30Second Mom Terms of Use Agreement

 

Date of Last Revision: October 4, 2011

 

I.                   Welcome and Acceptance of Terms.

A.                Welcome to 30SecondMom.com (the “Site”) by  30 Second Mobile (“30Second Mobile,” “we,” “us,” or “our”).  The Site is a mobile website designed to provide moms with brief and helpful tips  to improve their busy lives, and allowing them to share those tips with others through social networks.  At 30Second Mobile, we value your interest in the Site.

B.                 Acceptance of this Terms of Use Agreement (“Agreement”) is a prerequisite for registration and access to the Site. 

C.                 30Second Mobile provides the Site subject to the terms and conditions of this Agreement.  We reserve the right, at our sole discretion, to modify or amend these terms and conditions at any time and without prior notice to you.  Any modifications to this Agreement will become effective at the time and in the manner as set forth in the amendment, or when posted.

D.                By accessing, viewing, or otherwise using the Site, you agree to the following terms and conditions of this Agreement, without limitation or qualification.  You further acknowledge that you are of the age of legal majority and are capable of forming legally binding agreements under applicable law.  

E.                 This Agreement shall take effect immediately upon your first use of the Site.  If you do not agree to these terms and conditions, you are not authorized to access, view or otherwise use the Site.

II.                The Site Services.

A.                Services for Moms.     The Site offers a variety of services, including:

1.                  Providing helpful information from other moms you can follow by clicking on their names so you can read their tips.

2.                  Providing helpful information in a variety of categories such as Food, Home, Health, Money, Travel, Beauty, Relationships and Activities that you can click on to read the tips.

3.                  Providing the ability to comment on and share the information via social networks such as Google +1, Twitter and Facebook.

4.                  Providing the ability to submit your own tips for consideration to possibly be published on the Site.

III.             Privacy Policy.

A.                Your privacy is very important to us.  We designed our Privacy Policy to make important disclosures to you about how 30Second Mobile collects and uses the information you upload, post, e-mail, transmit to or make available on the Site.  We encourage you to read the Privacy Policy and to use the information it contains to help you make informed decisions.

IV.             User Obligations.

In consideration of your use of the Site, you agree to the following obligations and otherwise represent and warrant that:

 

A.                Registration Data.  You will provide true, accurate, current  information about yourself, as prompted by the Site registration process and as requested by 30Second Mobile (collectively, the “Registration Data”).  You will maintain and promptly update the Registration Data to keep it true, accurate, andcurrent.  If you provide any information that is untrue, inaccurate or not current, or if 30Second Mobile has reasonable grounds to suspect that such information is untrue, inaccurate or not current, 30Second Mobile has the right to (i) suspend or terminate your account and (ii) refuse your future use of the Site.

B.                 Security & Access.  You are solely responsible for all acts of commission and omission that occur under your account.  You are solely responsible for maintaining the confidentiality of your username and password.  You agree that your account, username and password are personal to you.  You agree not to (i) sell, transfer, or license your account, username or password to third parties, or (ii) permit or assist, directly or indirectly, third parties in accessing your account.  You agree to (i) immediately notify 30Second Mobile of any unauthorized use of your account, username or password, and (ii) ensure that you log out from your account at the end of each session.  In the event of any unauthorized use of your account, username or password by a third party, you agree to immediately log out of your account and no longer access your account until notified in writing by 30Second Mobile.  Upon notification of an unauthorized use, or if 30Second Mobile has reasonable grounds to suspect that any unauthorized third party is accessing your account or using your username and password, 30 Second Mobile reserves the right, in its sole discretion, to suspend and/or terminate your account (e.g., by disabling usernames and/or passwords).  30Second Mobile cannot and will not be liable for any loss or damage arising from your failure to comply with this Section IV.B. or for any loss or damage arising from any suspension or termination of accounts as set forth above.

C.                 User Conduct.  In order to maximize the effectiveness of the Site, 30Second Mobile needs your help.  Accordingly, access to the Site requires users to conduct themselves in a professional, courteous, respectful and lawful manner.

1.                  Do’s. You agree to and you represent and warrant that:

a.                   all information, data, text, messages and other material (“Material”) you upload, post, e-mail, transmit to or otherwise make available on The Site shall be true, accurate, correct and not fraudulent and not violate the trademark, copyright or other intellectual property rights of any third party;

b.                  you will follow and comply with all applicable laws;

c.                   you will conduct yourself in a professional manner;

d.                  you will be courteous and not challenge or attack other users;

e.                   you will review and comply with notices sent by 30Second Mobile from time to time;

f.                   you will provide constructive feedback to 30Second Mobile, when requested, for the purpose of improving our platform;

g.                  you will respect the intellectual property rights of 30Second Mobile and others; and

h.                  you will review the Privacy Policy.

