Terms of Service
Women in Film & Video DC 〉 Terms of Service
PLEASE READ THESE TERMS OF SERVICE (THE “TOS”) CAREFULLY BEFORE USING THE SERVICES OFFERED BY WOMEN IN FILM AND VIDEO, INC. (“WIFV”, “WE,” “US”). THIS TOS SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE WEBSITE AT www.wifv.org, ALL OTHER SITES OWNED AND OPERATED BY WIFV AND AFFILIATE SITES (COLLECTIVELY, THE “SITE”), AND ALL SERVICES OWNED AND OPERATED BY US (TOGETHER WITH THE SITE, COLLECTIVELY THE “SERVICE”). BY USING THE SERVICE IN ANY MANNER, YOU AGREE TO THE TOS AND/OR ANY AND ALL OTHER APPLICABLE TERMS PROVIDED FOR ON THE SITE. IF YOU DO NOT AGREE TO THIS OR ANY OTHER TERMS AND SITE POLICIES, YOU SHOULD NOT USE THE SERVICE. BY USING AND ACCESSING THE SERVICE YOU AGREE TO THE TOS AND ALL OTHER APPLICABLE POLICIES, AS THE SAME MAY BE AMENDED FROM TIME TO TIME US IN ACCORDANCE WITH THE TERMS BELOW IN WIFV’S SOLE DISCRETION, WITH OR WITHOUT NOTICE.
I. What is Women in Film and Video, Inc. and How Does It Work?
Women in Film & Video (WIFV) provides educational and networking opportunities for screen-based media makers, celebrates women’s creative and technical achievements in media, and advocates for parity both in front of and behind the camera to ensure that all voices can be heard. A 501(c)(3) non-profit community benefit organization founded in 1979, WIFV is the premier professional resource for people who want successful media careers in the DC-metro region. Our resources, connections and advocacy support a vibrant, creative media community.
Various content including, but not limited to, videos, trailers, completed films, audio-visual works, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, Projects, blog posts, associated trademarks and copyrightable works (collectively, “Content”) is accessible on the Service. Users of the Service (collectively, “Users”) may have the ability to contribute, add, create, upload, submit, collect, post, or otherwise make accessible (“Submit”) Content. “User Submissions” means any Content Submitted by Users. Some services may have fees associated with them (fees spelled out below). If a fee is associated with the action, the User will be explicitly informed of the fee.
All Users of the Site can take any action allowed on the Site, as provided for by the TOS.
II. If You Use the Site, You Agree to Our Rules
III. Who May Use the Service
The Service is available only to individuals who are at least eighteen (18) years old. You represent and warrant that if you are an individual, you are at least 18 years old and of legal age and capacity to form a binding contract, and that all registration information you submit is accurate and truthful. WIFV may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access and/or use the Service is revoked in those jurisdictions.
IV. Creating a WIFV Account
WIFV makes some content viewable without registering for an Account on the Site, but for certain other aspects of the Service, Users may be required to register with WIFV and select a screen name (“User ID”), password, and make certain payments and/or provide certain payment or credit/debit card information as required by Us, if applicable. You agree to provide accurate, complete, and updated registration and payment information. Failure to do so shall constitute a breach of the TOS, which may result in immediate termination of your account and other remedies available to WIFV.
Do not register a User ID that:
- is the exact or similar name of another person or entity, with the intent to impersonate, defame, disparage, mock, or ridicule that person or entity (aka “don’t be mean”);
- is subject to any rights of another person, without appropriate authorization (aka “don’t copy”); or
- is otherwise offensive, vulgar, disparaging, defamatory, or obscene (again, “seriously, don’t be mean”).
We reserve the right to refuse registration of or cancel a User ID name for any reason.
You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your password for the Site. You shall never use another User account without the other User’s express permission. It is up to You to protect your password and account security, but please immediately notify WIFV in writing of any unauthorized use of your account, or other known account-related security breach. You can control how other Users communicate with you through your Settings.
By providing WIFV your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail or other manner. We may also use your email address to send you other messages, including changes to features of the Service and special offers. You understand and agree that any notices or messages we send to you may be on an unencrypted basis.
