Effective Date: September 1, 2016
2. Registration. As a condition of using the Products, you may be required to register with Lynx and select a password and user name ("Lynx User ID"). You represent that you are not a person barred from receiving Lynx products or services under the laws of the United States or other applicable jurisdictions. You represent that the information you provide to us is accurate, complete, and up to date.
In addition, you may be able to access the Products through a third party service that provides a gateway to the Products, in which case you may have a separate, additional account relationship with that third party. The relationship with the third party in no way modifies, lessens or alters your obligations under this Agreement. Access to the Products through third party services may be available or discontinued at our discretion. You acknowledge that we are not liable for the acts or omissions of these third parties, which are not the partner or representative of Lynx and are not endorsed or controlled by us.
Use of the Products is void where prohibited. The Products are intended solely for users who are eighteen (18) years of age or older. Any registration by, use of or access to the Products by anyone under 18 is unauthorized, unlicensed and in violation of this Agreement. By using the Products, you represent and warrant that you are 18 or older, and that you agree to and will abide by all of the Terms and conditions of this Agreement
3. Restrictions and Termination. Failure to abide by the requirements of this Agreement shall constitute a breach of this Agreement, which may result in immediate termination of any of your Lynx user accounts and your ability to use the Products. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Products.
You may not: (a) select or use as a Lynx User ID a name of another person with the intent to impersonate that person; (b) use as a Lynx User ID a name subject to any rights of a person other than you without appropriate authorization; or (c) use as a Lynx User ID a name that is otherwise offensive, vulgar or obscene. Lynx reserves the right to refuse registration of, or cancel a Lynx User ID in its sole discretion. You shall be responsible for maintaining the confidentiality of your Lynx password. The Products are available only to individuals who are at least 18 years old, whether acting on their own behalf or as an authorized employee or representative of a corporation or other business entity. If you do not so qualify, do not attempt to register for or use the Products.
4. User Conduct. You represent and warrant that you will not use the Products to:
- Upload, post, email, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable.
- Abuse, harass, threaten, impersonate or intimidate other Lynx end users.
- Exploit anyone in a sexual or violent manner.
- Solicit personal information from anyone under 13.
- Engage in any activity that exploits, harms, or threatens to harm children or minors in any way.
- Forge headers or otherwise manipulate identifiers to disguise the origin of any content transmitted through the Products, or attempt to impersonate another user, person or entity.
- Upload, post, email, transmit or otherwise make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
- Post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any Lynx end user.
- Create or send unsolicited email or other electronic communications.
- Upload, post, email, transmit or otherwise make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party.
- Upload, post, email, transmit or otherwise 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.
- Submit stories or comments linking to affiliate programs, multi-level marketing schemes, websites/blogs repurposing existing stories (source hops), or off-topic content.
- Advertise to, or solicit, any user to buy or sell any products or services. It is also a violation of these rules to use any information obtained from the Products to contact, advertise to, solicit, or sell to any user without the user’s prior explicit consent.
- Intentionally or unintentionally violate any applicable local, state, national or international law. If you are an international user, you agree to comply with all local laws regarding online conduct and acceptable content.
Additionally, you agree that you will not: (a) take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on Lynx infrastructure; (b) interfere or attempt to interfere with the proper working of the Products or any activities conducted with or on the Products; (c) bypass any measures Lynx may use to prevent or restrict access to the Products, or (d) use any robot, spider, scraper or other automated means to access the Products for any purpose.
5. Disclaimers Regarding Links. The Products may contain links to third-party websites, resources or data. You acknowledge and agree that we are not responsible or liable for: (a) the availability or accuracy of such third-party websites, resources or data; or (b) the content, products, or services on or available from such websites, resources or data. You also acknowledge sole responsibility for and assume all risk arising from the use of any such websites, resources and data. This Agreement does not apply to third party websites, including without limitation, the content of and your activity on such websites.
