DOWNNOUTZ.NET TERMS + CONDITIONS
Eligibility and Approval
We, in our sole absolute discretion, will have the right to refuse to allow you to become a member.
DownNOutz.net will accept only one membership per person. If we determine that a single person has joined (or attempted to join) more than once, or if we receive multiple membership applications from a single and/or cluster of e-mail addresses verified to single user, we reserve the right to cancel all applicable memberships.
Representations And Warranties
You hereby represent and warrant to us that: (i) you have the full power and authority to enter into and perform under these Terms, (ii) your use the Site will not infringe the copyright, trademark, right of publicity or any other legal right of any third party, and (iii) you will comply with all applicable laws and regulations in using the Site and in engaging in all other activities arising from, relating to or connected with these Terms
If you wish to become a member of the Club (a “Member”) or are already a Member and wish to use the “Members Only” Section of the Site, you must create a Member Account on the Site through our online registration process. In doing so, you agree to: (i) provide true, accurate, current and complete information about yourself as prompted by the Site’s registration process (such information being the “Registration Data”) and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
Members will also receive one or more User Names upon completing the Site’s registration process. User Names are issued based upon availability, and all User Names are our property. Upon termination, you shall surrender such User Name(s) and we may reserve or reissue any User Name in our sole discretion. Multiple users using the same User Name shall not be allowed to access the “Members Only” section of the Site simultaneously.
Password And Security
Members will receive a password and an account upon completing the Site’s registration process. You are responsible for maintaining the confidentiality of the password and your account and are fully responsible for all activities that occur under your password or account. You agree to: (i) immediately notify us of any unauthorized use of your password or account or any other breach of security and (ii) ensure that you exit from your account at the end of each session. We will not be liable to you or any third party for any loss or damage arising from your failure to comply with this Section.
IP Address Ownership
We shall maintain and control ownership of all IP numbers and addresses that may be assigned to you by us and we reserve, in our sole discretion, the right to change or remove any and all such IP numbers and addresses.
We allow Members (as defined below) to make contributions to the Site (“User Content”) through chat rooms, bulletin board services, member profiles, and other means. Please understand that if you upload or post content to DownNOutz.net you are granting us an implied license to publish it in full or in part anywhere on the website. For our part, we respect your ownership rights and will only use your content on DownNOutz.net and we will never sell, license or give it to any third party. We appreciate your contributions to the site.
You agree not to submit or post any User Content that: (i) infringes the rights of a third party, including, without limitation, copyrights, trademarks, patents, trade secrets, rights of privacy and publicity, (ii) is libelous, defamatory or slanderous, (iii) condones, promotes, contains or links to warez, cracks, hacks or similar utilities or programs, (iv) is pornographic or sexually explicit, (v) does or may denigrate or offend any ethnic, racial, gender, religious or other protected group, through use of language, images, stereotypical depiction or otherwise, (vi) is designed to or does harass, threaten, defame or abuse others, (vii) exploits minors in a sexual or violent manner, (viii) promotes, condones or encourages illegal activity or (ix) is generally offensive or in bad taste.
You agree that all of your User Content, whether publicly posted or privately transmitted, is your sole responsibility. User Content does not necessarily reflect our views or opinions. We shall not be liable to you or any third party in any way for any User Content, including, but not limited to, for any errors or omissions in any User Content, or for any loss or damage of any kind incurred as a result of the use of any User Content posted, emailed, transmitted or otherwise made available via the Site.
We generally do not pre-screen, pre-edit or otherwise control User Content and, as such, do not guarantee the accuracy, integrity or quality of User Content. By using the Site, you agree to assume this risk. We reserve the right, but have no obligation, to monitor interactions between you and other users of the Site or take any other action in good faith to restrict access to or the availability of any material that we or another user may consider to be obscene, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable.
You agree to respect the rights of others and exercise good judgment. Without limitation, you agree not to: (i) engage in unsolicited or unauthorized advertising or any other form of solicitation, including, without limitation, “pyramid schemes” or the distribution of promotional materials, “junk mail,” “spam,” or “chain letters,” (ii) impersonate any person or entity or misrepresent your affiliation with a person or entity, (iii) forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the Site, (iv) make available, introduce into or direct to the Site any material that 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, (v) interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site, (vi) violate any applicable local, state, national or international law, rules or regulations, including, without limitation, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, (vii) “stalk” or otherwise harass another person, (viii) “deep link” to any portion of the Site, (ix) collect or store personal data about other users, (x) use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained thereon or for any other unauthorized purpose without our prior express written permission, (xi) take any action that imposes an unreasonable or disproportionately large load on our infrastructure, (xii) display any of the Site in a frame (or any of our content via in-line links), (xiii) engage in any activity that interferes with any third party’s ability to use or enjoy the Site, (xiv) assist any third party in engaging in any activity prohibited by these T erms, or (xv) solicit personal information from, harm or attempt to harm minors, in any way.
