Date Last Modified: November 6, 2012
2. Residency and Age. User may use the Service only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. Use of the Service is not permitted where applicable laws prohibit it. The Service is intended to be accessed and utilized by Users who have attained the age of majority in their respective state or territory. By accessing and using the Service, User hereby represents, warrants, and affirms that it is either at least 18 years of age, an emancipated minor, has acquired a parent or guardian’s consent, or is otherwise authorized and/or capable of consenting to these Terms under applicable law. User hereby affirms that it is, at a minimum and without exception, 13 years old. The Service is not intended to be accessed or utilized by children less than 13 years of age.
3. Disclaimer. The Service, including, but not limited to the Service and the entirety of its contents are provided “as is,” and Zanda hereby disclaims all express and implied warranties including, but not limited to, warranties of merchantability and fitness for a particular purpose. Zanda expressly disclaims any representation that:
- the Service will meet User’s requirements;
- access to the Service will be uninterrupted, timely, secure, or error-free;
- any information obtained through or from the Service will be accurate or reliable;
- the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet expectations;
- any User-provided information will not be disclosed, in the absence of User-provided approval, to third parties; or
- any data or software errors will be corrected.
ZANDA SHALL NOT BE HELD RESPONSIBLE FOR TECHNICAL MALFUNCTIONS OF ANY TELEPHONE SYSTEM, CABLE SYSTEM, COMPUTER EQUIPMENT, SERVER, PROVIDER, OR SOFTWARE. ZANDA SHALL NOT BE HELD RESPONSIBLE FOR ANY INJURY OR DAMAGE TO USER’S COMPUTER RESULTING FROM USE OF THE SERVICE OR SERVICE INCLUDING, BUT NOT LIMITED TO, WEB PAGE VIEWING, FILE DOWNLOADING, GAME SERVER USE OR ACCESS, OR FOLLOWING SERVICE LINKS. USER ACCESSES THE SERVICE AT HIS/HER OWN RISK AND IS SINGULARLY RESPONSIBLE FOR ANY LOSS, DAMAGE, OR COSTS INCURRED DURING SUCH ACTIVITY. ZANDA SHALL NOT BE RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT POSTED ON THE SERVICE, REGARDLESS OF THE CAUSE OF SUCH INACCURACY. ZANDA SHALL NOT BE RESPONSIBLE FOR ANY CONDUCT OF ANY USER OF THE SERVICE. ZANDA SHALL NOT BE RESPONSIBLE FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, OPERATIONAL DELAY, COMMUNICATION LINE FAILURE, OR THEFT, DESTRUCTION, OR ALTERATION OF USER’S COMMUNICATION. NO DATA OR INFORMATION OBTAINED FROM ZANDA OR THE SERVICE SHALL CREATE ANY WARRANTY.
5. User Registration. User may be asked to register with the Service (“Registered Users”). Registered Users hereby agree to: 1) provide accurate and complete information (“User Information”) as prompted by any Service registration form; and 2) maintain and promptly update his/her User Information to keep it accurate and complete. Zanda reserves the right to suspend or terminate a Registered User’s access to and use of the Service, or any portion thereof, on the basis of inaccurate or incomplete User Information.
Registered Users may be required to select a username and password when completing the registration process. Registered Users are solely and fully responsible for maintaining the confidentiality of their own usernames and passwords, and Registered Users are solely and fully responsible for all activities occurring under their username and password. Registered Users agree to: 1) immediately notify Zanda of any unauthorized use of their usernames and passwords or any other breach of security; and 2) ensure that Registered User logs off from their accounts at the end of each session. Zanda shall not be liable for any loss or damage arising from a Registered User’s failure to maintain the confidentiality of its username and password.
6. User Content. The Service allows users to post or submit content (“User Content”) to or through the Service including, without limitation, photographs, messages, commentary, documents, images, or any other information or audiovisual material. User is solely responsible for User Content that it posts or submits to or links to through the Service. Zanda does not monitor or approve User Content posted, linked to or submitted to the Service by any other User. Zanda may, in its sole and unfettered discretion, edit, remove, or delete any User Content.
7. Conditions on Use. As a condition of accessing and using the Service, User agrees not to post or submit User Content that:
- is unlawful, threatening, abusive, libelous, defamatory, slanderous, obscene, vulgar, pornographic, indecent, or would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national, or international law or regulation;
- violates or infringes upon the rights of others including, without limitation, privacy or publicity rights, intellectual property rights including, without limitation, copyright, patent, trade secret, or trademark rights, or other rights, without first obtaining permission from the owner or rights holder;
- promotes malice or harm of any kind against any group or individual;
- solicits user passwords, financial information, or personal identification for unlawful purposes;
- contains a virus, spyware, malware, or harmful software; or
- constitutes junk mail, unsolicited mass mail, or spam.
The foregoing is only a partial list of the kind of User Content which is prohibited on the Service. Zanda reserves the right to investigate and take appropriate action, legal or otherwise, in its sole discretion against anyone who violates this section including, without limitation, removing the offending content from the Service and terminating the violator's Service access.
