Terms and Conditions
For all users
By using or visiting TownSpot.tv or any of TownSpot's products, software, hardware, data feeds, data streams and services utilized and provided to you on, from or through TownSpot's website or other mediums (collectively, the "Service"), you signify, without any reservations or qualifications, your agreement to:
- These terms and conditions (TownSpot's "Terms and Conditions");
- TownSpot's Community Standards, also incorporated herein by reference.
- These Terms and Conditions apply to all users of the Service, including users who use the Service to Submit Content to TownSpot ("Content Creators" or "Content Providers").
- The "Service" includes all aspects of TownSpot, including but not limited to all products, software and services offered via the TownSpot website, the TownSpot Player and its video playback pages and features, such as "The Spotlight," TownSpot's file submission functions, features and services, and all applications and mediums of delivery used by TownSpot.
- "Content" refers generally to the digital media content, including but not limited to, display graphics, video, text, photos, scripts, audio, music, audiovisual features, interactive features, contact information and other materials displayed on, accessed through or contributed to TownSpot's website, as well as the digital media content contained in electronic files Submitted or provided to TownSpot.
- As with many websites which include user profiles, platforms and communication forums, the Service may contain links to third-party websites that are not owned or controlled by TownSpot. Your use of the Service signifies your understanding that TownSpot has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites. In addition, you understand that TownSpot will not and cannot censor or edit the content of any third-party site. By using the Service, you expressly relieve TownSpot from any and all liability arising from your use of any third-party website, and you do so without any reservations or qualifications.
You will need to create a Member Account in order to access many of the exciting features and benefits of the Service. Your Member Account will include, among other things, basic personal information about yourself, such as your interests, tastes and talents. This personal information will be used for purposes that include, but are not limited to, creating a personal profile associated with your Member Account which will be accessible to other users of the Service. Access to some benefits of the Service, such as the opportunity to advertise on TownSpot's website or other mediums, will require that you provide additional personal information, including but not limited to, your credit card data for purposes of third-party payment processing.
All users of the Service must also observe the following regarding Member Accounts:
- You must provide complete and accurate information when creating your Member Account. You must also remember to update your member profile information if and when it changes.
- You must never access or use another user's Member Account. It's never appropriate, and it may lead to the deactivation of all Member Accounts involved, as well as your loss of all benefits as a user.
- You are solely responsible for the activity that occurs on your Member Account – that includes being vigilant in keeping your password information secure and confidential. It is solely your responsibility.
- You must notify TownSpot immediately of any breach of security or unauthorized use of your Member Account by filing a Member Account Breach ("MAB") form.
- TownSpot will not be liable for any harm or losses that occur to you relating to any unauthorized use of your Member Account. However, you are aware that you may be liable for the losses of TownSpot, its agents, partners, affiliates or other users due to such unauthorized use of your Member Account or any misuse of your Member Account, regardless of who used it to cause the losses or misuse of your Member Account. So, again: It is solely your responsibility to keep your password information secure and confidential.
Other Permissions and Restrictions
You have permission to access and use the Service as set forth in these Terms and Conditions, provided that:
- You do not distribute, through any medium, any part of the Service or the Content without TownSpot's prior written authorization.
- Your attempts to access the Content on the Service shall be solely restricted to using TownSpot's website, the TownSpot Player and its video playback pages and features, such as "The Spotlight," as made available to the public by TownSpot, and not through any other technology or means of access.
- You do not attempt to alter or modify any part of any Content displayed on the Service, including TownSpot's website, make any attempts to hack or enter the Service to access a Submitted file or Content, whether you Submitted it or not, or direct or conspire with any other third-party to do the same.
- You do not attempt to alter, circumvent, disable or otherwise interfere with any security-related features of the Service, including TownSpot's website, or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Service or the Content therein.
- You do not use the Service for any commercial service other than placing an approved advertisement on TownSpot's website via the TownSpot Advertising Agreement. Prohibited commercial use of the Service includes, but is not limited to the barter or sale of access to the Service; or the barter or sale of advertising, sponsorships, partnerships or promotions placed on the Service or on a TownSpot partner or affiliate's website. Prohibited commercial uses do not include the following examples of appropriate uses of Member Accounts:
- Submitting advertisements to the Service via TownSpot's Advertising Agreement and maintaining your approved advertisement, as posted on TownSpot's website.
