WBTVN Terms and Conditions of Use Agreement
Acceptance of Terms
The Materials are subject to change without notice. Unless otherwise specified, all copyright and other intellectual property in the Materials shall be owned by WBTVN.
Third Party Information and Links
Any dealings with third parties conducted through the Site or any third party sites, including the delivery of and the payment for goods and services, are solely between you and the third party. WBTVN shall not be responsible or liable for any part of any such dealings.
You may not use this Site in any manner which could damage, disable, overburden, or impair this site or interfere with any other party’s use and enjoyment of this Site. You may not attempt to gain unauthorized access to this Site, other accounts, computer systems or networks connected to this Site, through hacking, password mining or any other means.
This Site may also contain content, bulletin board services, chat areas, news groups, forums, communities and other messages or other communication facilities designed to enable you to communicate with others (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Communication Service. You agree that when using a Communication Service or this Site, you will not:
- Use the Communication Service in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as privacy rights) of others.
- Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, obscene as to minors, child pornography, racist, lewd, lascivious, filthy, excessively violent, harassing, indecent, unlawful, or otherwise objectionable topic, name, material or information.
- Upload, post, email, transmit or otherwise make available any material that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as software protected by intellectual property laws, inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
- Upload, post, email, transmit or otherwise make available 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, including Trojan horses, worms, time bombs, cancelbots or corrupted files.
- Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
- Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
- Falsify or delete any email headers, author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of email, software or other material in order to disguise the origin of such email, software or material.
- Restrict or inhibit any other user from using and enjoying the Communication Services, or create an unusually large burden on the Communication Services, such as by generating levels of traffic sufficient to impede others’ ability to send or retrieve information
- Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
- Harvest or otherwise collect information about others, including e-mail addresses, without prior written authorization from such owners of such information.
- Resell any of the Communication Services or use the Communication Services other than for your own personal purposes.
- Violate any applicable laws or regulations.
- Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity.
- Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Communication Services or other user or usage information or any portion thereof.
- Use any WBTVN domain name as a pseudonymous return email address for any communications that you transmit from another location or through another service.
- Disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the Site are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges.
WBTVN has no obligation to monitor the Communication Services. However, WBTVN reserves the right to review and edit materials posted to or sent through a Communication Service and to remove any materials in its sole discretion. WBTVN further reserves the right to terminate your access to any or all of the Communication Services and this site at any time, without notice, for any reason whatsoever.
All information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials (“Content”) posted to any Communication Services by any users are the sole responsibility of those users. WBTVN does not guarantee the accuracy, copyright compliance, legality, integrity, quality, or decency of such Content.
This Site can be accessed from countries around the world and may contain references to WBTVN products, services, and programs that may not be available in your country. These references do not imply that WBTVN intends to announce such products, services or programs in your country.
The Site is controlled, operated and administered by WBTVN from its offices within the United States. WBTVN makes no representation that the Site, or the Materials available through the Site, are appropriate or available for use at other locations outside the United States. If you access the Site from a location outside the United States, you are responsible for compliance with all local laws. You may not access, download, use, or export information (including any software, products or services) contained on this Site in violation of U.S. export laws or regulations, or in violation of any applicable laws or regulations.
All content and software (if any) that is made available to view and/or download in connection with this Site, excluding content and/or software that may be made available by end-users through a Communication Service, is owned by and is the copyrighted work of WBTVN and is protected by copyright laws and international treaty provisions. Except as specifically permitted herein, no portion of the documents, information on this website may be reproduced in any form or by any means without the express written consent of WBTVN, and your use of any software is governed by the terms of the software license agreement which accompanies or is included with the software.
Content Submitted By You to WBTVN
By posting, uploading, inputting, providing or submitting any information to this site, you consent to WBTVN’ collection of such information, and you grant WBTVN, its affiliated companies and necessary sub-licensees permission to use such submitted information in connection with the operation of this site and its business, including the worldwide, royalty-free rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your submitted information; and to publish your name any contact information you approve of in connection with your submitted information. No compensation will be paid with respect to the use of your submitted information and no submitted information shall be deemed confidential. WBTVN is under no obligation to post or use any information you may provide and WBTVN may remove any such information at any time in its sole discretion. Any suggestions, improvements or modifications made by you or anyone acting on your behalf will be the property of WBTVN without any further consideration to you, whether or not the foregoing are incorporated into WBTVN products and services.
You understand that all submitted information, whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such submissions originated. This means that you, and not WBTVN, are entirely responsible for all submitted information that you upload, post, provide, input, submit, or otherwise transmit via the website. WBTVN does not control the submitted information posted via the Site and, as such, does not guarantee the accuracy, integrity or quality of such submitted information. You understand that by using the website, you may be exposed to submitted information from others that are offensive, indecent or objectionable.
Disclaimer of Warranties
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND OTHER CONTENT CONTAINED IN THIS SITE, OR OBTAINED FROM A LINKED SITE IS PROVIDED TO YOU “AS IS” WITHOUT WARRANTY OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY OR ACCURACY.
