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Terms of Service
This Terms of Service Agreement (the "Agreement") governs Your use of utopicstudios.com (the "Site") and any services made available to You by utopicstudios.com LLC (hereinafter, "Utopic Studios", "We", "Us" or "Our") on or through the Site (the "Services"). For purposes of this Agreement, "You" means the person using the Site or the Services or, if You are using the Site or Services on behalf of Your company (or another entity), then "You" means Your company (or such other entity), its officers, members, agents, successors and assigns.
Effective Date: May 16, 2010
1. Scope of the Agreement
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SITE OR THE SERVICES. YOUR USE OF THE SITE OR THE SERVICES CONFIRMS YOUR UNCONDITIONAL ACCEPTANCE OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, DO NOT USE THE SITE OR THE SERVICES. IF YOU ORDER ANY PRODUCT OR SERVICE PROVIDED BY Utopic Studios THROUGH THE SITE, THEN ACCEPTANCE BY Utopic Studios IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO THIS AGREEMENT.
Utopic Studios is always looking for ways to improve the Site and the Services and, as a result, may amend this Agreement at any time by posting an amended Agreement on the Site. Any amended Agreement shall automatically be effective on the date that it is initially posted on the Site. By using the Site or the Services, You agree to be bound by the current form of this Agreement. It is Your responsibility to return to this Agreement from time to time to review the most current Agreement. Utopic Studios does not and will not assume any obligation to notify You of changes to this Agreement. The current Agreement will supersede any prior communications or agreement with respect to the Site or the Services, unless such agreement expressly states that it is not superseded by this Agreement.
Users of the Site, who simply browse the Site ("Guests"), may be able to view products and information, request information and engage in certain services on the Site. Users of utopicstudios.com LLC who enter into a separate Merchant User Agreement with Us ("Merchants"), may be able to (a) use Utopic Studios’ systems and networks to create and customize an online sotre ("Store") that permits Merchants to post information about their products and offer such products for sale through the Store; (b) receive hosting services from Us, and (c) engage in certain other services on or through utopicstudios.com. Guests and Merchants may be collectively referred to herein as "Users".
Except as expressly provided in a separate Merchant User Agreement between You and Utopic Studios, Utopic Studios reserves the right, for any reason, in its sole discretion, to terminate, change, upgrade, suspend or discontinue any aspect of the Site or the Services, including, but not limited to, content, features, hours of availability or equipment required for access. We may also impose limits on certain features of the Site or Services, or restrict Your access to part or all of the Site or Services without notice to You or penalty to Us.
3. Proprietary Rights and License
The Site, all the content (including, for example, audio, photographs, illustrations, graphics, video and software), code, data, works of authorship and materials thereon, the look and feel, design and organization of the Site, and the compilation of the material on the Site (collectively, the "Content") are protected by U.S. and international copyright, trademark and other laws. Utopic Studios and its licensors own, solely and exclusively, all rights, title and interest in and to the Site, the Content, including, but not limited to, all intellectual property and proprietary rights therein. Your use of the Site and/or the Content does not grant to You any ownership of any Content You may access on the Site.
The trademarks, logos, service marks and trade names (collectively, the "Trademarks") displayed on the Site or in connection with the Content made available through the Site are registered and unregistered Trademarks of Utopic Studios and its licensors and may not be used except with written permission of the respective Trademark owner. Nothing contained on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Site without the written permission of Utopic Studios or the third party that may own the applicable Trademark. Your misuse of the Trademarks displayed on the Site or on or through any of the Site’s services is strictly prohibited.
Utopic Studios grants You a limited, revocable, nonexclusive, non-transferable, personal license to access, display and copy the Content for personal, non-commercial use only, subject to and conditioned on Your continued compliance with the terms and conditions in this Agreement. This license is granted solely to allow You to visit and display the Site and to use the Services as permitted by this Agreement. You agree not to remove, alter or obscure any proprietary notices provided in or with the Content. All rights not expressly granted in this Agreement are reserved.
4. User Accounts
Users, who create an account on the Site, agree to the following terms and conditions with regard to their account:
• To provide complete and accurate information to create Your account and to keep Your account information up-to-date.
