June __, 2010
Welcome to SPEED2.com, which is operated by SPEED Channel, Inc. ("SPEED" or "we"). The services SPEED provides on SPEED2.com include video services, and any other features, content, or applications offered from time to time by SPEED in connection with SPEED’s business. (collectively, the "SPEED Services"). SPEED is based in the United States and the SPEED Services are hosted in the United States. SPEED is a part of the United States based operations of News Corporation.
SPEED furnishes SPEED2.com and the SPEED Services for your personal enjoyment and entertainment. By visiting SPEED2.com (whether or not you are a registered member) or using the SPEED Services, you accept and agree to be bound by this Agreement, including any future modifications ("Agreement"), and to abide by all applicable laws, rules and regulations ("Applicable Law"). Please read through this Agreement carefully. SPEED may modify this Agreement at any time, and each such modification will be effective upon posting on SPEED2.com. All material modifications will apply prospectively only. Your continued use of SPEED2.com or the SPEED Services following any such modification constitutes your acceptance and agreement to be bound by the Agreement as so modified. It is therefore important that you review this Agreement regularly. If you do not agree to be bound by this Agreement and to abide by all Applicable Law, you must discontinue use of the SPEED Services immediately. You may receive a copy of this Agreement by emailing us at: SPEED Feedback. Your access to and use of certain SPEED Services may require you to accept additional terms and conditions applicable to such SPEED Services, in addition to this Agreement, and may require you to download Software or Content (each as defined below).
Eligibility for SPEED2.com Registration and Account Security
Use of the SPEED Services is limited to users aged 13 years and above. All registration information you submit to SPEED to create an account must be accurate and must be kept updated. You are responsible for maintaining the confidentiality of your password and are responsible for all use of your account. It is therefore critical that you do not share your password with anyone. You agree not to use the account, username, email address or password of another member or subscriber at any time. You agree to notify SPEED immediately if you suspect any unauthorized use of, or access to, your account or password. SPEED shall retain the right to change your username for any reason, including, without limitation, if the username you have selected violates this Agreement.
This Agreement remains in full force and effect while you use the SPEED Services. You may terminate your account and/or subscription on SPEED2.com at any time, for any reason, by emailing SPEED at: SPEED Feedback. SPEED may terminate your account and/or access to the SPEED Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. Furthermore, even after your user account or access to the SPEED Services is terminated, this Agreement will remain in effect. You agree that your account is non-transferable and any rights to your account terminate upon your death.
You acknowledge that SPEED reserves the right to charge subscription fees for any portion of the SPEED Services. SPEED will provide you with five (5) days advance notice of any such fees, including any change in the amount of such fees, and a way to cancel your account or subscription in the event you do not wish to pay the modified fee. If you continue to use the SPEED Services after the subscription fee has been increased, you are expressly agreeing to the increased subscription fee and you will be responsible for paying such subscription fee for the balance of your subscription. If SPEED suspends or terminates your account and/or access to the SPEED Services because you have breached the Agreement or violated Applicable Law, you will not be entitled to a refund of any unused portion of such fees or other payments.
The SPEED Services contain information, text, files, images, images, video, sounds, musical works, works of authorship, applications, and any other materials or content (collectively, "Content") of SPEED ("SPEED Content"). SPEED Content is protected by copyright, trademark, patent, trade secret and other laws, and as between you and SPEED, SPEED owns and retains all rights in the SPEED Content and the SPEED Services. SPEED hereby grants you a limited, revocable, nonsublicensable license to access and display the SPEED Content (excluding any software code) solely for your personal, non-commercial use in connection with viewing the SPEED Site and using the SPEED Services. The SPEED Services may also contain Content of users and other SPEED licensors. Except as provided in this Agreement or as explicitly allowed on the SPEED Services, you may not copy, download, stream capture, reproduce, duplicate, archive, upload, modify, translate, publish, broadcast, transmit, retransmit, distribute, perform, display, sell or otherwise use any Content appearing on or through the SPEED Services.
Except as explicitly and expressly permitted by SPEED, you are strictly prohibited from creating works or materials (including but not limited to fonts, icons, link buttons, wallpaper, desktop themes, on-line postcards, montages, mash-ups and similar videos, greeting cards and unlicensed merchandise) that derive from or are based on the SPEED Content. This prohibition applies regardless of whether the derivative works or materials are sold, bartered or given away. You may not either directly or through the use of any device, software, internet site, web-based service or other means remove, later, bypass, avoid interfere with, or circumvent any copyright, trademark, or other proprietary notices marked on the Content or any digital rights management mechanism, device, or other content protection or access control measure associated with the Content including geo-filtering mechanisms. Furthermore, you may not create, recreate, distribute or advertise an index of any significant portion of the Content unless authorized by SPEED. You may not build a business utilizing the Content, whether or not for profit.
