Owner of BlogTalkRadio and related Services

Voxnest, Inc
25 Broadway, 9th floor
New York 10004
NY - USA

Owner contact email: [email protected]

Information about BlogTalkRadio

BlogTalkRadio is an audio web-based platform that allows anyone to create live and on-demand talk content on the web. If you're a radio broadcaster, BlogTalkRadio gives you the ability to go live with its web-based 'studio' and host multi-participant broadcasts using just a computer and a mobile phone.

Introduction

This document

This document is a legal agreement between you, the User, and the entity providing BlogTalkRadio. It governs your use of the online properties and, in any case, for the use of the services provided. “Legal agreement” means that the terms of this agreement are binding on the relationship between you and us once you have accepted the terms. For simplicity, “User”, “you”, “your” and similar terms, either in singular or plural form, refer to you, the User. “We”, “our”, “us” and similar terms refer to the corporation that owns and manages BlogTalkRadio as outlined in the present document. “BlogTalkRadio” refers to the current website and/or application. “Agreement” refers to this document, as amended from time to time. The Agreement is concluded in the English language. Other defined terms are set forth in the section named “Definitions” at the bottom of the Agreement.

Acceptance of this Agreement

In order to use BlogTalkRadio, you must read this Agreement carefully and agree to accept the same by clicking the button for its acceptance. If you don’t accept this Agreement you cannot use the Service.

Registration, content on BlogTalkRadio and prohibited use of BlogTalkRadio

Registration

In order to use the Service or any part of it, Users must register in a truthful and complete manner by providing all the required data in the relevant registration form. The Users must also accept the Privacy Policy and these Terms and Conditions in full. Users are responsible for keeping their login credentials confidential.

It is understood that the Owner shall not be held responsible under any circumstances in case of loss, disclosure, theft or unauthorized use by third parties, for whatever reason, of the User's access credential.

Age eligibility

By registering on BlogTalkRadio, you represent and warrant that you are an adult according to the legislation in your country. We do not accept registration of Users under the age of 13. Each User between the ages of 13 and 18 (or whichever age is the age of majority in their country of residence), may only register provided that a parent or legal guardian: * consents to the registration; * acknowledges and agrees to be bound by this Agreement and * ensures that the use of BlogTalkRadio by the minor is under their supervision.

Deleting User accounts and account termination

Registered Users can cancel their accounts and stop using the Service at any time, through the interface of BlogTalkRadio or by directly contacting the Owner. The Owner, in case of breach of the Terms by the User, reserves the right to suspend or terminate the User's account at any time and without notice.

The Owner reserves the right to suspend or terminate the User's account at any time and without notice if it believes that:

• User has violated this Agreement; and/or
• User's access or use of the Service may result in injury to the Owner, other Users or third parties; and/or
• the use of BlogTalkRadio by the User may result in violation of law or regulations; and/or
• in case of an investigation by legal action or governmental involvement; and/or
• the account is deemed to be, at the Owner’s sole discretion, for whatever reason, inappropriate or offensive or in violation of this Agreement.

Forbidden use

The Service shall be used only in accordance with these Terms.
Users may not:

• reverse engineer, decompile, disassemble, modify or create derivative works based on BlogTalkRadio or any portion of it;
• circumvent any technology used by BlogTalkRadio or its licensors to protect content accessible via it;
• copy, store, edit, change, prepare any derivative work of or alter in any way any of the content provided through BlogTalkRadio;
• use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of BlogTalkRadio or its content;
• rent, lease or sublicense BlogTalkRadio;
• defame, abuse, harass, use threatening practices, threaten or violate the legal rights of others in any other way (such as rights of privacy and publicity);
• disseminate or publish content that is unlawful, obscene, illegitimate, defamatory or inappropriate;
• misappropriate any account in use by another User;
• register or use the Service in order to approach the Users to promote, sell or advertise products or services of any kind through BlogTalkRadio in any way;
• use BlogTalkRadio in any other improper manner that violates the Terms.

