TERMS AND CONDITIONS OF WEBSITE USE AGREEMENT

WELCOME TO THE PIPER’S PICKS® TV WEBSITE!  PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE CONTINUING TO USE ANY PORTION OF THIS WEBSIITE.

BY USING THIS OR ANY WEBSITE OWNED OR CONTROLLED BY PIPER’S PICKS® TV (THE “WEBSITE(S)”), IT’S OWNER(S) AND/OR MANAGER(S), OR SUBMITTING ANY INFORMATION TO PIPERSPICKS.TV (“PIPERSPICKS.TV,” “WE,” “US,” OR “OUR), YOU INDICATE YOUR ACCEPTANCE OF, AND AGREE TO BE BOUND BY, THE TERMS AND CONDITIONS SET FORTH BELOW (THE “AGREEMENT”).  IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS SET FORTH BELOW, YOU MUST EXIT THIS WEBSITE IMMEDIATELY.

1.   Acceptance.

1.1. This Agreement constitutes your agreement with us with respect to your use of the Websites.  You must agree to abide by all of the terms and conditions in this Agreement to continue viewing or using the Websites.

1.2. We reserve the right to change, modify, add or remove any portion of this Agreement, in whole or in part, at any time in our sole and absolute discretion.  It is important for you to refer to this Agreement from time to time to make sure that you are aware of any additions, revisions, or modifications that we may have made to this Agreement.  Your continued use of the Websites after any changes are made to this Agreement shall be deemed your acceptance of the changes.

2.  Copyright; Trademark. 

2.1. The Websites are protected by copyright pursuant to U.S. copyright laws, international conventions and other copyright laws.  All materials contained on the Websites are protected by copyright and are owned or controlled by PIPERSPICKS.TV or the party credited as the provider of the content.  You agree to abide by any and all additional copyright notices, information, or restrictions contained in any part of the Websites.  Copying or storing any part of the Websites is expressly prohibited without prior written permission from PIPERSPICKS.TV or the copyright holder as identified on the Websites.

2.2. PIPERSPICKS.TV owns many trademarks (the “Trademarks”).  You agree not to delete any trademark or similar notice from any contents that you obtain from the Websites.  Any questions concerning the use of Trademarks should be referred to PIPERSPICKS.TV in accordance with Section 16 of this Agreement.

3.  Changes to the Websites; Usage.  PIPERSPICKS.TV may change, suspend or discontinue any aspect of the Websites at any time.  PIPERSPICKS.TV may also impose limits on certain features and services or restrict access to parts of or all of the Websites without notice or liability.

4.  Representations and Warranties.  You represent, warrant and covenant that:

4.1.  You are at least thirteen years old; and

4.2.  You will not upload, post, transmit, distribute or otherwise publish through the Websites any materials which:

4.2.1. Restrict or inhibit any other user from using and enjoying the Websites;

4.2.2. Are unlawful, threatening, abusive, libelous, defamatory, obscene, pornographic, profane, or indecent;

4.2.3. Constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate the law;

4.2.4.   Violate, plagiarize or infringe the rights of any third party including, without limitation, copyright, trademark, patent, rights of privacy or publicity, or any other right of any third party;

4.2.5.   Contain a virus or other harmful or potentially harmful component;

4.2.6.   Contain any unsolicited or unauthorized advertising, promotional materials, spam, or any other kind of solicitation; and/or

4.2.7.   Constitute or contain false or misleading indications of origin or statements of fact.

5.  Links. 

5.1. The Websites contain hyperlinks to other World Wide Web sites (“Other Site(s)”).  If you use the hyperlinks to access these Other Sites, you will leave the Websites and your browser will be re-directed to the Other Sites.  PIPERSPICKS.TV has not reviewed the content of any Other Site, and does not guarantee any Other Site’s accuracy or authenticity.  The hyperlinks to Other Sites do not constitute an endorsement by PIPERSPICKS.TV of any third party sites or resources, or their content.  PIPERSPICKS.TV is only providing these links to you as a convenience, and the inclusion of any link does not imply endorsement by PIPERSPICKS.TV of the Other Site.