• To choose a user name and password for Your account. You understand that it is Your responsibility to choose a user name and password and to maintain the confidentiality of Your password. If You share Your password with anyone it may jeopardize the security of Your account. You agree to notify Utopic Studios promptly if You become aware that Your password or account has been used without Your consent. To do so, please contact us at Contact Form.
• That Utopic Studios may refuse to grant You, and that You may not use, a user name that belongs to or is already being used by another User or that is offensive, in Our sole discretion. If You believe that another User’s user name infringes on Your rights, then feel free to send Us a notice.
• Not to impersonate any other person, thing or entity through Your user name.
• Not to access anyone else’s account without that person’s permission.
• Not to use the Site or Services if You are less than 18 years of age without the consent of Your parent or guardian, who agrees, on Your behalf, that You will comply with the terms and conditions of this Agreement.
• That certain pages on the Site may be restricted to Users over the age of 18 and You agree not to access or attempt to access such pages if You are not over the age of 18.
• Not to post or display any content that is not suitable for minors unless properly designated.
• That Utopic Studios may temporarily or permanently discontinue providing the Site or the Services at any time and that as a result You may be prevented from accessing the Site, the Services and Your account.
• To be solely responsible for all activities that occur under Your account.
• That any hardware and software required to use the Site or the Services is Your responsibility.
Users, who create or administer an account on the Site for another person or entity, agree to the following terms and conditions with regard to the account:
• You will abide by all of the terms and conditions provided above with respect to individual accounts.
• You represent that You are properly authorized to represent the person or entity for which You initiate or administer an account.
To the extent that You post or otherwise provide Utopic Studios with content, including photographs, audio, text, graphics or other works of authorship, on or through the Site or Your account, You grant to Utopic Studios a non-exclusive, fully paid up, royalty free, irrevocable, unlimited, worldwide license to reproduce, display, perform, use and create derivative works from such content, unless otherwise provided in the Merchant User Agreement.
5. Utopic Studios’ Rights
Utopic Studios reserves the following rights:
• To suspend or terminate the account of anyone who violates this Agreement.
• To change or alter the Site, the form and nature of the Site or any Services provided through the Site, including requiring payment for some or all uses of the Site, at any time.
• To review, modify, filter, disable, delete and remove any and all content and information from the Site.
• To update and download automatically any software provided on or through the Site.
• To cooperate with any law enforcement, court or government investigation or order or third party requesting or directing that We disclose information or content or information that You provide, or if We decide that such disclosure is in Utopic Studios or its customers best interests.
• To display advertising and promotions, which may be targeted to certain users or sections of the Site based upon queries made or preferences indicated, and may not be identified as paid advertisements or promotions.
You agree that the foregoing are rights of, but not obligations of, Utopic Studios and that Utopic Studios may, but is not obligated to exercise any of these rights.
6. Prohibited Uses
You may use the Site and the Services only for lawful purposes. You may not transmit, post, store, distribute, display or present any information, software, data, file or material in violation of any applicable law or regulation. You may not use the Site or the Services to facilitate, or otherwise assist others in, the violation of any law or regulation.
You are solely responsible for ensuring that materials transmitted, posted, stored, distributed, displayed or presented using the Site or the Services comply with this Agreement and all applicable laws and regulations. Utopic Studios does not review, edit, censor or take responsibility for any information that You, or other Users, may create, transmit, post, store, distribute, display or present using the Site or the Services.
You may not use the Site or the Services to:
• Post content or information that is obscene, hateful, threatening, defamatory, includes child pornography, or creates a risk to anyone’s privacy or safety.
• Promote, do or further any unlawful, misleading, discriminatory or malicious activity.
• Solicit personal information from anyone under 18 years of age.
• Transmit unsolicited commercial messages (Spam), junk mail, pyramid schemes, chain letters or similar materials or information.
• Upload or transmit viruses, worms or other malicious code.
• Violate or infringe anyone’s intellectual property rights, including copyrights, trademarks, patents and trade secrets. For instance, You may not use the Site or the Services to provide pirated or counterfeit works, information to circumvent copyright protection devices or links to such works or information or impermissibly use someone else’s copyrighted work or trademarks.
• Violate or infringe anyone’s privacy or publicity rights, such as impersonating another person or entity or posting images of someone without their permission.
