Terms and Conditions of Use
Date last modified: November 29, 2011
- Residency and Age. This Website is intended to be accessed and used by individuals from the United States of America only, and Georbeck hereby disclaims any representations and/or warranties it makes in this Agreement which may apply to individuals who access the Website from other countries. The Website is intended to be accessed and utilized by Users who have attained the age of majority in their respective state or territory within the United States. By accessing and using the Website, User hereby represents, warrants, and affirms that it is either at least 18 years of age, an emancipated minor, or has acquired a parent or guardian's consent. User hereby affirms that it is, at a minimum and without exception, 13 years old. The Website is not intended to be accessed or utilized by children less than 13 years of age.
The Website and the entirety of its contents are provided "as is," and Georbeck hereby disclaims all express and implied
warranties including, but not limited to, warranties of merchantability and fitness for a particular purpose. Georbeck
expressly disclaims any representation that:
- the Website will meet User's requirements;
- access to the Website will be uninterrupted, timely, secure, or error-free;
- any information obtained through or from the Website will be accurate or reliable;
- the quality of any products, services, information, or other material purchased or obtained by you through the website will meet expectations;
- any User-provided information will not be disclosed, in the absence of User-provided approval, to third parties; or
- any data or software errors will be corrected.
Georbeck shall not be held responsible for technical malfunctions of any telephone system, cable system, computer equipment, server, provider, or software. Georbeck shall not be held responsible for any injury or damage to User's computer resulting from use of the Website including, but not limited to, web page viewing, file downloading, game server use or access, or following Website links. User accesses the Website at his/her own risk and is singularly responsible for any loss, damage, or costs incurred during such activity. Georbeck shall not be responsible for any incorrect or inaccurate content posted on the Website, regardless of the cause of such inaccuracy. Georbeck shall not be responsible for any conduct of any User of the Website. Georbeck shall not be responsible for any error, omission, interruption, deletion, defect, operational delay, communication line failure, or theft, destruction, or alteration of User's communication. No data or information obtained from Georbeck or the Website shall create any warranty.
User Content. The Website may provide features which allow users to post or submit content ("User Content") to or through the Website including, without limitation, photographs, messages, commentary, documents, images, software, files or any other information or audiovisual material. User is solely responsible for User Content that it posts or submits to or through the Website. Georbeck does not monitor or approve User Content posted or submitted to the Website by any other User. Georbeck may, in its sole and unfettered discretion, edit, remove, or delete any User Content.
As a condition of accessing and using the Website, User agrees not to post or submit User Content that:
- is unlawful, threatening, abusive, libelous, defamatory, slanderous, obscene, vulgar, pornographic, indecent, or would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national, or international law or regulation;
- violates or infringes upon the rights of others including, without limitation, privacy or publicity rights, intellectual property rights including, without limitation, copyright, patent, trade secret, or trademark rights, or other rights, without first obtaining permission from the owner or rights holder;
- promotes malice or harm of any kind against any group or individual;
- solicits user passwords, financial information, or personal identification for unlawful purposes;
- contains a virus, spyware, malware, or harmful software; or
- constitutes junk mail, unsolicited mass mail, or spam.
The foregoing is only a partial list of the kind of User Content which is prohibited on the Website. Georbeck reserves the right to investigate and take appropriate action, legal or otherwise, in its sole discretion against anyone who violates this section including, without limitation, removing the offending content from the Website and terminating the violator's Website access.
By posting or submitting User Content on the Website, User automatically grants, and warrants that it has the right to grant, to Georbeck and its licensees, affiliates, successors, and assigns, a perpetual, irrevocable, worldwide, non-exclusive, fully paid-up, royalty-free, license ("License") to use and promote the User Content in any form, in all media now known or hereinafter created, anywhere in the world, and for any purpose ("Purposes").
User hereby waives, represents, and warrants ("Waiver") that it has obtained the waiver of any and all moral rights in User Content that it submits or posts on or through the Website including, without limitation, rights of attribution or integrity, and any similar rights in any jurisdiction worldwide.
