Terms Of Services
1. READ THIS.
ONLY ADULTS AGE 18 AND OLDER MAY USE PROLIFERATE. IF YOU ARE UNDER 18 YEARS OF AGE, PLEASE DO NOT USE PROLIFERATE OR ANY OF ITS SERVICES FOR ANY PURPOSE AT ANY TIME.
BY CLICKING THE "I AGREE" BUTTON BELOW OR BY ACCESSING, VISITING, BROWSING, USING, OR ATTEMPTING TO INTERACT WITH OR USE ANY PART OF THIS PLATFORM, OR OTHER PROLIFERATE SOFTWARE, SERVICES, WEBSITE, OR CONTENT (COLLECTIVELY THE "SERVICES"), YOU AGREE THAT YOU ARE 18 YEARS OF AGE OR OLDER AND THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT.
IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, OR IF YOU ARE UNDER 18 YEARS OF AGE DO NOT ACCESS OR USE ANY PART OF THE PLATFORM. PROLIFERATE RESERVES THE RIGHT, WITH OR WITHOUT NOTICE, TO MAKE CHANGES TO THIS AGREEMENT AT PROLIFERATE'S SOLE DISCRETION. CONTINUED USE OF ANY PART OF THE PLATFORM OR THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES.
2. ACCESS TO THIS PLATFORM. To access the Platform, Platform resources, links or other content, you may be asked to provide certain registration details or other information. It is a condition of your use of this Platform that all the information you provide will be correct, current, and complete. If Proliferate believes the information you provide is not correct, current, or complete, Proliferate has the right to deny access to this Platform, or to any of its resources, and to terminate or suspend your access at any time.
3. APPLICABLE USE OF PLATFORM. All Users must abide by this Agreement. If a User fails to follow any of the terms or conditions of this Agreement or any other applicable guidelines and/or rules of behavior, Proliferate can immediately suspend and/or discontinue your ability to use the Platform. In addition, the Platform has the right to delete any piece of content or material, comment, as well as any topic or profile that the Website finds objectionable, in its reasonable discretion. You alone are totally responsible for any activity that takes place on the Proliferate’s Platform under your username. If you become aware of any unauthorized use of your username and/or password, it is your responsibility to notify Proliferate immediately at firstname.lastname@example.org. It is up to you to maintain the confidentiality of your password and username.
5. NO UNLAWFUL ACCESS. You agree that you will not use Proliferate's Platform in any manner that could in any way disable, overburden, damage, or impair the Platform or otherwise interfere with any other party's use and enjoyment of the Platform. You further agree that you will not obtain, or attempt to obtain, any materials, content, or information by any means not expressly made available or provided for through the authorized use of the Platform.
6. PERSONAL AND NON-COMMERCIAL USE LIMITATION. Proliferate's Platform and Site are for your personal and non-commercial use, unless otherwise specified in writing. You may not use any Proliferate Platform for any other purpose, including any commercial purpose, without the prior express written permission of an authorized representative of Proliferate in each instance, which permission will be at Proliferate’s sole and absolute discretion, or as otherwise Provided by this Agreement. You must not stream, post, upload or link to anything that advertises any commercial endeavor (e.g., offering for sale any products or services) or otherwise engage in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services), except as may be specifically authorized on and/or purposefully facilitated by Proliferate, or solicit funds, advertisers, and/or sponsors for any purpose. You may not modify, copy, distribute, display, send, perform, reproduce, publish, license, create derivative works of, transfer, sell, or otherwise infringe upon any intellectual property rights related to any information, content, software, products or services obtained from or otherwise connected to Proliferate's Platform, in whole or in part.
7. PROPRIETARY INFORMATION. All content found or viewed on the Proliferate Platform (the "Content") is considered the copyrighted and trademarked intellectual property of Proliferate, or of the party that created and/or licensed the Content to Proliferate. No rights or title to any of the Content contained on any Proliferate Platform shall be considered transferred or assigned to the User at any time. Subject to all applicable laws, you agree that you will not copy, distribute, republish, modify, create derivative works of, or otherwise use the Content in any unauthorized way, without the prior written consent of Proliferate in each instance, except that you may print out and/or save one copy of the Content for your personal use only.