2.                  Do Not’s. You further agree not to and represent and warrant that you will not:

a.                   duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, otherwise transfer or commercially exploit the Site, except as permitted in this Agreement;

b.                  utilize Material (as used herein, “Material” includes, but is not limited to, text, graphics, images, audio, video, messages, data, or any other information) you view on and/or obtain from the Site to provide any service that is competitive with the Site;

c.                   imply or state, directly or indirectly, that you are affiliated with or endorsed by 30Second Mobile or the Site unless you have entered into a written agreement with 30Second Mobile;

d.                  impersonate any person or entity, including, but not limited to, a 30Second Mobile representative, or falsely state or otherwise misrepresent your affiliation with a person or entity, past or present;

e.                   upload, post, e-mail, transmit to or otherwise use the Site to make available any Material that falsely states or otherwise misrepresents your identity, including but not limited to the use of a pseudonym, or misrepresenting your current or previous positions and qualifications;

f.                   access, via automated or manual means or processes, the Site for purposes of monitoring its availability, performance or functionality or for any competitive purpose;

g.                  unless expressly authorized in writing by 30Second Mobile, deep-link to the Site or any web page hosting or containing the Site (i.e., including a link to a 30SecondMom.com web page other than the home page) for any purpose;

h.                  use manual or automated software, devices, scripts, robots, other means or processes to access, “scrape,” “crawl” or “spider” any aspect of the Site or any web page affiliated with or relating to the Site or 30Second Mobile;

i.                    engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Site or any web page hosting or associated with the Site;

j.                    attempt to or actually override any security component included in or underlying the Site;

k.                  engage in any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including but not limited to unsolicited communications, attempts to gain unauthorized access, or transmission or activation of computer viruses;

l.                    use automated methods when using the Site;

m.                remove, cover, or otherwise obscure any form of advertisement included as part of the Site;

n.                  interfere with or disrupt the Site, including but not limited to any servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site;

o.                  use, or attempt to use, another’s account or create a false identity on the Site;

p.                  upload, post, e-mail, transmit to or otherwise use the Site to make available any Material that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, discriminating, invasive of another’s privacy, hateful, or racially, ethically or otherwise objectionable;

q.                  upload, post, e-mail, transmit to or otherwise use the Site to make available any Material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

r.                    upload, post, e-mail, transmit to or otherwise use the Site to make available any Material that includes any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation such as but not limited to (i) using the Site to send messages to people who don’t know you or who are unlikely to recognize you as a known contact or entity; (ii) using the Site to connect to people who don’t know you and then sending unsolicited promotional messages to those direct connections without their permission; and (iii) sending messages to distribution lists, newsgroup aliases, or group aliases;

s.                   forge headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Site;

t.                    intentionally or unintentionally violate any applicable local, state, national or international law or regulations that have the force of law;

u.                  “stalk” or otherwise harass, abuse or harm another user;

v.                  rent, lease, loan, trade, sell/re-sell access to the Site;

w.                remove any copyright, trademark or other proprietary rights notices contained in or on the Site, including those of 30Second Mobile or any of its licensors;

x.                  collect, use or transfer any Material, including but not limited to, personally identifiable information obtained from the Site except as expressly permitted in this Agreement or by the owner of such information as they may expressly permit;

y.                  upload, post, e-mail, transmit to or otherwise use the Site to make available any Material that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as, but not limited to, inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

z.                   upload, post, e-mail, transmit to or otherwise use the Site to make available any Material that infringes any patent, trademark, trade secret, copyright or other proprietary rights of 30Second Mobile or of any third party;

aa.               collect or store personal data about other users in connection with the prohibited conduct and activities set forth in the paragraphs above.

D.                Objectionable Material.  30Second Mobile may or may not pre-screen Material uploaded, posted, e-mailed, transmitted to or otherwise made available via the Site.  30Second Mobile and its designees shall have the right, but not the obligation, in its sole discretion, to pre-screen, refuse, or remove any Material that violates this Agreement or is otherwise objectionable.

V.                Ownership and Accuracy of Material Available on The Site.

A.                30Second Mobile does not claim ownership of Material you upload, post, e-mail, transmit or otherwise make available through the Site.  However, with respect to Material you submit or make available to the Site, you hereby grant 30Second Mobile a worldwide, royalty-free, non-exclusive, perpetual and irrevocable license to use the Material solely in connection with the Site. 

