UNCLE RAY’S, LLC
1. Use of Online Services
Uncle Ray’s grants you a limited, revocable, nonexclusive license to use Uncle Ray’s Online Services solely for your own personal use and not for republication, distribution, assignment, sublicense, sale, preparation of derivative works, or other use. You agree not to copy materials found on the Online Services, reverse engineer or break into the Online Services, or use materials, products, or services in violation of any law. The use of Uncle Ray’s Online Services is at the discretion of Uncle Ray’s and we may terminate your use of the Online Services at any time. You may view, display, copy, download, and print the contents on the Online Services solely for your own personal, noncommercial use. All copyright, trademark, and other proprietary notices contained on the Online Services must be retained on all copies thereof. You may not, in any way, otherwise copy, reproduce, distribute, transmit, display, perform, reproduce, publish, license, modify, create derivative works from, sell, or exploit, in whole or in part, the Online Services or its contents. Except as expressly provided herein, we do not grant any express or implied right to you under any patents, trademarks, copyrights, or trade secret information.
You agree to abide by all additional terms, conditions, and restrictions included within the Online Services, its contents, and/or the programs, features, and services.
Uncle Ray’s may at any time, for any reason, and without notice or liability: (1) modify, suspend, or terminate operation of or access to any Online Service, or any portion thereof; (2) change, revise, or modify the Online Services, its content, or any portion thereof; (3) interrupt the operation of the Online Services, or any portion thereof, as necessary to perform routine or non-routine maintenance, error correction, or for any other purposes; (4) impose limits on certain programs, features, and services, or restrict your access to the Online Services, in whole or in part; and/or (5) terminate the authorization, rights, and license given above, upon which you shall immediately destroy all contents obtained through use of the Online Services.
2. Intended Audience
YOU MUST BE AT LEAST 13 YEARS OF AGE TO ACCESS AND USE UNCLE RAY’S ONLINE SERVICES. IF YOU ARE 13 YEARS OR YOUNGER, DO NOT USE UNCLE RAY’S ONLINE SERVICES FOR ANY PURPOSE.
4. Login and Registration
Certain programs, offers, features, or services offered on or through Uncle Ray’s Online Services may require you to complete a registration process and/or setup an account or login. In connection therewith, you agree to (1) provide true, accurate, current, and complete information about yourself, and (2) maintain and promptly update your information to keep it true, accurate, current, and complete. You are entirely responsible for maintaining the confidentiality of the information you hold for your login, including your password. You agree to notify Uncle Ray’s immediately of any unauthorized use of your login, or any other breach of security. You may be held liable for losses incurred by Uncle Ray’s or any other Online Services user or visitor due to someone else using your login as a result of your failing to keep your login information secure and confidential. Uncle Ray’s shall not be liable for any loss or damage arising from your failure to comply with these obligations.
5. Links To Outside Sites
The Uncle Ray’s Online Services may contain links to other third-party websites, including those of sponsors, partners, affiliates, as well as social media platforms. We do not control the linked sites and make no representations regarding, and are not liable or responsible for the accuracy, completeness, timeliness, reliability, or availability of, any of the content uploaded, displayed, or distributed, or products, or services available at these sites. If you choose to access any third party site, you do so at your own risk. Uncle Ray’s and its Related Entities have no responsibility or liability for any of the linked sites, or the content, policies, or actions thereof. Links do not imply that we sponsor, endorse, are affiliated with or associated with, or are legally authorized to use any trademark, trade name, service mark, design, logo, symbol, or other copyrighted materials displayed on or accessible through such linked sites.
7. Trademark Information and Ownership of Intellectual Property
All content included on Uncle Ray’s Online is and shall continue to be the property of Uncle Ray’s, LLC and/or its content suppliers, including Minor League Baseball and its respective teams, and is protected under applicable copyright, patent, trademark, and other proprietary rights. The absence of a trademark notice or legend indicating the registration or ownership anywhere in the text of Uncle Ray’s Online Services does not constitute a waiver of the applicable trademark or other intellectual property rights concerning that trademark or service mark used or referenced on Uncle Ray’s Online Services. Any copying, redistribution, use or publication by you of any such content or any part of the Online Services is prohibited, except as expressly permitted in this Agreement. Under no circumstances will you acquire any ownership rights or other interest in any content by or through your use of Uncle Ray’s Online Services.
We do not permit third parties to use any of Uncle Ray’s and/or its content suppliers, including Minor League Baseball and its respective teams copyrighted, patented, or trademarked content in any manner, including advertising, as an endorsement for any product or service, in association with contests or promotions, or for any other purpose, commercial or otherwise, without our prior express written permission.
8. No Unsolicited Ideas
From time to time on certain areas of our Online Services you may be able to submit written posts and certain other materials (“User Content”). Uncle Ray’s is under no obligation to monitor any posting or transmission of User Content to or about the Online Services and assumes no responsibility or liability arising from the content of any such posting or transmission nor for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained therein or related thereto. By using the Online Services features, you agree that you will not engage in any of the following activities on the Online Services:
- Uploading, posting or otherwise transmitting any unlawful, harassing, threatening, libelous, defamatory, harmful, tortious, obscene, scandalous, inflammatory, racist, pornographic, violent, profane or otherwise objectionable or inappropriate material (as determined by Uncle Ray’s) or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law;
- Uploading, posting, reproducing or distributing any information, software, or other materials protected by copyright or any other intellectual property right (as well as rights of publicity and privacy) without first obtaining the permission of the owner of such rights;
- Collecting or storing personal data about other users;
- Posting any User Content that contains personal information about any individual, or any other information that you are under a contractual obligation to keep private or confidential;
- Using the Online Services for any commercial purpose not expressly approved by Uncle Ray’s in writing;
- Impersonating any person or organization, including without limitation, the personnel of Uncle Ray’s, or misrepresent an affiliation with another person or organization;
- Uploading, posting, emailing, or otherwise transmitting any advertising or promotional materials or any other form of solicitation or unauthorized communication;
- Uploading, posting, emailing, or otherwise transmitting any material that contains viruses, corrupted files, or any other computer code, files, or programs which might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment, or otherwise adversely affect the operation of the Online Services or a feature of the Online Services.
Uncle Ray’s does not endorse, verify, evaluate or guarantee any information provided by users and nothing shall be considered as an endorsement, verification or guarantee of any User Content. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials, or include links to any sites which contain or suggest an endorsement by Uncle Ray’s without the prior review and written approval of Uncle Ray’s.
Uncle Ray’s will fully cooperate with any law enforcement authorities or court order requesting or directing Uncle Ray’s to disclose the identity of anyone posting any such information or materials.
You further understand and agree that you have no ownership rights to any account you may have with us or other access to the Online Services or features therein. Uncle Ray’s may cancel your account and delete all User Content associated with your account at any time, and without notice, if Uncle Ray’s deems that you have violated these Terms, the law, or for any other reason. Uncle Ray’s assumes no liability for any information removed from our Online Services, and reserves the right to permanently restrict access to the Online Services or a user account.
By displaying, publishing, or otherwise posting any User Content on or through the Online Services, you hereby grant to Uncle Ray’s a non-exclusive, sub-licensable, worldwide, fully-paid, royalty free license to use, modify, publicly perform, publicly display, reproduce, and distribute such User Content in any and all media now known or hereinafter developed without the requirement to make payment to you or to any third party or the need to seek any third party permission. This license includes the right to host, index, cache, distribute, and tag any User Content, as well as the right to sublicense User Content to third parties, including other users, for use on other media or Online Services known or hereinafter developed. You continue to retain all ownership rights in your User Content, and you continue to have the right to use your User Content in any way you choose, subject to these Terms and the license described herein. You represent and warrant that you own the content submitted, displayed, published or posted by you on the Online Services and otherwise have the right to grant the license set forth herein, and the displaying, publishing or posting of any content you submit, and our use thereof does not and will not violate the privacy rights, publicity rights, copyrights, trademark rights, patents, contract rights or any other intellectual property rights or other rights of any person or entity.
