Terms of Use

The Obligatory Word

IMPORTANT: PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE CLUBCREATE WEBSITE, WWW.CLUBCREATE.COM (“WEBSITE”). USING THIS WEBSITE IN ANY MANNER AND THE CLUBCREATE PROPRIETARY ON-LINE NONDOWNLOADABLE SOFTWARE (“PROGRAM”) CONSTITUTES ACCEPTANCE OF THIS AGREEMENT.

CLUBCREATE, INC. (“CLUBCREATE”) WILL ALLOW YOU TO USE THIS WEBSITE AND ITS PROGRAM ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. BY USING THIS WEBSITE, YOU ARE BINDING YOURSELF AND THE BUSINESS ENTITY THAT YOU REPRESENT (COLLECTIVELY, "USER") TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEN CLUBCREATE IS UNWILLING TO ALLOW YOU TO USE THE WEBSITE AND THE SOFTWARE AND YOU SHOULD NOT USE, DOWNLOAD, UPLOAD OR CREATE ANY MATERIALS FOR USE ON THE WEBSITE.

In the Club

When you use the Clubcreate Website, you agree to these Terms of Use, Clubcreate's Privacy Policy and any other policies posted by Clubcreate. If you do not agree to any of these terms or the Clubcreate Privacy Policy, please do not use the Clubcreate Website.

We may update these Terms of Use from time to time. We will attempt to inform you when these Terms of Use change. You may want to periodically review the current Terms of Use. Clubcreate reserves the right to amend or change these Terms of Use, Privacy Policy and other policies at any time. By using the Website, you agree to any amendments or Changes to the Terms of Use.

Our Website and the Club

All users of the Website are bound be these Terms of Use. Any person who uploads, downloads or creates audio recordings, or who provides any information or other materials to the Website are also bound to these Terms of Use.

This Website may contain hyperlinks to websites owned and operated by third parties unrelated to Clubcreate. Clubcreate neither controls nor has any responsibility for the content or practices of any website owned by third parties. Clubcreate does not program any of the content appearing on any third party website. By using the Website, you will release Clubcreate from all liability arising from your use of any third-party website.

The Club Account

In order to use the tools on the Website, you will be required to create a Clubcreate account. In order to do this, you will need to send us your name, address, email address and certain other identifying information. You will be held responsible for any activity that occurs on your account. You may never use another's account without permission. You must notify Clubcreate immediately of any breach of security or unauthorized use of your account.

Clubcreate will not be liable for your losses caused by any unauthorized use of your account. You may be liable for the losses of Clubcreate or others due to unauthorized use. Accordingly, you should keep your account information and password secret.

Ability to Get into the Club

You affirm that you are either more than 18 years of age or possess legal parental/guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use and other Clubcreate policies. If you are under 13 years of age, then please Talk to your parents about what sites are appropriate for you.

 

User Content

With the exception of User Content, all materials and content appearing on or accessible through Website, including without limitation, the text, software, programs, tools, scripts, graphics, photos, sounds, music, videos, interactive features and the like ("Content") and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to Clubcreate, subject to copyright and other intellectual property rights under the law. All Clubcreate Content may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed or otherwise exploited for any other purposes. Clubcreate reserves all rights in and to the Website and the Content. Content and User Content is made available "as is."

You may use Clubcreate Content, User Contents and any other content only as permitted by these Terms. Clubcreate reserves all rights. You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein. You agree not to circumvent, disable or otherwise interfere with security-related features of the Clubcreate Website or features that prevent or restrict use or copying of any Content.

You may access User Contents solely for your information and personal use, as intended through the normal functionality of the Clubcreate Tools, and for Streaming. "Streaming" is a real-time digital transmission of a video or musical file through the Internet from our website. You must not be stored, reproduced, or distributed. Using User Content for any purpose other than Streaming is not allowed.

When you use the Clubcreate Website, you may be exposed to User Contents from sources that are not controlled by Clubcreate. Clubcreate is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to these User Contents. You may also be exposed to User Contents that are offensive, indecent, inaccurate, or objectionable, and you hereby do waive any legal or equitable rights or remedies you have or may have against Clubcreate with respect to the User Contents, and agree to indemnify and hold Clubcreate, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Website.

Permissions and Restrictions

By using the Website, you agree not to distribute in any medium any part of the Website, including but not limited to, any part of Clubcreate’s proprietary software, its online tools or User Contents (defined below) or user generated content (“User Content”), without Clubcreate's prior written authorization.

You agree not to use the Website, including but not limited to, any part of Clubcreate’s proprietary software, its tools or User Contents (defined below) for any commercial use, without the prior written authorization of Clubcreate. All commercial uses of any User Content without our consent are prohibited. You agree not to alter or modify any part of the Website, including but not limited to Clubcreate's online tools, software or any of its related technologies.

