TERMS OF SERVICE
SERVICE
USER AGREEMENT
Acceptance of User Agreement.
1. By registering for and/or using the
Services in any manner, including but unlimited to visiting or browsing the
Site, you allow to this User Agreement and all other operating rules, policies
and procedures that may be published from time to time on the Site by us, each
of which is associated by reference and each of which may be updated from time
to time without notice to you.
2. Certain of the Services may be
subject to additional terms and conditions specified by us from time to time;
your use of such Services is subject to those additional terms and conditions,
which are associated into this User Agreement by this reference.
3. This User Agreement applies to all
users of the Services, including, without limitation, users who are
contributors of content, information, and other materials or services,
registered or otherwise.
4. ARBITRATION NOTICE AND CLASS ACTION
WAIVER: APART FROM CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION
SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE DEALT BY
BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO JOIN IN A CLASS
ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
Eligibility
Eligibility
You represent show that you are
at least 18 years old. If you are under 18, you may not, under any
circumstances, use the Services. We may refuse to offer the Services to any
person or entity change its eligibility criteria at any time. You are solely
responsible for ensuring that this User Agreement is in compliance with all
laws, rules applicable to you and the right to access the Services is revoked
where this use of the Services is prohibited or to the extent offering, sale or
provision of the Services conflicts with any applicable regulation.
Furthermore, the Services are offered only for your using, and not for the use
or benefit of any third party.
Content
Definition
For purposes of the User
Agreement, the term “Content” includes, without limitation, information, data,
text, photographs, videos, audio clips, written posts, articles, comments,
software, scripts, graphics, and interactive features generated, provided, or
otherwise made accessible on or through the Services. For the purposes of the
Agreement, “Content” also includes all User Content (as defined below).
User Content
All Content added, created,
uploaded, submitted, distributed, or posted to the Services by users
(collectively “User Content”), whether publicly posted or privately
transmitted, is the sole responsibility of the person who originated such User
Content. You represent that all User Content provided by you is accurate,
complete, up-to-date, and in compliance with all applicable laws, rules and
regulations. You acknowledge that all Content, including User Content, accessed
by you using the Services is at your own risk and you will be solely responsible
for any damage or loss to you or any other party resulting therefrom. We do not
guarantee that any Content you access on or through the Services is or will
continue to be accurate.
Notices and Restrictions
The services may contain content
specifically provided by us, our partners/users/content are protected by
copyrights, trademarks, service marks, patents, or other proprietary rights and
laws. You shall abide by and maintain all copyright notices, information, and
restrictions contained in any content accessed through the services.
We do not guarantee that any
Content will be made available through the Services or on the Site. We reserve
the right to, but do not have any obligation to, (i) edit , modify, remove or
otherwise manipulate any Content in our sole discretion, at any time, without
notice to you and for any reason (including, but not limited to, upon receipt
of claims or allegations from third parties or authorities relating to such
Content or if we pay attention to the fact that you may have violated this User
Agreement), or for no reason at all and (ii) to remove or block any Content
from the Services.
Rules
of Conduct.
As a condition of use, you commit
not to use the Services for any purpose that is banned by these Terms of Use.
You are in charge of all of your activity in connection with the Services. You
shall not (and shall not permit any third party to) either (a) take any action
or (b) upload, download, post, submit or otherwise distribute or facilitate
distribution of any Content on or through the Service, including without
limitation any User Content, that:
1. infringes any patent, trademark,
trade secret, copyright, a right of publicity or other rights of any other
person or entity or violates any law or contractual duty;
2. you know is wrong, misleading,
untruthful or inaccurate;
3. is unlawful, threatening, abusive,
harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s
privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains
or depicts nudity, includes or depicts sexual activity, or is otherwise
inappropriate as determined by us in our sole discretion;
4. constitutes unauthorized or
unsolicited advertising, junk or bulk e-mail (“spamming”);
5. contains software viruses or any
other computer codes, files, or programs that are designed or intended to
disrupt, damage, limit or interfere with the proper function of any software,
hardware, or telecommunications equipment or to damage or obtain unauthorized
access to any system, data, password or other information of ours or of any
third party;
6.impersonates any person or entity,
including any of our employees or representatives; or
7.includes anyone’s identification
documents or sensitive financial information.
