Terms of Use

PLEASE READ THESE TERMS OF USE ("Terms") CAREFULLY BEFORE USING THE SITE (the "Site")

THE SITE

By using the Site, you signify your binding agreement to these Terms. We reserve the right, in our sole discretion, to change, modify, add, or remove portions or all of these Terms at any time. Please check these Terms periodically for changes. Your continued use of the Site following the posting of changes to these Terms (including our "Privacy Policy") constitutes your binding acceptance of those changes.

Further, we may change any or all content on the Site, including, but not limited to, products, programs, and/or services described on or offered through the Site, without notice and without liability.

COPYRIGHT & LICENSES

All materials and content on the Site, including, but not limited to, images, illustrations, text, audio clips, and video clips, are protected by or consist of copyrights, trademarks, service marks, and/or other intellectual property rights ("Intellectual Property"). The Intellectual Property is governed and protected by United States and worldwide copyright, trademark, and/or other intellectual property laws and treaty provisions, privacy and publicity laws, and communications regulations and statutes. The Intellectual Property is owned or controlled by us or other parties that have licensed to us the right to use their Intellectual Property or the right to market their products and/or services (collectively the "IP Providers").

The Intellectual Property is provided solely for your personal, non-commercial use. You agree to abide by all additional copyright notices, information, or restrictions contained in any material or content on the Site. You may download any Intellectual Property solely for your personal, non-commercial use, consistent with these Terms, provided that you maintain all copyright and other notices contained in such Intellectual Property. You may not copy, reproduce, republish, upload, post, transmit, distribute, and/or exploit any Intellectual Property in any way (including by e-mail or other electronic means) without our prior written consent or that of the IP Providers. Modification of any Intellectual Property or use of any Intellectual Property for any other purpose is a violation of the copyrights, trademark rights, and other proprietary rights. The use of any Intellectual Property on any other site or networked computer environment, or maintaining unauthorized links to the Site, is prohibited by these Terms.

All software, applications, and modules (collectively, "software") used on the Site are proprietary to or licensed to us by other parties ("Software Providers", together with IP Providers, the "Providers"). You may not reproduce, reverse engineer, create derivative works of, reverse assemble or reverse compile, sell, lease, distribute, rent, assign, transfer, or modify any software on the Site.

The United States controls the export of products and information. You agree to comply with such restrictions and not to export or re-export the Intellectual Property to countries or persons prohibited under United States' export control laws. By using, copying, or downloading any portion of the Intellectual Property, you are representing that you are not in a country where such export is prohibited; that you are not on the US Commerce Department's Table of Denial Orders or the US Treasury Department's list of Specially Designated Nationals; and that you are not providing access to the Intellectual Property to any person similarly situated.

INFORMATION SENT FROM USERS

Content you send to us, as between the two of us, whether via e-mail, forms, messages, ideas, and/or suggestions, becomes our sole property and is transmitted at your sole risk. You hereby represent and warrant that you own or have the right to submit the foregoing to us. We will respond to customer service questions in accordance with our "Privacy Policy."

You are strictly prohibited from uploading to the Site any material that contains any virus, worm, "trojan horse," time bomb, or similar contaminating or destructive feature. Violators may be prosecuted to the maximum extent of the law.

CONTENT POSTED ON THE SITE

You understand and agree that we may review and delete any content, messages, photos or profiles (collectively, "Content") that in the sole judgment of UrbanExecs.com violate this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Members.

You are solely responsible for the Content that you publish or display (hereinafter, "post") on the Service, or transmit to other Members.

By posting Content to any public area of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to UrbanExecs.com an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing.

The following is a partial list of the kind of Content that is illegal or prohibited on the Website. We reserve the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Service and terminating the membership of such violators. It includes Content that:

. is patently offensive to the online community, such as Content that promotes racism, bigotry, hatred or physical harm
of any kind against any group or individual;
. harasses or advocates harassment of another person;
. involves the transmission of "junk mail", "chain letters," or unsolicited mass mailing or "spamming";
. promotes information that you know is false, misleading or promotes illegal activities or conduct that is abusive,
threatening, obscene, defamatory or libelous;
. promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer
programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or
providing pirated music or links to pirated music files;
. contains restricted or password only access pages, or hidden pages or images (those not linked to or from another
accessible page);
. provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal
information from anyone under 18;
. provides instructional information about illegal activities such as making or buying illegal weapons, violating
someone's privacy, or providing or creating computer viruses;
. solicits passwords or personal identifying information for commercial or unlawful purposes from other users; and
. engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter,
advertising, and pyramid schemes.