Additionally, User agrees to act responsibly. User agrees NOT to:
- interfere with or damage the Service including, without limitation, through the use of viruses, spyware, malware, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing, or methods that in any way reproduce or circumvent the navigational structure or presentation of the Service or its contents;
- collect, store, or distribute any information about any other user other than in the course of the permitted use of the Service;
- impersonate any person, company, or entity;
- modify, sublicense, translate, sell, reverse engineer, decipher, decompile, or otherwise disassemble any portion of the Service or any software used on or for the Service; or
- assist any third party in doing any of the foregoing.
8. Content License. By posting or submitting User Content on the Service, User automatically grants, and warrants that it has the right to grant, to Zanda and its licensees, affiliates, successors, and assigns, a perpetual, irrevocable, worldwide, non-exclusive, fully paid-up, royalty-free, license (“License”) to use and promote the User Content in any form, in all media now known or hereinafter created, anywhere in the world, and for any purpose (“Purposes”). User also hereby grants to each user of the Service a non-exclusive license to access User Content through the Service and to use, perform, redistribute and display such User Content as may be permitted by the functionality of the Service.
User hereby waives, represents, and warrants (“Waiver”) that it has obtained the waiver of any and all moral rights in User Content that it submits or posts on or through the Service including, without limitation, rights of attribution or integrity, and any similar rights in any jurisdiction worldwide.
User represents and warrants that it has obtained all necessary consent and authority from any individual whose likeness appears in any User Content which User posts on or submits to the Service to: 1) post and submit such content on or to the Service; and 2) permit Zanda and its licensees, affiliates, and successors to use such content for the aforementioned Purposes.
User further represents and warrants that Zanda’s exercise of any of its rights under the License will neither violate nor infringe upon the rights of others including, without limitation, privacy, publicity or intellectual property rights.
9. Interactions with Other Service Users. User is solely responsible for its interactions with other Service users including the User Content User posts and User’s messages to other Users. Zanda shall not be responsible for any damage or harm resulting from User’s interactions with other users of the Service.
User understands that Zanda does not screen users. Zanda makes no representations or warranties as to user conduct. Zanda reserves the right, without obligation, to take any action in good faith to restrict access to or the availability of any User Content which Zanda considers prohibited.
All messages sent between users may be reviewed by Zanda for compliance with this Agreement, but will be treated as private to the extent required by applicable law. User is solely responsible for all interactions with other users. User is implored to not provide financial information of any type to other users.
10. Mobile Applications. Zanda makes a mobile application available to Users to access the Services via a mobile device. A mobile device that is compatible with the mobile application is a necessary prerequisite to its use, and Zanda makes no warranty that its mobile application will be compatible with your mobile device. Zanda grants to User a non-exclusive, non-transferable, revocable license to use a compiled code copy of the mobile application for a single User account on a single mobile device owned or leased solely by User, for User’s personal use. User shall not (i) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available to any third party the mobile application in any way; (ii) modify or make derivative works based upon the mobile application or the Content; or (iii) delete the copyright and other proprietary rights notices on the Mobile Software.
Zanda may occasionally distribute upgraded versions of the mobile application and may automatically upgrade the version of the application that User has previously downloaded to his mobile device. User consents to such automatic updates, the use of which shall be governed under the terms of this Agreement.
Beyond the limited license granted above, Zanda or its third-party licensors retain all right, title, and interest to the mobile application. Consult your mobile service provider to determine whether data charges will apply to your use of the mobile application.
11. Links. The Service contains links to other internet sites and resources, and User hereby acknowledges and agrees that: 1) Zanda shall not be responsible for the availability of such external sites or resources; and 2) Zanda does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such Services or resources. User agrees that Zanda shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such content, goods or services available on or through any such Service or resource.
12. Feedback. By submitting any Feedback to Zanda, including, but not limited to any comments, ideas or feedback about the Service or the Website, including without limitation about how to improve the Service or our products, User agrees that his disclosure is gratuitous, unsolicited and without restriction, and that Zanda is free to use, disclose and otherwise exploit the Feedback without any restriction and without additional compensation to User.
13. Limits on Liability. Zanda, its affiliates, subsidiaries, officers, directors, employees, agents, licensors, successors, or assigns (“Zanda Parties”) shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages arising from or relating to: 1) the Service’s availability; 2) the acts, omissions, or conduct of any user or third party, whether online or offline; 3) any Service or User Content; 4) any goods or services acquired as a result of any information obtained or transactions entered into through the Service; 5) any use of goods or services made available on any internet resource or webpage linked to the; or 6) the disclosure, alteration, or use of any User Content or User Information.
User’s access or use of any third party Service or internet resource linked to or from the Service, or User’s use of goods or services from third party Services or internet resources linked to or from the Service, is made at User’s own risk. User hereby releases the Zanda Parties from any damages User suffers from User’s access to third party Service or internet resources, and User agrees not to make any claims against the Zanda Parties arising from any purchase or acquisition of goods and services made available through the Service or though third party Services or internet resources.