Your Use of SPEED Services
The SPEED Services are offered for your personal use only and may not be used for commercial purposes. SPEED reserves the right to remove commercial content in its sole discretion. You understand that you are responsible for all Content that you post, upload, transmit, email or otherwise make available on, through or in connection with the SPEED Services (collectively, "User Content"). Accordingly, please choose carefully the information that you post on, through or in connection with the SPEED Services. You understand that SPEED does not control the User Content posted by users via the SPEED Services and, as such, you understand you may be exposed to offensive, indecent, inaccurate or otherwise objectionable Content. SPEED assumes no responsibility or liability for this type of Content. If you become aware of misuse of the SPEED Services, please report this immediately to: SPEED Feedback. If at any time, SPEED chooses in its sole discretion to monitor the SPEED Services, SPEED nonetheless assumes no responsibility for Content other than SPEED Content, assumes no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of any user.
You agree not to use the SPEED Services to:
- Impersonate or attempt to impersonate any person or entity;
- Introduce or engage in activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorized use of or access to a computer or a computer network;
- Interfere with, damage, disable, disrupt, impair, create an undue burden on, or gain unauthorized access to the SPEED Services, including SPEED’s servers, networks or accounts;
- Cover, remove, disable, block or obscure advertisements or other portions of the SPEED Services;
- Use technology or any automated system such as scripts or bots in order to collect usernames, passwords, email addresses or other data from the SPEED Services, or to circumvent or modify any security technology or software that is part of the SPEED Services;
- Send or cause to send (directly or indirectly) unsolicited bulk messages or other unsolicited bulk communications of any kind through the SPEED Services. If you do so, you acknowledge you will have caused substantial harm to SPEED, but that the amount of harm would be extremely difficult to measure. As a reasonable estimation of such harm, you agree to pay SPEED $50 for each actual or intended recipient of such communication;
- Solicit, collect or request any personal information for commercial or unlawful purposes;
- Post, upload or otherwise transmit an image or video of another person without that person’s consent;
- Engage in commercial activity (including but not limited to sales, contests, or sweepstakes) without SPEED’s prior written consent;
- Use the SPEED Services to advertise or promote competing services;
- Use the SPEED Services in a manner inconsistent with any and all Applicable Law;
- Attempt, facilitate or encourage others to do any of the foregoing.
SPEED reserves the right, but disclaims any obligation or responsibility, to remove User Content that violates this Agreement, as determined by SPEED in its sole discretion. You acknowledge SPEED reserves the right to investigate and take appropriate legal action against anyone who, in SPEED’s sole discretion, violates this Agreement, including but not limited to, terminating their user account and/or reporting such User Content, conduct, or activity to law enforcement authorities.
You acknowledge, consent and agree that SPEED may access, preserve or disclose information you provide to SPEED2.com, including User Content, when SPEED has a good faith belief that such access, preservation or disclosure is necessary in order to: (i) protect or defend the legal rights or property of SPEED, our parents, subsidiaries or affiliates ("Affiliated Companies"), or their employees, agents and contractors (including enforcement of our agreements); (ii) protect the safety and security of Users of the SPEED Services or members of the public including acting in urgent circumstances; (iii) protect against fraud or for risk management purposes; or (iv) comply with the law or legal process.
Your Proprietary Rights
SPEED does not claim any ownership rights in the User Content that you post, upload, email transmit, or otherwise make available on, through or in connection with the SPEED Services; provided, however, that User Content shall not include any Content posted by a user that is already owned by SPEED or any Affiliated Company. By posting any User Content on, through or in connection with the SPEED Services, you hereby grant to SPEED and our Affiliated Companies, licensees and authorized users, a perpetual, non-exclusive, fully-paid and royalty-free, sublicensable, transferable (in whole or in part), worldwide license to use, modify, excerpt, adapt, create derivative works and compilations based upon, publicly perform, publicly display, reproduce, and distribute such User Content on, through or in connection with the SPEED Services or in connection with any distribution or syndication thereof to Third Party Services (as defined below), on and through all media formats now known or hereafter devised, for any and all purposes including, but not limited to, promotional, marketing, trade or commercial purposes. SPEED‘s use of such User Content shall not require any further notice to you and such use shall be without the requirement of any permission from or payment to you or to any other person or entity. SPEED reserves the right to limit the storage capacity of User Content that you post on, through or in connection with the SPEED Services.
You represent and warrant that: (i) you own the User Content posted by you on, through or in connection with the SPEED Services, or otherwise have the right to grant the license set forth in this Section, and (ii) the posting of User Content by you on, through or in connection with the SPEED Services and Third Party Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of the use of any User Content posted by you on or through the SPEED Services or Third Party Services.
Copyrights and Other Intellectual Property
SPEED respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. SPEED has a policy of terminating repeat infringers’ access to the SPEED Services in appropriate circumstances.
