LEGAL NOTICE: BADONGO.COM IS A MEDIA HOSTING SERVICE OWNED AND OPERATED BY ICL LTD., A DELAWARE CORPORATION (COLLECTIVELY THE "SERVICE"). UPON CONDITION THAT YOU ACCEPT AND AGREE TO THESE TERMS AND CONDITIONS OF USE, THE SERVICE GRANTS YOU PERMISSION, CONSISTENT WITH THESE TERMS AND CONDITIONS, TO UPLOAD, VIEW AND ACCESS CONTENT THROUGH BADONGO.COM (THE "WEBSITE") SOLELY FOR YOUR PERSONAL, NON-COMMERCIAL USE, FOR ENTERTAINMENT PURPOSES ONLY.
PLEASE READ ALL THE PROVISIONS OF THESE TERMS AND CONDITIONS OF USE CAREFULLY. AS A CONDITION TO YOUR ACCESSING AND USING THE WEB SITE, THE SERVICE REQUIRES THAT YOU AGREE UNCONDITIONALLY TO THESE TERMS AND CONDITIONS OF USE.
IF YOU DO NOT AGREE UNCONDITIONALLY TO THESE TERMS AND CONDITIONS, DO NOT ACCESS OR USE THIS WEBSITE. BY YOUR AFFIRMATIVE ACT OF ACCESSING, BROWSING AND/OR USING THE SERVICE YOU ARE ACKNOWLEDGING AND AFFIRMING THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS OF USE (THE "AGREEMENT") AND TO COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS.
1. PARTIES TO THIS AGREEMENT; AGE RESTRICTIONS ON USE. The parties to this Agreement are You, the User, and the Service. As used in this Agreement, the terms "we," and "us" are used interchangeably to refer to the Service and the Website; the term "You" and "Your" is used to refer to You, the User.
1.1 Subject to Your acceptance of the Terms and Conditions set forth in this Agreement, the Service grants You the limited right to use and access the Website consistent with these Terms and Conditions of Use.
1.2 The extent of Your rights use and access the Website are determined and limited strictly by these Terms and Conditions of Use.
1.3 You agree that this Agreement is subject to change by the Service at any time and changes shall become effective upon notice to Users by e-mail, posting at or via hyperlink to the Website, or by mail. You may not alter, delete, add or change or edit any of these Terms and Conditions, and any such attempted alteration shall be void and of no effect.
1.4 You agree Any action on Your part to Bookmark to a page on this Website whereby the Terms and Conditions of Use page is bypassed shall constitute an implicit acceptance by You of all the Terms and Conditions of Use set forth herein as well as an explicit acknowledgement by You of the fact that You are an adult and at least 18 years of age or of the age of majority under the laws of Your state, province or country.
1.5 Notice Of Age Restriction. Anyone eighteen (18) years of age is permitted to use the Service and access the contents of Badongo.com, however Service specifically denies permission to anyone under the age of 18 to use the Service or access any part of Badongo.com beyond the Home Page of that Website. Any access of the content of the Service beyond the Home Page of Badongo.com by any person under the age of 18 shall be deemed unauthorized and a trespass, and Service reserves the right to pursue all available legal remedies for such trespass.
2. DESCRIPTION OF SERVICES. The Service is an Internet Service Provider ("ISP) providing free web hosting on Badongo.com that permits Users to upload, transfer and store User originated photographs, images, graphics, videos, text and other content onto the Badongo.com website so that other Users of the Service can view and download said content.
3. RIGHTS GRANTED TO YOU BY SERVICE. In consideration of the representations and agreements made by You under the Terms and Conditions of this Agreement, and subject to these Terms and Conditions of Use, the Service hereby grants to You the following:
3.1 A limited, non-exclusive, non-transferable and revocable license to post and upload User selected and originated content to the Website.
3.2 A limited, nonexclusive and nontransferable license to access, view and use the materials contained in, or made available through this Website solely for Your private personal non-commercial use, as provided by the Service.
