I. Introduction and Eligibility
This agreement is a legally binding contract. It may change as our business changes, and you agree you will review it and any updates regularly. Your continued use of the Service means you accept any changes to these Terms.
- Binding Agreement. These Terms constitute a binding agreement between you and Criteek Communications, Inc. and its affiliates and subsidiaries (“Criteek,” “we,” or “us”). “You” and “users” mean all visitors to the Service. You accept these Terms each time you access the Service. If you do not accept these Terms, you must not use the Service. If you are under 18 years of age, you represent and agree that you possess the legal consent of your parent or guardian to access and use the Service.
- Revisions to Terms. We may revise these Terms at any time by posting an updated version. We will try to provide you with prior notice of any material changes to these Terms. You should visit this page periodically to review the most current Terms, because you are bound by them. Your continued use of the Service after a change to these Terms constitutes your binding acceptance of these Terms.
- The terms “Post” and “Posting” as used in these Terms means the act of submitting, uploading, publishing, displaying, or similar action on the Service.
II. The Service
- The “Service” means, collectively, the Criteek website (the “Website”), mobile application, or other Internet service under Criteek’s partial or complete control, the Criteek video widget as embedded in third party websites (the “Video Widget”) or any Criteek products, software, data feeds, and services provided to you on, from, or through the Website.
III. Eligibility to Use the Service
- Children. No part of the Service is directed to persons under the age of 13. IF YOU ARE UNDER 13 YEARS OF AGE, PLEASE DO NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER. Furthermore, by using the Service, you affirm that either you are at least 18 years of age or have been authorized to use the Service by your parent or guardian who is at least 18 years of age.
- Agent of a Company, Entity, or Organization. If you are using the Service on behalf of a company, entity, or organization (collectively “Organization”), then you represent and warrant that you:
- are an authorized representative of that Organization;
- have the authority to bind that Organization to these Terms; and
- agree to be bound by these Terms on behalf of that Organization.
IV. Your Account
You are responsible for your log-in credentials and for keeping your information accurate.
You are responsible for any activity resulting from the use of your log-in credentials on the Service.
- Account Set-Up. You will need to register an account before uploading any content to the Service, including Review Content (defined below). If you need assistance at any time during the process of setting up a user account for the purpose of becoming a Reviewer, please contact firstname.lastname@example.org. You represent and warrant that the information you provide to Criteek when creating an account will be true, accurate, current, and complete, and you will update such information as necessary to keep it up to date.
- Your Log-In Credentials. You always may browse the public-facing pages of the Service without registering, but to take full advantage of the Service, you will need to create an account. In creating an account, you will be asked to provide certain log-in information, including a username and password, and in the case of Reviewers (defined below), an address for receipt of product and certain information to enable potential shipments from Criteek. Your account is personal to you, and you may not share your account information with, or allow access to your account by, any third party. As you will be responsible for all activity that occurs under your access credentials, you agree to use reasonable efforts to prevent unauthorized access to or use of the Service and to preserve the confidentiality of your username and password, and any device that you use to access the Service.
- You must notify us immediately of any breach in secrecy of your log-in information. If you have any reason to believe that your account information has been compromised or that your account has been accessed by a third party, you agree to immediately notify Criteek by e-mail at email@example.com. You are solely responsible for the losses incurred by Criteek and others due to any unauthorized use of your account.
Criteek may communicate with you by email or posting notice on the Service. You may request that we provide notice of security breaches in writing.
- You agree to receive email from us at the email address you provided to us for customer service-related purposes.
- Electronic Notices. By using the Service or providing personal information to us, you agree that we may communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the Service. If we learn of a security system’s breach, we may attempt to notify you electronically by posting a notice on the Service or sending an email to you. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please write to us at firstname.lastname@example.org.
VI. Criteek’s Content Ownership and Use
- The contents of the Service include: designs, text, software, scripts, graphics, photos, images, video, information, logos, button icons, software, audio files, computer code, audiovisual combinations, interactive features, and other Criteek content (collectively, “Criteek Content”.). All Criteek Content and the compilation (meaning the collection, arrangement, and assembly) of all Criteek Content are the property of Criteek or its licensors and are protected under copyright, trademark, and other laws.