User represents and warrants that it has obtained all necessary consent and authority from any individual whose likeness appears in any User Content which User posts on or submits to the Website to: 1) post and submit such content on or to the Website; and 2) permit Georbeck and its licensees, affiliates, and successors to use such content for the aforementioned Purposes.
User further represents and warrants that Georbeck's exercise of any of its rights under the License will neither violate nor infringe upon the rights of others including, without limitation, privacy, publicity or intellectual property rights.
General Use of Website.
User agrees to act responsibly. User agrees NOT to:
- use any content or information available through the Website for any unauthorized purpose;
- interfere with or damage the Website including, without limitation, through the use of viruses, spyware, malware, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing, or methods that in any way reproduce or circumvent the navigational structure or presentation of the Website or its contents;
- collect, store, or distribute any information about any other user other than in the course of the permitted use of the Website;
- impersonate any person, company, or entity;
- modify, sublicense, translate, sell, reverse engineer, decipher, decompile, or otherwise disassemble any portion of the Website or any software used on or for the Website; or
- assist any third party in doing any of the foregoing.
Interactions with Other Website Users.
User is solely responsible for its interactions with other Website users including the User Content User posts and
User's messages to other Users. Georbeck shall not be responsible for any damage or harm resulting from User's
interactions with other users of the Website.
User understands that Georbeck does not screen users. Georbeck makes no representations or warranties as to user conduct. Georbeck reserves the right, without obligation, to: 1) monitor all interactions between users; and 2) take any action in good faith to restrict access to or the availability of any User Content which Georbeck considers prohibited.
All messages sent between users may be reviewed by Georbeck for compliance with this Agreement, but will be treated as private to the extent required by applicable law. User is solely responsible for all interactions with other users. User is implored to not provide financial information of any type to other users.
- Links. The Website contains links to other internet sites and resources, and User hereby acknowledges and agrees that: 1) Georbeck shall not be responsible for the availability of such external sites or resources; and 2) Georbeck does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. User agrees that Georbeck shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such content, goods or services available on or through any such website or resource.
- Proprietary Rights. All Website content, including User content, is protected under international law and is owned by Georbeck, its licensors, or the party accredited as the provider. Unless expressly authorized, User agrees not to sell, license, modify, distribute, reproduce, publicly display or perform, publish, or create derivative works from content available on the Website.
Registration. User may be asked to register with the Website. User hereby agrees to: 1) provide accurate and complete information ("User Information") as prompted by any Website registration form; and 2) maintain and promptly update his/her User Information to keep it accurate and complete. Georbeck reserves the right to suspend or terminate User's access to and use of the Website, or any portion thereof, on the basis of inaccurate or incomplete User Information.
User authorizes Georbeck and its licensees, affiliates, successors, and assigns to collect, use, store, and disclose User Information for marketing purposes.
User may be required to select a username and password when completing the registration process. User is solely and fully responsible for maintaining the confidentiality of its own username and password, and User is solely and fully responsible for all activities occurring under your username and password. User agrees to: 1) immediately notify Georbeck of any unauthorized use of User's username and password or any other breach of security; and 2) ensure that User logs off from its account at the end of each session. Georbeck shall not be liable for any loss or damage arising from User's failure to maintain the confidentiality of its username and password.
Limits on Liability. Georbeck, its affiliates, subsidiaries, officers, directors, employees, agents, licensors, successors, or assigns ("Georbeck Parties") shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages arising from or relating to: 1) the Website's availability; 2) the acts, omissions, or conduct of any user or third party, whether online or offline; 3) any Website or User Content; 4) any goods or services acquired as a result of any information obtained or transactions entered into through the Website; 5) any use of goods or services made available on any internet resource or webpage linked to the; or 6) the disclosure, alteration, or use of any User Content or User Information.
The Georbeck Parties aggregate liability to User or any third party, in any matter arising from or related to the Website or the Agreement, shall not exceed the sum of one hundred dollars ($100).
