TERMS OF SERVICE
Welcome to the Official Website of Women’s Professional Soccer (“WPS”) and its member teams, as operated by Women’s Soccer, LLC (“WSL”). Your use of this website and each of the websites of the WPS member teams (a list of which is available at http://www.womensprosoccer.com/soccer_ektid774.aspx) (each, a “Website,” and collectively, the “Websites”), including your use of or access to the Services and the Content (each as defined below) available through the Websites, is governed by and subject to these terms of service (“TOS”), WSL’s privacy policy available at http://www.womensprosoccer.com/soccer_ektid128.aspx (the “Privacy Policy”), and all applicable laws and regulations. Please read carefully the TOS before using or accessing the Websites or the Services. By using and/or accessing the Websites or the Services, you signify your agreement to the TOS. Do not use or access the Websites or the Services if you do not agree to any of the terms or conditions in the TOS.
1. OWNERSHIP AND TERMS OF SERVICE
WSL owns and operates this Website, and each WPS member team owns and operates its respective member team Website. WSL, the WPS member teams and their respective members, affiliates, employees, directors and officers shall be collectively referred to herein as the “WPS Parties.”
The WPS Parties provide the Websites and the Services to you subject to the TOS. The TOS may be amended or modified at the sole discretion of the WPS Parties and new conditions may be imposed at any time without notice. Any such changes or additions will be reflected in an update of this posting. Notices of changes to the TOS may be generally displayed on the Websites. Please check the TOS periodically for changes. Your continued use of and/or access to the Websites or the Services following the posting of these changes to the TOS signifies your agreement with those changes. All such changes are hereby incorporated by reference into the TOS. When using or accessing certain Services, you may be subject to additional rules and procedures applicable to such Services, which will be posted or otherwise made available to you. All such additional rules and procedures are hereby incorporated by reference into the TOS.
2. SERVICES AND CONTENT
The WPS Parties may provide users access to various features, services and content on or through the Websites, which may include, without limitation, message boards, eNewsletters, widgets, wallpaper, screensavers, shopping, mobile phone content, fantasy games, fan-to-fan chatting, audio and/or video footage, press releases, photographs, text, images, blogs, polls, illustrations, maps, statistics, merchandise, updated scores, schedules, downloads, news articles, player biographies, games, contests, tickets, logos, other interactive and non-interactive features, and other media and intellectual property related to or otherwise associated with the WPS Parties and/or the sport of soccer (collectively, the “Content”), any and all of which may be removed or modified from time to time at the sole discretion of the WPS Parties. Certain of the Content may be free to use without the payment of an access fee (the “Basic Services”). Other Content may require payment of an access fee (the “Premium Services”). The Basic Services and the Premium Services, including all Content available on or through the Websites, are collectively referred to as the “Services.”
The WPS Parties may offer you a chance to vote in certain events, including WPS All Star Fan Balloting. You agree to observe the TOS and any and all voting guidelines and procedures posted on the applicable Website when you cast your vote, and any failure to do so may result in, among other things, the invalidation of your vote and/or suspension or termination of your right to use and access the Websites and Services.
Fan sites, chamber of commerce sites, media sites, blogs, social networking webpages (such as Facebook and MySpace) and similar webpages, search engine sites and similar websites and browsers may link to any Website; provided that no website or browser created by, operated by, licensed by or associated or affiliated with any entity that promotes any product, brand or service may link to any Website without the express written permission of the WPS Parties unless such website or browser is owned and/or operated by an official WPS league and/or member team partner or sponsor (each, a “Sponsor Link”). Links permitted hereunder may be both word and logo hyperlinks, provided that such hyperlink is spatially distinct from, and not otherwise associated with, any advertising, sponsorship or other commercial text or graphic that may be on the page or area containing the word or logo hyperlink. Such links (other than Sponsor Links) shall not imply endorsement or sponsorship by or association or affiliation with the WPS Parties or WPS, and all such links are otherwise subject in all respects to the User Conduct terms and conditions in Section 7.
The Websites and the Services are provided for your personal, non-commercial enjoyment, entertainment and use. At the WPS Parties’ sole discretion, you may download or stream certain Services available on the Websites to a single personal computing device for your own personal use, provided you maintain all copyright and proprietary notices. You may not use any of the Services for commercial purposes, nor display the Services in areas open to the public or in commercial establishments where multiple people can view them concurrently. The WPS Parties are not responsible to you or anyone else based on the Services or the Content.
