Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the Website or the Services you agree to become bound by the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, then you may not access the Website or use any of the Services. If these terms and conditions are considered an offer by Wordit Limited, acceptance is expressly limited to these terms. The Website and the Services are available only to individuals who are at least 13 years old.
1. Your cinesprit.com Account. If you create an account on the Website, you are responsible for maintaining the security of your account and you are fully responsible for all activities that occur under the account. Each account is for a single user only. You are not allowed to share your account or give your login credentials to anyone else. You must immediately notify Wordit Limited of any unauthorized uses of your account or any other breaches of security. Wordit Limited will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. Wordit Limited has the right (though not the obligation) to, in Wordit Limited’s sole discretion, terminate or deny access to and use of the Website to any individual or entity for any reason. Wordit Limited will have no obligation to provide a refund of any amounts previously paid.
2. Payment and Renewal.
(a) General Terms. The Website allows you to purchase a membership (“Membership”), which grants you access to all stories published on the Website during the Membership period and to all stories in the Website archive. You may also purchase single stories without signing up for a Membership. By purchasing a Membership you agree to pay Wordit Limited the Membership fees indicated on the Website, until you cancel your Membership. Payments will be charged on a pre-pay basis on the day you sign up for a Membership and will be billed quarterly. Membership fees are not refundable.
(b) Automatic Renewal. Unless you notify Wordit Limited before the end of the initial quarterly period or of a renewal quarterly period, as applicable, that you want to cancel a Membership, your subscription will automatically renew and you authorize us to collect the then-applicable fees for the following quarterly period, using any credit card or other payment processing method we have on record for you. Memberships can be canceled at any time in the membership section of the Website.
(c) Payment Processing. We may make available to you various payment processing methods to facilitate the purchase of Services. You agree to abide by any relevant terms of service or other legal agreement, whether with us or a third party, that governs your use of a given payment processing method. You agree that we reserve the right to add or remove payment processing methods at our sole discretion and without notice to you.
(d) Taxes. You agree to comply with any and all applicable tax laws, including the reporting and payment of any taxes arising in connection with your use of the Services, and that the reporting and payment of any such applicable taxes are your responsibility.
3. Content Posted on Other Websites. We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which cinesprit.com links, and that link to cinesprit.com. Wordit Limited does not have any control over those non-cinesprit.com websites and webpages, and is not responsible for their contents or their use. By linking to a non-cinesprit.com website or webpage, Wordit Limited does not represent or imply that it endorses such website or webpage. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Wordit Limited disclaims any responsibility for any harm resulting from your use of non-cinesprit.com websites and webpages.
4. Intellectual Property. This Agreement does not transfer from Wordit Limited to you any Wordit Limited or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Wordit Limited. Wordit Limited, cinesprit.com, the Cinesprit logo, and all other trademarks, service marks, graphics and logos used in connection with Wordit Limited or the Website are trademarks or registered trademarks of Wordit Limited or Wordit Limited’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Wordit Limited or third-party trademarks.
5. Copyright Protection.
(a) The contents of the Services, including without limitation the Website and all text, photographs, images, audio clips and video clips (collectively, the “Content”), are intended for your personal, noncommercial use. All Content is protected by copyright, and owned or controlled by Wordit Limited or the party credited as the provider of the Content. You agree to abide by all additional copyright notices, information, or restrictions contained in any Content. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as provided in the next paragraph of this Agreement), create new works from, distribute, perform, display, or in any way exploit, any of the Content in whole or in part.
(b) You may download or copy the Content for personal use only, provided that you maintain all copyright and other notices contained therein. Copying or storing of any Content for other than personal use is expressly prohibited without prior written permission from Wordit Limited, or the copyright holder identified in the copyright notice contained in the Content.
6. Notice of Copyright Infringement. If you believe that material located on or linked to by the Website violates your copyright, you are encouraged to notify us of such alleged violation. We will respond to such notices, including as required or appropriate by removing the infringing material or disabling links to the infringing material.
7. Changes. Wordit Limited reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. Wordit Limited may also, in the future, offer new services and/or features through the Website. Such new features and/or services shall be subject to the terms and conditions of this Agreement.
8. Termination. Wordit Limited may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your cinesprit.com account (if you have one), you may simply discontinue using the Website. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
9. Third Party Content Providers, Advertising and Business Dealings. Wordit Limited may run advertisements and promotions from third parties on the Website or may otherwise provide information about or links to third-party content, products or services on the Website. Your business dealings with or participation in the promotions of such third parties, and any terms, conditions, warranties, or representations associated with such dealings or promotions, are solely between you and such third party. Wordit Limited is not responsible for and does not guarantee the price, terms, performance, quality, accuracy, availability or legality of any content, products, services, promotions or information offered by any third party content provider or advertiser. Wordit Limited is not responsible or liable for any loss or damage of any sort incurred as the result of such dealings or promotions or as a result of such third party information or advertisements on the Website. If you have a dispute with one or more advertisers or other third parties, you release Wordit Limited from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
10. Feedback. Please submit feedback (“Feedback”) by emailing us at email@example.com. You acknowledge and agree that all Feedback will be the sole and exclusive property of Wordit Limited and you hereby irrevocably assign to Wordit Limited and agree to irrevocably assign to Wordit Limited all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein.
11. Disclaimer of Warranties. The Website and the Services are provided “as is”. Wordit Limited and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Wordit Limited nor its suppliers and licensors, makes any warranty that the Website or the Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.
12. Limitation of Liability. In no event will Wordit Limited, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Wordit Limited under this Agreement during the twelve (12) month period prior to the cause of action. Wordit Limited shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
14. Indemnification. You agree to indemnify and hold harmless Wordit Limited, its contractors, and its licensors, and their respective directors, officers, employees and agents, from and against any and all claims and expenses, including solicitors’ fees, arising out of your use of the Website or the Services, including but not limited to your violation of this Agreement.
15. Other terms. Certain areas of the Website (and your access to or use of certain Services) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between this Agreement and terms and conditions posted for a specific area of the Website, of for specific Services, the latter terms and conditions shall take precedence with respect to your use of or access to that area of the Website, or those specific Services.
16. Miscellaneous. This Agreement constitutes the entire agreement between Wordit Limited and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Wordit Limited, or by the posting by Wordit Limited of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, and any access to or use of the Website or the Services, will be governed by the laws of the United Kingdom, excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be courts located in the United Kingdom. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in the United Kingdom, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and solicitors’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may not assign your rights or obligations under this Agreement to any party without the prior written approval of Wordit Limited; Wordit Limited may assign its rights and obligations under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
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