(Effective October 31, 2002; last modified September 27, 2010)
PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE. Welcome to nickelbackfanclub.com, owned and operated by UltraStar Entertainment LLC (“we,” “us,” or “UltraStar”), the official site of the fan club (the “Club”) of Nickelback (the “Artist”). UltraStar provides this website and all site-related services (collectively, the “Site”) subject to your compliance with the terms and conditions set forth in this agreement (the “Agreement”). This Agreement governs the relationship between UltraStar and you, the Site visitor and/or member (“you”, “your”), with respect to your use of the Site. It is important that you read carefully and understand the terms and conditions of this Agreement.
UltraStar cannot prohibit minors from visiting this site. UltraStar must rely on parents, guardians and those responsible for supervising children under 13 to decide which materials are appropriate for such children to view and/or purchase. Pursuant to 47 U.S.C. Section 230 (d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available on the two websites GetNetWise (http://kids.getnetwise.org/) and OnGuard Online (http://onguardonline.gov/). Please note that UltraStar does not endorse any of the products or services listed at such websites.
By using or attempting to use the Site, you certify that (1) you are a resident of the United States or Canada and are at least 13 years of age or, if under the age of 13, you have the consent of your parent or guardian (over the age of 18) to use the Site, or (2) you are not a resident of the United States or Canada and are at least 18 years of age or, if under the age of 18, you have the consent of your parent or guardian (over the age of 18) to use the Site. If you do not meet these requirements or, if for any reason, you do not agree with all of the terms and conditions contained in this Agreement, please discontinue using the Site immediately.
By clicking on the “I Agree” icon or by using the Site, you agree to be bound by the terms of this Agreement, all applicable laws and regulations, and any additional terms that govern certain products and services, which will be presented in conjunction with those products and services (“Additional Terms”). The Site may also provide rules of participation (“Rules”) for certain activities and services including, without limitation, contests and sweepstakes, games, membership clubs and email. The Site’s Additional Terms, Privacy Policy and the Rules are hereby incorporated in this Agreement by reference. To the extent that there is a conflict between this Agreement and Additional Terms for the activity in which you choose to participate, the Additional Terms shall govern. To the extent that there is a conflict between this Agreement and the specific Rules for the activity in which you choose to participate, this Agreement shall govern. This Agreement will remain in full force and effect as long as you are a user of the Site and in the event of termination of any membership, service or feature, you will still be bound by your obligations under this Agreement, the Privacy Policy, any Additional Terms or Rules, including any indemnifications, warranties and limitations of liability.
We reserve the right at any time to: • Change the terms and conditions of this Agreement; • Change the Site, including eliminating or discontinuing any content on or feature of the Site; or • Change any fees or charges for use of the Site.
Any changes we make will be effective immediately upon notice, which we may provide by means including, without limitation, posting a revised version of this Agreement on the Site. You can determine when this Agreement was last revised by referring to the “Last Updated” legend at the top of this Agreement. Your continued use of the Site after such notice will be deemed acceptance of such changes. Be sure to return to this page periodically to ensure familiarity with the most current version of this Agreement. Upon our request, you agree to sign a non-electronic version of this Agreement.
