REFINERY29 TERMS OF USE

Last updated: September 30, 2024

IMPORTANT! PLEASE CAREFULLY READ THESE TERMS OF USE (“TERMS”) BEFORE USING ANY OF OUR SITES (DEFINED BELOW), AS THEY GOVERN YOUR USE OF THE SITES AND AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. These Terms only apply to the Refinery29 websites that post these Terms, including any related features, applications, widgets or online services, whether accessed via computer, mobile device or otherwise (collectively, “Sites”). The Sites are owned or controlled by R29, LLC, its subsidiaries and its affiliates (collectively, “Refinery29”). These Terms do not apply to any other website or any offline activities by Refinery29 unless specifically stated. You agree to these Terms by accessing or using any of the Sites. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THESE TERMS, DO NOT USE THE SITES.

In some instances, both these Terms and separate terms of service or guidelines setting forth additional conditions may apply to a service or product offered via the Sites (“Additional Terms”). To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise.

TABLE OF CONTENTS

OWNERSHIP OF SITE MATERIALS

Unless otherwise explicitly specified, all materials that are included in or are otherwise a part of the Sites (including past, present and future versions of the Sites), including, without limitation: graphics; layout; text; instructions; images; audio; videos; designs; ringtones; wallpapers; games; contests; voting; technology; applications; widgets; artwork; information; data; compilations; advertising copy; domain names; Refinery29 logos, trademarks and services marks, and any other Refinery29 product and service names that are trade identities of Refinery29 (collectively, the “Refinery29 Marks”); any and all copyrightable material (including source and object code); the “look and feel” of the Sites; the compilation, assembly and arrangement of the Sites; and all other materials related to the Sites (collectively, the “Materials”) are owned, controlled or licensed by Refinery29, its subsidiaries or affiliates and are protected from unauthorized use, copying and dissemination by copyright, trademark, patent and other laws, rules, regulations and international treaties. Except as expressly set forth in these Terms or otherwise expressly granted to you in writing by Refinery29, no rights (either by implication, estoppel or otherwise) are granted to you. Any and all rights to use any Materials not expressly granted to you under these Terms are hereby reserved for Refinery29 and/or its licensors. Nothing contained in these Terms will affect, impair, or limit in any way Refinery29’s rights to exploit fully any or all of the Materials.

You acknowledge and agree that you will not, directly or indirectly, contest or challenge, or aid or abet in contesting or challenging, the validity or ownership of the Materials, or take any action whatsoever in derogation of Refinery29’s rights therein. You acknowledge and agree that you will not acquire or claim any rights in the Materials, or aid or abet anyone else in doing so.

The Materials may not be copied, reproduced, downloaded, or distributed in any way, in whole or in part, without the prior written authorization of Refinery29, unless and except as is expressly provided in these Terms. Any other use of the Materials or Refinery29 Marks without the prior written authorization of Refinery29 is strictly prohibited.

To seek the written authorization of Refinery29 for reproductions of Materials, please contact us at [email protected].

YOUR LICENSE TO USE MATERIALS AVAILABLE ON OUR SITES

You may visit our Sites without further permission from Refinery29 and Refinery29 grants you a limited, personal, non-exclusive, non-commercial, revocable and non-transferable license to use, download, view, and play the Materials. This license is subject to your full compliance with these Terms. When you download or use Materials, you agree to and you must: (a) keep intact all copyright and other proprietary notices; (b) make no modifications to the Materials; and (c) not allow or assist any third party (whether or not for your benefit) to copy or adapt any object code associated with the Sites or reverse engineer, modify or attempt to discover any code associated with the Sites. You also agree that you will not, including by use any robot, scraper or other data mining technology or process, frame, mask, extract data from, copy, or distribute the Materials (except as may be a result of standard search engine or Internet browser usage or as expressly authorized by Refinery29).

Except as expressly set forth elsewhere in these Terms, nothing in these Terms will be interpreted to grant you any right or license to enter into sublicenses or redistribution agreements with respect to any portion of the Materials or to otherwise rent, sell, lease, loan, transfer, assign, broadcast, upload to any computer or wireless device, sublicense, distribute, or allow access to the Materials. You agree that you will not charge any person or entity to view, listen, play, or otherwise access any Materials, or disseminate any Materials in any manner to the public (for free or for a fee).

