Effective Date: February 17, 2015
1. Acceptance of Terms of Service.
You may not use the Site or Services, or accept this Agreement, if you (a) are not of legal age to form a binding contract, or (b) you are a person barred from accessing the Site or Services under the laws of the United States or other countries, including the country in which you reside or from which you access the Site or the Services.
You agree to be bound by any subscription or other agreement, posted guidelines, rules, or terms of service that may apply to any particular services on the Sites that you use (“Additional Terms”), all of which are incorporated herein by reference. If there is any conflict between the terms contained within the body of this Agreement and the Additional Terms, the Additional Terms shall take precedence solely in relation to the applicable Service.
Matador may change the terms of this Agreement from time to time at its sole discretion. When these changes are made, Matador will make a new copy of the Agreement available at the Sites and will indicate the new effective date. Any new Additional Terms will be made available to you from within, or through, the affected service on the applicable Site. Matador may, in its sole discretion, require you to provide consent to the updated Agreement before further use of the Site or the Services is permitted. Otherwise, your continued use of the Site or any affected service within the Services constitutes your acceptance of the changes.
Your access and use of the Sites and the Services will be subject to the most current version of the Agreement posted on the Site, or within or through the affected service on the Site, at the time of such use. Please regularly check the Site to view the then-current terms of the Agreement.
2. Registration Information.
When you register on the Site, you may be required to provide Matador with the following information: a user name (which may be pseudonymous), first name, last name, an email address, and a password. In addition, you may choose to provide Matador with additional information, including but not limited to your zip code and other information to be determined by you.
You are responsible for maintaining the confidentiality of your information and password. You shall be responsible for all uses of your registration and all activity occurring under your account, whether or not authorized by you. You agree to immediately notify Matador of any unauthorized use of your registration or password.
3. Term and Termination.
The terms of this Agreement will continue to apply until terminated by either you or Matador as set forth below.
3.2 Termination by You.
If you want to terminate your agreement with Matador, you may do so by (a) notifying Matador at any time and (b) closing your accounts for all of the services or Materials that you use within the Site and the Services, where Matador has made this option available to you. Your notice should be sent, in writing, to Matador’s email or physical address set forth below.
3.3 Termination by Matador.
Matador reserves the right, at its sole discretion, to immediately, without notice, suspend or terminate, upon any breach by you of this Agreement or otherwise, your registration(s) with or ability to access the Sites, the Services, and/or any other service, specific content, digital products, products, courses or events, provided to you by Matador.
3.4 Effect of Termination.
Upon expiration or termination of this Agreement, you shall promptly discontinue use of the Sites and Services. All obligations that have accrued prior to termination shall continue to apply and all provisions that should reasonably be interpreted to survive termination shall survive, including without limitation Sections 1, 3, 8, 9, 12 and 16.
4. Community Guidelines.
4.1 Community Guidelines.
“Content” of a User of the Site means any and all information and content that such User uses with the Services or uploads to the Site, or that is used or uploaded through such User’s account, including but not limited to any photographs, videos, graphic designs, and other written content that is posted on a User’s account. You agree not to use the Sites or Services to collect, upload, transmit, display, or distribute any Content (a) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (b) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive (e.g., material that promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual) or otherwise objectionable material of any kind or nature or which is harmful to minors in any way; or (c) in violation of any law, regulation, or obligations or restrictions imposed by any third party.
4.2 Other Prohibited Uses.
In addition, you agree not to use the Sites or Services to: (a) upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data; (b) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (c) harvest, collect, gather or assemble information or data regarding other Users, including email addresses, without their consent; (d) interfere with or disrupt servers or networks connected to the Sites or Services or violate the regulations, policies or procedures of such networks; (e) attempt to gain unauthorized access to the Sites or Services, other computer systems or networks connected to or used together with the Sites or Services, through password mining or other means; or (f) harass or interfere with another user’s use and enjoyment of the Sites or Services.
4.3 Your Responsibility.
You alone are responsible for any Content you contribute to the Sites, and any consequences of such Content. Matador reserves the right to terminate your registration or ability to access the Sites or the Services if it becomes aware and determines, in its sole discretion, that you are violating any of the provisions of this Agreement.
4.4 Unacceptable Content.
If you are concerned about any Content on the Sites, we urge you to contact us whenever you see Content that violates the provisions of this Section.
