Terms & Conditions - updated 2/4/2011
Please carefully read the following Terms & Conditions before using the www.momcentral.com website.
By accessing this Site, you agree to be bound by these Terms & Conditions. If you do not agree to these Terms & Conditions, please do not use this Site. Each time you use the Site, the current version of the Terms & Conditions will apply.
1. Intellectual Property
The data and materials on the Site, except User Submissions (as defined below), including without limitation text, graphics, logos, photos, music, videos, and all other audible, visual or downloadable materials, as well as the selection, organization, coordination, compilation and overall look and feel of the Site (collectively, the “Content”) are the intellectual property of Mom Central, Inc., “Mom Central”, “we”, or “us”), our licensors and our suppliers. The Content is protected by copyrights and other intellectual laws and all ownership rights remain with us, our licensors or our suppliers, as the case may be.
You may only use the Content retrieved from this Site for your own personal, non-commercial, educational, private or domestic purposes. You agree to not engage in the use, copying, or distribution of any of the Content, other than expressly permitted herein, including any use, copying, or distribution of the User Submissions of third parties obtained through the Site for any commercial purposes. If you download or print a copy of the Content for personal use, you must retain all copyright, trademark, or other proprietary notices. We reserve all rights not expressly granted in and to the Site and the Content.
If you register on the Site as a Mom Central, Inc. participant (“Mom Central Member”), you agree (i) to be responsible for updating Mom Central of changes to your email or other personal information (ii) that Mom Central can contact you on behalf of Mom Central happenings or third-party contests, promotions, or information.
3. User Submissions
A. The Site may permit the submission of communications, including the submission of postings on message boards, blogs, videos and photos by Mom Central Members ("User Submissions") and the hosting, sharing, and/or publishing of such User Submissions. You understand that whether or not such User Submissions are published, we do not guarantee any confidentiality with respect to any submissions to the Site.
B. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by the Site and these Terms & Conditions; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Submission to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Submissions in the manner contemplated by the Site and these Terms & Conditions. You retain all of your ownership rights in your User Submissions, however, by submitting the User Submissions to the Site, you hereby: (i) grant Mom Central a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to display, perform, use, reproduce, distribute, publish, create derivative works of, display, perform sell, edit, and insert, serve or display advertisements in or in close proximity to the User Submissions in connection with the Site and Mom Central’s business, including without limitation for promoting and redistributing part or all of the Site (and derivative works thereof) in any media format or medium and through any media channels (now known or hereafter developed) and (ii) grant each user of the Site a non-exclusive license to access your User Submissions through the Site, and to use, reproduce, distribute, publish, prepare derivative works of, display and perform such User Submissions as permitted through the functionality of the Site and under these Terms & Conditions. For the avoidance of doubt, you are not entitled to any compensation for any User Submissions for any reason, unless expressly agreed to in writing by the parties.
C. In connection with User Submissions, you agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant Mom Central all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage Mom Central or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, vulgar, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; (v) impersonate another person or entity, whether actual or fictitious. We do not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and we expressly disclaim any and all liability in connection with User Submissions. We do not permit copyright infringing activities and infringement of intellectual property rights on our Site, and we will remove all Content and User Submissions if properly notified in writing that such Content or User Submission infringes on another's intellectual property rights. We reserve the right, in our sole discretion, to remove Content and User Submissions without prior notice. We will also terminate a user's access to our Site, if they are determined to be a repeat infringer. A repeat infringer is a user who has been notified of infringing activity more than twice and/or has had a User Submission removed from the Site more than twice. We also reserve the right to decide whether Content or a User Submission is appropriate and complies with these Terms & Conditions for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. We may remove such User Submissions and/or terminate a user's access for uploading such material in violation of these Terms & Conditions at any time, without prior notice and at our sole discretion.
D. If you are a copyright owner or an agent thereof and believe that any submission on the Site’s message boards or any other content on the Site infringes upon your copyrights, you may submit a notification pursuant to Title 17, United States Code, Section 512(c)(3), the Digital Millennium Copyright Act ("DMCA") by providing our designated copyright agent with the following information in writing: (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 at a single online site are covered by a single notification, a representative list of such works at that site; (iii) Identification of the material 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;(iv) Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail; (v) A statement that you have 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 you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
E. You understand that when using the Site, you will be exposed to User Submissions from a variety of sources, and that we are not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are 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 us with respect thereto.
