Action Radio Network User Agreement
This is an Agreement between Action Radio Network, Inc. and its affiliates,
successors, parents, subsidiaries, assigns, licensees, and designees
(collectively and individually, "Action Radio Network") and you, your
representatives, assigns and licensees (hereinafter collectively referred to as
"You"), pursuant to which You request and agree to, among other things, use the
services available on the Action Radio Network web service and website
(collectively, the "Site"). You agree to read this Agreement carefully before
using any of the services affiliated with the Site, and by using the Site and
the affiliated Services (as that term is defined in Action Radio Network's Terms
of Use, which is incorporated by reference herein), You acknowledge and agree
that You have read and shall abide by the terms and conditions set forth in this
Agreement and in Action Star Radio's Terms of Use (the "Terms of Use").
1. Registration and Compliance with the Terms of Use
In order to (i) create or host programs featuring audio-based content
(hereinafter referred to as "Action Radio Network Programs" or "Action Radio
Network Programming") for transmission via the Site, (ii) utilize the messaging
or "chat" systems available on the Site, or (iii) utilize any of the other
Services available on or in connection with the Site, You must first register
with Action Radio Network and provide all information requested. You acknowledge
and agree that your use of the Services as permitted is solely for personal,
noncommercial purposes (other than commercial use as may be expressly permitted
by BlogTalkRadio in a prior written agreement ), that You will not copy or
distribute any part of the Services in any medium unless such copying or
distribution is facilitated by Action Radio Network or effectuated via use of
Action Radio Network's mechanisms, and that You will not alter or modify any
part of the Services other than as may be reasonably necessary to use the
Services for their intended purpose and in accordance with this Agreement and
the Terms of Use. You further confirm and represent that You have read and
reviewed the Terms of Use and that You agree to be bound by the Terms of Use. To
the extent that the Terms of Use conflict or are inconsistent with any terms and
provisions set forth herein, the terms and provisions of this Agreement shall
govern.
2. Charges and Payments
As of the date hereof, unless You have subscribed to Action Radio Network's
Premium/Personal Plus Services (as defined in the Terms of Use, which
subscription shall be effectuated via your agreement to Action Radio Network's
Premium/Personal Plus Services Agreement), Action Radio Network will not charge
You or attempt to collect any fees for your non-commercial use of the basic
Services affiliated with the Site. Action Radio Network reserves the right,
however, to change this policy at any time and to charge fees on a term basis
for access to the Site and for your use of its basic Services. Action Radio
Network will notify You of any policy changes regarding fees, and the amounts to
be charged for access to the Site and use of its basic Services, by posting such
information on the Site. In addition, all terms and conditions regarding charges
and payments (as set forth in Paragraph 8 herein) shall apply.
At Action Radio Network's sole discretion, and as set forth in Action Radio
Network's Premium/Personal Plus Services Agreement, users of Action Radio
Network's Premium/Personal Plus Services may be charged fees associated with the
use thereof. Action Radio Network reserves the right to, in its sole discretion,
increase such fees and/or change its Premium/Personal Plus Services upon the
provision of seven (7) days' written notice to any user of such Premium or
Personal Plus Services.
3. Transmission of Broadcast Programs
At this time, Action Radio Network permits its users to set up host channels
("Host Channels") and create Broadcast Programs for transmission via Action
Radio Network's proprietary live broadcasting technology. From time to time,
Action Radio Network may introduce other methods by which You may create
Broadcast Blog Programs for transmission via the Site. You agree to comply with
all of Action Radio Network's Terms of Use, policies and rules, whether set
forth in this Agreement, posted on the Site or provided toYou individually.
These Terms of Use, policies and rules are subject to change from time to time
at Action Radio Network's sole discretion. You further agree to comply with the
following additional rules and regulations, with respect to all Broadcast
Programs created by you for transmission via the Site, including those
transmitted in the form of Action Radio Network's broadcasting tools and any
other methods currently used or introduced by Action Radio Network in the
future:
Any Broadcast Programs relayed by You to Action Radio Network from a web site or
other source owned and operated not by You but by a third party ("Derived
Programs") must be authorized by the owner(s) or licensees of the original
programs from which such Broadcast Programs are derived. In the event You choose
to create Derived Programs for transmission via the Site, You represent and
warrant that You have obtained all authorization necessary to allow such Derived
Programs to be transmitted to the public via the Site, including any necessary
licenses required under the Digital Millennium Copyright Act (the "DMCA"),
United States Copyright Law, and any other applicable copyright laws.
