation to refund you any fees you may have paid except as may be required by applicable law.
Effects of Terminating
Upon deactivating your account, this Agreement terminates and you will no longer have a right to access your account, Your Code, Your Content, Your Network Data or Your Network(s). AM will not have any obligation to assist you in migrating your data, Your Content, Your Network Data, Your Code or Your Network(s) off of the AM Platform and AM does not keep any back-up of any of Your Code, Your Content or Your Network Data.
37. Governing Law; Venue
This Agreement shall be governed by the laws of the State of California without regard to conflict of law principles. The provisions of the United Nations Convention on the International Sale of Goods and the Uniform Computer Information Transactions Act, however designated, are excluded and shall not apply to this Agreement or any transactions hereunder.
Any dispute, controversy or claim under or concerning this Contract, the interpretation or breach thereof, or any of the transactions or relationships contemplated hereby, or any deadlock in making or approving a major decision, shall be determined by binding and final arbitration, and such arbitration decision shall not be subject to appeal or review in any form. Any party may demand Arbitration by giving written notice (“Arbitration Notice”) to the other party. The dispute, controversy or claim shall be resolved through arbitration administered by the California Lawyers for the Arts in accordance with its commercial arbitration rules.
38. Relationship of the Parties
This Agreement does not constitute and shall not be construed as constituting a partnership or joint venture among the parties hereto, or an employee-employer relationship. You agree that AM has no special relationship with or fiduciary duty to you. Neither party shall have any right, power or authority to enter into any agreement for or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other party.
The failure of AM to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should try to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.
You may not delegate your duties under this Agreement or assign this Agreement or your AM accounts, in whole or in part, provided, however, that you may assign this Agreement in connection with any merger (including by operation of law), consolidation, reorganization, or sale of all or substantially all of its related assets or similar transaction. AM may assign any of its rights and obligations under this Agreement without consent, including, in connection with any merger (including by operation of law), consolidation, reorganization, or sale of all or substantially all of its related assets or similar transaction. This Agreement shall be binding on the parties’ permitted assignees, transferees and successors.
The terms “including” and “includes” shall be deemed to be followed by the statement “without limitation” and neither of these terms shall be construed to limit any word or statement it follows to the specific or similar terms or matters immediately following it.
AM may provide you with notices, including those regarding changes to this Agreement or any of AM’s terms and conditions, by email, regular mail, or postings on the AM Platform including the AM Blog and Creators Network. Notice will be deemed given twenty-four (24) hours after such email is sent or notice is posted. Notices not pertaining to any amendments to this Agreement or any Guidelines (such as notices relating to technical changes to the AM Platform) are deemed given two (2) days following the initial posting.
Personal Information we collect
We collect data, including Personal Information that you provide on our Services and as you use the Services. "Personal Information" includes information that can be used to identify you as a natural person, directly or indirectly, in particular in combination with other information available to us such as an identification number, online identifier or one or more factors specific to your identity as a natural person and may include your: name contact information (including e-mail address, physical address, phone number, etc.) date of birth personal, professional and demographic information
The information we collect depends on how you use our Services. As the case may be, we may also collect information indirectly through Social Networking Services (as defined below) you would be using in connection with the Services. If you fail to provide certain Personal Information when requested, we may not be able to perform the contract we have entered into with you (such as providing the Services to you), or we may be prevented from complying with our legal obligations.
How we use your Personal Information
We only collect, use and store your Personal Information for the purposes of operating our business and Services, delivering, providing, improving, and customizing our Services, sending other communications related to our business and Services, and for providing you with information, products and services that you request from us. As the case may be, we will provide you with the basis of such legitimate purposes upon its occurrence, prior to implementation of the related processing.
Artist Magnet LLC collects Personal Information for a variety of purposes, including the following:
Where required or permitted by applicable law, we also use or disclose your Personal Information to limited third parties when we believe, in good faith, that such use or disclosure is reasonably necessary to (i) comply with the legal obligation bearing on Artist Magnet LLC, (ii) enforce or apply the terms of any agreement to which we are a party, or (iii) protect the rights, property or safety of Artist Magnet LLC, Artist Magnet LLC’s clients, or others.