6. Surveys and Feedback. We may periodically present you with surveys or solicit your opinion about the Products or our services. You acknowledge that your participation in these types of programs is completely voluntary. By submitting opinions, suggestions, feedback, images, documents, and/or proposals to us through these surveys, any suggestion or feedback webpages, or through any other communication with Lynx, you acknowledge and agree that: (a) the suggestions or feedback you provide will not contain confidential or proprietary information; (b) we are not under any obligation of confidentiality, express or implied, with respect to the suggestions and feedback you provide; (c) we shall be entitled to use or disclose (or choose not to use or disclose) the suggestions and feedback you provide for any purpose, in any way, in any media worldwide (without disclosing your identity); (d) we may have similar ideas to the suggestions and feedback you provide already under consideration or in development; (e) the suggestions and feedback you provide will automatically become our property without any obligation to you; and (f) you are not entitled to any compensation or reimbursement of any kind from us under any circumstances. Note that individual responses to Lynx surveys will not be published; survey results, if used, will be reported as collective information without containing personally identifiable information.
7. User Content. You acknowledge that we do not control any information, user comments, data, text, software, music, sound, photographs, graphics, video, messages, tags, images, illustrations, software, audio clips and video clips or other materials, or any suggestions, comments or other feedback about the Products provided by users ("User Content"), whether publicly posted or privately transmitted. You also acknowledge that we reserve the right, but have no obligation, to monitor User Content, and, as such, we do not control or guarantee the accuracy, integrity or quality of User Content. You acknowledge that by using the Products, you may be exposed to User Content that is offensive, indecent or objectionable. Under no circumstances will we be liable in any way for any User Content, including, but not limited to, any errors or omissions in any User Content, or any loss or damage of any kind incurred as a result of the use of any User Content posted, transmitted or otherwise made available via the Products. You will have the option to allow your User Content to be shared, but if you select this option, you understand that your User Content will be visible to all other end users on your Local Area Network (“LAN”). Nonetheless, Lynx reserves the right to monitor and/or limit any User Content provided by a User on the Products.
Lynx retains ownership of User data, regardless of any intellectual property rights in User Content. You agree that even though you may retain certain copyright or other intellectual property rights with respect to User Content that is submitted on the Products, you do not own any data Lynx on its servers (including without limitation any data representing or embodying any or all of your User Content, even if a local copy is on hardware not at your location). Your intellectual property rights in any User Content, if any, do not confer any rights of access to the Products or any rights to data stored) by or on behalf of Lynx.
8. License to and Representations about User Content You Contribute. By creating and posting User Content on the Products you represent and warrant that you own or have sufficient rights to post or transmit your User Content on or through the Products. We will not acquire an ownership interest in your User Content, but will acquire the following non-exclusive license: by posting User Content you grant Lynx a perpetual, non-exclusive, fully-paid, royalty-free, sublicensable and worldwide license to use, modify, create derivative works of, publicly perform, publicly display, reproduce and distribute your User Content in connection with the Products, our business or the promotion thereof in any media formats and through any media channels now known or hereafter devised.
You further agree that: (a) you are solely responsible for understanding all copyright, patent, trademark, trade secret and other intellectual property or other laws that may apply to your User Content hereunder, (b) you are solely responsible for, and Lynx will have no liability in connection with, the legal consequences of any actions or failures to act on your part while using the Products, including without limitation any legal consequences relating to your or any other person’s intellectual property rights or Proprietary Information; and (c) Lynx’s acknowledgement hereunder of your intellectual property rights in your User Content does not constitute a legal opinion or legal advice, but is intended solely as an expression of Lynx’s intention not to require Users of the Products to forego certain intellectual property rights with respect to User Content they submit to the Products, subject to the terms of this Agreement.
9. Removal of User Content. We may remove any User Content and suspend or terminate any Lynx accounts at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such User Content), or for no reason at all. We may also impose limits on certain features and services or restrict your access to parts or all of the service or User Content without notice or liability. You are solely responsible for your interactions with other end users of the Products.
10. Our Intellectual Property Rights and your Limited Use Right. The Products and their contents, including, without limitation, the text, information, material, software and graphics contained in or on the Products, are the intellectual property of Lynx or its licensors and are protected by applicable copyright, trademark and proprietary rights, laws and treaties. Lynx, Twonky, SmartLynx, their logos, and associated tag lines are trademarks of Lynx, which may be registered in some jurisdictions. We make no proprietary claim to any third-party names, trademarks or service marks appearing on the Products. All other trademarks used are owned by their respective owners. The Products and their contents may not be copied, reproduced, modified, published, uploaded, downloaded, posted, transmitted, or distributed in any way, without our prior written permission, however, upon registration and your acceptance of this Agreement, we grant to you a limited non-exclusive license to install the Products on your device and use the Products and their contents for your own personal, non-commercial, internal use in accordance with this Agreement. You may not (a) modify the Products or their contents or use them for any commercial purpose, or any other public display, performance, sale, or rental; (b) decompile, reverse engineer, or disassemble software materials included in the Products; (c) remove any copyright notice or other proprietary notices from the Products; or (d) transfer the Products or their contents to another person. We may, but are not obligated to, periodically provide updates to the Products to resolve bugs or, add features and functionality. No part of the Products, their contents, any form or document may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal, not-for profit use. You do not acquire any ownership rights to the Products or to any contents therein. All rights not expressly granted herein are reserved by us.