- Promoting your business or artistic enterprise which relates to Content of yours that was approved and posted on TownSpot's website;
- Showing TownSpot videos via the TownSpot Player on an ad-enabled blog or website, subject to these commercial use restrictions; or
- Any use that TownSpot expressly authorizes in writing.
- You utilize a link to the Service on your website, including a link to the TownSpot Player on TownSpot's website. However, you may not modify, build upon, or block any portion or functionality of the TownSpot Player or the approved Content, as it appears on TownSpot's website.
- You will not, on any website or medium, make any claims of partnership with TownSpot or any affiliate, advertiser or partner of TownSpot; any claims of sponsorship of Content by TownSpot or any affiliate, advertiser or partner of TownSpot; or any other affiliation with TownSpot not expressly authorized by TownSpot via prior written approval, including but not limited to promises or the sale of Content display or advertising space on the Service to third-parties.
- You will not use or launch any automated system, including without limitation, "robots," "spiders," or "offline readers," that may access the Service, including TownSpot's website, the TownSpot Player and its video playback pages and features, such as "The Spotlight," in a manner that sends more request messages to TownSpot's servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser.
Exception: Notwithstanding the foregoing, TownSpot grants Internet providers and the operators of public search engines permission to use spiders to copy Content from the Service for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the Content, but not caches or archives of such materials, provided that this is done in compliance with all applicable laws. TownSpot reserves the right to revoke all such exceptions, either generally or in specific cases.
- You will not collect or harvest any personally identifiable information from the Service, including but not limited to Member Account information, nor shall you use the communications systems provided on our website (e.g., user comments, email information) for any type of harassment or bullying, of for any personal purposes, commercial purposes, or solicitation purposes not expressly provided for in these Terms and Conditions.
- In your use of the Service, you will comply with all applicable laws.
TownSpot reserves the right to discontinue any aspect of the Service at any time. You fully understand this without any reservations or qualifications.
Additional Restrictions Regarding Content
In addition to the restrictions above, the following restrictions and conditions apply specifically to your use of Content.
- The Content on the Service, and the trademarks, service marks and logos on the Service, are owned by or licensed to TownSpot, subject to copyright and other intellectual property rights under the law.
- You may access Content for your information and personal use solely as intended through the provided functionality of the Service and as permitted under these Terms and Conditions. You shall not download any Content unless you see a "download" or similar link displayed on the TownSpot website regarding that Content which expressly permits you to do so. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of TownSpot or the respective licensors of the Content. TownSpot and its licensors reserve all rights not expressly granted in and to the Service and the Content.
- You understand that when using the Service, you will be exposed to Content from a variety of sources, and that TownSpot is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against TownSpot with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless TownSpot, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your use of the Service.
Overview of Content Guidelines
You must have a Member Account to Submit Content, as well as to post user comments to the Service for possible posting on TownSpot's website or for other purposes as set forth above and herein. You understand that TownSpot has no obligation to post any Content or comments you provide, or to approve or maintain your Member Account as active. Furthermore, TownSpot does not guarantee any confidentiality with respect to any Content or comments Submitted to the Service.
The Terms and Conditions for Content Submission are governed by TownSpot's Content Submission Agreement. Read it carefully and fully before Submitting any files containing Content to TownSpot. Those rules include, but are not limited to, the following:
- You are solely responsible for your Content you Submit to the Service and all consequences that follow submitting and publishing your Content on the Service or TownSpot's website.
- TownSpot is a platform for your talent (not somebody else's) to be spotlighted. You understand this, and affirm, represent, and warrant that you own or have all necessary licenses, rights, consents, and permissions to publish all Content you submit; and you license to TownSpot all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms and Conditions.