B.                 For the avoidance of doubt, you acknowledge, consent and agree that 30Second Mobile may access, preserve and disclose your account information and Material if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to:  (i) comply with legal process; (ii) enforce this Agreement; (iii) respond to claims that any Material violates or violated the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of 30Second Mobile, the Site users, and the public.

C.                 You understand that all Material available on the Site is the sole responsibility of the user from whom such Material originated.  This means that you, and not 30Second Mobile, are entirely responsible for all Material that you upload, post, e-mail, transmit or otherwise make available via the Site.

D.                You agree that you must evaluate, and bear all risks associated with, the use of any Material, including any reliance on the accuracy, completeness, or usefulness of such Material.  Furthermore, you agree that any Material relating to the financial services industry that you upload, post, email, transmit or otherwise make available via the Site is in compliance with applicable insurance or security laws and regulations.

VI.             Intellectual Property of 30Second Mobile.

A.                You acknowledge and agree that the Site and any necessary software used in connection with the Site (the “Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws.  You further acknowledge and agree that Material contained in advertisements or information presented to you through the Site or by advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws.  Except as expressly permitted by applicable law or as authorized by 30Second Mobile or the applicable licensor (such as an advertiser, a registered user, etc.), you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on the Site, such Material or the Software, in whole or in part.

B.                 Subject to the terms of this Agreement, the Site grants you a limited, personal, revocable, non-transferable, non-exclusive and non-sublicensable right and license to use the object code of its Software; provided that you do not otherwise (and do not allow any third party to) copy, modify, create a derivate work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software.  You agree not to modify the Software in any manner or form, nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Site.  You further agree not to reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any Software.  You agree not to access the Site by any means other than through the interface (e.g., web interface) that is provided by 30Second Mobile for use in accessing the Site.

C.                 You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion or use of, or access to, the Site (including any advertisements and Software). 

D.                You agree that all of 30Second Mobile’s trademarks, service marks, trade names and other 30Second Mobile logos and brand features, and product and service names are trademarks and the property of 30Second Mobile (collectively, the “30 Second Mobile Marks”).  Without 30Second Mobile’s prior written permission, you agree not to display or use in any manner the 30Second Mobile Marks.

VII.          Disclaimers.

A.                Notwithstanding anything herein to the contrary, you expressly understand and agree that:

1.                  30Second Mobile shall have no liability or responsibility for any actions or omissions by you, whether or not such actions or omissions were facilitated by the Site.

2.                  Your use of the Site and the Software is at your sole risk.  The Site and the Software are provided as an “as is” and “as available” basis.  30Second Mobile and its officers, employees, agents, partners and licensors expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of title, merchantability, fitness for a particular purpose and non-infringement.

3.                  30Second Mobile and its subsidiaries, affiliates, officers, agents, employees, directors, partners and licensors make no warranty, express or implied, that (i) the Site or the Software will meet your requirements; (ii) the Site or the Software will be uninterrupted, timely, secure or error-free; (iii) the tips/suggestions that may be obtained from use of the Site or the Software will be accurate or reliable; (iv) the quality of any products, services or Material purchased or obtained by you through the Site or the Software will meet your expectations; (v) any Material will be accurate, clear or complete; and (vi) any errors in the Software will be corrected.

4.                  Any Material downloaded or otherwise obtained through the use of the Site or the Software is accessed at your own discretion and risk, and you will be solely responsible for and hereby waive any and all claims and causes of action with respect to any damage to you or your property, computer system, Internet access, download or display device, or loss of data that results from the download of any such Material.

5.                  30Second Mobile and its officers, agents, employees, directors, partners and licensors make no warranty, express or implied, regarding the accuracy, legality, or validity of any tax or legal advice provided via The Site, whether provided by 30Second Mobile or a third party.  30Second Mobile accepts no liability whatsoever for any error or omission in such advice.  You are urged to check with tax and legal professionals in your State, Province or Country regarding any such tax or legal advice. 

6.                  No advice or Material, whether oral or written, obtained by you from The Site or 30Second Mobile or through or from the Site or the Software shall create any warranty not expressly stated in this Agreement.