Software for use of the Site and transmitting Broadcast Programs will be made
available to You upon your acceptance of the terms and provisions of this
Agreement and the Terms of Use and upon logging onto the Site. Your use of such
software shall be subject to the terms and conditions of this Agreement and the
Terms of Use.
With respect to your archiving of Broadcast Programs on the Site, Action Radio
Network shall provide You with storage space on Action Radio Network's servers
at its sole discretion. Depending on the then-existing storage policies of
Action Radio Network, which will be specified on the Site, such storage space
may be made available with or without the imposition of fees. You agree not to
exceed whatever storage space, if any, that may be allotted to you by Action
Radio Network, which storage space may be modified by Action Radio Network at
any time in its sole discretion, subject only to other express terms posted on
the Site or specified elsewhere in this Agreement.
You agree not to post, upload, transmit to, or cause to be broadcasted via the
Site or to Action Radio Network's servers, through data upload or broadcasting
of audio content, any sound recordings, communications, text, graphics or other
information (collectively, "Material") that:
is obscene, indecent, offensive, libelous, pornographic, hateful, racially or
ethnically offensive, defamatory, unreasonably violent, threatening,
intimidating or harassing;
contains falsehoods or misrepresentations that could damage Action Radio Network
or any other person;
contains any viruses, Trojan horses, worms, or other disabling devices or
harmful components intended to damage, detrimentally interfere with,
surreptitiously intercept or expropriate any system, data or personal
information;
advocates or encourages any illegal activity;
infringes on the intellectual property or other legal rights of Action Radio
Network or others;
violates the privacy of others, including other users of the Site, or
impersonates another person;
gives rise to any civil liability or violates any applicable law, regulation,
treaty or tariff; or
violates the acceptable use policies of any networks, machines, or Services
which are accessed through Action Radio Network's network.
Action Radio Network, in its sole discretion, shall determine your compliance
with the foregoing prohibitions set forth in this subparagraph d, and reserves
the right to delete from the Site without prior notice any material that it
deems to be non-complying or otherwise objectionable for any reason or to take
any other action with respect to your Broadcast Programs, or any other material
posted by you on the Site.
The content on the Site, except material submitted by users of the Site,
including without limitation, the text, software, scripts, graphics, photos,
sounds, music, videos, interactive features and the like (collectively, the "BlogTalkRadio
Material"), and the trademarks, service marks and logos contained therein
("Marks"), are owned by or licensed to Action Radio Network, subject to
copyright and other intellectual property rights under United States and foreign
laws and international conventions. Content on the Site is provided to you AS IS
for your information and personal use only and may not be used, copied,
reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or
otherwise exploited for any other purposes whatsoever without the prior written
consent of the respective owners. Without limiting the generality of the
foregoing, You are not permitted to use the Marks in connection with "spam"
email messages or newsgroup postings. For the purposes of these Terms of Use,
"spam" has the meaning generally understood among Internet users, and includes
without limitation "unsolicited electronic mail advertisements". Action Radio
Network reserves all rights not expressly granted in and to the Site and the
Action Radio Network Material.
Your use of the Site may not impose an unreasonable or disproportionately large
load (as determined by Action Radio Network in light of the load imposed by
other users generally) on Action Radio Network's infrastructure. You may not use
any "bot" or other automated repetitive or iterative mechanism or the like to
gain any sort of benefit from Action Radio Network or any of its business
partners. You may not attempt to gain unauthorized access to the Action Radio
Network infrastructure or to interfere or disrupt the service. Unless Action
Radio Network grants You prior written permission to do so, You may not use the
service for any commercial purpose. You further agree not to solicit any users
of the Site for commercial purposes.
You agree to comply with all laws and regulations applicable to your use of the
Site and any materials you upload to, import onto or transmit via Action Radio
Network's servers.