MEMBER DISPUTES

You are solely responsible for your interactions with other Members. We reserve the right, but have no obligation, to monitor disputes between you and other Members.

LEGAL RESPONSIBILITY

You are responsible for maintaining the confidentiality of your account information and your password, and for all activities that occur under your account and/or password. We do not knowingly sell any of our products or services to anyone under the age of 18. By using the Site, you represent that you are of sufficient legal age to use the Site, and create binding legal obligations for any liability incurred as a result of your use of the Site. If you become aware that an unauthorized person may have access to your password, you should change your password immediately and contact us.

The Site may contain links to sites that are not maintained by us. While we make every effort to include links to only those sites that are in good taste and safe for our visitors, we do not regularly review materials posted at such sites. These links are provided solely as a convenience to you. We do not necessarily endorse all of the materials appearing on such sites. We shall not be responsible for, and we make no representation regarding, the content on such sites. If you choose to link to any third-party site, you do so at your own risk.

PRIVACY

You have read our Privacy Policy, the terms of which are incorporated herein, and agree to such terms.

DISCLAIMER OF WARRANTIES

THE SERVICES AND MATERIALS PROVIDED BY THE SITE ARE PROVIDED "AS IS." TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE, AND OUR PROVIDERS OR DISTRIBUTORS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO: (1) IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE TO ANY OF THE SERVICES AND MATERIALS PROVIDED ON THE SITE; (2) ANY WARRANTIES THAT THE FUNCTIONS CONTAINED IN THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (3) ANY WARRANTIES REGARDING THE USE, OR RESULTS OF THE USE, OF THE SERVICES AND MATERIALS PROVIDED BY THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, TIMELINESS, OR OTHERWISE. YOU ALONE ASSUME ANY AND ALL COSTS ARISING IN CONNECTION WITH YOUR USE OF THE SITE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE, AND/OR OUR PROVIDERS OR DISTRIBUTORS, BE LIABLE FOR ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING ON THE SITE, OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, AUDIO, OR OTHER INFORMATION FROM THE SITE. IN NO EVENT SHALL WE, AND/OR OUR PROVIDERS OR DISTRIBUTORS, BE LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR LOST SAVINGS), WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, THAT ARISE OUT OF OR ARE IN ANY WAY CONNECTED WITH THE USE, OR THE INABILITY TO USE, THE SITE OR THE SERVICES OR MATERIALS ON THE SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR AGGREGATE LIABILITY, OR THAT OF OUR PROVIDERS OR DISTRIBUTORS, EXCEED THE TOTAL CHARGES SET FORTH IN THE ITINERARY GIVING RISE TO ANY SUCH LIABILITY. ANY CLAIM OR CAUSE OF ACTION ARISING FROM, OR RELATING TO, YOUR ACCESS AND USE OF, OR PURCHASE OF PRODUCTS AND/OR SERVICES FROM, THE SITE MUST BE BROUGHT WITHIN ONE (1) YEAR FROM THE DATE ON WHICH SUCH CLAIM OR ACTION AROSE OR ACCRUED OR PURCHASE WAS COMPLETED. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. YOUR USE OF THE SITE SHALL BE AT YOUR OWN RISK.

INTERNATIONAL USE

We make no representation that materials or services available on the Site are appropriate or available for use in locations outside the United States. Accessing materials and services available on the Site from territories where their contents are illegal is prohibited. Those who choose to access the Site from other locations do so on their own initiative and are responsible for complying with local laws.

TERMINATION

We reserve the right, in our sole discretion, and without liability, to terminate your access to all or part of the Site, with or without notice, for any reason or no reason.

INDEMNIFICATION

You shall defend and indemnify us, our Providers and Distributors, and each of their respective officers, directors, employees, and agents, from and against any claim, cause of action, or demand, including without limitation reasonable legal and accounting fees, brought by or on your behalf in excess of the liability described herein or by third parties as a result of your use of the Site.

ENTIRE AGREEMENT; GOVERNING LAW; VENUE; SEVERABILITY

This agreement, including any other terms and conditions referenced herein, constitutes the entire agreement with respect to this Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, with respect to this Site. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. These Terms shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to these Terms shall be filed only in the state or federal courts located in Los Angeles, California, and you hereby agree to consent and submit to the exclusive personal jurisdiction of such courts for the purposes of litigating any such action. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.