PREMIUM SERVICES
A. Registration and Security
(i) A registration form must be completed on-line or by fax or telephone to open a subscription account for the Premium Services. You may be subject to and must agree to any additional terms and conditions that are provided to you when you register for the Premium Services. You must select a user name and password and provide certain registration information. In consideration of the Premium Services, you agree to provide information that is accurate and complete. You may not (i) choose or use the user name of another person with the intent to impersonate that person; (ii) use a user name in which another person has rights without such person's authorization; (iii) use a user name that the WPS Parties, in their sole discretion, deem improper, inappropriate or offensive; (iv) allow a third party to use or access your Premium Services account using your user name and password; or (v) assign, transfer or sublicense to a third party your right to use or access any Premium Services. Violation of the foregoing provisions shall constitute a breach of the TOS, and the WPS Parties may immediately terminate your Premium Services account. You may be responsible for damages resulting from such a breach.
(ii) If you know or suspect any unauthorized use or breach of your Premium Services account, including loss, theft or unauthorized disclosure of your password or credit card information, you must promptly notify the WPS Parties at legal@womensprosoccer.com. If your password is lost, stolen or disclosed without your authorization, you must promptly change your password.
(iii) You are responsible for maintaining the confidentiality of your password. You are responsible for any and all usage or activity on your Premium Services account (including use by a third party of your user name and password), which expressly includes any purchases made or other charges incurred on your credit card related to your use (or a third party's use) of the Premium Services. In the event of fraud, abuse or illegal activity on your Premium Services account, the WPS Parties may, in their sole discretion, terminate your Premium Services account and refer you to appropriate law enforcement agencies. You may be responsible for damages resulting from any such fraud, abuse or illegal activity.
B. Fees and Payment
All subscription fees and other charges to your Premium Services account, including applicable taxes, will be paid by you in accordance with the billing terms in effect at the time each fee or other charge becomes payable. The WPS Parties may modify such billing terms from time to time, which are available at http://www.womensprosoccer.com/soccer_ektid684.aspx. Such billing terms are hereby incorporated into the TOS. The WPS Parties reserve the right to change the amount of, or the basis for determining, any subscription fees or other charges for the Premium Services and to establish new subscription fees or other charges effective upon prior notice to you. Any credit card information provided by you to the WPS Parties and their billing partners must be valid. YOU (AND NOT THE WPS PARTIES OR THEIR BILLING PARTNERS) ARE SOLELY RESPONSIBLE FOR PAYING ANY AMOUNTS CHARGED TO YOUR CREDIT CARD BY YOU OR A THIRD PARTY, REGARDLESS OF WHETHER SUCH CHARGE IS AUTHORIZED BY YOU. YOU ARE ALSO RESPONSIBLE FOR PAYING ANY AND ALL TAXES AND SIMILAR CHARGES IN CONNECTION WITH YOUR PURCHASE OF THE PREMIUM SERVICES.
C. Products and Services
As a result of your subscription, the WPS Parties and their billing, service and fulfillment partners may provide you with certain products or services. THESE PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE WPS PARTIES AND THEIR BILLING, SERVICE AND FULFILLMENT PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE AND NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE PRODUCTS AND SERVICES PROVIDED TO YOU AS A RESULT OF YOUR SUBSCRIPTION TO THE PREMIUM SERVICES. THE WPS PARTIES ASSUME NO RESPONSIBILITY ARISING FROM YOUR USE OF THESE PRODUCTS AND SERVICES. Third parties may offer you products and services if you choose this option when subscribing. Any and all business transactions between you and third parties are at your sole risk.
D. Cancellation
If you are a full-season subscriber, you may cancel your subscription within 30 days from the date of shipment or online availability of the products you are entitled to receive under your subscription. If you were shipped products, and you return all of the products to the applicable WPS Party in good condition, or in the case of online products, you cancel your online product within 30 days, you will be refunded your subscription fee. If you are a monthly subscriber, you may cancel your subscription at any time and you will only be responsible for paying subscription fees for the number of months and days you were a subscriber, including the month in which you cancel. You may cancel your subscription by following the procedure described at http://www.womensprosoccer.com/form_ektekfrm662.aspx. The WPS Parties reserve the right to cancel your subscription at any time without notice for conduct that the WPS Parties believe, in their sole discretion, violates the TOS, including but not limited to conduct that the WPS Parties believe is harmful to other subscribers or users, the business of any WPS Party, or other information providers.
