SOM MAGAZINE STANDARD TERMS AND CONDITIONS
1.1 The Publisher and/or the Editor may amend and alter the Text in such manner as the Publisher and/or the Editor may reasonably consider necessary and the Publisher and/or the Editor agree(s) to discuss any substantial changes to the Text with the Contributor. If agreement as to any required amendments cannot be reached for whatever reason, then the Publisher reserves the right not to include the Text in the Work.
2 COPYRIGHT AND TITLE
2.1 The Contributor hereby grants to the Publisher for the legal term of copyright including any renewals and extensions the exclusive and irrevocable right and license to produce publish communicate to the public and exploit and to license the production publication communication to the public and exploitation of 2.1.1 the Text 2.1.2 any part of the Text 2.1.3 any new edition or other adaptation or any abridgement of the Text in all languages throughout the world in volume form and in any other form or medium whatsoever including (but not by way of limitation) any form of electronic publication distribution or transmission (whether now known or hereafter invented) that the Publisher may wish. The rights granted in this Clause may be exercised by the Publisher and its wholly owned subsidiary and include without limitation the right to exercise and grant sub-licenses of all translation and subsidiary rights on such terms as the Publisher may determine.
2.2 The copyright in the Text shall remain vested in the Contributor.
3.1 If the Text includes textual extracts or illustrations, photographs, maps, diagrams, tables, or copyright artwork from third party copyright works, the Contributor shall be responsible for obtaining written permissions from the respective copyright owners to reproduce the same in the Text and in all editions and in all forms thereof which are the subject of this Agreement and shall forward the originals of the permissions to the Editor as soon as possible after signing this Agreement and in any event no later than the date agreed with the Publisher for delivery of the Text. The costs of permissions shall be borne by the Contributor.
4 INFRINGEMENT OF COPYRIGHT
4.1 It is agreed that if the Publisher considers that the copyright in the Text has been infringed it shall be at liberty to take such steps as it may consider necessary for dealing with the matter including taking proceedings in the Contributor’s name (provided that in such a case the Publisher shall indemnify the Contributor against all liability for costs and expenses) and at the same time to control or settle or compromise such proceedings as it sees fit.
4.2 The Publisher shall further be entitled to take urgent proceedings for copyright infringement in its own sole name without prior notice to the Contributor.
5 MORAL RIGHTS
5.1 The Contributor agrees that amendments alterations or additions to the Text made by the Publisher or the Editor or a third party pursuant to Clauses 1.1 or 6.2 or for the purpose of preparing supplements or new editions of the Work, will not infringe the Contributor’s right of integrity in the Text as provided in the Copyright, Designs and Patents Act 1988. The Contributor further hereby waives such right when such a waiver is an essential condition of the exercise of any of the subsidiary rights.
6 CONTRIBUTOR’S WARRANTY AND INDEMNITY
6.1 The Contributor hereby warrants to the Publisher that the Text is an original work, has not been published and is not under consideration for publication elsewhere and that neither the Text nor any part of it is in any way whatever a violation of any existing copyright, that it contains nothing obscene, indecent, objectionable or libelous, and that the Contributor has full power to make this Agreement. The Contributor agrees to indemnify the Publisher its assignees and licensees against any loss, injury or expense arising out of any claim by third parties that this warranty has been breached.
6.2 The Publisher reserves the right, having first requested the Contributor to do so, to alter text of the Text as may appear to it appropriate for the purpose of modifying or removing any passage which on the advice of its lawyers may be considered objectionable or likely to be actionable at law, but any such alteration or removal shall not affect the Contributor’s liability under this warranty and indemnity in respect of text not amended.