- Your Content belongs to you. However, by submitting Content to TownSpot you hereby grant TownSpot a worldwide, non-exclusive, royalty-free and transferable license to use, reproduce, distribute, prepare derivative works of, display, perform and otherwise use all Content you provide in connection with the Service, TownSpot's website, or TownSpot's affiliates' and partners' business, for any purpose, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any mediums. You also hereby grant each user of the Service a non-exclusive license to access your Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms and Conditions. The above licenses granted by you in video Content you submit to the Service terminate within a commercially reasonable time after you remove or delete your videos from the Service. You understand and agree, however, that TownSpot may retain, but not display, distribute, or perform, server copies of your videos that have been removed or deleted. The above licenses granted by you in user comments you submit are perpetual and irrevocable.
- You further agree that Content you submit to the Service will not contain third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant TownSpot all of the license rights granted herein.
- You further agree that you will not submit to the Service any Content or other material that is contrary to TownSpot's Community Standards, which may be updated from time to time, or contrary to applicable local, national, and international laws and regulations.
- TownSpot does not endorse any Content submitted to the Service by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and TownSpot expressly disclaims any and all liability in connection with all Content and user comments.
- TownSpot does not permit copyright infringing activities and infringement of intellectual property rights on the Service or on TownSpot's website. TownSpot will remove Content if we are properly notified of a claim of wrongdoing or illegal activity concerning published Content or user comments, upon receipt and review of a completed Content and Comment Removal Request ("CCRR") form, provided that our investigation finds said claim of wrongdoing or illegal activity to be valid.
Regardless of whether Content or comments you provide to the Service infringes on another's intellectual property rights, TownSpot reserves the right to remove any and all Content, Member Accounts and related information, including user comments, without any prior notice. You fully understand this and accept this, with no reservations or qualifications, by your use of the Service.
Member Account Termination Policy
TownSpot also reserves the right to decide for itself whether Content violates these Terms and Conditions for reasons other than copyright infringement, such as but not limited to, pornography, obscenity, inappropriate humor or language, inappropriate or poor quality of production, or excessive length. As stated, TownSpot may terminate a Member Account at any time, and for any reason, without prior notice and in its sole discretion.
Copyright Claim Process
- Reporting a Copyright Violation to TownSpot. If you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA"), 17 U.S.C 512(c)(3), to our TownSpot Copyright Compliance Officer, Ron Reitshtein, located at 8888 Olympic Blvd. Beverly Hills, CA 90211. This notification must be in writing and must include the following information:
- A physical or electronic signature of a person authorized to act on behalf of the person claiming to own the exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are at issue, then include a descriptive list of the claimed works of infringement.
- Identification of the material or Content 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 the service provider to locate the material.
- Your address, telephone number, and, if available, electronic mail address;
- A statement regarding who you are in relation to the legal copyright owner, and a statement of your a good faith belief that the use of the Content or any portion thereof in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in your notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- TownSpot's designated Copyright Compliance Officer to receive notifications of claimed infringement is _____________ ________ ________________, CA 93101, email: Copyright@TownSpot.tv, fax: 805-845-4000. For clarity, only DMCA notices should go to the Copyright Reviewer; any other feedback, comments, requests for technical support, and other communications should be directed to TownSpot's Customer Service. You acknowledge that if you fail to comply with all of the requirements set forth in this Paragraph 5 of these Terms and Conditions, your DMCA notice may not be valid.
- Responding to a Claim of Copyright Violation. (If Your Content Was Removed from the Service.) If you believe that your Content which was removed from TownSpot's website (or to which access was disabled) is not infringing, or that you have the proper, legal authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your Content, you may send a counter-notice containing the following information to TownSpot's Copyright Compliance Officer:
- Your physical or electronic signature;
- Identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or disabled;
- A statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the Content;
- Your name, address, telephone number, and electronic mail address;
- A statement that you consent to the jurisdiction of the federal court in Los Angeles, California; and
- A statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by TownSpot's Copyright Compliance Officer, TownSpot may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in ten (10) business days. Unless the copyright owner files an action seeking a court order against the Content provider, member or user, the removed Content may be replaced, or access to it restored, in ten (10) to fourteen (14) business days or more after receipt of the counter-notice, at TownSpot's sole discretion.
The above process is a description of the process established at TownSpot to review and respond to claims of copyright infringement. It is not a statement of your legal rights as a claimant or respondent in a potential copyright infringement matter. You are encouraged to consult an attorney for more information on your legal rights.