You acknowledge and agree that the Platform’s Content, including any necessary software used in connection with the Platform and any of the Services provided by the Platform (“Software”), and any contain proprietary and confidential information that is the property of its authors, Proliferate, and/or its licensors and is protected by applicable intellectual property and other laws. No rights or title to any of the Content or Software used in connection with or disclosed to Users through the Platform is provided, transferred or assigned to you. You further acknowledge and agree that Content contained in advertisements or information presented to you through the Website or advertisers is protected by copyright, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by the author of the Content, the Platform, or its advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Content or Software, in whole or in part. You also acknowledge Proliferates’s exclusive rights in the Platform’s trademarks and service marks.
8. SUBMISSIONS. The Platform does not own any of the Content you post or transmit. By placing Content on or transmitting Content through the Platform you are providing the Platform with a worldwide, perpetual, fully paid-up, royalty-free, unlimited, non-exclusive license, for as long as the Content is part of your profile, to publicly stream, display, modify, reproduce, and distribute your Content (in whole or in part) on the Site for editorial and promotional purposes of the Site. Proliferate reserves the right to market, advertise, and promote this Content in connection with the promotion of the Platform or any service offered by the Platform.
The Website shall have no responsibility for enforcing any rights you may claim in any Content, which shall be your responsibility entirely, and you agree to defend, hold harmless and indemnify Company with respect to any claim you have that other Users are reproducing or using your Content, as well as for claims by other Users that you are reproducing or using their Submission or Content without prior written permission. Company will not arbitrate, mediate, or resolve any intellectual property or other disputes between Users, and has no responsibility for doing same.
9. HYPERLINKING. The Site may be hyperlinked to and by other websites which are not maintained by, or related to, Proliferate. Hyperlinks to such sites are provided as a service to Users and are not sponsored by, endorsed or otherwise affiliated with the Site or Proliferate. Proliferate has not reviewed any or all of such sites and is not responsible for the content of any linking sites, and any links made directly from a Proliferate Site to another web page should be accessed at the User's own risk. Proliferate makes no representations or warranties about the content, completeness, quality or accuracy of any such website, and as such, shall not be liable in connection with any loss, damage, cost or injury associated with any access thereto via this Site.
10. COMMUNITY STANDARDS. Proliferate's Platform may contain video conferencing rooms, chat areas, message boards, communities, calendars, a user ratings system and/or other message or communication facilities designed to allow you to interact with the Proliferate community and individual users (collectively, "Communications Services"). You agree to use the Communication Services only to stream, transmit, post, send, and receive messages and content, and engage in activity, that is considered proper and related to the particular Communication Service. All such content, communications, and activity must comply with Proliferate’s Community Standards, as updated from time to time. Among other actions, when using a Communication Service, you agree that you will not post, send, submit, publish, or transmit in connection with this Site, or cause to be posted, sent, submitted, published or transmitted, any material that, or engage in any activity that:
(i) you do not have the right to post, stream, communicate, or otherwise distribute without authorization any material or information of any third party protected by intellectual property laws, by rights of privacy or publicity, by a confidentiality agreement, or as a trade secret;
(ii) advocates or could reasonably serve to encourage, either directly or indirectly, any illegal or immoral activity, or discusses an intent to commit an illegal act or violate any law, rule, or regulation;
(iii) advocates or could reasonably serve to encourage, either directly or indirectly, any violence;
(iv) is vulgar, obscene, pornographic, incendiary, or indecent;
(v) threatens or abuses others;
(vi) is libelous or defamatory towards others;
(vi) is racist, abusive, harassing, threatening or offensive;
(viii) seeks to exploit or harm children by exposing them to inappropriate content, or asking for personally identifiable details or information;
(ix) harvests or otherwise collects information about others, including email addresses, financial information or other personally identifying information, without their prior express consent in each instance;
(x) impersonates or misrepresents your connection to any other entity or person or otherwise manipulates or forges headers or identifiers to disguise the origin of content;
(xi) falsifies or deletes any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is permissibly uploaded (e.g., copyright, trademark or patent notices);
(xii) advertises any commercial endeavor (e.g., offering for sale products or services) or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services) except as may be specifically authorized on and/or purposefully facilitated by the Platform;
(xiii) solicits funds, advertisers or sponsors for any purpose;
(xiv) includes programs that contain viruses, worms and/or Trojan horses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications device;
(xv) disrupts the normal flow of dialogue or otherwise acts in a way which affects the ability of other people to engage in real-time activities via this Site;
(xvi) amounts to a pyramid or other like scheme, including without limitation contests, chain letters, and surveys;
(xvii) disobeys any policy or regulations including any code of conduct or other guidelines established from time to time regarding the use of this Site and/or any networks connected to this Site
(xvii) attempts, facilitates, or encourages manipulation of the community ratings system
(xviii) incites or encourages others to violate Proliferate’s Community Standards
(xix) contains hyperlinks to other sites that contain content that falls within the scope of this Section; or
(xx) otherwise violates the Community Standards or Terms of Service as set forth under “Legal” in your User Profile.