You will be considered in violation if you (or others using your account) do any of the following: Post, transmit, promote, or distribute content that is illegal. Thou shall not disrupt the flow of chat in chat rooms, or discussions threads with vulgar language, abusiveness, hitting the return key repeatedly or inputting large images so the screen goes by too fast to read, etc. User may not impersonate another DownNOutz.net member (including celebrities), attempt to get a password, other account information, or other private information from a DownNOutz.net member, dominate this website with their views, or those who use it for harassment or with malice towards anyone, posts that overtake other users posts, Making repetitive posts in the Message Forum or News Comments, Posting advertising on the website, and trying to solicit money for charity, After being banned return under another username, You register and then delete your email address.
[GENERAL PRACTICE & LIMITS]
You also acknowledge that DownNOutz.net may establish general practices and limits concerning use of the Site, including without limitation, limiting the maximum number of days that email messages, message board postings or other uploaded content will be retained by the Site, the maximum number of email messages that may be sent from or received by an account on the Site, the maximum size of any email message that may be sent from or received by an account on the Site, the maximum disk space that will be allotted on DownNOutz.net servers on your behalf, the maximum length of time that an IP address will be assigned for your use, the maximum throughput of traffic from the Internet or associated service (e.g., Usenet, email, web hosting), and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time. You agree that DownNOutz.net has no responsibility or liability for the deletion, for failure to store or to deliver any messages and other communications, for the modification or malformation of data communications over the Site, or for other content maintained or transmitted by the Site. You acknowledge that DownNOutz.net reserves the right to log off accounts that are, or disconnect a session that is, inactive for an extended period of time. You further acknowledge that DownNOutz.net reserves the right to change these general practices and limits at any time without advanced notice.
You agree not to use the Site for any commercial purpose, such as conducting sales of merchandise or services of any kind. Without limiting the foregoing, you may not resell or link to other sites for the purpose of selling merchandise of any kind.
You agree that you shall not use excessive amounts of CPU processing on any of our servers. Any violation of this policy may result in corrective action by us, in our sole discretion, including assessment of additional charges, disconnection or discontinuance of any and all Services, or termination of this Agreement. In the event that we elect to take any corrective action, you shall not be entitled to a refund of any fees paid in advance prior to such corrective action.
You agree that all content and materials available on the Site are protected by rights of publicity, copyright, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Unless expressly authorized by us, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from materials or content available on the Site. Notwithstanding the above, you may use the content and materials on the Site in the course of your normal, personal, non-commercial use of the Site.
Intellectual Property Rights Policy
We respect the intellectual property rights of others, and we ask our users to do the same. We will, in our sole and absolute discretion, terminate the account or use privileges of any user who repeatedly violates the rights of others.
[MODIFICATION, SUSPENSION AND TERMINATION]
We reserve the right at any time to suspend, modify or discontinue, temporarily or permanently, any portion of the Site or the Club with or without prior notice. You agree that we will not be liable to you or to any third party for any suspension, modification or discontinuance.
DownNOutz.net expressly reserves the right to immediately modify, suspend or terminate your account and refuse current or future use of any DownNOutz.net service, including Artist Clubs in the following situations: (a) if DownNOutz.net in its sole discretion believes you have violated or tried to violate the rights of others; or (b) if we become aware of information indicating a safety concern for you, other DownNOutz.net users, or the general public, or (c) if DownNOutz.net in its sole discretion, believes that you have acted inconsistently with the spirit or letter of the TOS or these Additional Terms. Artist Clubs and their benefits are offered at the discretion of DownNOutz.net and DownNOutz.net has the right to modify or discontinue, temporarily or permanently, the Artist Club service, in whole or in part for any reason, at its sole discretion, with or without notice to you. You agree that DownNOutz.net will not be liable to you or any third party for any modifications or discontinuance of the Artist Club service.
We, in our sole and absolute discretion, may terminate your access to the Site or your account for any reason, including, without limitation, your breach of these Terms, with or without notice to you and without liability to you or any third party. Upon such termination, we: (i) may immediately deactivate or delete your account and all related information and files in such accounts and/or bar any further access to such account or files, without liability to you or any third party for doing so or (ii) will not refund your membership or any other fees you have paid to the Club.
Your use of the site is at your sole risk. The site is provided on an “as is” and “as available” basis. The club expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
The club makes no warranty that (i) the site will meet your requirements, (ii) the site will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the site will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the site will meet your expectations, or that (v) any errors in any data or software will be corrected.
You expressly understand and agree that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the site; (ii) the cost of procurement of substitute goods or services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the site; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the site; or (v) any other matter relating to the site.