You may not use the Sites for any purpose or in any manner that infringes the rights of any third party. Refinery29 encourages you to report any content on the Sites that you believe infringes your rights. Only the intellectual property rights owner or person authorized to act on behalf of the owner can report potentially infringing content. If you have a good faith belief that content on the Sites infringes your copyright, trademark or other intellectual property rights, please follow the procedures set forth below.

In accordance with the Digital Millennium Copyright Act of 1998 (the “DMCA”), Refinery29 has a designated agent for receiving notices of copyright infringement and Refinery29 follows the notice and take down procedures of the DMCA. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Refinery29’s copyright agent the following information required by the Online Copyright Infringement Liability Limitation Act of the DMCA, 17 U.S.C. § 512: (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; (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 that site; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact the complaining party; (e) a statement that the complaining party has 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.

If you believe that any content on the Sites violate your rights other than copyrights, please provide Refinery29 with at least the following information: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (iii) an explanation of what rights you own/have, and why you believe the content infringes your rights, which explanation is sufficient for us to evaluate your complaint; and (iv) accurate contact information for you.

Notice of claims of copyright or other intellectual property infringement must be sent to Refinery29’s licensing team:

Email: [email protected]

Mailing Address:

Refinery29
34 35th Street, Suite 5A
Brooklyn, NY 11232
United States
Attention: Legal Department

Please note that this procedure is exclusively for notifying Refinery29 of claims that your copyrighted material or other intellectual property has been infringed.

We have a policy of terminating the accounts of users who (in our reasonable discretion) are repeat infringers.

It is often difficult to determine if your intellectual property rights have been violated or if the DMCA requirements have been met. We may request additional information before we remove any infringing material. If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove your content along with that of the alleged infringer pending resolution of the matter.

Refinery29 will provide you with notice if your materials have been removed based on a third-party complaint of alleged infringement of the third party’s intellectual property rights.

INFORMATION/CONTENT YOU SUBMIT

The Sites may provide you and others with the opportunity to participate in message boards, chat rooms and other public areas (“Community Forums”) and may provide you with the opportunity, through such features or otherwise, to submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to Refinery29 or any of the Sites, including, without limitation, comments, ideas, review, suggestions, and other content (collectively, “User Content”).

Except as otherwise described in the Privacy Policy linked in the footer of the website, or applicable Additional Terms, you agree that your User Content will be treated as non-confidential and non-proprietary and will not be returned.

You remain the owner of your User Content, but you acknowledge that Refinery29 must have a license from you in order to accept your User Content. You grant to Refinery29 the unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual and royalty-free right and license to host, use, copy, distribute, reproduce, disclose, sell, re-sell, sub-license, display, perform, transmit, publish, broadcast, modify and create derivative works of, reformat, translate, archive, store, cache, or otherwise exploit in any manner whatsoever all or any portion of your User Content for any purpose whatsoever in all formats; on or through any media, software, formula, or medium now known or later developed; with any technology or devices now known or later developed; and to advertise, market and promote the same.

You further agree that Refinery29 is free to use any ideas, concepts, know-how or techniques contained in any User Content you send to the Sites or Refinery29 for any purposes whatsoever, including, without limitation, developing, manufacturing, marketing and advertising products and or services using such User Content; or creating informational articles based on such User Content; each without obligation, remuneration or attribution of any kind to you or anyone else. You further perpetually and irrevocably grant Refinery29 the unconditional right to use and exploit your name, persona and likeness included in or in connection with any User Content, without any obligation, remuneration or attribution of any kind to you or anyone else. You further authorize Refinery29 to publish your User Content in a searchable format that may be accessed by users of the Sites and the Internet. Except as prohibited by law, you waive any moral rights you may have in any User Content you submit, even if such User Content is altered or changed in a manner not agreeable to you.

You agree that you either: (a) own the rights to the User Content you submit and possess the right to grant all of the rights and licenses in these Terms; or (b) you have all necessary rights and licenses from the owner(s) of these rights to enter into these Terms and to grant Refinery29 such rights and licenses. Upon Refinery29’s request, you will furnish Refinery29 with any documentation, substantiation or releases necessary to verify your compliance with these Terms.