Disclaimer of Warranties
YOU AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, TOWNSPOT, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND AFFILIATES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE, TOWNSPOT'S WEBSITE, AND YOUR USE THEREOF. TOWNSPOT MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF ANY CONTENT, MEMBER ACCOUNT INFORMATIO OR USER COMMENTS ON ITS WEBSITE OR OTHER MEDIUMS OF THE SERVICE, OR THE CONTENT OF ANY USER SITES OR THIRD-PARTY SITES LINKED TO THE TOWNSPOT WEBSITE. FURTHERMORE, TOWNSPOT ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (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 SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD-PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. TOWNSPOT DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH THE SERVICES OR ANY HYPERLINKED SERVICES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND TOWNSPOT WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING 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 COMMON SENSE IN EXERCISING YOUR BEST JUDGMENT AND CAUTION WHERE APPROPRIATE.
IN NO EVENT SHALL TOWNSPOT, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, OR IN MEMBER ACCOUNTS OR USER COMMENTS, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (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 SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD-PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU SPECIFICALLY ACKNOWLEDGE THAT TOWNSPOT SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD-PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
The Service is controlled and offered by TownSpot from its facilities in the United States of America. TownSpot makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are responsible for compliance with local law.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless TownSpot, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of these Terms and Conditions; (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third-party.
With respect to indemnification for third-party claims: You understand and agree, without any reservations or qualifications whatsoever, that YOU SHALL INDEMNIFY TOWNSPOT FOR COSTS ASSOCIATED WITH ANY AND ALL CLAIMS THAT MAY ARISE IN ANY ADMINISTRATIVE, CIVIL OR CRIMINAL ACTIONS, INCLUSIVE OF PAYING FOR ALL LEGAL FEES AND FINES INCURRED BY OR LEVIED AGAINST TOWNSPOT IN ASSOCIATION WITH ANY INFORMATION THAT APPEARS IN YOUR MEMBER ACCOUNT AND RELATED PROFILE INFORMATION, REGARDLESS OF ITS TRUTH OR JUSTIFICATION. TO BE CLEAR: YOU, AND NOT TOWNSPOT, ARE SOLELY RESPONSIBLE FOR THE INFORMATION AND CONTENT CONTAINED IN YOUR MEMBER ACCOUNT AND RELATED PROFILE INFORMATION, AND YOU ACCEPT THESE TERMS WITHOUT ANY RESERVATIONS WHATSOEVER.
This defense and indemnification obligation will survive these Terms and Conditions and your use of the Service.
Legal Capacity to Accept These Terms and Conditions
You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms and Conditions, and to abide by and comply with these Terms and Conditions.
These Terms and Conditions, and any rights and licenses expressly granted herein, apply to you, and you alone. These rights and licenses may not be transferred or assigned by you, but may be assigned by TownSpot without restriction.
If any provision of these Terms and Conditions is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms and Conditions, which shall remain in full force and effect. No waiver of any term of this these Terms and Conditions shall be deemed a further or continuing waiver of such term or any other term, and TownSpot's failure to assert any right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision. TownSpot reserves the right to amend these Terms and Conditions at any time and without notice, and it is your responsibility to review these Terms and Conditions for any changes. Your use of the Service following any amendment of these Terms and Conditions will signify your assent to and acceptance of its revised terms.
YOU AND TOWNSPOT AGREE, WITHOUT ANY RESERVATIONS OR QUALIFICATIONS, THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Changes to These Terms and Conditions
TownSpot may attempt to notify you when major changes are made to these Terms and Conditions, however we are not obligated to do so. You are expected to periodically review the most current version of these Terms and Conditions when utilizing the Service; it will be accessible at http://www.townspot.tv/terms-conditions. TownSpot may, in its sole discretion, modify or revise these Terms and Conditions and policies at any time, and you agree to be bound by such modifications or revisions. Furthermore, nothing in these Terms and Conditions shall be deemed to confer any assignment rights, third-party rights or benefits not expressly provided for in these Terms and Conditions.
Version Date: October 1, 2012