Code of Conduct
You agree to respect the rights of others and exercise good judgment. You agree that you will not: • Restrict or inhibit any other visitor or member from using the Site, including, without limitation, by means of “hacking” or defacing any portion of the Site; • Use the Site or Materials for any unlawful purpose; • Express or imply that any statements you make are endorsed by us, without our prior written consent; • Impersonate any person or entity or misrepresent your affiliation with a person or entity; • “Stalk” or otherwise harass another person; • Solicit personal information from, harm or attempt to harm minors, in any way; • Transmit (a) any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights; (b) any material, non-public information about companies without the authorization to do so; (c) any trade secret of any third party; or (d) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication (except as otherwise expressly permitted by us); • Use the Site for any commercial purpose, such as conducting sales of tickets, merchandise or services of any kind. Without limiting the foregoing, you may not resell or link to other sites for the purpose of selling tickets of any kind; • Engage in spamming or flooding; • Transmit any software or other materials that contain any viruses, worms, Trojan horses, defects, date bombs, time bombs or other items of a destructive nature; • Modify, adapt, sub-license, translate, sell, reverse engineer, decompile or disassemble any portion of the Site; • Remove any copyright, trademark or other proprietary rights notices contained in the Site; • “Frame” or “mirror” any part of the Site without our prior written authorization; • Link to any page of or content on the Site other than the URL located at http://www.nickelbackfanclub.com; • Use any robot, spider, offline reader, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents without our prior written consent. Notwithstanding the foregoing, UltraStar grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. UltraStar reserves the right to revoke these exceptions either generally or in specific cases; • Harvest or collect information about Site visitors or members without their express consent; • Take any action that imposes an unreasonable or disproportionately large load on our infrastructure; • Access, reload or “refresh” transactional event or ticketing pages, or make any other request to transactional servers, more than once during any three-second interval; • Request more than 1,000 pages of the Site in any twenty-four hour period, whether alone or acting in concert with a group of individuals; or • Use any passcode or password, regardless of whether or not such password or passcode is unique, to participate in a presale, Fan Club On-Sale or other offer on the Site if you are not the original recipient of such passcode or password (i.e., if you did not receive the passcode or password from UltraStar, or from the fan club or other organization with whom UltraStar is working to enable such presale or offer) or if your participation in such presale or other offer is inconsistent with such presale’s or offer’s terms.
• Violate any applicable local, state, national or international law, rules or regulations, including, without limitation, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange.
User Content
We allow Members (as defined below) to make contributions to the Site including, without limitation, creative suggestions, ideas, notes, concepts, information, content, audio recordings, videos, photographs, graphics, artwork or other copyrighted works and materials (collectively “User Content”), through chat rooms, bulletin board services, member profiles, and other means. By submitting any User Content to the Site, or by posting such User Content to any area of the Site, you grant us and our designees a perpetual, worldwide, non-exclusive, unlimited, transferable, sublicenseable (through multiple tiers), assignable, royalty-free, irrevocable right and license to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly perform, display (publicly or otherwise), store, digitally perform, publish (on the Site, on any other website(s), in print, radio, television or elsewhere), adapt, modify, distribute, have distributed and promote, make, have made, sell, offer for sale, import and commercialize the User Content, or any portion thereof, in any manner and context (including but not limited to usage in commercial, advertising or promotional materials), now known or in the future discovered, in UltraStar’s sole discretion, in any way, in any and all media now known or hereinafter discovered, without limitation and without any compensation or acknowledgment to you or any third party. You also hereby waive any so-called moral rights or other similar rights in your User Content. No User Content will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any User Content. If UltraStar does decide, in its sole discretion, to attribute any User Content to you, you hereby grant UltraStar the right to use your member name with respect to such attribution, and waive any claims (including, without limitation, any privacy or publicity rights claims) with respect to such use of your member name.
By submitting User Content you certify that you either (i) are eighteen (18) years old or are an emancipated minor and have the right to submit the User Content and grant the licenses provided hereunder, or (ii) have obtained your parent’s or legal guardian’s express consent to submit the User Content and to grant the licenses provided hereunder.
In connection with User Content, you affirm, represent and/or warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to the User Content and to grant the rights and licenses to UltraStar under all patent, trademark, trade secret, copyright or other proprietary or intellectual property rights in and to any and all User Content in the manner contemplated by the Site and this Agreement; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of such person in the manner contemplated by the Site and this Agreement or, if such persons are minors, the written consent, release, and/or permission of such minor’s parent or legal guardian. You agree not to submit or post any User Content that: (i) infringes the rights of a third party, including, without limitation, copyrights, trademarks, patents, trade secrets, rights of privacy and publicity, (ii) is libelous, defamatory or slanderous, (iii) condones, promotes, contains or links to warez, cracks, hacks or similar utilities or programs, (iv) is pornographic or sexually explicit, (v) does or may denigrate or offend any ethnic, racial, gender, religious or other protected group, through use of language, images, stereotypical depiction or otherwise, (vi) is designed to or does harass, threaten, defame or abuse others, (vii) is used to impersonate or claim the identity, characteristics or qualifications of any other person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (viii) exploits minors in a sexual or violent manner, (ix) promotes, condones or encourages illegal activity or ix) is generally offensive or in bad taste.