4. CONTENT SUBMITTED BY YOU TO SERVICE, RIGHTS GRANTED TO SERVICE. Service does not claim ownership of Content You submit or make available for inclusion on Badongo.com. However, in consideration of Service providing You with the rights as granted herein, You hereby agree that by uploading, transmitting or submitting Content to the publicly accessible areas of Badongo.com, You automatically grant Service a worldwide, royalty-free, non-exclusive, transferable right and license, without restriction or limitation of any kind, to use, reproduce, modify, adapt, publish, market, sell, exploit, translate, transmit, communicate, perform and disseminate, in all media now known or hereafter developed, including without limitation on the Internet, any of the content and material that You submit, supply, transfer or upload to Service, including but not limited to music, photographs, literary material, art, names, titles and logos, trademarks, and other intellectual property (hereafter collectively referred t to as "User Content") and any Derivative Works based on said User Content, and to freely assign and sublicense said User Content.
4.1 "Publicly accessible" areas of the Service are those areas Badongo.com that are intended Service to be available to the general public
4.2 You represent and warrant that You are a person over the age of eighteen (18) years and that You have the legal capacity and authority to enter into this Agreement and to perform as per the terms of this Agreement.
5. USER CONDUCT AND YOUR WARRANTIES TO SERVICE. You understand that all User Content, including without limitation, all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials whether publicly posted or privately transmitted to Service, is the sole responsibility of the person from which such Content originated. This means that You, and not Badongo.com, are entirely responsible for all Content that You upload, post, email, transmit or otherwise make available via the Service.
5.1 You represent and warrant that You will not use any form of mass unsolicited electronic mail solicitations, news group postings, and IRC posting or any other form of "spamming." You further acknowledge and agree that We have the right to immediately, and without notice, terminate Your use and access of the Service if We, in our sole and exclusive judgment, conclude that You have engaged in the use of any form of mass unsolicited electronic mail solicitations, news group postings, password selling or trading, warez, IRC posting or any other form of "spamming". NOTE: WE HAVE ZERO TOLERANCE FOR SPAMMING. IF YOU SPAM, RIGHT TO USE AND ACCESS THE WEBSITE WILL BE REVOKED AND TERMINATED AND ANY CONTENT YOU HAVE UPLOADED OR POSTED TO THE WEBSITE MAY BE REMOVED BY SERVICE.
5.2 You represent and warrant that You will not, directly or indirectly, link any of the following content or material to the Service through any hyperlinks:
(i) Obscene material, including without limitation any material depicting bestiality, rape or torture.
(ii) Any material that is displayed or transmitted in a way as to constitute harmful matter or indecent communications to minors;
(iii) Any material not fully in compliance with the age verification and record keeping requirements of 18 U.S.C. Sec. 2257 et seq., and its related regulations.
(iv) Any material which constitutes child pornography or matter which involves depictions of nudity or sexuality by an age inappropriate-looking performer (i.e. someone who looks younger than 18 years of age), or by a performer who is portrayed or made to appear to be a person under the age of 18 years of age by virtue of the script, make-up, demeanor, costuming, setting, etc;
(v) Any material that encourages conduct that could constitute a criminal offense;
(vi) Any material that is threatening, abusive, hateful, defamatory, libelous, slanderous, scandalous or injurious to the reputation of any person or entity;
(vii) Any material which constitutes an infringement, misappropriation or violation of any person's intellectual property rights such as copyrights, trademark rights, rights of publicity, patent rights, personal property rights, privacy rights or other rights; or
(viii) Any program, file, data stream or other material which contains viruses, worms, "Trojan horses" or any other destructive feature, regardless whether damage is intended or unintended, which may cause damage to any computer equipment, loss or corruption of data or programs or inconvenience to any person.
(ix) Any material that violates any applicable local, state, national or international law.
5.3 You represent and warrant that You have obtained the legal consent and possess the model release of every person appearing in any photographic, filmed or video content, whether live or pre-recorded, that You transfer or upload to the Service.