- License to You. We authorize you, subject to these Terms, to access and use the Service. Any other use is expressly prohibited. This license is revocable at any time without notice and with or without cause. Unauthorized use of the Criteek Content may violate copyright, trademark, and applicable communications regulations and statutes and is strictly prohibited. You must preserve all copyright, trademarks, service marks, and other proprietary notices contained in the original Criteek Content on any copy you make of the Criteek Content.
- Criteek Marks. Criteek, the Criteek logo, and other Criteek logos and product and service names are or may be Criteek’s trademarks (the “Criteek Marks”). You may only display or use the Criteek Marks with our prior written permission, and solely enabled by any link as provided by us.
VII. Intellectual Property Rights and Your License to Use
You, or the people who allow you to use their content, own all of the content you Post using the Service. However, we may use it for any purpose, including in our marketing materials. We may also modify your content to make it work better.
It is very important that you have permission to use other people’s content or they may be able to sue you for violating their legal rights.
- Criteek Claims No Ownership. The Service may provide you with the ability to create, Post, or share content, including Review Content (defined below) (“User Content”). Criteek claims no ownership or control over your User Content. You or a third-party licensor, as appropriate, retain all copyright, patent, and trademark rights to any of the content you post on or through the Service. You are responsible for protecting those rights.
- You Must Have Rights to the Content You Post. You represent and warrant that: (i) you own the User Content Posted by you on or through the Service or otherwise have the right to grant the license set forth in these Terms, (ii) the Posting and use of any User Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights, intellectual property rights, or any other rights of any person, and (iii) the Posting of User Content on the Service does not result in a breach of contract between you and a third party. You agree to pay for all royalties, fees, and any other monies owing any person by reason of content you Post on or through the Service. You also acknowledge and agree that your User Content is non-confidential and non-proprietary.
- Through-to-the-Audience Rights. All of the rights you grant to Criteek in these Terms are provided on a through-to-the-audience basis, meaning the owners or operators of Third Party Sites (defined below) or services will not have any separate liability to you or any third party for content Used or posted on such Third Party Sites or services via the Service.
- You Acquire No Ownership of Others’ Content. The Service contains content from users and other Criteek licensors. You understand and agree that you will not obtain, as a result of your use of the Service, any right, title, or interest in or to such content delivered via the Service or in any intellectual property rights (including, without limitation, any copyrights, patents, trademarks, trade secrets, or other rights) in the content. Except as provided within these Terms, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content appearing on or through the Service.
VIII. Reviewer Terms.
If you submit User Content to the Service that consists of audiovisual product reviews (“Review Content”), you are a a “Reviewer” and the following terms apply to you:
- Guidelines. You represent and warrant that you have read and understand, and that all Review Content you submit will conform to, the Criteek Reviewer Guidelines (see below). The Reviewer Guidelines are incorporated herein by reference
- Performance of Review Content. Criteek may use a point system to keep track of the performance and popularity of your Review Content relative to other Reviewers. You may receive certain benefits based on the performance of your reviews.
- Supplied Products. By accepting product from Criteek, you are agreeing to produce and upload a video review of said product within the stated time period (three (3) weeks unless otherwise stated). If you do not do so, the product does not belong to you and Criteek can reclaim the product. Reviewer will notify Criteek within ten (10) days of the date of receipt of the product if Reviewer will not meet the specified submission deadline.
- ommissioned Content. If Criteek commissions you to produce original, proprietary Review Content (“Commissioned Content”), you agree that such Commissioned Content is a work made for hire and Criteek shall own all rights therein throughout the world, upon creation. To the extent that such Commissioned Content is held not to be a work made for hire, you hereby assign all rights therein throughout the world to Criteek.