5.2. Any Other Site that links to the Websites:

5.2.1    Shall not create a browser or border environment around any of the content of the Websites;

5.2.2.   May link to, but not replicate, PIPERSPICKS.TV content;

5.2.3.   Shall not imply that PIPERSPICKS.TV is endorsing or sponsoring it or its products;

5.2.4.   Shall not present false information about PIPERSPICKS.TV or its products or services;

5.2.5.   Shall not use Trademarks without the prior written permission from PIPERSPICKS.TV; and

5.2.6.   Shall not contain content that could be construed as distasteful, offensive or controversial.

5.3. Notwithstanding anything to the contrary contained in this Agreement, we reserve the right to deny permission to link to the Websites to any website for any reason in our sole and absolute discretion.

6.  Registration and Payment Policy. 

6.1.      Registration and the payment of a fee may be required for the use of certain portions of the Websites.  Your registration shall not impose any duty on us to provide any particular service to you.

6.2.      You agree to pay all charges to your account, including applicable taxes, in accordance with the billing terms in effect at the time the fee or charge becomes payable.  We reserve the right to change the amount of, or basis for determining, any fees or charges, and to institute new fees or charges.

6.3.      We reserve the right to terminate your account for any valid reason including, but not limited to, your failure to pay any applicable fees, at any time, without giving you advance notice.

6.4.      If the terms of any PIPERSPICKS.TV registration agreement conflict with the terms of this Agreement, the registration agreement shall control.

7.  Notice Specific to Software Available on the Websites. 

7.1.      Any software that we make available for download from the Websites and/or our servers (the “Software”) is the copyrighted work of PIPERSPICKS.TV and/or its suppliers.  Your use of the Software is governed by the terms of the end user license agreement which accompanies or is included with the Software (the “License Agreement”).  An end user may not install any Software, which is accompanied by or includes a License Agreement, unless he or she first agrees to the License Agreement terms.

WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE AGREEMENT ACCOMPANYING SUCH SOFTWARE.

7.2.      Any Software which is downloaded from the Websites or PIPERSPICKS.TV’S servers for or on behalf of the United States of America, its agencies and/or instrumentalities (“U.S. Government”), is provided with restricted rights.  Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraphs (c)(1) and (2) of the Commercial Computer Software-Restricted Rights at 48 CFR 52.227-19, as applicable.

8.  Notice Specific to Documents Available on the PIPERSPICKS.TV Websites.

8.1       Permission to use documents like press releases, new stories and FAQs from the Websites or PIPERSPICKS.TV’S servers (the “Documents”) is granted provided that:

8.1.1.   The copyright notice below appears in all copies and that both the copyright notice and this permission notice appear;

8.1.2.   Use of such Documents is for informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media; and

8.1.3.   No modifications of the Documents are made.

8.1.4.   Elements of the Websites including, but not limited to, the “look and feel,” are protected by tradedress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part.  No logo, graphic, sound or image from any Websites may be copied or retransmitted unless expressly permitted by PIPERSPICKS.TV.

9.  Notice and Procedure for Making Claims of Copyright Infringement Pursuant to the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act. 

9.1.      PIPERSPICKS.TV respects the rights of all copyright holders and in this regard PIPERSPICKS.TV has adopted and implemented a policy that provides for the termination in appropriate circumstances of subscribers and account holders who infringe the rights of copyright holders.  If you believe that your work has been copied in a way that constitutes copyright infringement, please provide PIPERSPICKS.TV’S copyright agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512:

9.1.1.   A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

9.1.2.   Identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

9.1.3.   Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;

9.1.4.   Information reasonably sufficient to permit us to contact the complaining party;

9.1.5.   A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

9.1.6.   A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

9.2       PIPERSPICKS.TV’S copyright agent for notice of claims of copyright infringement on or regarding this Website can be reached as follows:  Mr. Adam S. Feinsilver, Esq., c/o PIPERSPICKS.TV 3950 Laurel Canyon Blvd. #1802, Studio City, CA 91614; Phone (561) 790-3857; E-mail adam (insert at symbol) PipersPicks.TV.

