Terms of Service
NowUzIt.com (Now Uz It Inc.)
The terms and conditions set forth below apply to all visitors to this website (this “Site”), which is hosted by Now Uz It Inc. (“Now Uz It”). Your use of the Site (collectively, the “Services”) constitutes assent consent to, and is subject to the following terms and conditions (this “Agreement”) which may be updated without further notification to you. Please review this Agreement carefully since it contains important information regarding your use of the Site.
There are three categories of persons that may access this Site. Users of the Site that upload add information, data, or other materials (“Materials”) are referred to individually as an “Author” and collectively as “Authors.” Authors and all other users of the Site, other than Prohibited Users (as defined herein), are referred to collectively as “Users” or individually as a “User” or “you.” Users that have violated the terms of this Agreement are prohibited from using this Site are referred to as “Prohibited Users.”
1. AUTHOR REGISTRATION
Prior to posting Materials on this Site, Authors must register. Each registered Author will have a unique identification and password. Only you may use the identification and password assigned to you. You agree to notify Now Uz It immediately at firstname.lastname@example.org of any unauthorized use of your user identification or user password or any other breach of security regarding this Site of which you are aware.
By clicking checking that you “have read, and agree to abide by the Now Uz It rules” on the Now Uz It account creation webpage, you agree to be bound by the terms and conditions set forth in this Agreement, and you represent and affirm that you have the legal capacity to enter into this Agreement and that this Agreement does not conflict with any other agreements or arrangements between you and any other person or entity. The date and time on which you click to complete the registration is the effective date and time of this Agreement. If you do not wish to be bound by the terms and conditions of this Agreement do not check the “I have read, and agree to abide by the Now Uz It rules” checkbox. You will not be permitted to post Materials on the Site if you do not agree to the terms of this Agreement.
2. EXCLUSIVE LICENSE OF THE MATERIALS
By posting Materials on this Site, Authors hereby grant Now Uz It a perpetual, no
exclusive, royalty free, worldwide license (the “License”) to reproduce, market, display, transmit, sublicense and otherwise use such Materials (and derivative works thereof) in any manner necessary to enable NowUzIt to provide Usersconnection with providing the Services or otherwise promoting Now Uz It’s business, including without limitation redistributing part or all of the Materials (and derivative works thereof) in any media formats and through any media channels.
3. OWNERSHIP OF THE MATERIALS AND NOTIFICATION OF INFRINGEMENT
By uploading adding Materials to this Site, each Author represents and warrants that:
a. He/she is either eighteen (18) years of age or may otherwise lawfully enter into and make binding contracts under applicable law;
b. The Materials are such Author’s original works of authorship, and except as provided in subparagraph d. below, the Author is the sole owner of all copyright and other rights in such Materials;
c. The exercise of any rights or licenses granted by this Agreement to Now Uz It will not, directly or indirectly, infringe upon the property rights of any third party; and
d. In the event that any portion of the Materials are owned by a person or entity other than such Author (“Other Person”), the Author has received permission from such Other Person(s) to market and license the Materials on this Site in the manner described in this Agreement.
Now Uz It does not tolerate infringement of intellectual property on the Site, and will remove Materials from the Site pursuant to Section 6 below if properly notified that such Materials infringe the intellectual property rights of any Other Person. If you believe your intellectual property rights have been infringed upon, please provide us with a notice (the “NOCI”) that includes:
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 upon;
b. Identification of the copyright 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 the Site;
c. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and 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 you;
e. A statement that you have 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 Infringement Notices must be sent to 515 West 52nd Street, Suite 23H, New York, New York 10019. [address]
Each Author represents, warrants and covenants, at all times during the Term of this Agreement, that the Materials and any other information transmitted on this Site do not:
a. Invade any person or entity’s right to privacy;
b. Contain content that is patently offensive, unlawful, false, misleading, obscene, defamatory, harassing, threatening, indecent, lewd, abusive, inflammatory, exploitative, racist, or promote bigotry, hatred or physical harm, or otherwise objectionable;
c. Defame, slander, libel, or otherwise injure any third party;
d. Contain, to the best of such Author’s knowledge, untruthful or inaccurate factual information;
e. Harass or advocate harassment of another person or entity;
f. Distribute hate promoting materials;
g. Exploit people in a sexual or violent manner;
h. Result in the sale of illegal goods or services or promote;
i. Violate import/export laws;
j. Contain nudity, violence, or offensive subject matter or a link to an adult website;
k. Solicit personal information from anyone;
l. Publicly display any personal information such as telephone numbers, street addresses, last names, URLs or email addresses without consent from owner of such information;
m. Promote an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
n. Contain unlawful material or promote unlawful behavior; or
o. Further or promote any criminal activity or enterprise or provide instructional information about illegal activities including, but not limited to making or buying weapons, violating someone’s privacy, or providing or creating computer viruses.
