Last Updated: September, 2009
Strutta may update these Terms of Service at any time, without notification to you, and you should review these Terms of Service from time to time by accessing the Site. Your continued use of the Site shall be deemed irrevocable acceptance of any such revisions.
Ability to Enter into these Terms of Service
In order to enter into these Terms of Service, you must have reached the legal age of majority in your jurisdiction of residence or possess legal parental or 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 Service, and to abide by and comply with these Terms of Service. We do not knowingly provide access to the Site to anyone under the age of 18 unless such user has parental or legal guardian consent. It is your responsibility to ensure that you are legally eligible to enter into these Terms of Service under any laws applicable to you in your jurisdiction of residence or otherwise.
You agree to not use the Site for commercial purposes or for any use not expressly permitted by these Terms of Service, without the prior written consent of Strutta. Commercial use that is prohibited includes but is not limited to: the use or sale of access to the Site or related technologies and services, and the sale of advertising on the Site or any third party website. You may use the Site if you represent a commercial entity that is utilizing the Site's functionality to participate in a Contest or Activity (as defined below).
Contests and Activities
Contests, games, sweepstakes (each a “Contest”) or promotions, marketing activities or other activities or events (each an “Activity”) enabled through the Site may from time to time be created by a Contest or Activity sponsor or organizer (“Organizer”) and may be voted on by users who have registered for an Account (“Participants”).
A Contest or Activity may be hosted on a subdomain of the Site or on a domain or website of a registered Organizer and may contain videos, photos, text, audio or other information or widgets uploaded by you or the Organizer, as permitted (“Content”).
If you are a Participant, you must abide by the official rules of Contests or Activities as applicable (the “Official Rules”) for each Contest or Activity in which you choose to participate. The Official Rules may vary for each Contest or Activity and you are required to read the Official Rules for each Contest or Activity before you participate.
Submission of Content
The Site enables you to post Content that you submit to Strutta, or for display on the Site. You acknowledge and agree that you are solely responsible for all Content you post on the Site and the consequences for posting or publishing it. You further acknowledge and agree that any Content that you post is deemed non-confidential, and Strutta shall be under no obligation to maintain the confidentiality of any information, in whatever form, contained in the Content.
Acceptable Use and Conduct
You agree that that you will not publish or make available any Content that, or use the Site in a manner that:
- infringes, violates or misappropriates any third party’s intellectual property or proprietary rights;
- contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- is misleading, deceptive or fraudulent or otherwise illegal or promotes illegal activities, including engaging in phishing or otherwise obtaining financial or other personal information in a misleading manner or for fraudulent or misleading purposes;
- is libelous or defamatory, or that is otherwise threatening, abusive, violent, harassing, malicious or harmful to any person or entity, or is invasive of another’s privacy;
- is harmful to minors in any way;
- is hateful or discriminatory based on race, color, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by Strutta;
- impersonates a Strutta employee, or any other person, or falsely states or otherwise misrepresents your affiliation with any person or entity, or to obtain access to the Site or a portion thereof without proper authorization;
- interferes or attempts to interfere with the proper working of the Site or prevents others from using the Site, or in a manner that disrupts the normal flow of dialogue with an excessive number of messages (flooding attack) to the Site, or that otherwise negatively affects other persons’ ability to use the Site;
- uses any manual or automated means, including agents, robots, scripts, or spiders, to monitor or copy the Site or the content contained therein;
- facilitates the unlawful distribution of copyrighted Content;
- includes personal or identifying information about another person in a manner that employs misleading email or IP addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the Site to users;
- constitutes or contains any form of advertising or solicitation to users who have requested not to be contacted about other services, products or commercial interests;
- stalks or otherwise harasses anyone on the Site or with information obtained from the Site;
- collects, uses or discloses data, including personal information, about users without their informed consent or for unlawful purposes or in violation of applicable law or regulations;
- requests, solicits or otherwise obtains access to usernames, passwords or other authentication credentials from any user of the Site for the purposes of automating logins to the Site;
- attempts to gain unauthorized access to the computer systems of Strutta or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the Site;
- takes any action that may undermine the feedback or ratings systems (such as displaying, importing or exporting feedback information from the Site or using it for purposes unrelated to the Site);
- posts adult Content on any Contest or Activity, unless the posting of such adult Content is permitted by the Official Rules;
- decompiles or reverse engineers or attempt to access the source code of the software underlying the Site or any other Strutta technology;
- copies, archives, stores, reproduces, rearranges, modifies, downloads, uploads, creates derivate works from, displays, performs, publishes, distributes, redistributes or disseminates all or any part of the Site;
- accesses the Site for the purposes of building a product using similar ideas, features, functions, interface or graphics as those found in the Site; or
- accesses the Site to upload any Content or computer code for the purposes of: (i) causing a breach of security to the Site; (ii) interfering with the proper working, functionality or performance of the Site; or (iii) preventing others from accessing or using the Site.