- License to Reviewer Likeness. You grant to Criteek an unrestricted, sublicensable, assignable, irrevocable, perpetual, worldwide, royalty-free license to Use your voice, image, persona, likeness, and performance in any audio, visual, and audiovisual recordings (including, but not limited to, photographs, video tape, and audio tape) taken or to be taken of you by or on behalf of Criteek and to Use and permit to be Used your name, whether in original or modified form, as Criteek may choose, in connection with any Review Content in which you appear
- Limitation of Liability; No Warranty. You acknowledge and agree that Criteek is not responsible for any damages resulting from or related in any way to your misuse of the products that Criteek provides you. You covenant that you will use such products only for their permitted or contemplated uses and will use such products in compliance with all application instructions and/or warnings. TO THE FULLEST EXTENT PERMITTED BY LAW, CRITEEK MAKES NO WARRANTIES WITH RESPECT TO THE PRODUCTS OR ANY MATERIALS OR SERVICES PROVIDED TO REVIEWER HEREUNDER, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR YOUR PURPOSE.
IX. Copyright Policy
Tell us if you think a user has violated your copyright using the Service, or if you think someone incorrectly reported that you violated his or her copyright.
- Criteek respects the intellectual property of others and takes the protection of intellectual property very seriously, and we ask you to do the same. Infringing activity will not be tolerated on or through the Service. Criteek’s intellectual property policy is to (i) remove or disable access to material that Criteek believes in good faith, upon notice from an intellectual property owner or its agent, is infringing the intellectual property of a third party by being made available through the Service, and (ii) remove any User Content uploaded to the Service by “repeat infringers.” Criteek considers a “repeat infringer” to be any user that has uploaded User Content or Creative Ideas (as defined below) to or through the Service and for whom Criteek has received more than two takedown notices compliant with the provisions of 17 U.S.C. § 512 with respect to such User Content or Creative Ideas. Criteek has discretion, however, to terminate the account of any user after receipt of a single notification of claimed infringement or upon Criteek’s own determination.
- Procedure for Reporting Claimed Infringement. If you believe that any content made available on or through the Service has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a “Notification of Claimed Infringement” containing the following information to the Designated Agent identified below. Criteek may share your Notification of Claimed Infringement with the user alleged to have infringed a right you own or control, and you consent to Criteek making such disclosure. Your communication must include substantially the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of the work(s) that has/have been allegedly infringed;
- Identification of works or materials being infringed, or, if multiple works are covered by a single notification, a representative list of such works;
- Identification of the specific material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Criteek to locate the material;
- Information reasonably sufficient to permit Criteek to contact you, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted;
- A statement that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- vi. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Designated Agent Contact Information. Criteek’s designated agent for receipt of Notifications of Claimed Infringement (the “Designated Agent”) can be contacted at:
- Counter Notification. If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to Post and Use the material in your User Content, you may send a counter notification containing the following information to the Copyright Agent:
- Your physical or electronic signature;
- Identification of the User Content that has been removed or to which access has been disabled and the location at which the User Content appeared before it was removed or disabled;
- A statement under penalty of perjury that you have a good faith belief that the User Content was removed or disabled as a result of mistake or a misidentification of the User Content; and
- Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in New York, New York, and a statement that you will accept service of process from the person who provided notification of the alleged infringement or an agent of such person.
- Reposting of Content Subject to a Counter Notification. If you submit a Counter Notification to Criteek in response to a Notification of Claimed Infringement, then Criteek will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that Criteek will replace the removed User Content or cease disabling access to it in 10 business days, and Criteek will replace the removed User Content and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless Criteek’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the user from engaging in infringing activity relating to the material on Criteek’s system or network.
- False Notifications of Claimed Infringement or Counter Notifications. The Copyright Act provides that: [a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, shall be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [Criteek] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.
You should consult with your own lawyer and/or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.
Criteek reserves the right to seek damages from any party that submits a notification under this Section in violation of the law.
X. Suggestions and Submissions
We appreciate your comments, but if you send us creative ideas, we can use them without compensating you.
We appreciate hearing from our users and welcome your comments regarding the Service. Please be advised, however, that if you send us creative ideas, suggestions, inventions, or materials (collectively, “Creative Ideas”), we will:
- own, exclusively, all now known or later discovered rights to the Creative Ideas;
- not be subject to any obligation of confidentiality and shall not be liable for any use or disclosure of any Creative Ideas; and
- be entitled to unrestricted use of the Creative Ideas for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.