WBTVN ASSUMES NO RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES WHATSOEVER IN THE INFORMATION PROVIDED IN THIS SITE.
UNDER NO CIRCUMSTANCES WILL WBTVN BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THIS SITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ANY INFORMATION PROVIDED, AND USE OF THIS SITE IS SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Limitation of Liability
YOU SPECIFICALLY AGREE THAT WBTVN SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH THIS SITE. YOU SPECIFICALLY AGREE THAT WBTVN IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER’S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT WBTVN IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING THE COMMUNICATION SERVICES AND/OR INCLUDED IN THIS SITE BY ANY THIRD PARTY.
IN NO EVENT SHALL WBTVN BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, (INCLUDING WITHOUT LIMITATION, THOSE RESULTING FROM: (1) RELIANCE ON THE MATERIALS PRESENTED, (2) COSTS OF REPLACEMENT GOODS, (3) LOSS OF USE, DATA OR PROFITS, (4) DELAYS OR BUSINESS INTERRUPTIONS, (5) AND ANY THEORY OF LIABILITY) ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE THIS SITE, WHETHER OR NOT WBTVN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Upon reasonable request by WBTVN, you agree to defend, indemnify, and hold harmless WBTVN and its employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney’s fees, that arise from your use or misuse of this Site, including content sent or posted by you through the Communication Services, your connection to this site, your non-compliance with these terms and conditions of use, or your violation of any third-party rights. WBTVN reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with WBTVN in asserting any available defenses.
Intellectual Property Rights
Neither you nor anyone acting on your behalf acquire any intellectual property or other proprietary rights, including patents, designs, trademarks, copyright or trade-secrets, relating to the contents of this site, including without limitation, software and information, except as otherwise expressly specified in an appropriate license or other mutually agreed upon, written agreement that you may have with WBTVN. Any grants not expressly granted herein are reserved.
The trademarks, logos, and service marks (collectively “Trademarks”) appearing on the Site are the property of WBTVN and other parties. Nothing contained on the Site should be construed as granting any license or right to use any Trademark without the prior written permission of the party that owns the Trademark.
Governing Law and Jurisdiction
This site is controlled by WBTVN from its offices in Texas, United States of America. All matters relating to your access to, or use of the Site shall be governed by U.S. federal law or the laws of the State of Texas. Any legal action or proceeding relating to your access to or use of the Site shall be instituted in a state or federal court in Texas. You and WBTVN agree to submit to the jurisdiction of, and agree that venue is proper in these courts.
- Governing Law. You agree that: (i) the Service shall be deemed solely based in Texas; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over WBTVN, either specific or general, in jurisdictions other than Texas. This Agreement shall be governed by the internal substantive laws of the State of Texas, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Denton County, Texas for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below.
- Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM WBTVN. In the unlikely event that WBTVN has not been able to resolve a dispute it has with you after 60 days, we each agree to resolve any claim, dispute, or controversy (excluding any WBTVN claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms of Service, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the Judicial Mediation and Arbitration Services (“JAMS”) under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. The arbitration will be conducted in Denton County, Texas, unless you and WBTVN agree otherwise. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing WBTVN from seeking injunctive or other equitable relief from the courts as necessary to protect any of WBTVN’s proprietary interests. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS TERMS OF SERVICE, YOU AND WBTVN ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
WBTVN API License Agreement
Last Updated: May 20, 2016
By accessing or using the WBTVN API, the WBTVN Player (except to simply play videos on the WBTVN website), or the Development Tools in any way, you accept the terms of this WBTVN API License Agreement (the “Agreement”). In this Agreement, “WBTVN” means Women’s Broadcast Television Network, LLC., “You” (including “Your”) means you, and the “parties” refer to WBTVN and You. You may contact us if you have any questions about this Agreement.
2.1. Grant of License
Subject to Your compliance with this Agreement, WBTVN grants You a revocable, limited, worldwide, non-exclusive license to use the WBTVN API, the WBTVN Player, and the Developer Tools for the purpose of developing, publicly displaying, and distributing an Application. WBTVN may revoke this license at any time for any reason. WBTVN may also limit calls from Your Application at any time for any reason.
2.2. License Restrictions
- 2.2. You will not mislead End Users.
- 2.3. You will not display advertisements within the WBTVN Player (e.g., pre- or post-roll ads, flash overlay ads, etc.) without WBTVN’s prior written consent.
- 2.4. You will not alter, remove, replace, or mask any aspect of the WBTVN Player (including the playbar, logo, and like, embed, and share features) without WBTVN’s prior written consent.
- 2.5. You will not charge users a fee for using your Application without WBTVN’s prior written consent.
- 2.6. You will not represent that WBTVN has approved Your Application without WBTVN’s prior written consent, nor will you suggest that you or your Application is affiliated with WBTVN.
- 2.7. You will only allow uploads from Your Application to accounts that WBTVN approves. WBTVN may grant approvals to upload to (a) Your account only; (b) WBTVN Plus accounts only; and (c) all accounts. WBTVN is not required to grant any approval and may revoke any approval rights at any time.