You shall not:
(i) take any action that forces
or may force (as decided by us in our sole discretion) an illogical or
disproportionately large load on our (or our third-party providers’)
infrastructure;
(ii) prevent or attempt to
prevent from the proper working of the Services or any activities conducted on
the Services;
(iii) bypass, circumvent or
attempt to bypass or circumvent any measures we may use to prevent or restrict
access to the Services (or other accounts, computer systems or networks
connected to the Services);
(iv) run any form of
auto-responder or “spam” on the Services;
(v) use manual or automated
software, devices, or other processes to “crawl” or “spider” any page of the
Site; (vi) harvest or scrape any Content from the Services; or
(vii) otherwise, take any action in
violation of our guidelines and policies. You shall not (directly or
indirectly):
(i) decipher, decompile,
disassemble, reverse engineer or otherwise attempt to derive any source code or
underlying ideas or algorithms of any part of the Services (including without
limitation any application), except to the limited extent applicable laws
specifically ban such restriction,
(ii) modify, translate, or
otherwise create derivative works of any part of the Services, or (iii) copy,
rent, lease, distribute, or otherwise transfer any of the rights that you
receive hereunder. You shall abide by all applicable local, state, national and
international laws, and regulations.
We also store the right to
access, read, conserve, and reveal any information as we reasonably believe
that is necessary to (i) respond to user support requests (ii) satisfy any law
to apply, regulation, legal process or governmental request, (iii) detect,
prevent, or otherwise address trick, security or technical problems, or (iv)
defend the rights, property or safety of us, our users and the public, (v)
enforce this User Agreement, including investigation of potential violations
hereof.
Third Party Services.
The services may allow you to
link to other websites, services or resources on the Internet, including but
not limited to our sponsors and Facebook, and other websites, services or
resources may implicate links to the services. When you enter third party
resources which are not keep our control you do so at your own risk and further
acknowledge that we are not responsible or liable for the content, functions,
accuracy, legality, appropriateness or any other aspect of such websites or
resources. The inclusion of any such link does not imply our endorsement or any
association between us and their operators. You acknowledge and agree that we
shall not be responsible or liable, directly or indirectly, for any danger caused
or alleged to be caused by or in connection with the use of or reliance on any
such content, goods or services available on or through any such website or
resource.
Terms
We can cease your access to all
or any section of the Service whenever, with or without cause, with or without
notice and it is effective immediately. This may result in the seizure and
termination of any information relating to your membership. If you wish to
terminate your Account, you may do so by following the instructions on the Website
or through the Service. All regulations of this User Agreement by their nature
must survive termination. Existing termination shall include, but not limited
to, the User Content license, the ownership title, the claim disclaimer of
warranties, compensation and limitation of liability.
Guarantee Disclaimer
We have no special relationship
with or fiduciary responsibility to you. You should now that We have no duty to
take any action regarding:
1. which users have the right to
access to the Services;
2. what Content you access via the
Services
3. how you may explain the meaning or
use the Content. We have all liability for you having acquired or not acquired
Content through the Services that you allow us.We will not be responsible or
liable for the accuracy, copyright compliance, or legality of material or
Content contained in or accessed through the Services. We make no proxy
concerning any Content contained in or accessed through the Services
THE SERVICES AND CONTENT ARE
SUPPLIED “AS IS”, “AS AVAILABLE” AND WITHOUT CERTIFICATE OF ANY KIND, EXPRESS
OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED CERTIFICATES OF TITLE,
NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY
WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH
ARE EXPRESSLY DISCLAIMED. WE AND OUR DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS,
PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT:
(I) THE SERVICES WILL BE SECURE
OR AVAILABLE AT ANY PARTICULAR TIME OR PLACE;
(II) ANY DEFECTS OR ERRORS WILL
BE CORRECTED;
(III) ANY CONTENT OR SOFTWARE
AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR
REQUIREMENTS. YOUR USE OF THE SERVICES IS SOLELY AT YOUR OWN RISK.
