(Last Updated: April 5, 2019)
The Website is owned and operated by us and contains material that is derived in whole or in part by or from us and other sources and is protected by international copyright, trademark, and other intellectual property laws. You may not modify, copy, reproduce, republish, upload, post, transmit or distribute in any way any material from this site, including code and software, except as permitted by this Agreement or otherwise consented to by us in writing. You may download material from this site for your personal, non-commercial use, or your employer-company’s internal use, only, provided that you keep intact all copyright, trademark, and other proprietary notices and, if applicable, any notices of attribution to the author. No other right or license is granted to any materials on this site.
You may use the Website and the Services only for lawful purposes. Transmission, distribution, or storage of Content (as defined in Section 2 below) or other material in violation of any applicable local, state, federal, foreign, or international laws, rules, or regulations is prohibited. You understand that the technical processing and transmission of the Services, including your Content, may involve (a) transmissions over various networks, and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that all information, advertising, data, text, articles, software, music, sound, photographs, graphics, video, messages, postings, or other materials (“Content”), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. In other words, you, and not us, are entirely responsible for all Content that you upload, post, email, or otherwise transmit via the Services, and that you must evaluate, and bear all risks associated with, the use of any Content posted or transmitted by you or other users. We do not control the Content posted by users via the Services and, as such, do not guarantee the usefulness, accuracy, integrity, or quality of such Content. Under no circumstances will we be liable in any way or to anyone for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, or otherwise transmitted, whether by us, you, or others.
You agree not to use the Services to: (a) upload, post, email, or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; (b) harm minors in any way; (c) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity; (d) post any incomplete, false, or inaccurate biographical information; (e) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services; (f) upload, post, email, or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (g) upload, post, email, or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, or other proprietary right of any party; (h) upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other similar solicitations; (i) upload, post, email, or otherwise transmit 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; (j) disrupt the normal flow of dialogue, cause a screen to scroll faster than other users of the Services are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges; (k) interfere with or disrupt the Services or servers or networks connected to the Website, or disobey any requirements, procedures, policies, or regulations of networks connected to the Website; (l) intentionally or unintentionally violate any applicable local, state, federal, foreign, or international laws, rules, and regulations; (m) stalk or otherwise harass another; or (n) collect, store, or use personal data about other users of the Services, except as may be necessary to complete a transaction offered or accepted by such users.
When retrieving information from the Website, you are prohibited from (a) using or attempting to use spiders, crawlers, robots, avatars, intelligent agents, or any other extraction or navigation search except for a normal browser; (b) aggregating, copying, or duplicating any of the materials or information except for the small amount of materials and information temporarily required for an ordinary single use of the Website; and (c) accessing data not intended for you.
Recognizing the global nature of the Internet, you acknowledge and agree that what may legally be done on or through the Internet in the jurisdiction of your residence may not be permissible in every jurisdiction in the world. Therefore, you specifically agree to comply with all local laws, rules, and regulations of the jurisdiction of the recipient regarding online conduct and acceptable Content. In addition, you agree to comply with all applicable laws, rules, and regulations regarding the transmission of technical data exported from the United States and the country in which you reside. The foregoing obligation shall survive termination of this Agreement.
Grilla’s Rights to Content
With respect to Content you post for inclusion in publicly accessible areas of the Website, you grant us the worldwide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish such Content in connection with the Services solely for the purpose of displaying and distributing the Content for the purpose for which such Content was submitted to us. This license exists only for as long as you elect to continue to include such Content on the Services and shall terminate 30 days after you delete or give us written notice to delete such Content from the Services. [~ THIS SECTION IS NOT IMMEDIATELY NOT APPLICABLE IF THE USER CANNOT POST ANYTHING THAT WOULD BE PUBLICLY ACCESSIBLE ON THE WEBSITE ~].
We encourage you to use the feedback form on the Website to provide information about your experience using the Services, which will enable us to improve the Services. This includes any ideas or suggestions pertaining to new products, services, and other items. You give us the unencumbered right to use such ideas or suggestions. We will not provide any compensation for the ideas or suggestions, but they may make the Website or the Services better or more useful for you and other users.
Digital Millennium Copyright Act (“DMCA”) Notice
Third parties not within our control may make Content available via the Website. We are under no obligation to, and do not, scan such Content for the inclusion of illegal or impermissible content. However, we respect the intellectual property of others, and we require that you and all of our other users to do the same. It is our policy not to permit materials known by us to infringe another party’s copyright to remain on the Website.
If you believe any materials on the Website infringe a copyright, you should provide us with written notice that at a minimum contains: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
All DMCA notices should be sent to our designated agent as follows: [~ Insert DMCA Registered Agent, Email, and Address ~]. [~ THIS SECTION IS NOT IMMEDIATELY APPLICABLE IF THE USER CANNOT POST ANYTHING THAT WOULD BE PUBLICLY ACCESSIBLE ON THE WEBSITE ~].