Now Uz It reserves the right to refuse to remove any Materials that Now Uz It, in its sole discretion, deems to be in violation of the terms and conditions set forth in this Agreement or otherwise unlawful, as further described in Section 6 below.
5. USE OF THIS SITE BY USERS
Pursuant to this Agreement, you receive a limited license to use this Site for private, no
commercial purposes only, in accordance with the terms of this Agreement only. In using the Site, your conduct must, at all times, comply with all applicable laws, rules, regulations, statutes, treaties, protocols, orders, ordinances, rules, directives, codes, writs, injunctions and decrees, including Federal, State and local laws of the jurisdiction in which you receive the Services (collectively, “Applicable Law”). You are solely responsible for knowing and adhering to all Applicable Law pertaining to your use of the Site. Without limiting the foregoing, you agree that you:
a. Will not use or launch any automated system, including without limitation, any “robot,” “spider,” “offline reader,” etc., that accesses the Site in a manner that sends more request messages to the Now Uz It servers in a given period of time than a human can reasonably produce in the same period by using a conventional o
line web browser;
b. Will not collect or harvest any personally identifiable information from the Site, nor use the communication systems provided by the Site for any commercial solicitation purposes that are not expressly authorized by Now Uz It;
c. Will not interfere with the operation of this Site via the use of viruses, programs or technology designed to disrupt or damage or hinder software or hardware;
d. Will not defeat or attempt to defeat any security measures placed upon Now Uz It’s network infrastructure or any other connected systems;
e. Will not modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of any materials on the Site;
f. Will not use the Site to threaten, intimidate, harass, defame, violate a right to privacy, or otherwise harm any other person or entity;
g. Will not use the Site to solicit personal information, such as telephone numbers, street addresses, or email addresses from any User or display personal information of another person or entity without such person’s or entity’s consent;
h. Will not use the Site to promote unlawful behavior, promote or sell illegal goods or services, or violate any Applicable Law;
i. Will not transmit any obscene, offensive, defamatory, vulgar, false, misleading, indecent, abusive, harassing, threatening, lewd, inflammatory, exploitative, offensive or tortuous Materials, Materials that are invasive of another’s privacy, Materials that disparage or insult any individual or group, based on race, ethnicity, gender, nationality, sexual orientation, disability, or other immutable characteristic, or Materials that otherwise violate this Agreement;
j. Will not use the Site to promote an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, or providing information to circumvent manufacturer installed copy-protect devices; and
k. Will not transmit any Materials unless you have the lawful right to disseminate such Materials including, without limitation, private, confidential, trade secret, trade mark, proprietary or other no
public information of any other party through the Site, and will not infringe or violate the rights of any third party in so transmitting Materials.
l. Will not transmit any Materials that contain any materially false or inaccurate information.
6. BANNING USERS AND REMOVING MATERIALS FROM THIS SITE
7. TERM AND TERMINATION
This Agreement is in force with respect to all Users at all times. Notwithstanding the foregoing, Now Uz It may terminate this Agreement at any time, with respect to all Users, with or without cause, upon three (3) days written notice, which such notice shall be posted on this Site. Now Uz It may also terminate this Agreement, with or without notice, for cause or without cause, upon Now Uz It’s decision to remove any Materials or other content from the Site that are determined by Now Uz It, in its sole discretion, to violate the terms of this Agreement or any other Now Uz It policy, or to otherwise pose a threat of material harm to Now Uz It, Users or any third party. All Users whose license to access this Site have been terminated shall be deemed Prohibited Users and shall no longer have the right to use this Site in any way whatsoever. Regardless of the cause of termination of this Agreement, the provisions of Sections 2, 7, 8, 9, 12, 14 and 17 of this Agreement shall survive such termination.