You agree that Refinery29 has no obligation to monitor or enforce your intellectual property rights to your User Content, but has the right to protect and enforce its and its rights to your User Content, including, without limitation, by bringing and controlling actions in your name and on your behalf (at Refinery29’s cost and expense, to which you agree to consent and irrevocably appoint Refinery29 as your attorney-in-fact, with the power of substitution and delegations, which appointment is coupled with an interest).

You further acknowledge and agree that Refinery29 does not and will not have any obligation to review, monitor, display, accept, or exploit any User Content, and that Refinery29 may, in its sole discretion, delete, move, re-format, edit, alter, distort, remove, or refuse to exploit User Content at any time without notice or liability to you or any other party. You understand that User Content need not be maintained on the Sites by us for any period of time and we reserve the right to delete it at any time.

All of your User Content is your sole responsibility. This means that you, and not Refinery29, are entirely responsible for all User Content that you upload, post, e-mail, transmit, or otherwise make available via the Sites. If you post personal information to publicly available areas of the Sites, then you may receive unsolicited messages from third parties. Under no circumstances will we be liable in any way for any of User Content including, without limitation, any errors or omissions in User Content, or for any loss or damage of any kind incurred as a result of User Content.

VIRAL DISTRIBUTION AND WIDGETS

Refinery29 may allow you - but only through express written permission - to engage in certain personal uses of Materials that include the ability to share Materials with others (“Viral Distribution”). For example, the Sites may allow you to send Materials to friends, display Materials on your personal website or post Materials on a third-party website. We reserve the right to revoke our permission for Viral Distribution at any time and for any reason and you agree to comply with any terms we post in connection with the Viral Distribution of Materials.

Similarly, the Sites may provide content that you may choose to embed on your personal webpage, third party website or social networking site by pasting the HTML or other code provided by us (typically labeled as an embed code) (“Widgets”). Widgets are Materials and subject to the limited, revocable license described above for Materials. We may discontinue providing the services necessary for the Widgets to operate, or we may disable Widgets you have embedded, at any time for any reason without any liability to you. You agree that our permission to you to use Widgets on your personal webpage does not provide you (or any third party) with any intellectual property rights in or to the Widget or any Materials made available via any Widget.

You agree that you will not embed or otherwise make available a Widget on a webpage or website containing content that is threatening, abusive, harassing, hateful, or racially, ethnically or otherwise objectionable (in Refinery29’s sole opinion). Refinery29 makes no specific warranties about Widgets. You agree not to circumvent (or in any way attempt to circumvent) the security or rights management features in the Widget or any component of the Widget (including any video player) that are designed to prevent users from copying, manipulating or retaining the Materials made available via the Widget. You also agree to not use (or attempt to use) the Widget or any component of the Widget to display content other than the Materials provided or intended by Refinery29 to be displayed via a particular Widget.

NOTICE TO THIRD PARTY SITES: Any Materials made available in connection with your site, or otherwise, by our Widgets, third party widgets or otherwise is our exclusive property and no grant of any intellectual property rights is made by us. We retain the right to demand that you cease any use of our Materials upon notice.

ACCEPTABLE USE POLICY; COMMUNITY USAGE RULES

When you contribute, upload or otherwise provide User Content to the Sites, you agree to comply with the following Community Usage Rules.

RULES:

You must not and agree not to: (a) interfere with or disrupt all or any part of the Sites or any Refinery29 or Site servers or networks; or (b) intentionally or unintentionally violate any applicable local, state, national or international law, including, without limitation, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law.

MEMBERSHIP AND REGISTRATION

Certain areas of the Sites may require registration or may otherwise ask you to provide information to participate in certain features or access certain Materials or User Content. The decision to provide this information is purely optional; however, if you elect not to provide such information, you may not be able to access certain Materials or User Content or participate in certain features of the Sites.

When you provide information to any of the Sites, you agree to provide only true, accurate, current, and complete information.

If you register with us, you accept responsibility for all activities that occur under your account or password and you agree you will not sell, transfer or assign your membership or any membership rights. You are responsible for maintaining the confidentiality of your password, if any, and for restricting access to your computer (or other Internet access device, as applicable) so that others may not access the password protected portion of the Sites using your name in whole or in part. Refinery29 reserves the right to terminate your account or otherwise deny you access in its sole discretion without notice and without liability.