3. ACCESS TO SERVICES
A. In order to use the Websites and the Services, you must obtain access to the World Wide Web and provide all equipment necessary to connect to the World Wide Web. For the Premium Services, you must pay any applicable access fees and fulfill any applicable registration requirements. The Services are subject to the Internet’s transmission limitations, including but not limited to audio and/or video dropouts, rebuffering or loss of connection. Programming, pricing and terms and conditions of the Services are subject to availability and change.
B. Subscription activation and subsequent access to the Premium Services may be subject to approval of your credit card and verification of information submitted by you or otherwise obtained by the WPS Parties (e.g., your IP address). If necessary, scheduled games may be cancelled or substituted. The subscriber is responsible for paying any applicable taxes, which are not included.
C. The Services that allow you to watch video of live or delayed games may be subject to blackout restrictions. Blackout restrictions are designed to protect the television rightsholders in the competing teams’ respective local telecast territories and national telecasters of WPS games. Blackouts are not based on arena sellouts. Blackout areas may vary depending on your subscription package.
D. During the regular WPS season and the WPS Playoffs, if (i) you are located within the applicable WPS member team's local telecast territory (except for certain local telecast territories for which the WPS Parties may offer in-market subscription services) or (ii) a WPS game is being televised nationally in your country or programming area, the scheduled webcast of that member team's games (for subscribers covered by part (i) above) or of the nationally televised game(s) (for subscribers covered by part (ii) above), as applicable, may be blacked out.
E. IF YOU CIRCUMVENT OR ATTEMPT TO CIRCUMVENT ANY BLACKOUT RESTRICTION OR OTHER USE RESTRICTION, YOUR SUBSCRIPTION WILL BE SUBJECT TO IMMEDIATE TERMINATION AND A CHARGE OF ONE HUNDRED DOLLARS ($100.00) FOR EARLY TERMINATION WILL BE APPLIED TO YOUR CREDIT CARD; YOU MAY BE SUBJECT TO LEGAL ACTION; AND THE WPS PARTIES RESERVE THE RIGHT TO REPORT SUCH MISCONDUCT TO THE APPROPRIATE LAW ENFORCEMENT AUTHORITIES.
4. REGISTRATION
Registration is optional and is not required to participate in any of the Services, except for the Premium Services. However, registration will allow access to unique and exclusive content and entertainment offerings from WPS and the WPS Parties, including but not limited to personalized content offerings and affiliation with a particular member team or member team player(s). During registration, you will be asked to provide certain information about yourself, including your name, e-mail address, street, city and state address, zip code, telephone number and mobile phone number. Your information will be protected by a user name and password, as established by you. Registration is not required for an eNewsletter League Insider subscription, which requires you to provide your first name and e-mail address. During registration for and provision of the Services, you agree to provide true, accurate, current and complete information about yourself, subject to all applicable laws. If you submit, or if the WPS Parties have reasonable grounds to suspect that you have submitted, any information that is untrue, inaccurate, incomplete or not current, the WPS Parties reserve the right to suspend or terminate your password or account and refuse any and all current or future provision of the Services. Registration does not impose any duty on the WPS Parties to provide any particular services (including any of the Services) to you.
5. PRIVACY POLICY
The WPS Parties will endeavor to use all information that is collected from and/or about you in connection with your registration for and/or receipt of any of the Services, or your use of the Websites, in accordance with applicable laws, the WPS Privacy Policy (available at http://www.womensprosoccer.com/soccer_ektid128.aspx), and the TOS.
6. SECURITY
Upon completion of the registration process, you will receive confirmation of your registration and user name. The confidentiality of your password is your responsibility, and you will be fully responsible for any and all activities that occur under your password. You acknowledge and agree that the WPS Parties and their vendors have no responsibility or liability for any loss or damage arising from your failure to maintain the confidentiality of your password or for any and all activities that occur under your password.