XI. User Content Disclaimers, Limitations, and Prohibitions
You are responsible for your actions when using and relying on the Service or content available on the Service.
- You represent and warrant that you have read and understand, and that any User Content you Post will comply with, the Criteek Reviewer Guidelines.
- We do not represent or guarantee the truthfulness, accuracy, or reliability of any User Content. You accept that any reliance on material Posted by other users or third-party service providers will be at your own risk. By using the Service, you accept the risk that you might be exposed to content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Criteek with respect thereto, and, to the fullest extent permitted by law, agree to indemnify and hold harmless Criteek, its owners, operators, affiliates, licensors, and licensees regarding all matters related to your use of the Service.
- You are solely responsible for your User Content on the Service. Criteek does not endorse any, nor is it responsible for, User Content on the Service. You assume all risks associated with your User Content, including anyone’s reliance on its quality, accuracy, or reliability. You may expose yourself to liability if, for example, your User Content contains material that is false, intentionally misleading, or defamatory; violates third-party rights; or contains material that is unlawful or advocates the violation of any law or regulation.
- d. You agree to use the Service only for its intended purpose. You must use the Service in compliance with all privacy, data protection, intellectual property, and other applicable laws. You must comply with the following:
- You may access the Service solely as intended through the provided functionality of the Service, the video playback pages of the Service itself, the Video Widget, or other explicitly authorized means Criteek may designate and as permitted under these Terms.
- Unless expressly permitted, you agree not to copy, reproduce, distribute, publish, display, perform, transmit, stream or broadcast any part of the Service without Criteek’s prior written authorization, unless Criteek makes available the means for such distribution through functionality offered by the Service (such as the Video Widget), including, by way of example and not limitation, by doing or engaging in any of the following without Criteek’s express written consent:
- altering, defacing, mutilating or otherwise bypassing any approved software through which the Service is made available; and
- using any trademarks, service marks, design marks, logos, photographs or other content belonging to Criteek or obtained from the Service.
- You agree not to bypass, circumvent, damage or otherwise interfere with any security or other features of the Service designed to control the manner in which the Service is used, harvest or mine Criteek Content from the Service, or otherwise access or use the Service in a manner inconsistent with individual human usage. If you use the Video Widget on your website, you may not modify, build upon, or block any portion or functionality of the Video Widget, including but not limited to links back to the Criteek website.
- You agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” or “offline readers,” that accesses the Service in a manner that sends more request messages to the Criteek servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, Criteek grants the operators of public search engines permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. Criteek reserves the right to revoke these exceptions either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from the Service, nor to use the communication systems provided by the Service (e.g., comments, email) for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Service with respect to their User Content.
- You agree not to undertake, cause, permit or authorize the translation, reverse engineering, disassembling or hacking of any aspect of the Service, including any Criteek Content available on or through the Service, or attempt to do any of the foregoing, except and solely to the extent these Terms permit, the authorized features of the Service, or by law, or otherwise attempt to use or access any portion of the Service other than as Criteek intends.
- You agree not to use, display, mirror, frame or utilize framing techniques to enclose the Service, including any Criteek Content available on or through the Service, or any portion thereof, through any other application or website, unless and solely to the extent Criteek makes available the means for embedding any part of the Service or Criteek Content.
- You agree not to access, tamper with, or use non-public areas of the Service, Criteek’s (and its hosting company’s) computer systems and infrastructure, or the technical delivery systems of Criteek’s providers.
- You agree not to harass, abuse, harm or advocate or incite harassment, abuse or harm of another person or group, including Criteek employees and other users.
- You agree not to Post any User Content that offends, threatens, or insults groups based on race, color, religion, national origin, sexual orientation, disability or other traits.
- You agree not to Post any User Content that references or depicts nudity, violence, guns, or other inappropriate content.
- You agree not to provide any false personal information to Criteek or any other user, or create a false identify or impersonate another person or entity in any way.
- You agree not to create a new account with Criteek, without Criteek’s express written consent, if Criteek has previously disabled an account of yours.
- You agree not to solicit, or attempt to solicit, personal information from other users.
