Shine Omnimedia, LLC
This Subscriber Agreement and Terms and Conditions of Use (“Agreement”) governs your access and use of the internet destination known as “Shine’s Room,” including any related web sites or electronic media outlets, locations and/or destinations (the “Site”), all of which are owned and operated by Shine Omnimedia, LLC and its subsidiaries and affiliates (“SOM,” “we,” or “us”). If you choose to access or use the Site, or any features (including, without limitation, webcasts, webinars, message boards, chat rooms and commentary forums), databases or downloadable services (the “Services”) on the Site, you will be agreeing to abide by all of the terms and conditions of this Agreement. We may amend the terms of this Agreement at any time, without notice to you, and any amendments to this Agreement will be effective when we post it to the Site, so please check the Site regularly for any changes. We may, in our discretion and without notice or liability to you, modify, enhance, suspend or discontinue any Services available on the Site or restrict access to certain Services on the Site that may have been available to you. You are responsible for reviewing this Agreement, and completing, signing and returning the Subscription Acknowledgement to us prior to your access and use of the Site and, by continuing to use the Site, you agree to any changes to this Agreement.
If, at any time, you disagree with any of the terms and conditions of this Agreement or any amendments, you may terminate your subscription as provided in Section 7 below.
1. Subscription Obligations. You must be a subscriber to access and use the Site. To subscribe to the Site, please complete, sign and return the Subscription Acknowledgement to us. Upon completion of the subscription process, we will provide you with a “link” to access and use the Site. You agree to provide truthful and accurate information during the subscription process and update that information if it should change while you are subscribed as a user. You shall notify us of any known or suspected unauthorized use of the Site or any known or suspected breach of security. You are responsible for all usage and activity with the Site, whether you knew of or authorized the access. You may not assign, sublicense or otherwise transfer your subscription or allow any other person to use the Site. We reserve the right to terminate your subscription for any fraudulent, abusive, or otherwise illegal use of the Sites.
2. Fees and Payments. We reserve the right, in our sole discretion, to impose fees to access and use Services that we now provide for free. We may change the fees we charge for subscriptions or access to certain Services with advance notice to you. We may bill subscription fees at the beginning of your subscription or any renewal. You agree to pay the subscription fees and other charges incurred in connection with your subscription for any Service (including applicable taxes) at the rates in effect when you incurred the charges.
3. Content; Limitations on Use.
a. We and our advertisers and licensors own and control all materials published on the Site, unless such materials are credited to another person as the provider. These materials include, without limitation, text, photographs, images, illustrations, audio clips, video clips, surveys, lists, databases, advertising and other items (the “Content”).
b. The Content is protected by copyrights, trademarks, trade secrets, patents or other proprietary rights and you may not sell, publish, distribute, retransmit, reprint, resell, copy, reproduce, modify, reverse engineer or exploit for any commercial purposes the Content, post the Content to another outlet, location or destination or provide access to the Content you may download from the Site or Services to any other person.
c. We provide the Content and the Services for your personal use in connection with your education, and not for any other reason.
4. User Conduct.
a. You agree to comply with all applicable federal, state and local laws, regulations and rules relating to your access to the Site and use of the Services and Content. You further agree that you will not interfere with the use and enjoyment of the Site, Content or Services by any other user.
b. You shall not upload to, or distribute or otherwise publish on the Site any defamatory, obscene, fraudulent, misleading, deceptive, pornographic, abusive, discriminatory, threatening or otherwise inappropriate material (“User Content”). You acknowledge that we may edit, remove, modify, publish, transmit and display by us on the Site and elsewhere, and you hereby waive any rights you may have in having the material altered. By submitting User Content, you consent to its display on the Site and to our related online and offline use of the User Content.
c. You are responsible for your User Content and, while we cannot review all User Content and are not liable for it, we do reserve the right, but not the obligation, to delete, move or edit User Content that it, in its sole discretion, deems to be abusive, defamatory, obscene or in violation of any applicable laws or otherwise inappropriate.
d. You grant us a perpetual, nonexclusive, world-wide, royalty free, sub-licensable license to any User Content posted by you, which includes, without limitation, our right (or the right of any person that we designate) to use, copy, transmit, excerpt, publish, distribute, modify, create derivative works of, publicly display or otherwise adapt such User Content in any form, language or media now known or hereinafter developed.
e. You represent and warrant that (a) no User Content submitted by you will (i) violate, plagiarize or infringe upon the rights of a third party, or (ii) contain defamatory or otherwise unlawful material; and (b) that you are at least eighteen (18) years old.
f. You agree that, during the term of this Agreement and for a period of 2 years thereafter, you will not, directly or indirectly, as a sole proprietor, member of a partnership, stockholder, investor, owner, officer or director of a corporation or other entity, or as an employee, agent, associate or consultant of any person, partnership, corporation or other entity, other than us, publish, transmit or display content which is similar to our Content or in competition with us or our business.