The Zanda Parties shall not be liable for any damages resulting from the failure, by any party, to protect User passwords or account information. The Zanda Parties shall not be liable for any failure or performance delay under the Agreement due to circumstances beyond the Zanda Parties’ control including, but not limited to, natural catastrophes, governmental acts, laws or regulations, terrorism, labor strikes or difficulties, communication system interruptions, hardware or software failures, transportation interruptions, or any inability to acquire materials or supplies.
14. Indemnification. User agrees to indemnify, defend, and hold harmless the Zanda Parties from and against any loss, liability, or expense, including reasonable attorneys’ fees and expenses and court costs, arising out of or related to: 1) any third party claim against any Zanda Party alleging that User Content posted or submitted to the Service infringes any of the third party’s rights; 2) any User breach of any provision of this Agreement and/or any representation or warranty identified herein; or 3) any cost or expense Zanda incurs in enforcing this Section. Zanda reserves the right to control the defense and settlement of any action or proceeding against any Zanda Party that User is bound to defend pursuant to the foregoing.
15. Termination. Zanda, in its sole and unfettered discretion, may terminate User’s access to the Service for any reason including, without limitation, User’s breach of this Agreement. User agrees that any termination of its access to the Service may be effected without prior notice, and User agrees that: 1) Zanda may immediately deactivate or delete any of User’s accounts and all related information and files in such accounts; and 2) bar any subsequent access to the Service or User Content. User agree that Zanda shall not be liable to User or any third party for any costs or damages of any kind for or resulting from any termination of User’s Service access. Zanda reserves the right to block users from certain IP addresses from accessing the Service.
16. Discontinuance of Service. Zanda reserves the right to modify or discontinue, temporarily or permanently, any portion of the Service without prior notice. User agrees that Zanda shall not be liable to User or to any third party for any modification or discontinuance of any portion of the Service.
17. Take-Down Requests, DMCA. Zanda expressly prohibits users from uploading, posting, or otherwise distributing through the Service any content which may violate another party's privacy, publicity, intellectual property, or other rights. If any User believes any Service content violates or otherwise infringes upon any of User’s rights, User is encouraged to contact Zanda immediately to request that the allegedly offending content (“Offending Content”) to be removed from the Service. To make such a request (“Take-Down Request”), User should provide the Zanda designed agent, listed below, with:
- the identify of the Offending Content in sufficient detail such that it can be readily located (e.g., “The photograph of <detailed description> available at http://www.Zanda.com/item123”);
- User’s name, mailing address, email address, and telephone number; and
- the name, user id, email, telephone phone number, and mailing address of the person you believe posted the Offending Content (as available).
In accordance with the Digital Millennium Copyright Act (“DMCA”), Zanda has designated a Copyright Agent who is charged with receiving notification of alleged copyright violations, and may accept notification of other offending Service content. If you believe in good faith that material appearing on this Service infringes your copyright, provide notification, pursuant to 17 U.S.C. § 512(c)(3)(A), to our Copyright Agent at:
Agent: Zanda Copyright Agent
Address: 260 Crandon Blvd. Suite #32-206
Key Biscayne, FL 33149
Phone: +1 786 220 7648
Fax: +1 786 220 8764
Similarly, the DMCA provides that if you, in good faith, believe that a notice of copyright infringement has been wrongfully filed against you, you may send to our Copyright Agent a counter notice, subject to the requirements set forth in 17 U.S.C. § 512(g)(3) (2006).
Lastly, it should be noted that individuals making misrepresentations made in alleging that material appearing on this Service constitutes copyright infringement may be liable for damages pursuant to 17 U.S.C. § 512(f) (2006).
Zanda will process proper Take-Down Requests, will promptly remove or disable access to any offensive or infringing content, and will terminate the accounts of repeat infringers.
- Choice of Law; Jurisdiction. This Agreement will be governed by and construed under the laws of the United States of America and, to the extent not inconsistent therewith, the laws of the State of Florida without regard to conflicts-of-laws principles that would require the application of any other law. Any proceeding arising out of or relating to this Agreement must be brought in the courts of Miami, Florida, and each of the parties irrevocably submits to the exclusive jurisdiction of each such court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the proceeding will be heard and determined only in any such court and agrees not to bring any proceeding arising out of or relating to this Agreement in any other court. The parties agree that either or both of them may file a copy of this Section with any court as written evidence of the knowing, voluntary and bargained agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. In any action at law or in equity to enforce or interpret this Agreement, the prevailing party shall be entitled to reasonable attorney’s fees, costs, and necessary disbursements incurred both before and after judgment in addition to any other relief to which such party may be entitled.
- Severability. If any provision – or portion of a provision – of this Agreement is held invalid, unenforceable, or void, the remainder of the Agreement shall remain unaffected and shall continue in full force and effect.
- Separability. This Agreement does not and shall not be construed to create a partnership or joint venture between the parties hereto.
- Merger. This Agreement is the entire agreement between the parties hereto, and replaces any and all prior negotiations, representations, or agreements between the parties, whether oral, electronic, or written, pertaining to the managerial relationship outlined herein. The parties acknowledge that they have not relied on any promise, representation, or warranty, express or implied, not contained in this Agreement. No waiver or any breach of this Agreement shall be construed as a continuing waiver or consent to any subsequent breach hereof.