• disseminate or publish content that is unlawful, obscene, illegitimate, defamatory or inappropriate;
• publish any content that promotes, either directly or indirectly, hate, racism, discrimination, pornography, violence;
• promote activity that may endanger your life or the life of any other User or lead to physical harm. This includes, but is not limited to: suicide threats, intentional physical trauma, use of illegal drugs, or drinking excessively. Under no circumstance is any User allowed to post any content promoting and/or encouraging and/or showing any self - destructive or violent behaviour on BlogTalkRadio;
• publish any content or carry out any activity that disrupts, interrupts, harms, or otherwise violates the integrity of BlogTalkRadio or another User's experience or devices. Such activity includes: spamming, distributing unauthorized advertisements, phishing, defrauding others, spreading malware or viruses etc.;
• publish any content that exclusively focuses on extreme or gratuitous gore and violence;
• probe, scan or test the vulnerability of BlogTalkRadio, including the services or any network connected to the website, nor breach the security or authentication measures on BlogTalkRadio, including the services or any network connected to BlogTalkRadio;
• conceal their identity or steal someone else's identity or, in any case, pretend to be or represent a third party, if not expressly allowed to do so by such third party;
• manipulate identifiers in order to disguise or otherwise conceal the origin of their messages or of the content published;
• harvest or collect any personally identifying information of other Users, including but not limited to the email addresses or contact information, by circumventing the privacy setting of User's account on BlogTalkRadio or by any other means;
• register or use the Service in order to approach the Users to promote, sell or advertise products or services of any kind through BlogTalkRadio in any way;
• indicate or try to imply in any manner that you have a relationship with BlogTalkRadio or that BlogTalkRadio has endorsed you, your products or services or any third party's products and services for any purpose;
• use BlogTalkRadio to publish or otherwise disseminate copyrighted material, without the consent of the copyright holder.

User Generated Content, content available on BlogTalkRadio, Software license and other intellectual property rights

User Generated Content

Users are responsible for their own content and that of third parties that they share through BlogTalkRadio, that they create, deliver and post on or through BlogTalkRadio, or that they transfer by any other means. Users confirm that they have all the necessary consents from third parties whose data and/or content they share with the Owner and hereby indemnify the Owner for any liability or claim arising against the Owner in connection with illegal distribution of third-party content or unlawful use of the Service. The Owner does not moderate the content provided by User or by third parties but it may choose to suspend or terminate display of any such content if:

• complaints are received from other Users;
• it receives and accepts a DMCA “takedown notice” that it believes to be valid or any intellectual property infringement claim;
• it believes that it must do so in anticipation of, or as part of, legal actions;
• action is requested by authorities; or
• it believes that such content remaining accessible on or through BlogTalkRadio may pose a risk to Users, third parties, the Service's availability and/or the Owner itself.

UCG Representation and Warranties

By creating, delivering and publishing UGC, User represents and warrants that:

• the User has the right to do so being the creator or owner of such content;
• if the User is not the owner of the content posted, the User has permission or otherwise the sufficient right and authority to grant BlogTalkRadio the rights granted herein;
• the UGC does not infringe or violates any third party rights, including but not limited to, intellectual property rights and/or any third party's industrial secrets;
• the UGC does not defame, harass, abuse any other person;
• the UGC does not contain any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of BlogTalkRadio or its content or any content posted by other Users.

Rights over UGC

By creating, delivering, submitting, posting or displaying UGC on or through BlogTalkRadio, the User grants a non-exclusive, royalty-free, worldwide, irrevocable, perpetual and with the right to sublicense license to the Owner without territorial limits, to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute such content in any media or via distribution methods currently available or developed later.

With respect to streaming live and pre-recorded audio-visual works, the rights granted by you hereunder terminate once you delete your UGC from BlogTalkRadio, or, in general, when you delete your account, except when:

• any such UGC has been shared with other Users within BlogTalkRadio;
• the Owner decided to use UGC for promotional and/or advertising purposes.

The User must be aware of the fact that any UGC removal may take reasonable time to be processed from backup and other systems used by BlogTalkRadio. For further information, the User is kindly requested to contact the Owner at the contact details provided in the present document.

