Wise Guides LLC User Agreement
(As of April 1, 2008)
The following terms and conditions (“User Agreement”) govern your access to, and use of, this Web site located at www.wiseguidesonline.com (the “Site”) operated by Wise Guides LLC (“WG”) and any of Wise Guides LLC services accessible through the Site.
BY CLICKING ON THE “I ACCEPT” BUTTON OR BY ACCESSING, BROWSING, OR OTHERWISE USING THE SITE, YOU AGREE TO BE BOUND BY THIS USER AGREEMENT AND ANY OF THE RELATED POLICIES OR GUIDELINES, INCLUDING ANY SUBSEQUENT CHANGES TO THEM. IF YOU DO NOT AGREE TO THIS USER AGREEMENT, DO NOT ACCESS OR OTHERWISE CONTINUE TO USE THIS SITE.
Other Applicable Terms
You agree to the terms WG’s Conduct Policy related to your use of the Site, including your submission of any articles, commentary, links, and any other data, documents, text, code, applications, audio, images, photographs, graphics, messages, ratings, forum postings, comments or other materials (collectively, “Fan User Content”). The Conduct Policy is located at the end of, and is a part of, this User Agreement.
Code of Behavior
You agree to abide by WG’s Code of Behavior which is a set of guidelines regarding your behavior on the Site. The Code of Behavior is intended as a complement to the Conduct Policy, but if for any reason there is a conflict between the terms of the Conduct Policy and the Code of Behavior, the Conduct Policy shall prevail. The Code of Behavior is incorporated by reference into this User Agreement.
If you believe your work has been copied and posted to the Site in a way that constitutes copyright infringement, please review our Copyright Policy and send the notice described in the policy to WG.
Copyright and License
All copyrighted and copyrightable materials on the Site, including but not limited to articles, text, design, manuals, product information, graphics, audio, images and other files, and the selection, compilation and arrangement thereof (collectively, “Materials”) are owned exclusively by WG Copyright © 2007. WG grants you a limited license to make personal use of the Site to access and review the Materials for your informational purposes only. This license does not include the right to: (a) use the Site or Materials for other than for its intended purpose, including but not limited to any marketing, selling, or other commercial uses; (b) use framing techniques to enclose any portion of the Site, including any images found on the Site or any text or the layout or design of any page or form contained on a page; (c) publish, publicly perform or display, or distribute to any third party any Materials, including reproduction or hosting the Materials on any computer network or broadcast or publications media; (d) make derivative uses of the Site or the Materials; or (e) any systematic collection or extraction of data through the use of any data mining, robots or similar data gathering or extraction methods. You are not conveyed any other right or license, by implication, estoppel or otherwise, in or under any patent, trademark, or proprietary right of WG or any third party. Any unauthorized use of the Site will terminate the permission granted by WG to you under this User Agreement and may violate applicable law, including but not limited to copyright laws, trademark laws and communications regulations and statutes.
Fan User Content
You retain any copyright ownership you may have to all original Fan User Content you submit to the Site. By transmitting or submitting Fan User Content to the Site, you hereby (a) grant WG a non-exclusive, irrevocable, royalty-free, perpetual and fully sublicensable and transferable right to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Fan User Content in any media, now known or hereafter devised; and (b) grant WG, its affiliates and sublicenses the right to use the name, identifier, or any portion thereof, submitted in connection with such Fan User Content, if they so choose. Please note that WG, as a policy, does not actively edit Fan User Content. WG will either leave the Fan User Content posted as is or take it down entirely. However, in some situations, certain modifications may occur without WG’s active participation, such as due to obscenity filtering software, which may automatically change profane language to benign characters such as ’#@!%’. You acknowledge and agree that you will not post on the Site any content for which you do not have the clear right to do so and to grant the rights granted above. You may generally publish a link to (“seed”) such content on the Site, provided that such link does not otherwise violate any third party agreements or rights. Please note that content licensed under a Creative Commons Public Domain license may not be posted on the Site because such licenses do not permit you to grant the necessary rights and may not be applicable to such use in some cases. Therefore, such content may only be seeded to the Site. You further acknowledge and agree that you are solely responsible and liable for any Fan User Content or any other material that you post or seed on the Site and for any infringement or other liability that may result. You represent and warrant that (i) all Fan User Content is either wholly original to you, or all third party rights therein have been fully cleared for use as contemplated by this Agreement, and that you have the right to grant the rights granted herein without violating the rights of any third party; (ii) the Fan User Content and the posting thereof on the Site does and will not, in any way, violate or breach any of the terms of this Agreement or the Conduct Policy or violate or infringe upon the rights of any third party, and (iii) WG shall not in any circumstance be required to pay or incur any sums to any person or entity as a result of its use or exploitation of the Fan User Content unless otherwise agreed in writing by WG. Without limiting the foregoing, WG reserves the right to use the Fan User Content as it deems appropriate, including, without limitation, deleting, rejecting, or refusing to post it. Your submission of Fan User Content is subject to the terms WG’s Conduct Policy. WG shall not be obligated to enforce any form of attribution by third parties and shall not be responsible for any third party use of Fan User Content. If it is determined that you possess any moral rights (including rights of attribution or integrity) in the Fan User Content, you hereby declare that (a) you have no objection to the publication, use, modification, or deletion and exploitation of the Fan User Content by WG or its licensees, successors and assigns; (b) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the Fan User Content; and© you forever release WG, and its licensees, successors and assigns, from any claims that you could otherwise assert against WG by virtue of any such moral rights. WG is for collaborative posting, discovery and discussion of sports stadiums, commentary, news and statistics, not for your self-promotion. You agree not to post to the Site any links or other Fan User Content which is intended to or may result in any monetary compensation or other benefit to you, including without limitation any affiliate links. In addition, while posting full articles which also appear on your blog is acceptable, you agree not to seed your own blog or other content created by you.