5.4 That all Your warranties, indemnities and obligations, which by their nature are designed to survive termination, shall extend beyond the termination of this Agreement.
5.5 Badongo reserves the right to determine acceptable use of its service at its sole discretion. Badongo may refer unacceptable activity or use of its service to law enforcement authorities, and may assist law enforcement agencies with the investigation and prosecution of such activities, including disclosure of customer account and data information. By use of Badongo's service, you release Badongo and its representatives from all liability for such disclosures and cooperation with law enforcement.
6. SPECIAL ADMONITIONS FOR INTERNATIONAL USE Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside.
7. NO JOINT OR COLLABORATIVE VENTURE.
7.1 You acknowledge and agree that nothing in this Agreement is intended by Us or You to create or constitute a joint or collaborative venture or partnership of any kind between You and Us, nor shall anything in this Agreement be construed as constituting or creating any agency, employment relationship, joint or collaborative venture or partnership between You and Service, its employees, agents or assigns.
7.2 You acknowledge and agree that You shall have no financial or other interest in Service or any property owned by Service, its affiliates, agents, successors or assigns.
7.3 You acknowledge and agree that Your relationship with Us shall be governed and limited exclusively by the terms and conditions of this Agreement.
8. NO GUARANTEES OR WARRANTIES OF ANY KIND. You acknowledge and agree that Service makes no guaranties or warranties of any kind with respect to the Website or the Service and that Your use of the Website and Service is solely at Your risk. Service disclaims all warranties, either express or implied including, but not limited to, express or implied warranties of merchantability and fitness for a particular purpose, with regard to the Website and Service and any and all materials of every kind supplied to You as part of Your use of the Website and Service.
8.1 YOU AWKNOWEDGE THAT BADONGO AND ITS RELATED SERVICES DO NOT PROVIDE, OFFER, OR GUARANTEE, IN ANY WAY, SERVICES RELATED TO EMPLOYMENT. THE SERVICE IS NOT AN EMPLOYMENT AGENCY OR JOB LISTING SERVICE.
9. LIMITATIONS OF LIABILITY AND LIQUIDATED DAMAGES.
9.1 You acknowledge and agree that Service shall not be responsible or liable to You in any way for any damage or injury that You may sustain, including without limitation any physical damage or injury of any kind, from any communication, contact or meeting, whether in person, by telephone, email or by or through any other means, resulting directly or indirectly from Your use of the Website, or from messages or communications sent or received by You or other persons through the Website.
9.2 You acknowledge and agree that the Service does not screen any Users of the Website, has no control over the actions of any Users and makes no representations or warranties whatsoever with respect to the character, safety, identity, veracity, age, health or any other attribute Users of the Website;
9.3 You acknowledge and agree that the Service does not endorse, encourage, recommend, promote or arrange communications or meetings among or between Users of the Website, or any other persons, and You are expected to use common sense and take appropriate measures and precautions to insure Your own personal safety and privacy in the event that You unilaterally choose to communicate with, or meet with any person with whom You have communicated through the use, either directly or indirectly, of the Website.
9.4 You acknowledge and agree that under no circumstances shall Service, its employees, independent contractors, authors, agents, representatives, assigns and successors be liable to You, or any other person or entity, for any direct or indirect losses, injuries or incidental or consequential damages of any kind (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES OR ANY OTHER PECUNIARY LOSS) with regard to any link to Website, or arising from or in connection with the use of the Website or Service, or due to any mistakes, omissions, delays, errors, interruptions in the transmission, or receipt of Website services, or the loss or destruction of User Content, including without limitation any losses due to serve problems or due to incorrect placement of HTML.
9.5 Notwithstanding the foregoing express limitations of liability, You acknowledge and agree that should Service, its officers, employees, successors, or assigns be held liable to You for damages, injuries or losses of any kind, directly or indirectly resulting from Your use of the Website, that the total dollar amount of liquidated damages for any and all of Your claims, injuries, damages or losses shall not exceed a total of ten dollars ($10.00).