V. How User Information May Be Used
Once a User creates a User Profile, some of their information will be viewable by the public: name, email, phone number, address, short bio, and/or categories of professional work. The User can limit what info is available publicly in the WIFV Member Directory and can eliminate all info besides their name, if they so choose.
VI. Fees and Payments
WIFV does charge fees for certain services on the Site. When you use a service that has a fee you will have an opportunity to review and accept the fees that you will be charged. Changes to fees are effective after we provide you with notice by posting the changes on the Site. You are responsible for paying all fees associated with your use of the Service. To the extent the Service or any portion thereof is made available for any fee, you will be required to provide WIFV information regarding your credit or debit card or other payment instrument. You represent and warrant to WIFV that such information is correct and that you are authorized to use such card or payment instrument. You must promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. Failure to comply with these payment provisions shall in no way relieve you of your payment obligations to WIFV.
Payment processing services on WIFV are provided by Authorize.net and are subject to Authorize.net Terms of Service. By agreeing to these Terms of Service, you agree to be bound by the Authorize.net Services Agreement, as the same may be modified by Authorize.net from time to time; provided, however, that this Agreement shall govern if there is any discrepancy between this Agreement and the Authorize.net Services Agreement. As a condition of WIFV enabling payment processing services through Authorize.net, you agree to provide WIFV accurate and complete information about you and (if applicable) your business, and you authorize WIFV to share it and transaction information related to your use of the payment processing services provided by Authorize.net. WIFV shall have no liability for transactions or interactions with the third-party payment processor.
VII. Intellectual Property (IP)
WIFV owns all rights, title and interest to the Site, and all copyrights, trade secrets, trademarks, service marks, trade dress rights, patent and invention rights, and other intellectual property and ownership rights associated with WIFV throughout the world. Any rights not expressly granted herein are reserved by WIFV.
VIII. Content and License
You agree that the Website contains Content provided by WIFV, its partners and Users and that the Content may be protected by copyrights, trademarks, service marks, patents, trade secrets, or other rights and laws. You shall abide by and maintain all copyright and other legal notices, information, and restrictions contained in any Content accessed through the Service.
To the extent that WIFV is the owner of the Content only, we grant to each User of the Service a worldwide, revocable, non-exclusive, non-sublicensable and non-transferable license to use the Content, solely for personal, non-commercial use and as contemplated herein. Use, reproduction, modification, distribution, or storage of any Content for other than personal, non-commercial use solely in accordance with these TOS is prohibited without prior written permission from Us, or from the copyright holder if applicable. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third-party right or the terms of this Agreement.
IX. Intellectual Property of Users
By Submitting User Submissions on the Site or otherwise through the Service, you agree to the following terms:
WIFV will not have any ownership rights over your User Submissions.
However, for any information or content that you provide to WIFV through the Service, you hereby grant WIFV the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable right to (and to allow others acting on its behalf to):
- use, edit, modify, prepare derivative works of, reproduce, host, display, stream, transmit, playback, transcode, copy, feature, market, sell, distribute, and otherwise fully exploit your User Submissions and any of your trademarks, service marks, trade names, slogans, logos, and similar proprietary rights (collectively, the “Trademarks”) in connection with (a) the Service, (b) Our (and its successors’ and assigns’) businesses, (c) promoting, marketing, and redistributing part or all of the Site (and derivative works thereof) or the Service in any media formats and through any media channels (including, without limitation, third-party websites);
- take whatever other action is required to perform and market the Service;
- allow its Users to stream, transmit, playback, download, display, feature, distribute, collect, and otherwise use the User Submissions and Trademarks in connection with the Service; and
- use and publish, and permit others to use and publish, the User Submissions, Trademarks, names, likenesses, and personal and biographical materials of you and the members of your group, in connection with the provision or marketing of the Service.
In addition, you represent and warrant to WIFV the following:
- You are publishing your User Submission, and you may be identified publicly by your name or User ID in association with your User Submission.