You are solely responsible for any and all of your activities on the Site, including all Fan User Content that you submit or a third party submits on your behalf or using your account. You agree to indemnify WG and its shareholders, directors, officers, employees, agents, successors and assigns against any and all third party claims, actions, demands, suits and all related losses, liabilities, damages, penalties, costs and expenses (including, but not limited to, reasonable attorneys’ fees) incurred by an indemnified party arising out of or related to: (a) any violation of law or regulation from your use of the Site, (b) any actual or alleged breach by you of any obligations, representations, warranties under this User Agreement, including violations of the Conduct Policy; and© any actual or alleged infringement or misappropriation of the intellectual property rights of any third party by all Fan User Content that you submit or a third party submits on your behalf or using your account.
Trademarks and Service Marks
“WG,” “wiseguidesonline.com” and WG’s logos are trademarks, service marks or registered trademarks of WG, and may not be copied, used or imitated, in whole or in part, without the prior written permission of WG. You may not use meta tags or any other “hidden text” using any of the above-referenced marks without WG’s permission. Additionally, all page headers, graphics, icons, and scripts are service marks and/or trademarks of WG, and may not be copied, imitated, or used, in whole or in part, without WG’s prior written permission. All other WG names or logos mentioned on the Site, or any other trademarks, registered or otherwise, are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by WG.
Links and Third Party Content
WG or third parties may provide links on the Site to other sites or content. WG has no control over such sites or content, and therefore makes no claim or representation regarding, and expressly disclaims responsibility for, the quality, content, nature or reliability of sites or content linked to by the Site. WG provides links to you only as a convenience, and the inclusion of any link on the Site does not imply WG’s affiliation, endorsement, or adoption of the linked site or any information therein. When you leave the Site, WG’s terms and policies no longer govern. You should review applicable terms and policies, including the privacy and data gathering practices, of any third-party sites.
THE SITE AND THE MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT USE OF THE SITE, INCLUDING ALL CONTENT OR DATA DISTRIBUTED BY OR DOWNLOADED OR ACCESSED FROM OR THROUGH THE SITE, IS AT YOUR SOLE RISK. WG DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, AND CONTENT ON THE SITE. WG DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITE ARE ACCURATE, COMPLETE, CURRENT, RELIABLE OR ERROR-FREE. WG IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY. WG CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, INCLUDING CONTENT THAT IS POSTED BY THIRD PARTIES. YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.
IN NO EVENT SHALL WG BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THIS SITE OR THE MATERIALS THEREIN OR RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF DATA. YOU AGREE THAT WG’S AGGREGATE LIABILITY FOR ANY ACTUAL AND DIRECT DAMAGES HEREUNDER SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). YOU ACKNOWLEDGE THAT THIS IS A REASONABLE ALLOCATION OF RISK FOR YOUR USE OF THE SITE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES, CONDITIONS OR DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
Applicable Law and Venue
This User Agreement and any transactions on this Site shall be governed by and construed in accordance with the laws of the State of Illinois applicable to agreements made and entirely to be performed within the State of Illinois, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in state or federal court located in Cook County, Illinois and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of this User Agreement.