6.3 All warranties and indemnities contained in this Agreement shall survive the termination of this Agreement.
7 JOINT CONTRIBUTORS
7.1 Where two or more persons participate in the production of the Text and are parties to this Agreement then: 7.1.1 The term “Contributor” shall be understood to mean contributors in the plural and the liability of the Contributors shall be joint and several; 7.1.2 if one Contributor of the joint Text for any reason ceases to contribute to the Text or contributes less than originally agreed between the Contributors themselves or between the Contributors and the Publisher the Publisher shall be entitled to continue to publish the Text (if necessary by commissioning another contributor to assume responsibility for that Contributor’s contribution) in the joint names of the Contributors and such third party or as it may consider appropriate in the circumstances and the Publisher shall in its sole discretion but after full discussion with the Contributors determine what proportion of the remuneration due hereunder ought fairly to be paid to the Contributor who has ceased to contribute or has reduced his/her contribution to the Text including in any second or subsequent edition; 7.1.3 in the event of a dispute between the joint Contributors over the preparation and/or content of the Text, over payment or over any other matter relating to the Text (after full discussion with the Contributors and the Editor) the Publisher shall resolve the dispute and the Contributors agree to abide by the Publisher’s decision; 7.1.4 The Publisher shall not be obliged to take account of any partnership or other relationship between the Contributors.
8.1 Any dispute or difference arising between the parties here to relating to this Agreement may be submitted in the first instance to an informal disputes resolution tribunal to be agreed between the Contributor and the Publisher. Failing agreement on such or on the terms of such submission the parties agree to and submit to the jurisdiction of the United States Federal courts.
8.2 This Agreement and all matters arising out of it shall in all respects be governed by the laws of the United States.
8.3 The invalidity or unenforceability of any provisions of this Agreement shall not affect the validity or enforceability of any other provisions which shall remain in full force and effect. The parties shall use their best efforts to achieve the purpose of the invalid provision by a new, legally valid stipulation.
8.4 Neither party shall be liable to the other for non-performance in the event of circumstances occurring outside their reasonable control which shall include for the avoidance of doubt strikes and material currency fluctuations. 8.5 This Agreement is personal to the Contributor but the Publisher expressly reserves the right to assign subcontract or sublicense its rights and obligations under this Agreement in whole or in part.
8.6 Any notice required or permitted to be given under this Agreement shall be properly given by a party if it is sent in a legible form by first class recorded delivery or registered post or by personal delivery to the contact details set out at the beginning of this Agreement unless either party has by 10 days’ notice to the other specified different contact details.
8.7 This Agreement sets forth the entire agreement between the parties regarding the subject matter hereof and supersedes and revokes all prior discussions, arrangements and agreements written or oral relating thereto. Each party confirms that it has not relied upon any representation not recorded in this Agreement save that this Clause shall not apply to any statement, representation or warranty made fraudulently.
8.8 This Agreement shall not be amended varied or supplemented except in writing signed by the parties or their duly authorized representatives.
8.9 No failure or delay on the part of either party to exercise any right or remedy under this Agreement or any single or partial exercise of such right or remedy shall be construed as a waiver thereof.
8.10 No provision in this Agreement is intended to be enforceable by a person who is not a party to this Agreement.
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Authorized third-party service providers. We share your information with third-party vendors who help us with specialized services, including customer support, email and text message deployment, business analytics, marketing, and data processing. These third parties are allowed to use your contact information to help us provide our services and not for any other purpose.
Sweepstakes, contests, or promotions. When you choose to enter a sweepstakes, contest, or other promotion, your information may be disclosed to sponsors and to third parties who help administer the promotion, including in connection with winner selection and prize fulfillment. Your information also may be disclosed as required by law, such as on a winners list. Also, by entering a promotion, you are agreeing to the official rules that govern that promotion, including allowing the sponsors to use your name, voice, and likeness in advertising and marketing associated with the promotion in accordance with applicable law.
Legal requirements. We may disclose information about our users, including contact information, to respond to subpoenas, court orders, legal process, and other law enforcement measures, and to comply with other legal obligations, such as FCC requirements.
As between you and us, we own, solely and exclusively, all rights, title and interest in and to the Web Site, all the content (including, for example, audio, photographs, illustrations, graphics, other visuals, video, copy, text, software, titles, Shockwave files, etc.), code, data and materials thereon, the look and feel, design and organization of the Web Site, and the compilation of the content, code, data and materials on the Web Site, including but not limited to any copyrights, trademark rights, patent rights, database rights, moral rights, sui generis rights and other intellectual property and proprietary rights therein. Your use of the Web Site does not grant to you ownership of any content, code, data or materials you may access on or through the Web Site.