- You grant to each User a non-exclusive license to access your User Submissions through the Service, and to use such User Submissions solely for personal, non-commercial use as contemplated by this Agreement.
- Your User Submissions do not and will not contain third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant WIFV all of the license rights granted herein.
- You will pay all royalties and other amounts owed to any person or entity based on your Submitting User Submissions to the Service or Our publishing or hosting of the User Submissions as contemplated by these Terms of Service.
- The use or other exploitation of User Submissions by WIFV and Users as contemplated by this Agreement will not infringe or violate the rights of any third party, including without limitation any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights.
- WIFV shall have the right to delete, edit, modify, reformat, excerpt, or translate any of your User Submissions.
- You will be truthful and accurate in all information you provide to WIFV.
- All information publicly posted or privately transmitted through the Site is the sole responsibility of the person from which that Content originated.
- WIFV will not be liable for any errors or omissions in any Content.
- WIFV cannot guarantee the identity of any other Users with whom you may interact while using the Service.
- All Content you access through the Service is at your own risk and you will be solely responsible for any resulting damage or loss to any party.
- By providing information and/or Content, you hereby agree that WIFV may use such information as it deems appropriate, and you understand and acknowledge that such information (and other information gathered by WIFV with respect to same) may be used, aggregated and/or displayed by WIFV as it determines in its sole discretion, including without limitation on the Site’s “Total Transparency Dashboard” or otherwise.
Under the Digital Millennium Copyright Act (“DMCA”), if a user repeatedly infringes, WIFV has the right to terminate a User accounts. Even if based on a single infringement, it is in WIFV’s sole and unfettered discretion to terminate accounts.
X. Copyright Notifications
WIFV will remove infringing materials in accordance with the DMCA if properly notified that Content infringes a copyright. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify WIFV’s Copyright Agent in writing. Your notice must contain the following information (please confirm these requirements with your legal counsel, or see the U.S. Copyright Act, 17 U.S.C. §512(c)(3), or the Copyright Office website for more information).
- 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;
- a description of where the material that you claim is infringing is located on the Site, sufficient for WIFV to locate the material;
- your address, telephone number, and email address;
- 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; and
- a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.
If you believe that your work has been removed or disabled by mistake or misidentification, please notify WIFV’s Copyright Agent in writing. Your counter-notice must contain the following information (please confirm these requirements with your legal counsel or see the U.S. Copyright Act, 17 U.S.C. §512(g)(3), or the Copyright Office website for more information):
- A physical or electronic signature of the user of the Services;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- A statement made under penalty of perjury that the Creator has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
- The Creator’s name, address, telephone number, and a statement that the subscriber consents to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if the Creator’s address is outside of the United States, for any judicial district in which the service provider may be found, and that the user will accept service of process from the person who provided notification or an agent of such person.
Under the Copyright Act, any person who knowingly materially misrepresents that material is infringing or was removed or disabled by mistake or misidentification may be subject to liability.
If you fail to comply with these notice requirements, your notification or counter-notification may not be valid.
Our designated copyright agent for notice of alleged copyright infringement is:
Attn: Copyright Agent
XI. To Sum It Up, We’re All Responsible Adults Here, Let’s Act Accordingly
By using the Service, you promise that you will not use it for anything that violates these TOS or the law. You also promise to only use the Service in the ways it was intended for. You are responsible for all of your activity in connection with the Service.
(a) Your Actions and Content shall not, directly or indirectly:
- infringe any patent, trademark, service mark, trade secret, copyright, right of publicity, privacy right or other right of any other person or entity, or violate any applicable law or contract;
- be false, misleading, or inaccurate;
- be unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another’s privacy;
- constitute unsolicited or unauthorized advertising or promotional material or any junk mail, spam, or chain letters;
- contain software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of WIFV or any third party;
- impersonate any person or entity, including any employee or representative of WIFV.