7. USER CONDUCT
You agree that in connection with your use of the Websites and the Services you will not:
A. e-mail, link, post, upload or otherwise transmit
(i) any content that is abusive, defamatory, fraudulent, harassing, harmful, hateful, invasive of anyone's privacy, libelous, obscene, offensive, pornographic, profane, threatening, tortious, unlawful, vulgar, or racially, ethnically or otherwise objectionable, or that discloses personal or private matters concerning any person;
(ii) any content that constitutes or encourages criminal conduct or results in civil liability, or otherwise violates any local, state, national or international laws;
(iii) any content that you do not have a right to transmit under any law or under a contractual or fiduciary relationship (such as inside information or proprietary or confidential information learned or disclosed as part of an employment relationship or under a confidentiality or nondisclosure agreement);
(iv) any content that infringes any patent, copyright, trademark, trade secret or other intellectual property right, or privacy or publicity right, of any party;
(v) any advertisements, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes” or other forms of solicitation;
(vi) any material that contains software viruses, worms, “Trojan Horses,” or any other computer code, files or programs designed to destroy, interfere or restrict the functionality of any computer software or hardware or telecommunications equipment;
(vii) any content that constitutes or includes false or misleading indications of origin or statements of fact; or
(viii) any content that is irrelevant to the subject matter of the Websites or the Services;
B. broadcast, copy, create derivative works based upon, display, distribute, modify, post, repost, reproduce, republish, reuse, transmit, upload, charge admission for viewing or otherwise use in any manner the Content, except as expressly provided in the TOS, without the express written permission of the WPS Parties, which permission may be withheld in the WPS Parties’ sole discretion;
C. collect, compile, delete, display, gather, harvest, obtain, reproduce, revise or transmit any material or information, whether personally identifiable or not, posted by or concerning any other person or entity, arising from their or your use of the Websites, unless you have obtained the prior express permission of such other person or entity to do so; provided, that your posting of material and/or information on a Website that any other person or entity previously posted on such Website shall not (without more) constitute a violation of this Section 7.C;
D. engage in any activity that adversely affects or reflects negatively on the WPS Parties, the Websites, the Services, the WPS Parties’ goodwill, name or reputation; causes duress, distress or discomfort to the WPS Parties or anyone else, including but not limited to “stalking” or otherwise harassing any person; or discourages any person or entity from using or accessing any or all of the Websites or the Services;
E. link to any of the Websites using a “frame” containing any sponsorship, advertisements or other commercial text or graphics;
F. impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
G. interfere with or disrupt the Websites, the Services or servers or networks connected to the Websites or the Services, or fail to comply with any requirements, procedures, policies or regulations of networks connected to the Websites or the Services;
H. violate or attempt to violate the security of the Websites and the Services, including but not limited to violations by:
(i) accessing data or logging into a server or account for which you are not authorized to access or log into;
(ii) probing, scanning or testing, or attempting to probe, scan or test, the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
(iii) interfering or attempting to interfere with service to any user, host or network, including but not limited to submitting a virus to, or overloading, “crashing,” “flooding” or “mailbombing” the Websites or the Services; or
(iv) forging any TCP/IP packet header or any part of the header information in any e-mail or posting; or
I. violate, or encourage the violation of, any applicable local, state, national or international laws.
Any violations by you of this Section 7 may result in civil or criminal liability.
8. USER CONTENT
For data, graphics, images, information, articles, letters and other communications that you make to the WPS Parties, fantasy game picks, messages, photographs, creative ideas, concepts, know-how, techniques, suggestions, improvements and other content that you post, submit, transmit or upload to the Websites, including in connection with any of the Services (any and all, “User Content”), you hereby grant the WPS Parties a perpetual, royalty-free, sub-licensable, non-exclusive, unrestricted, worldwide and irrevocable right and license to use, reproduce, modify, publish, translate, create derivative works based upon, distribute and broadcast such User Content for any purpose and in any form without any additional consent from you, in consideration of your use of and access to the Websites and the Services. This license is granted automatically by you and no payment of any kind will be due to you at any time. From time to time the WPS Parties may solicit User Content from users. The provision of any such User Content in response to a solicitation by the WPS Parties is subject to the license grant to the WPS Parties as specified above. The WPS Parties have the right, but not the obligation, to use your name or user name in connection with the broadcast, publication, distribution or any other use of your User Content.