You further agree not to direct any similar activities, content, or communications toward other Proliferate Users outside the Proliferate platform, and that any such activities, content, or communications will also constitute a violation of Proliferate’s Community Standards.
You acknowledge that Proliferate will have the right to determine, in its sole discretion, whether content, communications, or activities violate its Community Standards.
You acknowledge that any materials streamed through or uploaded to the Communication Services may be subject to posted limits on use, reproduction, and/or dissemination, and you are responsible for abiding by such limitations with respect to your submissions, including any downloaded materials. Notwithstanding these rights, you remain solely responsible for the content of your submissions. You acknowledge and agree that neither Proliferate nor any third party that provides Content to Proliferate will assume or have any liability for any action made by Proliferate or such third party with respect to any submission.
You acknowledge that the Website may or may not pre-screen materials uploaded to the Communication Service, yet the Website and its designees shall have the right, but not the obligation, in its sole discretion, to pre-screen, refuse, remove, or delete any Content that violates this Agreement or is otherwise objectionable as determined by the Website in its sole discretion.
The Website reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Communication Services (or any part thereof) with or without notice. You agree that Proliferate will not be liable to you or any third party for any modification, suspension, or discontinuance of the Communication Services.
WHILE THE WEBSITE EXPLICITLY PROHIBITS THE ABOVE CONDUCT, YOU ACKNOWLEDGE AND AGREE THAT YOU MAY BE EXPOSED TO SUCH CONDUCT AND CONTENT, AND THAT YOUR USE OF THE WEBSITE IS ENTIRELY AT YOUR OWN RISK, AND THAT THE WEBSITE SHALL HAVE NO LIABILITY OF ANY KIND FOR SUCH CONDUCT.
YOU UNDERSTAND AND AGREE THAT IF YOUR USE OF COMMUNICATIONS SERVICES VIOLATES ANY OF THE ABOVE CODES OF CONDUCT, PROLIFERATE CAN SUSPEND AND/OR TERMINATE YOUR USE OF THE PLATFORM IMMEDIATELY WITHOUT PRIOR NOTICE.
12. DISCLOSURE UNDER LAW. Proliferate reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process, or governmental request.
Proliferate may preserve and store your account information and Content if it believes in good faith that such preservation is necessary to comply with legal processes, respond to claims that the Content violates the rights of third parties, or to protect the rights, property or personal safety of the Platform, its Users or the public.
14. DISCLAIMER & LIMITATIONS ON LIABILITY. You understand that Proliferate cannot and does not guarantee or warrant that files available for downloading from Proliferate Platform or Site will be free of viruses, worms, Trojan horses, or other code that may cause damage or harm to your computer(s) or network(s). You acknowledge that you will be solely responsible for implementing sufficient procedures and checkpoints to protect your computer(s) and network(s), and that you will maintain adequate means of backup of your personal data, external to this Platform. Proliferate further disclaims any responsibility to ensure that the Content located on its Platform is necessarily complete and up-to-date.