(b) You also agree not to tamper with Our Site and Services by:
- taking any action that imposes or may impose (at WIFV’s sole discretion) an unreasonable or disproportionately large load on the infrastructure of WIFV or its third-party providers;
- interfering or attempting to interfere with the proper working of the Service or any activities conducted on the Service;
- using any network monitoring or discovery software to determine the Site’s architecture, or to extract information about usage or users;
- bypassing any measures We may use to prevent or restrict access to the Service (or other accounts, computer systems, or networks connected to the Service);
- using any WIFV-owned mark or product name as a meta-tag or other ‘hidden text’ for search engines in a manner that does not inure to the benefit of WIFV;
- running Maillist, Listserv, or any form of auto-responder or “spam” on the Service; or
- using manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site.
- deciphering, decompiling, disassembling, reverse engineering, or otherwise attempting to derive any source code or underlying ideas or algorithms of any part of the Service, except to the limited extent applicable laws specifically prohibit such restriction and/or to the extent any such source code is open source;
- modifying, translating, or otherwise creating derivative works of any part of the Service; or
- copying, renting, leasing, distributing, or otherwise transferring any of the rights that you receive hereunder. You shall abide by all applicable local, state, national, and international laws and regulations.
WIFV does not guarantee that any Content will be made available through the Service. We have no obligation to monitor the Service or Content and we reserve the right to, at any time, for any reason, and without notice: (i) cancel, reject, interrupt, remove, or suspend a Project; (ii) remove any Content, including, but not limited to, any User Submission; and (ii) remove or block any User or User Submission. WIFV does not have to give reasons for any of these actions but if We do, such comment(s) shall in no way reduce or restrict any of WIFV’s rights and remedies as herein, by applicable law, or otherwise.
If you see anything on the Site that you believe violates our TOS or any other term or condition of the Service, including but not limited to Content that is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another’s privacy or that constitutes spam, we encourage you to report it to US. Please note, however, that reporting such Content does not guarantee that it will be removed from the Site or that We will take any other actions. WIFV may act in its sole discretion with respect to any such reports.
(c) You further agree to review and adhere to the Code of Conduct.
XII. Third-Party Sites and Mobile Services
The Service may permit you to link to other websites or resources on the internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. Those other websites are not under Our control, and you acknowledge that the We are not liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of those other websites or resources. The inclusion on another website of any link to the Site does not imply endorsement by or affiliation with WIFV. You further acknowledge and agree that the WIFV shall not be liable for any damage related to the use of any content, goods, or services available through any third-party website or resource.
The Service may include certain services that are available via a mobile device, including without limitation (i) the ability to upload Content to the Service via a mobile device, (ii) the ability to browse the Service and/or view streaming Content from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you understand that certain information about your usage of the Mobile Services may be communicated to us.
XIII. Privacy and Security
We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, We cannot guarantee that unauthorized third-parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information and any Content or other information at your own risk, and you hereby release and forever discharge WIFV from any and all liability with respect to any failure by Us to protect such information and/or Content unless such failure is due to Our intentional misconduct. You agree that as part of the Service, the Company may utilize and promote location-based services with respect to recommending projects, if and as applicable.
XIV. WIFV May Change These Terms at Any Time
WIFV may modify, amend, or replace these TOS (or any other terms and/or conditions referenced), or change, suspend, or discontinue the Service (including, but not limited to, the availability of any feature, database, or Content) at any time for any reason and without prior notice. We may also impose limits on restrict your access to parts or all of the Service without notice or liability. Furthermore, We may require additional information from you and/or require confirmation of acceptance of certain terms and conditions in order to continue use of the Service, when it comes to certain features. It is your responsibility to check the TOS and other terms periodically for changes. Remember, your continued use of the Service following any posted changes to the TOS constitutes acceptance of those changes.
We may terminate your access to the Service, without cause or notice, which may result in the forfeiture and destruction of all information associated with your Account. If you wish to terminate your Account, you may do so by following the instructions on the Site. Any fees earned by and/or paid to WIFV are non-refundable. All provisions of the TOS and any other agreement, term or condition on the Site or that you otherwise agree to that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnities, hold harmless clauses, and/or limitations of liability.
