Southern Belle Glitz Terms and Conditions Agreement
Last Updated February 16, 2016
We may update this Agreement at any time. It is your responsibility to review the most recent version of the Agreement frequently and remain informed about any changes to the Agreement. By continuing to use the Platform in any way, including, but not limited to, browsing the website(s) associated with the Platform, you are agreeing to comply with and be bound by the following terms and conditions of use, and you consent to any updates to this Agreement. This version of the Agreement supersedes any and all earlier versions, and comprises the entire agreement between you and the Company regarding the Platform. If you do not agree to any provision of this Agreement, you should not access or use the SBG Platform.
1. Eligibility and Security.
NOTICE TO PARENTS AND LEGAL GUARDIANS: The platform may be used by children with your permission only. By granting your child permission to use this Platform, you agree to the Terms of this Agreement on behalf of your child. You are responsible for monitoring and supervising your child’s use of the Platform. You are responsible for your child’s actions and purchases on the Platform. If your child is using the Platform and is either under 18, or does not have your permission, please contact us immediately at SBG.SouthernBelleGlitz@gmail.com so that we can disable her or his access.
Additional eligibility requirements to use the Platform or access the User Content may change at any time. We have the right, in our sole discretion, to suspend or terminate your use of our Platform or access the User Content and refuse any and all current or future use of all or any portion of our Platform or access the User Content. Our Platform is not available to any temporarily or indefinitely suspended users. Access to our User Content may also not be available to any temporarily or indefinitely suspended users.
B. Password and Security. To use the Platform, you may create an account with SBG and select a password and username, as well as provide registration and billing information. The registration information you provide must be accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account and/or cancellation of product orders. You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene. When creating an account, we may also ask you for some basic information to identify you and for ways to contact you. You agree to maintain the confidentiality of your password, and are fully responsible for all liability and damages resulting from your failure to maintain that confidentiality and all activities that occur through the use of your password. You agree to immediately notify us of any unauthorized use of your password or any other breach of security. You agree that SBG cannot and will not be liable for any loss or damage arising from your failure to comply with this Provision 1(B).
C. No data transmissions over the Internet can be guaranteed to be 100% secure. Consequently, we cannot ensure or warrant the security of any information you transmit to us, including personally identifiable and/or billing information, and you understand that any information that you transfer to us is done at your own risk.
2. Platform and User Content. Our Platform may provide our users with a variety of options to exchange comments, photos, videos, and product feedback.
A. Your Content. Where our Platform allows you to upload images, written content, and to post links, anything that you upload and others upload to or otherwise make available on the Platform, including all Intellectual Property Rights (as defined below) in such content, is referred to as “User Content.” You retain all of your rights in the User Content that you post through the Platform.
B. Use of User Content. You hereby grant the Company a non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, display, reproduce, modify (e.g., re-format), re-arrange, and distribute your User Content on the Platform and our affiliated online venues (such as Facebook, Instagram, and email) for the purposes of operating, advertising, and providing the Platform to you, and to the Platform’s other users. Nothing in this Agreement shall restrict SBG’s rights under separate licenses for User Content. Please remember that the Platform is public, and that other users may search for, see, use, and/or re-upload any User Content that you make publicly available through the Platform.
C. How Long SBG Keeps Your Content. Following termination or deactivation of your account, or if you remove any User Content from your account, SBG may retain your User Content for a commercially reasonable period of time for backup, archival and/or audit purposes. Furthermore, SBG may retain and continue to display, reproduce, re-upload, modify, re-arrange, and distribute any of your User Content that other users have re-added or shared through the Platform or that you have posted to public or semi-public areas of the Platform.
D. Responsibility for Your Content. By uploading User Content to the Platform, you represent and warrant that you have the right to use that User Content and that if you are not the owner of such User Content then you have the necessary permission and/or license from the copyright owner to use it. SBG reserves the right, but is not obligated, to remove User Content from the Platform for any reason, including User Content that SBG believes violates this Agreement.
E. You agree not to upload User Content that:
(1) Infringes any third party’s Intellectual Property Rights (as defined below), privacy rights, publicity rights, or other personal or proprietary rights;
(2) Creates a risk of and/or portrays harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to yourself, to any other person, or to any animal;
(3) May create a risk of any other loss or damage to any person or property;
(4) Seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
(5) Violates, or encourages any conduct that violates laws or regulations of any country;
(6) Contains any information or content SBG deems to be hateful, violent, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, or otherwise objectionable;
(7) Contains any information or content that is illegal (including, without limitation, the disclosure of insider trading information under securities law or of another party’s trade secrets); or,
(8) Contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships, or is fraudulent, false, misleading, or deceptive.