10. YOUR RELEASE AND INDEMNIFICATION OF SERVICE.
10.1 You hereby release, discharge, and agree to defend, indemnify and save harmless Service, its legal representatives, agents, licensees, successors and assigns, and all parties acting under Service permission, or with authority from Service, or those for whom they are acting, from and against any and all losses, damages, costs, charges, attorneys fees, recoveries, actions, judgments, penalties, expenses and any other loss whatsoever that may be obtained against imposed upon or suffered by all or any of them which may arise from the use the Website or the User Content, even should the same subject You to ridicule, scandal, reproach, scorn or indignity, and from any liability as a result of any distortion, blurring or alteration, optical illusions or use in composite form, either intentionally or otherwise, that may occur or be reproduced in the taking, processing or reproduction or the finished product, or its publication, transmission or distribution, or which may arise from any breach of any warranty, representation, covenant or agreement made by You. You hereby waive any claim that You may have or may assert for alleged violation of privacy, defamation or libel by the use of any User Content submitted or supplied to Service and Website by You at any time.
10.2 You agree that You shall defend, indemnify, and hold harmless Service, its successors, assigns, parents, subsidiaries, affiliates, licensees and sub licensees and their respective officers, directors, agents and employees, from and against any action, suit, claim, damages, liability costs and expenses (including reasonable attorney's fees), arising out of or in any way connected with any breach of any representation or warranty made by You herein or any claim based on any allegation that any of the User Content submitted by You to Service infringes any intellectual property rights or another rights of any third party on account of the use of the User Content by Service as contemplated within the scope of this Agreement. You further agree that Your indemnification obligations, as set forth herein, shall survive the termination of this Agreement.
11. NO MONITORING OR SUPERVISION PROVIDED BY US. The Service is an Internet Service Provider and as such simply acts as a passive conduit for the online hosting of User originated and submitted information and content.
11.1 You acknowledge and agree that Service and Badongo.com does not monitor, supervise, screen, review or endorse any User Content, and that We have no direct or indirect control over the content or material contained in Your User Content.
11.2 You acknowledge and agree that Service shall not be responsible for User Content of any nature that You transfer or upload to Badongo.com, and that You assume the full responsibility and liability for (a) transferring, uploading, displaying or including User Content on the Service; (b) distributing or making the User Content available to the other users of the Badongo.com; and (c) for all decisions of any kind relating to the creation and dissemination of the User Content.
12. TERM AND TERMINATION OF AGREEMENT. You acknowledge and agree that the term of this Agreement is at will, and this Agreement and the Services provide through the Website may be terminated by Service, in its sole and exclusive discretion, at any time, without any advance notice and for whatever reason.
13. TRADEMARKS AND SERVICE MARKS. Badongo.com is a trademark and service mark of the Service and constitutes valuable proprietary intellectual property that is protected by law. The Service's trademark and service mark may not be reproduced, copied, edited, published, transmitted or uploaded in any way without written permission of Service. Except as expressly stated in this Agreement, the Service does not grant You any express or implied right to use or display its trademark or service mark in any manner.
14. EMBEDDING , FRAMING, CIRCUMVENTING, DIRECT LINKING, AND MANIPULATING, SERVICE AND MATERIAL ARE NOT ALLOWED.
You may only link to the content files through our system and the link provided by us. Violators that bypass our system will be barred from further use of the Service. The Service may disable linking that is harmful to the Service, including use of excessive bandwidth.
You must not circumvent Badongo's security procedures.
We prohibit the use of software or any other means to circumvent our CAPTCHA or any other badongo methods that prevent automated downloading of files.
We prohibit the use of third party software or other means that manipulate the Service's interface to eliminate or limit display of Badongo's web pages and advertising.
You are an unauthorized user and a trespasser if you violate any or all of these prohibitions or otherwise bypass our system; and the Service reserves the right to pursue all available civil and criminal remedies for such trespass.