Links and Third-Party Services
Any third-party links, services, resources or information provided on or made available through the site are not controlled by us. Accordingly, we make no warranties regarding such third-party links, services, resources or information, including without limitation, warranties of fitness for a particular purpose, merchantability or non-infringement and will not be liable for your use of or reliance on such third-party services, resources or information.
English And Other Languages
The Club has members around the world. As an accommodation for those members whose preferred language is other than English, we have occasionally and in our sole discretion provided versions of these Terms in other languages (each, a “Translation”). We have attempted to make the Translations accurate, but we cannot be responsible in the event of any errors, inaccuracies or discrepancies in the Translations. Accordingly, if there is any conflict in meaning between a Translation and these Terms, these Terms shall govern and be given precedence. Furthermore, we do not provide any customer service in any language other than English, and cannot take responsibility for any problems or issues that may arise as a result of this fact.
We will not be liable to you or any third party for failure or delay in performing our obligations hereunder if such failure or delay is due to circumstances beyond our reasonable control, including, without limitation, acts of any governmental body, war, insurrection, sabotage, terrorism, embargo, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of interruption or delay in telecommunications or third party services (including DNS propagation), failure of third party software or hardware or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Site.
You agree to indemnify and hold the Club, Bludgeon-Riffola Inc. / Def Leppard Touring, Inc. / Why Bother Ltd. as well as their subsidiaries, affiliates, owners, associates, licensees, licensors, officers, agents and other partners and employees (the “Indemnified Parties”) harmless from any claim, demand, action, damage, loss, cost or expense, including without limitation, reasonable attorneys’ fees, incurred in connection with any suit or proceeding brought against any of the Indemnified Parties arising out of your use of the Site or alleging facts or circumstances that could constitute a breach of any provision of these Terms by you. If you are obligated to indemnify any of the Indemnified Parties, such party will have the right, in its sole and exclusive discretion, to control any action or proceeding and determine whether they wish to settle it, and if so, on what terms.
The Site is based in and operated from the United States of America. Information which you send to us by email or which we gather from you when you visit our website is held and processed in the United States of America. These Terms shall be binding upon and inure to our benefit, and the our successors, and assigns. You may not assign these Terms without our prior written consent. These Terms contain the entire understanding of the parties regarding their subject matter, and supersede all prior and contemporaneous agreements and understandings between the parties regarding their subject matter. The Terms and the relationship between you and us shall be governed by the laws of the State of California and the United States of America without regard to any conflict of law provisions. No failure or delay by a party in exercising any right, power or privilege under these Terms shall operate as a waiver thereof. The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the Terms are for convenience only and have no legal or contractual effect.
You agree that any dispute arising out of or relating to these Terms or your use of the Site will be submitted to confidential binding arbitration in Los Angeles, CA. Arbitration under these Terms will be conducted under the prevailing rules of the American Arbitration Association. The arbitrator’s award will be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms will be joined to an arbitration involving any other party subject to these Terms, whether through class arbitration proceedings or otherwise. Notwithstanding the foregoing, to the extent you have in any manner violated or threatened to violate the intellectual property rights of the Club, Bludgeon-Riffola Inc. / Def Leppard Touring, Inc. / Why Bother Ltd., these persons or entities may seek injunctive or other appropriate relief in any state or federal court in the state of California, and you consent to exclusive jurisdiction and venue in such courts.
Your IP Address
Like most e-commerce websites, each time you visit the Site, we automatically collect your IP address and the web page from which you came. We use this information to administer and optimize the Site for you and to diagnose problems with our Site. We use your IP address to help identify you and to gather broad demographic information about you.
In some cases, we will collect information from you that can be used to personally identify you, such as your name, address, phone number, email address, purchase history, and credit card number (“Personal Information”).
We collect Personal Information when you sign up to receive newsletters, request information regarding an event we sponsor, enter contests, open an account, purchase products, and otherwise as needed to fulfill your requests for information, products, and services. When we collect this information, you will know it because you will need to submit this information to us in order to open your account or receive the information, product, or service you requested. We use your Personal Information for our internal purposes, such as maintaining the Site and fulfilling your requests for products, services, and information. We also use your Personal Information to send you information, offers and other promotional materials from us and selected third parties. We carefully select the information we send to you and attempt to send you offers that are of value to you, such as discounts, exclusive offers or special event information. We provide you with the option of declining to receive offers from us by “opting-out” of receipt of this type of communication. Generally, we will not send you communications on behalf of third parties unless we add our DownNOutz.net brand to those communications.
Whenever we obtain your Personal Information, we use commercially reasonable efforts to protect it from unauthorized access or disclosure. While we will use such efforts, we cannot and will not act as insurers of the security of your Personal Information transmitted over the Internet. Accordingly, we assume no liability for any disclosure of data due to errors in transmission, unauthorized third party access or other acts of third parties, or acts or omissions beyond our reasonable control. If you are a member of DownNOutz.net.