Terms and Conditions
Last updated: January 29, 2020
These Subscriber Terms and Conditions of Use (these “Terms”) govern the use by subscribers (“you” or “your”) to our Services (as defined below) provided by ClarkJames Entertainment, LLC, a limited liability company (“we”, “our”, “us” or “ClarkJames”), and made available on (the “Website”).
1. Acceptance of Terms; Modification of Terms
We may revise these Terms from time to time at our sole discretion. Any such modifications will be reflected in the version of the Terms posted on the Website. All changes are effective immediately when the revised Terms are posted to the Website. Your continued use of the Website following the posting of the modified Terms signifies your acceptance of such modified Terms. You should review the Terms periodically so you are aware of any changes, as they are binding on you.
2. Accessing the Website; Account Security
We will not be liable if for any reason all or any part of the Website and/or Services are unavailable at any time or for any period or for any loss of data or transactions caused by planned or unplanned system outages or the resultant delay, misdelivery, or non-delivery of information caused by such outages.
You must treat your user name, password or all other pieces of information as part of the Website’s security procedures as confidential, and you must not disclose such information to any other person or entity. You also agree not to provide any other person with access to this Website or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security.
You also agree to ensure that you properly exit and log out of your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any user name, password or other identifiers, whether chosen by you or provided by us, at any time at our sole discretion, including if, in our opinion, you have violated any provision of these Terms.
3. Subscription Fees; Renewal
Subscription fees are fully earned upon payment. All subscriptions to the Website are final as soon as you complete your transaction. Payments are nonrefundable and THERE ARE NO REFUNDS OR CREDITS FOR PARTIALLY USED PERIODS. At any time, and for any reason, we may provide a refund, discount, or other consideration to all or some members (“Credits”). The amount and form of such Credits, and the decision to provide them, are at our sole and absolute discretion. The provision of Credits in one instance does not entitle you to Credits in the future for similar instances, nor does it obligate us to provide Credits in the future, under any circumstance. We may change the fees and charges in effect, or add new fees and charges from time to time, but we will give you advance notice of these changes by email.
Your subscription will automatically renew at the end of each billing cycle unless you cancel auto-renewal through your online account management page (go to the My Accounts page once you are logged in). While we will be sad to see you go, you may cancel auto-renewal on your subscription at any time, in which case your Subscription will continue until the end of that billing cycle before terminating. You may cancel auto-renewal on your subscription immediately (within 24 hours of charge) after the subscription starts if you do not want it to renew. If a credit card charge is rejected or your subscription payment is not received within five (5) days after the effective renewal date of your subscription, your subscription will be canceled.
4. Important Disclaimers
a. Copyright material
The ClarkJames Entertainment compositions and sound recordings, and any other materials provided to you are ClarkJames Entertainment’s copyrighted materials and may not be copied, imitated or used, in whole or in part, without the prior written permission of ClarkJames Entertainment. ClarkJames Entertainment shall at all times remain the owner of all right, title and interest in and to the ClarkJames Entertainment Content or any parts or derivatives thereof or any variations thereon.ClarkJames Entertainment shall own all rights, title and interest in all aspects of the all other content, regardless of whether it is capable of trademark, patent, copyright or other intellectual property law protection, furnished by or on behalf of ClarkJames Entertainment to you and displayed on the Site or any parts or derivatives thereof or any variations thereon collectively, the “ClarkJames Entertainment”).
b. Copyright Infringement Policy
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable laws, ClarkJames Entertainment and Peninpad have adopted a policy of terminating, in appropriate circumstances and at ClarkJames Entertainment and Peninpad’s sole discretion, account holders who infringe the intellectual property rights of ClarkJames Entertainment or Peninpad or any third party.
5. Digital Millennium Copyright Act claim
The Digital Millennium Copyright Act (DMCA) provides a mechanism for notifying service providers of claims of unauthorized use of copyrighted materials. Under the DMCA, a claim must be sent to the service provider’s Designated Agent. If you believe in good faith that ClarkJames Entertainment or Peninpad should be notified of a possible online copyright infringement involving any ClarkJames Entertainment Site, please notify ClarkJames Entertainment’s designated agent:
Please be aware that, in order to be effective, your notice of claim must comply with the detailed requirements set forth in the DMCA. You are encouraged to review them (see 17 U.S.C. Sec. 512(c)(3)) before sending your notice of claim.