User's access or use of any third party website or internet resource linked to or from the Website, or User's use of goods or services from third party websites or internet resources linked to or from the Website, is made at User's own risk. User hereby releases the Georbeck Parties from any damages User suffers from User's access to third party website or internet resources, and User agrees not to make any claims against the Georbeck Parties arising from any purchase or acquisition of goods and services made available through the Website or though third party websites or internet resources.
The Georbeck Parties shall not be liable for any damages resulting from the failure, by any party, to protect User passwords or account information. The Georbeck Parties shall not be liable for any failure or performance delay under the Agreement due to circumstances beyond the Georbeck Parties' control including, but not limited to, natural catastrophes, governmental acts, laws or regulations, terrorism, labor strikes or difficulties, communication system interruptions, hardware or software failures, transportation interruptions, or any inability to acquire materials or supplies.
- Indemnification. User agrees to indemnify, defend, and hold harmless the Georbeck Parties from and against any loss, liability, or expense, including reasonable attorneys' fees and expenses and court costs, arising out of or related to: 1) any third party claim against any Georbeck Party alleging that User Content posted or submitted to the Website infringes any of the third party's rights; 2) any User breach of any provision of this Agreement and/or any representation or warranty identified herein; or 3) any cost or expense Georbeck incurs in enforcing this Section. Georbeck reserves the right to control the defense and settlement of any action or proceeding against any Georbeck Party that User is bound to defend pursuant to the foregoing.
- Termination. Georbeck, in its sole and unfettered discretion, may terminate User's access to the Website for any reason including, without limitation, User's breach of this Agreement. User agrees that any termination of its access to the Website may be effected without prior notice, and User agrees that: 1) Georbeck may immediately deactivate or delete any of User's accounts and all related information and files in such accounts; and 2) bar any subsequent access to the Website or User Content. User agree that Georbeck shall not be liable to User or any third party for any costs or damages of any kind for or resulting from any termination of User's Website access. Georbeck reserves the right to block users from certain IP addresses from accessing the Website.
- Discontinuance of Service. Georbeck reserves the right to modify or discontinue, temporarily or permanently, any portion of the Website without prior notice. User agrees that Georbeck shall not be liable to User or to any third party for any modification or discontinuance of any portion of the Website.
Take-Down Requests, DMCA.
Georbeck expressly prohibits users from uploading, posting, or otherwise distributing through the Website any
content which may violate another party's privacy, publicity, intellectual property, or other rights. If any
User believes any Website content violates or otherwise infringes upon any of User's rights, User is encouraged
to contact Georbeck immediately to request that the allegedly offending content ("Offending Content") to be
removed from the Website. To make such a request ("Take-Down Request"), User should provide Georbeck designed
agent, listed below, with:
the identify of the Offending Content in sufficient detail such that it can be readily located (e.g., "The
available at http://TheRationalDebate.com/item123");
- User's name, mailing address, email address, and telephone number; and
- the name, user id, email, telephone phone number, and mailing address of the person you believe posted the Offending Content (as available).
In accordance with the Digital Millennium Copyright Act ("DMCA"), Georbeck has designated a Copyright Agent who is charged with receiving notification of alleged copyright violations, and may accept notification of other offending Website content. If you believe in good faith that material appearing on this website infringes your copyright, provide notification, pursuant to 17 U.S.C. § 512(c)(3)(A), to our Copyright Agent at:
Agent: Daliah Saper Address: 350 N. LaSalle Suite 350
Chicago, Illinois 60654
Phone: (312) 527-4100 Fax: (312) 527-5020 Email: admin [at] saperlaw.com
Similarly, the DMCA provides that if you, in good faith, believe that a notice of copyright infringement has been wrongfully filed against you, you may send to our Copyright Agent a counter notice, subject to the requirements set forth in 17 U.S.C. § 512(g)(3) (2006).
Lastly, it should be noted that individuals making misrepresentations made in alleging that material appearing on this website constitutes copyright infringement may be liable for damages pursuant to 17 U.S.C. § 512(f) (2006).