9.3       We may give you notice that we have removed or disabled access to certain material by means of a general notice on PipersPicks.TV, electronic mail to a user’s e-mail address in our records, or by written communication sent by first-class mail to your physical address in our records. If you receive such a notice, you may provide counter-notification in writing to the designated agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:

9.3.1.   Your physical or electronic signature; Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;

9.3.2.   A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and

9.3.3.   Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which PipersPicks.TV may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

10.  Site Content and Information; Features. 

10.1.    The Websites contain information, advice, text, materials, and goods and services for sale (collectively, the “Materials”) that are provided for your convenience and enjoyment.  Some of the Materials are provided by third parties.  You should be aware that the Materials might contain errors, omissions, inaccuracies, outdated information, and inadequacies and that the Materials may be subject to terms and conditions which may be found on the websites or in the documents and policies of third parties.  In the event of a conflict between the terms and conditions of this Agreement and the terms and conditions which may be found on the websites or in the documents and policies of third parties, the terms of this Agreement shall control.  We make no representations or warranties as to the completeness, accuracy, adequacy, currency or reliability of any Materials and will not be liable for any lack of the foregoing.

10.2.    Third party advertisers may offer goods, services and other materials to you on the Websites.  Your correspondence and business dealings with advertisers found on or through the Websites including, but not limited to, the payment and delivery of goods and services, and any terms, conditions, warranties and representations associated with such dealings, are solely between you and the advertiser.  You agree that we will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or the offering of such goods, services, and other Materials on the Websites.

10.3.    Descriptions of, or references to, products or publications within the Websites do not imply endorsement of that product or publication.

10.4.    We do not represent or warrant that every action you take with regard to your account and related activities on the Websites will be lawful in any particular jurisdiction.  It is incumbent upon you to know the laws that pertain to you in your jurisdiction and act lawfully at all times when using the Websites.

11.  Your Content. 

11.1.    From time to time, PIPERSPICKS.TV may permit you to upload information, advice, text, data, software, messages and other materials to the Websites (“Your Content”).  Your Content is your sole responsibility.  This means that you, and not PIPERSPICKS.TV, are entirely responsible for all of Your Content that you upload, post, e-mail, transmit or otherwise make available via the Websites.  Under no circumstances will we be liable in any way for any of Your Content including, but not limited to, any errors or omissions in Your Content, or for any loss or damage of any kind incurred as a result of the use of any of Your Content made available via the Websites.

11.2.    You hereby grant us a world-wide, royalty-free, non-exclusive, perpetual, irrevocable, and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display Your Content and to incorporate Your Content in other works in any form, media, or technology now known or later developed.

11.3.    You acknowledge that we do not pre-screen Your Content, but that we have the right, but not the obligation, in our sole discretion to modify, transmit over various networks, refuse or move any of Your Content that is available on the Websites.  You agree that you must evaluate, and bear all risks associated with, the use of any of Your Content including, but not limited to, any reliance on the accuracy, completeness, or usefulness of Your Content.

11.4.    You acknowledge and agree that PIPERSPICKS.TV may preserve Your Content and may also disclose Your Content at any time and for any reason.

11.5.    Since we do not pre-screen Your Content, you may be exposed to content that is offensive, indecent, or objectionable.

12.  WARRANTY. 

12.1.    THE WEBSITES, INCLUDING ALL CONTENT, SOFTWARE, DOCUMENTS, FUNCTIONS, MATERIALS, GRAPHICS, AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE WEBSITES, ARE PROVIDED “AS IS.”  TO THE FULLEST EXTENT PERMISSIBLE BY LAW, PIPERSPICKS.TV AND ITS SUBSIDIARIES AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER ABOUT:

12.1.1. THE CONTENT ON AND PROVIDED THROUGH THE WEBSITES;

12.1.2. THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE WEBSITES;

12.1.3. THE MATERIALS, MESSAGES AND INFORMATION SENT FROM THE WEBSITES BY USERS;

12.1.4. ANY PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES OR HYPERTEXT LINKS TO THIRD PARTIES; AND/OR

12.1.5. ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE WEBSITES OR ANY LINKED SITE.

12.2.    FURTHER, PIPERSPICKS.TV AND ITS SUBSIDIARIES AND AFFILIATES DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT.  PIPERSPICKS.TV DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE WEBSITES OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE WEBSITES OR THE SERVERS THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  PIPERSPICKS.TV AND ITS SUBSIDIARIES AND AFFILIATES SHALL NOT BE LIABLE FOR THE USE OF THE WEBSITES INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN.  SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO THIS AGREEMENT.

