TERMS OF USE
1. Acceptance of Terms.
BlueFrog ("BlueFrog" or "we") makes available this Web site, including without limitation, the information, materials, services and products contained herein (the "Web site"), subject to the following terms and conditions (the "Terms of Use"). By using the Web site, you agree to be bound by and comply with the Terms of Use. If you do not agree with any part of the Terms of Use, you must not use the Web site.
2. Changes.
We reserve the right to change the Terms of Use from time to time at our sole discretion. Changes to the Terms of Use will become effective when posted to this Web site. You agree to review these Terms of Use periodically to become aware of any changes and your use of the Web site following the posting of such changes will signify your assent to such changes. You agree that the aforementioned process for notification of changes to the Terms of Use is reasonable. If you do not agree with any change to the Terms of Use, you must immediately cease use of the Web site and, if you are a registered user of the Web site (hereinafter referred to as a "Member"), notify BlueFrog that you are terminating your membership. The unrevised Terms of Use shall continue to apply to all past use of the Web site by you, even if you are no longer using the Web site.
3. Access and Registration.
In order to use the Web site, you must obtain access to connect to the World Wide Web (the "WWW") through devices that access web-based content and pay any service fees which may be associated with such access. In addition, you must provide or have access to all equipment necessary to connect to the WWW and to view its contents. In order to submit photos and other content, and to obtain certain other benefits and services from the Web site (together referred to as "Services"), you must first register and become a Member of the Web site ("Membership"). In consideration of your use of the Services, you represent that you are of legal capacity to form a binding contract and are not a person barred from receiving Services under the laws of China or other applicable jurisdiction. You also agree that in registering for Membership, you will: (a) provide accurate, current and complete information when completing any registration form, and (b) maintain and promptly update such information so it remains true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or BlueFrog has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, BlueFrog has the right to suspend or terminate your Membership and refuse any and all current and future use of Services (or any portion thereof).
4. Member Account, Password and Security.
As part of the registration process, you are required to designate a user ID and password. You are responsible for keeping your user ID and password confidential. You are also responsible for all activity occurring through use of your account and/or password. You agree to immediately notify BlueFrog of any actual or suspected unauthorized use of your user ID and password. BlueFrog will not be responsible for any loss to you arising from your failure to comply with the above. You understand that you are responsible for all uses of the Web site by you and those using your login information.
5. Privacy.
All personal information gathered from you in connection with your use of the Web site will be governed by BlueFrog’s Privacy Policy, which may be accessed by clicking on the following hyperlink:http://www.BlueFrog.com.cn/****. You acknowledge that you have read the Privacy Policy, the terms of which are incorporated herein, and agree that the terms of the Privacy Policy are reasonable. You consent to the use of your personal information in accordance with and for the purposes set forth in the Privacy Policy.
6. User Conduct.
Without limitation, BlueFrog reserves the right to terminate your access to and use of the Services if, in BlueFrog’s view, your conduct fails to meet any of the following guidelines:
You shall not use any portion of the Web site or the Services for uploading, posting, emailing, transmitting, messaging or otherwise making available material that is unlawful, infringes on another's intellectual property rights, is harmful to minors in any way, contains nudity or pornographic material, promotes or provides instructional information about illegal activities, or promotes physical harm or injury against any group or individual;
You shall not attempt to interfere with any other person's use of the Services;
You shall not misrepresent your identity or impersonate any person;
You shall not hold yourself out as sponsored by, endorsed by, or affiliated with BlueFrog;
You shall not use any portion of the Web site or the Services for uploading, posting, emailing, transmitting or otherwise making available junk mail, commercial advertisements, or any other form of commercial solicitation;
You shall not use any portion of the Web site or the Services for uploading, posting, emailing, transmitting or otherwise making available messages that are harmful, threatening, abusive, vulgar, obscene, defamatory, libelous, hateful, or racially, ethnically or otherwise objectionable;
You shall not use the Web site for conducting raffles or contests;
You shall not post content that includes hyperlinks to content not allowed to be posted to this Web site;
You shall not attempt to gain unauthorized access to BlueFrog’s database(s) or other computer systems;
You shall not attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by BlueFrog in connection with the Web site or the Services;
You shall not engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Services or the Web site; and
You shall not use any portion of the Web site or the Services for any unlawful purpose.