• Forge or otherwise manipulate headers, tags or identifiers in order to disguise the origin of any message or transmittal that You send or receive on or through the Site or the Services.
• Falsely express or imply that Utopic Studios sponsors, endorses or is otherwise affiliated with You or Your content.
• Violate any law, statute, ordinance or regulation including export, intellectual property and privacy laws.
• Interfere with, circumvent, disable or attempt to interfere with, circumvent or disable the Site or the Services, the proper working of the Site or the Services, security features of the Site or the Services, or the equipment connected to the Site or the Services.
• Impose an unreasonable or disproportionately large load on the infrastructure of the Site or Utopic Studios’ systems or networks.
• Restrict or inhibit any other person from using the Site or the Services (including without limitation by hacking or defacing any portion of the Site).
• Create a database by downloading and storing the Content or any part thereof.
• Violate this Agreement or encourage or assist anyone else to violate this Agreement.
You may not do any of the following without Indie Lab’s written permission:
1. Use, copy, republish, upload, distribute, collect, modify, transmit, or post the Content or the Site for commercial purposes.
2. Modify, remove, delete, augment, add to, publish, transmit, participate in the transfer, rental or sale of, create derivative works from, or in any way exploit any of the Content, in whole or in part.
3. Access or attempt to access the Site or collect or index information provided to Utopic Studios using any automated means, such as robots, spiders, scrapers, scripts, harvesting ‘bots, or the similar means or equivalent manual processes. We grant operators of public search engines permission to use spiders and other automated means to collect and copy Content from the Site solely to the extent necessary to create publicly available searchable indices of such Content, excluding caching or archiving such Content. Utopic Studios reserves the right to revoke this permission at any time either generally or in specific cases.
4. Solicit, trace or otherwise collect any information from Users.
5. Frame or use framing techniques to enclose the Site or any part thereof.
6. Use any metatags or any other "hidden text" using any Trademarks of Utopic Studios.
7. Reverse engineer, decompile or otherwise extract source code provided on or through the Site or the Services.
In addition to any remedies that Utopic Studios may have at law or in equity, if Utopic Studios reasonably determines that You have violated or are likely to violate the foregoing prohibitions, Utopic Studios may take any action it reasonably deems necessary to cure or prevent the violation, including, without limitation, the immediate removal of materials that violate the foregoing prohibitions from the Site. Utopic Studios may cooperate with any law enforcement authorities or court order or subpoena or third party requesting or directing Utopic Studios to disclose the identity of anyone posting such materials.
7. Restricted Activities for Electronic Payment Vendors
Users should be aware some payments may be processed through PayPal or other electronic payment vendors. These vendors may not process payments for certain activities. You should not use the Site or these vendors to conduct any illegal or other prohibited activities. If You have a question as to whether a payment will be accepted, then we encourage You to check the policies of the applicable vendor.
Your relationship with the electronic payment vendors is separate from Your relationship with Utopic Studios and is governed by the terms and conditions contained in such vendor’s agreement. Such terms and conditions are available at the respective vendor’s website.
8. Submissions and Privacy
In the event that You submit or post any ideas, creative suggestions, photographs, information, advertisements, data or proposals, including ideas for new or improved products, services, features, technologies or promotions, You expressly agree that such submissions will automatically be treated as non-confidential and non-proprietary and will become the sole property of Utopic Studios without any compensation or credit to You whatsoever. Utopic Studios and its affiliates shall have no obligations with respect to such submissions or posts and may use the ideas contained in such submissions or posts for any purpose in any medium in perpetuity, including, but not limited to, developing, manufacturing and marketing products and services using such ideas.
9. Forums and Promotions
The Site may provide certain areas for Users to communicate with other Users, including through blogs, chat rooms, online communities and the like (the "Forums"). Utopic Studios does not endorse the content in the Forums and specifically disclaims any responsibility or liability to any person or entity for any loss, damage, injury, claim, liability or other cause of any kind or character based upon or resulting from any material, content or other communication provided through a Forum. Utopic Studios reserves the right, but is not obligated, to review messages in the Forums and is not responsible for the content of any such messages. Utopic Studios also reserves the right, but is not obligated, to delete, edit or remove a message, in whole or in part, posted to a Forum for any reason and to exclude any User from using a Forum. Please be aware that when You post to a Forum, You may be disclosing certain information to others. To protect Your safety, please use Your best judgment when using the Forums and carefully consider the information that You disclose in the Forums. Utopic Studios reserves the right to cooperate with any law enforcement, court, third party or government investigation or order requesting or directing Utopic Studios to disclose information posted to a Forum, or if Utopic Studios decides that such disclosure is in its’ or its customers’ best interests.
