The terms and conditions of use set forth in this agreement (the “Agreement”) are between you and ProMotion Holdings Global, Inc. (“PMHG”). PMHG owns and operates the Web site located at www.promotionholdings.com. Your use of the PMHG Web site (the “Site”) signifies your agreement to the terms and conditions of use set forth below in the Agreement:
1. You acknowledge that you have read the terms and conditions of use and that you accept the terms thereof. YOU AGREE TO READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS SITE. If you do not agree to these terms and conditions of use, you may not access or otherwise use this Site.
2. PMHG reserves the right, at its sole discretion, to change, modify, add or remove any portion of this Agreement, in whole or in part, at any time. Notification of changes in the Agreement will be posted on the Site.
4. PMHG may change, suspend or discontinue any aspect of the Site at any time, including the availability of any Site feature, database, or content. PMHG may also impose limits on certain public features and services or restrict public user access to parts or all of the Site without notice or liability. Registered subscription user access to parts of the Site may be restricted by PMHG, or PMHG may impose limits on the scope of features and services effective upon PMHG’s notice to such subscription users. Notice of any such limitations or restrictions shall be posted on this Site.
5. You represent, warrant and covenant that: (a) you shall not upload, post or transmit to or distribute or otherwise publish through the Site any materials which (i) restrict or inhibit any other user from using and enjoying the Site, (ii) are unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent, (iii) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law, (iv) violate, plagiarize or infringe the fights of third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right, (v) contain a virus or other harmful component, (vi) contain any information, software or other material of a commercial nature, (vii) contain advertising of any kind, or (viii) constitute or contain false or misleading indications of origin or statements of fact; and (b) that you are at least eighteen (18) years old.
6. You hereby agree to indemnify, defend and hold PMHG, and all its officers, directors, owners, agents, employees, licensors and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of the Agreement or the foregoing representations, warranties and covenants, including, without limitation, attorneys fees and costs.
7. The Site contains links and pointers to the other related World Wide Web Internet sites, resources, and sponsors of the Site. Links to and from Site to other third party sites, maintained by third parties, do not constitute an endorsement by PMHG or any of its subsidiaries or affiliates of any third party resources, or their contents.
8. PMHG does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed or distributed through the Site. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information shall be at your sole risk. PMHG reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Site.
9. PMHG does not and cannot review all materials posted to the Site by users, and PMHG is not responsible for any such materials posted by users. However, PMHG reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or government request, or to edit, refuse to post or to remove any information or materials, in whole or in part, that in PMHG’s sole discretion are objectionable or in violation of this Agreement.
10. By posting messages, uploading files, inputting data or engaging in any other form of communication (individually or collectively, the “Communications”) as a public user of the Site, you hereby grant to PMHG a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and otherwise exploit such Communications, in all media now known or hereafter developed. You hereby waive all rights to any claim against PMHG for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Communications. Communications from registered subscription users to the Site shall not be disclosed to third parties, or otherwise exploited commercially by PMHG without the written consent of the subscription user.
11. You acknowledge that public use transmissions to and from this Site are not confidential and your Communications may be read or intercepted by others. You acknowledge that by submitting Communications to PMHG, no confidential, fiduciary, contractually implied or other relationship is created between you and PMHG other than pursuant to this Agreement.
12. This Agreement shall be governed by and construed under the laws of the state of Washington without regard to conflicts of laws provisions. Sole and exclusive jurisdiction for any action or proceeding arising out of or related to this Agreement shall be in an appropriate state or federal court located in the state of Washington, King County.
13. This Agreement constitutes the entire agreement between PMHG and you with respect to your use of the Site. Any cause of action you may have with respect to your use of the Site must be commenced within one (1) year after the claim or cause of action arises. If for any reason a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the parties’ intentions through the Agreement, and the remainder of this Agreement shall continue in full force and effect. PMHG disclaims any and all responsibility for content contained in any third party materials provided through links from the PMHG Interact site.