10. Copyright Infringement Notification
The Digital Millennium Copyright Act of 1998 (the “DCMA“) makes it illegal to host, share, or download copyrighted works (including music, movies, books, software, videos, photos, etc.) without the owner’s permission. If you believe in good faith that any content available on the Uncle Ray’s Online Services infringe your copyright, you should send us a notice requesting that we remove the content or block access to it. If you believe in good faith that someone has wrongly submitted a notice to us under this paragraph, then you should send us a counter-notice. We suggest that you consult your legal advisor before filing a notice or counter-notice. Please be aware that there may be penalties for false claims under the DMCA. Please provide a notice containing all of the following information to us:
(a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
(b) A description of the copyrighted work that you claim has been infringed;
(c) A description of where the material that you claim is infringing is located on the Online Services;
(d) Your address, telephone number, and e-mail address;
(e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Notices and counter-notices should be sent to:
Uncle Ray’s, LLC
14245 Birwood St.
Detroit, MI 48238
ATTN: Uncle Ray’s DMCA Take-Down Notice/Counter-Notice
Email: [email protected]
BY USING UNCLE RAY’S ONLINE SERVICES, REGISTERING WITH THESE ONLINE SERVICES AND/OR ACCEPTING ANY INFORMATION FROM THESE ONLINE SERVICES YOU AGREE TO INDEMNIFY, DEFEND AND HOLD UNCLE-RAY’S AND ITS AFFILIATES HARMLESS FROM AND AGAINST ANY ACTUAL OR ALLEGED CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES, LIABILITIES, AND ALL COSTS AND EXPENSES OF DEFENSE (INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS) ARISING OUT OF OR RELATING TO: (A) YOUR BREACH OF THIS AGREEMENT; (B) YOUR VIOLATION OF ANY LOCAL, STATE, FEDERAL OR INTERNATIONAL LAW, RULE OR REGULATION; (C) A CLAIM BY A THIRD PARTY THAT IS BASED ON YOUR USE OF THESE ONLINE SERVICES OR THE CONTENT;(D) INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR COMPUTER OR ACCOUNT, EVEN IF NOT SUBMITTED BY YOU; (E) ANY MISREPRESENTATION MADE BY YOU; (F) ANY DISPUTE BETWEEN YOU AND ANOTHER USER OF THE ONLINE SERVICES; (G) THE THEFT, MISAPPROPRIATION OR DISCLOSURE OF YOUR PASSWORD, UNLESS SUCH THEFT, MISAPPROPRIATION OR DISCLOSURE IS THE RESULT OF UNCLE RAY’S ACTIONS OR OMISSIONS; OR (H) YOUR AUTHORIZATION OF ANYONE ELSE TO USE YOUR PASSWORD. YOU WILL COOPERATE AS FULLY AND AS REASONABLY REQUIRED IN UNCLE RAY’S DEFENSE OF ANY CLAIM. UNCLE RAY’S RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, AND YOU SHALL NOT, IN ANY EVENT, SETTLE ANY MATTER WITHOUT THE WRITTEN CONSENT OF UNCLE RAY’S.
12. Disclaimer of Warranties
Uncle Ray’s and its Related Entities makes no representations or warranties regarding the Online Services. YOU AGREE THAT USE OF THE ONLINE SERVICES IS AT YOUR OWN RISK. Uncle Ray’s and its Related Entities DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY EXPRESS WARRANTIES, STATUTORY WARRANTIES, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE EXTENT YOUR JURISDICTION DOES NOT ALLOW LIMITATIONS ON WARRANTIES, THIS LIMITATION MAY NOT APPLY TO YOU. YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO YOUR USE OF THE ONLINE SERVICES SHALL BE TO DISCONTINUE USING THE ONLINE SERVICES.