UGC syndication

BlogTalkRadio facilitates the syndication of your podcasts by creating RSS Feeds via Atom/RSS or other similar protocols. Once you set up your account on BlogTalkRadio, we will create a BTR RSS Feed of your UGC that you may use as a means to syndicate your UGC to third-party channels (including, but not limited to iTunes, Stitcher, Podcast App, Overcast, etc.).

BlogTalkRadio Widgets

You may include our widgets in your website according to the following terms:

• you shall not replicate, the content available on BlogTalkRadio;
• you must not imply that BlogTalkRadio is endorsing or sponsoring your website or your products, unless we have given our prior written consent;
• you must not present false information about BlogTalkRadio or its products or services;
• you must not use any content provided by the Owner or any of our Services except as expressly permitted in these Terms & Conditions or without prior written permission from us;
• the website must not contain content that is illegal, obscene or defamatory, or that could be construed as distasteful, offensive or controversial;
• the website must not support, endorse or encourage piracy or the unauthorised exploitation of intellectual property rights;
• on your website, you shall conspicuously post a privacy policy by means of which you explain to your users how the widget works and how we may keep track of your users' actions via it.

If you are linking to or embedding our widgets in a third-party web space, it is your sole responsibility to make sure that you have permission to do so.

By linking to or embedding our widgets, you agree that you do and will continue to comply with the above requirements. We reserve the right to deny permission to embed our widgets or to block BlogTalkRadio widgets at any time, for any reason in our sole and absolute discretion.

Content provided by third parties

The Owner does not moderate the content or links provided by third parties before their publication on BlogTalkRadio. The Owner is not responsible for the content provided by third parties or for its availability.

Software license

BlogTalkRadio grants Users a revocable, personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Softwares and/or any other technical means embedded in the Service provided by BlogTalkRadio. This license is for the sole purpose of enabling Users to use the Service and in doing so within the limits and in compliance with this Agreement and/or any other applicable rules. User is required to use the Service in accordance with Owner’s intellectual and industrial property rights. The Softwares related to the Service, like any other copyright or other intellectual property rights, are the exclusive property of the Owner and/or its licensors. User does not acquire any right or title with respect to the Softwares, and acknowledges that their use is non-exclusive and non-assignable, only for the duration of the Service usage, via remote connectivity, via Internet, for the provision of Services under the Agreement. The right to use the Softwares, does not grant any rights to the original source codes. All techniques, algorithms, and procedures contained in the Softwares and their documentation are information protected by copyright and sole property of the Owner or its licensors, and therefore may not be used in any way by the User for purposes other than those set forth in these Terms. All rights and license grants to the User shall immediately terminate upon any termination or expiration of this Agreement.

Other Intellectual properties rights

All trademarks, nominal or figurative, and all other marks, trade names, service marks, word marks, illustrations, images, logos and/or copyrights that appear concerning BlogTalkRadio and all rights in and to the user interface, features and functionality of BlogTalkRadio and underlying software, including code (“Owner's IP”) are, and remain, the exclusive property of the Owner or its licensors and are protected by the laws in force on trademarks and by related international treaties. The Owner does not grant you any rights whatsoever in any Owner's IP except to the extent necessary for you to use the Services in compliance with the Agreement.

All trademarks and all other marks, trade names, service marks, word marks, trademarks, illustrations, images, logos regarding third parties and content posted by such third parties on BlogTalkRadio are and remain the exclusive property of such third parties and their licensors, and are protected by applicable trademark laws and relevant international treaties. The Owner does not own the aforementioned intellectual property rights and may use them only within the limits and in accordance with the contracts concluded with such third parties and for the purposes outlined herein.

Terms and conditions of sale

Purchase

Paid services

Blogtalkradio provides for additional services or subscriptions available upon payment of a fee.
The fees, duration and conditions for the accounts and paid services are highlighted in the relevant section of BlogTalkRadio.

Recurring subscription

Payments start from the date when Users choose a paid subscription or modify another existing payment plan. The subscription must be renewed at each billing cycle to maintain the benefits provided by the paid services.