You may not make available on any other website or in any other medium any
Broadcast Programs generated by or transmitted via the Site or Action Radio
Network's servers; notwithstanding the foregoing, however, you may make
Broadcast Programs that you have created available on web sites that are wholly
owned and controlled by You. Any links directing users of the Site to the audio
files associated with any Broadcast Programs must be links provided to You by
Action Radio Network; as such, direct linking/embedding of audio files by You is
not allowed. Action Radio Network reserves the right to protect its business and
thus users of the Site who attempt to bypass the Action Radio Network home page
will have all of their content (audio, video, flash, images, etc.) removed from
the Site at Action Radio Network's sole discretion. Users who violate this
regulation may also be blocked from recording, uploading or playing any further
content across Action Radio Network's network of sites. A conspicuous link back
to http://www.actionradio.net must be placed on any site on which any Action
Radio Network users embed images or the audio files associated with any
Broadcast Programs. Action Radio Network reserves the right to disable direct
linking on user accounts that are using excessive bandwidth or otherwise abusing
the system.
You will be exclusively responsible for the entire content of each Broadcast
Program created or hosted by you or under your authority, including the content
that You generate as well as any content contributed in any manner by any guest
or caller.
4. License
With respect to your Broadcast Programs, you grant Action Radio Network a
royalty-free, non-exclusive, perpetual right and license throughout the world to
transmit, perform publicly, display publicly, perform digitally, distribute and
syndicate your Broadcast Programs in whole or in part, for any and all purposes,
to the extent permitted by law, and the right to grant to third parties the
right to do any or all of the foregoing. Without limiting the foregoing
provisions of this paragraph 4, Action Radio Network shall have a royalty-free,
non-exclusive, perpetual right and license throughout the world to transmit and
permit its end users, and other internet web site operators and their end users,
to access your Broadcast Programs via the Site and any other web sites. Action
Radio Network shall not be liable for any unauthorized uses of your Broadcast
Programs by end users or any other third parties.
5. Advertising and Revenue-Sharing Opportunities.
General Terms and Conditions. You acknowledge and agree that Action Radio
Network may:
(i) serve banner advertisements, audio advertisements and other forms of
advertisements and promotions in connection with your Broadcast Programs or Host
Channel;
(ii) derive sponsorship revenue, commissions, syndication fees, and other forms
of revenue based on or in connection with your Broadcast Programs and/or Host
Channel;
(iii) include your user name and descriptions of your Broadcast Programs and/or
Host Channel in a directory on the Site and in promotions associated with the
Site; and
(iv) in cases where your Broadcast Programs are performed via an audio player
that has the ability to display visual material, display Action Radio Network
visual material simultaneously with the delivery of your Broadcast Programs to
the extent permitted by law.
You agree not to block, delete or otherwise interfere with Action Radio
Network's ability to display advertising or sponsored content on, or related to,
the Site and/or your Broadcast Programs. You agree that Action Radio Network has
the right to place and conduct all advertisements, sponsorships and promotions
in connection with your Broadcast Programs and/or Host Channel, and to collect
all forms of commissions and other revenue associated therewith, without
compensation to you of any kind, except as expressly provided below. The timing,
frequency, placement and extent of advertising, sponsorships and promotions by
Action Radio Network in connection with your Broadcast Programs and/or Host
Channel is subject to change and shall be determined by
Action Radio Network in its sole discretion. You acknowledge and agree that
unless Action Radio Network agrees otherwise in a prior written agreement, You
may not incorporate any advertising, or conduct any other paid sponsorship or
promotional activities of any kind or nature, in or in connection with your
Broadcast Programs or Host Channel. In the event that You and Action Radio
Network enter into an agreement allowing you to secure sponsors and/or
advertisers in connection with Your Broadcast Programs and/or Host Channel, You
will be entitled to collect commissions and revenues in connection with such
sponsors and/or advertisers as agreed to by all parties.