You may access and view the content on the Web Site on your computer or other device and, unless otherwise indicated in these Terms and Conditions or on the Web Site, make single copies or prints of the content on the Web Site for your personal, internal use only. Unless otherwise specifically indicated in these Terms and Conditions or on the Web Site, use of the Web Site and the services offered on or through the Web Site, are only for your personal, non-commercial use.
Unless otherwise specifically indicated in these Terms and Conditions or on the Web Site, any commercial or promotional distribution, publishing or exploitation of the Web Site, or any content, code, data or materials on the Web Site, is strictly prohibited unless you have received the express prior written permission from our authorized personnel or the otherwise applicable rights holder. Other than as expressly allowed herein or on the Web Site, you may not download, post, display, publish, copy, reproduce, distribute, transmit, modify, perform, broadcast, transfer, create derivative works from, sell or otherwise exploit any content, code, data or materials on or available through the Web Site. You further agree that you may not alter, edit, delete, remove, otherwise change the meaning or appearance of, or repurpose, any of the content, code, data, or other materials on or available through the Web Site, including, without limitation, the alteration or removal of any trademarks, trade names, logos, service marks, or any other proprietary content or proprietary rights notices. You acknowledge that you do not acquire any ownership rights by downloading or otherwise using any copyrighted material from or through the Web Site. If you make other use of the Web Site, or the content, code, data or materials thereon or available through the Web Site, except as otherwise provided above, you may violate copyright and other laws of the United States, other countries, as well as applicable state laws and may be subject to liability for such unauthorized use.
The trademarks, logos, service marks and trade names (collectively the “Trademarks”) displayed on the Web Site or on content available through the Web Site are our registered and unregistered Trademarks and others and may not be used in connection with products and/or services that are not related to, associated with, or sponsored by their rights holders that are likely to cause customer confusion, or in any manner that disparages or discredits their rights holders. All Trademarks not owned by us that appear on the Web Site or on or through the Web Site’s services, if any, are the property of their respective owners. Nothing contained on the Web Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Web Site without our written permission or the third party that may own the applicable Trademark. Your misuse of the Trademarks displayed on the Web Site or on or through any of the Web Site’s services is strictly prohibited.
Prohibited User Conduct.
You warrant and agree that, while using the Web Site and the various services, features and functionality offered on or through the Web Site, you shall not: (a) impersonate any person or entity or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party’s advertising, branding or other promotional content into any of the Web Site’s content, materials or services (for example, without limitation, in an Embedded Video (as defined herein), RSS feed or a podcast received from us or otherwise through the Web Site), or, except as otherwise specifically authorized in these Terms and Conditions or on the Web Site use, redistribute, republish or exploit such content or service for any further commercial or promotional purposes; or (c) attempt to gain unauthorized access to other computer systems through the Web Site. You shall not: (i) engage in spidering, “screen scraping,” “database scraping,” harvesting of e-mail addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of users or other information from or through the Web Site or the services offered on or through the Web Site, including without limitation any information residing on any server or database connected to the Web Site or the services offered on or through the Web Site; (ii) obtain or attempt to obtain unauthorized access to computer systems, materials or information through any means; (iii) use the Web Site or the services made available on or through the Web Site in any manner that could interrupt, damage, disable, overburden, or impair the Web Site or such services, including, without limitation, sending mass unsolicited messages or “flooding” servers with requests; (iv) use the Web Site or the Web Site’s services or features in violation of our or any third party’s intellectual property or other proprietary or legal rights; or (v) use the Web Site or the Web Site’s services in violation of any applicable law. You further agree that you shall not attempt (or encourage or support anyone else’s attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the Web Site or the Web Site’s services, or any content thereof, or make any unauthorized use thereof. You agree that you shall not use the Web Site in any manner that could interfere with any other party’s use and enjoyment of the Web Site or any of its services. You shall not obtain or attempt to obtain any materials or information through any means not intentionally made publicly available or provided for through the Web Site.
