This Trade Studios, Quick Podcast Service Agreement ("Agreement") is entered into by and between Trade Studios ("Trade Studios") a/n AZ individual and you and your heirs, agents, successors and assigns (collectively, "You"), and is made effective as of the date of electronic execution. This Agreement sets forth the terms and conditions of Your use of Trade Studios's Quick Podcast service and its related services (collectively, the "Services") and represents the entire agreement between You and Trade Studios concerning the subject matter hereof. By using the Services, You acknowledge that You have read, understand, acknowledge and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies including, but not limited to, the Universal Terms of Service that Trade Studios may establish from time to time, in its sole discretion, and any agreements that Trade Studios is currently bound by or may become bound by in the future. Such Agreements may be found here. All Trade Studios policies and agreements related to Your use of the Services are incorporated herein and made part of this Agreement by reference.
Trade Studios grants You a non-exclusive license to use the Services, provided, however, that You abide by the terms and conditions set forth herein and in each of Trade Studios's policies and procedures.
The Services generally allow You to:
- upload Your podcast to Trade Studios's servers in accordance with the particular plan You have purchased;
- create a single page website for Your podcasts; and
- deliver Your podcast to users directly on Your single page website by direct download, listening to the onsite player, or using the information You provide to syndicate Your podcast using RSS feeds.
Availability of Services
Subject to the terms and conditions of this Agreement and each of Trade Studios's policies and procedures, Trade Studios shall use commercially reasonable efforts to attempt to provide the Services on a twenty-four (24) hours a day, seven (7) days a week basis throughout the term of this Agreement. You acknowledge and agree that from time to time the Services may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs that Trade Studios may undertake from time to time; or (iii) causes beyond the reasonable control of Trade Studios or that are not reasonably foreseeable by Trade Studios, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that Trade Studios has no control over the availability of the Services on a continuous or uninterrupted basis.
Limitation of Liability
THE SERVICES AND THE ASSOCIATED SOFTWARE (IF ANY) ARE BEING PROVIDED AND/OR LICENSED "AS IS" AND Trade Studios DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE FULLEST EXTENT PERMITTED OR AUTHORIZED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, Trade Studios EXPRESSLY DOES NOT WARRANT THAT THE SERVICES OR THE ASSOCIATED SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT USE OF THE SERVICES OR OPERATION OF THE ASSOCIATED SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.
IN NO EVENT SHALL Trade Studios BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THE SERVICES, EVEN IF Trade Studios IS AWARE OF OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
Trade Studios 's rights and restrictions
Trade Studios explicitly reserves the right and sole discretion to: (i) modify its pricing, if desired by Trade Studios ; (ii) review Your use of the Services for excessive space and bandwidth utilization, if applicable, and to terminate Your use of the Services or apply additional fees if You exceed allowed levels; (iii) establish limits and guidelines concerning the use of the Services; (iv) terminate Your use of the Services for use of the Services to unnecessarily or illegally harass, non-payment of fees for the Services, activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties, activities prohibited by the laws of the United States and/or foreign territories in which You conduct business, activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography, activities that are tortious, vulgar, obscene, invasive of the privacy of a third party, racially, ethnically, or otherwise objectionable in the sole opinion of Trade Studios, activities designed to impersonate the identity of a third party, activities designed to harm minors in any way, and other activities whether lawful or unlawful that Trade Studios determines, in its sole discretion, to be harmful to its other customers, operations, or reputation; (v) terminate Your use of the Services if Your use of the Services results in, or is the subject of, legal action or threatened or proposed legal action, against Trade Studios or any of its affiliates or partners, without consideration for whether such legal action or threatened or proposed legal action is eventually determined to be with or without merit, and (vi) terminate Your use of the Services if You have not accessed or logged into it for more than ninety (90) days.
3. Your Obligations
You represent and warrant to Trade Studios that: Your single page content does not and shall not contain any content, materials, data, work, copyright, advertising or services that actually or potentially violate any applicable law or regulation or infringe or misappropriate any proprietary, intellectual property, contract or tort right of any person and that You own Your single page website content and all proprietary or intellectual property rights therein, or have express written authorization from the owner to copy, use and offer the content on and within Your single page web site. You also warrant that the single page web site being hosted by Trade Studios will not be used in connection with any illegal activity.