6. Our Proprietary Rights
The Services and the content distributed through the Website, including all copyright, trademark and other intellectual property and proprietary rights therein, are the property of ClarkJames Entertainment and Peninpad. You acknowledge and agree that you do not acquire any ownership rights by using the Website. You agree that you will not copy, republish, upload, post, transmit, distribute, sell or otherwise send to others via email or any other medium any content made available through the Website. No portion of any publication made available through the Website may be extracted, summarized or reproduced without written permission of ClarkJames Entertainment and Peninpad. Nothing contained herein shall be construed as conferring any license or right under any of our copyrights, trademarks or other intellectual property and proprietary rights. Unauthorized use, reproduction or rebroadcast of any content from the Website is prohibited and shall be considered an infringement and/or misappropriation of our proprietary rights. Modification of the content or use of the content for any purpose other than your own personal, noncommercial use is a violation of our copyright and other proprietary rights and can subject you to legal liability.
7. Termination of Your Subscription
We reserve the right to terminate your subscription to the Website at any time in our sole discretion. If we do so, we will refund to you a pro-rated refund of the amount of the subscription payments you previously paid that relate to the remaining subscription period. Termination of your subscription to the Website may result from your violation of these Terms or any unauthorized use or reproduction or rebroadcast of any of our publications or information contained on the Website, any infringement or misappropriation of our intellectual property or other proprietary rights, or any other reason determined in our sole discretion. You agree that if your account is terminated by us for these reasons, you will not attempt to establish a new account under any name, real or assumed. Restrictions regarding the content contained on the Website, disclaimers and liability limitations under these Terms shall survive termination of these Terms for any reason.
8. User Content and Comments
You alone are responsible for the content of your messages, and you agree to indemnify and hold harmless ClarkJames Entertainment and Peninpad and our agents with respect to any claim based upon the transmission of your message(s) and/or posting(s). We reserve the right to remove any message for any or no reason whatsoever.
These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:
Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
Be likely to deceive any person.
Promote any illegal activity, or advocate, promote or assist any unlawful act.
Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.
Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter or advertising.
Give the impression that they emanate from or are endorsed by us or any other person or entity if this is not the case.
9. User Submissions
a. Submitting Content
Certain portions of the website may invite or enable you to post, upload, embed, display or otherwise communicate text, messages, photos, videos, sound recordings, music (including lyrics), graphics, drawings, suggestions, ideas (including product and advertising ideas), your and/or other persons’ names, likenesses, voices, usernames, performances and other information, materials or content owned or created by you (collectively, "User Submissions").
PENINPAD WILL CONSIDER USER SUBMISSIONS AS NON-CONFIDENTIAL AND NON-PROPRIETARY AND SHALL BE UNDER NO OBLIGATION TO MAINTAIN THE CONFIDENTIALITY OF ANY INFORMATION CONTAINED IN YOUR USER SUBMISSION. ALL USER SUBMISSIONS ARE SOLELY FOR PROMOTIONAL PURPOSES AND NO REMUNERATION OR COMPENSATION OF ANY KIND WILL BE PAID FOR SUCH SUBMISSIONS. FOR THE AVOIDANCE OF DOUBT, PENINPAD WILL NOT USE THE USER SUBMISSIONS FOR ANY COMMERCIAL PURPOSE BUT RATHER ALL USAGE SHALL BE FOR PROMOTIONAL, MARKETING, ADVERTISING, PUBLICITY AND/OR EDUCATIONAL PURPOSES ONLY.
b. Rights to Submit Content
You further warrant and represent that you have the consent, release, and/or permission of each and every identifiable individual in your User Submissions to use his or her name, username or likeness in the manner contemplated by the website and the Products, Services or other materials on or available from the website.