You agree that all of your User Content, whether publicly posted or privately transmitted, is your sole responsibility. User Content does not necessarily reflect our views or opinions. We shall not be liable to you or any third party in any way for any User Content, including, but not limited to, for any errors or omissions in any User Content, or for any loss or damage of any kind incurred as a result of the use of any User Content posted, emailed, transmitted or otherwise made available via the Site. We generally do not pre-screen, pre-edit or otherwise control User Content and we do not assume responsibility to monitor the Site for inappropriate User Content. We do not warrant, expressly or impliedly, the accuracy, reliability or quality of User Content. By using the Site, you assume this risk. However, we reserve the right, but have no obligation (i) to monitor interactions between you and other users of the Site; (ii) to prevent you from submitting User Content that is inconsistent with our standards, stated above; (iii) to edit, restrict or remove User Content for any reason at any time; and (iv) to take any other action in good faith to restrict access to or the availability of any User Content that we, or another user, may consider to be inconsistent with the standards described above. If you discover this kind of User Content on the Site, please notify us at legal@ultrastar.com. Should we choose to monitor User Content, we still will assume no responsibility for any inappropriate User Content, or for the conduct of any user who submits it, and or to remove inappropriate User Content form the Site. If we prevent your User Content from being submitted, or edit, restrict or remove it from the Site, you may not hold us accountable under any circumstances.
Privacy
We will have the right to collect, share and use your information in accordance with our Privacy Policy, which is incorporated by reference in these Terms.
Membership
Some areas of the Site may require you to be or become a registered member of the Site. When and if you register to become a member, you agree to (i) provide accurate, current and complete information about yourself as prompted by our registration form (including your email address) and (ii) maintain and update your information (including your email address) to keep it accurate, current and complete. Please read our Privacy Policy, which describes the personally identifiable information we collect, use, disclose, manage and store. You acknowledge that, if any information provided by you is untrue, inaccurate, not current or incomplete, we reserve the right to terminate this Agreement and your use of the Site. We, in our sole absolute discretion, will have the right to refuse to allow you to become a member. Without limitation of the foregoing, we will have the right to check your credit prior to opening your account, and refuse to allow you to become a member if we determine that you are not credit-worthy. For residents of the United States: This site is not intended for use by children under the age of 13 without the consent of a parent or guardian. For all other persons: This site is not intended for use by children under the age of 18. You must comply with these age limits to become a member. By becoming a member, you represent and warrant that (i) if you are a resident of the United States, you are at least 13 years of age or, if under the age of 13, you have the consent of your parent or guardian, and (ii) if you are not a resident of the United States, that you are at least 18 years of age. We do not accept any registration from, or provide any product or service to, any visitor who identifies himself or herself as being under the applicable age limit without the consent of a parent or guardian.
As part of the registration process, you will be asked to select a username and password. User Names are issued based upon availability. We may refuse to grant you a username that impersonates someone else, is or may be illegal, is or may be protected by trademark or other proprietary rights law, is vulgar or otherwise offensive, or may cause confusion, as determined by us in our sole discretion. Your user name and password are personal to you. You will be responsible for the confidentiality and use of your username and password, and for any and all activities (including purchases, as applicable) that are conducted through your account. You agree not to share your user name and password, and agree not to transfer or resell your use of or access to the Site to any third party. We are not liable for any harm caused or related to the theft or misappropriation of your user name or password, disclosure of your user name or password, or your authorization of anyone else to use your user name or password. If you have reason to believe that your account with us is no longer secure, you must promptly change your password and immediately notify us of the problem by emailing us at legal@ultrastar.com.
