Terms of Service Agreement

1. Your Acceptance

A. These terms of service (“Terms of Service”) are a binding legal agreement between you and Studio 159 LLC (“Studio 159”), regarding your use of any sites owned by Studio 159 (including but not limited to this website, any of the other Pophangover Network websites – i.e., the sites listed on http://pophangover.com/network/), and any products or services available from the websites (collectively, the “Websites”). Please read these Terms of Service carefully. By accessing or using the Websites, you signify your agreement to these Terms of Service and represent and warrant to Studio 159 that you are eighteen (18) years or older. If you do not agree to any of these terms, do not use the Websites.

B. Although we may attempt to notify you when major changes are made to these Terms of Service, you should periodically review the most up-to-date version of the Terms of Service. Studio 159 may, in its sole discretion, modify or revise these Terms of Service and policies at any time by updating this posting, and you agree to be bound by such modifications or revisions. Your use of the Websites following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. Nothing in the Terms of Service shall be deemed to confer any third-party rights or benefits.

2. The Websites

A. These Terms of Service apply to all users of the Websites, including users who are also contributors of picture Content, information, and other materials or services on the Websites.

B. The Websites may sometimes contain links to third party websites that are not owned or controlled by Studio 159. Studio 159 has no control over, and assumes no responsibility for, the privacy policies, content, or practices of any third party websites. In addition, Studio 159 will not and cannot censor or edit the content of any third-party site. By using the Websites, you expressly relieve Studio 159 from any and all liability arising from your use of any third-party website.

3. General Use of The Websites: Permissions and Restrictions

The Content on the Websites is intended for entertainment purposes only. Studio 159 hereby grants you revocable, non-transferable, and non-exclusive permission to access and use the Websites as set forth in these Terms of Service, provided that:

* A. You agree not to distribute in any medium any part of the Websites, including but not limited to Content and User Submissions (each as defined below), without Studio 159′s prior written authorization.
* B. You agree not to alter or modify any part of the Websites, including but not limited to Studio 159′s technologies.
* C. You agree not to access User Submissions or Content through any technology or means other than any explicitly authorized means designated by Studio 159.
* D. You agree not to use the Websites for any commercial use, without the prior written authorization of Studio 159.
* E. You agree not to collect or harvest any personally identifiable information from the Websites, nor to use the communication systems provided by the Websites for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Websites with respect to their User Submissions.
* F. You will otherwise comply with the terms and conditions of these Terms of Service and all applicable local, national, and international laws and regulations.
* G. Studio 159 reserves the right to discontinue any aspect of the Websites at any time.

4. Your Use of Content on the Websites

In addition to the general restrictions above, the following restrictions and conditions apply specifically to your use of Content on the Websites.

A. The content on the Websites, except all User Submissions, including without limitation, the text, software, scripts, graphics, photos, sounds, music, pictures, and the like (“Content”) are owned by or licensed to Studio 159. Content on the Websites is provided to you AS IS for your information, entertainment, and personal use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Studio 159 reserves all rights not expressly granted in and to the Websites and the Content.

B. User Comments (as defined below) are made available to you for your information and personal use solely as intended through the normal functionality of the Websites. User Comments are made available “as is”, and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, downloaded, or otherwise exploited in any manner not intended by the normal functionality of the Website or otherwise as expressly authorized under these Terms of Service.

C. You may access Content, User Submissions and other content only as permitted under these Terms of Service. Studio 159 reserves all rights not expressly granted in and to the Content and the Websites.

D. You agree to not engage in the use, copying, reproduction, transmission, broadcast, selling, licensing, downloading, or otherwise exploiting any of the Content other than expressly permitted herein, including any use, copying, or distribution of User Submissions of third parties obtained through the Websites for any commercial purposes.

E. You understand that when using the Websites, you will be exposed to User Submissions from a variety of sources, and that Studio 159 is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Studio 159 with respect thereto, and agree to indemnify and hold Studio 159, its owners, operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Websites.