VIII.       Indemnity and Limitation of Liability.

A.                You agree to indemnify and hold 30Second Mobile and officers, agents, employees, directors, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by you or any third party due to or arising out of:  (i) any false or fraudulent claims made by you; (ii) Material that you submit, post, transmit, modify or otherwise make available through the Site; (iii) your use of the Site; (iv) your connection to the Site; (v) your violation of this Agreement or law; or (vi) your violation of any rights of another.

B.                 You expressly understand and agree that 30Second Mobile and its officers, agents, employees, directors, partners and licensors shall not be liable to you for any punitive, indirect, incidental, special, consequential or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if 30Second Mobile has been advised of the possibility of such damages), resulting from:  (i) the use or the inability to use the Site; (ii) unauthorized access to or alteration of your transmissions or data; (iii) statements or conduct of any third party on the Site; or (iv) any other matter relating to The Site.

IX.             Termination.

A.                You may terminate your 30SecondMom.com account by submitting such termination request to 30Second Mobile. 

B.                 You agree that 30Second Mobile may, with or without cause and with or without prior notice, immediately terminate, limit your access to, or suspend your 30SecondMom.com account.  Cause for such termination, limitation of access, or suspension shall include, but is not limited to:  (a) breaches or violations of this Agreement; (b) requests by law enforcement or other government agencies; (c) discontinuance or material modification to the Site; (d) unexpected technical or security issues or problems; (e) engagement by you in fraudulent or illegal activities; and/or (f) nonpayment of any fees owed by you in connection with the Site.  Further, you agree that all terminations, limitations of access and suspensions shall be made in 30Second Mobile’s sole discretion and that 30Second Mobile shall not be liable to you or any third party for any termination, limitation of access, or suspension of your account.

C.                 Termination of your account may include any or all of the following:  (a) removal of access to all or part of the offerings within the Site; (b) deletion of your password and all related information, files, content and Material associated with or inside your account (or any part thereof); and (c) barring of further use of all or part of the Site.

X.                Miscellaneous.

A.                Reservation of Rights.  30Second Mobile expressly reserves all rights not expressly granted to you herein.  We grant you no other rights, implied or otherwise.

B.                 Links.  The Site may provide, or third parties may provide, links to other world wide web sites or resources.  You acknowledge and agree that 30Second Mobile is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any information, data, text, messages, advertising, products or other materials on or available from such sites or resources.  You further acknowledge and agree that 30Second Mobile shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such information, data, text, messages, advertising, other materials, goods or services available on or through any such site or resource.

C.                 No Third-Party Beneficiaries.  You agree that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to this Agreement.

D.                Entire Agreement.  This Agreement constitutes the entire agreement between you and 30Second Mobile as it pertains to your use of the Site, superseding any prior version of this Agreement between you and 30Second Mobile with respect to the Site. 

E.                 Choice of Law and Forum.  You and 30Second Mobile each agree that this Agreement and the relationship between the parties shall be governed by the laws of the State of Illinois, without regard to its conflict of laws provisions, and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to this Agreement, or the relationship between you and 30Second Mobile, shall be brought exclusively in the courts located in the county of Cook, Illinois, or in the U.S. District Court for the Northern District of Illinois.  You and 30Second Mobile agree to submit to the personal jurisdiction of the courts located within the county of Cook, Illinois or in the Northern District of Illinois, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.

F.                  Waiver and Severability of Terms.  The failure of 30Second Mobile to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.  If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision and that the other provisions of the Agreement remain in full force and effect.

G.                No Right of Survivorship and Non-Transferability.  You agree that your 30SecondMom.com account is non-transferable and any rights to your account terminate upon your death. 

H.                No Injunctive Relief.  In no event shall you seek, or be entitled to, rescission, injunctive, or other equitable relief, or to enjoin or restrain the operation or exploitation of the Site or of any Material or any advertising used or displayed throughout the Site.

I.                   No Assignment and Delegation.  You may not assign or delegate any rights or obligations under this Agreement and any purported assignment and delegation shall be ineffective.  30Second Mobile may freely assign or delegate all rights and obligations under the Agreement, fully or partially.  As used herein, an “assignment” includes any assignment by operation of law (i.e., a merger) or any change of control, unless the change of control is due to a public offering.  For the avoidance of doubt, an “assignment” shall not include the organizational restructuring of any party (e.g., a change from a limited liability company to a corporation).

J.                   Section Titles.  The section titles in this Agreement are for convenience only and have no legal or contractual effect.

K.                Claims of Copyright Infringement.  Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to Legal Counsel of Record for 30Second Mobile:  Vedder Price P.C., 222 North LaSalle Street, Suite 2600, Chicago, IL 60601.