5. Site Opinion Disclaimer.
a. You understand and acknowledge that no piece of Content published, transmitted or displayed on the Site represents a recommendation that a particular trade, trading strategy, or investment is suitable for you. In addition, you acknowledge that any information or opinion published on the Site will be used for informational purposes only and should not be deemed to be a recommendation to buy or sell any security. No person or party providing or publishing content on the Site, nor SOM itself, should be considered your investment adviser or consultant. You acknowledge that affiliates of SOM may have positions or be involved with transactions relating to the securities discussed on the Site.
b. Any opinions published, transmitted or displayed on the Site are solely the opinion of the person or party publishing the content on the Site and may not reflect our opinions. Such opinions may have been previously disseminated on the internet or through another medium and have not been tailored to any particular person’s or group’s circumstances. Persons rendering such opinions may have positions in or be involved with transactions relating to securities mentioned on the Site. However, you should not treat any opinion or information published on the Sites as a specific inducement to make a particular investment or follow a particular investment strategy, but only as an expression of such person’s personal opinion. You are not being offered any securities, either directly or indirectly, from the Site.
c. The opinions on the Site are based upon information considered to be reliable, but we do not warrant the completeness or accuracy of those opinions, and they should not be relied upon as such. You may not spread false rumors based on any information found or heard on the Site. We are under no obligation to update or correct any information or opinion provided on the Site. Any opinions are subject to change without notice. Our compensation to third parties that provide opinions is not, in any way, related to the specific opinions expressed by those third parties.
d. We do not guarantee any specific outcomes or profits from using the Site or any of its Content. You should be aware of the real risk of serious or total loss in following any strategy or investment discussed on the Site. Strategies or investments discussed may fluctuate in price or value, and past performance of any strategy or investment is not indicative of its future performance.
e. Any or all investments or strategies mentioned on the Site may not be suitable for you. This material does not take into account your particular investment objectives, financial situation, or financial needs and is not intended as recommendations appropriate for you. Furthermore, because markets are perpetually changing, the Content on the Site may not be current, and therefore should not be relied upon. You must make independent decisions regarding investments or strategies mentioned on the Site. Before acting on information or opinions published on the Site, you should consider whether the opinions are suitable for your particular circumstances and strongly consider seeking advice from your financial or investment adviser.
f. You acknowledge that you will make your own investment decisions at all times.
6. Links to Third Party Sites. From time to time, we may provide links on the Site to third party internet sites or resources. We have not reviewed any of the sites or resources that may be linked to the Site, and we are not responsible for the content of off-site pages or any other site linked or linking to the Site. We are not responsible for the privacy practices of such other sites.
Your linking to or use of any sites other than the Site is at your own risk. Our inclusion of links to other sites does not imply any endorsement of any kind by us of the material located on or linked to by such sites and should not be deemed as such by any user of the Site. We disclaim any responsibility for the products or services offered or the information contained on any sites other than the Site. You may not place a link to the Site on any other site, or frame the Site within another site.
7. Termination. You may terminate this Agreement and your subscription to the Site by contacting us in writing. We may terminate this Agreement and your subscription and/or access to any web site in our sole discretion. If we terminate your subscription and/or access to the Site we will give you written notice of the termination. Upon the termination of this Agreement, you acknowledge and agree that all applicable Sections, including, without limitation, Sections 4, 8, 9 and 11 shall remain in full force and effect.