4.5 Enforcement by Us.
We have the right (but not the obligation) to review any Content that is used with the Sites or Services and delete (or modify) any Content that in our sole judgment violates this Agreement, is used in a way that in our sole judgment would violate this Agreement, or may otherwise violate the rights, harm, or threaten the safety of any User or any other person, or create liability for us or any User. We reserve the right (but have no obligation under this Agreement) to investigate and/or take appropriate action, including legal action, in our sole discretion against you if you violate this provision or any other provision of this Agreement, including removing your Content from the Sites or Services (or modifying it), suspension or termination in accordance with Section 3.3, and/or reporting you to law enforcement authorities. In order to cooperate with legitimate governmental requests, subpoenas or court orders, to protect our systems and customers, or to ensure the integrity and operation of our business and systems, we may access and disclose any information we consider necessary or appropriate, including your account, IP address and traffic information, usage history, and your Content.
5. Rights and Usage.
5.1 Ownership of Content.
When you as a User post or publish Content on the Sites, you represent that you either own or have a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display the Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in such Content.
5.2 License to Content.
You hereby grant Matador a royalty-free, perpetual, irrevocable, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, communicate to the public, perform and display any Content you post or publish to the Site (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in such Content. You also warrant that the holder of any worldwide intellectual property right, including moral rights in such Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above.
Notwithstanding anything contained herein to the contrary, by submitting Content to any forums, comments or any other area on the Site, you hereby expressly permit Matador to identify you by your name or username (which may be a pseudonym) as the contributor of such Content in any publication in any form, media or technology now known or later developed in connection with the Content.
5.4 Unauthorized Access or Use of the Site.
You agree that any unauthorized access, distribution, reproduction, copying, retransmission, publication, sale, exploitation (commercial or otherwise), or any other form of transfer of any portion of the Site, including but not limited to all Content, services, digital products, courses, events, tools or products is hereby expressly prohibited.
You hereby assign to Matador all rights, title and interest in any feedback or suggestions that you provide to Matador regarding the use, operation and functionality of the Sites, the Services or any online course materials (“Feedback”) and agree that we have the right to use such Feedback and related information in any manner that we deem appropriate.
6. Third Party Services.
You may order services or merchandise through the Site from other persons not affiliated with Matador (“Seller”). All matters concerning the merchandise and services desired from Seller, including but not limited to purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and Seller. Matador makes no warranties or representations whatsoever with regard to any goods or services provided by Sellers. You will not consider Matador, nor will Matador be construed as a party to such transactions, whether or not Matador may have received some form of revenue or other remuneration in connection with the transaction or be liable for any costs or damages arising out of, either directly or indirectly, you or any other person involved or related to the transaction.
6.2 Third-Party Websites.
The Sites or Services might contain links to third-party websites (“Third-Party Websites”). Such Third-Party Websites are not under the control of Matador. Matador is not responsible for any Third-Party Websites. Matador provides these Third-Party Websites only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites or their products or services. You use all links in Third-Party Websites at your own risk. When you leave the Sites, our terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
6.3 Other Users.
Each User is solely responsible for any and all of such User’s Content. Because we do not control Content, you acknowledge and agree that we are not responsible for any Content, and we make no guarantees regarding the accuracy, currency, suitability, or quality of any Content. Your interactions with other Users of the Sites are solely between you and such User. You agree that Matador will not be responsible for any loss, damage or injury incurred as the result of any such interactions. If there is a dispute between you and any User, we are under no obligation to become involved.
6.4 Market Blog.
The Sites or Services may contain information regarding leads on job opportunities (“Leads”). The Leads are not under the control of Matador. Matador is not responsible for any Leads. Matador provides these Leads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Leads. Without limiting the foregoing, Matador does not guarantee that any of the Leads will result in a job (paid or unpaid). You use all Leads at your own risk. Your interactions with the third party providing the Lead are solely between you and such third party. You, and not Matador are solely responsible for obtaining a job (paid or unpaid) with the third party providing the Lead. You agree that Matador will not be responsible for any loss, damage or injury incurred as the result of any such interactions. If there is a dispute between you and such third party, we are under no obligation to become involved.
7. Notification of Any Possible Copyright Infringement.
It is Matador’s policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to Matador by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Sites or the Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of the location on the Site or Services of the material that you claim is infringing; (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Matador’s Copyright Agent for notice of claims of copyright infringement is as follows: Attn: Copyright Agent, P.O. Box 7775 #40021, San Francisco, CA 94120. Promptly after receipt of a valid removal notification, we will remove or disable access to the allegedly infringing content. We will also notify the party that posted it of your claim that the material is infringing and will give that party an opportunity to send us a written counter-notification, which may result in us re-posting the content if we believe that it is not infringing.