Changes to This User Agreement
WG reserves the right to change or modify any of the terms and conditions contained in this User Agreement, or any policy of the Site, at any time and in its sole discretion. If WG decides to change this User Agreement, it will post a new version on the Site and update the effective date set forth above. Any changes or modifications to this User Agreement or policy will be effective upon posting of the revisions. Your continued use of the Site following posting of any changes or modifications constitutes your acceptance of such changes or modifications. You should frequently review this User Agreement and any other applicable policies, including their dates, to understand the terms and conditions that apply.
Please read this Conduct Policy carefully. It governs your conduct while using various services on this Web site, located at www.wiseguidesonline.com (the “Site”) and operated by WG, LLC (“WG”). By using the Site, you agree to be bound the terms of this Conduct Policy. ANY VIOLATION OF THIS POLICY MAY RESULT IN THE SUSPENSION OR TERMINATION OF YOUR ACCESS TO THE SITE OR USE OF OUR SERVICE AND SUCH ACTION AS WE DEEM APPROPRIATE. INDIRECT OR ATTEMPTED VIOLATIONS OF THIS POLICY, AND ACTUAL OR ATTEMPTED VIOLATIONS BY A THIRD PARTY ON YOUR BEHALF, SHALL BE CONSIDERED VIOLATIONS OF THE POLICY BY YOU.
Other Applicable Terms
Use of Fan User Content
You are solely responsible for all content that you upload, post, email or otherwise transmit via or to the Site, including the submission of articles, commentary and all other data, documents, text, software, applications, music, sound, photographs, graphics, video, messages, ratings, forum postings, comments or other materials (collectively, “Fan User Content”). As a provider of interactive services, WG enables users to post such Fan User Content in a public forum. WG is not liable for any Fan User Content provided by its users. Fan User Content is displayed for entertainment and informational purposes only and is not controlled by WG. WG cannot guarantee the accuracy, integrity or quality of such Fan User Content. You understand that by using the Site, you may be exposed to Fan User Content that may be offensive, indecent or objectionable. Under no circumstances will WG be liable in any way for any Fan User Content, including, but not limited to, for any errors or omissions in any Fan User Content, or for any loss or damage of any kind incurred as a result of the use of any Fan User Content posted, emailed or otherwise transmitted via the Site.
By way of example, and not as a limitation, you agree not to use the Site:
- to abuse, harass, threaten, impersonate or intimidate other WG users;
- to contribute any Fan User Content that is libelous, defamatory, obscene, pornographic, abusive, offensive or otherwise infringes upon or violates any law or right of any third party;
- for any illegal or unauthorized purpose. If you are an international user, you agree to comply with all local laws regarding online conduct and acceptable content;
- to post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any WG user;
- to create or submit unwanted and/or unsolicited email (“Spam”) to any other WG users or any URL;
- to violate any laws in your jurisdiction (including but not limited to copyright laws);
- to submit stories or comments linking to affiliate programs, multi-level marketing schemes, sites/blogs repurposing existing stories (source hops), or off-topic content;
- use or authorize the use of any means to artificially or falsely drive user traffic to Fan User Content that you or another user posts to the Site, including the use of automated, fraudulent or deceptive processes;
- impersonate any person or entity, including, without limitation, a Site moderator or a manufacturer or owner of any product, or falsely state or otherwise misrepresent your affiliation with a person or entity; or
- post Fan User Content that would be harmful to minors in any manner.
System and Network Security
You are prohibited from violating the security of any system or network comprising the Site. Such violations may result in criminal and civil liability. Examples of system or network security violations include, without limitation, the following:
- Unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of the Site or to breach security or authentication measures.
- Unauthorized monitoring of data or traffic on the Site;
- Interference with the Site including, without limitation, any type of flooding technique or deliberate attempt to overload a system such as denial of service attacks;
- Forging of any packet header, e-mail header or any part of a message header. This prohibition does not include the use of aliases or anonymous remailers; and/or
- Using manual or electronic means to avoid any use or access limitations placed on this Site.
General Terms; Repeater Infringer Policy
WG reserves the right, without notice and in its sole discretion, to terminate your account and your license to use the Site and to block or prevent future access to and use of the Site. Without limiting the foregoing, and in accordance with the Digital Millennium Copyright Act (DMCA), it is WG’s policy to terminate, in appropriate circumstances as determined in its sole discretion, subscribers or account holders who it determines are repeat infringers. If any provision of this User Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this User Agreement and shall not affect the validity and enforceability of any remaining provisions. The following provisions will survive any termination of this User Agreement: “Fan User Content”, “Your Liability”, “Trademarks”, “No Warranties”, “Limited Liability”, “Applicable Law and Venue”, and “General Terms”.