Advertisement Insertion. Action Radio Network will display hyper-linked
advertisements ("Ads") on in connection with the transmission of your Broadcast
Programs, Host Channel and audio player, and/or will play audio advertisements
before, during or after your live show, and/or will insert advertisements
before, during or after your archived audio. Each time a user of the Site clicks
on one of the Ads ("Ad Clicks"), or one of the Ads appears via a visual or audio
impression served by Action Radio Network ("Ad Impressions"), as applicable, you
will be eligible to earn money. You acknowledge and agree that Action Radio
Network may embed or serve with any audio content: (i) advertisement insertion
software provided either by Action Radio Network (the "Action Radio Network Ad
Insertion Software") or a third party; and (ii) third party and/or Action Radio
Network-provided hyper-linked Ads. Action Radio Network uses the tag information
and the Action Radio Network Ad Insertion Software to track and measure Ad
Clicks and Ad Impressions.
Implementation and Operation of Ads. All Ads served in connection with your
Broadcast Programs, Host Channel or audio content shall be displayed to
listeners of your live stream or archived audio files on the Site in standard
formats as offered generally by Action Radio Network from time to time.
Ownership.You expressly acknowledge and agree that Action Radio Network or its
licensees shall own all right, title and interest in and to the Action Radio
Network Ad Insertion Software and all related technology, services, algorithms,
search engines and search indices, including, without limitation, all
intellectual property rights therein, and that you will not acquire any right,
title or interest in or to the Action Radio Network Ad Insertion Software,
except as expressly set forth in this Agreement. You will not create or attempt
to create a substitute or similar service or product through use of or access to
the Action Radio Network Ad Insertion Software or confidential information
related thereto.
Communications Solely With Action Radio Network. You will direct any
communications relating to any third-party advertisements exclusively to
BlogTalkRadio and not to the advertisers. No other communications from
advertisers or other third parties will be binding on Action Radio Network or
will otherwise affect this Agreement.
Action Radio Network Revenue Sharing Program. Subject to your compliance with
the terms and conditions of this Agreement, and your registration with and
acknowledgment to Action Radio Network that you wish to participate in the
Action Radio Network revenue share program, Action Radio Network will pay you
from thirty-five to fifty percent (35% to 50%), at Action Radio Network's sole
discretion, of the revenue Action Radio Network receives from the applicable
advertising sponsors or service providers, derived from valid Ad Clicks and Ad
Impressions of the Ads displayed in connection with your Broadcast Programs,
your Host Channel or audio player, less any third-party service fees, refunds or
credits due to the advertising sponsors or service providers, merchant card
fees, ad-serving fees, campaign referral fees, affiliate payments and other
related expenses.
Payment Terms. Amounts You have earned pursuant to the terms of this Agreement
under the Action Radio Network Revenue Sharing Program will be determined solely
by Action Radio Network based upon data-regarding Ad Clicks, Ad Impressions,
conversions and other applicable metrics collected by and/or supplied to Action
Radio Network. Payments earned as a result of valid Ad Clicks and Ad Impressions
displayed in connection with your Broadcast Programs and/or Host Channel will
accrue in United States currency and be posted to your Action Radio Network
account (the "Account"). Generally, accrued payments will be available for
withdrawal or transfer:
(i) forty-five (45) days after the end of the month in which the applicable Ad
Clicks and/or Ad Impressions have been processed (although Action Radio Network
will not be liable for damages resulting from any failure to post payments to an
Account within such time period); and
(ii) when such accrued payments total at least twenty dollars ($20). You will
not be entitled to receive interest on any payments made to your Account. Except
as otherwise provided in paragraph 5.h below, payments will remain in your
Account until: (a) You transfer such amounts to a PayPal account or other
payment system acceptable to Action Radio Network; (b) You direct Action Radio
Network in writing to distribute such payments to a designated Action Radio
Network account or other payment system acceptable to Action Radio Network; or
(c) Action Radio Network exercises its options to terminate this Agreement under
Section 7 below. If you dispute Action Radio Network's calculation with respect
to amounts owed to you, Action Radio Network will use reasonable efforts to
resolve that dispute in good faith, but Action Radio Network's resolution will
be final. You will be responsible for keeping your Account information current,
and Action Radio Network will have no liability for failure to hold or deliver
payments that result from inaccurate Account information. You are responsible
for and agree to pay all applicable taxes or charges imposed by any government
entity in connection with your participation in the Action Radio Network Revenue
Share Program.
Action Radio Network may change its pricing and/or payment structure at any
time.