If you believe that any material residing on or linked to from SPEED2.com infringes your copyright, please send SPEED's Copyright Agent a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the SPEED Services (such as the URL(s) of the claimed infringing material); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on the owner's behalf; and (f) your physical or electronic signature. SPEED's Copyright Agent for notification of claimed infringement can be reached as follows: Copyright Agent, SPEED Channel, Inc., 10201 W. Pico Blvd., Los Angeles, CA 90035; Facsimile: (310) 969-5660; Phone: (310) 369-7069; Attn: Copyright Agent. SPEED's Copyright Agent for notification of claimed infringement can also be reached electronically at SPEED2.DMCA@fox.com.
Third Party Links and Services
You are solely responsible for your interactions with other SPEED users, providers of Third Party Services or any other parties with whom you interact on, through or in connection with the SPEED Services. SPEED reserves the right, but has no obligation, to become involved in any way with these disputes.
The SPEED Services are provided "AS-IS" and "as available" and SPEED does not guarantee or promise any specific results from use of the SPEED Services. SPEED expressly disclaims any warranties and conditions of any kind, whether express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. In particular, SPEED makes no warranty that your use of the SPEED Services will be uninterrupted, timely, secure or error-free or that any information obtained by you on, through or in connection with the SPEED Services or Third Party Services (including but not limited to, through User Content or third party advertisements) will be accurate or reliable. Under no circumstances will SPEED be responsible for any loss or damage, including but not limited to, property damage, personal injury or death, resulting from use of the SPEED Services, problems or technical malfunction in connection with use of the SPEED Services, attendance at a SPEED event, any material downloaded or otherwise obtained in connection with the SPEED Services, any User Content, third party advertisement or Third Party Service posted on, through or in connection with the SPEED Services, or the conduct of any users of the SPEED Services, whether online or offline. Your use of User Content, third party advertisements, Third Party Services and the goods or services provided by any third parties is solely your responsibility and at your own risk. User Content, third party advertisements and Third Party Services do not necessarily reflect the opinions or policies of SPEED.
Limitation on Liability
IN NO EVENT WILL SPEED BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE SPEED SERVICES, EVEN IF SPEED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SPEED'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO SPEED FOR THE SPEED SERVICES DURING THE TERM OF YOUR USE OF THE SPEED SERVICES.
U.S. Export Controls
Software available in connection with the SPEED Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the SPEED Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
The Agreement will be governed by, and construed in accordance with, the laws of the State of New York, without regard to its conflict of law provisions. You and SPEED agree to submit to the exclusive jurisdiction of the courts located in New York, New York to resolve any dispute arising out of the Agreement or the SPEED Services. YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.
You agree to indemnify and hold SPEED, its Affiliated Companies, subcontractors and other partners, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including, but not limited to, reasonable attorneys' fees, made by any third party due to or arising out of your use of SPEED2.com or the SPEED Services, your breach of this Agreement, your violation of any rights of another or any Content that you post or otherwise submit on, through or in connection with the SPEED Services.
SPEED does not knowingly accept, via the SPEED Services or otherwise, unsolicited submissions including, without limitation, submissions of blog ideas, articles, scripts, story lines, fan fiction, characters, drawings, information, suggestions, proposals, ideas or concepts. SPEED's policy is to simply delete any such submission without reading it or forwarding it to other SPEED staff or staff of its Affiliated Companies. Therefore, any similarity between an unsolicited submission and any elements in any SPEED or Affiliated Company creative work including, without limitation, a film, series, story, title or concept would be purely coincidental. If unsolicited submissions are sent to SPEED via the SPEED Services (including but not limited to any public forum), however, such submissions and copyright become the property of SPEED and may be used, copied, sublicensed, adapted, transmitted, distributed, publicly performed, published, displayed or deleted as SPEED sees fit. You agree that you are not entitled to any compensation, credit or notice whatsoever and that by sending an unsolicited submission you waive the right to make any claim against SPEED or Affiliated Company relating to unsolicited submissions, including, without limitation, unfair competition, breach of implied contract or breach of confidentiality.
SPEED may, from time to time, post SPEED employment opportunities on the SPEED Services and/or invite users to submit resumes to it. If you choose to submit your name, contact information, resume and/or other personal information to SPEED in response to employment listings, you are authorizing SPEED to utilize this information for all lawful and legitimate hiring and employment purposes. SPEED also reserves the right, at its sole discretion, to forward the information you submit to its Affiliated Companies for legitimate business purposes. Nothing in this Agreement or contained in the SPEED Services will constitute a promise by SPEED to contact, interview, hire or employ any individual who submits information to it, nor will anything in this Agreement or contained in the SPEED Services constitute a promise that SPEED will review any or all of the information submitted to it by users of the SPEED Services.
The failure of SPEED to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. The Section titles in this Agreement are for convenience only and have no legal or contractual effect. SPEED is a trademark of SPEED Channel, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.
Please contact us at: SPEED Feedback with any questions regarding this Agreement.
I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.