Welcome to the LongTale, LLC, web site, which is located at www.LongTale.com (the "Web Site"). The following Terms of Service ("TOS") contain the terms and conditions that govern your use of the Web Site and LongTale.com Service (as defined below). These TOS describe your rights and responsibilities and what you can expect from the LongTale.com Service. Use of the LongTale.com Web Site constitutes acceptance of these TOS.
LongTale.com reserves the right to add, delete and/or modify any of the terms and conditions contained in this TOS, at any time and in its sole discretion, by posting a change notice or a new agreement on the LongTale.com Web Site. In the event of substantive changes to this TOS, you may be notified by email. If any modification is unacceptable to you, your only recourse is to not use the Web Site and the LongTale.com Service. Your continued use of the LongTale.com Web Site following posting of a change notice or new TOS on the LongTale.com Web Site will constitute binding acceptance of the changes.
LongTale.com provides a number of Internet-based services through the Web Site (all such services, collectively, the "LongTale.com Service").
LongTale.com allows all users to browse the Web Site and purchase Products from third party on-line shops. LongTale.com may offer a number of other services on its Web Site, such as message boards, contests, and newsletters, which may change from time to time.
LongTale.com will only knowingly provide the LongTale.com Service to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of (18), but at least older than (13)-years of age, you may use the LongTale.com Service only under the supervision of a parent or legal guardian who agrees to be bound by these TOS. The LongTale.com Service is not intended for children under the age of (13).
You must comply with all of the terms and conditions of these TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the LongTale.com Service and the Web Site.
(a) LongTale.com solely and exclusively owns all intellectual property and other rights, title and interest in and to the LongTale.com Service and Web Site, except as expressly provided for in these TOS. For example and without limitation, LongTale, LLC, owns the trademarks LONGTALE™, LongTale.com™, LongTale.com & Publishing™, the copyrights in and to the Web Site, and certain technology used in providing the LongTale.com Service. You will not acquire any right, title or interest therein under these TOS or otherwise.
(b) LongTale.com grants you a limited revocable license to access and use the Web Site and the LongTale.com Service for its intended purposes, subject to your compliance with these TOS. This license does not include the right to collect or use information contained on the Web Site for purposes prohibited by LongTale.com; to compete with LongTale.com; create derivative works based on the content of the Web Site; or download or copy the Web Site (other than page caching). If you use the Web Site in a manner that exceeds the scope of this license or breach this TOS, LongTale.com may revoke the license granted to you.
(c) This Section 2.3 does not pertain to your intellectual property rights. For information regarding your intellectual property rights, please see Section 4.3.
LongTale.com may use third parties to provide certain services accessible through the Web Site.
LongTale.com does not control those third parties or their services, and you agree that LongTale.com will not be liable to you in any way for your use of such services. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as these TOS when you use these services. If any such terms or policies conflict with LongTale.com's TOS, agreements or policies, you must comply with LongTale.com's TOS, agreements or policies, as applicable.
You may only use the LongTale.com Service as expressly permitted by LongTale.com. You may not cause harm to the Web Site or the LongTale.com Service. Specifically, but not by way of limitation, you may not:
By entering into these TOS, you agree to LongTale.com's collection, use and disclosure of your personal information in accordance with the Privacy Policy.
If you purchase Products, you agree to do so in accordance with LongTale.com's Ordering Policy and Bulk Order Policy.
You will retain ownership of the Content that you upload to the Web Site. You hereby grant to LongTale.com a royalty-free, worldwide, transferable, nonexclusive, right and license to use such Content, in all media existing now or created in the future, as LongTale.com deems necessary to enable you to use the LongTale.com Service to create, produce and purchase Intellectual Properties for so long as your Content remains uploaded to the Web Site.
LongTale.com may sublicense the rights that you grant it in this Section to a third party subcontractor only for purposes of producing your Products and providing the LongTale.com Service.
LongTale.com reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Web Site. If LongTale.com determines, in its sole and absolute discretion, that you or another LongTale.com user will breach a term or condition of these TOS or that such transaction or communication is inappropriate, LongTale.com may cancel such transaction or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to you or any third party.
LongTale.com may modify the LongTale.com Service at any time with or without notice to you, and will incur no liability for doing so.
When you submit questions, comments, suggestions, ideas, message board postings, material submitted via web forms, contest entries, communications or any other information ("Submissions"), you grant LongTale.com permission to use such Submissions for marketing and other promotional purposes, including the right to sublicense. You agree that LongTale.com will have no obligation to keep any Submissions confidential. You will not bring a claim against LongTale.com based on "moral rights" or the likes arising from LongTale.com's use of a Submission.
You represent and warrant to LongTale.com and LongTale.com represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under these TOS, (ii) the execution and performance of your or its obligations under these TOS do not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) these TOS are a legal, valid and binding obligation of the party entering into these TOS, enforceable in accordance with their terms and conditions.