You are responsible for ensuring there is no excessive overloading on Trade Studios's DNS or servers. In the event that You exceed Your allotted bandwidth and thereby overload Trade Studios's DNS or servers, You shall be assessed any and all fees, costs and penalties associated with such overloading. You may not use Trade Studios's servers and Your single page web site as a source, intermediary, reply to address, or destination address for mail bombs, Internet packet flooding, packet corruption, denial of service, or other abusive activities. Server hacking or other perpetration of security breaches is prohibited and Trade Studios reserves the right to remove sites that contain information about hacking or links to such information. Use of Your single page web site as an anonymous gateway is prohibited. Trade Studios prohibits the use of software or scripts run on its servers that cause the server to load beyond a reasonable level, as determined by Trade Studios. You agree Trade Studios reserves the right to remove Your single page web site temporarily or permanently from its servers if Trade Studios is the recipient of activities that threaten the stability of its network.
You agree not to engage in unacceptable use of any Services, which includes, without limitation, use of the Services to:
- disseminate or transmit unsolicited messages, chain letters or unsolicited commercial email;
- disseminate or transmit any material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious;
- disseminate or transmit files, graphics, software or other material, data or work that actually or potentially infringes the copyright, trademark, patent, trade secret or other intellectual property right of any person;
- create a false identity or to otherwise attempt to mislead any person as to the identity, source or origin of any communication;
- export, re-export or permit downloading of any message or content in violation of any export or import law, regulation or restriction of the United States and its agencies or authorities, or without all required approvals, licenses and/or exemptions;
- interfere, disrupt or attempt to gain unauthorized access to any computer system, server, network or account for which You do not have authorization to access or at a level exceeding Your authorization;
- disseminate or transmit any virus, trojan horse or other malicious, harmful or disabling data, work, code or program;
- engage in any other activity deemed by Trade Studios to be in conflict with the spirit or intent of this Agreement or any Trade Studios policy; or
- use Your server as an "open relay" or similar purposes.
You shall not port, reverse engineer, reverse assemble, reverse compile, or deobfuscate the Service, or otherwise attempt to derive source code from the Service. You shall not alter, modify or change the Service or the source code underlying the Service in any respect. This Agreement, and the license granted to You under it, will terminate immediately if You are in breach of any of the terms of this Agreement. In the event of termination, You must immediately stop using the Service. You may not copy, sell, sublicense, assign or redistribute the Service. Trade Studios 's licensors shall have the right to enforce the terms of this Agreement against You. You shall not use the Service on more than one computer at one time.
Trade Studios prohibits the running of a public recursive DNS service on any Trade Studios server. All recursive DNS servers must be secured to allow only internet network access or a limited set of IP addresses. Trade Studios actively scans for the presence of public DNS services and reserves the right to remove any servers from the network that violate this restriction.
Storage and Security
At all times, You shall bear full risk of loss and damage to Your web site and all of Your single page web site content. You are entirely responsible for maintaining the confidentiality of Your password and account information. You agree You are solely responsible for all acts, omissions and use under and charges incurred with Your account or password or in connection with the single page web site or any of Your single page web site content displayed, linked, transmitted through or stored on the Server. You shall be solely responsible for undertaking measures to:
- prevent any loss or damage to Your single page web site content;
- maintain independent archival and backup copies of Your single page web site content;
- ensure the security, confidentiality and integrity of all Your single page web site content transmitted through or stored on Trade Studios servers; and
- ensure the confidentiality of Your password.
Trade Studios's servers and virtual dedicated services are not an archive and Trade Studios shall have no liability to You or any other person for loss, damage or destruction of any of Your content.
In the event You terminate, moving Your single page web site off of the Trade Studios virtual dedicated servers is Your responsibility. Trade Studios will not transfer or FTP Your single page web site to another provider. In the event Your use of the Services is terminated, Trade Studios will not transfer or manage Your Services or Your single page web site content.