13. Limitations of Liability
UNDER NO CIRCUMSTANCES WILL UNCLE RAY’S OR ITS RELATED ENTITIES BE LIABLE OR RESPONSIBLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL (INCLUDING DAMAGES FROM LOSS OF BUSINESS, LOST PROFITS, LITIGATION, OR THE LIKE), SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN ANY WAY RELATING TO THE ONLINE SERVICES, YOUR USE OF THE ONLINE SERVICES, OR THE CONTENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE ONLINES SERVICES AND/OR CONTENT IS TO CEASE ALL OF YOUR USE OF THE ONLINE SERVICES.
14. Binding Arbitration
Any controversy or claim arising out of or relating to this Agreement or any related agreement, their enforcement or interpretation, or because of an alleged breach, default or misrepresentation in connection with any of their provisions, shall be determined by binding arbitration. The arbitration proceedings shall be held and conducted by a single arbitrator in accordance with the Comprehensive Arbitration Rules and Procedures of JAMS (the “JAMS Rules”), as modified by this Agreement. Such arbitration shall occur in Detroit, Michigan, and be initiated by any party in accordance with the JAMS Rules. The demand for arbitration shall be made by any party hereto within a reasonable time after the claim, dispute or other matter in question has arisen, and in any event shall not be made after the date when institution of legal proceeding, based on such claim, dispute or other matter in question, would be barred by the applicable statute of limitations. Discovery issues shall be decided by the arbitrator. Post-hearing briefs shall be permitted. The arbitrator shall render a decision within twenty (20) days after the conclusion of the hearing(s). In reaching a decision, the arbitrator shall have no authority to change, extend, modify or suspend any of the terms of this Agreement, or to grant an award or remedy any greater than that which would be available from a court under the statutory or common law theory asserted. The arbitrator shall issue a written opinion that includes the factual and legal basis for any decision and award. The arbitrator shall apply the substantive law (and the law of remedies, if applicable) of Michigan or federal law, or any of them, as applicable to the claim(s) asserted. Judgment on the award may be entered in any court of competent jurisdiction. The parties may seek, from a court of competent jurisdiction, provisional remedies or injunctive relief in support of their respective rights and remedies hereunder without waiving any right to arbitration. However, the merits of any action that involves such provisional remedies or injunctive relief, including, without limitation, the terms of any permanent injunction, shall be determined by arbitration under this paragraph. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator shall allocate all costs and expenses of the arbitration (including legal and accounting fees and expenses of the respective parties) to the parties in the proportions that reflect their relative success on the merits (including the successful assertion of any defenses).
15. Applicable Law
The failure of Uncle Ray’s to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any waiver of this Agreement by Uncle Ray’s must be in writing and signed by an authorized representative of Uncle Ray’s.
17. Modification and Termination of Agreement
Uncle Ray’s reserves the right at any time and from time to time to modify or terminate this Agreement with or without notice, for any reason. You agree that Uncle Ray’s will not be liable to you or any third party for any modification or termination of this Agreement or any previous Agreement.
18. Relationship of the Parties
Nothing contained in this Agreement or your use of the Online Services shall be construed to constitute either party as a partner, joint venture, employee or agent of the other party, nor shall either party hold itself out as such. Neither party has any right or authority to incur, assume or create, in writing or otherwise, any warranty, liability or other obligation of any kind, express or implied, in the name of or on behalf of the other party, it being intended by both parties that each shall remain independent contractors responsible for its own actions.
19. Entire Agreement and Severability
20. Contact Information
Uncle Ray’s, LLC
14245 Birwood St.
Detroit, MI 48238
Email: [email protected]
© Copyright 2017 Uncle Ray’s, LLC. All Rights Reserved.
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