P_Sprout_Fixtures_1

Terms of Participation

PLEASE READ THESE TERMS OF PARTICIPATION (“TERMS OF PARTICIPATION”) CAREFULLY BEFORE CLICKING THE “ACCEPT” BUTTON. BY CLICKING THE “ACCEPT” BUTTON OR JOINING ANY ONLINE DISCUSSION FOR LIQUID BRAND XCHANGE SALON HOSTED BY LIQUID AGENCY, INC. (“COMPANY,” “WE,” OR “US”), YOU ARE ENTERING INTO AND AGREEING TO BE BOUND BY THE TERMS OF PARTICIPATION. IF YOU DO NOT AGREE TO THE TERMS OF PARTICIPATION, DO NOT CLICK THE “ACCEPT” BUTTON OR JOIN THE DISCUSSIONS.

1. PERSONAL INFORMATION COLLECTION
We value your trust and is committed to the responsible management, use and protection of personal information. By clicking the “Accept” button, you consent to having certain personal information entered into our systems and databases used for the purposes of facilitating and documenting the Discussion. You acknowledge that any information you submit via liquidagency.com is correct, current, complete and not misleading. We take reasonable precautions to safeguard the personal information as well as the personal information stored on our servers. However, no method of transmitting or storing data can be guaranteed to be 100% secure. The Company hereby disclaims, as far as permitted by applicable law, any liability for itself and its affiliated third parties for any of your information sent to us which is lost, misused, illegally accessed, disclosed, altered or destroyed.

2. GRANT OF RIGHTS
Any opinions, thoughts, and ideas you share during the Discussion (“Participant Contributions”) will be considered non-confidential and non-proprietary. You hereby grant to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the non-exclusive, royalty-free rights to (collectively “Licensed Rights”):

• document the Participant Contributions;
• compose a summary of your Participant Contributions in a blog posting on our website;disclose your name and participation in the blog posting; and
• use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any of the Participant Contributions.

You also grant us the unrestricted right to sublicense the Licensed Rights to any third parties without your prior written consent.

You understand and acknowledge that you are responsible for any Participant Contributions you contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to any third party for the content or accuracy of any Participant Contributions by you or any other participants of the Discussion.

3. WAIVER
You agree to waive, to the fullest extent permitted by law any rights to bring an action against the Company arising from your participation in the Discussion or the Company’s execution of the Licensed Rights.

4. ACCESSING THE DISCUSSION AND ACCOUNT SECURITY
You acknowledge that you will not provide any other person with access to the Discussion or portions of it using your account name. You agree to notify us immediately of any unauthorized access to the Discussion. We have the right to disable any identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Participation.

5. INTELLECTUAL PROPERTY RIGHTS
The Discussion and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Participation permit you to join the Discussion only. You must not record, reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material from the Discussion.

You must not:

• modify copies of any materials from the Discussion;
• use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text; or
• delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Discussion.

6. TRADEMARKS
The Company name, the Discussion, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans are the trademarks of their respective owners.

7. CONTENT STANDARDS
These content standards apply to any and all Participant Contributions. Participant Contributions must in their entirety comply with all applicable federal, state, and local laws and regulations. Without limiting the foregoing, Participant Contributions must not:

• contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
• promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
• infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
• violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Participation;
• be likely to deceive any person;
• promote any illegal activity, or advocate, promote, or assist any unlawful act;
• cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
• impersonate any person, or misrepresent your identity or affiliation with any person or organization;
• involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising; or
• give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

8. GOVERNING LAW AND JURISDICTION
These Terms of Participation, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction).

9. ARBITRATION
Any dispute hereunder shall be submitted to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association. Any arbitration shall take place in San Jose, California.

10. WAIVER AND SEVERABILITY
No waiver by the Company of any term or condition set out in these Terms of Participation shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Participation shall not constitute a waiver of such right or provision.

If any provision of these Terms of Participation is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Participation will continue in full force and effect.

11. ENTIRE AGREEMENT
The Terms of Participation constitute the sole and entire agreement between you and the Company regarding the Discussion and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Discussion.

12. CONTACTING US
If you have any questions or concerns regarding the above Terms of Participation, or any requests for access to or changes to information about you, please contact us at salons@liquidagency.com.