- You agree not to restrict, discourage or inhibit any person from using the Service, disclose personal information about a third person on the Service or obtained from the Service without the consent of such person, or collect information about users.
- You agree not to use the Service, without Criteek’s express written consent, to communicate or facilitate any commercial advertisement, solicitation, promotion or product endorsement.
- You agree not to gain unauthorized access to the Service, to other users’ accounts, names or personally identifiable information, or to other computers or websites connected or linked to the Service.
- You agree not to Post, transmit or otherwise make available any virus, worm, spyware or any other computer code, file or program that may or is intended to disable, overburden, impair, damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Service or communications equipment and computers connected to the Service.
- You agree not to interfere with or disrupt the Service, or networks or servers connected to the Service, or violate the regulations, policies or procedures of such networks or servers.
- You agree not to violate any applicable federal, state or local laws or regulations or these Terms.
- You agree not to use the Service to build a competitive product or service.
- You agree not to assist or permit any persons in engaging in any of the activities described above.
- You agree not to use the Service to enable sale of access to the Service unless you obtain Criteek’s prior written consent;
- For the avoidance of doubt, prohibited commercial uses do not include:
- showing Criteek videos through the Video Widget on an ad-enabled blog or website, subject to the advertising restrictions set forth above in Section XI(d)(xiii); or
- any use that Criteek expressly authorizes in writing.
XII. Consequences of Violating These Terms
If you do not act acceptably, we may prohibit your use of the Service.
- We reserve the right to suspend or terminate your account and prevent access to the Service for any reason, at our discretion. We reserve the right to refuse to provide the Service to you in the future. We reserve the right to conduct social media searches for the purpose of verifying Reviewer’s identity and the accuracy of Reviewer’s representations.
- Criteek may review and remove any User Content at any time for any reason, including activity which, in its sole judgment: violates these Terms; violates applicable laws, rules, or regulations; is abusive, disruptive, offensive or illegal; or violates the rights of, or harms or threatens the safety of, users of the Service.
- You are responsible for any claims, fees, fines, penalties, and other liability incurred by us or others caused by or arising out of your breach of these Terms and your use of the Service.
XIII. Criteek’s Liability
THE FOLLOWING TERMS IN THIS SECTION XIII APPLY TO THE FULLEST EXTENT PERMITTED BY LAW:
We are not liable for the actions of users when they use the Service. We may also change the Service at any time and are not liable for how this may affect you. We do not guarantee the quality or accuracy of any content you view using the Service or other websites.
- Changes to the Service. We may change, suspend, or discontinue any aspect of the Service at any time, including hours of operation or availability of the Website or any feature, without notice or liability.
- User Disputes. We are not responsible for any disputes or disagreements between you and any third party you interact with using the Service. You assume all risk associated with dealing with third parties. You agree to resolve disputes directly with the other party. You release Criteek of all claims, demands, and damages in disputes among users of the Service. You also agree not to involve us in such disputes. Use caution and common sense when using the Service.
- Content Accuracy. We make no representations about accuracy, reliability, completeness, or timeliness of any contents of the Service. Similarly, we make no representations about accuracy, reliability, completeness, or timeliness of any data from a third-party service provider or the quality or nature of third-party products or services obtained through the Service, including the content, accuracy, or reliability of any User Content or statements made therein. Use the Service at your own risk.
- We make no promises and disclaim all liability of specific results from the use of the Service.
- Released Parties Defined. “Released Parties” include Criteek and its affiliates, officers, employees, agents, partners, and licensors.
- DISCLAIMER OF WARRANTIES
- LIMITATION OF LIABILITY AND INDEMNIFICATION
- i. You agree to defend, indemnify, and hold harmless the Released Parties from and against any claims, actions, or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from (i) your use of or reliance on any third-party content, (ii) your use of or reliance on any Criteek Content, or (iii) your breach of these Terms. We will provide notice to you promptly of any such claim, suit, or proceeding.
You use the Service at your own risk. We make no warranties or guarantees.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK, AND THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AS TO PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE SERVICE, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (B) THE RELEASED PARTIES MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY GOODS OR SERVICE AVAILABLE ON THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SERVICE WILL BE CORRECTED; AND (C) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.