You agree to comply with these Terms of Use, Clubcreate’s Privacy Policy and all applicable local, national, and international laws and regulations. You agree not to solicit, for commercial purposes, any users of the Website with respect to their User Contents.

Clubcreate reserves the right to discontinue any aspect of the Clubcreate Website or services at any time.

Conduct in the Club

As a Clubcreate account holder you may submit audio (“User Audio”) or video content ("User Videos") and textual content ("User Comments"). User Videos and User Comments are collectively referred to as "User Contents." You understand that whether or not such User Contents are published, Clubcreate does not guarantee any confidentiality or accuracy with respect to any User Contents.

You are solely responsible for your User Contents. You agree that you own or have the necessary licenses, rights, consents, and permissions to use your User Contents and authorize Clubcreate to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Contents. You allow Clubcreate to use your User Contents on the Website and in accordance with these Terms of Use.

By submitting User Contents to Clubcreate, you hereby grant Clubcreate a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Contents in connection with the Clubcreate Website and Clubcreate's (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Clubcreate Website (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Clubcreate Website a non-exclusive license to access your User Contents through the Website, and to use, reproduce, distribute, display and perform such User Contents as permitted through the functionality of the Website and under these Terms of Use. These right granted by you to Clubcreate are perpetual and irrevocable. Clubcreate may retain, but not display, User Contents that have been deleted by you.

Clubcreate does not endorse any User Content or any opinion or statement expressed in any User Content. Clubcreate disclaims all liability in connection with User Contents. Clubcreate does not permit infringement of intellectual property rights on its Website. Clubcreate will remove all User Contents if properly notified that such Content or User Content infringes on another's intellectual property rights. See our DMCA/Copyright policies contained on our Website. Clubcreate reserves the right to remove Content and User Contents without prior notice.

You agree that you will not submit material or User Content that is copyrighted, protected by trade secret or otherwise subject to third party rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner.

Being Bounced from the Club

Clubcreate will terminate a User's access to its Website if they are determined to be a repeat infringer, or if they are otherwise using our services in a way that we find objectionable, unlawful or not in accordance with our policies, including these Terms of Use.

Clubcreate may remove such User Contents and/or terminate a User's access for uploading such material in violation of these Terms of Use at any time. Clubcreate reserves the right to decide whether Content or a User Content is appropriate and complies with these Terms of Use, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. All claims of copyright infringement will be determined in accordance with our DMCA/Copyright policy.

Limitation of Liability

IN NO EVENT SHALL CLUBCREATE, ITS OFFICERS, DIRECTORS, EMPLOYEES, OWNERS, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT MADE AVAILABLE BY THE CLUBCREATE WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU SPECIFICALLY ACKNOWLEDGE THAT CLUBCREATE SHALL NOT BE LIABLE FOR USER CONTENTS 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.

The Website is controlled and offered by Clubcreate from its facilities in the United States of America. Clubcreate makes no representations that the Clubcreate Website is appropriate or available for use in other locations. Those who access or use the Clubcreate Website from other jurisdictions do so at their own volition and are responsible for compliance with local law.

Indemnity

You agree to defend, indemnify and hold harmless Clubcreate, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Clubcreate Website; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your User Contents caused damage to a third party. This defense and indemnification obligation will survive these Terms of Use and your use of the Clubcreate Website.

Disclaimer

YOUR USE OF THE CLUBCREATE WEBSITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, CLUBCREATE, ITS OFFICERS, DIRECTORS, EMPLOYEES, OWNERS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE CLUBCREATE WEBSITE AND YOUR USE THEREOF. CLUBCREATE MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT MADE AVAILABLE VIA THE CLUBCREATE WEBSITE. CLUBCREATE DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE CLUBCREATE WEBSITE. CLUBCREATE IS NOT RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTIES.

General

These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Clubcreate without restriction. The Clubcreate Website shall be deemed based in New York. The Clubcreate Website does not give rise to personal jurisdiction over Clubcreate, either specific or general, in jurisdictions other than New York. These Terms of Use shall be governed by the laws of the State of New York, without respect to its conflict of laws rules. You hereby consent to the exclusive jurisdiction of the United States District Court for the Southern District of New York and of any of the courts of the State of New York in any dispute arising under these Terms of Use, and further consent to venue for any such proceeding or action in the United States District Court for the Southern District of New York. These Terms of Use, together with the Privacy Notice and any other legal notices published by Clubcreate on the Website, shall constitute the entire agreement between you and Clubcreate concerning the Clubcreate Website. If any provision of these Terms of Use shall be held unenforceable in whole or in part, the invalidity of such provision shall not be held to invalidate any other provision herein, and all such other provisions shall remain in full force and effect. Neither these Terms of Use nor any part hereof may be waived, modified, supplemented or otherwise altered, unless by Clubcreate in writing. Clubcreate's failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision. YOU AND CLUBCREATE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE CLUBCREATE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES.