You acknowledge and agree that: (a) the Muzy Site, Services and Muzy Materials (defined below) are not official products and have not been commercially released by Muzy; (b) the Muzy Site, Services and Muzy Materials may not operate properly, be in final form or fully functional; (c) the Muzy Site, Services and Muzy Materials may contain errors, design flaws or other problems; (d) it may not be possible to make the Muzy Site, Services and Muzy Materials fully functional; (e) the information obtained using the Muzy Site, Services and Muzy Materials may not be accurate; (f) use of the Muzy Site, Services and Muzy Materials may result in unexpected results, loss or corruption of data or communications, project delays, other unpredictable damage or loss, or exposure of your data or User Submissions (defined below) to unintended third parties; (g) Muzy is under no obligation to release a commercial version of the Muzy Site, Services and Muzy Materials; and (h) Muzy has the right to unilaterally abandon development of the Muzy Site, Services and Muzy Materials at any time and without any obligation or liability to you.3. Obligations under Third Party Agreements
If you have obligations to any third party, as non limiting examples, such as under the terms, conditions or policies of a social media networking website or multi-media online merchant that you use, you and not Muzy are responsible for your compliance with those requirements. By allowing you to use the Muzy Site and Services (including, without limitation, use of the Services to create virtual content), Muzy does not suggest, warrant or guaranty that your use of any content or materials in connection with the Site or Services or such third party service is allowed by that third party, nor that your use complies with any laws or regulations that may apply to your use or purchase of any content or materials. Muzy is not liable for your failure to comply with any applicable local, state, national and foreign laws, treaties and regulations or any contracts, rules, policies or procedures applicable to your activities.4. Proprietary Rights and Licenses
(a) Definitions. Certain types of content are made available through the Muzy Site and Services. “Muzy Materials” means any text, data, graphics, images, photos, audio or video files, Muzy trademarks and logos and any other content made available by Muzy via the Muzy Site and Services, excluding User Submissions. “User Submissions” means any text, data, graphics, images, photos, audio or video files, communications and any other content that Muzy Users post, upload or otherwise submit to the Muzy Site or Services.
(b) User Submissions. As between you and Muzy, you retain all ownership of your User Submissions. However, by uploading, posting, submitting, linking to or otherwise transmitting any User Submissions on or via the Muzy Site or Services, you hereby grant to Muzy a non-exclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, distribute, prepare derivative works of, display, publish, perform, transmit and access your User Submissions in connection with the Services and Muzy’s business including, without limitation, for promotion and redistributing part or all of the Services (and derivative works thereof), in any media formats, through any media channels or otherwise. You represent and warrant that you own or have the necessary licenses, rights, consents and permissions to grant the foregoing licenses to Muzy. You acknowledge and agree that posting of or linking to User Submissions will comply with the Muzy Copyright and IP Policy as set forth in Section 5 below.
(c) Limitations. You acknowledge and agree that Muzy may, at its option, reclassify or recategorize any User Submissions and establish or change limits concerning User Submissions, including, without limitation, the maximum number of days that User Submissions will remain available via the Services or on the Muzy Site, the maximum size of any files that may be stored on or uploaded to the Muzy Site or Services and the maximum disk space that may be allotted to you for the storage of User Submissions on Muzy’s servers. Muzy will have no responsibility or liability for maintaining copies of User Submissions on our servers, and you are solely responsible for creating back-ups of your User Submissions.
(d) Muzy Materials. Muzy owns all right, title and interest, including all worldwide intellectual property rights in the Muzy Site, Services, Muzy Materials and any other content made available through the Muzy Site or Services contained therein, other than your User Submissions. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Muzy Site, Services, Muzy Materials, any other content made available through the Muzy Site or Services or related products and services, and except as explicitly described herein, you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Muzy Site, Services, Muzy Materials or any other content made available through the Muzy Site or Services (other than your User Submissions).