Intellectual Property Ownership
All right, title, interest, ownership and intellectual property rights in and to the Site, other than Content owned by Organizers or you are and will remain the property of Strutta. The Site is protected by the laws of Canada and other countries, and by international treaties.
Strutta does not claim any ownership rights in your Content and you have the right to use your Content in any way you choose, subject to these Terms of Service and any third party rights to such Content. Strutta may remove any Content you submit that in the sole judgment of Strutta violates these Terms of Service.
By displaying, publishing, or otherwise posting any Content on or through the Site, you hereby grant to Strutta a perpetual, irrevocable, royalty free, worldwide license to use, publicly display, sublicense, modify and distribute such Content without the requirement to make payment to you or any third party or the need to seek any third party permission. This license includes the right to host, index, cache, distribute, and tag any Content. Strutta may do any or all of the foregoing for any purpose necessary or relating to the Site, its services, products or advertising. You also hereby grant each user of the Site a non-exclusive license to access your posted Content through the Site, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Site, including but not limited to through the embedment of any Contest or Activity widgets on a blog or other website, and under these Terms of Service.
You represent and warrant that you own your Content or have the necessary licenses, rights, consents, and permissions to grant the license set forth herein and that Strutta’s use thereof will not violate the copyrights, privacy rights, publicity rights, trademark rights, contract rights or any other intellectual property rights or other rights of any person or entity.
You agree that Strutta is not responsible for any violations of any third party intellectual property rights in any Content that you submit to Strutta.
You agree to pay all royalties, fees and any other monies owing to any person by reason of Content displayed or posted by you to the Site. Except for your Content, you may not copy, modify, publish, broadcast, transmit, distribute, perform, display or sell any Content appearing on the Site.
You acknowledge that any ideas, suggestions, concepts, processes or techniques which you provide to Strutta related to the Site, Strutta or its business (“Feedback”) shall become the property of Strutta without any compensation or other consideration payable to you by Strutta, and you do so of your own free will and volition. Strutta may, in its sole discretion, use or incorporate the Feedback in whatever form or derivative into the Site, its business or other products. You hereby assign all rights to Strutta in any Feedback and, as applicable, waive any moral rights.
Account Termination Policy
Strutta reserves the right at any time, and without cost, charge or liability, to terminate your Account at its sole discretion for any reason, including, but not limited to, a failure to comply with these Terms of Service. If you establish multiple Accounts, all non-permitted Accounts will be closed without notice to you. Strutta also reserves the right to deny access to anyone, including, but not limited to those users who use proxy servers and/or IP addresses residing in certain geographical areas outside of Canada and the U.S. Strutta reserves the right to terminate any portion of the Site at any time, for any reason, with or without notice, even though termination may affect your ability to participate in any Contest or Activity.
If you are a copyright owner or agent of a copyright owner and believe that Content on the Site or anything else infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act by providing Strutta with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): a statement by you, under the penalty of perjury, that the information below, as provided by you is accurate and you are the authorized copyright or intellectual property owner or authorized to act on the copyright owner's behalf:
- a physical or electronic signature of a person authorized to act on behalf of the owner, whose copyright is allegedly infringed;
- identify a description of the copyrighted work or other intellectual property that you claim has been infringed;
- include to the best of your ability, the location on the Site of where the material that you claim is infringing;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner or its agent;
- if you are not the owner, please include an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; and
- include your contact information - address, phone number and email so that Strutta can contact you.
And mail all of this information to:
Strutta.com Media Inc.
Suite 300, 128 W Hastings Street
Vancouver, BC V6B 1G8
After reviewing your complaint, Strutta, in its sole discretion, may remove the Content or other material you believe infringes your copyright or other intellectual property rights and disable and/or terminate the Account of any users who may be repeat infringers.
Disclaimer of Warranties
STRUTTA DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, AND YOU AGREE THAT FROM TIME TO TIME STRUTTA OR AN ORGANIZER MAY REMOVE THE SITE FOR INDEFINITE PERIODS OF TIME WITHOUT NOTICE TO YOU.
YOUR USE OF THE SITE AND ALL CONTENT FORMING PART OF OR RELATED TO THE SITE, INCLUDING BUT NOT LIMITED TO ALL CONTEST OR ACTIVITY CONTENT, INCLUDING YOUR CONTENT, AND THIRD PARTY SOFTWARE AND CONTENT, ARE AT YOUR SOLE RESPONSIBILITY AND RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. STRUTTA EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND WITH RESPECT TO THE SITE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT.