We may, from time to time, include contests, promotions, sweepstakes or other activities ("Promotions") that require You to submit material or information concerning Yourself. Please note that all Promotions may be governed by separate rules that may contain certain eligibility requirements, such as restrictions as to age or geographic location. You are responsible to read all Promotions rules to determine whether or not You are eligible to participate. If You enter any Promotion, You agree to abide by and to comply with all Promotions rules.
Additional terms and conditions may apply to purchases of goods or services on or through the Site, which terms and conditions are made a part of this Agreement by this reference.
10. Permission Based Communications
You may use Utopic Studios’ Services to transmit permission-based (opt-in) communications for purposes of marketing Your goods and services, provided that You otherwise comply with the standards set out in this Agreement and all applicable laws including, but not limited to, the CAN-SPAM Act. All marketing conducted using Utopic Studios’ Services must be permission (opt-in) based. You must keep adequate and verifiable records to prove that Your marketing is strictly permission-based. In addition, should You purchase mailing lists or other types of data that are to be used to contact third parties via Utopic Studios’ Services, You must verify that the lists have been compiled on a strict "opt-in" basis.
In addition to the above, all permission-based communications sent using Utopic Studios’ Services must include the following (and You are required to take the corresponding actions set forth below):
• A working "unsubscribe" link. (You must honor all unsubscribe requests within 72 hours of receipt.)
• The recipient’s accurate e-mail address in the "to" line and the sender’s accurate e-mail address in the "from" line.
• An accurate "re" line.
• A working "abuse" address and/or link. (You must answer all complaints forwarded to this address within 72 hours from receipt.)
• An up-to-date website that corresponds with the domain portion of the response e-mail. Your Store must conspicuously display Your up-to-date mailing address, telephone number and facsimile number.
You are solely responsible for the transmission of all such permission-based communications related to Your Store and Your use of the Services. Utopic Studios reserves the right to suspend or terminate Services to You and Your Store in the event Utopic Studios receives, in its sole and exclusive discretion, an excessive number of complaints related to Your permission-based communications, whether such complaints are made by parties whom "opt-in" or otherwise.
11. Copyright and Trademark Infringement
Utopic Studios respects the intellectual property rights of others and expects Users to do so as well. If You believe that Your copyrighted work has been copied or posted on or through the Site or Services in a way that constitutes copyright infringement, then You may send a written notice to our contact form that contains the following:
1. A description of the copyrighted work that You believe has been infringed;
2. A description of what the allegedly infringing work is;
3. A description of the location where the allegedly infringing work is located on the Site;
4. An address and telephone number where You can be contacted, including an email address if possible;
5. A statement that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law;
6. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright; and
7. A statement, made under penalty
of perjury, that the above information in the notice is accurate and
that the signatory is the copyright owner or is authorized to act on
behalf of the copyright owner.
If You receive a copyright notice from Us that You believe is incorrect, then You may send a counter notice. After receiving a counter notice, We may reinstate the content in question under Sections 512(g)(2) and (3) of the Copyright Act. A counter notice must include:
1. A physical or electronic signature of the alleged infringer;
2. A description of the material that was removed or to which access was disabled;
3. A description of the location where the allegedly infringing work was located on the Site before it was removed or access was disabled;
4. A statement, under penalty of perjury, that the alleged infringer has a good faith belief that the material was removed or that access was denied as a result of a mistake or misidentification;
5. The alleged infringer’s name, address and telephone number; and
6. A statement that the alleged infringer
consents to the jurisdiction of the federal court with jurisdiction
over the address provided by the alleged infringer, or if the alleged
infringer is outside of the United States, then that the alleged infringer
consents to jurisdiction in Tampa Bay , Florida and will accept service
of process from the party who is alleging the infringement.