- 2.8. You comply with WBTVN’s then-current API Best Practices in developing Your Application.
- 2.9. You will make it easy for End Users to disconnect from Your Application.
- 2.10. You will not reverse engineer or decompile the WBTVN API or the Developer Tools.
- 2.11. You will not crawl or data mine WBTVN Content without WBTVN’s prior written consent.
- 2.12. You will not introduce viruses, worms, Trojan Horses, etc. through the Application.
- 2.13. You will not modify videos on the WBTVN Website (except that End Users may modify their own videos through your Application).
- 2.14. You will only request, use, and retain WBTVN Content as necessary to operate, optimize, and modify Your Application.
- 2.15. You will not make API calls exceeding a reasonable amount per day.
- 2.16. You will immediately forward to us any notices made pursuant to the Digital Millennium Copyright Act with respect to any WBTVN Content.
2.3. License Restrictions Applicable to Advanced Applications.
- 2.3.1. You must obtain End Users’ express consent before exposing Your Application to them.
- 2.3.2. You will only authenticate End Users using one of our provided authentication methods.
- 2.3.3. You must apply for Access Keys in order to use an Advanced Application. You will keep Access Keys confidential and not disclose them to third parties including End Users. WBTVN reserves the right to change Access Keys at any time.
- 2.3.4. You will not seek or collect End User Credentials without WBTVN’s prior written consent. If WBTVN allows you to seek or collect End User Credentials, you will keep such End User Credentials confidential and immediately delete such End User Credentials after receiving an Access Token. Under no circumstances will you retain End User Credentials.
- Intellectual Property
- 3.1. As between WBTVN and you, (a) WBTVN owns the Developer Tools, the WBTVN API, the WBTVN Content, the WBTVN Marks, the WBTVN Player, and the WBTVN Website; and (b) You own Your Application. Except as expressly set forth in this Agreement, neither party transfers any right, title, or interest in or to its intellectual property.
- 3.2. Subject to your compliance with the terms of this Agreement, WBTVN hereby grants You a limited, non-exclusive, revocable license to use the WBTVN Marks for descriptive purposes in connection with your Application, provided, however, that you may not use the WBTVN Marks in the name or logo of your Application (i.e., you may not call your Application a “WBTVN application”) without WBTVN’s prior written consent.
- 3.3. You grant WBTVN a limited, non-exclusive license to use Your name, logo, and trademarks for the purpose of listing or featuring your Application on the WBTVN Website. You further grant WBTVN permission to link to your Application. The foregoing rights shall not be deemed obligations by WBTVN to promote your Application in any way.
- 3.4. WBTVN reserves the right to develop applications and services that are similar to Your Application.
- Term and Termination
This Agreement will continue for as long as you operate an Application or until WBTVN terminates this Agreement. WBTVN may terminate this Agreement at any time for any reason with or without notice. The following provisions will survive any termination or expiration of this Agreement: Sections 1, 3.1, 3.4, and 6 through 9.
- Representations and Warranties
You represent and warrant that (a) you have the right and authority to enter into and perform this Agreement; (b) you will not be breaching any agreement with a third party by entering into this Agreement; and (c) your Application will not infringe any third party’s intellectual property rights.
You will indemnify, defend, and hold WBTVN harmless from and against any losses (including attorneys’ fees) from any third party claims arising out of any breach by You of any term of this Agreement.
- Warranty Disclaimer and Limitation of Liability
WBTVN provides the WBTVN API and the Developer Tools on an “AS IS” basis and makes no warranties, express, implied, or statutory, including, without limitation, warranties of merchantability, non-infringement, and fitness for a particular purpose. In no event shall WBTVN be liable for (a) any indirect, incidental, consequential, punitive, or special damages, even if it has been advised of the possibility of such damages; or (b) damages exceeding U.S. $10,000.00.
- Governing Law; Choice of Forum; Waiver of Jury Trial
This Agreement shall be governed by the laws of the State of Texas without regard to conflicts of law principles, and each party irrevocably consents to the exclusive jurisdiction and venue in the state and federal courts located in Denton County, Texas. Each party irrevocably and unconditionally waives any and all rights to a jury trial in respect of any action arising out of or relating to this Agreement.
Each party is an independent contractor of the other and neither is an employee, agent, partner, or joint venture participant of the other. No delay or failure on the part of WBTVN in the exercise of any right under this Agreement or any law shall operate as a waiver of such right. In the event a court finds any term of this Agreement unenforceable, that term will be enforced to the maximum extent permissible and the remainder of this Agreement will remain in full force and effect. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. This Agreement shall be binding upon and inure to the benefit of the parties’ permitted successors and assigns. Nothing in this Agreement, express or implied, is intended to or shall confer any rights on any entity other than the parties. This Agreement may be modified by WBTVN at any time by posting a new version of this Agreement to this page: http://www.womensbroadcasttv.com/api.