TERMS OF SERVICE AGREEMENT
Last Updated Date: July 2, 2014
Welcome to the Social Network Art Competition-Expo (“SNAC,” “we” or “our”). We are a California 501 C3 non profit organisation providing a service for showcasing and promoting original works of art through our website, accessible at www.snac-expo.net (the “Site”), and through other forums (collectively, the “Services”).
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH AGREEMENT. YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED AN ACCOUNT WITH THE SITE. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE OR SERVICES.
1. USE OF OUR SERVICES
1.1 How SNAC Works
SNAC holds web-based competitions (“Competitions”) that pool photographic representations of the original works of art (“Work”) of artists from designated countries and communities from around the world. The Works entered into a Competition will be showcased on the Site, in SNAC newsletters and promotional materials, and through third party websites (“Third Party Websites”), and art enthusiasts from around the world will vote on the Works they prefer.
In each Competition, the Work of 150 semi-finalists (“Semi-Finalists”) will be selected to be evaluated by a panel of art curators, who will choose 30 finalists (“Finalists”) from among the Semi-Finalists. All Semi-Finalists and Finalists will have the opportunity to showcase their Work in an exclusive SNAC store within eBay.com (“SNAC eBay Store”).
In addition, all Finalists will have the opportunity showcase the original copy of their Work in select venues around the world, as part of an art tour organized by SNAC (“Tour”). If an interested buyer for the Work is identified at a venue during the Tour, SNAC will notify the Finalist by email and put the Finalist in contact with the venue, so that the Finalist and the venue may work directly to negotiate a sale of the Work. Absent the Finalist’s express authorization, no Work may be sold. SNAC reserves the right to charge and receive a commission from the selling venue in connection with the sale of the Work.
You may use the Services only if you form a binding contract with SNAC, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Service by anyone under 13 is strictly prohibited and in violation of this Agreement. The Service is not available to any Users previously removed from the Service by SNAC.
1.4 License Grant to Users
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Services, as permitted by the features of the Service. SNAC reserves all rights not expressly granted herein in the Services and the SNAC Content (as defined below). SNAC may terminate this license at any time for any reason or no reason.
1.5 SNAC Account
Your SNAC account (“Account”) gives you access to the Services and functionality that we may establish and maintain from time to time and in our sole discretion. During the registration process, you will establish a username and a password. All Users of the Site and Services may register for an Account. We may maintain different types of Accounts for different types of Users, and provide different forms or elements of the Services on a User by User basis. For example, in order to enter Work in a Competition, the Account registration process will require you to provide certain information, which may include, but is not limited to: your full name; country of legal residence; email address; photographs of your Work; a short biography; title and description of the Work; date of creation of the Work; category of the Work (medium, style, subject matter); and physical dimensions of the Work. Should you be selected as a Semi-Finalist in connection with your Work, you will be required to update your Account to provide certain additional information, which may include, but is not limited to: a copy of one form of government-issued identification; your mailing address; and the sales price of your Work. If a User does not wish to enter Work into a Competition, less information may be required during the registration process.
By creating an Account and providing SNAC with access to your registration information, you consent to SNAC to send you Service-related notices by email in lieu of postal mail, including without limitation, notices required by law. You may not opt-out of Service-related notices. You also consent to SNAC to send you other messages, including newsletters, promotions, and special offers. If you do not want to receive such email messages, you may opt out or change your preferences in your SNAC account.
By connecting to SNAC with a third-party service (for example, without limitation, Facebook Connect), you give SNAC permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service as well as information gathered from friends lists and contacts. SNAC uses Web Site Navigational Information about and from SNAC Users to operate and improve SNAC’s Service. Web Site Navigational Information includes information from your web browser or application utilized for the Service, your Internet Protocol (“IP”) address, the IP address of web sites and pages you visit, web page headers and other information available on the web pages you visit, and the actions you take on websites. SNAC may also use Web Site Navigational Information alone or in combination with data about and from SNAC Users to provide personalized information from SNAC.
1.6 Account Confidentiality
You are responsible for safeguarding your password. You agree not to disclose your password to any third party and to take sole responsibility for any activities or actions under your Account, whether or not you have authorized such activities or actions. You will immediately notify SNAC of any unauthorized use of your Account. SNAC will not be responsible for any losses arising out of the unauthorized use of any of your Account information and/or account and you agree to indemnify and hold harmless SNAC, its partners, agents, affiliates and/or licensors, as applicable, for any improper, unauthorized or illegal uses of the same.