YOUR USE OF THE PLATFORM AND SITE ARE AT YOUR OWN RISK. THE CONTENT IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. PROLIFERATE DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. PROLIFERATE DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED ON ANY PROLIFERATE PLATFORM OR SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. PROLIFERATE DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF ANY CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE USER ACKNOWLEDGES THAT THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND PROLIFERATE MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THIS SITE OR ITS CONTENT. PROLIFERATE MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.
PROLIFERATE, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, WILL NOT BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF PROLIFERATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE REASONABLY FORSEEABLE.
IN NO EVENT WILL THE COLLECTIVE LIABILITY OF PROLIFERATE AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE), EXCEED $100. ALL CLAIMS MADE BY YOU HEREUNDER MUST BE MADE WITHIN ONE YEAR OF THE ACTION TO WHICH SUCH CLAIM RELATES OR FOREVER BE BARRED.
IF YOU ARE A CALIFORNIA RESIDENT, YOU AGREE TO WAIVE CALIFORNIA CIVIL CODE § 1542, WHICH SAYS:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
16. TRADEMARKS AND COPYRIGHTS. Trademarks, service marks, logos, trade names, and copyrighted works (hereinafter, "Intellectual Property") appearing on this Site are the property of Proliferate or the party that provided the Intellectual Property to Proliferate. Proliferate and any party that provides Intellectual Property to Proliferate retain all rights with respect to any of their respective Intellectual Property appearing in this Site and do not transfer at any time to user and/or any other third party. All contents of Proliferate's Platform are Copyright 2021 Proliferate LLC.
17. COPYRIGHT INFRINGEMENT. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Proliferate’s copyright agent (as designated herein) all of the written information specified below. Please note that this procedure is exclusively for notifying Proliferate and its affiliates that your copyrighted material has been infringed. Please include the following:
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed upon;
A description of where the material that you claim is infringing is located on the Site, including the current Website address;
Your address, telephone number, and e-mail address;
A statement by you that you have a good-faith belief that the disputed use is unauthorized by the copyright owner, its agent, and/or the law;
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
Proliferate’s Copyright Agent for notice of claims of copyright infringement on its Websites can be reached as follows:
Andrew Van Beek
Attn: Copyright Agent,
222 W. Merchandise Mart Plaza, Ste. 1212
Chicago, Illinois 60654
phone: (414) 553-9684
BY ACCEPTING THIS AGREEMENT YOU WAIVE ALL RIGHTS NOT SPECIFICALLY SET FORTH HEREIN, AND AGREE TO HOLD PROLIFERATE HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY PROLIFERATE DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER PROLIFERATE OR LAW ENFORCEMENT AUTHORITIES.
IF YOU HAVE A QUESTION ABOUT THE ARBITRATION PROCESS OR TO OBTAIN A CURRENT COPY OF THE COMPREHENSIVE DISPUTE RESOLUTION RULES AND PROCEDURES AND/OR FEE SCHEDULE, NAM’S COMMERCIAL DEPT. CAN BE CONTACTED AT (800) 358-2550 OR BY NAM’S WEBSITE AT WWW.NAMADR.COM.
For any claim or proceeding not subject to the jurisdiction of NAM, or for any claim or proceeding to enforce the arbitration award, you specifically consent to personal and exclusive jurisdiction by and venue in the State and Federal courts of Cook County, Illinois, in connection with any dispute between you and Proliferate arising out of or involving these Terms of Service, the Platform and/or any Communications Services.
YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION BY YOU AGAINST THE COMPANY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR USE OF THE WEBSITE OR ANY SERVICE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.
(b) You agree that no joint venture, partnership, employment, or agency relationship exists between you and Proliferate as a result of this Agreement or use of Proliferate's Platform.
(d) The failure of Proliferate to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any waiver of this Agreement by Proliferate must be in writing and signed by an authorized representative of Proliferate.
(e) The section titles in the Agreement are for convenience only and have no legal or contractual effect.