8. No Warranty.
a. WE AND OUR OFFICERS, DIRECTORS, MEMBERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE AND/OR THE ACCURACY, ADEQUACY, RELIABILITY, TIMELINESS, COMPLETENESS, SUITABILITY OR OTHER CHARACTERISTICS OF THE INFORMATION AND MATERIALS CONTAINED ON OR PRESENTED THROUGH THE SITE. THE SITE AND ALL SUCH INFORMATION AND MATERIALS ARE PROVIDED “AS IS”, WITHOUT ANY WARRANTY OF ANY KIND, AND ON AN “AS AVAILABLE” BASIS. WE, TO THE FULLEST EXTENT PERMITTED BY LAW, HEREBY EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE SITE, ANY MATTER RELATED TO THE SITE AND SUCH INFORMATION AND MATERIALS ON THE SITE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND AVAILABILITY. WE EXPRESSLY DISCLAIM LIABILITY FOR ERRORS AND OMISSIONS IN THE SITE OR THE INFORMATION AND MATERIALS CONTAINED THEREIN.
b. You acknowledge that you are aware that by using the Site you may be subject to security and privacy exploitations, including, eavesdropping, sniffing, spoofing, hacking, breaking passwords, harassment, exposure to objectionable material, posturing, and/or other security or privacy hazards.
c. WE AND OUR OFFICERS, DIRECTORS, MEMBERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES FURTHER ASSUME NO RESPONSIBILITY FOR, AND MAKE NO WARRANTIES THAT, INFORMATION, SERVICES OR FUNCTIONS CONTAINED AT THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY SITE OR THE SERVERS THAT MAKES THE SITE AVAILABLE WILL BE FREE OF VIRUSES, WORMS, “TROJAN HORSES” OR OTHER HARMFUL COMPONENTS. WE AND OUR OFFICERS, DIRECTORS, MEMBERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY TYPE OR KIND TO YOUR COMPUTER, VIRUSES THAT MAY INFECT YOUR COMPUTER, OR SERVICES REPAIRS OR CORRECTIONS THAT MUST BE PERFORMED ON YOUR COMPUTER OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS OR USE OF THE SITE.
9. Limitation of Liability; Indemnification
b. These limitations of liability will apply regardless of: (i) any negligence or gross negligence of us or any of our officers, directors, members, principals, investors, clients, agents or employees or (ii) whether the liability arises in negligence, gross negligence, strict liability, contract, tort (including negligence or gross negligence) or any other theory of legal liability; and will remain in effect even if any remedy fails of its essential purpose.
c. Your sole remedy for dissatisfaction with your use of the Site is to stop using the Site.
d. You hereby agree, at your own expense, to indemnify, defend and hold us and our officers, directors, members, principals, investors, agents and employees harmless from and against any and all liability costs incurred by these parties in connection with any claim arising out of any breach by you of this Agreement or any of the representations, warranties and covenants made by you herein, including, without limitation, attorneys’ fees and costs. You shall cooperate as fully as reasonably required or requested in the defense of any such claim. We reserve the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without our prior written consent.
This document grants Shine’s Room, LLC and its parent company Shine Omnimedia, LLC the perpetual, nonexclusive, world-wide, royalty free, license and permission to use all of your personal rights such as names, likenesses, biographical information, image or a combination of these. Further, you grant us a perpetual, nonexclusive, world-wide, royalty free, sub-licensable license to any User Content including videos, blogs, photographs posted by you or Shine’s Room, LLC or its parent company Shine Omnimedia, LLC, which includes, without limitation, our right (or the right of any person that we designate) to use, copy, transmit, excerpt, publish, distribute, modify, create derivative works of, publicly display or otherwise adapt such User Content in any form, language or media now known or hereinafter developed.
a. This Agreement is governed by the internal laws of the State of New York, without reference to its conflicts of laws provisions. You consent to the jurisdiction of, and venue shall lie in, any federal or state court located in the Borough of Manhattan, New York City as the exclusive jurisdiction and venue for the adjudication of all disputes arising out of or relating to the use of the Site. You hereby appoint the Secretary of State of the State of New York as your agent for service of process in any such proceeding.
There is no prorated subscriptions. Subscriptions go into effect the first day of the month and cannot be altered in that month in anyway.
Subscriber Agreement and Terms and Conditions of Use
I hereby acknowledge that I have received, read and understand the Shine Omnimedia, LLC Subscriber Agreement and Terms and Conditions of Use (the “Agreement”) governing my access and use of the internet destination known as “Shine’s Room,” including any related web sites or electronic media outlets, locations and/or destinations, all of which are owned and operated by Shine Omnimedia, LLC and its subsidiaries and affiliates.
I hereby acknowledge that I am at least at least eighteen (18) years old, agree to abide by all of the terms and conditions set forth in the Agreement and I am aware of the penalties for violation thereto.
IN WITNESS WHEREOF, I hereby execute the Agreement under this seal this ____ day of_______________, 20___.
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