Exceptions. Action Radio Network will have no obligation to pay any amounts, and
is permitted to deduct any amounts posted to an Account, determined by Action
Radio Network in its sole discretion to have resulted from: (i) invalid Ad
Clicks or Ad Impressions generated by any person, bot, automated program or
similar device, as reasonably determined by Action Radio Network, including,
without limitation, through any clicks or impressions originating from your IP
addresses or computers under your control, solicited by payment of money, false
representation or request for end users to click on Ads, or Ad Clicks co-mingled
with a significant number of invalid clicks; (b) content that breaches any term
of this Agreement or the Action Radio Network Terms of Use for any applicable
pay period; or (c) fraudulent, misleading or false activities.
Action Radio Network reserves the right to withhold or deduct payment, or
suspend or otherwise disable your Account, pending Action Radio Network's
reasonable investigation of any of the foregoing or any breach of this Agreement
by you, or in the event that an advertiser whose Ads are displayed in connection
with your Content defaults on payment for such Ads to Action Radio Network.
Placement of Action Radio Network Widget and Player on Other Websites/Blogs. In
order to participate in Action Radio Network's Revenue Sharing Program, You
agree to place on any web sites or blogs that are owned and/or controlled by You
the Action Radio Network player and/or widget.
6. Representations and Warranties
In addition to any other representations and warranties contained herein, You
represent and warrant that:
You have full right and power to enter into and perform this Agreement, and have
secured all third-party consents necessary to enter into this Agreement; All
factual assertions that You have made and will make to Action Radio Network are
true and complete;
You are of the age of majority and have the full and complete right to agree to
the terms contained in this Agreement; Neither your Broadcast Programs nor any
parts thereof defame any third parties, constitute impermissible hate speech or
otherwise violate any rights of free speech of any third parties; Neither your
Broadcast Programs nor any parts thereof infringe upon the copyright or any
other statutory or common-law intellectual property rights (including, without
limitation, trademark, service mark, and trade name rights), proprietary rights
(including without limitation trade secrets), or rights of privacy or publicity
of any third party;
You own or have the necessary licenses, rights, consents, and permissions to use
and to authorize Action Radio Network to use all patent, trademark, trade
secret, copyright or other proprietary rights in and to any and all Broadcast
Programs and the content thereof to enable inclusion and use of the same in the
manner contemplated by the Site and these Terms of Service; You have the written
consent, release, and/or permission of each and every identifiable individual
person included in the content of your Broadcast Programs to use the name or
likeness of each and every such identifiable individual person to enable
inclusion and use of the same in the manner contemplated by the Site and these
Terms of Service;
With respect to each musical recording uploaded by you to Action Radio Network,
either you own or control all rights in any such sound recording;
You understand that when using the Site, you will be exposed to Broadcast
Programs and other content from a variety of sources, and that Action Radio
Network is not responsible for the accuracy, usefulness, safety, or intellectual
property rights of or relating to such Broadcast Programs and the content
thereof. You further understand and acknowledge that you may be exposed to
Broadcast Programs and other content that are inaccurate, offensive, indecent,
or objectionable, and You agree to waive, and hereby do waive, any legal or
equitable rights or remedies you have or may have against Action Radio Network
with respect thereto, and agree to indemnify and hold Action Radio Network, its
owners, operators, affiliates, and/or licensors, harmless to the fullest extent
allowed by law regarding all matters related to your use of the Site.
7. Termination
Action Radio Network reserves the right to terminate this Agreement immediately
and without notice for any or no cause, at any time. Without limiting the
preceding sentence, Action Radio Network may terminate your access to the Site
immediately and without notice if: (a) you breach this Agreement; (b) you
infringe the intellectual property rights of any third party in connection with
your use of the Site; (c) Action Radio Network is unable to verify or
authenticate any information you provide to it; (d) any material uploaded or
transmitted by you to or via the Site violates any applicable laws; or (e) you
use any Services available on the Site for any improper purpose.