YOUR WARRANTIES

You represent and warrant that: (a) you have the legal right and capacity to enter into these Terms in your jurisdiction and to comply with these Terms or, if you are a minor, your parent or legal guardian has approved your participation on this Site and has read and agreed to these Terms on your behalf; and (b) you hold and will continue to hold all rights necessary to enter into and perform your obligations under these Terms.

You agree that you will be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed to access and use the Sites. You also agree to comply with all rules, laws and regulations that are applicable to your use of the Sites, including, without limitation, those governing your transmission or use of any software or data.

USER INTERACTIONS AND DISPUTES

You are solely responsible for your interaction with other users of the Sites, whether online or offline. We are not responsible or liable for the conduct of any user. We reserve the right, but have no obligation, to monitor or become involved in disputes between you and other users. Exercise common sense and your best judgment in your interactions with others, when you submit or post any personal or other information, and in all other online activities.

PROMOTIONS

The Sites may contain or offer sweepstakes, contests or other promotions (a “Promotion”). By participating in a Promotion, you are agreeing to the terms, conditions and official rules (“Rules”) that govern that Promotion, which may contain specific requirements of you, and may have eligibility requirements, such as certain age or geographic area restrictions. It is your responsibility to read those Rules to determine whether or not your participation, registration or entry will be valid and to determine the sponsor’s requirements of you in connection with the applicable Promotion. If the Promotion results in the use of your personal information, such use is governed by our Privacy Policy linked in the footer of the website.

THIRD PARTY LINKS, CONTENT AND APPLICATIONS

There may be links from the Sites, or from communications you receive from the Sites, to third party websites or online features. The Sites also may include third party content that we do not control, maintain or endorse.

You may choose, at your sole and absolute discretion and risk, to use applications that connect the Sites or your profile on the Sites with a third-party site (each, an “Application”) and such Application may interact with, connect to or gather and/or pull information from and to your Site profile. By using such Applications, you acknowledge and to the extent required by applicable law agree to the following: (a) if you use an Application to share information relating to your Site accounts, you are consenting to the information about your account being shared; (b) your use of an Application may cause personally identifying information to be publicly disclosed and/or associated with you, even if Refinery29 has not provided such information; and (c) your use of an Application is at your own option and risk, and you will hold Refinery29 harmless for the sharing of information relating to your Site accounts that results from your use of an Application. You must read all login boxes and other pop-up boxes closely for notices about sharing your account information with, through or by any other means identified on an Application.

The Sites may include a button enabling you to indicate on your social networking page that you “like” a specific product on the Sites, or a feature that lets you post to your social networking page a link to a specific Site product, or the ability to share content from the Sites or your User Content with a third party. Using this functionality typically requires you to login to your account on the third-party site and you do so at your own risk. We do not control any of these third-party sites or any of their content. Accordingly, you expressly acknowledge and agree that we are in no way responsible or liable for any of those third-party sites or online features. YOUR CORRESPONDENCE AND BUSINESS DEALINGS WITH OTHERS FOUND THROUGH THE SITES INCLUDING, WITHOUT LIMITATION, THE PAYMENT AND DELIVERY OF PRODUCTS AND SERVICES, AND ANY TERMS, CONDITIONS, WARRANTIES AND REPRESENTATIONS ASSOCIATED WITH ANY SUCH DEALINGS, ARE SOLELY BETWEEN YOU AND THE THIRD PARTY.

LINKING POLICY

Refinery29 grants you the revocable permission to link to the Sites; provided, however, that your website: (a) must not frame or create a browser or border environment around any of the content on the Sites or otherwise mirror any part of the Sites (except as explicitly permitted as described in the “WIDGET” section above); (b) must not imply that Refinery29 or any Site is endorsing or sponsoring it or its products, unless Refinery29 has given it prior written consent; (c) must not present false information about, or disparage, tarnish, or otherwise, in Refinery29’s sole opinion, harm Refinery29 or its products or services; (d) must not use any Refinery29 Marks without the prior written permission from Refinery29; (e) must not contain content that could be construed as distasteful, offensive or controversial or otherwise objectionable (in Refinery29’s sole opinion); and (f) must be owned and controlled by you or the person or entity placing the link, or otherwise permit you to enable such link subject to these Terms. By linking to a Site, you agree that you do and will continue to comply with the above linking requirements.