You agree to indemnify, defend and hold us, and our subsidiaries, affiliates, owners, directors, officers, managers, agents, and employees, harmless from all damages and expenses, including court costs and reasonable attorney fees, arising out of any claim based on Content you submit, post, transmit, or use through the Services, your use of the Services or Content, your connection to the Website, your violation of this Agreement, and your violation of any rights of another or of any law, rule, or regulation.
No Resale of Services
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Services or Content, use of the Services or Content, or access to the Services or Content, without our express written consent and the Content author.
Modification and Termination
You acknowledge that we may establish general practices and limits concerning use of the Services or Content. You agree that we have no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Services or on the Website. You further acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice, including, without limitation, adding or deleting fees associated with the Services. If any charge is applicable to any Services, we will notify you in advance.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services, in whole or in part, with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services or removal of Content.
You agree that we, in our sole discretion, may terminate your use of the Services, in whole or in part, and remove and discard any Content, for any reason without notice. Further, you agree that we are not liable to you or any third party for any termination of your access to the Services and discarding any Content.
The Services may provide, or third parties may provide, links to other websites or resources. Because we have no control over such sites and resources, you agree that we are not responsible for the availability of such sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, services, or other materials on or available from such sites or resources. You further acknowledge and agree that we are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content or products or services available on or through any such sites or resources.
Dealings with Retailers, Advertisers, and Other Users
Your correspondence or business dealings with retailers, advertisers, and other users found on or through the Services, including payment and delivery of products or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such retailer, advertiser, or user. You agree that we are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such retailers, advertisers, or users in connection with the Services. If a dispute arises with retailers, advertisers, or other users of the Services, we are under no obligation to become involved.
Grilla’s Proprietary Rights
You acknowledge and agree that the Services contain proprietary and confidential information that is protected by applicable intellectual property laws and other laws. You further acknowledge and agree that Content, as well as any other information presented to you through the Services, is protected by the law of copyright, trademark, , patent, or other proprietary rights and laws. Except as authorized in this Agreement or otherwise expressly authorized in writing by us or the applicable retailers, advertisers, Content authors, or other users, you agree not to distribute or otherwise transfer, modify, or create derivative works based on the Services or the Content, in whole or in part. You agree not to access the Services by any means other than through the interface that is provided by us for use in accessing the Services.
Disclaimer of Warranties and Limitations of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (a) YOUR USE OF THE SERVICES AND CONTENT IS AT YOUR SOLE RISK. THE SERVICES AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF ACCURACY OF DATA, TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTY ARISING FROM A COURSE OF DEALING OR PERFORMANCE OR FROM USAGE OF TRADE; (b) WE MAKE NO WARRANTY (i) THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, (ii) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR CONTENT WILL BE ACCURATE OR RELIABLE, OR (iii) THAT THE QUALITY OF ANY CONTENT, PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS; (c) ANY CONTENT OR OTHER MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA OR OTHER LOSS THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL; AND (d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE SERVICES OR CONTENT WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT WE ARE NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES) RESULTING FROM: (a) THE USE OR THE INABILITY TO USE THE SERVICES OR CONTENT; (b) THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR CONTENT USED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED THROUGH OR FROM THE SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; (e) FROM ANY INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SERVICES, OR (f) ANY OTHER MATTER RELATING TO THE SERVICES, THE CONTENT, OR THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS OF THIS SECTION MAY NOT APPLY TO YOU.
This Agreement as shall in all respects be governed by the laws of the State of California without reference to its principles of conflicts of laws that could result in application of other law, regardless of your location. You agree that any suit, action or proceeding arising out of or relating to this Agreement or any of the transactions contemplated herein or related to the Website or Services herein (including, without limitation, statutory, equitable or tort claims) shall be brought in the court of applicable jurisdiction located in LA County, California. Disputes will be resolved only on an individual basis and will not be consolidated with any other claims, suits or other proceedings that involve any claim or controversy of any other party. Each party expressly waives the right to a jury trial with respect to any dispute.
You may not assign or otherwise transfer this Agreement or any rights or obligations under this Agreement to any third party without our prior written consent. The failure of either party to act upon any right, remedy, or breach of this Agreement will not constitute a waiver of that or any other right, remedy, or breach. No waiver will be effective unless made in writing and signed by the waiving party. Neither party will be liable for any delay in or failure of performance resulting from any cause or condition beyond the party’s reasonable control, whether foreseeable or not, including vandalism that disrupts or corrupts the Website or the Services. The provisions of this Agreement are severable. If any provision is held to be invalid, unenforceable, or void, the remaining provisions will not as a result be invalidated. This Agreement constitutes the entire agreement and understanding between the parties relating to the object and scope of this Agreement. No representation, statement, or warranty not expressly contained in this Agreement, will be enforceable by the parties.