F. Intellectual Property Rights. As used in this Agreement, “Intellectual Property Rights” means all patent rights; copyright rights; moral rights; rights of publicity; trademark, trade dress and service mark rights (and associated goodwill); trade secret rights; and all other Intellectual Property Rights and proprietary rights as may now exist or hereafter come into existence, and all applications for any of these rights and registrations, renewals and extensions of any of these rights, in each case under the laws of any state, country, territory or other jurisdiction. You agree that any User Content that you post to the Platform does not and will not violate any law or infringe the rights of any third party, including, without limitation, any Intellectual Property Rights, publicity rights or rights of privacy. The Company reserves the right, but is not obligated, to remove any User Content for any reason or for no reason, including User Content that the Company believes violates this Agreement. The Company may also permanently or temporarily terminate or suspend a user account without notice and liability for any reason, including if, in the Company’s sole determination, a User violates any provision of this Agreement, or for no reason. It is important that you understand that you are in the best position to know if the materials you post are legally allowed. SBG therefore asks that you please be careful when deciding whether to make User Content available on the Platform.
3. Your Information.
A. Definition. “Your Information” is defined as any information, post or other material you provide (directly or indirectly), including through the registration process to access the Platform, or through the use of our Platform, in any public message board or through email. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of your Public Information (as defined below).
Any of Your Information that, through the use of our Platform or otherwise, you submit or make available for inclusion on publicly accessible areas of our website is referred to as “Public Information” (for example, your name and location, if provided on a publicly accessible area of our website, would be considered Public Information); any other portion of Your Information shall be referred to as “Private Information.” “Publicly accessible” areas of our website are those areas that are available either to some or all of our members (i.e., not restricted to your viewing only) or to the general public, such as uploaded comments, product reviews, photos and/or videos.
You should understand that your Public Information may be accessible by and made public through syndication programs (including data feed tools) and by search engines, metasearch tools, crawlers, metacrawlers and other similar programs.
B. Restrictions. In consideration of your use of our Platform, you agree that Your Information:
(1) shall not be fraudulent;
(2) shall not infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
(3) shall not violate any law, statute, ordinance or regulation;
(4) shall not be defamatory, libelous, unlawfully threatening or unlawfully harassing;
(5) shall not be obscene or contain pornography, child pornography, or photographs of unclothed person(s);
(6) shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers; and,
(7) shall not link directly or indirectly to any materials to which you do not have a right to link to or include.
In addition, you agree that you will provide us with your valid, current email address, both at the time of your registration with us and from time to time as your email address changes. Although we endeavor to remove any of the above-described restricted information promptly, we cannot take responsibility for the posting of such restricted information.
E. Consent to Disclosure. You acknowledge and agree that SBG may disclose Your Information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to:
(1) comply with a current judicial proceeding, a court order or legal process served on us or our website;
(2) enforce this Agreement;
(3) respond to claims that Your Information violates the rights of third parties;
(4) protect the rights, property or personal safety of SBG, its employees, users and the public; or,
(5) enable the transfer or sale to another entity of all or substantially all of our stock or assets in the line of business to which this Agreement relates, or upon any other corporate reorganization, subject to the promises made in this Agreement.
We also may disclose any information about you to law enforcement or other government officials as we, in our sole discretion, believe necessary or appropriate, in connection with an investigation of fraud, intellectual property infringements, or other activity that is illegal or that we believe may expose us or you to legal liability.
4. Use of Platform.
A. Control. You, and not SBG, are entirely responsible for all of your Public Information that you upload, post, email, transmit or otherwise make available via our Platform. We do not control your Public Information or the Public Information of or posted by other users and do not guarantee the accuracy, integrity or quality of Your Information or the Information of or posted by other users. Nor do we endorse any opinions expressed by you or other users. You understand that by using our Platform or viewing its User Content, you may be exposed to information that is offensive, indecent or objectionable. We do not have any obligation to monitor, nor do we take responsibility for, Your Information, Public Information or information of or posted by other users. You agree that under no circumstances will the Company, its directors, officers, shareholders, employees, consultants, agents, advisers, affiliates, subsidiaries or its third-party partners be liable in any way for any information, including, but not limited to, any errors or omissions in Your Information or the Information of or posted by other users, or for any loss or damage of any kind incurred as a result of the use of Your Information or Information of or posted by other users posted, emailed, transmitted or otherwise made available in connection with our Platform, or for any failure to correct or remove information.