8. Disclaimer of Warranties.
YOU EXPRESSLY AGREE THAT USE OF THE SITES, INCLUDING BUT NOT LIMITED TO ALL CONTENT AND OTHER MATERIALS MADE AVAILABLE THROUGH THE SITES OR THE SERVICES, IS AT YOUR SOLE RISK. THE SITES AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. MATADOR EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. MATADOR MAKES NO WARRANTY THAT THE SITES OR THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SITES OR THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES MATADOR MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITES OR THE MATADOR SERVICES.
YOU UNDERSTAND AND AGREE THAT ANY CONTENT OR OTHER MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITES OR THE MATADOR SERVICES IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.
YOU UNDERSTAND AND AGREE THAT MATADOR DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS OR USEFULNESS FOR A PARTICULAR PURPOSE OF ANY INFORMATION PROVIDED IN CONNECTION WITH THE SITES OR THE SERVICES. MATADOR IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS OR FOR THE RESULTS OBTAINED FROM THE USE OF SUCH INFORMATION. THE INFORMATION IS PROVIDED WITH THE UNDERSTANDING THAT NEITHER MATADOR NOR ITS USERS, WHILE SUCH USERS ARE PARTICIPATING ON THE SITES, ARE ENGAGED IN RENDERING LEGAL, MEDICAL, COUNSELING OR OTHER PROFESSIONAL SERVICES OR ADVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MATADOR OR THROUGH THE SITES, OR FROM ANY MATADOR EMPLOYEES OR CONSULTANTS SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. MATADOR SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE CAUSED, OR ALLEGED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE INFORMATION OR IDEAS CONTAINED, SUGGESTED OR REFERENCED ON THE SITES OR THE SERVICES.
MATADOR MAKES NO WARRANTY REGARDING ANY MATERIALS PURCHASED OR OBTAINED THROUGH THE SITES OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SITES. MATADOR IS NOT RESPONSIBLE FOR ANY CONTENT ON THE INTERNET OR WORLD WIDE WEB PAGES THAT IS CONTAINED OUTSIDE THE SITES. WE MAKE NO REPRESENTATIONS AS TO THE QUALITY, SUITABILITY, FUNCTIONALITY OR LEGALITY OF ANY SITES TO WHICH MATADOR MAY PROVIDE LINKS, AND YOU HEREBY WAIVE ANY CLAIM YOU MIGHT HAVE AGAINST MATADOR WITH RESPECT TO SUCH SITES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THE LIMITATION OF CERTAIN WARRANTIES, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
9. Limitation of Liability.
MATADOR NETWORK SHALL NOT BE LIABLE TO YOU FOR (A) ITS BREACH OF THESE TERMS, (B) ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR THE INABILITY TO USE THE SITES OR THE SERVICES, (C) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, SERVICES, DIGITAL PRODUCTS, EVENTS, COURSES AND/OR CONTENT PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SITES, OR (D) DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, USE, DATA OR OTHER INTANGIBLES, EVEN IF MATADOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES. ACCORDINGLY, THE LIMITATIONS AND EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. NOTWITHSTANDING ANY OTHER PROVISION IN THE AGREEMENT, YOU AGREE THAT THE CUMULATIVE LIABILITY OF MATADOR TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, YOUR USE OF THE SITES OR YOUR USE OF ANY SERVICES, INCLUDING, WITHOUT LIMITATION, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR STRICT LIABILITY, WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT PAID TO MATADOR (IF ANY) BY YOU DURING THE SIX-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY, OR (B) $500. THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE OR IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. YOU ACKNOWLEDGE AND UNDERSTAND THAT THE DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE AGREEMENT BETWEEN YOU AND MATADOR AND THAT ABSENT SUCH DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY, THE TERMS AND CONDITIONS OF THIS AGREEMENT AND YOUR ACCESS TO THE SITES AND SERVICES WOULD BE SUBSTANTIALLY DIFFERENT.
10. Content Storage and Security.
Matador assumes no responsibility for the deletion of or failure to store User-created Content. We use a variety of industry-standard security technologies and procedures to help protect your Content from unauthorized access, use, or disclosure. Despite these measures, you should know that Matador cannot fully eliminate security risks associated with your Content and mistakes may happen.