USERS USE OF THIS SITE AND THE SERVICES ARE AT USERS’ OWN AND SOLE RISK. THE MATERIALS AND OTHER CONTENTTHROUGH THIS ON THE SITE ARE OFFERED BY NOW UZ IT AND THE AUTHORS ON AN “AS-IS” BASIS, WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. USERS ARE PROVIDED NO WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WITHOUT LIMITING THE PRIOR STATEMENT, NOW UZ IT DOES NOT AND CANNOT VOUCH FOR: (a) THE QUALITY, ACCURACY, COMPLETENESS, OR CURRENTNESS OF ANY MATERIALS OR INFORMATION DISPLAYED OR SOLD BY ANY AUTHOR ON THIS SITE; OR (b) THAT THIS SITE OR SERVICES WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR. USERS AGREE THAT NOW UZ IT SHALL NOT BE LIABLE TO USERS FOR ANY TORT UNLESS SUCH CAUSE OF ACTION ARISES DIRECTLY AS A RESULT OF NOW UZ IT’S GROSS NEGLIGENCE.
9. LIMITATION OF LIABILITY
All Users agree that Now Uz It shall not be liable or obligated, under any legal theory, for any direct, indirect, incidental, special, punitive, consequential or other damages (“Damages”) caused to Users or any third party by reason of publication of Materials on this Site, by any use made of the Materials by any User or third party, any errors or omissions in the Materials, or for any Damages caused to User or third party using this Site including, but not limited, to Damages sustained as a result of electronic malfunctions or difficulties, failed or incomplete transmissions, viruses, Trojan horses or the like.
Now Uz It is not the agent, fiduciary, trustee, or other representative of any User or third party for any purpose whatsoever as a result of this Agreement or such party’s use of this Site.
11. WAIVER AND MODIFICATION
The failure of any party to insist upon strict performance of any provision herein by any other party shall not be deemed a waiver by such party of any of its rights or remedies or a waiver by it of any subsequent default by the other party. NowUzItNow Uz It may amend this Agreement at any time by posting the amended terms on this Site. Your use of this Site following any amendment of this Agreement will signify your assent to and acceptance of the revised terms.
You agree to defend, indemnify and hold harmless Now Uz It and its respective officers, directors, employees and agents, from and against any and all Damages, claims, demands, actions, judgments, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from:
a. Your use of and access to this Site;
b. Your violation of any term of this Agreement or any other Now Uz It policy;
c. Your violation of any third party right, including without limitation any copyright, property, or privacy right;
d. Any claim that submission or use of any Materials or information on this Site by you caused damage to a third party; and
e. Your violation of Applicable Law.
This Agreement and any rights granted hereunder may not be transferred, sublicensed, or assigned by you, but may be assigned by Now Uz It without restriction. Any transfer, sublicense, or assignment in violation of this Section shall be null and void.
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of law (whether of the State of New York or any other jurisdiction). Each party to this Agreement hereby irrevocably and unconditionally consents to submit, for any action, proceeding or investigation in any court, arbitration or before any government authority (“Litigation”) arising out of or relating to this Agreement and the transactions contemplated hereby, to the exclusive jurisdiction of: (a) the Supreme Court of the State of New York, New York County; or (b) the United States District Court for the Southern District of New York (and agrees not to commence any Litigation relating thereto except in such venues).
If any provision herein is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, such provision shall be automatically reformed and construed so as to be valid, legal, operative and enforceable to the maximum extent permitted by Applicable Law while preserving its original intent. The invalidity, illegality or unenforceability of any part of this Agreement shall not render invalid the remainder of this Agreement.
17. NO THIRD PARTY BENEFICIARIES
Any agreement contained, expressed or implied in this Agreement shall be only for the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns, and, excepting with respect to the Authors and Materials posted by such Authors, such agreements shall not inure to the benefit of the obliges of any indebtedness of any third party, it being the intention of the Parties that no Person shall be deemed a third party beneficiary of this Agreement, except to the extent a third party is expressly given rights herein.
18. EQUITABLE REMEDIES
User acknowledges and agrees that: (a) Now Uz It expended significant resources to develop the Site; (b) certain breaches or threatened breaches by a User of any provision herein may result in irreparable injury and damage to Now Uz It for which it may not be reasonably or adequately compensated in money damages; (c) Now Uz It may have no adequate remedy at law for any such breach or threatened breach; and (d) in the event of a breach or threatened breach of any provision herein by a User for which there is no adequate remedy at law, Now Uz It shall be entitled, in addition to all other applicable remedies under this Agreement or in law or in equity, to apply for specific performance by User of the terms of this Agreement, immediate injunctive and other appropriate equitable relief, including, without limitation, the enjoining of User from the breach of any covenant set forth herein. No right or remedy conferred upon or reserved Now Uz It is exclusive of any right of remedy herein or permitted in law or in equity, but each shall be cumulative of every other right or remedy given hereunder or now or hereafter existing at law or in equity (or by statute or otherwise).