Automatic renewal

Recurring subscriptions are renewed automatically through the payment method that the User chose at the time of purchase. The renewed subscription will last for an equal period of time as the original service period. Users may cancel automatic renewal at any time by changing their preferences for the payment method used. If the User cancels an automatic renewal, then BlogTalkRadio may be forced to cancel their subscription when it runs out.

Methods of payment

Blogtalkradio uses third-party tools for its payment processing and is not connected with any of the provided payment information – such as the credit card – in any way.

Any declined payment costs shall be borne by the User.

Right of withdrawal for European Consumers

According to the applicable European consumer protection law, in case of purchase of services the European Consumer has the right to terminate the Agreement, within 14 days days from the date the Agreement is entered into, without giving any explanation. For the purpose of exercising the right of withdrawal, the Consumer is obliged to inform the Owner, without any formality, of the decision to withdraw by sending an unequivocal statement to the address set out in this document. For the purpose of this communication, the Consumer can use the withdrawal form available at the bottom of the Agreement.

Any reimbursable amount will be returned by the Owner without undue delay, and in any event within 14 days of the notification of withdrawal by the Consumer, using the same means of payment used by the Consumer for the initial transaction, unless the Consumer has expressly otherwise agreed.

Limitations to the right of withdrawal

Notwithstanding the above, the Consumer acknowledges and accepts that the right of withdrawal does not apply to contracts for the supply of services after the full performance of the service by a professional if the performance initially began with the express consent of the User and their agreement to lose the right to withdraw. Therefore, if the European Consumer has made a purchase on BlogTalkRadio and the Service provided by the Owner is immediately provided so that Consumer has immediate access to the use of the relevant Service, the withdrawal right shall be no longer actionable. The User also acknowledges and agrees that the withdrawal shall not apply to the supply of digital content through a non-material medium once the execution of the agreement has begun with the express consent of the Consumer and their acknowledgement of the loss of the right to withdrawal. This means that whenever a European Consumer purchases digital items from within BlogTalkRadio, the withdrawal right shall be no longer actionable.

Refund and order correction

The User can ask for a refund or order correction only if:

• the User is charged for items that they did not purchase or
• they do not receive the items they did purchase or
• they are charged the incorrect amount.

Refund requests shall be processed provided that they are received within 24 hours from purchase. Refund requests received past 24 hours from purchase shall be evaluated at the Owner's sole discretion.

EXCEPT FOR THE ABOVE MENTIONED CASES, NO REFUND SHALL BE PROVIDED FOR ANY PURCHASE MADE.

Monetization of your UGC

Monetization and Advertising

By using the Service, you agree not to directly monetize yourUGC via other third-party ad networks, agencies or business agreements. This restriction does not limit indirect monetization of your UGC, or services you offer outside of your UGC or your own promotions for those services.

You may also include in your UGC advertising or sponsored messages/segments, but to do so you will need to either:

• request and obtain our prior written permission or
• enrol in our Revenue Engine programme according to the terms and conditions set forth in the paragraph below.

By using our Service, you acknowledge and agree that BlogTalkRadio has, in its sole discretion, the right to serve banner, audio and video advertisements, including live reads, promotions, or other sponsored segments in connection with your UGC.

You also acknowledge and agree that BlogTalkRadio may earn revenues associated with your UGC (including advertising fees, commissions, syndication fees and the like).

Advertisers network

The Owner shall do its utmost to work with the best advertisers and sponsors that do enhance and add value to your content and that do not interfere with the listening experience of your users. However, as you may appreciate, we cannot possibly control every single advertising message that we allow and display on your content. If you see or hear objectionable ads around or within your UGC, please email [email protected] and we will be happy to review these cases.

Revenue Engine program

In order to begin to monetize your content, we require you to enrol in BlogTalkRadio Revenue Engine Program. By enrolling in BlogTalkRadio Revenue Engine, you can receive a significant share of aggregated revenues accrued against you UGC. To find out more about the program, details about third-party commissions and fees and our share percentage, you are invited to check the following page: .... The terms and conditions contained in this page are incorporated hereby by reference and are an integral and substantial part of this agreement.