Notwithstanding anything to the contrary contained in these Terms, Refinery29 reserves the right to prohibit linking to the Sites for any reason in our sole and absolute discretion.

SOFTWARE AND OTHER ITEMS AVAILABLE FOR DOWNLOAD

Any items that we make available for download or use from the Sites and/or our servers (the “Downloadable Items”) are the copyrighted work of Refinery29 or its licensors or suppliers. Your use of the Downloadable Items may be governed by Additional Terms, which may be included with the Downloadable Items. Please carefully read any Additional Terms to determine the full extent of conditions governing the use of such Downloadable Items. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCING THE DOWNLOADABLE ITEMS TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR DISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR DISTRIBUTION IS EXPRESSLY PERMITTED BY THE ADDITIONAL TERMS APPLICABLE TO SUCH DOWNLOADABLE ITEMS.

DISCLAIMER OF WARRANTIES

THE SITES, INCLUDING, WITHOUT LIMITATION, THE MATERIALS, ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER REFINERY29 NOR ANY OF ITS MEMBERS, MANAGERS, EMPLOYEES, DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, VENDORS OR CONTRACTORS (COLLECTIVELY, “REFINERY29 PARTIES”) MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE SITES; (B) THE MATERIALS ON OR PROVIDED THROUGH THE SITES; (C) THE WIDGETS OR DOWNLOADABLE ITEMS; (D) USER CONTENT; (E) THE FUNCTIONS MADE ACCESSIBLE ON OR THROUGH THE SITES; (F) ANY PRODUCTS, SERVICES OR INSTRUCTIONS OFFERED OR REFERENCED ON THE SITES; AND/OR (G) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TRANSMITTED TO OR FROM REFINERY29 OR VIA THE SITES. IN ADDITION, THE REFINERY29 PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS.

THE REFINERY29 PARTIES DO NOT REPRESENT OR WARRANT THAT THE SITES OR THE FUNCTIONS CONTAINED ON THEM WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SITES OR THE SERVERS THAT MAKES THE SITES AVAILABLE ARE FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES OR OTHER MALWARE. THE REFINERY29 PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SITES IS ACCURATE, COMPLETE, CORRECT, ADEQUATE, USEFUL, TIMELY, OR RELIABLE. YOU ACKNOWLEDGE, BY YOUR USE OF ANY SITE, THAT YOUR USE IS AT YOUR SOLE RISK. THE REFINERY29 PARTIES DO NOT WARRANT THAT YOUR USE OF ANY SITE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE REFINERY29 PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION’S LAW IS APPLICABLE TO THESE TERMS.

BY ACCESSING OR USING A SITE, YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THAT SITE.

THE REFINERY29 PARTIES DO NOT ENDORSE USER CONTENT, ARE NOT RESPONSIBLE FOR USER CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY (INCLUDING, WITHOUT LIMITATION, PERSONS WHO MAY USE OR RELY ON SUCH USER CONTENT) FOR ANY LOSS, DAMAGE (WHETHER DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL), INJURY, CLAIM, LIABILITY, OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON OR RESULTING FROM ANY USER CONTENT OBTAINED THROUGH A SITE.

DISCLAIMERS/LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES WILL THE REFINERY29 PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL LOSSES OR DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SITES; (B) THE MATERIALS; (C) WIDGETS OR THE DOWNLOADABLE ITEMS; (D) USER CONTENT; (E) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF, THE SITES; (F) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE REFINERY29 PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE SITES; (G) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (H) ANY ERRORS OR OMISSIONS IN A SITE’S TECHNICAL OPERATION; OR (I) ANY DAMAGE TO ANY USER’S COMPUTER, HARDWARE, COMPUTER SOFTWARE, MOBILE PHONE, OR OTHER MOBILE DEVICE, MODEM OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE, OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE REFINERY29 PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SITE). IN NO EVENT WILL THE REFINERY29 PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FROM DEATH OR PERSONAL INJURY, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE REFINERY29 PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED TEN UNITED STATES DOLLARS ($10.00 USD).

YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF REFINERY29’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF THE SITES OR ANY OTHER WEBSITE, PROPERTY, PRODUCT, SERVICE, OR OTHER MATERIALS OWNED OR CONTROLLED BY THE REFINERY29 PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION, OR EXPLOITATION OF THE SITES OR ANY OTHER WEBSITE, PROPERTY, PRODUCT, SERVICE, OR OTHER MATERIALS OWNED OR CONTROLLED BY THE REFINERY29 PARTIES.

BY ACCESSING A SITE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”

INDEMNIFICATION

You agree to indemnify, defend (if requested by Refinery29) and hold the Refinery29 Parties harmless from and against any and all claims, damages, costs, investigations, liabilities, judgments, settlements, and expenses, including attorneys’ fees, that directly or indirectly arise from or are otherwise directly or indirectly related to: (a) your User Content; (b) your use of any Site or activities in connection with any Site; (c) your breach or anticipatory breach of these Terms; (d) your violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; (e) information or material transmitted through your computer or other device used to access a Site, even if not submitted by you, that infringes, violates or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy, or other right of any person or defames any person; (f) any misrepresentation made by you; or (g) the Refinery29 Parties’ use of your information. You will cooperate as required by the Refinery29 Parties in the defense of any claim. The Refinery29 Parties reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of a duly authorized employee of the Refinery29 Parties.

TERMINATION

Refinery29 reserves the right to terminate your access to and use of any Site in its sole discretion, without notice and liability, including, without limitation, if Refinery29 believes your conduct fails to conform with these Terms. Refinery29 also reserves the right to investigate suspected violations of these Terms. Any violation of these Terms may be referred to law enforcement authorities.

LOCATION OF SITES AND TERRITORIAL RESTRICTIONS

The information provided on the Sites is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Refinery29 to any registration requirement within such jurisdiction or country. Refinery29 controls and operates the Sites from offices primarily located in the United States and makes no representations or warranties that the information, products or services contained on the Sites are appropriate for use or access in other locations. Anyone using or accessing a Site from other locations does so on their own initiative and is responsible for compliance with all applicable laws regarding online conduct and acceptable content, if and to the extent such local laws are applicable. We reserve the right to limit the availability of any Site or any portion of a Site to any person, geographic area or jurisdiction at any time and in our sole discretion, and to limit the quantities of any such content, program, product, service or other feature that we provide.

Software related to or made available by the Sites may be subject to United States or other export control laws. Thus, no software from any Site may be downloaded, exported or re-exported: (a) into (or to a national or resident of) Cuba, North Korea, Iran, Syria or any other country to which the United States has embargoed goods (“Restricted Counties”); or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders (“Restricted Individuals”). By downloading any software related to a Site, you represent and warrant that you are not located in, under the control of, or a national or resident of, any of the Restricted Countries and that you are not a Restricted Individual.

Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content.

GOVERNING LAWS; JURISDICTION; COMMENCEMENT OF ACTIONS

Any claim or dispute relating to, and the use of, the Sites is governed as follows:

Without limiting the foregoing, you specifically agree to the following:

MISCELLANEOUS

The failure of Refinery29 to act with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit Refinery29’s rights with respect to such breach or any subsequent breaches. No waiver by Refinery29 of any of these Terms will be of any force or effect unless made in writing and signed by a duly authorized officer of Refinery29. Neither the course of conduct between the parties nor trade practice will act to modify these Terms. Refinery29 may assign its rights and duties under these Terms to any party at any time without any notice to you. These Terms may not be assigned by you without Refinery29’s prior written consent. If any provision of these Terms will be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions. The Section titles are inserted only as a matter of convenience and have no legal or contractual effect. You agree that these Terms will not be construed against Refinery29 by virtue of having drafted them.

ENTIRE AGREEMENT AND OUR RIGHT TO UPDATE THESE TERMS

These Terms and any applicable Additional Terms, as amended from time to time, constitutes the entire agreement that governs your use of the Sites and supersedes any prior agreements between you and Refinery29 with respect to the subject matter of these Terms.

Refinery29 reserves the right to modify or add to these Terms at any time without prior notice (“Updated Terms”). You agree that we may notify you of the Updated Terms by posting them on the Sites so that they are accessible via a link on the home page, and that your use of a Site after we have posted the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your agreement to the Updated Terms. Therefore, you should review these Terms before using any Site. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms and will apply to your use of the Sites from that point forward.

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