11. DMCA, Copyright and Other Complaints. We promote respect for the intellectual property rights of others in all of our business endeavors and strictly prohibit end users from uploading infringing content to the Products. We may, in our sole discretion, remove content that appears to infringe on the intellectual property rights of others. It is Lynx policy to respond to and investigate claims of copyright and other intellectual property infringement. We have a policy of terminating access of users who are repeat infringers in appropriate circumstances.
DMCA Notification. You may notify Lynx of alleged copyright infringement in accordance with the Digital Millennium Copyright Act (the “DMCA”). We will respond expeditiously to notices of alleged infringement sent pursuant to the DMCA.
In order to notify us of a copyright infringement claim pursuant to the DMCA, you must include:
- a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Products are covered by a single notification, a representative list of such works;
- a description of the material that is claimed to be infringing or to be the subject of infringing activity, and information reasonably sufficient to permit us to locate the material, including a URL address;
- your address, telephone number, and, email address;
- a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- statement made under penalty of perjury by you that the information in the notification is accurate, and that you are authorized to act on behalf of the owner of the copyright involved.
The notice described above should be sent to our designated copyright agent at firstname.lastname@example.org
Please note that in order to facilitate resolution of the dispute, we may provide your contact information to the user or entity that posted the content that you are reporting; or in the event that you are the alleged infringer and provide a counter-notice, to the user or entity that filed the original claim. We may also provide your information in connection with a claim under this Section to www.chillingeffects.org/. Please also note that you may be liable for damages (including costs and attorneys' fees) if you knowingly and materially misrepresent that material or an activity is infringing your copyright.
In accordance with the DMCA and other applicable law, Lynx has adopted a policy of terminating, in appropriate circumstances and at Lynx’s sole discretion, end users who are deemed to be repeat infringers. Lynx may also at its sole discretion limit access to the Products of any end users who infringe any intellectual property rights or who disclose Proprietary Information of others, whether or not there is any repeat infringement or disclosure. Any amounts that may otherwise be or may become due from Lynx to any end user who has submitted User Content that infringes any intellectual property rights or discloses proprietary information of any other person is subject to forfeiture, at the sole discretion of Lynx.
12. Disputes Between End Users
As a condition of access to the Products, you release Lynx (and Lynx’s shareholders, affiliates, directors, officers, subsidiaries, employees, and agents) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute you have or claim to have with one or more end users of the Products; including, without limitation, any claim that another end user infringes upon your intellectual property rights in any User Content that you may provide. You further understand and agree that: (a) Lynx will have the right but not the obligation to resolve disputes between end users relating to the Products, and Lynx’s resolution of any particular dispute does not create an obligation to resolve any other dispute; (b) to the extent Lynx elects to resolve such disputes, it will do so in good faith based solely on the general rules regarding the Products and this Agreement; (c) Lynx’s resolution of such disputes will be final with respect to the Products but will have no bearing on any real-world legal disputes in which end users of the Products may become involved; and (d) you hereby release Lynx (and Lynx’s shareholders, affiliates, directors, officers, subsidiaries, employees, and agents) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with Lynx’s resolution of disputes relating to the Products.
When using the Products, you may accumulate Product Content, objects, items, scripts, or other value or status indicators that reside as data on our servers. THIS DATA, AND ANY OTHER DATA RESIDING ON LYNX’S SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN LYNX’S SOLE DISCRETION.
YOU ACKNOWLEDGE THAT, NOTWITHSTANDING ANY COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHTS YOU MAY HAVE WITH RESPECT TO USER CONTENT YOU POST ON THE PRODUCTS, AND NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH USER CONTENT OR OTHER DATA BY YOU OR ANY THIRD PARTY, LYNX DOES NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIMS (SUBJECT TO ANY UNDERLYING INTELLECTUAL PROPERTY RIGHTS IN THE USER CONTENT OR SITE CONTENT), ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON OUR SERVERS.