Broadcasters must be aware that the payment of their revenues is subject to the advertiser payment to BlogTalkRadio. Should any advertiser or sponsor fail to pay to BlogTalkRadio for the ads displayed on or otherwise showcased in connection to you UGC, BlogTalkRadio shall not be obliged to pay your revenue share, unless the advertiser payment is fulfilled.

If you dispute any payment made or withheld relating by us, you must notify us at the contact details provided in this document within 30 days of any such payment. In lack thereof, any claim relating to the disputed payment shall be considered fully waived.

WHY do we retain a commission

We only retain a small commission on your UGC revenues, which allows us to take care of searching for advertisers and sponsors on your behalf, executing monetization instruments against your UGC using our proprietary technologies, and working behind the scenes to maximize your earning potential. This program frees up your time for more important things like focusing on your content and growing your listenership.

What about your previous sponsorship agreements?

If you already have pre-existing long-term sponsorship arrangements, please let us know by sending a communication to [email protected]. It is not our intention to jeopardize or limit or get in the way of those pre-existing relationships, but we will strive to ensure that you can fulfill your obligations to your pre-existing sponsors within our platform without limiting your total earning potential.

No exploitation of or fraud on revenue computing technology

Broadcasters shall not generate invalid ad clicks or impressions (either by hand, bots, automated programs or similar devices).

The Owner shall consider invalid all those ad clicks and impressions which:

• originate from your IP addresses or computers or mobile devices under your control;
• are solicited by payment of money, false representation or requests for end users to click on ads, or
• are co-mingled with a significant number of invalid clicks.

If one of the above circumstances is found to be true, upon BlogTalkRadio investigation, BlogTalkRadio reserves the right to withhold or deduct payment of the revenues due to you, or to suspend or otherwise disable your account.

Disclaimer of warranties and limitation of liabilities

Disclaimer of Warranties (non eu users)

THE OWNER PROVIDES THE SERVICES TO YOU STRICTLY ON AN "AS IS" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW THE OWNER EXPRESSLY DISCLAIMS ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. THE OWNER MAKES NO WARRANTIES OR REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF ANY “CONTENT” AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY: (I) ERRORS, OMISSIONS OR INACCURACIES IN ANY “CONTENT”; (II) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE “SERVICES” AND “BlogTalkRadio”; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SYSTEMS AND/OR ANY INFORMATION ACCESSIBLE THROUGH SUCH SYSTEMS; (IV) ANY INTERRUPTION OF THE “SERVICES”; (IV) ANY VIRUSES, TROJAN HORSES, BUGS, MALWARE OR THE LIKE IN OR TRANSFERRED THROUGH THE “SERVICES” OR THROUGH THE ACTIONS OF ANY THIRD PARTY; (V) ANY ACCESS TO YOUR DEVICE AND/OR INFORMATION AVAILABLE THROUGH SUCH ACCESS; AND/OR (VI) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE “SERVICES.” THE OWNER DOES NOT ENDORSE, WARRANT, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY EVENT, PRODUCT OR SERVICE AVAILABLE THROUGH THE “SERVICES” OR ANY WEBSITE ACCESSIBLE THROUGH THE “SERVICES.” NO ACTION FROM OR ON BEHALF OF THE OWNER OR ANY OTHER SOURCE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE WARRANTY EXCLUSIONS MAY NOT APPLY TO YOU.

Limitations of Liability(non eu users)

YOU USE BlogTalkRadio AND THE CONTENT THEREIN AT YOUR OWN RISK. IN NO EVENT WILL THE OWNER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, OR LOSS OF CUSTOMER DATA OR OTHER INTANGIBLE PROPERTY, EVEN IF THE OWNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF DAMAGES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS OF THIS AGREEMENT BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE FROM AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT.