You represent and warrant to LongTale.com that, in your use of the LongTale.com Service, you: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or other legal right of any third party and (ii) will comply with all applicable laws, rules, and regulations. You further represent and warrant to LongTale.com that: (i) there are no claims, demands or any form of litigation pending, or to the best of your knowledge, threatened with respect to any of your Content; (ii) LongTale.com will not be required to make any payments to any third party in connection with its use of your Content, except for the expenses that LongTale.com incurs in providing the LongTale.com Service; (iii) the use of any instructions, formulae, recommendations, or the like contained in your Content will not cause injury to any third party; and (iv) your Content does not contain viruses or any other programs or technology designed to disrupt or damage any software or hardware.
LongTale.com PROVIDES THE WEB SITE AND LongTale.com SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. LongTale.com DOES NOT REPRESENT OR WARRANT THAT THE WEB SITE, LongTale.com SERVICE OR ITS USE: (i) WILL BE UNINTERRUPTED, (ii) WILL BE FREE OF INACCURACIES OR ERRORS, (iii) WILL MEET YOUR REQUIREMENTS, OR (iv) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. LongTale.com MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.
LongTale.com WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE LongTale.com SERVICE, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR A BREACH OF A PARTY'S REPRESENTATIONS AND WARRANTIES UNDER THESE TOS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TOS, IN NO EVENT WILL THE LIABILITY OF EITHER PARTY IN CONNECTION WITH THESE TOS EXCEED THE GREATER OF (i) THE AMOUNT PAID BY LongTale.com TO YOU DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY OR (ii) $100.
You must indemnify and hold LongTale.com and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the "Parties") harmless from any damage, loss, or expense (including without limitation, attorneys' fees and costs) incurred in connection with any third-party claim, demand or action ("Claim") brought against any of the Parties alleging that you have breached any of these TOS through any act or omission. If you have to indemnify LongTale.com under this Section, LongTale.com will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without LongTale.com's express written permission.
LongTale.com may suspend or terminate your use of the Web Site or LongTale.com Service if it believes, in its sole and absolute discretion, that you have breached a term of these TOS.
Notwithstanding Section 10.1 above, these TOS will survive indefinitely unless and until LongTale.com chooses to terminate them.
If you or LongTale.com terminates your use of the Web Site or the LongTale.com Service, LongTale.com may delete any Content or other materials relating to your use of the LongTale.com Service on LongTale.com's servers or otherwise in its possession and LongTale.com will have no liability to you or any third party for doing so.
All notices required or permitted to be given under
these TOS will be in writing and delivered to the other
party by any of the following methods: (i) U.S. mail, (ii)
overnight courier, or (iii) electronic mail. If you give
notice to LongTale.com, you must use the following
addresses:
LongTale, LLC,
ATTN: TOS@LongTale.com.
3699 Wilshire Blvd., Suite 850,
Los Angeles, CA 90010, U.S.A.
If LongTale.com provides notice to you, LongTale.com will use the contact information provided by you to LongTale.com. All notices will be deemed received as follows: (i) if by delivery by U.S. mail, seven (7) business days after dispatch, (ii) if by overnight courier, on the date receipt is confirmed by such courier service, or (iii) if by electronic mail, 24 hours after the message was sent, if no "system error" or other notice of non-delivery is generated. If applicable law requires that a given communication be "in writing," you agree that email communication will satisfy this requirement.
All disputes arising out of, relating to or connected with these TOS or your use of any part of the LongTale.com Service will be exclusively resolved under confidential binding arbitration held in Los Angeles County, California, United States of America, before and in accordance with the Rules of the American Arbitration Association, by a sole arbitrator applying California law (without regard for conflicts of law principles). The arbitrator's award will be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these TOS will be joined to an arbitration involving any other party subject to these TOS, whether through class arbitration proceedings or otherwise. Any action to enforce an arbitrator's award will be brought in a federal or state court located in Los Angeles County, California. Each party hereby irrevocably submits to the personal jurisdiction of the Federal and California State courts in Los Angeles County. By entering into these TOS, you hereby irrevocably waive any right you may have to join claims with those of others in the form of a class action or similar procedural device. Any claim arising out of, relating to or connected with these TOS or your use of any part of the LongTale.com Service must be asserted individually. Notwithstanding anything to the contrary in this Section 12, LongTale.com may seek equitable relief, including, without limitation, injunctive relief and specific performance, without the requirement of posting a bond or other security or proving money damages are insufficient, from a court of competent jurisdiction.
These TOS will be binding upon each party hereto and its successors and permitted assigns, and governed by and construed in accordance with the laws of the State of California without reference to conflict of law principles. These TOS will not be assignable or transferable by you without the prior written consent of LongTale.com. These TOS (including all of the policies and other Agreements described in this TOS, which are hereby incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under these TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. You and LongTale.com are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these TOS. The invalidity or unenforceability of any provision of these TOS will not affect the validity or enforceability of any other provision of these TOS, all of which will remain in full force and effect.
If you require further assistance, please contact us at CustomerService@longtale.com,
and ask for Customer Service: +1.323.733.1000
or via postal service mail sent to:
Customer Service,
LongTale, LLC,
3699 Wilshire Blvd., Suite 850,
Los Angeles, CA 90010, U.S.A.