11. Newsletters That Include Promotional Messages.
At your request, Matador may send email messages to you containing labeled advertisements, promotions, etc. Matador makes no representation or warranty with respect to the content of any such email messages or any goods or services which may be obtained from such third parties, and you agree that neither Matador nor such third party shall have any liability with respect thereto.
You agree to indemnify and hold each of Matador, its parents, subsidiaries, affiliates, officers, directors, employees, sponsors, successors and assigns harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (i) your access, downloading, or use of the Sites or the Services; (ii) your Content, (iii) your violation of this Agreement, or (iv) the infringement by you, or any other user of your account, of any intellectual property or other right of any person or entity. Matador reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any such matter without the prior written consent of Matador. Matador will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
If Matador becomes aware of any possible violations by you of this Agreement, Matador reserves the right to investigate such violations. If, as a result of the investigation, Matador believes that criminal activity has occurred, Matador reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Matador is entitled, except to the extent prohibited by applicable law, to disclose any information or Materials on the Sites, including your Content, in Matador’s possession in connection with your use of the Sites or the Services to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the terms of this Agreement; (iii) respond to any claims that your Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of Matador, its Users or the public, and law enforcement or other government officials, as Matador in its sole discretion believes to be necessary or appropriate.
In the event that Matador determines, in its sole discretion, that you have breached any portion of this Agreement, or have otherwise demonstrated conduct inappropriate for the Sites or the Services, Matador reserves the right to:
(a) Warn you via email (to any email address you have provided to Matador) that you have violated this Agreement;
(b) Delete any or all Content provided by you or your agent(s) to the Sites;
(c) Discontinue your registration(s) with the Sites and/or any other Matador community;
(d) Discontinue your subscription to the Sites and any Services;
(e) Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or
(f) Pursue any other action which Matador deems to be appropriate.
13.3 No Subsequent Registration.
If your registration(s) with or ability to access the Sites, the Services, any other Matador community and/or any other Material or services provided to you by Matador is discontinued by Matador due to your violation of any portion of this Agreement or for conduct otherwise inappropriate for the Matador community, then you agree that you shall not attempt to re-register with or access the Sites, the Services, any other Matador community and/or any other Materials or services provided by Matador, through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees (if any) related to those Materials or services to which your access has been terminated. In the event that you violate the immediately preceding sentence, Matador reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
14. International Users.
14.1 Use Outside U.S.
The Sites can be accessed from countries around the world and may contain references to services and Materials that are not available in your country. These references do not imply that Matador intends to announce such services or Materials in your country.
14.2 Compliance With Laws.
The Sites are controlled, operated and administered by Matador from its offices in the United States of America. Matador makes no representation that the Sites, the Services or the Materials are appropriate or available for use at other locations outside the United States, and access to the Sites, the Services or the Materials from jurisdictions where the Sites, the Services or the Materials are illegal is prohibited. If you access the Sites, the Services or the Materials from a location outside the United States, you are responsible for compliance with all local laws.
15. Changes in Service.
Matador reserves the right to terminate free access to the Sites, including any or all Services or Materials, with or without notice to you. Matador reserves the right (at Matador’s discretion) to provide you with notice of such change by prominently posting a notice on the Sites and/or sending written notice to you at any email and/or post office address you have provided to Matador. Once free access is terminated, Matador may charge each subscriber any applicable fee, surcharge and/or membership fee for access to the Sites and/or any for-pay Services or Materials.
You hereby release Matador, Matador’s officers, employees, agents and successors from any and all claims, demands, losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from any interactions with or conduct of other Site Users or Third-Party Websites or Leads. You hereby waive any and all rights under California Civil Code Section 1542, and/or any similar provision of the law of any other state, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
You may give notice to Matador by nationally recognized overnight delivery service or first class postage prepaid mail at the following address: Attn: Legal, P.O. Box 7775 #40021, San Francisco, CA 94120 or by e-mail sent to firstname.lastname@example.org. Such notice shall be deemed given when received by Matador by letter or upon acknowledgment of receipt of email by Matador.
16.3 Dispute Resolution.
(a) You and Matador agree to resolve any disputes between us in accordance with this Section 16.3. If you believe that Matador has not adhered to this Agreement, please contact Matador by emailing us at email@example.com. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation and we will attempt to resolve any disputes with you amicably.