Billing and Payment
In joining the Club, you agree to pay the non-refundable membership fee and any other charges provided in the online order form (the “Order Form”), as well as any fees and charges related to purchasing tickets or merchandise at the Site or through the Site from one of our business partners. We reserve the right to change membership fees and other charges by notifying you sixty (60) days in advance of the effective date of the change. If you do not agree to any such change, your sole remedy will be to terminate your membership and account. If you do not terminate your membership and account, you will be deemed to have agreed to the change. Fees and other charges shall be invoiced in accordance with the terms and conditions set forth both in this Agreement and the Order Form. All payments shall be made in U.S. currency. You agree to pay a late payment charge equal to 1.5% (or the highest amount permitted by law, whichever is lower) per month or portion thereof on the outstanding balance of any invoice remaining unpaid thirty (30) days after the date upon which payment is due (“Due Date”). Accounts unpaid after the Due Date may have service suspended or terminated. Such suspension or termination shall not relieve you of your obligation to pay the fee due. You agree to pay us our expenses, including attorneys’ fees and collection agency fees, incurred in enforcing our rights under this section. You shall pay all federal, state, and local sales, use, value added, excise, duty and any other taxes assessed with respect to your account. The term of your membership in the Club shall be as provided in the Order Form, and all memberships in the Club renew automatically at the end of their subscription period, and will be charged to your credit card, until you request a cancellation. The renewal fee will be equal to the preceding membership fee we charged, unless you are given notice before the renewal date of a different price. When you buy tickets or merchandise through the Site, you will be connected with the site of one of our business partners (“Business Partner”) who will handle your order. By making your order, you agree to be bound to the terms and conditions imposed by the Business Partner, including its privacy policy, in addition to this Agreement. The Business Partner will be identified on the order page. We reserve the right to change any Business Partner, in our discretion. You must have a valid credit card in order to join the Club and to make any purchase at the Site. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED TO INITIATE ANY TRANSACTION.
Cancellation
Your initial membership fee is non-refundable. However, you may cancel your membership by providing us written notice within sixty (60) days following the date that any renewal fee is posted to your credit card account. Once you cancel your membership, a credit will be posted to your credit card account equal to the most recent renewal fee charged. For monthly accounts or other accounts with a periodic fee cycle of less than one year, there are no refunds for cancellations. For monthly subscriptions, you must notify us at least fifteen (15) days prior to the first day of the next calendar month to avoid being charged the fee for such month. For all other memberships, you must notify us at least fifteen (15) days prior to the first day of the next period to avoid being charged the renewal fee for such subscription period. For security, all cancellation requests must be made by the primary contact person on the account who must provide sufficient identification. Any cancellation request shall be effective upon receipt, unless another date is specified in such cancellation request. You may cancel online by visiting your “My Account” area on the site: http://www.nickelbackfanclub.com/members/myaccount. We reserve the right to terminate any account and membership at any time, in our discretion, with or without notice to you, if you violate any of this Agreement. Any cancellation by us shall not relieve you of any obligations to pay fees accrued prior to such cancellation. In the event of such a cancellation, we shall have no liability to you or any third party. Upon such termination, we: (i) may immediately deactivate or delete your account and all related information and files in such accounts and/or bar any further access to such account or files; and (ii) will not be obligated to refund any part of your membership or any other fees you have paid to the Club.
Purchase of Tickets and Other Merchandise
We reserve the right to block access to or cancel a ticket order of any user that we believe, in our sole and absolute discretion: (i) is or is associated with any ticket broker or scalper, (ii) is utilizing automated means to process or place ticket orders, or (iii) whose ticket order exceeds the stated limit. You may not sell any tickets or presale codes purchased, won or otherwise acquired through a fan club presale, contest or sweepstake.
If you wish to purchase products or services described on the Site (each such purchase, a “Transaction”), you will be asked by UltraStar or the third party provider of the product or service to supply certain information applicable to your Transaction, including, without limitation, credit card and other information. You understand that any such information will be treated by UltraStar in the manner described in our Privacy Policy, and which is hereby incorporated into this Agreement by this reference. You agree that all information that you provide to UltraStar or such third party provider will be accurate, current and complete. By submitting such information, you grant UltraStar the right to provide such information to third parties for purposes of facilitating the completion of Transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any Transaction. You agree to pay all charges incurred by you or any users of your account and credit card (or other applicable payment mechanism) at the price(s) in effect when such charges are incurred. You will also be responsible for paying any applicable taxes relating to your purchases. Descriptions or images of, or references to, products or services on the Site do not imply UltraStar’s endorsement of such products or services. We reserve the right, without prior notification, to change such descriptions or references; to honor, or impose conditions on the honoring of, any coupon, coupon code, promotional code or other similar promotions; to bar any user from making any or all Transaction(s); to limit the order quantity on any product or service; and/or to refuse to provide any user with any product or service. Price and availability of any product or service are subject to change without notice. Refunds and exchanges will be subject to UltraStar’s refund and exchange policies then in effect.