c. Content Submitted
In connection with User Submissions, you agree and warrant that:
You will not submit any User Submission that is subject to any right of a third party including, without limitation:
copyright, patent, trademark, trade secret, or other proprietary or contractual right;
right of privacy or publicity; or
Unless you are the owner of such rights or have permission from the rightful owner(s) to submit the User Submission and to grant the rights herein;
you will not submit User Submissions that are unlawful for you to possess in the country in which you are resident, or which it would be unlawful for ClarkJames Entertainment or Peninpad to use or possess in connection with the provision of the website or the Services; and
you will not submit a User Submission that:
is illegal or encourages or condones illegal acts or the discussion of illegal acts with the intent to commit them, including but not limited to drug dealing, drug abuse, child pornography, physical or sexual assault, stalking, theft, fraud or conspiracy to commit a criminal act;
is defamatory, threatening, abusive, harassing or an invasion of privacy;
is discriminatory or prejudicial based upon race, color, religion, gender, sexual orientation, age, disability or otherwise;
is obscene, pornographic or otherwise sexually explicit;
is dangerous, irresponsible or antisocial or encourages or condones dangerous, irresponsible or antisocial behavior;
contains a virus, spyware or other harmful components, or otherwise impairs, interrupts or damages the website, the Services or any connected network, or otherwise interferes with a person’s use or enjoyment of the same; or
contains any advertisement, solicitation, chain letter, pyramid scheme, investment opportunity or other unsolicited commercial communication (other than as permitted on the site).
You understand and agree that you are solely responsible for your own User Submissions and the consequences of your posting or publishing them.
d. ClarkJames Entertainment, Peninpad, and Your Submissions
ClarkJames Entertainment or Peninpad has no obligation to use your User Submission in any way and ClarkJames Entertainment or Peninpad shall not be obliged to give reasons for rejecting your User Submission or to identify ClarkJames Entertainment or Peninpad’s activities that relate to your User Submission in any way.
ClarkJames Entertainment or Peninpad may use your name to attribute your User Submission to you (although we shall not be obliged to do so).
By submitting User Submissions to the site, you understand that your User Submission could be attributed to you and your User Submission and other information submitted by you may be searchable by other members of the site.
In addition, you understand and agree that when using the website, you may be exposed to User Submissions posted and/or submitted by other users. ClarkJames Entertainment or Peninpad is not in any manner responsible for User Submissions, and ClarkJames Entertainment or Peninpad does not guarantee the accuracy, integrity, quality or intellectual property rights of, or relating to, such User Submissions. In addition, ClarkJames Entertainment or Peninpad cannot assure that harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful or otherwise objectionable User Submissions will not appear on the website.
Without limiting the generality of the foregoing, you acknowledge and agree that the information, materials, and opinions expressed or included in any User Submissions are not necessarily those of ClarkJames Entertainment or Peninpad or its affiliated or related entities or content providers and ClarkJames Entertainment or Peninpad expressly disclaims any and all liability in connection with any User Submission. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against ClarkJames Entertainment or Peninpad with respect to any User Submissions.
ClarkJames Entertainment and Peninpad will fully cooperate with any law enforcement authorities, court order or subpoena requesting or directing ClarkJames Entertainment or Peninpad to disclose the identity of anyone posting User Submissions. To the extent we can do so by law, we reserve the right to identify any user to third parties and/or disclose any User Submission or personal data to any third party claiming that a User Submission infringes their intellectual property rights or their right to privacy. We may also disclose such information if we believe in good faith that such disclosure is reasonably necessary to protect the rights, property, or personal safety of ClarkJames Entertainment andPeninpad, its customers or the public.
Although ClarkJames Entertainment and Peninpad are under no obligation to review or monitor User Submissions, ClarkJames Entertainment and Peninpad reserve the absolute right to do so in its sole discretion. In addition, ClarkJames Entertainment and Peninpad reserve the right at all times to alter, edit, refuse to post or remove any User Submissions from the website, in whole or in part, for any reason or for no reason and without prior notice if it chooses to do so. You agree that ClarkJames Entertainment and Peninpad does not have any obligation to use or respond to any User Submission.
e. Ownership of User Submissions
You shall retain all of your ownership rights in your User Submissions, but you are required to grant limited rights to ClarkJames Entertainment and Peninpad and other users of the website.
In return for using the website and the Services, you grant ClarkJames Entertainment and Peninpad a non-exclusive, worldwide, royalty-free transferable license (with full right to sub-license) to use your User Submissions for any promotional and/or educational purpose in perpetuity and free of charge. The license shall include, without limitation, the right to reproduce, copy, edit, adapt, combine with other works, make available, synchronize, display, publicly perform, transmit, broadcast, publish, and distribute your User Submissions.