We are not liable for anything that happens to you that somehow may be connected to your use of the Service. If you use the Service in a way that causes us to be included in litigation, you agree to pay all legal fees and costs for Released Parties.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE RELEASED PARTIES WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF CRITEEK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH, FROM, OR AS A RESULT OF THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY ON THE SERVICE; (v) YOUR RELIANCE ON CONTENT MADE AVAILABLE BY US; OR (vi) ANY OTHER MATTER RELATING TO THE SERVICE.
THE RELEASED PARTIES’ MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE SERVICE OR YOUR USE OF CRITEEK CONTENT, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED $100.
XIV. General Terms
These Terms constitute the entire agreement between you and Criteek concerning your use of the Service. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect. The section titles and annotations in these Terms are for convenience only and have no legal or contractual effect.
XV. Arbitration, Class Waiver, and Waiver of Jury Trial
We are located in New York, so all disputes must be resolved there. We will use arbitration to resolve any problems, and you cannot join a class action lawsuit or obtain a jury trial for any disputes you have with us related to your use of the Service.
- Mandatory Arbitration. Please read this carefully. YOU AND CRITEEK AND EACH OF OUR RESPECTIVE CORPORATE PARENTS, SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS, PERMITTED ASSIGNS, AND ANY OTHER PARTIES ON WHOSE BEHALF YOU ARE ACCESSING THE SERVICE AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Please visit www.adr.org for more information about arbitration.
- Commencing Arbitration. A party intending to seek arbitration must first send to the other, by an international courier with a tracking mechanism, a written notice of intent to arbitrate (a “Notice”), or, in the absence of a mailing address Criteek provides to you, via any other method available to Criteek, including via e-mail. The Notice to Criteek must be addressed to 153 West 27th Street, New York, NY 10001, Attn: Chief Executive Officer (the “Arbitration Notice Address”). The Notice must (A) describe the nature and basis of the claim or dispute; and (B) set forth the specific relief sought (the “Demand”). If you and Criteek do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Criteek may commence an arbitration proceeding as set forth below or file a claim in small claims court. THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) WILL ADMINISTER THE ARBITRATION IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (THE “Rules”), AS MODIFIED BY THESE TERMS. The Rules and AAA forms are available online at http://www.adr.org. If you are required to pay a filing fee to commence an arbitration against Criteek, then Criteek will promptly reimburse you for your confirmed payment of the filing fee upon Criteek’s receipt of Notice at the Arbitration Notice Address that you have commenced arbitration along with a receipt evidencing payment of the filing fee, unless your Demand is equal to or greater than $1,000 or was filed in bad faith, in which case you are solely responsible for the payment of the filing fee.
- Arbitration Proceeding. The arbitration will be in English. A single independent and impartial arbitrator with his or her primary place of business in New York, New York will be appointed pursuant to the Rules, as modified herein. You and Criteek agree to comply with the following rules, which are intended to streamline the dispute resolution process and reduce the costs and burdens on the parties: (A) arbitration will only be conducted if the damages sought exceed $75,000; (B) the arbitration will be conducted online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration; (C) the arbitration will not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties; and (D) any judgment on the award the arbitrator renders may be entered in any court of competent jurisdiction.
- No Class Actions. YOU AND CRITEEK AGREE THAT YOU AND CRITEEK MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OF MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND THAT IF THIS SPECIFIC PROVISO IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THIS MANDATORY ARBITRATION SECTION WILL BE NULL AND VOID.
- Decision of the Arbitrator. Barring extraordinary circumstances, the arbitrator will issue his or her decision within 120 days from the date the arbitrator is appointed. The arbitrator may extend this time limit for an additional 30 days in the interests of justice. All arbitration proceedings will be closed to the public and confidential, and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator will be in writing and will include a statement setting forth the reasons for the disposition of any claim. The arbitrator will apply the laws of the State of New York in conducting the arbitration. You acknowledge that these Terms and your use of the Service evidence a transaction involving interstate commerce. The United States Federal Arbitration Act will govern the interpretation, enforcement, and proceedings pursuant to the Mandatory Arbitration clause in these Terms.