1.7 Service Rules
You agree not to do engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to the SNAC servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that SNAC grants the operators of public search engines revocable permission to use spiders to copy materials from Connectifier.com for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Service; (vii) collecting or harvesting any personally identifiable information, including account names, from the Service; (viii) using the Service for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Service; (xi) accessing any content on the Service through any technology or means other than those provided or authorized by the Service; (xii) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein; or (xii) enabling any other individual to do any of the foregoing.
SNAC will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. SNAC may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that SNAC has no obligation to monitor your access to or use of the Site or Services or to remove any User Content, but has the right to do so for the purpose of operating the Site and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. SNAC shall have no liability for your interactions with other Users, or for any User’s action or inaction.
SNAC reserves the right, at any time and without prior notice, to remove or disable access to any User Content, listings for Works, SNAC Content or any other text, graphics, images, software, music, audio, video, information or other content or material that SNAC, at its sole discretion, considers to be objectionable, in violation of these Terms or otherwise harmful to the Site or Services.
2. USER CONTENT AND RIGHTS
2.1 Original Works of Art (“Work”)
Users may submit into Competitions photographs of original works of art (“Work”) that the User has created and owns, and that the User desires to showcase through the Site and Services. In connection with submitting your Work, you must provide SNAC with all the information requested on the applicable page of our Site and you must comply with any other SNAC requirements. SNAC reserves the right to edit any submissions to ensure that they comply with these guidelines.
SNAC does not claim any ownership rights in any Work, and nothing in these Terms will be deemed to restrict any rights that a User may have to use and exploit Work s/he submits, posts or displays on or through the Services. However, by submitting Work through the Services, you are authorizing SNAC to reproduce images of your Work in connection with its License Rights, as discussed below, including but not limited to reproducing images of the Work on the Site, in SNAC’s newsletters and promotional materials, and in the marketing of the Competitions to the general public. You acknowledge that SNAC is not responsible for the sale or offering for sale of any Work. You acknowledge that your submission of a Work, and SNAC’s acceptance and use of the Work in a Competition, does not obligate SNAC to offer your work for sale, at any time.
All Work displayed on the Site and in SNAC promotional materials will display attribution information including the artist’s name, artist’s website, and title of Work.
SNAC takes no responsibility and assumes no liability for any Work that you or any other User or third party posts or sends over the Service. You shall be solely responsible for your Work and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your Work. You understand and agree that you may be exposed to Work that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that SNAC shall not be liable for any damages you allege to incur as a result of Work posted by a User.
You always retain the right to remove a Work you have submitted from the Site. If you want to remove a Work from the Site you must go to your Account, click on the image you want to delete and then click on Delete and follow the steps set forth on that page. This will remove a Work from the Site, but it will not remove a Work from other channels in which it has been distributed pursuant to SNAC’s License Rights, as discussed below, nor will it terminate SNAC’s License Rights in your Work.
You understand and agree that SNAC uses commercially reasonable efforts to display the colors of Works accurately via the Site and Services. However, because individual computer monitors may display colors differently, you acknowledge that SNAC is not responsible for the color accuracy of any Works displayed on the Site and Services, and disclaims all liability in this regard.
2.2 User Content
Some areas of the Services may allow Users to post content other than Works, such as profile information, comments, questions, and other content or information (any such materials a User submits, posts, displays, or otherwise makes available on the Services, other than Works, “User Content”). “User Content” excludes any Works submitted by a User for entry into a Competition, as described above.
SNAC does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that a User may have to use and exploit any such User Content. However, by submitting User Content through the Services, you are authorizing SNAC to reproduce the User Content in connection with its License Rights, as discussed below, including but not limited to reproducing User Content on the Site, in SNAC’s newsletters and promotional materials, and in the marketing of the Competitions to the general public.
SNAC takes no responsibility and assumes no liability for any User Content that you or any other User or third party posts or sends over the Service. You shall be solely responsible for your User Content and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that SNAC shall not be liable for any damages you allege to incur as a result of User Content.
Due to the social nature of the User Content shared through the Services, you may not be able to remove your User Content from the Site. When you post something publicly, others may choose to comment on it, making your User Content part of a social conversation that can’t later be erased without retroactively censoring the speech of others. Before posting, please consider this.