(b) Except as provided herein, you and Matador agree that we will resolve any disputes between us through binding and final arbitration instead of through court proceedings. All controversies, claims, counterclaims, or other disputes arising between you and Matador relating to the Sites, the Services or this Agreement (each a "Claim") shall be submitted for binding arbitration in accordance with the rules of the American Arbitration Association ("AAA"). If AAA is not available to arbitrate, the parties shall agree to select an available alternative dispute resolution provider (“ADR Provider”) and the rules of such provider shall govern all aspects of the arbitration. The arbitration will be heard and determined by a single arbitrator. The arbitrator's decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs, documents, or other evidence submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies.
(c) For any claim where the total amount of the award sought is $10,000 or less, the AAA (or ADR Provider, if applicable), you and Matador must abide by the following rules: (a) the arbitration will be conducted solely based on written submissions; and (b) the arbitration will not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties. If the claim exceeds $10,000, the right to a hearing will be determined by the AAA (or ADR Provider, if applicable) rules, and the hearing (if any) must take place in the city and county of San Francisco, CA.
(d) If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Matador will pay as much of the administrative costs and arbitrator's fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.
(e) This arbitration agreement does not preclude you from seeking action by federal, state, or local government agencies. You and Matador also have the right to bring qualifying claims in small claims court. In addition, you and Matador retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with this Agreement, nor a waiver of the right to have disputes submitted to arbitration as provided in this Agreement.
(f) Neither you nor Matador may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your and/or Matador's individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.
(g) If any provision of this Section 16.3 is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this Section 16.3 shall continue in full force and effect. No waiver of any provision of this Section 16.3 will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of this Agreement. This Section 16.3 will survive the termination of this Agreement or your relationship with Matador.
THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION OR TO HAVE A TRIAL BY JURY, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM AND THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES OR THE RULES OF AN ADR PROVIDER.
16.4 Governing Law.
This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of California, without giving effect to any conflicts of laws principles that require the application of the law of a different state. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
16.5 Choice of Language.
It is the express wish of the parties that this Agreement, any Additional Terms and all related documents have been drawn up in English.
If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be remain enforceable, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
16.8 No Assignment.
This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Matador’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. This Agreement may be assigned by Matador without restriction.
16.9 No Agency.
Neither party is an agent or partner of the other. You will not have, and will not represent to any third party that you have, any authority to act on behalf of Matador.
You agree not to export, directly or indirectly, any U.S. technical data acquired from Matador or any products utilizing such data, to countries outside the United States, in violation of the United States’ export laws or regulations.
16.11 Entire Agreement.
This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matters.
Please report any violations of this Agreement by sending a notice to: firstname.lastname@example.org.
16.13 Copyright/Trademark Information.
Copyright (c) 2015, Matador. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Sites and the Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of the third party that owns the Marks.
1 This is an agreement (“Agreement”) between you, the author of certain content (“Author”) and Matador Ventures, Inc., owner of the digital magazine MatadorNetwork.com (“Publisher”), regarding certain content of the Author, hereinafter referred to as the “Work”. Author hereby grants Publisher a non-exclusive, perpetual, royalty-free, worldwide right and license, with rights to sublicense, to distribute, publicly perform and publicly display in any form or medium (electronic or print), reproduce, modify and make derivative works of the Work. Author acknowledges that the rights granted to Publisher include the right to publish the Work on any of the websites within the Publisher’s network of websites, as well as any future publications associated with Publisher, which includes its content syndication partners1.
2 (This section 2 only applies when the Work will be originally published by Publisher and NOT when Publisher is requesting the right to re-print the Work.)
Author hereby grants the Publisher the first right to publish the Work in any medium. The Author agrees not to publish or permit others to publish the Work in any form or medium prior to its initial publication by Publisher. Furthermore, the Author agrees not to publish or permit others to publish the Work for 14 days from the date of initial publication by Publisher, unless the Author has written permission from the Publisher. If and when the Work is republished by Author or any licensee of Author (other than Publisher), the Author agrees that Publisher shall be named as the “First Publisher” and, if republished in digital form, that the Work shall include a link to the original Work as published by Publisher.
3 In exchange for the rights granted to the Publisher herein, the Author will receive the one-time payment as agreed to and arranged by the Publisher and Author. Author shall be entitled to no other compensation.
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