How we share your Personal Information
We may share your personal Information with our affiliate entities and other third-party business partners, providers, vendors or contractors acting on our behalf and under our instructions, whether located inside and outside of the European Union (“EU”) or the Economic Area (“EEA”), for the purposes of operating our business, delivering, improving, and customizing our Services, sending communications related to our business and Services, and when needed, with your consent.
Therefore, we may share Personal Information in the following ways:
Where mandated or permitted by applicable law, regulation or legal process, we will disclose your Personal Information to law enforcement officials, government authorities or other third parties, located inside and outside of the EU/EEA, where such disclosure is in accordance with due process of law and binding upon Artist Magnet LLC, to the extent necessary to comply with legal process or meet national security requirements, protect the rights, property, or safety of Artist Magnet LLC, its business partners, you, or others.
Transfer, processing and storage of Personal Information
We may transfer your Personal Information to any Artist Magnet LLC affiliate entity worldwide or to third-party business partners, providers, vendors, or contractors, that are located inside or outside of the EU/EEA, for purposes described in the section “How we share your Personal Information” above, including for the purpose of data processing or storage on behalf and under the control of Artist Magnet LLC.
Links to third-parties’ websites
The Services may contain links to third-party websites that are operated by companies outside of our control. Your activities on those third-party websites will be solely governed by the privacy policies and procedures of those third parties. Artist Magnet LLC takes no responsibility whatsoever for the content or information practices of such third parties and encourage you to review the privacy polices of these third parties before disclosing any information on their websites.
Integrating Social Networking Services
You may also have the option of posting your Services activities to Social Networking Services when you access content through the Services (for example, you may post to Facebook that you performed an activity on the Service); you acknowledge that if you choose to use this feature, your friends, followers and subscribers on any Social Networking Services you have enabled will be able to view such activity, in accordance with the settings of your Social Networking Services account.
Security and confidentiality of your Personal Information
The security and confidentiality of your Personal Information is important to us. We implement appropriate physical, administrative, and technical measures and safeguards designed to protect your Personal Information from loss, theft, misuse, alteration, unlawful or unauthorized access, use, or disclosure. Artist Magnet LLC also relies on reasonable measures to safeguard Personal Information in our possession, including:
The Internet and any communication thereon cannot be guaranteed to be secure at all times, and we cannot ensure or warrant the security of any Personal Information you provide us through this technology. In this regard, we have procedures to deal with any suspected Personal Information security breach and will notify you and any regulator of a suspected breach in accordance with the relevant applicable laws.
Retention of Personal information
We will retain your Personal Information for only as long as needed to fulfill the purposes for which it is collected. We will retain and use your Personal Information as necessary to comply with our business requirements, legal obligations, resolve disputes, protect our assets and enforce agreements to which Artist Magnet LLC is a party.
Individuals located in certain countries, including the European Economic Area, have certain statutory rights in relation to their personal data. Subject to any exemptions provided by law, you may have the right to request access to this Information, as well as to seek to update, delete or correct this Information. You can usually do this using the settings and tools provided in your Artist Magnet LLC account. If you cannot use the settings and tools, contact Customer Support for additional access and assistance.
Choice and Opt-Out
We may send you service communications relating to the Services we provide you via email (e.g. to inform you about changes to the product or service you requested from us, revisions of our terms and conditions or this Policy). As such service communications are necessary for the purposes of providing you with our Services or complying without legal obligations, you will not be able to opt-out from receiving them.
Updates to this Policy
If you have any question or would like to enquire about Artist Magnet LLC’s privacy practices, the use of your Personal Information, or about this Policy, please contact us utilizing the Contact Us link at the bottom of this page.
You may contact AM by sending a message through the contact us page Contact