FOR THE AVOIDANCE OF DOUBT, CLARKJAMES ENTERTAINMENT AND PENINPAD WILL NOT USE THE USER SUBMISSIONS FOR ANY COMMERCIAL PURPOSE BUT RATHER ALL USAGE SHALL BE FOR PROMOTIONAL, MARKETING, ADVERTISING, PUBLICITY AND/OR EDUCATIONAL PURPOSES ONLY. ANY COMMERCIAL USE OF THE USER SUBMISSIONS SHALL BE SUBJECT TO FURTHER AGREEMENT BETWEEN YOU AND CLARKJAMES ENTERTAINMENT AND PENINPAD AND SHALL REQUIRE YOUR WRITTEN CONSENT.
If your User Submission includes an idea or suggestion, you acknowledge that ClarkJames Entertainment or Peninpad or a third party acting on our behalf may have previously worked on or maybe working on the same or a similar idea. By submitting your idea, you agree that we may continue to develop the idea (or a similar idea) independently of, and without acknowledging your idea.
You hereby irrevocably and unconditionally release and forever discharge ClarkJames Entertainment or Peninpad from any and all actions, causes of actions, claims, damages, liabilities, and demands, whether absolute or contingent and of any nature whatsoever, which you may have or may in the future have against ClarkJames Entertainment or Peninpad with respect to your User Submission, including how ClarkJames Entertainment or Peninpad uses your User Submission.
10. International Use
Information published on the Website in connection with our Services may contain references to information and materials that are not appropriate or available in countries or regions outside of the United States. Those who choose to access the Website from other locations do so at their own risk and are responsible for compliance with local laws, if and to the extent applicable.
11. Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR OUR SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE WEBSITE, ITS CONTENT AND THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER CLARKJAMES ENTERTAINMENT OR PENINPAD NOR ANY PERSON ASSOCIATED WITH CLARKJAMES ENTERTAINMENT OR PENINPAD MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER CLARKJAMES ENTERTAINMENT OR PENINPAD NOR ANYONE ASSOCIATED WITH CLARKJAMES ENTERTAINMENT OR PENINPAD REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR THE SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR THE SERVICES OR ITEMS
OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
12. Limitation of Liability
IN NO EVENT WILL WE OR ANY OF OUR OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, AFFILIATES, CONSULTANTS, CONTRACTORS OR THIRD-PARTY CONTENT PROVIDERS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF DATA, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL THEORY RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE WEBSITE. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR USING THE WEBSITE IN THE CURRENT CALENDAR YEAR OF YOUR SUBSCRIPTION.
You agree to indemnify, defend and hold harmless us and our current and former officers, managers, members, employees, affiliates, consultants, contractors, third-party content providers and their successors and assignees from and against any and all liabilities, claims, damages, losses, costs (including reasonable attorneys’ fees), or other expenses associated with or incurred as a result of or from (a) your violation of these Terms; (b) your use of the Website or the Services; or (c) the actual or alleged infringement of any of our or third party proprietary or intellectual property right arising out of your copying, republishing, uploading, posting, transmitting, distributing, selling or using the Website and/or Services in any manner not authorized by us.
14. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Illinois and the United States of America, without giving effect to any principles of conflicts of law. You and we irrevocably consent to the sole and exclusive jurisdiction of the state and federal courts located in Chicago, Illinois in connection with any action, suit or other proceeding arising out of or related to these Terms or your use of the Website and/or Services. You and we waive any objection based on lack of personal jurisdiction, place of residence, improper venue or forum non-conveniens in any such action.
These Terms represent the entire agreement between you and us relating to your use of the Services and/or the Website and supersede any and all prior or contemporaneous written or oral agreements on that subject between us. If any provision of these Terms shall be deemed unlawful, void, or for any reason is unenforceable, then that provision shall be deemed severable from the remaining Terms and shall not affect the validity and enforceability of any remaining provisions. No waiver by either party of any breach or default under these Terms shall be deemed to be a waiver of any preceding or subsequent breach or default. We reserve all legal rights and remedies available to us.