2.3 Grant of License to Work and User Content
You retain your rights to any Work or User Content you submit, post or display on or through the Services. SNAC does not claim any ownership rights in any Work or User Content and nothing in these Terms will be deemed to restrict any rights that a User may have to use and exploit any such Work or User Content.
By submitting, posting or displaying any Work or User Content on or through the Services, you thereby grant SNAC a non-exclusive, perpetual, irrevocable, transferable, sub-licensable, royalty-free, worldwide right and license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works the Work or User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Services and SNAC’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User of the Services a non-exclusive license to access your Work or User Content through the Service, and to use, reproduce, distribute, display and perform such Work as permitted through the functionality of the Service and under this Agreement (collectively, the “License Rights”).
You acknowledge and agree that the foregoing License Rights are granted on a royalty-free basis and that you will receive no compensation for the grant of such License Rights. The License Rights in your Work and User Content continues even if you stop using the Services. Before posting, please consider this.
3. SNAC CONTENT
Except for your User Content, the Site and Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the “SNAC Content”), and all intellectual property rights related thereto, are the exclusive property of SNAC and its licensors (including other Users who post User Content to the Service).
3.1 SNAC’s Proprietary Rights
The Site, Services and SNAC Content are protected by copyright, trademark and other laws of the United States and foreign countries. Except as explicitly provided in these Terms, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any SNAC Content. Use of the SNAC Content for any purpose not expressly permitted by this Agreement is strictly prohibited.
SNAC respects copyright law and expects its users to do the same. It is SNAC’s policy to terminate in appropriate circumstances Users or other Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
All trademarks, service marks, logos, trade names and any other proprietary designations of SNAC used herein are trademarks or registered trademarks of SNAC. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
4. SALES OF WORK
4.1 Sales of the Work on eBay
All Semi-Finalists and Finalists will have the opportunity to display their Work in an exclusive SNAC store within eBay.com (“SNAC eBay Store”). SNAC may promote the SNAC eBay Store through its Site and Services and other endeavors. However, SNAC assumes no responsibility for the sale of any Work through the SNAC eBay Store. As a Semi-Finalist or Finalist, you are wholly responsible for all matters pertaining to the sale of your Work to third parties through the SNAC eBay Store, and the terms and conditions of eBay.com will apply to and govern any such sale. SNAC will not be entitled to any commission or other payment in relation to your sale of Work through eBay.com.
4.2 Sales of Work through Venues
All Finalists will have the opportunity and choice to participate in an art tour organized by SNAC (“Tour”), which will visit select venues (“Venues”) chosen at SNAC’s sole discretion. These Venues may, but need not, include art galleries and museums, and the Venues may change in connection with different Competitions and Tours. At the conclusion of a Competition, SNAC will inform the Finalists of the opportunity to participate in the Tour. Should a Finalist choose to participate in a Tour, the Finalist must a) notify SNAC in writing of the Finalist’s acceptance of the offer to participate in the Tour, b) arrange for shipment of the original copy or version of the Work to SNAC in San Francisco, California, U.S.A., at the Finalist’s sole expense, including payment of all shipping fees, duties and other expenses, and c) agree to refrain from selling the Work until conclusion of the Tour, except as provided in the next paragraph. Either SNAC or the Venue will assume responsibility for the shipment of the Work.
If, in the course of the Work’s display at a Venue as part of the Tour, a potential buyer for the Work is identified, SNAC will contact the Finalist who owns the Work and will put the Finalist in direct contact with the Venue. The Venue and the Finalist will then be solely responsible for negotiating and executing a sales agreement, and arranging for billing, shipping, payment processing, and all further issues associated with the sale. SNAC shall have no involvement with or responsibility for the sale of the Art through a Venue, for issuing payment to the Finalist in connection with the sale of any Work, or for shipping the Work to any purchaser. However, SNAC reserves the right to charge and receive a commission from the Venue in connection with the sale of the Work, payable by the Venue to SNAC.
5. YOUR PRIVACY
SNAC uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your personal information and implement your privacy settings. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
7. THIRD PARTY LINKS
The Site may contain links to third-party websites or resources that are not controlled or owned by SNAC. You acknowledge and agree that SNAC is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by SNAC of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
8. TERMINATION / ACCOUNT CANCELLATION
You may cancel your Account at any time by sending an email to firstname.lastname@example.org. Upon termination of your relationship with SNAC, SNAC cannot and will not migrate the data that was available to you during your relationship with SNAC.