Georbeck will process proper Take-Down Requests, will promptly remove or disable access to any offensive or infringing content, and will terminate the accounts of repeat infringers.
- the identify of the Offending Content in sufficient detail such that it can be readily located (e.g., "The photograph of
- Choice of Law; Jurisdiction. This Agreement will be governed by and construed under the laws of the United States of America and, to the extent not inconsistent therewith, the laws of the State of Illinois without regard to conflicts-of-laws principles that would require the application of any other law. Any proceeding arising out of or relating to this Agreement must be brought in the courts of Cook County, Illinois, and each of the parties irrevocably submits to the exclusive jurisdiction of each such court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the proceeding will be heard and determined only in any such court and agrees not to bring any proceeding arising out of or relating to this Agreement in any other court. The parties agree that either or both of them may file a copy of this Section with any court as written evidence of the knowing, voluntary and bargained agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. In any action at law or in equity to enforce or interpret this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs, and necessary disbursements incurred both before and after judgment in addition to any other relief to which such party may be entitled.
- Severability. If any provision – or portion of a provision – of this Agreement is held invalid, unenforceable, or void, the remainder of the Agreement shall remain unaffected and shall continue in full force and effect.
- Separability. This Agreement does not and shall not be construed to create a partnership or joint venture between the parties hereto.
- Merger. This Agreement is the entire agreement between the parties hereto, and replaces any and all prior negotiations, representations, or agreements between the parties, whether oral, electronic, or written, pertaining to the managerial relationship outlined herein. The parties acknowledge that they have not relied on any promise, representation, or warranty, express or implied, not contained in this Agreement. No waiver or any breach of this Agreement shall be construed as a continuing waiver or consent to any subsequent breach hereof.
Website Contributor Terms
Date last modified: November 29, 2011
Georbeck Corp., Inc. ("Georbeck") owns and operates TheRationalDebate.com ("Website"). These Website Contributor Terms ("Agreement") state the terms and conditions under which a user ("Contributor") may provide content, sometimes in the form of "blog" forum-style postings, to the Website.
- Contributor Submissions. Pursuant to the terms of this Agreement, Contributor shall provide original content to the Website in the form of articles, quotes, anecdotes, and commentary, in any format, related to the services related to and provided by the Website ("Submissions"). Prior to posting any Submission to the Website, or to, on, or through any other media outlet, you shall obtain prior-approval of each Submission from Georbeck.
- FTC Compliance. The Federal Trade Commission ("FTC") has promulgated rules which govern what online marketers can and cannot say in the course of marketing or endorsing a product, or writing a blog post to those effects. You hereby agree to disclose within your Submissions that you have been asked by Georbeck to provide the Submissions. You also hereby agree to disclose within your Submission whether, if any, remuneration or compensation you have received, in any form, from Georbeck for providing the Submission.
Intellectual Property Ownership.
- Ownership. Contributor agrees that Georbeck shall retain all title and ownership rights in the Submissions. Contributor shall not at any time do or suffer to be done any act which would impair materially Georbeck's rights in or to the Submissions granted under this Section. Contributor acknowledges that it has no right to or interest in the Submissions, that the Submissions have been specially commissioned or ordered by Georbeck as a "work made-for-hire" as that term is used in the Copyright Law of the United States, and that Georbeck is therefore to be deemed the author of and is the owner of all interest, copyright or otherwise, in the Submissions. Moreover, Georbeck is the sole author and owner of the results and proceeds of Contributor's submissions pursuant to this Agreement for all purposes, with all right, title, and interest into the results of the proceeds of the services and the right to use and/or exploit the results and proceeds of such services an unlimited number of times, in perpetuity, throughout the universe, in any and all media, whether now known or hereafter devised, for any purpose without restriction, and without further required permission, approval, or payment. In the event that the Submissions, or any portion thereof, are deemed to not be a work made-for-hire, Contributor hereby assigns to Georbeck Contributor's entire right, title, and interest, including all patent, copyright, trade secret, trademark, and other proprietary rights, in the Submissions.