Indemnification
You shall protect, indemnify, and
hold harmless us, our affiliates and each of our and their respective
employees, contractors, directors, suppliers, and representatives from all
liabilities, claims, and expenses, including reasonable attorneys’ fees, that
arise from or relate to your use or misuse of, or access to, the Services,
Content, or otherwise from your User Content, violation of this User Agreement,
or infringement by you, or any third party using your Account or identity in
the Services, of any intellectual property or other right of any person or
entity. We reserve the right to assume the exclusive protection system and
control of any matter otherwise subject to compensation by you, in which event
you will assist and cooperate with us in asserting any available defenses.
Governing Law and Jurisdiction.
This User Agreement, adopted by
our website, shall be governed by and constructed following strictly the law of
Vietnam. The Agreement will show your agreement on the fact that any dispel
arising from or relating to the subject matter of the User term shall be
governed by the Vietnamese law court. Modification. Our company has the right,
in our sole prudence, to change or update any part of this User Agreement, or
reject, suspend or discontinue the Services (consisting of without limitation,
the availability of any feature, database or content) at any time by giving
announcement on the Site or by sending you notice through the Services, via
e-mail or by any other convenient means of electronic communication. Our
company may also set limits on particular content or feature and services or
restrict your access to parts or all of the services without notice or
liability if you have rude or illegal intention or comments, contents posted on
our site. Besides, to ensure you always catch the latest information about our
changes, we will timely provide notice of modifications and it is also your
responsibility to check the User Agreement periodically. You continue use of
service following notification or any changes to this User Agreement
constitutes acceptance of those changes.
Miscellaneous
Entire Agreement and
Severability. This User Agreement is the entire agreement between you and us in
regard to the Services, including use of the Site, and supersede all prior or
contemporaneous communications and proposals (whether oral, written or
electronic) between you and us with respect to the Services. If any provision
of this User Agreement is found to be unenforceable or invalid, that provision
will be limited or eradicated to the minimum extent necessary so that this User
Agreement will otherwise remain in full force and effect and enforceable. The
failure of either party to exercise in any respect any right provided for
herein shall not be deemed a waiver of any further rights hereunder.
Force Majeure
We shall not be liable for any
failure to perform our responsibilities hereunder where such failure results
from any cause beyond our acceptable control, including, without limitation,
mechanical, electronic or communications failure or degradation.
Assignment
This User Agreement is personal
to you, and is not assignable, transferable or sublicensable by you except with
our prior written consent. We may assign, transfer or delegate any of our
rights and responsibilities hereunder without consent.
Agency. No agencies,
partnerships, joint ventures, or employment relationships are created as
results of this User Agreement and neither party has any authority of any kind
to bind the other in any respect.
Notices
All notices under this User
Agreement will be in writing and deemed to have been duly given when received,
if personally delivered or sent by certified or registered mail, return receipt
requested; when receipt is electronically confirmed, if transmitted by
facsimile or e-mail; or the day after it is sent, if sent for next day delivery
by recognized overnight delivery service. Electronic notices should be sent to www.sherifawad-filmcritic.com
No Waiver
Our reversion to enforce any part
of this User Agreement should not make a waiver of our right to later oblige
that or any other part of this User Agreement. Waiver of compliance in any
particular instance does not mean that we will waive formality in the future.
In order for any waiver of formality with this User Agreement to be binding, we
must supply you with written notice of such waiver through one of our
authorized representatives.
Headings
The section and paragraph
headings in this User Agreement bring convenience only and shall not affect
their clarification. These terms may be replaced by agreement or whether or
terms are presented and accepted.