8. Refund and Cancellation Policy
In the event that Action Radio Network modifies its existing fee policies, and
fees for the Services are charged to You by BlogTalkRadio on a monthly or other
term basis, there will be no refunds for current, paid service after three (3)
days of which service has been rendered in any given term. If You would like to
cancel your service at the end of any given paid term, You must provide at least
thirty (30) days prior written notice to BlogTalkRadio or your service will
automatically extend and you will be billed for an additional term of the same
length as your previous term. Written notice of cancellation must be E-mailed
to:
Action Radio Network, Inc. khouston4@cfl.rr.com . No refunds will be paid on
current paid service, prepaid services, setup fees, upgrade fees, rush charges
or change fees. You may request a refund in writing at the above address or by
email to khouston4@cfl.rr.com within three (3) days of purchase of any Action
Radio Network services. Action Radio Network may choose, but is not obligated,
to issue a refund on a case by case basis. Action Radio Network may choose, but
is not obligated, to offer prorated credits toward new service upon change or
upgrade to existing pre-paid services.
9. Further Actions Necessary
You agree to sign such other and further documentation as may be required by
Action Radio Network in its sole discretion to effectuate the grant of rights
and releases contemplated herein. You further agree, promptly upon the request
of Action Radio Network, to produce any and all documents and other evidence
related to your rights to create your Broadcast Programs for transmission via
the Site.
10. Adequacy of Consideration
You understand and agree that the consideration specifically recited in this
Agreement is the complete and total consideration due to You from Action Radio
Network, and You shall not look to Action Radio Network for any compensation or
further consideration of any kind.
11. Assignment.
This Agreement may be assigned by Action Radio Network. Action Radio Network
may, without your consent, assign this Agreement to (i) a parent, subsidiary,
affiliate, division or corporation controlling, controlled by or under common
control with Action Radio Network; (ii) a successor corporation related to
Action Radio Network by merger consolidation, bankruptcy reorganization or
government action; or (iii) a purchaser of substantially all of Action Radio
Network's assets. In the event that such assignment occurs, Action Radio
Network, its successors, or assigns may terminate this Agreement by giving
immediate written notice to You. Notwithstanding such termination, the
indemnities, warranties and representations set forth herein shall remain in
full force and effect.
12. Choice of Law; Venue; Dispute Resolution
The interpretation and enforcement of this Agreement shall be governed by the
laws of the State of New York, without recourse to its conflicts of laws
principles. You and Action Radio Network agree that any and all disputes arising
out of or related to this Agreement shall be resolved solely through binding
arbitration pursuant to the provisions of this paragraph 12 and the then-current
rules of the American Arbitration Association (to the extent not inconsistent
with this paragraph 12). Any arbitration arising out of or related to this
Agreement shall be held in the Borough of Manhattan in the City and State of New
York, before one independent arbitrator agreed upon by both parties. Any
arbitration will be final and binding, and the arbitrator's order will be
entered and enforceable in any court of competent jurisdiction. The arbitrator
will be chosen within thirty (30) days of the date that any issue is submitted
to arbitration (the "Submission Date"), discovery (if any) will be completed
within sixty (60) days after the Submission Date, the arbitration hearing will
occur within ninety (90) days after the Submission Date, and the arbitrator must
render his or her decision, in writing, within thirty (30) days after the
conclusion of the arbitration hearing.
13. Remedy
Your sole remedy for any breach of this Agreement by Action Radio Network shall
be the commencement of an arbitration proceeding for money damages, if any. In
no event shall you be entitled to injunctive or other equitable relief based on
any act or omission of Action Radio Network, or any breach of this Agreement by
Action Radio Network.
14. Entire Agreement
This Agreement constitutes the entire understanding of the parties with respect
to the subject matter hereof. There are no understandings, agreements,
conditions or representations, oral or written, express or implied, with
reference to the subject matter hereof, that are not merged herein, expressly
referenced herein, or superseded hereby.
15. Independent Contractor
Nothing contained in this Agreement shall be construed as creating any agency,
partnership, joint venture or other form of joint enterprise between You and
Action Radio Network.
16. Severability
The provisions of this Agreement are independent of each other and the
invalidity of any provision or a portion thereof shall not affect the validity
or enforceability of any other provision. In the event that any particular
provision is found to be invalid or unenforceable, such provision shall be
deemed to have been replaced with a valid and enforceable provision that
approximates as closely as possible the intent of the parties as reflected in
the original provision.
