UrbanMelt.com Terms & Conditions of Use Agreement
IF YOU DO NOT AGREE TO ALL OF THESE TERMS, THEN DO NOT ACCESS OR USE THE SERVICE. BY VIEWING OR USING ALL OR ANY PART OF THE SERVICE, DOWNLOADING ANY MATERIALS OR BY COMPLETING THE SUBSCRIPTION AND INFORMATION REQUEST REGISTRATION PROCESS, YOU AGREE TO BE BOUND BY ALL OF THE TERMS.
1. Acceptance of Terms. Thank you for using the UrbanMelt.com site to benefit you whether you are a business, consumer or general advertiser. UrbanMelt.com provides the UrbanMelt.com service to you, subject to acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on this site by UrbanMelt.com (collectively the 'Terms'), which may be updated by us from time to time without notice to you. You can review the most current version of the Terms at any time at: http://www.UrbanMelt.com/terms.html. Your continued use of the Service following the posting of any changes to the Terms constitutes acceptance of those changes.
2. The UrbanMelt.com Service. UrbanMelt.com provides users with access to customizable urls and profiles, including, but not limited to the ability to upload images, audio, video, etc. (collectively, the "Service"). Unless explicitly stated otherwise, any new features that enhance the current Service shall be subject to these Terms. In order to use the Service, you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device. The Service is available only to individuals who are at least 18 years old, whether acting on their own behalf or as an authorized employee or representative of a corporation or other business entity. If you do not so qualify, do not attempt to register for or use the Service. UrbanMelt.com may refuse to offer the Service to any person or entity and may change its eligibility criteria, at any time, in its sole discretion.
3. Registration Obligations. In consideration of use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or UrbanMelt.com has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, UrbanMelt.com has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). Additionally, you agree that if you provide false information to obtain access to an UrbanMelt.com business site that you are not legally entitled to claim, UrbanMelt.com will be entitled to collect liquidated damages of $1000 per violation or actual damages incurred by UrbanMelt.com from you. You understand and agree that the service may include certain communications from UrbanMelt.com, such as service announcements, administrative messages and other communications, and that these communications are considered part of the UrbanMelt.com membership and (except as prohibited by applicable law) you will not be able to opt out of receiving them. Password. When you register to become a Member with UrbanMelt.com, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify UrbanMelt.com immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.
4. UrbanMelt.com Privacy Policy. UrbanMelt.com's current, full privacy policy is available at http://www.UrbanMelt.com/info/privacy.jsp, which is incorporated by this reference. UrbanMelt.com will not edit, delete or disclose the contents of your data in connection with the Service unless (1) reasonably necessary to perform the Service, (2) authorized by you, (3) otherwise permitted under its privacy policy or (4) UrbanMelt.com is required to do so by law or regulation, or in the good faith belief that such action is necessary to (i) conform or comply with applicable laws, regulations or legal process, (ii) protect or defend the rights or property of UrbanMelt.com or any other user or (iii) enforce the Terms.
5. User Conduct. You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not UrbanMelt.com, are entirely responsible for all Content that you upload, post or otherwise transmit via the Service. UrbanMelt.com does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content, including but not limited to business endorsements and commentary. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable.
6. Coupons/Discounts. If you as a business create a coupon or any other type of discount in order to provide consumers with deals through the UrbanMelt.com platform, you represent and warrant that you have authority to offer such a deal and promise to honor the terms of that deal as they are presented to the consumer through the UrbanMelt.com platform. Without limitation of other representations, warrants, and indemnities elsewhere within these Terms, you specifically agree to indemnify UrbanMelt.com against any claims by users of the service that the terms of a coupon, discount or other offered deal were not honored.
7. Content Submitted To UrbanMelt.com. UrbanMelt.com does not claim ownership of the Content you place on your UrbanMelt.com Page. By uploading, submitting or otherwise disclosing or distributing content of any kind on the UrbanMelt.com website or otherwise through the Service, you:
8. Grant to UrbanMelt.com, its affiliates and their assignees the perpetual, irrevocable, non-exclusive, royalty-free right to use, reproduce, display, perform, adapt, modify, distribute, make derivative works of and otherwise exploit such content in any form for the purpose of providing the Services, including without limitation, any concepts, ideas or know-how embodied therein;
9. Represent and warrant to UrbanMelt.com that you own or otherwise control all rights to such content and that disclosure and use of such content by UrbanMelt.com (including without limitation, publishing content at the UrbanMelt.com website) will not infringe or violate the rights of any third party; and
10. Acknowledge that the content may not be treated confidentially.
11. You agree not to provide UrbanMelt.com with any confidential or proprietary information that you desire or are required to keep secret.
12. You acknowledge that UrbanMelt.com does not pre-screen Content, but that UrbanMelt.com and its designees shall have the right (but not the obligation) in their sole discretion to remove or block access to any Content that is available via the Service. Without limiting the foregoing, UrbanMelt.com and its designees shall have the right to remove any Content that violates the Terms or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
13. Indemnity. You agree to indemnify and hold UrbanMelt.com, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your Content, your use of the Service, your connection to the Service, your violation of the Terms, or your violation of any rights of another.
14. No Resale of Service. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service.
15. Modifications to Service. UrbanMelt.com reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that UrbanMelt.com shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
16. Termination. You agree that UrbanMelt.com, in its sole discretion, may terminate your password, UrbanMelt.com Site, use of the Service or use of any other UrbanMelt.com service, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use or if UrbanMelt.com believes that you have violated or acted inconsistently with the letter or spirit of the Terms. UrbanMelt.com may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms may be effected without prior notice, and acknowledge and agree that UrbanMelt.com may immediately deactivate or delete your UrbanMelt.com Site and all related information and files in your UrbanMelt.com Site and/or bar any further access to such files or the Service. Further, you agree that UrbanMelt.com shall not be liable to you or any third-party for any termination of your access to the Service.