15. PRIVACY STATEMENT. Registration data and certain other information about you are subject to our Privacy Statement. For more information, see our full Privacy Statement at http://www.badongo.com/privacy.php.
16. RESERVATION OF RIGHTS BY SERVICE. You acknowledge that Service and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or move any User Content that is available via the Service and badongo.com. Without limiting the foregoing, Service and its designees shall have the absolute right to remove any User Content that Service, in the exercise of its sole and exclusive discretion, determines is in violation of these Terms and Conditions or is otherwise objectionable.
16.1 You acknowledge, consent and agree that Service may access, preserve, and disclose Your User Content and any information that Service may have acquired about You, if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Agreement; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of the Service, its users or the public.
17. COMMERCIAL USE OF SERVICE PROHIBITED. Commercial use of the Service, or any content provided by the Service, is strictly prohibited. You agree not to engage in advertising or solicitation to buy or sell any products or services through the Service or Badongo.com without prior written consent.
18. USER MESSAGES ARE NOT CONFIDENTIAL. There are no facilities provided by the Service for sending or receiving private or confidential electronic communications. All messages shall be deemed to be readily accessible to the general public. Do not use the Service or Badongo.com for any communication for which the sender intends only the sender and the intended recipient(s) to read. You hereby acknowledge and agree that all messages entered into this Service and Badongo.com can and may be read by the operators of the Service, whether or not they are the intended recipient(s).
19. LINKS TO THIRD PARTY SITES. This Service and Badongo.com may contain links to other sites that are controlled by third parties. Those linked sites are not under the control of the Service and the Service is not responsible for the contents of any linked site or any link contained in a link site. The Service is providing those links to you only as a convenience, and the inclusion of any link does not imply endorsement by the Service of any other linked site.
20. ENTIRE AGREEMENT; MODIFICATION; ASSIGNMENT. This Agreement constitutes the entire agreement between You and Service with respect to the subject matter hereof, and supersedes and cancels all other prior agreements, discussion, or representations, whether written or oral.
20.1 You agree that The Service reserves the right, in its discretion, to change or modify all or any part of these Terms and Conditions of Use at any time for any reason or no reason. Changes will be effective immediately once they are posted on the Badongo.com. Your continued use of the Service constitutes your binding acceptance of these Terms and Conditions of Use, including any changes made by the Service, as permitted above. If you desire not to be bound by any modification of these Terms and Conditions of Use, you should stop using the Service. The updated, online version of these Terms and Conditions shall supersede any prior version.
20.2 You agree that no modification of this Agreement by You, Your employees, representatives, agents, assigns or successors shall be enforceable of have any effect unless first reduced to writing and signed by a duly authorized representative of Service.
20.3 You acknowledge and agree that the failure of Service to enforce any of the specific provisions of this Agreement shall not preclude any other or further enforcement of such provision(s) or the exercise of any other right hereunder.
20.4 You agree that all promises, obligations, duties and warranties made by You in this Agreement are personal to You and that neither they nor any benefits hereunder may be assigned by You to any other person or entity.
20.5 You agree that Service may at any time, and without prior notice to You, freely assign all or part of its duties, obligations and benefits hereunder.
21. JURISDICTION OF ALL LEGAL DISPUTES. This Agreement shall be construed in accordance with the laws of the State of California, United States of America. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. The parties irrevocably submit to the jurisdiction of the State and Federal Courts in the County of Los Angeles, State of California over any suit, action or proceeding arising out of or related to this Agreement.
22. CAPTIONS. Captions are inserted for reference and convenience only and in no way define, limit or describe the scope of this Agreement or intent of any provision.
23. UNENFORCEABILITY OF PROVISIONS. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. Unless otherwise explicitly stated, the provisions of this Agreement shall survive its termination.
24. ONE (1) YEAR LIMITATION. Any claim or cause of action arising out of or related to use of the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred, regardless of any statute or law to the contrary.
25. ENTIRE UNDERSTANDING. This Agreement contains the entire understanding of the parties relating to the subject matter.