(e) Disclaimer. Muzy does not guarantee that any content (including without limitation Muzy Materials or User Submissions) will be made available through the Muzy Site or Services, continuously or at all. WHILE MUZY IS UNDER NO OBLIGATION TO DO SO, Muzy reserves the right to remove and permanently delete any Content from the Muzy Site or services without notice, AND FOR ANY REASON IN ITS SOLE DISCRETION. Muzy does not have any obligation to monitor the User Submissions that are uploaded, posted, submitted or otherwise transmitted using the Muzy Site or Services, for any purpose and, as a result, is not responsible for the accuracy, completeness, appropriateness, legality or applicability of the User Submissions or anything said, depicted or written by Muzy Users, including, without limitation, any information obtained by using the Muzy Site or Services. Muzy does not endorse any User Submissions or any opinion, recommendation or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Muzy with respect thereto.5. Copyrighted Materials: No Infringing Use
The Muzy Site and Services may be used and accessed for lawful purposes only. You agree to abide by all applicable local, state, national and foreign laws, treatises and regulations in connection with your use of the Muzy Site and Services. In addition, without limitation, you agree that you will not do any of the following while using or accessing the Muzy Site, Services, Muzy Materials or User Submissions:
(a) Post, publish or transmit any text, graphics or material that: (i) is false or misleading; (ii) is defamatory; (iii) invades another’s privacy; (iv) is obscene, pornographic or offensive; (v) promotes bigotry, racism, hatred or harm against any individual or group; (vi) infringes another’s rights, including any intellectual property rights; or (vii) violates or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
(b) Access, tamper with or use non-public areas of the Muzy Site, Muzy’s computer systems or the technical delivery systems of Muzy’s providers;
(c) Attempt to probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures;
(d) Attempt to access or search the Muzy Site, Muzy Materials or Services with any engine, software, tool, agent, device or mechanism other than the software or search agents provided by Muzy or other generally available third-party web browsers (such as Microsoft Internet Explorer or Mozilla Firefox), including but not limited to browser automation tools.
(e) Send unsolicited email, junk mail, “spam,” or chain letters, or promotions or advertisements for products or services;
(f) Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Muzy Site, Muzy Materials, Services to send altered, deceptive or false source-identifying information;
(g) Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Muzy Site, Muzy Materials or Services;
(h) Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Muzy Site; or plant malware on Muzy’s computer system, those systems of Muzy’s providers, or otherwise use the Muzy Site, Muzy Materials or Services to attempt to distribute malware;
(i) Impersonate or misrepresent your affiliation with any person or entity; or
(j) Encourage or authorize any third party to engage in any of the forgoing prohibited activities.9. Muzy Software
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Muzy Site and Services (“Feedback”). You may submit Feedback by emailing us at firstname.lastname@example.org or through the “Help” section of the Muzy Site. You acknowledge and agree that all Feedback will be the sole and exclusive property of Muzy and you hereby assign and agree to assign all rights, title and interest you have in such Feedback to Muzy together with all intellectual property rights therein.11. Indemnification
THE MUZY SITE, SERVICES, MUZY MATERIALS AND ANY OTHER CONTENT MADE AVAILABLE THROUGH THE MUZY SITE OR SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE” WITH NO WARRANTY OF ANY KIND. MUZY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE MUZY SITE, SERVICES, MUZY CONTENT AND ANY OTHER CONTENT MADE AVAILABLE THROUGH THE MUZY SITE OR SERVICES, INCLUDING ANY IMPLIED WARRANTY OF QUALITY, AVAILABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. In addition, Muzy makes no representation or warranty that the Muzy Site, SERVICES, MUZY MATERIALS or any OTHER CONTENT MADE AVAILABLE THROUGH THE MUZY SITE OR SERVICES will be error free or THAT ANY ERRORS WILL BE CORRECTED. Some states or jurisdictions do not allow the exclusion of certain warranties, SO some of the above exclusions may not apply to you.13. Limitation of Liability
Muzy will not be liable to you by reason of any failure or delay in the performance of its obligations hereunder on account of events beyond its reasonable control, which may include, without limitation, denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes, material shortages, failure of the internet or extraordinary connectivity issues experienced by major telecommunications providers and unrelated to Muzy infrastructure or connectivity to the internet or failure at a Muzy co-location facility (each a “Force Majeure Event”). Upon the occurrence of a Force Majeure Event, Muzy will be excused from any further performance of its obligations effected by the Force Majeure Event for so long as the event continues, and for such further period of time that Muzy may reasonably require to recover from the effects of such Force Majeure Event.15. Relationship of the Parties; No Third Party Beneficiary
The Muzy Site or Services may provide links to other websites. Such links are provided for reference only, and Muzy neither controls such websites nor endorses any of the material on any such websites or any association with their operators. Muzy is not responsible for the activities or such sites, and has no liability to you for any harms, injuries or losses you might suffer as a result of using or accessing such websites.18. Miscellaneous