Limitations of liability for the European User

Blogtalkradio and all functions accessible through BlogTalkRadio are made available to the Users under the terms and conditions of the Agreement, without any warranty, express or implied, that is not required by law. In particular, there is no guarantee of suitability of the services offered for the User's specific goals. Blogtalkradio and functions accessible through BlogTalkRadio are used by the Users at their own risk and under their own responsibility. In particular, the Owner, within the limits of applicable law, is liable for contractual and non-contractual damages to Users or third parties only by way of intent or gross negligence, when these are immediate and direct consequences of the activity of BlogTalkRadio. Therefore, the Owner shall not be liable for:

• any losses that are not a direct consequence of the breach of the Agreement by the Owner;
• any loss of business opportunities and any other loss, even indirect, that may be incurred by the User (such as, but not limited to, trading losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, etc.);
• damages or losses resulting from interruptions or malfunctions of BlogTalkRadio due to acts of force majeure, or at least to unforeseen and unforeseeable events and, in any case, independent of the will and extraneous to the Owner's control, such as, by way of example but not limited to, failures or disruptions of telephone or electrical lines, the Internet and / or other means of transmission, unavailability of websites, strikes, natural disasters, viruses and cyber attacks, interruptions in the delivery of products, third party services or applications and
• incorrect or unsuitable use of BlogTalkRadio by Users or third parties.

Indemnification

You agree to defend, indemnify and hold harmless the Owner, its parent, “sibling” and subsidiary corporation(s) (if any) and officers, directors, employees, advisors and agents thereof, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees and expenses) arising from: * your use of the Service; * your violation of this Agreement; * your violation of any third party right, including without limitation any copyright, property, or privacy right; or * any claim that your content caused damage to a third party.

Services Provided by third parties

Users may use third-party services or content included in BlogTalkRadio, but they must be aware of these third parties' terms and conditions and have given consent to them. Under no circumstances will the Owner be deemed liable in relation to the proper functionality or availability, or both, of third-party services.

Compliance with third parties terms of use

BlogTalkRadio is a video platform that allows Users to broadcast together, from anywhere, using any device and simulcast to multiple social networks and other third-party platforms (e.g. Facebook, Twitch, YouTube etc.).

Notwithstanding the above, BlogTalkRadio is not endorsed, sponsored or certified by any such third party and nothing herein contained shall constitute a partnership between or joint venture by BlogTalkRadio and these third providers or constitute any party the agent of the others.

By using BlogTalkRadio, the Users acknowledge and agree to be bound also to these third-party providers’s terms of service and privacy policy, which Users are requested to read and accept before using their services.

Miscellaneous

Filing claims under DMCA

Under the Digital Millennium Copyright Act (DMCA), you can request that the Owner remove material that infringes a copyright. To do so you must file a document that is known as a DMCA “takedown notice”, which must comply with the requirements specified by the law.

In particular, your “takedown notice” must include:

• a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works;
• identification of the 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 the service provider to locate the material;
• information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
• a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
• a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You must send this takedown notice in physical form using the contact information provided in this document.

If you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys' fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.

Confidentiality

You undertake and agree not to disclose any confidential information shared by us without our prior written consent. For the purpose of the Agreement is considered confidential information:

• all Software, technology and documentation relating to the Service;
• fill-rates, revenue computing methods or other statistics relating to your content performance as pertaining to the Services;
• the existence of, and information about, beta features in the Service; and
• any other information made available by the Owner that is marked confidential or would normally be considered confidential under the circumstances in which it is presented or otherwise shared.

It is not considered confidential any information that you already knew prior to your use of the Services, that became public under circumstances independent from your intervention or action of sort, that was independently developed by you, or that was lawfully given to you by a third party.

Privacy duties and obligations

By using our Services, you agree that the Owner can use any personally identifiable e non personally identifiable information in accordance with our privacy policy.

Whenever you use our Service on other web spaces outside BlogTalkRadio, you must ensure that you conspicuously post a privacy policy by means of which you explain to your users how our Service works and how we may keep track of your users' actions via it.