5. Your User Submissions and Conduct

A. You may submit picture content (“User Pictures”) and textual content (“User Comments”) to Studio 159. User Pictures and User Comments are collectively referred to as “User Submissions”. You understand that whether or not such User Submissions are published, Studio 159 does not guarantee any confidentiality with respect to any User Submissions. You understand that you must be eighteen (18) years of age or older in order to submit User Content.

B. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and/or warrant that: you own or have all the necessary licenses, rights, consents, and permissions to use and authorize Studio 159 to use all patent, trademark, trade secret, copyright or other intellectual property or proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by the Websites and these Terms of Service.

C. By submitting User Submissions to the Websites, you hereby grant Studio 159 and its respective licensees, successors and assigns, the unlimited right and permission to use the Submissions or any part thereof, as well as any other information you provide to Studio 159, anywhere in the world, at any time, in any manner, media or venue (whether now known or hereafter devised) and for any lawful purpose whatsoever, including, without limitation, for purposes of commerce, merchandising, entertainment, advertising, promotion or trade in promoting and publicizing the Websites, Studio 159, and its products and services. By submitting User Submissions to the Websites, you grant Studio 159 a perpetual royalty free, irrevocable, worldwide, exclusive, sublicenseable and transferable license to use, reproduce, modify, publish, translate, sell, transmit, distribute, prepare derivative works of, display, and perform and sub-license the Work(s) you supply or communicate to the Websites in any medium, now in existence or hereafter developed, for any purposes, including commercial use. You also warrant that any “moral rights” in User Submissions have been waived.

D. In connection with User Submissions, you further agree that you will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant Studio 159 all of the license rights granted herein. You are prohibited from posting or transmitting to or from the Websites User Submissions for which you have not obtained all necessary licenses and/or approvals.

E. Studio 159 does not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and Studio 159 expressly disclaims any and all liability in connection with User Submissions. Studio 159 does not permit copyright infringing activities and infringement of intellectual property rights on its Websites, and Studio 159 will remove all Content and User Submissions if properly notified that such Content or User Submission infringes on another’s intellectual property rights.

F. You agree to not use the Websites to: upload, post, publish, e-mail, reproduce, distribute or otherwise transmit any Content that victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability; Upload, post, publish, e-mail, reproduce, distribute or otherwise transmit any information, data, text, music, sound, photographs, graphics, video, messages or other materials, including any Content that is unlawful, harmful, threatening, embarrassing, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, deceptive, fraudulent, contains explicit or graphic descriptions or accounts of sexual acts, invasive of another’s privacy, or hateful; ‘Stalk’ another; and/or harm minors in any way.
6. Termination Policy

A. You may terminate your use of the Websites at any time. Studio 159 may suspend or terminate your access to the Websites or terminate these Terms of Service, at any time, for any reason. If Studio 159 suspects that you have violated any provision of these Terms of Service, Studio 159 may also seek any other available legal remedy. Your rights under these Terms of Service will terminate automatically if you breach any part of these Terms of Service. You remain solely liable for all obligations related to use of the Websites, even after you have stopped using the Websites.

B. Studio 159 reserves the right to decide whether Content or Users Submissions is/are appropriate and complies with these Terms of Service for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, obscene or defamatory material. Studio 159 may remove such User Submissions in violation of these Terms of Service at any time, without prior notice and at its sole discretion.

C. You acknowledge that Studio 159 is not responsible for User Submissions submitted to the Websites by users. Studio 159 does not pre-screen, monitor, review or edit the User Submissions posted by users. However, Studio 159 and its designees have the right (but not the obligation) at their sole discretion to refuse or remove any Content, in whole or part, that, in Studio 159’s judgment, does not comply with these Terms of Service or is otherwise undesirable, inappropriate or inaccurate. Studio 159 is not responsible for any failure, non-failure or delay in removing such Content. You will remain responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of such submitted material, including any User Submissions or part thereof, or other communication to Studio 159. You agree to immediately notify Studio 159 of any unauthorized use or any other breach of security known or suspected by you.

7. Copyright Infringement

A. We respect the intellectual property rights of others, and require that the people who use the Websites do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent named below:

Your username, address, telephone number, and e-mail address; A description of the copyrighted work that you claim has been infringed; A description of where the alleged infringing material is located; A 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; An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and 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.