Utopic Studios also takes trademark rights seriously and will investigate reasonable trademark issues that are brought to its attention. Please keep in mind, however, that trademark rights are territorial and more than one party can own a trademark in different territories. More than one party may also use a trademark on sufficiently different goods or services. If You believe that a trademark that You own has been infringed on or through the Site or the Services, then You may send a notice to Utopic Studios EMAIL that includes the following:
1. Sufficient information to identify the trademark that was allegedly infringed;
2. Your ownership rights in such trademark, including the territories in which You have rights or registrations;
3. Information as to the goods and services on which You use the trademark and the length of time You have been using the trademark on each of the identified goods and services;
4. A statement of Your basis for why Your trademark rights have been infringed, including a description of the allegedly infringing trademark and the goods and services on which it is used;
5. The location of the allegedly infringing material on the Site;
6. Your contact information, including address, telephone number and email address; and
7. A statement, made under penalty
of perjury, that the above information in the notice is accurate and
that the signatory is the trademark owner or is authorized to act on
behalf of the trademark owner.
False Claims and Other Things To Note
You may be liable for damages if You materially misrepresent that Your intellectual property rights have been violated, for instance if the alleged infringement is a fair use of Your copyright or trademark. Therefore, if You are not sure whether or not Your intellectual property rights have been infringed, please contact an attorney before contacting Utopic Studios.
Utopic Studios may provide a copy of Your notice or counter notice to the other parties concerned and may also provide it to third parties, including posting any communications in place of the disabled content.
Utopic Studios will not act as an arbiter of disputes, but it reserves the right to remove any material or to disable access of anyone who violates this Agreement.
12. Violations of This Agreement and Termination
YOUR USE OF THE SITE OR SERVICES MAY NOT VIOLATE ANY OF THE PROVISIONS IN THIS AGREEMENT. UTOPIC STUDIOS MAY SUSPEND OR TERMINATE YOUR ACCOUNT OR SERVICES AND/OR REMOVE (TO THE EXTENT POSSIBLE) ANY MATERIALS, IF IT DETERMINES, IN ITS SOLE AND EXCLUSIVE DISCRETION, THAT YOU HAVE ENGAGED IN ANY ACTIVITY THAT VIOLATES THIS AGREEMENT.
Except as set forth in Section 11, Utopic Studios will not intervene or become involved in any disputes between You and a third party, including, but not limited to, end users of Your Store. Consequently, Utopic Studios reserves the right, in its sole and exclusive discretion, to suspend or terminate Services to You upon receipt of any third party complaint that You have engaged in any activity that violates this Agreement, that may otherwise subject Utopic Studios to liability for any reason, or that may cause Utopic Studios to incur legal fees or other expenses.
Subject to the terms and conditions of the Merchant User Agreement (needs link), Utopic Studios may suspend and terminate Your use of the Site or Services without notice to You and end users of Your Store for breach of this Agreement. Utopic Studios may also report Your activities to federal and/or state law enforcement agencies.
Without limiting its other remedies, Utopic Studios may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate this Agreement and Your access to the Site or the Services and Your account(s) if You fail to comply with any term or condition of this Agreement. Utopic Studios may take such actions without providing You prior notice and at its sole discretion. Upon the occurrence of such a violation, You agree to terminate access to the Site and Services. Upon termination, those provisions of this Agreement that expressly or by their nature survive will continue in full force and effect.
13. United States Export Laws and Use Outside of the United States
United States export control laws govern Your use of Utopic Studios’ Services. These laws apply to You and Your use of Utopic Studios’ Services regardless of whether You actually reside in the United States.
You may not use the Site or the Services for any purpose that violates export control laws, which may include the sale of products that may be legal to sell in the United States, but illegal to export. You may not use the Site or the Services to offer or provide services through Your Store to end users with whom United States citizens may not do business.
Additional information about United States
export laws may be obtained from the United States government’s portal
to exporting and trade services at http://www.export.gov/
We control and operate the Site from our offices in the United States of America. We do not represent that Content on the Site or the Services are applicable, appropriate or available for use in locations outside the United States. Persons who choose to access the Site from locations outside of the United States do so on their own initiative, and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
14. Linking to the Site
Except as expressly authorized by Utopic Studios on the Site or otherwise in writing, You shall not include a link from any other website to the Site. In the event that Utopic Studios expressly authorizes You to include a link from any other website to the Site, You agree that, unless otherwise authorized by Utopic Studios in writing, such link shall (a) open in a new browser window and shall link to the full version of an HTML formatted page of the Site; (b) not link directly to any image hosted on the Site, such as using an "in-line" linking method to cause the image hosted by us to be displayed on another website; and (c) not link from any other website to the Site in any manner such that the Site, or any page of the 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 Site be discontinued, and to revoke Your right to link to the Site from any other website at any time.