XVI. Warranty Disclaimer
WIFV has no special relationship with or fiduciary duty to you of any kind whatsoever and specifically disclaims any such duties. You acknowledge that the We have no duty to take any action regarding any of the following: (i) which Users gain access to the Site; (ii) what Content Users access through the Site; (iii) what effects the Content may have on Users; (iv) how Users may interpret or use the Content; or (v) what actions Users may take as a result of having been exposed to the Content. We cannot guarantee the authenticity of any data or information that Users provide about themselves or their Projects. You release WIFV from all liability for your having acquired or not acquired Content through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. WIFV makes no representations concerning any Content on the Site, and We are not liable for the accuracy, copyright compliance, legality, or decency of material contained on the Service.
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WIFV, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS, AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK. SOME STATES OR COUNTRIES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Electronic Communications Privacy Act Notice (18 USC §2701-2711): WIFV MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITE OR ANY WEBSITE LINKED TO THE SITE. We will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on WIFV’s equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.
You agree to and shall defend, indemnify, and hold harmless WIFV, its affiliates, and each of its and its affiliates’ employees, owners, managers, contractors, directors, suppliers, representatives and their respective successors and assigns from any and all liabilities, claims, damages and expenses, including reasonable attorneys’ fees and costs and the advancement of same, incurred by any such releases that arise from or relate to your use or misuse of, or access to, the Service, the Site, and/or Content, or otherwise from your User Submissions, any violation of the TOS or other applicable agreements, terms and/or conditions, or infringement by you, or any third-party using your account, of any intellectual property or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to and shall assist and cooperate with Us in asserting any available defenses.
XVIII. Limitation of Liability
IN NO EVENT SHALL WIFV, ITS AFFILIATES, NOR ITS OR THEIR RESPECTIVE DIRECTORS, MANAGERS, SHAREHOLDERS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE HUNDRED U.S. DOLLARS ($100.00). SOME STATES OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Accessing the Service is prohibited from territories where the Content is illegal. If you access the Service from any such location(s), you do so at your own initiative and are responsible for compliance with local laws.
XX. Electronic Delivery, Notice Policy, and Your Consent
By using the Services, you consent to receive from WIFV or its affiliates all communications including notices, agreements, legally required disclosures, or other information in connection with the Services (collectively, “Contract Notices”) electronically. WIFV may provide the electronic Contract Notices by posting them on the Site. If you desire to withdraw your consent to receive Contract Notices electronically, you must discontinue your use of the Services.
XXI. Governing Law
These TOS (and any further rules, policies, or guidelines incorporated by reference) shall be governed by and construed in accordance with the internal laws of the District of Columbia and the United States, without giving effect to any principles of conflicts of law, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods. You agree that the WIFV, the Site, and the Service are deemed a passive website that does not give rise to personal jurisdiction over WIFV or its parents, subsidiaries, affiliates, successors, assigns, employees, agents, managers, directors, officers or shareholders, either specific or general, in any jurisdiction other than the District of Columbia. You agree that any action at law or in equity arising out of or relating to these terms, or your use or non-use of the Services, shall be filed only in the district or federal courts located in the District of Columbia and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO TRIAL BY JURY IN ANY DISPUTE, ACTION, OR PROCEEDING.
XXII. Integration and Severability
These TOS and other referenced material are the entire agreement between you and WIFV with respect to the subject matter hereof (and thereof), and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and Us and govern the future relationship between the parties hereto (whether as User, Creator or otherwise). If any provision (or portion thereof) of the TOS or other agreements, terms or conditions are found to be unenforceable or invalid, such provision (or portion thereof) will be limited or eliminated to the minimum extent necessary so that the TOS and other agreements, terms and conditions will otherwise remain in full force and effect and enforceable to the maximum legal extent. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
WIFV shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond Our reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation. The TOS are personal to you, and are not assignable, transferable, or sublicensable by you except with Our prior written consent. WIFV may assign, transfer, or delegate any of Our rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the TOS or any other agreement referenced herein and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the TOS or such other agreement, the prevailing party will be entitled to recover costs and attorneys’ fees.
All notices under the TOS will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by nationally-recognized overnight delivery service.
Last Updated: 01262022