All judgments concerning the applicability of these guidelines shall be at the sole and exclusive discretion of BlueFrog.
7. Submission of Photos and Other Content.
As part of the Services, Members have the opportunity to submit information and material regarding their experiences at blue frog venues. By submitting photographs, graphics, video clips or other materials to the Web site ("Member Content"), you warrant that: (a) you are the owner of such Member Content, or have been granted all the rights necessary from the owner (and subject matter, if applicable) thereof to submit such Member Content to the Web site and for the use by BlueFrog as stated herein, and (b) the use of such Member Content by BlueFrog will not infringe the intellectual property rights of or otherwise violate the rights of any third party.
BlueFrog does not claim ownership rights to any of the Member Content. By submitting Member Content to the Web site, and in consideration of the substantial time, effort and funds expended by BlueFrog to create the Web site and offer you the Services, you agree, with respect to any Member Content that you elect at any time to not designate as private ("Public Content"), to hereby grant to BlueFrog (or warrant that the owner thereof has granted to BlueFrog), a nonexclusive, royalty-free, perpetual, irrevocable, license to use, modify, copy, distribute, transmit, publicly display, publicly perform, publish, adapt, and create derivative works of, any such Public Content, for any purpose whatsoever, including, without limitation, a commercial purpose, and in any form of media, without any compensation to you, and to sublicense any of the foregoing rights and licenses. You hereby agree to waive your moral rights in Public Content submitted by you, and warrant that you have obtained the waiver of moral rights from everyone who may have such rights in such Public Content. Without limiting the foregoing, you acknowledge and agree that Public Content submitted by you may appear on Web sites owned by BlueFrog's strategic partners and who have been authorized by BlueFrog to display and publish such content under the partner's own brand or trade name.
BlueFrog will moderate or review Member Content before it is posted to the Web site. You understand that BlueFrog will have the right (but under no circumstances will BlueFrog have any obligation) to screen, edit, refuse to post or remove any Member Content, in whole or in part, from any portion of the Web site, in its sole discretion, including, but not limited to, Member Content that violates the Terms of Use or is otherwise objectionable. BlueFrog reserves the right to disclose any Member Content as necessary to satisfy any applicable law, regulation, legal process or governmental request. You shall be solely liable for any damages resulting from any infringement of copyright, trademark, or other proprietary or other right or any other harm resulting from your use of the Web site and your submission of Member Content.
8. Proprietary Rights.
The Web site is owned and operated by BlueFrog and the arrangement and compilation of the content found on the Web site is the copyrighted property of BlueFrog. The content on the Web site is owned by BlueFrog and/or its subsidiaries, affiliates, and licensors (including Members). The trademarks, logos and service marks displayed on the Web site are the registered and common law trademarks of BlueFrog and various third parties and may not be copied, imitated or used, in whole or in part, without their respective owner's prior written permission.
No copyrighted material or other content may be reproduced, modified, used to create derivative works from, displayed, performed, published, distributed, disseminated, broadcasted or circulated to any third party (including, without limitation, the display and distribution via a third party Web site or other networked computer environment) without the express prior written consent of BlueFrog and/or its licensors. Any other uses, including without limitation, the incorporation of advertising into or the placement of external advertising associated with or targeted towards the streamed content, are strictly prohibited.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide BlueFrog with the following written information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed upon; (3) a description of where the material that you claim is infringing is located on the Web site; (4) your address, telephone number, and e-mail address; (5) a statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Notice of claims of copyright infringement should be sent to:info@bluefrog.com.cn
9. Third Party Advertisements, Links and Services.
The Web site may contain hyperlinks to third party web sites and/or ads generated by third parties. The presence of these hyperlinks and ads does not constitute endorsement by BlueFrog, its subsidiaries and affiliates of the products, services, opinions, or views expressed by these third parties and BlueFrog does not verify, endorse, or take responsibility for the accuracy, currency, completeness or quality of the content contained at these sites. Furthermore, BlueFrog is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised at such sites. As such, neither BlueFrog nor its subsidiaries and affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained in these sites. Finally, BlueFrog will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the use, exhibition, distribution or exploitation of any information or content contained within these third party hyperlinked sites or any of the products or services offered by such third parties.