12.3.    PIPERSPICKS.TV DOES NOT WARRANT THAT YOUR ACTIVITIES OR USE OF THE WEBSITES ARE LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, SPECIFICALLY DISCLAIM SUCH WARRANTIES.  YOU UNDERSTAND THAT BY USING ANY OF THE FEATURES OF THE WEBSITES, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE WEBSITES.

13.  Limitation of Liability; Indemnity.

13.1.    UNDER NO CIRCUMSTANCES SHALL PIPERSPICKS.TV BE LIABLE FOR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE, OR THE PERFORMANCE OF, THE WEBSITES, EVEN IF PIPERSPICKS.TV HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION.  SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.  IN NO EVENT SHALL PIPERSPICKS.TV’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS ($100).

13.2.    You agree to indemnify PIPERSPICKS.TV, its officers, employees, owners, representatives, agents, subsidiaries, affiliates, officers, partners, suppliers, and licensors (hereinafter individually and collectively referred to as “Indemnitees”) and PIPERSPICKS.TV agrees to control any litigation, negotiations, discussions, settlements, or associated dealings, for any claims, demands, penalties, fines, liabilities, attorneys’ fees, court costs, legal expenses and causes of action of any nature, whether civil or criminal, for losses and/or damages of any kind which may be brought against PIPERSPICKS.TV and/or Indemnitees, in any way, directly or indirectly, incident to, arising out of, in connection with or resulting from your use of the Websites. 

14.  Governing Law.  This Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflicts of laws rules.

15.  Jurisdiction and Venue.  The parties irrevocably submit and consent to the exclusive jurisdiction and venue of the Florida state courts in and for Palm Beach County, Florida and the Federal Courts in and for the Southern District of Florida.  The parties waive all rights to trial by jury in any action or proceeding instituted in connection with this Agreement.  The parties agree not to raise the defense of forum non conveniens.

16.  Notices. 

16.1.    Whenever, under the provisions of this Agreement, you are required or permitted to give notice to PIPERSPICKS.TV, you shall give the notice in writing.  It shall be deemed given either when delivered personally, or by courier, or three days after mailing, postage prepaid by registered or certified mail, return receipt requested, addressed to PIPERSPICKS.TV at the following address:

PIPER’S PICKS TV
3950 Laurel Canyon Blvd. #1802
Studio City, CA 91614

16.2.    Whenever, under the provisions of this Agreement, PIPERSPICKS.TV is required or permitted to give notice to you, PIPERSPICKS.TV may send an e-mail to the address provided by you when you registered with the Website.  If you have not provided an accurate e-mail address or if you have not registered with the Website, PIPERSPICKS.TV may send a notice to you in any reasonable way.

17.  Miscellaneous.  This Agreement contains the sole and entire agreement between the parties with respect to the use of the Websites and supersedes any and all other prior written or oral agreements between them.  Captions contained in this Agreement are inserted only as a matter of convenience or for reference and in no way define, limit, extend, or describe the scope of this Agreement or the intent of any provision of this Agreement.  It is the intent of the parties that neither this Agreement, nor any covenant in this Agreement, shall be construed against either party pursuant to the common law rule of construction against the drafter.  It is the intent of the parties that said rule not be applicable to this Agreement.  The parties waive all rights to trial by jury in any action or proceeding instituted in connection with this Agreement.  Any controversy or claim arising out of or relating to this Agreement, or the breach of this Agreement, shall be settled by arbitration administered by the American Arbitration Association exclusively in Broward County, Florida, in accordance with its commercial arbitration rules and judgment upon the award rendered by the arbitrator may be entered in any court in and for the Southern District of Florida.  If any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction or as a result of future legislative action, such holding or action shall be strictly construed and shall not affect the validity or effect of any other provision of this Agreement.

18.  California Residents.

18.1.    If you are unable to resolve a complaint you may have regarding the services provided through PipersPicks.TV, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite North 112, Sacramento, California 95834, or by telephone at (800) 952-5210.

 

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