In particular, you shall make a clear disclosure to your users about cookies, device-specific information, location information and other information stored on, accessed on, or collected from end users’ devices in connection with the Services, including, as applicable, information about end users’ options for cookie management.

You will also ensure that an end user gives consent to the storing and accessing of cookies, device-specific information, location information or other information on the end user’s device in connection with the Services where such consent is required by law.

Providing the Service

From time to time the Owner may change certain aspects of the Service, such as adding or deleting certain features. The Owner may also decide to suspend or terminate the Services altogether. If the Services are terminated, the Owner will work with you to enable you to withdraw your information in accordance with applicable law.

The Services might not be available at times you expect it, whether because of software or network problems or events that are known as “Force Majeure” such as acts of God, labor actions and other disruptions beyond the reasonable control of the Owner. The Services might not be available also because the Services are undergoing maintenance.

Changes to this Agreement

The Owner reserves the right to amend or otherwise modify this Agreement at any time, informing you by publishing a notice through BlogTalkRadio or otherwise communicating with you. Such changes will only affect the relationship with you for actions after you have accepted the new Agreement. Previous versions, which are archived by the Owner, will govern the relationship prior to your acceptance. You can email the Owner for a copy of any previous version. Your continued use of the Services after such changes will signify your agreement with and acceptance of this Agreement with its revised terms. If you do not wish to be bound by the changes, then your only recourse is to discontinue the use of the Services.

Assignment

This Agreement, and any rights and licenses granted in this Agreement, cannot be transferred or assigned by you without the Owner’s prior written permission, but may be assigned by the Owner without restriction.

Contacts

You consent to the Owner contacting you by your telephone number (if provided) or your email address. All communications relating to BlogTalkRadio must be sent using the contacts stated in this document. If you send a communication by email you must have valid confirmation of receipt to provide promptly to the Owner if requested.

Cancellation and termination of the Agreement

You may terminate the Agreement by cancelling your account at anytime by emailing the Owner at the contact details provided in this document and then following the specific instructions provided in our response.

Notwithstanding the provisions set forth under the section “Deleting Users accounts and account termination”, we reserve the right to terminate the Agreement and cancel your account in the following cases:

• in case of discontinuation of the Service;
• in case you fail to honour your obligation to pay for the Services you purchased;
• in case we suspect that you have engaged in any fraudulent or, in general, illegal activity in connection with BlogTalkRadio or in case of your infringement of the Agreement;
• if requested to do so by any public authority for any reason.

without prejudice to any further action we may bring before the competent courts in order to protect and safeguard our rights.

Upon termination of the Agreement by either party for any reason: * we will cease providing you with the Service and you will no longer be able to access your account; * unless otherwise stated in the Agreement, you will not be entitled to any refunds of any fees, pro rata or otherwise; * any outstanding balance owed to BlogTalkRadio for your use of the Service through the effective date of such termination will immediately become due and payable in full; and * the UGC that you published will be taken offline unless it has used by the Owner for advertising and/or promotional purposes or shared by any other Users of BlogTalkRadio.

If at the date of termination of the Agreement, there are any outstanding fees that you owe us, you will receive one final invoice via email, at the email address that you provided upon registration. Once that invoice has been paid in full, you will not be charged again and we shall consider our relationship terminated.

Entire Agreement

This Agreement, together with any other legal notices published by the Owner constitute the entire agreement between Owner and you concerning the Services.

Severability

If any provision of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.

No Waiver

The Owner’s failure to assert any right or provision under this Agreement shall not constitute a waiver of any such right or provision. Any waiver shall not be deemed a further or continuing waiver of such term or any other term.

Governing law and jurisdiction

BlogTalkRadio is controlled and operated by Voxnest, Inc. and this Agreement shall be governed by the laws of the place where the Owner has its registered office, without regard to principles of conflict of laws. You agree to be bound by such laws and to submit to the jurisdiction of the courts of the State of New York in connection with the interpretation or application of the Agreement. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Service and is hereby expressly excluded.

An exception applies whenever the User can be qualified as Consumer, in which case the court where the Consumer has his/her domicile or residence has the sole jurisdiction.