10. Termination of Service.
BlueFrog may discontinue the Web site and/or any of the Services at anytime in its sole discretion, with or without notice. Additionally, BlueFrog may suspend or terminate status as a Member and/or deny your access to, or use of content or the Services, without prior notice and in its sole discretion, if BlueFrog reasonably believes that: (i) your conduct has violated any provision of the Terms of Use; or (ii) you have violated or misappropriated any of BlueFrog's or any third party's rights. Such right of termination shall in addition to, and not be lieu of, any other right to relief or remedy to which BlueFrog, its third party providers, partners or distributors may be entitled at law or in equity.
11. Disclaimers.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE WEB SITE AND THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ASSOCIATED WITH IT ARE PROVIDED "AS IS." BLUEFROG, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, DISCLAIM ANY WARRANTY, REPRESENTATION AND CONDITION OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE WEB SITE AND ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED HEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT, WHETHER ARISING BY LAW, STATUTE, USE OF TRADE OR COURSE OF DEALING. USE OF THIS WEBSITE AND THE SERVICES OFFERED HEREIN IS AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
12. Limitation of Liability.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, BLUEFROG, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, SHALL NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE WEB SITE, INCLUDING THE SERVICES, OR WITH THE DELAY OR INABILITY TO USE THE WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THE WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE WEB SITE, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF BLUEFROG, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU
13. Indemnification.
You agree to indemnify, defend and hold harmless BlueFrog its officers, directors, employees, consultants, agents, licensors, content providers and suppliers from any and all claims, liability, damages, losses, expenses and/or costs (including but not limited to reasonable attorney's fees) arising from your failure to comply with the Terms of Use, your negligent or wrongful conduct, your infringement or violation of any intellectual property or other right of a third party, content provided by you or from your violation of any applicable law.
14. Governing Law.
The Web site (excluding linked sites) is controlled by BlueFrog from its offices within Shanghai,China. By accessing this Web site, you agree that all matters relating to your access to, or use of, the Web site shall be governed by the statutes and laws ofShanghai, without regard to the conflicts of laws principles thereof. Any controversy, dispute or claim (whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether pre-existing, present or future) arising out of or relating to the Terms of Use or the Web site, including the Services (collectively the "Claim"), will be referred to and determined by a sole arbitrator (to the exclusion of the courts). Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against BlueFrog related to any Claim and, where applicable, you also agree to opt out of any class proceedings against BlueFrog. If you have a Claim you should give written notice to arbitrate at the email address in Section 8. Arbitration will be conducted by one arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in Shanghai, China. BlueFrog makes no representation that materials on this Web site are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this site from other locations do so on their own initiative and are responsible for compliance with local laws.
If there is a dispute between participants on the Web site, or any third party, BlueFrog is under no obligation to become involved. In the event that a Member has a dispute with one or more Members or a user of the Web site, such Member hereby releases BlueFrog, its officers, employees, agents, successors and assigns from claims, demands and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes.
15. Entire Agreement.
The Terms of Use constitutes the entire agreement between you and BlueFrog regarding your use of the Web site, including the Services, and supercedes any prior agreements between you and BlueFrog with respect to the subject matter contained herein. You may also be subject to additional terms and conditions that may apply when you use third party services, content or software made available on, or linked to, the Web site. The failure of BlueFrog to exercise or enforce any right or provision of the Terms of use shall not constitute a waiver of such right or provision.
16. Severability.
If any portion of the Terms of Use shall be held to be illegal, invalid or unenforceable under present or future laws, such provision shall be fully severable from the Terms of Use and the legality, validity, and enforceability of the remaining provisions contained herein shall not be in any way affected or impaired thereby.
17. Assignment.
BlueFrog may assign its rights and obligations under the Terms of Use to any party without your consent. The Terms of Use will inure to the benefit of B