Studio 159′s designated Copyright Agent to receive notifications of claimed infringement is:

Attention: Copyright Infringement
info@studio159.com

You acknowledge that if you fail to comply with all of the requirements of this Section 7(A) your copyright notification notice may not be valid.

B. Studio 159 will terminate the access privileges of any user who repeatedly infringes the copyright rights of others.

8. Warranty Disclaimer

YOU AGREE THAT YOUR USE OF THE WEBSITES SHALL BE AT YOUR SOLE RISK. THE WEBSITES AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, STUDIO 159 SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO: (i) ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, APPROPRIATENESS, RELIABILITY, TIMELINESS, USEFULNESS, OR OTHERWISE OF THE CONTENT OF THE WEBSITES OR SERVICES; AND (ii) ANY WARRANTIES OF TITLE, WARRANTY OF NON-INFRINGEMENT, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY THE WEBSITES, INCLUDING WITHOUT LIMITATION AS A RESULT OF (1) ANY ERROR, OMISSION, DELETION OR DEFECT IN THE CONTENT OR THE USER SUBMISSIONS, OR (2) ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORT, NEGLIGENCE, DEFAMATION OR UNDER ANY OTHER CAUSE OF ACTION. STUDIO 159 DOES NOT WARRANT OR GUARANTEE (1) THAT ANY PORTION OF THE WEBSITES WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR ANYTHING ELSE MANIFESTING CONTAMINATING OR DESTRUCTIVE PROPERTIES; OR (2) THAT ACCESS TO THE WEBSITES WILL BE UNINTERRUPTED OR ERROR-FREE.

STUDIO 159 DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS IN THE WEBSITES. YOU (AND NOT STUDIO 159 OR ANY OF ITS AGENTS) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.

9. Limitation of Liability

IN NO EVENT WILL STUDIO 159, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SPONSORS, ADVERTISERS, PARENTS, AFFILIATES, SUCCESSORS OR ASSIGNS, BE LIABLE TO ANY PARTY (i) FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF THE AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO USE THE WEBSITES, EVEN IF STUDIO 159 OR ITS AGENTS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE; OR (ii) FOR ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN, OR DESTRUCTIVE PROPERTIES OF THE WEBSITES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Studio 159 makes no representations that the Websites are appropriate or available for use in other locations outside of the United States of America. Those who access or use the Websites from other jurisdictions do so at their own volition and are responsible for compliance with local law.

10. Indemnification
You hereby agree to defend, indemnify and hold Studio 159, its parent, subsidiaries and affiliated companies and its respective licensees, successors and assigns, harmless from and against any and all third party claims, actions or proceedings of any kind and from any and all damages, liabilities, costs and expenses, including reasonable attorney’s fees, relating to or arising out of your use of the Websites, including, without limitation, any use of your User Submissions by Studio 159 and any breach or alleged breach of any of your warranties, representations or agreements hereunder. This defense and indemnification obligation will survive these Terms of Service and your use of the Websites.

11. Disclosure and Privacy Policy
Studio 159 accepts forms of cash advertising, sponsorship, paid insertions or other forms of compensation. Studio 159 may collect registration and other information about you through the Websites. Studio 159′s collection, use, and disclosure of this information are governed by the Studio 159 Disclosure and Privacy Policy available at http://pophangover.com/privacy.

12. Governing Law and Jurisdiction
You agree that the laws of the State of New York, excluding its conflicts-of-law rules, shall govern these Terms of Service. Please note that your use of the Websites may be subject to other local, state, national, and international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with Studio 159 or relating in any way to your use of the Websites resides in the courts of the State of New York, and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of the State of New York, in connection with any such dispute and including any claim involving Studio 159 or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers.

YOU AND STUDIO 159 AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

13. General
If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Studio 159’s failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

14. Ability to Accept Terms of Service
You affirm that you are either more than 18 years of age, or an emancipated minor, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service.

15. Contact Us
If you have any questions or concerns about these Terms of Service or the Websites, please contact us by email at info@studio159.com.