To the maximum extent permitted by law, You agree to indemnify and hold harmless Utopic Studios, its affiliates, members, officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including, without limitation, reasonable attorneys’ fees), arising out of or related in any way to (1) Your use of the Site and Services, (2) Your submission, posting, transmittal, display, storage, distribution, removal or any other use of any User Information, Content and/or any other materials or content, (3) Your violation of this Agreement, (4) Your violation of any law or regulation, or violation of any proprietary or privacy right, (5) Your violation of any third party intellectual property right, including, without limitation, copyright, patent, trademark or trade secret; or (6) any claim that Your User Information or submission of any other information or content by You caused damage to a third party. This indemnification obligation will survive this Agreement and Your use of the Site and Services. Utopic Studios reserves the right 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 Utopic Studios’ defense of such claim.
16. Third Party Websites
You may be able to link from the Site to third party webSite and third party webSite may link to the Site ("Linked Site"). You acknowledge and agree that Utopic Studios has no responsibility for the information, content, products, services, advertising, code or other materials which may or may not be provided by or through Linked Site, even if they are owned or run by Our affiliates. Links to Linked Site do not constitute an endorsement or sponsorship by Us of such webSite or the information, content, products, services, advertising, code or other materials presented on or through such webSite. Utopic Studios disclaims any liability for links (1) from another website to the Site and (2) to another website from the Site. Utopic Studios cannot guarantee the standards of any website to which links are provided on the Site and Utopic Studios will not be held responsible for the contents of such website, or any subsequent links. Utopic Studios does not represent or warrant that the contents of any third party website are accurate, compliant with state or federal law, or compliant with copyright or other intellectual property laws. Utopic Studios is not responsible for any transmission received from any Linked Site. Any reliance on the contents of a third party website is done at Your own risk and You assume all responsibilities and consequences resulting from such reliance.
17. Disclaimer of Warranties
YOU AGREE TO ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE, THE SERVICES AND THE CONTENT. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, NEITHER UTOPIC STUDIOS NOR ITS OFFICERS, MEMBERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, INFORMATION PROVIDERS, LICENSORS OR LICENSEES ("RELATED PARTIES") MAKE ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WHATSOEVER WITH RESPECT TO THE SITE, THE SERVICES OR THE CONTENT. NEITHER UTOPIC STUDIOS NOR ANY RELATED PARTIES ENDORSE OR MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF THE SITE, THE SERVICES OR ANY CONTENT OR THAT THE SITE, THE SERVICES OR ANY CONTENT IS NON-DEFAMATORY, NON-INFRINGING OR OTHERWISE LAWFUL. NEITHER UTOPIC STUDIOS NOR ANY RELATED PARTIES WARRANT THAT THE FUNCTIONS PERFORMED BY THE SITE, THE SERVICES OR THE CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE SITE, THE SERVICES OR THE CONTENT WILL BE CORRECTED. NEITHER UTOPIC STUDIOS NOR ANY RELATED PARTIES GUARANTEE OR WARRANT THAT THE FILES AVAILABLE FOR DOWNLOADING WILL BE FREE FROM INFECTION BY SOFTWARE VIRUSES OR OTHER HARMFUL COMPUTER CODE, FILES OR PROGRAMS. THE SITE, THE SERVICES AND THE CONTENT ARE PROVIDED ON AN "AS IS," "WHERE IS, " "WHERE AVAILABLE" AND "AS AVAILABLE" BASIS. YOU ACKNOWLEDGE THAT ANY RELIANCE ON OR USE OF THE SITE, THE SERVICES AND THE CONTENT IS AT YOUR SOLE RISK.
Some jurisdictions limit or do not allow the disclaimer of implied or other warranties so the above disclaimer may not apply to You.