B. Grounds for Removal, Sanction and/or Suspension. Notwithstanding any other provision of this Agreement, the following types of actions are cause for immediate removal, repeal and/or suspension or termination of your account and/or cancel product orders:
(1) The use of our Platform to:
(a) harm or intimidate another person in any way, including restricting or inhibiting any other user from using our Platform or accessing User Content;
(b) impersonate any person or entity (including SBG, SBG employees and volunteers, and members of the website), or falsely state or otherwise misrepresent your affiliation with any person, through the use of similar email addresses, nicknames, or creation of false account(s) or any other method or device;
(c) “stalk” or otherwise harass another in any manner;
(d) advertise merchandise, auctions, services or commercial websites, including offers to trade or charitable solicitations unrelated to the topic or spirit or products of SBG;
(e) resell Public Information or access to Public Information; or,
(f) collect or store personal data about other users;
(2) Posting any Public Information or other material:
(a) that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, intimidating, vulgar, obscene, profane, libelous, invasive of another’s privacy (including the posting of private emails or contact information about another individual), hateful, or racially, ethically or otherwise objectionable, including any Public Information or other material that may be considered hate speech;
(b) that is obscene, pornographic or “adult” in nature;
(c) that you do not have a right to make available under any law or under contractual or fiduciary relationships;
(d) that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party or rights of publicity or privacy;
(e) that is unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation (including, but not limited to, “spam,” “junk mail,” and “chain letters”);
(f) that is inappropriate, posted in bad faith, or contrary to the spirit of SBG; or
(g) that uses the Platform primarily as a lead generator or listing service for another website;
(3) Encouraging others to violate this Agreement;
(4) Refusing to follow SBG employee instruction or direction;
(5) Violation (intentional or unintentional) of this Agreement, or of any applicable local, state, national or international law, statute, ordinance or regulation; or
(6) Disclose the Private Information of any user of SBG without the permission of that user.
Your posting of other inappropriate actions or other materials may also warrant removal and/or suspension from the SBG website and/or Platform at SBG’s sole discretion. For purposes of this Agreement, “posting” includes uploading, posting, emailing, transmitting or otherwise making available. Without limiting the foregoing, SBG and its designees shall have the right to remove any Public or Private Information or other material that violates this Agreement or is otherwise objectionable without warning or further notice.
While we prohibit such conduct and User Content and will endeavor to remove such User Content, you understand and agree that you nonetheless may be exposed to such conduct or User Content, and that you use the Platform and access its User Content at your own risk.
C. Interference with Platform and/or User Content. You agree that you will not:
(1) upload, post, email, or otherwise transmit any computer routines, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(3) take any action that imposes an unreasonable or disproportionately large load on our infrastructure; or
(4) copy, reproduce, alter, modify, or publicly display any information displayed on our website (except for Your Information), or create derivative works from our website (other than from Your Information), to the extent that such action(s) would constitute copyright infringement or otherwise violate the Intellectual Property Rights of SBG or any other third party, except with the prior written consent of SBG or the appropriate third party.
D. General Practices Regarding Use of Platform and Accessing its User Content. You acknowledge and agree that we may establish general practices and limits concerning the use of our Platform and access to its User Content. You agree that we have no responsibility or liability for the storage or the deletion of, or the failure to store or delete, any of Your Information or User Content that you upload or download onto the Platform. You acknowledge that we reserve the right to delete user accounts that remain inactive for an extended period of time. In addition, you acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
E. Responsibility for User Content. By using the Platform and accessing any User Content on the SBG Platform, users affirm that they have permission and rights to edit and publish such User Content. Users may not use any User Content that infringes any copyright laws or is subject to third party proprietary rights, and SBG reserves the right to remove User Content that is in violation. Users are solely responsible for the User Content they use on SBG Platform, and the consequences of such use. User Content that is abusive, threatening, harmful, libelous, unlawful or pornographic will be in violation of this Agreement. SBG does not take responsibility for any consequences, including losses or damages to users or third parties, that are generated from User Content, services, links, “calls-to-action,” or other interactivity available on the Platform.