4. Links to Other Websites
CONTENT, ON THE SITE, INCLUDING WITHOUT LIMITATION, TEXT, GRAPHICS LINKS AND USER SUBMISSIONS, ARE PROVIDED ON AN “AS IS” BASIS WITH NO WARRANTY.
MOM CENTRAL AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, AND SUPPLIERS MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER TO YOU OR ANY OTHER PERSON RELATING IN ANY WAY TO THE SITE AND DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL SUCH REPRESENTATIONS AND WARRANTIES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, MOM CENTRAL AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, AND SUPPLIERS DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY LAW ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY (I) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (II) WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS; (III) WARRANTIES RELATING TO DELAYS, INTERRUPTIONS, ERRORS, OR OMISSIONS IN THE SITE, OR ANY PART THEREOF; (IV) WARRANTIES RELATING TO THE TRANSMISSION OR DELIVERY OF THE SITE; (V) WARRANTIES RELATING TO THE ACCURACY OR CORRECTNESS OF DATA ON THE SITE; AND (VI) OTHER WARRANTIES RELATING TO PERFORMANCE, NONPERFORMANCE, OR OTHER ACTS OR OMISSIONS OF MOM CENTRAL , OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, OR SUPPLIERS .
FURTHER, AND WITHOUT LIMITING THE GENERALITY OF ANY OF THE FOREGOING, THERE IS NO WARRANTY THAT THE SITE WILL MEET YOUR NEEDS OR REQUIREMENTS OR THE NEEDS OR REQUIREMENTS OF ANY OTHER PERSON. SERVICES MAY BE LIMITED BY MANY FACTORS, INCLUDING INHERENT RISKS OF THE INTERNET.
BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES OR IMPLIED WARRANTIES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, MOM CENTRAL, AND OUR OFFICERS’, DIRECTORS’, EMPLOYEES’, AFFILIATES’, AGENTS’, LICENSORS’, AND SUPPLIERS’ LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
7. Limitation of Liability
IN NO EVENT WILL MOM CENTRAL OR OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, SUPPLIERS OR ANY PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THIS SITE BE LIABLE IN ANY MANNER WHATSOEVER FOR ANY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF: (I) THIS SITE, YOUR ACCESS, USE OR INABILITY TO USE THIS SITE; (II) ANY FAILURE OR PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE (INCLUDING LOSS PROFITS, LOSS OF BUSINESS OR DATA, BUSINESS INTERRUPTION, AND DAMAGES THAT RESULT FROM INACCURACY OF THE INFORMATION OR INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE SITE); (III) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (IV) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL IDENTIFIABLE INFORMATION STORED THEREIN, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY.
MOM CENTRAL RESERVES THE RIGHT TO ALTER, REMOVE OR DISCONTINUE ANY PORTION OF THE SITE OR THE CONTENT ON THE SITE OR TO SUSPEND OR TERMINATE YOUR USE IN ANY WAY, AT ANY TIME, FOR ANY REASON, WITHOUT PRIOR NOTIFICATION, AND WILL NOT BE LIABLE IN ANY WAY FOR POSSIBLE CONSEQUENCES OF SUCH CHANGES.
THE FOREGOING LIMITATIONS APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF MOM CENTRAL OR OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, SUPPLIERS OR ANY OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, MOM CENTRAL AND OUR OFFICERS’, DIRECTORS’, EMPLOYEES’, AFFILIATES’, AGENTS’, LICENSORS’ AND SUPPLIERS’ LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
YOU SPECIFICALLY ACKNOWLEDGE THAT MOM CENTRAL SHALL NOT BE LIABLE FOR USER SUBMISSIONS 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.
You agree to indemnify, defend and hold harmless Mom Central, our officers, directors, employees, affiliates, agents, licensors, suppliers, successors, assigns, and their past and present officers, directors and employees, representatives and agents from and against any suit, claim, liability, or proceeding in connection with: (i) any claim due to or arising out of your violation of these Terms & Conditions, including but not limited to a claim arising out of a breach of your representations or warranties made hereunder; (ii) your use of and access to the Site; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Submission(s) caused damage to a third party.
These Terms & Conditions, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction.
10. Choice of Law and Forum
The Terms & Conditions shall be governed and construed in accordance with the laws of the State of Massachusetts, excluding its conflicts of law rules. Any dispute arising out of or relating to this Terms & Conditions or your access or use of this Site will be subject to the exclusive jurisdiction of the court located within the County of Middlesex in the State of Massachusetts, and you hereby submit to the personal jurisdiction of such courts.