If you breach any of these Terms, SNAC will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you. SNAC reserves the right to revoke your access to and use of the Site, Services, SNAC Content and User Content at any time, with or without cause. In the event SNAC terminates these Terms for your breach, you will remain liable for any amounts due hereunder.
9. DMCA NOTICE
Since we respect artist and content owner rights, it is SNAC’s policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Service, please notify SNAC’s copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide the following information in writing:
- An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
- Identification of the copyrighted work that you claim has been infringed;
- Identification of the material that is claimed to be infringing and where it is located on the Service;
- Information reasonably sufficient to permit SNAC to contact you, such as your address, telephone number, and, e-mail address;
- A statement 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 law; and
- A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
The above information must be submitted to the following DMCA
Attn: DMCA Notice
Address: P.O. Box 495
San Carlos. CA 94070
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
Please note that this procedure is exclusively for notifying SNAC and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with SNCA’s rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.
In accordance with the DMCA and other applicable law, SNAC has adopted a policy of terminating, in appropriate circumstances, Users who are deemed to be repeat infringers. SNAC may also at its sole discretion limit access to the Service and/or terminate the accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
You agree to defend, indemnify and hold harmless SNAC and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Site, Services, SNAC Content, Work, or User Content, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable law, rule or regulation; (v) any claim or damages that arise as a result of any of your Work or User Content or any that is submitted via your account; or (vi) any other party’s access and use of the Services with your unique username, password or other appropriate security code.
11. NO WARRANTY
THE SITE, SERVICES, SNAC CONTENT AND USER CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, SNAC EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. SNAC MAKES NO WARRANTY THAT THE SITE, SERVICES, SNAC CONTENT OR USER CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. SNAC MAKES NO WARRANTY REGARDING THE QUALITY OF ANY WORKS, SERVICES, CONTENT OR PRODUCTS PURCHASED OR OBTAINED THROUGH THE SITE OR SERVICES OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE OR SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM SNAC OR THROUGH THE SITE OR SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OR USERS OF THE SITE OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES. YOU UNDERSTAND THAT, EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, SNAC DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF USERS OR OTHER USERS OF THE SITE OR SERVICES, NOR DOES SNAC MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF ANY USERS OR USERS OF THE SITE OR SERVICES. SNAC MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OR USERS OF THE SITE OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE OR SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
12. LIMITATION OF LIABILITY
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the Site, Services, SNAC Content, Work and User Content remains with you. Neither SNAC nor any other party involved in creating, producing, or delivering the Site, Services, SNAC Content, Work or User Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these Terms or from the use of or inability to use the Site, Services, SNAC Content or User Content, or from any communications, interactions or meetings with other Users of the Site or Services or other persons with whom you communicate or interact as a result of your use of the Site or Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not SNAC has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
The Service is controlled and operated from facilities in the United States. SNAC makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
13. GOVERNING LAW AND JURISDICTION
These Terms and any action related thereto will be governed by the laws of the State of California without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in the federal or state courts located in San Francisco County, California, United States, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
14.1 Entire Agreement/ Severability
This Agreement, together with any amendments and any additional agreements you may enter into with SNAC in connection with the Service, shall constitute the entire agreement between you and SNAC concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
14.2 Modification and Notification
SNAC may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by SNAC in our sole discretion. SNAC reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. SNAC is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.
You may not assign or transfer these Terms, by operation of law or otherwise, without SNAC’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. SNAC may assign or transfer these Terms, at its sole discretion, without restriction.
7.16 No Waiver
The failure of SNAC to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of SNAC. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site and Services (“Feedback”). You may submit Feedback by emailing us at email@example.com. You acknowledge and agree that all Feedback will be the sole and exclusive property of SNAC and you hereby irrevocably assign to SNAC and agree to irrevocably assign to SNAC all of your right, title and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At SNAC’s request and expense, you will execute documents and take such further acts as SNAC may reasonably request to assist SNAC to acquire, perfect and maintain its intellectual property rights and other legal protections for the Feedback.
If you have any questions about these Terms, please contact SNAC at firstname.lastname@example.org.