STRUTTA DISCLAIMS ANY WARRANTY THAT THE SITE OR ANY CONTENT, OR THIRD PARTY SOFTWARE AND CONTENT WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKES THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. STRUTTA MAKES NO GUARANTEE REGARDING: (A) THE AMOUNT, TIMING AND DELIVERY OF ANY CLICKS OR IMPRESSIONS WITH RESPECT TO ANY CONTENT OR ACTIVITY (INCLUDING THIRD PARTY CONTENT) OR ADVERTISING ON THE SITE OR IN CONNECTION WITH ANY CONTEST OR ACTIVITY; OR (B) THE COMPATIBILITY OF YOUR SOFTWARE, HARDWARE OR CONTENT WITH THE SITE.
You are solely responsible for ensuring that Your CONTENT is compatible with the SITE. Strutta disclaims any liability or responsibility for any unauthorized use of Your CONTENT by third parties, PARTICIPANTS or OTHER Users of THE Site and is not responsible for protecting Your CONTENT.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM STRUTTA OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
The SITE is offered and controlled by Strutta from its facilities in Canada. Strutta makes no representations that the Site is appropriate or available for use in other locations. Those who access or use the Site from other jurisdictions do so at their own volition and are responsible for compliance with local law.
Third Party Content
The inclusion of any third party content on the Site does not imply Strutta’s affiliation to the provider of such third party content or its endorsement of such third party content. Because Strutta does not control third party content, you agree that Strutta is not responsible for any such third party content, including the accuracy, integrity, quality, legality, usefulness, safety or intellectual property rights of or relating to such third party content. Strutta reserves the right, but shall have no obligation, to pre-screen, filter, remove, refuse to accept, post, display or transmit any third party content (including on any social networking website) in whole or part at any time for any reason with or without notice and with no liability of any kind. You are solely responsible (and assume all associated liability and risk) for determining whether or not such third party content is appropriate or acceptable to you.
Access and use of third party sites, including the information, material, products, and services on third party sites or available through third party sites, is solely at your own risk.
Limitation of Liability
THE FOREGOING LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO ANY DAMAGES INCURRED BY REASON OF ANY SERVICES PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE PROVIDED BY ANY THIRD PARTIES OTHER THAN STRUTTA AND RECEIVED BY YOU THROUGH OR ADVERTISED ON THE SITE OR RECEIVED BY YOU ON ANY THIRD PARTY SITES. YOU ALSO AGREE THAT STRUTTA WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS THE RESULT OF ANY INTERACTIONS OR DEALINGS WITH ADVERTISERS OR AS THE RESULT OF THE PRESENCE OF SUCH ADVERTISERS ON THE SITE.
Strutta takes no responsibility for any content forming part of or related to THE SITE OR ANY Contests or Activities and Strutta has no obligation to monitor THE SITE OR ANY CONTEST OR Activity.
You agree to indemnify, defend, and hold harmless Strutta, and its subsidiaries, affiliates, co-branders, all third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, from and against any third party claim, demand, loss, damage, cost, or liability (including, reasonable attorneys’ fees) arising out of or relating to these Terms of Service or the Site, including but not limited to in relation to: (a) your use, non-use or misuse of, or connection to the Site, Content and any other content forming part of the Site or any Contest or Activity; (b) your breach or alleged breach of these Terms of Service; (c) your violation of any rights, including intellectual property rights, of a third party; and (d) all claims brought against Strutta or any costs incurred by Strutta in connection with any breach by you of the Official Rules. Strutta reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Strutta and you agree to cooperate with Strutta’s defense of these claims. You agree not to settle any matter without the prior written consent of Strutta. Strutta will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
These Terms of Service have been made in and shall be construed and enforced in accordance with the laws of the jurisdiction of the Province of British Columbia, Canada, and you irrevocably consent to submit to the exclusive jurisdiction of the courts of the Province of British Columbia for any claim, proceeding or action under the Terms of Service, except for any claim, proceeding or action by Strutta for equitable relief.
You agree that these Terms of Service are specifically enforceable by injunctive relief and other equitable remedies without proof of monetary damages.
These Terms of Service shall constitute the complete and exclusive agreement between you and Strutta, and govern your use of the Site.
If any provision of these Terms of Service is declared by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be severed from the Terms of Service and the other provisions shall remain in full force and effect.
Strutta may assign these Terms of Service and your Account to any third party in its sole discretion.
These Terms of Service binds you, your heirs, legal representatives, executors and permitted assigns.
The sections of “Intellectual Property Ownership”, “Disclaimer of Warranties”, Limitation of Liability”, “Indemnity” and “Miscellaneous” will survive any actual or purported termination or expiry of these Terms of Service and continue in full force and effect.
You represent and warrant that you are authorized and permitted under all laws applicable to you: to the use the Site, to enter into these Terms of Service and comply with its terms, to meet your obligations hereunder and comply with all laws, regulations or policies that apply to the Site, including, without limitation, any and all import and export control regulations and laws, and a breach of any representation or warranty is a terminable breach of these Terms of Service.
You may contact Strutta by email at email@example.com or by mail at Strutta, Inc., 300-128 W Hastings Street, Vancouver, BC V6B 1G8.