17. No Waiver
Any delay or failure on the part of Action Radio Network to enforce any rights
hereunder to which it may be entitled shall not be construed as a waiver of the
right and privilege to do so at any subsequent time.
18. Indemnification
You indemnify and hold harmless Action Radio Network, and the officers,
directors, employees, partners, principals, agents and representatives of Action
Radio Network, from, against and in respect of any and all demands, claims,
actions, causes of action, liabilities, losses and expenses, including
reasonable attorneys' fees, arising out of or relating to (a) your participation
in or use of the Site or any of the websites, facilities, software, transmission
capabilities, or Services of Action Radio Network; (b) any breach by You of any
covenant, representation or warranty made by you in this Agreement; (c) any
claims that your Broadcast Programs or other use of the Site violates the
intellectual property rights of any third parties, defames any third parties,
constitutes impermissible hate speech or otherwise violates any rights of free
speech or any other rights of any third parties; and (d) any portion of the
content of any Broadcast Program created or hosted by You or under your
authority, including the content that You generate as well as any content
contributed in any manner by any guest or caller on any Broadcast Program
created or hosted by you or under your authority. This defense and
indemnification obligation will survive any termination of this Agreement and
your use of the Site.
19. Survival
All provisions which must survive in order to give effect to their meaning shall
survive any expiration or earlier termination of this Agreement, including,
without limitation all of your representations, warranties and indemnification
obligations.
20. Disclaimer of Warranties; Limitation of Liability
THE SERVICES, INFORMATION, CONTENT, AUDIO TRANSMISSIONS OR OTHER DATA OF ANY
KIND OR NATURE MADE AVAILABLE AT THE SITE (COLLECTIVELY, "INFORMATION") ARE
PROVIDED "AS IS", AND ALL REPRESENTATIONS AND WARRANTIES, EITHER EXPRESS OR
IMPLIED ARE DISCLAIMED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF TITLE,
NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ACTION
RADIO NETWORK MAKES NO WARRANTY, REPRESENTATION OR GUARANTY AS TO THE CONTENT,
SEQUENCE, ACCURACY, TIMELINESS OR COMPLETENESS OF THE SITE OR THE INFORMATION OR
THAT THE INFORMATION MAY BE RELIED UPON FOR ANY REASON. ACTION RADIO NETWORK
MAKES NO WARRANTY, REPRESENTATION OR GUARANTY THAT USE OF THE SITE, THE SERVICES
OR THE INFORMATION WILL BE UNINTERRUPTED, SECURE, VIRUS-FREE OR ERROR-FREE OR
THAT ANY DEFECTS CAN BE CORRECTED. YOU SPECIFICALLY ACKNOWLEDGE THAT ACTION
RADIO NETWORK SHALL NOT BE LIABLE FOR CONTENT SUBMITTED BY USERS OF THE SITE OR
THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE
RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
WITHOUT LIMITING THE FOREGOING PROVISIONS OF THIS SECTION 4, ACTION RADIO
NETWORK SHALL HAVE NO LIABILITY FOR ANY LOSSES OR INJURIES, WHETHER IN CONTRACT,
TORT, WARRANTY OR OTHERWISE, OR FOR ANY LOST PROFITS OR DIRECT, INDIRECT,
SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING, IN WHOLE OR IN PART, FROM:
Action Radio Network's actions, omissions or negligence, or for contingencies
beyond its control, in procuring, compiling, or delivering the Information, the
Site or the Services;
any errors, omissions, or inaccuracies in the Information regardless of how
caused, or delays or interruptions in delivery of the Information;
any decision made or action taken or not taken in reliance upon the Information
furnished in connection with the Site, whether such Information is posted;
your use of, or reliance on the Information, or from the use by You of the
Internet generally;
your use of, or the inability to use, the Services or the Site, even if Action
Radio Network, Inc has been advised of the possibility of such damages;
any unauthorized access to or use of Action Radio Network's servers and/or any
and all personal information and/or financial information stored therein; and
any bugs, viruses, Trojan horses, or the like, which may be transmitted to or
through the Site by any third party;
Notwithstanding any provision of these Terms of Use to the contrary, Action
Radio Network's total liability to you is limited to credit for services
rendered.
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