General Practices and Limits
You acknowledge that nickelbackfanclub.com may establish general practices and limits concerning use of the Site, including without limitation, limiting the maximum number of days that email messages, message board postings or other uploaded content will be retained by the Site, the maximum number of email messages that may be sent from or received by an account on the Site, the maximum size of any email message that may be sent from or received by an account on the Site, the maximum disk space that will be allotted on nickelbackfanclub.com servers on your behalf, the maximum length of time that an IP address will be assigned for your use, the maximum throughput of traffic from the Internet or associated service (e.g., Usenet, email, web hosting), and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time. You agree that nickelbackfanclub.com has no responsibility or liability for the deletion of, for failure to store or to deliver any messages and other communications, for the modification or malformation of data communications over the Site, or for other content maintained or transmitted by the Site. You acknowledge that nickelbackfanclub.com reserves the right to log off accounts that are, or disconnect a session that is, inactive for an extended period of time.
Ownership and Restrictions on Use
The information and materials provided on or through the Site, including any data, text, designs, graphics, images, photographs, illustrations, audio and video clips, logos, icons and links (collectively, the “Materials”), are intended to educate and inform you about the events, venues and other products and services offered or described on the Site. Although UltraStar strives to provide Materials that are both useful and accurate, the nature of the data and other information contained on the Site is subject to frequent change. In addition, the facts and circumstances of every situation differ. Accordingly, although UltraStar endeavors to use reasonable care in assembling the Materials, the Materials may not be up-to-date, accurate or complete. Moreover, portions of the Materials have been contributed to the Site by various artists and other persons. The inclusion of such information does not indicate any approval or endorsement thereof, and UltraStar expressly disclaims any liability with respect to the foregoing. Subject to your compliance with the terms and conditions of this Agreement, you may only download one (1) copy of any Materials displayed on the Site, and you may use such downloaded Materials solely for your personal, non-commercial use, provided that you retain all copyright and other proprietary notices contained therein. UltraStar cannot guarantee that technical difficulties will not occur during the download of the Materials or that the Materials will download successfully. You may not engage in any unauthorized use, copying, or distribution of any of the Materials. For example, you may not otherwise reproduce, display, publicly perform, or distribute the Materials in any way for any public or commercial purpose. You may not alter or modify any part of the Site other than as may be reasonably necessary to use the Site for its intended purpose. Modification or use of the Materials for any purpose other than as expressly authorized in this Agreement is a violation of our copyright and other proprietary rights, and is strictly prohibited. The Site, including all Site software, databases, proprietary information and Materials (and any intellectual property and other rights relating thereto) including, without limitation, the selection, sequence and “look and feel” and arrangement of items, is owned and operated by UltraStar in conjunction with others pursuant to contractual arrangements, and will remain the property of UltraStar and its licensors and suppliers. The Site is protected by U.S. and international copyright, trademark and other laws, and you acknowledge that these rights are valid and enforceable. You further acknowledge that you do not acquire any ownership rights by using the Site or the Materials.
The trademarks, logos, and service marks displayed on the Site (collectively the “Trademarks”) are the registered and unregistered trademarks of UltraStar, UltraStar’s licensors and suppliers, and others. The Trademarks owned by UltraStar, whether registered or unregistered, may not be used in connection with any product or service that is not offered by UltraStar, in any manner that is likely to cause confusion with customers, or in any manner that disparages UltraStar. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark without the express written permission of UltraStar, UltraStar’s licensors or suppliers, or the third party owner of any such Trademark. Misuse of any Trademarks is prohibited, and UltraStar will aggressively enforce its intellectual property rights in such Trademarks, including via civil and criminal proceedings.
Links
The Site contains links to other Internet websites, including affiliated websites which may or may not be owned or operated by UltraStar. UltraStar has not reviewed all of the websites that are linked to the Site, and UltraStar has no control over such sites. Unless otherwise explicitly stated, UltraStar is not responsible for the content of such websites, any updates or changes to such sites, or the privacy or other practices of such sites, and the fact that UltraStar offers such links does not indicate any approval or endorsement of any material contained on any linked site. UltraStar is providing these links to you only as a convenience. Accordingly, we strongly encourage you to become familiar with the terms of use and practices of any linked site. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from the Site or other sites) is free of such items as viruses, worms, Trojan horses, defects, date bombs, time bombs and other items of a destructive nature.