The WPS Parties have the right, but not the obligation, in their sole discretion and for any reason, to delete, edit or review any User Content and/or deny access to the User Content features of the Websites. The WPS Parties may be obligated to cooperate and comply with law enforcement authorities and any judicial or governmental subpoenas, warrants or orders that request or require disclosure of personal information or postings of anyone posting User Content to the Websites or any of the Services. The WPS Parties and their vendors are under no obligation to monitor or review User Content, although they may do so from time to time. Display of any User Content on the Websites or through the Services does not constitute approval or endorsement by the WPS Parties. The WPS Parties disclaim any and all liability or responsibility in connection with any User Content, including those that contain defamatory or offensive content, errors, inaccuracies, pornography or profanity.
You acknowledge and agree that the User Content and your user name are not confidential, and may be read, accessible to and intercepted by others on the World Wide Web. You acknowledge and agree that you have no expectation of privacy in such User Content.
You further acknowledge and agree that no confidential or fiduciary relationship between you and the WPS Parties or their vendors is created based upon either the submission of User Content to the Websites or the TOS, and that the WPS Parties and their vendors may retain and disclose User Content and/or personal information of the posting user if required to do so by law or in the good faith belief that such retention or disclosure is reasonably necessary to: (A) comply with legal process, including any judicial or governmental subpoenas, warrants or orders; (B) enforce the TOS; (C) respond to claims that the rights of third parties are violated by any User Content; or (D) protect the rights, property or personal safety of the WPS Parties, users of the Websites and the public. You understand and acknowledge that the technical processing and transmission of the Services and the User Content may involve transmissions over various networks or devices, which may require modifications in order to conform to such networks’ and devices’ technical requirements.
9. INDEMNITY
Notwithstanding any other term of the TOS or any act or failure to act by the WPS Parties or their vendors, you agree to indemnify, defend and hold harmless the WPS Parties and each of their respective officers, directors, governors, owners, partners, partnerships, principals, employees, affiliates and other related entities, servants, officials, agents, representatives, successors and assigns (collectively, the “WPS Indemnified Entities”) from and against any claims, demands and/or losses, including reasonable attorneys' fees, arising out of (A) User Content you post, submit or transmit through the Websites or the Services (including any links to other websites or resources contained in such User Content); (B) your use of or access to the Websites, the Services or the User Content; (C) your participation in any activities arising from the Websites, the Services or the User Content; (D) your connection to the Websites, the Services or the User Content; (E) your violation of, or failure to perform any of your obligations under, the TOS; and/or (F) your violation of any rights of a third party.
10. MODIFICATIONS TO WEBSITES AND SERVICES
The WPS Parties reserve the right to modify, restrict access to or discontinue, temporarily or permanently, any or all the Websites, the Services or the User Content without notice, at any time and in their sole discretion. You agree that the WPS Parties shall not be liable to you or to any third party for any modification, restriction, suspension or discontinuance of the Websites, the Services or the User Content, provided that the applicable WPS Party will provide a pro-rata refund for any Premium Services that are discontinued or otherwise cancelled prior to the conclusion of the term for which payment has been received.
11. TERMINATION
You agree that the WPS Parties and their vendors, in their sole discretion, may terminate your access or use of the Websites and/or the Services, including terminating your account, and delete any User Content within the Services, for any reason, including but not limited to for lack of use or if the WPS Parties believe that you have violated or have not acted in accordance with the letter or spirit of the TOS. You agree that any termination of your use of and access to the Websites and/or the Services under any provision of this TOS may be effected without prior notice, and acknowledge and agree that the WPS Parties and their vendors may immediately deactivate or delete your account and all related information and/or files associated with your account and/or bar any further access to such files, the Websites or the Services, without prejudice to any legal or equitable remedies available to the WPS Parties at law. In the event of termination, you will immediately discontinue your use of the Website and the Services and destroy all materials obtained from it. Further, you agree that the WPS Parties shall not be liable to you or any third party for any termination of your use of or access to the Websites or the Services other than regarding early termination of the Premium Services, as expressly provided for in Sections 2 and 10.
12. WPS ADVERTISERS AND VENDORS
You may order products and services online from http://www.womensprosoccer.com/soccer_ektid684.aspx, the Official WPS League Store (the “Store”). When you place an order through the Store you agree to pay all amounts payable for such order, including taxes, transaction fees and shipping and handling expenses. You agree to any additional rules, procedures or terms applicable to such services as described at the Store. The fulfillment of orders, and shipping and billing of products and services ordered through the Store are solely the responsibility of our third-party providers. You may find out more about such third-party providers by visiting the Store.
Your correspondence, business dealings or transactions with advertisers and vendors found on or through the Websites, the Services or the User Content, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such transactions, are solely between you and such advertiser and/or vendor. You agree that the WPS Parties shall not be responsible or liable for any loss or damage of any sort incurred as the result of any transactions or as the result of the presence of such advertisers or vendors on the Websites or in connection with the Services or the User Content. All of your transactions with vendors and advertisers appearing on the Websites or in connection with the Services or the User Content shall be at your sole risk.
13. THIRD PARTY MATERIALS, SERVICES AND EXTERNAL LINKS
The Websites, the Services and the User Content may contain, include or provide links to other websites or resources (e.g., WPS member team players’ social networking webpages). Further, other websites or resources may provide links to this Website. The WPS Parties have no control over such other websites and resources, and you acknowledge and agree that the WPS Parties are not responsible for the availability of such external websites or resources and do not endorse and are not responsible or liable for any content, advertising, products or other materials on or available from such websites or resources. You further acknowledge and agree that the WPS Parties shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or arising from your use of or reliance on any such content, goods or services available on or through any such website or resource, or the actions of the operators of any such website or resource.
You further understand and acknowledge that it may be necessary or appropriate to use the services, software, technology, data and/or other content of third parties (collectively, the “Third Party Materials”) either independently or in conjunction with certain programs, features or functions available through the Websites or the Services. Such Third Party Materials may be downloaded to and/or stored on your computer or otherwise employed in conjunction with certain aspects of the Websites or the Services without notice. Your use of Third Party Services may be subject to terms and conditions established by third party providers, which may be different from the TOS. Furthermore, Third Party Materials may be sourced either through a Website or through a third party website. In any case, you agree and acknowledge that the WPS Parties assume no liability with respect to your use of such Third Party Materials.
14. PROPRIETARY RIGHTS AND EXPORT LAWS
You acknowledge and agree that the Content, the names and marks Women’s Soccer LLC, Women’s Professional Soccer and WPS, and all other names, marks and logos of any of the WPS Parties, and any and all other proprietary materials depicted within the Websites and the Services, are the property of the WPS Parties and may not be reproduced without the prior written consent of the relevant WPS Party (or its designee), other than the linking of text and logos as permitted in accordance with Section 2 of the TOS. You further acknowledge and agree that (A) any software used by any WPS Party in connection with the Websites and the Services (the “Software”) may contain proprietary, confidential and trade secret information of the WPS Parties protected by applicable intellectual property and other laws, and is the property of the WPS Parties; and (B) Content contained in sponsor advertisements or information presented to you through the Websites, the Services or advertisers may be protected by protected by applicable intellectual property and other laws. Except as expressly authorized by the WPS Parties or advertisers, you agree not to reproduce, republish, upload, post, transmit, distribute, copy, publicly display, or otherwise use the Software, or create or use any derivative works based on the Software, in whole or in part. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including but not limited to obtaining unauthorized access to the Services. You agree not to nor attempt to decipher, decompile, disassemble or reverse engineer any of the Software. You agree not to access the Services by any means other than through the interface that is provided by the WPS Parties. Other than a limited right of personal use in connection with your personal, non-commercial use of the Websites and the Services, you have no rights to the Software. All rights in and to the Websites, the Services and the Software not expressly granted herein are hereby reserved by the WPS Parties and their licensors.
The Software and other materials on the Websites may be subject to United States Export Control laws which prohibit the export of certain technical data and software to certain jurisdictions. Software from the Websites may not be downloaded or exported (A) into (or to a national resident of) any country to which the United States has embargoed goods; or (B) to anyone on the United States Treasury Department’s list of Specially Designated Nationals or the United States Commerce Department’s Table of Deny Orders.