- Equitable Relief. The foregoing provisions of this Section do not apply to any claim in which either party seeks equitable relief to protect such party’s copyrights, trademarks, or patents. You acknowledge that, in the event Criteek or a third party breaches these Terms, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against Criteek, and your only remedy will be for monetary damages, subject to the limitations of liability set forth in these Terms.
- Claims. You and Criteek agree that, notwithstanding any other rights the party may have under law or equity, any cause of action arising out of or related to these Terms or the Service, excluding a claim for indemnification, must commence within one year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
- Improperly Filed Claims. All claims you bring against Criteek must be resolved in accordance with this Section. All claims filed or brought contrary to this Section will be considered improperly filed. Should you file a claim contrary to this Section, Criteek may recover attorneys’ fees and costs up to $5,000, provided that Criteek has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.
- Modifications. In the event that Criteek makes any future change to the Mandatory Arbitration provision (other than a change to Criteek’s Arbitration Notice Address), you may reject any such change by sending us written notice within thirty (30) days of the change to Criteek’s Arbitration Notice Address, in which case your account with Criteek and your license to use the Service will terminate immediately, and this Section, as in effect immediately prior to the amendments you reject, will survive the termination of these Terms.
- Enforceability. If only Section XV(a)(iii) or the entirety of this Section XV is found to be unenforceable, then the entirety of this Section XV will be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section XVI will govern any action arising out of or related to these Terms.
XVI. Governing Law; Choice of Forum.
The laws of the State of New York, excluding its conflicts of law rules, govern these Terms and your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws. To the extent that any action relating to any dispute hereunder is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in New York County, New York, and you hereby irrevocably submit to personal jurisdiction in such courts, and waive any defense of inconvenient forum. The Service shall be deemed a passive website that does not give rise to personal jurisdiction over Criteek, either specific or general, in jurisdictions other than New York.
153 West 27th Street, New York, NY 10001
CRITEEK REVIEWER GUIDELINES
These Guidelines apply in their entirety to any Reviewers and any Review Content that Reviewers submit. You must read and abide by the Guidelines when Posting any Review Content.
Endorsement and Social Media Guidelines
Please ensure that you have read and understand the FTC Guides Concerning Use of Endorsements and Testimonials in Advertising and the FTC’s Endorsement Guides FAQ (collectively, the “FTC Guidelines”). You agree that all Review Content you submit to Criteek (including Commissioned Content) will comply with the FTC Guidelines, including but not limited to by containing compliant disclosures of any compensation (including complimentary products) received by you as an incentive to submit, or in exchange for submitting, your review.
When it comes to your social media:
- You consent to permit Criteek to conduct social media searches for the purpose of verifying your identity and the accuracy of your representations.You must disclose to Criteek any connection with any company that manufactures or retails the product you are reviewing.
- You consent to permit Criteek to conduct social media searches for the purpose of verifying your identity and the accuracy of your representations.You must keep your social media presence free of compensated endorsements and branding related to products, services or experiences you have reviewed for Criteek.
- You consent to permit Criteek to conduct social media searches for the purpose of verifying your identity and the accuracy of your representations.You consent to permit Criteek to conduct social media searches for the purpose of verifying your identity and the accuracy of your representations.
All Review Content must conform to the following guidelines
- You must provide your name and a valid e-mail address with each posting. Criteek will contact you at your e-mail address to confirm your consent to Post content using your name.
- You must appear on-camera and state your name in your video reviews.
- Your content must be appropriate for shoppers of all ages.
- You must submit the video reviews in one of the following types of video files: mp4, flv, webm, mov.
- Your content must be unbiased and honest.
If your Review Content meets these Guidelines and Criteek chooses to Post it, it will be Posted with your name. Criteek reserves the right, at its sole discretion, not to Post any content whether or not it meets the Guidelines. If your content does not meet the Guidelines, Criteek’s editors may provide feedback to improve future submissions.
Criteek requests that you:
- Be welcoming
- Be polite
- Be opinionated
- Be enthusiastic
- Be passionate
- Be respectful