You agree that your use of other internet websites and resources including, without limitation, your use of any content, information, data, advertising, products or other materials on or available through such websites and resources, is at your own risk and is subject to the terms and conditions of use applicable to such sites and resources.
Claims of Copyright Infringement
We respect the intellectual property rights of others, and we ask our users to do the same. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by UltraStar infringe your copyright (for example, materials posted by UltraStar on one of our Forums), you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. The notice must include the following information: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Site are covered by a single notification, a representative list of such works); (iii) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow UltraStar to locate the material on the Site; (iv) the name, address, telephone number and email address (if available) of the complaining party; (v) 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 (vi) 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. Additionally, if you believe in good faith that a notice of copyright infringement has been wrongly filed by UltraStar against you, the DMCA permits you to send UltraStar a counter-notice.
Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/ for details. Notices and counter-notices with respect to the Site should be sent to Ellie Schwimmer, Esq., Live Nation Worldwide, Inc., 9348 Civic Center Drive, Beverly Hills, CA 90210, (310) 867-7000, ellieschwimmer@livenation.com. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.
Rules for Sweepstakes, Contests and Games
In addition to the terms and conditions of this Agreement, any sweepstakes, contests, games or similar promotions (collectively, “Promotions”) made available through the Site may be governed by specific rules that are separate from this Agreement. By participating in any such Promotion, you will become subject to those rules, which may vary from the terms and conditions set forth herein. UltraStar urges you to review any specific rules applicable to a particular Promotion, which will be linked from such Promotion, and to review our Privacy Policy which, in addition to this Agreement, governs any information you submit in connection with such activities. To the extent that the terms and conditions of such rules conflict with this Agreement, the terms and conditions of such rules shall control with respect to the particular Promotion.
Modification, Suspension and Termination
We reserve the right at any time to suspend, modify or discontinue, temporarily or permanently, any portion of the Site or the Club with or without cause and with or without prior notice. You will not be entitled to a refund during service outages that are caused by our maintenance on the servers or the technology that underlies Site. You agree that we will not be liable to you or to any third party for any suspension, modification or discontinuance. Any violation by you of this Agreement may result in corrective action by us, in our sole discretion, including assessment of additional charges, disconnection or discontinuance of your membership, or termination of this Agreement. In the event that we elect to take any corrective action, you shall not be entitled to a refund of any fees paid in advance prior to such corrective action.
Disclaimers
THE SITE, THE MATERIALS ON THE SITE, AND ANY PRODUCT OR SERVICE OBTAINED THROUGH THE SITE IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, ULTRASTAR AND ITS PARENTS, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SITE, THE MATERIALS, AND ANY PRODUCT OR SERVICE OBTAINED THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. Applicable law may not allow the exclusion of implied warranties, so the above exclusions may not apply to you. ULTRASTAR AND ITS PARENTS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, THE SERVER(S) ON WHICH THE SITE IS HOSTED IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR OBTAINING AND MAINTAINING ALL TELEPHONE, COMPUTER HARDWARE AND OTHER EQUIPMENT NEEDED TO ACCESS AND USE THE SITE, AND ALL CHARGES RELATED THERETO. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND YOUR RELIANCE THEREON. NO OPINION, ADVICE OR STATEMENT OF ULTRASTAR OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE ON THE SITE OR OTHERWISE, SHALL CREATE ANY WARRANTY. ULTRASTAR DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY HYPERLINKED SITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND ULTRASTAR WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. YOUR USE OF THE SITE AND ANY MATERIALS PROVIDED THROUGH THE SITE ARE ENTIRELY AT YOUR OWN RISK.