15. DISCLAIMER OF WARRANTIES
You expressly understand and agree that:
A. Your use of and access to the Websites, the Services, the User Content and any Third Party Materials is at your sole risk. THE WEBSITES, THE SERVICES, THE USER CONTENT AND ANY THIRD PARTY MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE WPS PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE AND NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE WEBSITES, THE SERVICES, THE USER CONTENT AND ANY THIRD PARTY MATERIALS. THE WPS PARTIES ASSUME NO RESPONSIBILITY ARISING FROM YOUR USE OF AND ACCESS TO THE WEBSITES, THE SERVICES, THE USER CONTENT AND ANY THIRD PARTY MATERIALS.
B. The WPS Parties make no warranty that (i) the Websites, the Services, the User Content or the Third Party Materials (a) will meet your requirements, (b) will be uninterrupted, timely, secure or error-free, or (c) will be free from viruses or other harmful components; (ii) the results obtained from your use of the Websites, the Services, the User Content or the Third Party Materials will be accurate or reliable; (iii) the quality of any products, services, information or other materials purchased or obtained by you through the Websites, the Services, the User Content or the Third Party Materials will meet your expectations; and (iv) any errors in the Websites, the Services, the User Content or the Third Party Materials will be corrected.
C. Any material downloaded, streamed or otherwise obtained through the use of or access to the Websites, the Services, the User Content or the Third Party Materials is done at your own discretion and sole risk. You will be solely responsible for any damage to your computer system or loss of data that results from the downloading, streaming or accessing of any such material.
D. No warranty shall be created based upon oral or written advice or information obtained by you from the Websites, the Services, the User Content or the Third Party Materials, unless expressly stated in the TOS.
E. The WPS Parties make no warranty or representation that the Services, the User Content or the Third Party Materials provided in the Websites are appropriate or authorized for use in all countries, states, provinces, counties or any other jurisdictions. If you choose to access the Websites, you do so on your own initiative and risk and are responsible for compliance with all applicable laws.
16. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE WPS PARTIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, BUSINESS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE WPS PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), IN CONTRACT, TORT, NEGLIGENCE OR ANY OTHER CAUSE OF ACTION, ARISING FROM: (A) THE USE OR THE INABILITY TO USE THE WEBSITES, THE SERVICES, THE USER CONTENT OR THE THIRD PARTY MATERIALS; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR TRANSMISSIONS RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE WEBSITES, THE SERVICES, THE USER CONTENT OR THE THIRD PARTY MATERIALS; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS POSTED BY, OR THE CONDUCT OF, ANY THIRD PARTY ON THE WEBSITES OR THROUGH THE SERVICES, THE USER CONTENT OR THE THIRD PARTY MATERIALS, INCLUDING BUT NOT LIMITED TO THE POSTING OR TRANSMISSION BY THIRD PARTIES OF DEFAMATORY, OFFENSIVE OR ILLEGAL MATERIAL; OR (E) ANY OTHER MATTER RELATING TO THE WEBSITES, THE SERVICES, THE USER CONTENT OR THE THIRD PARTY MATERIALS. THIS LIMITATION OF LIABILITY APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY CAUSED BY ANY ERROR, OMISSION OR OTHER FAILURE OF PERFORMANCE BY THE WPS PARTIES, THEIR AFFILIATES AND BUSINESS PARTNERS; ANY INTERRUPTION, DEFECT OR DELAY IN OPERATION OR TRANSMISSION, INCLUDING COMMUNICATION LINE FAILURE; ANY COMPUTER VIRUS; AND ANY THEFT, DESTRUCTION OR ALTERATION OF, OR UNAUTHORIZED ACCESS TO OR USE OF, ANY ELECTRONIC RECORDS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 15 AND 16 MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF THE WPS PARTIES SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. NOTWITHSTANDING THE TERMS OF THIS SECTION 16, IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE WPS PARTIES TO YOU EXCEED THE FEES PAID BY YOU (IF ANY) FOR THE SERVICES GIVING RISE TO SUCH LIABILITY.
17. NOTICE
From time to time, the WPS Parties may provide notices to you by e-mail or postal mail. You may contact WSL regarding all Websites that are not WPS member team Websites by e-mail to legal@womensprosoccer.com or by postal mail to:
Women’s Soccer, LLC
1000 Brannan St.; Suite 401
San Francisco, CA 94103
You may contact the applicable WPS member team regarding its WPS member team Websites at the address listed on such Websites.
18. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
Pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2) (“DMCA”), the WPS Parties have designated to the U.S. Copyright Office an agent to receive notifications of claimed copyright infringement relating to the Website (the “Designated Agent”). All such notifications relating to the Website must be submitted in a manner consistent with the DMCA to the following Designated Agent:
Aaron Burch
Women’s Soccer, LLC
1000 Brannan St.; Suite 401
San Francisco, CA 94103
OFFICE: (415) 553-4467
FAX: (415) 553-4459
E-MAIL: aaron.burch@womensprosoccer.com
Notice. To be effective, the notification must be a written communication that includes the following: (A) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (B) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are claimed to have been infringed, a representative list of such works; (C) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the WPS Parties or their service providers to locate the material; (D) information reasonably sufficient to permit the WPS Parties or their service provider to contact the complaining party, such as an address, telephone number and, if available, an e-mail address; (E) a statement that the complaining party has 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 (F) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Please note that under § 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
It is the WPS Parties’ policy to remove or discontinue access to any User Content that is identified in a notice of claimed infringement; to notify the provider of such User Content that the WPS Parties have removed or discontinued such access; and to terminate a provider’s account if the provider is a repeat infringer.
Counter-Notice. If the provider believes that the content that was removed or to which access has been disabled is not infringing, or if the provider believes that it has the right to use such content from the copyright owner, the copyright’s agent or pursuant to law, then the provider may send a counter-notice to the Designated Agent with the following information: (A) a physical or electronic signature of the provider; (B) identification of the content that has been removed or to which access has been disabled, and information reasonably sufficient to permit the WPS Parties or their service providers to locate the material; (C) information reasonably sufficient to permit the WPS Parties or their service provider to contact the provider, such as an address, telephone number, and, if available, an e-mail address; (D) a statement that, under penalty of perjury, the provider has a good faith belief that content was removed or access disabled as a result of a mistake or a misidentification of the content; and (E) a statement that the provider consents to the jurisdiction of the Federal Court for the judicial district in which the provider’s address is located, or if the provider’s address is located outside the United States, for San Francisco County, California, and that such provider will accept service of process from the complaining party who provided notification of the alleged infringement.
If a counter-notice is received by the Designated Agent, the WPS Parties may send a copy to the original complaining party to inform the complaining party that the WPS Parties may replace the removed content or restore access to it in 10 business days. Unless the copyright owner files an action seeking a court order against the provider, the removed content may be replaced or access to it restored, in 10 to 14 business days or more after sending the counter-notice to the complaining party, at the WPS Parties’ discretion.
19. GENERAL PROVISIONS
The TOS and the Privacy Policy constitute the entire agreement between you and the WPS Parties and governs your use of the Websites, the Services and the Software, superseding any prior agreements between you and the WPS Parties. When you use affiliate services, third-party content, Third Party Materials or any other third-party software you may be subject to additional terms and conditions. The failure of the WPS Parties or any of the WPS Parties to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties agree that the court should nevertheless give effect to the parties’ intentions as reflected in such provision; all other provisions shall remain in full force and effect. You agree that any claim or cause of action arising out of or related to use of or access to the Websites, the Services or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred, notwithstanding any contrary statute or law. The section titles in the TOS are for convenience only and have no legal or contractual effect. You agree that no joint venture, partnership, employment or agency relationship exists between you and the WPS Parties as a result of the TOS or your use of the Websites, the Services and Third Party Materials.
20. CHOICE OF FORUM AND GOVERNING LAW
The TOS and the relationship between you and the WPS Parties shall be governed by the laws of the State of California without regard to its conflict of law provisions. Regardless of your place of residence or the location from which you use the Websites or the Services, this TOS is an agreement made in the State of California, USA. You and the WPS Parties agree to submit to the personal and exclusive jurisdiction of the courts located within the county of San Francisco, California. You hereby waive any argument that any such court does not have jurisdiction over you or that such dispute or venue in any such court is not appropriate or convenient. The WPS Parties will be entitled to recover its court costs and reasonable attorneys’ fees and expenses incurred if it successfully proves your breach of any term of the TOS.
Last modified and effective date: January 17, 2008.