17. Advertisements. UrbanMelt.com runs advertisements and promotions on UrbanMelt.com Pages. By creating your UrbanMelt.com Page, you agree that UrbanMelt.com has the right to run such advertisements and promotions. The manner, mode and extent of advertising by UrbanMelt.com on your UrbanMelt.com Page are subject to change in the sole discretion of UrbanMelt.com.
18. Coupons, Discounts, Deals, and Promotions. Your correspondence or business dealings with, or participation in promotions of, merchants or advertisers found on or through the Service, 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 merchant or advertiser. You agree that UrbanMelt.com 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 presence of such advertisers on the Service.
19. Links. The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because UrbanMelt.com has no control over such sites and resources, you acknowledge and agree that UrbanMelt.com is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that UrbanMelt.com shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
20. UrbanMelt.com Proprietary Rights. You agree that all content and materials delivered via the Service or otherwise made available by UrbanMelt.com are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Except as expressly authorized by UrbanMelt.com in writing, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such materials or content. However, you may print or download a reasonable number of copies of the materials or content at UrbanMelt.com's website for your internal business purposes; provided, that you retain all copyright and other proprietary notices contained therein. Systematic retrieval of data or other content from UrbanMelt.com's website to create or compile, directly or indirectly, a collection, database or directory without written permission from UrbanMelt.com is prohibited. Any third party that contacts our users for commercial reasons, including to sell them products or services, is in violation of these terms and each individual violation is subject to $3,000 in penalties.
21. Reproducing, copying or distributing any content, materials or design elements on the UrbanMelt.com website for any other purpose is strictly prohibited without the express prior written permission of UrbanMelt.com. Use of the content or materials for any purpose not expressly permitted in these Terms is prohibited. Any rights not expressly granted herein are reserved.
22. You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. UrbanMelt.com grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by UrbanMelt.com for use in accessing the Service.
You agree to NOT use the Service to:
1. Upload, post 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;
2. Harm minors in any way;
3. Impersonate any person or entity, including, but not limited to, an UrbanMelt.com official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
4. Forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service or develop restricted or password-only access pages, or hidden pages or images (those not linked to from another accessible page);
5. Upload, post 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);
6. Upload, post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
7. Upload, post 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;
8. Interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
9. Intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
10. "Stalk" or otherwise harass another individual, business, or user of the site;
11. Collect or store personal data about users any individual, business, or user of the site (including for the purposes of advertising to or soliciting any UrbanMelt.com user to buy or sell any products or services) other than customers who willingly provide such information in order to explore bona fide business opportunities;
12. To create or submit unwanted email or messaging ("Spam") to any other UrbanMelt.com user.
13. In addition, you agree that all hyperlinks and other offers comprising the Service (e.g. hyperlinks provided in connection with UrbanMelt.com's RSS feeds) may not be modified from the original form in which such hyperlinks and other offers are generally made available by UrbanMelt.com.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. URBANMELT.COM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
2. URBANMELT.COM MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM URBANMELT.COM OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
5. Limitation of Liability. IN NO EVENT SHALL URBANMELT.COM (OR ITS AFFILIATES, LICENSORS OR SUPPLIERS) BE LIABLE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY (A) MATTER BEYOND ITS REASONABLE CONTROL, (B) LOSS OR INACCURACY OF DATA, LOSS OR INTERRUPTION OF USE, OR COST OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SERVICES, (C) DIRECT OR INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR GOODWILL, OR (D) AMOUNTS IN THE AGGREGATE GREATER THAN TEN DOLLARS ($10), EVEN IF URBANMELT.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.
6. Exclusions and Limitations. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 16 AND 17 MAY NOT APPLY TO YOU.
7. Notice. Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the Terms or other matters by displaying notices or links to notices to you generally on the Service.
8. Copyrights. UrbanMelt.com respects the intellectual property rights of others and we ask our users to do the same. COPYRIGHT POLICY. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of UrbanMelt.com to terminate Membership privileges of any Member who repeatedly infringes the copyright rights of others upon receipt of proper notification to UrbanMelt.com by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the UrbanMelt.com Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the UrbanMelt.com Services; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. UrbanMelt.com for notice of claims of copyright infringement can be reached as follows: Urban Melt, Inc., Attn: Copyright Infringement, 6946 Century Ct., Tinley Park, IL 60477; Facsimile: (708) 781-9183; Attn: Copyright Infringement; and email: copyrightissues@UrbanMelt.com
9. Member Disputes. You are solely responsible for your interactions with other UrbanMelt.com Members. UrbanMelt.com reserves the right, but has no obligation, to monitor disputes between you and other Members.
10. General Information. The Terms constitute the entire agreement between you and UrbanMelt.com and govern your use of the Service, superseding any prior agreements between you and UrbanMelt.com (including, but not limited to, any prior versions of the Terms). These Terms and the Service contemplated hereunder are personal to you, and are not assignable, transferable or sublicensable by you except with UrbanMelt.com's prior written consent. UrbanMelt.com may assign, transfer or delegate any of its rights and obligations hereunder without consent. You also may be subject to additional terms and conditions that may apply when you use affiliate or other UrbanMelt.com services, third-party content or third-party software. The Terms and the relationship between you and UrbanMelt.com shall be governed by the laws of the State of Illinois without regard to its conflict of law provisions. You and UrbanMelt.com agree to submit to the personal and exclusive jurisdiction of the courts located within Cook County, IL. The failure of UrbanMelt.com to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the 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 the Terms remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.
11. Violations. Please report any violations of the Terms to us at violations@UrbanMelt.com
2007 Urban Melt, Inc. All Rights Reserved.