5. Communications from SBG and Members of SBG Community.
A. Communications from the SBG Platform. You understand that certain communications, including, but not limited to, SBG service announcements and newsletters, as well as promotions relevant and beneficial to you, and push notifications through the mobile application, if and when applicable, are part of our Platform. You may be contacted with information regarding updates and new products via a “Newsletter” or for matters pertaining to your account. By using our Platform and accessing its User Content, you expressly agree to receive such communications from SBG. You may email us at SBG.SouthernBelleGlitz@gmail.com or utilize the “unsubscribe” feature in emails where applicable in order to discontinue receiving such communications.
B. Other Users. We do not control the information provided by other users, which is made available through our Platform. You may find other users’ information to be offensive, harmful, inaccurate or deceptive. Please use caution and common sense when using our Platform. Please note there is a risk that you may be dealing with underage persons or people acting under false pretense.
7. Links. We may provide, or third parties may provide, links to other websites or resources. Because we have no control over such websites or resources, you acknowledge and agree that SBG is not responsible for the availability or User Content of such websites or resources, and SBG does not endorse and is not responsible or liable for any User Content, advertising, products, or other materials on or available from such websites or resources. You also acknowledge and agree that SBG shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such User Content, goods or services available on or through any such websites or resource.
8. Dealings with Marketing Partners and Third Parties. Your correspondence or business dealings with, or participation in promotions of, marketing partners or other third parties found on our website or through our Platform, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such marketing partner or other third party. You agree that SBG shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such marketing partners or other third parties on our website or located through the use of our Platform.
9. SBG Content and SBG’s License to You. The Platform itself, all content and other subject matter included on or within the Platform, and all Intellectual Property Rights in or related to the Platform or any such content or other subject matter (“SBG Content”) are the property of SBG and its licensors. Except as expressly provided in this Agreement, you agree not to use, modify, reproduce, distribute, sell, license, or otherwise exploit SBG Content without SBG’s permission.
Subject to the terms and conditions of this Agreement, SBG grants you a license to use the Platform, including accessing and viewing SBG Content for your personal, noncommercial use. Except for other rights and licenses expressly granted to you, SBG reserves all other rights and no other rights are granted by implication or otherwise.
10. Indemnity. By use of the Platform and/or accessing its User Content, you agree to indemnify and hold SBG and its officers, directors, shareholders, agents, employees, consultants, affiliates, subsidiaries and third-party partners harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of your representations and warranties or this Agreement or the documents it incorporates by reference, your use of our Platform, Your Information, your violation of any law, statute, ordinance or regulation or the rights of a third party. Without limiting the foregoing, you, agree to indemnify and hold SBG and its officers, directors, shareholders, agents, employees, consultants, affiliates, subsidiaries and third-party partners harmless from any claim or demand, including reasonable attorneys’ fees, made by any Member of SBG Platform or third party due to or arising out of your actions as a Member.
11. Warranties; Liability.
A. Disclaimer of Warranties. Your use of our Platform and/or accessing its User Content is at your sole risk. Our Platform is provided to you “as is” and on an “as available” basis. We specifically disclaim all warranties and conditions of any kind, whether express, implied or statutory, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We disclaim any warranties regarding the security, reliability, timeliness, and performance of our Platform. We disclaim any warranties for any information or advice obtained through our Platform or its User Content. We disclaim any warranties for services or goods received through or advertised on our Platform or received through any links provided by our Platform and/or Website and/or User Content, as well as for any information or advice received through any links provided through our Platform and/or Website and/or User Content.
In addition, no advice or information (oral or written) obtained by you from us shall create any warranty. The information contained in the website and on the Platform and within the User Content is for general information purposes only. We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the website, Platform, User Content or the information, products, services, or related graphics contained on the website or within the Platform or User Content for any reason. Any reliance you place on such information is therefore strictly at your own risk.
You understand and agree that you use, download and otherwise obtain material or data through the use of our Platform at your own discretion and risk, and that you will be solely responsible for any damages to your computer system or loss of data that results from the download of such material or data.
B. Limitation of Liability. You agree that in no event shall SBG be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if SBG has been advised of the possibility of such damages), arising out of or in connection with our website, Platform, its User Content, or this Agreement or the inability to use our Platform (however arising, including negligence), arising out of or in connection with third parties, or arising out of or in connection with your use of our Platform or accessing its User Content.