YOU UNDERSTAND AND AGREE THAT LYNX HAS THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE ANY PRODUCT CONTENT (INCLUDING YOUR USER CONTENT) IN WHOLE OR IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR WITHOUT NOTICE AND WITHOUT ANY LIABILITY OF ANY KIND.
14. Social Media. If you access Facebook, Twitter, or similar social media applications using the Products, please note that in doing so, you authorize us to retrieve information from such applications and websites, such as, without limitation, photos, albums, and friend information, to allow you to access this information when you request it.
15. Alpha and Beta Release Versions. In the event that all or any portion of the Products is identified as an alpha or beta release version (“Alpha Version” or "Beta Version"), the terms of this paragraph will apply in addition to the other terms of this Agreement. The Alpha Version or Beta Version may contain more, fewer, or different features than are contained in the commercial release corresponding to the Alpha Version or Beta Version that we intend to or do distribute. We reserve the right at any time not to release a commercial version corresponding to the Alpha Version or Beta Version, or if we do release such a commercial version, to alter features, specifications, capabilities, functions, licensing terms, release dates, general availability, or other characteristics of such commercial release. You acknowledge and understand that the Alpha Version and Beta Version may contain errors affecting its proper operation and is provided to you AS IS. A primary purpose of an Alpha Version or Beta Version is to obtain feedback on the Product’s performance and the identification of defects.
16. Disclaimer of Warranty. THE PRODUCTS AND RELATED SERVICES ARE PROVIDED ON A STRICTLY “AS IS” BASIS, AND ARE ACCEPTED BY YOU AT YOUR OWN RISK. LYNX HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. UNLESS OTHERWISE STATED BY LYNX IN WRITING ON THE PRODUCTS, ALL SALES MADE BY LYNX ARE FINAL, AND MADE WITHOUT ANY GUARANTEE, AND THERE WILL BE NO REFUNDS FOR ANY REASON.
17. The Children’s Online Privacy Protection Act (“COPPA”). COPPA requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Products or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at email@example.com.
18. Limitation of Liability. IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING ANY LOST PROFITS, LOST DATA, OR LOST SAVINGS, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY EVEN IF LYNX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states do not allow the exclusion or limitation of special, incidental, or consequential damages, so the above exclusion or limitation may not apply to you.
19. Indemnification. You agree to defend, indemnify and hold us harmless from and against any and all claims, damages, and costs including attorneys’ fees, arising from or related to your use of the Products.
20. Independent Contractors. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind us in any respect whatsoever.
21 Non-Waiver. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
22. Force Majeure. We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference).
23. Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.
24. Assignment. This Agreement is not assignable, transferable or sublicensable by you except with our prior written consent. We may transfer, assign or delegate this Agreement and its rights and obligations without consent.
25. Governing Law. By using the Products, you agree that this Agreement shall be governed by and construed in accordance with the laws of the State of California, United States of America, without regards to its conflict of law rules.
26. Arbitration Agreement and Waiver of Class Remedies. All disputes arising under or relating to this Agreement shall be resolved exclusively through arbitration in San Diego, California, before a single arbitrator. The arbitrator, and not any federal, state or local court or agency, shall have the exclusive authority to resolve any dispute arising under or relating to the interpretation, applicability, enforceability, or formation of this Agreement, including, but not limited to, any claim that all of any part of this Agreement is void or voidable. The parties further agree that they may only bring claims in their individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.
27. Entire Agreement. This Agreement supersedes all prior and contemporaneous agreements, representations and warranties and understandings, whether oral or written, with respect to the Products, the Products’ contents and any services provided through the Products. Modifications to this Agreement that are not posted on the Products and that do not fall under the Amendments Section below, are not valid unless made in writing and signed by the appropriate Lynx representative. In the event of any conflict between this Agreement and any other agreement or understanding related to the Products, this Agreement shall control.
28. Amendments. This Agreement may be amended by us from time to time. You may be asked to click to accept the new agreement the next time you log on to use the Products in order to be able to continue to use the interactive portions of the Products. If you choose not to accept the new terms you may be denied access to the Products. We may also put any revised versions of this Agreement on the Lynx website with a notice advising of the change at least 30 days before its effective date.