The Site, Materials or Forums could include inaccuracies or errors, or information or materials that violate this Agreement (specifically, the Code of Conduct above). Additionally, unauthorized alterations could be made by third parties to the Site, Materials or Forums. Although we attempt to ensure the integrity of the Site, we make no guarantees as to the Site’s completeness or correctness. In the event that a situation arises in which the Site’s completeness or correctness is in question, please contact us at legal@ultrastar.com with, if possible, a description of the material to be checked and the location (URL) where such material can be found on the Site, as well as information sufficient to enable us to contact you. We will try to address your concerns as soon as reasonably practicable. For copyright infringement claims, see the section on “Claims of Copyright Infringement,” above.
Limitation of Liability
NEITHER ULTRASTAR NOR ANY OF ITS PARENTS, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS OR SPONSORS, NOR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE OR WILL BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE AND/OR MATERIALS CONTAINED ON THE SITE, ANY LINKED SITE OR ANY PRODUCT OR SERVICE PURCHASED THROUGH THE SITE. WITHOUT LIMITING THE FOREGOING, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT ULTRASTAR SHALL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER FOR (I) ANY FAILURE OF ANOTHER USER TO THE SITE TO CONFORM TO THE CODES OF CONDUCT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, WHETHER ARISING IN CONTRACT OR IN TORT, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE, INCLUDING ANY CLAIM, CAUSE OF ACTION, OBLIGATION, LIABILITY, RIGHT, OR REMEDY WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF ULTRASTAR, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SITE, (IV) ANY BUGS, VIRUSES, WORMS, TROJAN HORSES, DEFECTS, DATE BOMBS, TIME BOMBS OR OTHER ITEMS OF A DESTRUCTIVE NATURE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY, (V) ANY ERRORS, MISTAKES, INACCURACIES OR OMISSIONS IN ANY MATERIALS, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY MATERIALS POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE VIA THE SITE, AND/OR (VI) ANY LOST, STOLEN OR DAMAGED TICKETS, OR THE FAILURE OF A VENUE TO HONOR A TICKET. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE OR MATERIALS OR ANY LINKED SITE IS TO STOP USING THE SITE, MATERIALS, OR LINKED SITE, AS APPLICABLE. THE MAXIMUM LIABILITY OF ULTRASTAR, AND YOUR SOLE AND EXCLUSIVE REMEDY, FOR ALL DAMAGES, LOSSES SUFFERED BY YOU AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL NOT EXCEED THE ACTUAL DOLLAR AMOUNT PAID BY YOU TO THE CLUB DURING THE 12-MONTH PERIOD PRIOR TO THE DATE THE DAMAGE OR LOSS OCCURRED OR THE CAUSE OF ACTION AROSE. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
Indemnification
You agree to indemnify, defend and hold the Club, UltraStar, Artist and Artist’s management, and each of their parents, affiliates, licensors, suppliers, advertisers and sponsors, and their respective directors, officers, employees, consultants, agents and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees) and other expenses that arise directly or indirectly out of or from (i) your breach of this Agreement, including any violation of the Code of Conduct, above; (ii) any allegation that any User Content or other materials you submit to us or transmit to the Site infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or (iii) your activities in connection with the Site.
Force Majeure
We will not be liable to you or any third party for failure or delay in performing our obligations hereunder if such failure or delay is due to circumstances beyond our reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, computer viruses, terrorism, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Site.
Translations
As a convenience to our members, we have occasionally and in our sole discretion provided versions of these Terms in languages other than English (each, a “Translation”). We have attempted to make the Translations accurate, but we cannot be responsible in the event of any errors, inaccuracies or discrepancies in the Translations. Accordingly, if there is any conflict in meaning between a Translation and these Terms, these Terms in the English language shall govern and be given precedence. Furthermore, we do not provide any customer service in any language other than English, and cannot take responsibility for any problems or issues that may arise as a result of this fact.
Access from Outside the United States
Unless otherwise specified, the Materials on this Site are presented primarily for citizens and residents of the United States and its territories, possessions, and protectorates. We make no representation that Materials on the Site are appropriate or available for use in other locations. Those who choose to access the Site do so on their own initiative and at their own risk, and are responsible for compliance with local laws, if and to the extent local laws are applicable. We reserve the right to limit the availability of the Site and/or the provision of any service, program, film or other product described thereon to any person, geographic area or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any such service, program, film or other product that we provide. Software from this site is further subject to United States export controls. No software from this site may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using any software from this site, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
Notice for California Users
Under California Civil Code Section 1789.3, California Site users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.