12. Modification and Availability of Products. We reserve the right at any time or times to modify or discontinue, temporarily or permanently, all or any portion of website or our Platform or its User Content with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or termination of our website or our Platform or access to its User Content.
SBG takes great measure to ensure that information on the Platform is complete, accurate and current. Despite these efforts, however, some information on the website may occasionally be inaccurate, incomplete or outdated. All specifications, products, descriptions and prices of products are subject to change at any time without notice.
Furthermore, we make all reasonable efforts to accurately display our products, including colors, shapes, and sizes. However, the actual colors you see may depend on your viewing software, and we cannot guarantee that your computer and/or mobile device will accurately display colors. In short, we do not warrant the accuracy or completeness of the information, content or materials provided through the Platform.
The listing of any products on the Platform at a particular time does not imply or warrant that these products or services are actually available or will be available at any time. We expressly reserve the right to discontinue any product at any time without prior notice.
13. Termination; Breach. You agree that we, in our sole discretion, may issue a warning, temporarily suspend, indefinitely suspend, remove User Content or information you have posted, cancel pending purchases, or terminate your account, your status or your ability to use all or any portion of our Platform (including any APIs, if applicable, now or in the future) or access its User Content, for any reason, including, without limitation, (a) if we believe that you have violated or acted inconsistently with the letter or spirit of the SBG Platform or of this Agreement or the documents or agreements it incorporates by reference, or (b) if we believe that your actions may cause legal liability for you, our users or the Company. You agree that any termination of your account, cancellation of orders/purchases, or access to all or any portion of the Platform or its User Content under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or our Platform. You also agree that we shall not be liable to you or any third party for any termination of your use of or access to all or any portion of the Platform or its User Content and/or cancellation of orders.
14. Intellectual Property Rights. The Company respects the Intellectual Property Rights of others, and we ask our Users to do the same. If you have reasonable belief that the Intellectual Property Rights of you or others, including the Company, have been or are being violated, you agree to contact and notify us immediately at SBG.SouthernBelleGlitz@gmail.com.
15. Additional Terms.
A. Notices. Except as otherwise stated in this Agreement or as expressly required by local law, any notice to us shall be given by certified postal mail to 1795 Alysheba Way, Suite 7203 Lexington, KY 40509 or by email to SBG.SouthernBelleGlitz@gmail.com and any notice to you shall be given to the email address that you provided us during the registration process. Notice shall be considered given 24 hours after email is sent, unless the sending Party is notified that the email address is invalid. Notice given by postal mail shall be considered given three (3) days after the date of mailing.
B. Entire Agreement. This Agreement constitutes the entire agreement between you and the Company, superseding any prior agreements between you and the Company. To the extent that you have previously registered with the Company and provided Your Information, this Agreement now governs how the Company may use Your Information, whether provided in the past or the future.
C. No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between you and the Company is intended or created by this Agreement.
D. Governing Law. You agree that:
(1) The Platform shall be deemed solely based in Kentucky.
(2) The Platform shall be deemed a passive one that does not give rise to personal jurisdiction over SBG, either specific or general, in jurisdictions other than Kentucky.
(3) This Agreement shall be governed by the internal substantive laws of the State of Kentucky, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. We both agree to submit to the personal jurisdiction of a state court located in Fayette County, Kentucky or the United States District Court of the Eastern District of Kentucky, for any action arising under this Agreement or the use of the Platform.
E. Assignment. You agree that this Agreement, all rights herein, and all incorporated agreements may be automatically assigned by the Company, in our sole discretion, to one or more third parties in the event of a merger, acquisition, corporate reorganization, sale of all or substantially all of the Company’s assets, or similar transaction.
F. No Guaranty. We do not guarantee continuous, uninterrupted or secure access to our Platform or its User Content, and operation of our website and Platform may be interfered with by numerous factors outside of our control.
G. No Waiver. The Company’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision and does not waive our right to act with respect to subsequent or similar breaches.
H. Severance. If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, you and the Company nevertheless agree that the court should endeavor to give effect to the Parties’ intentions as reflected in the provision, and that the other provisions of this Agreement will remain in full force and effect.
I. Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of our Platform or this Agreement must be filed within one (1) year after the claim or cause of action arose or be forever barred.