18. Limitation of Liability
IN NO EVENT WILL UTOPIC STUDIOS OR ANY RELATED PARTY BE LIABLE TO ANY PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE SITE, ANY WEBSITE LINKED TO THE SITE, OR THE CONTENT OR SERVICES CONTAINED OR ACCESSED THROUGH SUCH SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT UTOPIC STUDIOS OR A RELATED PARTY IS AWARE OF OR OF ADVISED THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT OF ANY PROBLEM WITH THE SITE, THE SERVICES OR THE CONTENT, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THE SITE, THE SERVICES OR THE CONTENT.
YOU SPECIFICALLY AGREE THAT UTOPIC STUDIOS WILL NOT BE LIABLE FOR ANY USERS’ CONTENT OR DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT YOU ASSUME THE FULL RISK OF HARM OR DAMAGE FROM THE FOREGOING.
Some jurisdictions do not allow the limitation of liability for certain damages so the above limitation of liability may not apply to You.
19. Governing Law; Exclusive Jurisdiction
This Agreement and the relationship between You and Utopic Studios shall be governed by the laws of the State of Florida, without regard to its conflict of law provisions. You agree that any cause of action that may arise under this Agreement or in connection with Your use of the Site will be commenced and be heard only in the appropriate court having jurisdiction over Tampa, Florida. You hereby consent to the exclusive personal jurisdiction of and venue in such courts. Our failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.
20. Your Representations and Warranties
By using the Site, the Services or the Content You represent and warrant that:
• You are 18 years of age or older, an emancipated minor or the parent or guardian of a minor who You are authorizing to use the Site and the Services;
• You understand and agree that this Agreement is a legally binding agreement and the equivalent of a signed, written contract;
• You will use the Site and the Services in a manner consistent with all laws and regulations and in accordance with the terms and conditions of this Agreement;
• You are authorized to sign for and bind the person or entity using the Site or the Services;
• You will provide only true, accurate, complete and current information to Utopic Studios; and
• You will not impersonate any person
or entity, misrepresent any affiliation with another person, entity,
or association, use false headers, or otherwise conceal Your identity
from Utopic Studios or in any material that You post or submit on the
Site for any purpose.
21. Limitations on Claims
Any cause of action You may have with respect to Your use of the Site or the Services must be commenced within one (1) year after the claim or cause of action arises.
22. Entire Agreement and Assignment
This Agreement together with all policies and agreements referenced herein constitutes the entire agreement between Utopic Studios and You with respect to the Site, the Services and the Content, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between You and Utopic Studios with respect to the Site, the Services and the Content, unless an agreement specifically provides that it is not superseded by this Agreement. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
You may not assign this Agreement or any part of this Agreement without the express written consent of Utopic Studios. You agree that Utopic Studios may assign this Agreement or any part of this Agreement at any time and for any reason without Your consent.
23. Our Policy Concerning Children
The Site and the Services are not intended
for use by children. If You are under 18 years of age, You may use the
Site or the Services only with the involvement and permission of Your
parent or guardian.
24. Print Program
As a registered member of the Service, you will also be granted the privilege of listing certain types of Artist Materials, known as "Artwork," for sale through the Utopic Studios. Visit ____ (blank-need link) for additional details on the Print Program. Prior to submitting Artwork for sale, you must accept the additional terms and conditions of the Print Program Agreement (need link), which is incorporated into, and forms a part of, the Terms.
25. Storage Policy
At this time, Utopic Studios provides free online storage of Your Content to registered members of the Service. However, You acknowledge and agree that Utopic Studios may, at its option, establish limits concerning Your use of the Service, including without limitation the maximum number of days that Your Content will be retained by the Service, the maximum size of any Content files that may be stored on the Service, the maximum disk space that will be allotted to you for the storage of Content on Utopic Studios's servers. Furthermore, you acknowledge that Utopic Studios reserves the right to terminate or suspend accounts that are inactive, in Utopic Studios's sole discretion, for an extended period of time (thus deleting or suspending access to your Content). Utopic Studios shall have no responsibility or liability for the deletion or failure to store any Content maintained on the Service and you are solely responsible for creating back-ups of Your Content. You further acknowledge that Utopic Studios reserves the right to modify its storage policies from time to time, with or without notice to you.