We may, from time to time, make messaging services, chat services, bulletin boards, message boards, blogs, other forums and other such services available on or through the Web Site. In addition to any other rules or regulations that we may post in connection with a particular service, you agree that you shall not upload, post, transmit, distribute or otherwise publish through the Web Site or any service or feature made available on or through the Web Site, any materials which (i) restrict or inhibit any other user from using and enjoying the Web Site or the Web Site’s services, (ii) are fraudulent, unlawful, threatening, abusive, harassing, 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 any local, state, national or international law, (iv) violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, trade secret, confidentiality, contract, patent, rights of privacy or publicity or any other proprietary right, (v) contain a virus, spyware, or other harmful component, (vi) contain embedded links, advertising, chain letters or pyramid schemes of any kind, or (vii) constitute or contain false or misleading indications of origin, endorsement or statements of fact. You further agree not to impersonate any other person or entity, whether actual or fictitious, including us or our personnel. You also may not offer to buy or sell any product or service on or through your comments submitted to our forums. You alone are responsible for the content and consequences of any of your activities.
Right to Monitor and Editorial Control.
Private or Sensitive Information on Public Forums.
It is important to remember that comments submitted to a forum may be recorded and stored in multiple places, both on our Web Site and elsewhere on the Internet, which are likely to be accessible for a long time and you have no control over who will read them eventually. It is therefore important that you are careful and selective about the personal information that you disclose about yourself and others, and in particular, you should not disclose sensitive, embarrassing, proprietary or confidential information in your comments to our public forums.
Linking to the Web Site.
Unless otherwise specifically indicated in these Terms and Conditions or on the Web Site, you agree that: (i) if you include a link from any other web site to the Web Site, such link shall open in a new browser window and shall link to the full version of an HTML formatted page of this Web Site; (ii) you are not permitted to link directly to any image hosted on the Web Site or our services, such as using an “in-line” linking method to cause the image hosted by us to be displayed on another web site; and (iii) you agree not to download or use images hosted on this Web Site on another web site, for any purpose, including, without limitation, posting such images on another site. You agree not to link from any other web site to this Web Site in any manner such that the Web Site, or any page of the Web Site, is “framed,” surrounded or obfuscated by any third party content, materials or branding. We reserve all of our rights under the law to insist that any link to the Web Site be discontinued, and to revoke your right to link to the Web Site from any other web site at any time upon written notice to you.
You agree to defend, indemnify and hold us and our affiliates and our affiliates’ directors, officers, employees and agents harmless from any and all claims, liabilities, costs and expenses, including attorneys’ fees, arising in any way from your use of the Web Site, your placement or transmission of any message, content, information, software or other materials through the Web Site, or your breach or violation of the law or of these Terms and Conditions. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with our defense of such claim.
Orders for Products and Services.
We may make certain products available to visitors and registrants of the Web Site. If you order any products, you hereby represent and warrant that you are 18 years old or older. You agree to pay in full the prices for any purchases you make either by credit/debit card concurrent with your online order or by other payment means acceptable to us. You agree to pay all applicable taxes. If payment is not received by us from your credit or debit card issuer or its agents, you agree to pay all amounts due upon demand by us. Certain products that you purchase and/or download on or through the Web Site may be subject to additional terms and conditions presented to you at the time of such purchase or download.
Third Party Web Sites.
You may be able to link from the Web Site to third party web sites and third party web sites may link to the Web Site (“Linked Sites”). You acknowledge and agree that we have no responsibility for the information, content, products, services, advertising, code or other materials which may or may not be provided by or through Linked Sites, even if they are owned or run by affiliates of ours. Links to Linked Sites do not constitute an endorsement or sponsorship by us of such web sites or the information, content, products, services, advertising, code or other materials presented on or through such web sites. The inclusion of any link to such sites on our Site does not imply our endorsement, sponsorship, or recommendation of that site. Time Inc. disclaims any liability for links (1) from another web site to this Web Site and (2) to another web site from this Web Site. Spaced Out Magazine cannot guarantee the standards of any web site to which links are provided on this Web Site nor shall we be held responsible for the contents of such sites, or any subsequent links. We do not represent or warrant that the contents of any third party web site is accurate, compliant with state or federal law, or compliant with copyright or other intellectual property laws. Also, we are not responsible for or any form of transmission received from any linked web site. Any reliance on the contents of a third party web site is done at your own risk and you assume all responsibilities and consequences resulting from such reliance.
We respect the intellectual property rights of others, and require that the people who use the Web Site, or the services or features made available on or through the Web Site, do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to our Copyright Agent, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below:
Your address, telephone number, and email address;
A description of the copyrighted work that you claim has been infringed;
A description of where the alleged infringing material is located;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.