- License. Only to the extent approved by Georbeck in advance and in writing, Georbeck hereby grants to Contributor a limited, revocable, non-exclusive, non-transferable, royalty-free right and license only during the Term of this Agreement and only as directed by Georbeck to use the Submissions. The right to "Use" shall be as expressly directed by Georbeck and may include the right to reproduce, modify, and create derivative works of the Submissions, but in all cases only as necessary with respect to and in furtherance of the service described herein. Nothing in this Agreement shall convey to Contributor any further rights, title, or interest in and to the Submissions or any other Georbeck interests, licenses, or rights and nothing herein shall be construed as granting to Contributor any exclusive rights or in limiting in any manner any of Georbeck's rights or activities. Contributor agrees that the Submissions shall remain at all times the property of Georbeck and/or its suppliers. Any use by Contributor of Georbeck's trademarks, trade names, service marks, domain names, or logos shall only be with Georbeck's prior written permission and only be in accordance with Georbeck's then current trademark usage practices and any quality control measures, which Georbeck may communicate to Contributor from time to time. The use of Georbeck's trademarks by Contributor and all goodwill attendant thereto shall inure exclusively to the benefit of Georbeck.
- Representations and Warranties. Contributor hereby represents and warrants that: (i) it has the legal right and authority to enter into this agreement; (ii) Contributor's performance and the rights granted to Georbeck hereunder shall not conflict with or violate any commitment or agreement Contributor has to any other person or entity hereunder or the full enjoyment by Georbeck of the rights herein granted; (iii) Contributor shall perform its duties fully and to the best of its abilities; and (iv) the materials provided by Contributor shall not violate any law nor infringe upon nor violate any rights of any person, firm, corporation or entity including, but not limited to, the right of privacy, right of publicity, or the right against libel or slander.
- Indemnification. Contributor agrees, at its sole expense, to indemnify, defend, and hold harmless Georbeck and Georbeck's respective affiliates, officers, directors, shareholders, representatives, successors, assigns, employees, agents, distributors, and licensees from and against any judgment, action, losses, deficiencies, damages, liabilities, costs and expenses (including reasonable attorneys' fees and expenses) incurred in connection with or arising from any claim, suit, action or proceeding brought against Georbeck and/or Georbeck's respective affiliates, officers, directors, shareholders, representatives, successors, assigns, employees, agents, distributors, or licensees out of or relating to: (i) a breach by Contributor of any representation or warranty contained in this Agreement; or (ii) any damage or injury to any person or property arising out of or relating in any way, directly or indirectly, to Contributor's breach of this Agreement.
- No Waiver. The waiver or failure of either party to exercise in any respect any right provided in this agreement shall not be deemed a waiver of any other right or remedy to which the party may be entitled.
- Headings. The headings in this Agreement are for convenience only, confirm no rights or obligations in either party, and do not alter any terms of this Agreement.
- Severability. If any part of this Agreement is held unenforceable, the rest of the Agreement will continue in full force and effect.
- Separability. This Agreement does not and shall not be construed to create a partnership or joint venture between the parties hereto.
- Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, excluding that body of law relating to choice of law. Each party hereby agrees that any dispute or action arising out of or relating to this Agreement shall be commenced only in the state or federal courts located in Cook County, Illinois. Each party hereby consents and irrevocably submits to the exclusive jurisdiction of such courts for any such dispute or action, and waives any objections to such courts based on venue or the doctrine of forum non conveniens.
- Assignment. Contributor may not assign its rights or obligations under this Agreement without Georbeck's prior written consent. Georbeck may freely assign its rights and obligations under this Agreement.
- Merger. This Agreement is the entire agreement between the parties hereto, and replaces any and all prior negotiations, representations, or agreements between the parties, whether oral, electronic, or written, pertaining to the managerial relationship outlined herein. The parties acknowledge that they have not relied on any promise, representation, or warranty, express or implied, not contained in this Agreement. During the term of this Agreement, it is understood and agreed that there shall be no change or modification of this Agreement unless reduced to writing and signed by all parties hereto.