Terms of Use
The following Terms of Use (”Terms”) govern all use of and access to exhibit.site and all applications, sites, tools and features ("Exhibit”, ”Services”) owned and operated by Refresh Media, Inc. (“We”, “Our”, “Us”).
Our Privacy Policy explains what personal information we collect and how it’s used and shared, and our Content Guidelines outlines some of your responsibilities when using Exhibit.
Please read this Agreement carefully before accessing or using our Services. It includes important information about your legal rights, and covers areas such as automatic subscription renewals, warranty disclaimers, limitations of liability, resolution of disputes by arbitration and a class action waiver. By accessing or using any part of our Services, you agree to become bound by these Terms, our Privacy Policy and our Content Guidelines (collectively, this “Agreement”). If you do not agree to all the terms and conditions of this Agreement, then you may not access or use Exhibit. If these terms and conditions are considered an offer by Us, acceptance is expressly limited to these terms.
Exhibit is not directed to children younger than 13, and access and use of our Services is only offered to users 13 years of age or older. If you are under 13 years old, please do not register to use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older.
Use of our Services requires an Exhibit account. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your username.
We’ve tried to make this Agreement fair and straightforward, but please contact us if you have any questions or suggestions.
Account and Site
When you use Exhibit, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with your website. You must immediately notify Us of any unauthorized uses of your webiste, your account, or any other breaches of security. Refresh Media, Inc. will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
Responsibilities
If you post material to Exhibit, post links, or make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photos, video, audio, or code. By using Exhibit, you represent and warrant that your Content and conduct do not violate these Terms or the Content Guidelines.
By submitting Content to Exhibit for inclusion on your website, you grant Refresh Media, Inc. a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing, and promoting your website. This license allows Us to make publicly-posted content available to third parties selected by Us so that these third parties can analyze and distribute (but not publicly display) your content through their services. For clarity, this license does not permit us to sell or license or otherwise directly profit from your Content. However, you may opt out of this license at any time by contacting Us (provided that if you do opt out, we will use reasonable efforts to remove the Content in a timely manner from our promotional materials but such removal may not be immediate).
If you delete Content, We will use reasonable efforts to remove it from our Services, but you acknowledge that caching or references to the Content may not be made immediately unavailable.
Without limiting any of those representations or warranties, Refresh Media, Inc. has the right (though not the obligation) to, in Our sole discretion, (i) reclaim your username or website’s URL due to prolonged inactivity, (ii) refuse or remove any content that, in Our reasonable opinion, violates any policies or is in any way harmful or objectionable, or (iii) terminate or deny access to and use of Exhibit to any individual or entity for any reason. Refresh Media, Inc. will have no obligation to provide a refund of any amounts previously paid.
Payment and Renewal
General Terms. We provide a limited trial period for Exhibit with an option to pay for Services (a “Subscription”). By selecting a Subscription you agree to pay Refresh Media, Inc. the monthly or annual fees indicated by Exhibit for those Services. Payments will be charged on a pre-pay basis on the day you sign up for a Subscription and will cover the use of Exhibit for a monthly or annual period as indicated.
Automatic Renewal. Unless you notify Us before the end of the applicable subscription period that you want to cancel a Subscription or we give you such notice, your Subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly fee (as well as any taxes) using any credit card or other payment mechanism we have on record for you. A Subscription can be canceled at any time in the Account section of your Exhibit website.
Responsibility of Visitors
Refresh Media, Inc. has not reviewed, and cannot review, all of the material posted to our Services, and cannot therefore be responsible for that material’s content, use or effects. By operating our Services, We do not represent or imply that We endorse the material there posted, or that We believe such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Refresh Media, Inc. disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted.
Content Posted Elsewhere
We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which Exhibit links, and that link to our Services. We do not have any control over those non-Exhibit websites, and are not responsible for their contents or their use. By linking to a non-Exhibit website, We do not represent or imply that We endorse such website. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses and other harmful or destructive content. Refresh Media, Inc. disclaims any responsibility for any harm resulting from your use of non-Exhibit websites and webpages.
Copyright Infringement
As Refresh Media, Inc. asks others to respect Our intellectual property rights, We respect the intellectual property rights of others. If you believe that material located on or linked to by an Exhibit website violates your copyright, you are encouraged to notify Us. We will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. We will terminate a visitor’s access to and use of the Exhibit if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Refresh Media, Inc. or others. In the case of such termination, We will have no obligation to provide a refund of any amounts previously paid to Refresh Media, Inc.
Intellectual Property
This Agreement does not transfer from Us to you any Refresh Media, Inc. or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Refresh Media, Inc. Exhibit, the Exhibit logo, and all other trademarks, service marks, graphics and logos used in connection with our Services, are trademarks or registered trademarks of Refresh Media, Inc. or Our licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Refresh Media, Inc. or third-party trademarks.
Changes
We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
Term and Termination
We may terminate your access to all or any part of Exhibit at any time, with or without cause, with or without notice, effective immediately. For example, we may suspend or terminate your use of the Services if you're violating these Terms or our Content Guidelines. If you wish to terminate this Agreement or your Exhibit account, you may contact Us or simply discontinue using our Services. / / All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties
Our Services are provided “as is.” Refresh Media, Inc. and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Refresh Media, Inc. nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. If you’re actually reading this, here’s a treat. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
Limitation of Liability
In no event will We, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Us under this agreement during the twelve (12) month period prior to the cause of action. We shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty
You represent and warrant that (i) your use of our Services will be in strict accordance with Our Privacy Policy, with this Agreement, and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of our Services will not infringe or misappropriate the intellectual property rights of any third party.
Indemnification
You agree to indemnify and hold harmless Refresh Media, Inc., its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to your violation of this Agreement.
Miscellaneous
This Agreement constitutes the entire agreement between Refresh Media, Inc. and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Refresh Media, Inc., or by the posting by Refresh Media, Inc. of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in San Francisco County, California. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in San Francisco, California, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Refresh Media, Inc. may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.