The terms and conditions (the “Terms”) provided below govern your use of www.phmg.com and its features as well as any other branded or co-branded websites and applications (including sub-domains, international versions, widgets, mobile versions, and mobile apps) (the “Website”) operated by PH Media (USA), Inc. (“Company”). By accessing and utilizing the Website, you agree, without limitation or qualification, to be legally bound by these terms and conditions. If you fail to comply with the Terms, your permission to use the Website automatically terminates and we may terminate your use of the Website, block or otherwise bar you from future usage of the Website, and take any other action we deem necessary and appropriate, whether in law or in equity.
Company reserves the right to modify these terms and conditions from time to time, in our sole discretion, and any such changes are effective immediately upon posting to our Website.
1. Use of the Website
Authority. You agree that you are permitted to use the Website under applicable law. If you are using the Website on behalf of a company, business or other entity, you represent that you have the legal authority to accept these Terms on behalf of that entity, in which case that entity accepts these Terms, and “you” means that entity. If you are accessing an account(s) on behalf of the account owner (e.g., as an administrator, consultant, analyst, etc.), the Terms apply to your activities on behalf of the account owner.
Indemnity. If you are using the Services on behalf of a company, business or other entity, or if you are using the Services for commercial purposes, you and the entity will hold harmless and indemnify the Company from any suit, claim or action arising from or related to the use of the Services or violation of these Terms, including any liability or expense arising from claims (including claims for negligence), losses, damages, suits, judgments, litigation costs and attorneys’ fees.
Restrictions. You agree not to use the Website for any action or communication that is unlawful, prohibited by these Terms, false, misleading, intimidating, threatening, harassing, defamatory, obscene, indecent, infringing, unsolicited and commercial, soliciting the performance of any illegal activity, or infringing upon the rights of Company or any third party.
You agree not to interfere, or attempt to interfere, with the operations of the Website or to use any device or software that will interfere, or attempt to interfere, with the operations of the Website. You agree not to take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or any systems or networks connected to the Website. You agree not to distribute in any medium any part of the Website or use any part of the Website for commercial use except as authorized by these Terms. You agree not to alter or modify, or attempt to alter or modify, any part of the Website except as authorized by these Terms. Company may, in its sole discretion, monitor or review discussions, chats, postings, transmissions, bulletin boards, and other elements of the Website, but Company is under no obligation to do so and we do not assume any responsibility or liability arising from same.
You agree not to probe or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website. You agree not to take actions to seek or discover the information of other users of the Website or of Company’s customers except as authorized by these Terms. You agree not to attempt to gain unauthorized access to any portion of the Website or any systems or networks connected to the Website. You agree not to interfere or attempt to interfere with the use of the Website by other users.
2. User Submissions to the Website
Any communication (including advertisements) which you post or submit to the Website is considered to be non-confidential and public. You retain all intellectual property ownership of your submissions. By posting communications to the Website, you automatically grant Company a royalty-free, perpetual, irrevocable, worldwide, non-exclusive license to use, reproduce, modify, publish, edit, translate, distribute, perform, and display the communication alone or as part of other works in any form, media, or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sub-licensees.
You hereby represent and warrant that you are the sole author of any content (including advertisements) you post or submit to the Website, and that such content does not infringe upon the copyright or other intellectual property rights of any person or entity.
The Company reserves the right to modify, edit, or delete any content on the Website, including user profiles and other content submitted by users.
3. User Accounts and Security
As a user of the Website, you may receive or establish an account (“Account”). You may give administrative access to an Account to up to four authorized representatives; however, you are solely responsible for choosing and designating your authorized representatives and maintaining the confidentiality and security of your Account, including all information necessary to access your Account. You should not reveal your Account information to anyone except your authorized representatives or use anyone else’s Account. You are entirely responsible for all activities that occur on or through your Account, and you agree to immediately notify Company of any unauthorized use of your Account or any other breach of security. Company shall not be responsible for any claims, obligations, liabilities, costs, debt, expenses, losses, damages, charges, fees, or fines, including legal fees, accounting fees, business interruption damages, lost profits, and punitive, incidental, special, or consequential damages arising out of the authorized or unauthorized use of your Account, whether arising as a contract, negligence, tort, or other action.
In order to maintain the integrity of the account information on Company, you agree that: (i) you will not provide any false company or personal information on Company; (ii) you will not create an account for anyone other than your company, or yourself, without permission; (iii) if we suspend or close your account, you will not create another one without permission; (iv) you will keep your contact information accurate and up-to-date; and (v) you will not transfer your account (including any page you administer) to anyone without first getting our written permission.
4. Agreement to Pay
By placing a credit card or ACH direct payment account on file with us, you authorize us to charge your card for all fees you accrue as a result of using the Website or our services. BY USING A CREDIT CARD, YOU HEREBY UNCONDITIONALLY WAIVE ANY AND ALL CHARGEBACK RIGHTS YOU MAY HAVE. If you deliberately or inadvertently issue a chargeback to your credit card, your Account will be terminated and you shall pay Company a $50 processing and collection fee.
Company may cancel any transaction, limit your ability to make a payment, or deactivate your account if we believe the transaction violates these Terms or to prevent financial loss. We have the right to inquire about your identity and creditworthiness at our sole discretion, and we may share details of any transactions with your payment source issuer, law enforcement, or impacted third parties, if we believe doing so may prevent a violation of the law or financial loss.
5. Taxes and Legal Requirements
You are solely responsible for reporting, paying, collecting, and remitting any sales tax, use tax, VAT, transaction tax, transfer tax, or any other applicable fee or tax that may be assessed on your transaction. You agree to defend, indemnify, and hold Company harmless from and against any and all liabilities, damages, claims, and costs that may result from your failure to properly report, pay, collect, or remit any applicable tax or fee.
You are also solely responsible for understanding and following all relevant state, federal, and international laws and regulations that may apply to your transaction. We strongly encourage Company users to learn about the laws of their own country as well as the countries where they plan to do business, and to hire experts where necessary. You agree to defend, indemnify, and hold Company harmless from and against any and all liabilities, damages, claims, and costs that may result from your failure to comply with any applicable laws or regulations.
6. Right to Change Prices and Availability of Products
Prices (including the calculation of sales fees) and availability of products or services are subject to change at any time at Company’s sole discretion.
7. Disputes and Reversals
If you believe that an unauthorized transaction has taken place under your account, you agree to notify Company immediately. You hereby waive all claims against Company related to payments unless you submit the claim to Company within 30 days after the charge. You are responsible for and agree to reimburse Company for all reversals, claims, fees and other liability or expense incurred by Company that were caused by payments that you authorized or accepted.
8. Electronic Signatures and Contracts
Your use of the Website includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THIS SITE, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS.
9. Limitations on Liability
The material on the Website may contain inaccuracies or typographical or other errors. Company makes no representations about the accuracy, reliability, completeness, or timeliness of the material on the Website. Use of the Website and any information contained therein is at your own risk. The content of the Website may or may not be periodically updated or revised at any time. These Terms and Conditions shall apply with equal force to any and all such updates or revisions.
THE COMPANY DOES NOT WARRANT THAT THE WEBSITE WILL OPERATE ERROR-FREE OR THAT THIS WEBSITE OR ITS SERVER ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL GOODS OR COMPUTER CODE THAT MAY BE TRANSFERRED TO YOUR COMPUTER WHEN DOWNLOADED. IF YOUR USE OF THE WEBSITE AND OF THE CONTENT CONTAINED THEREIN RESULTS IN THE NEED FOR SERVICING OR REPLACEMENT OF EQUIPMENT OR DATA, COMPANY IS NOT RESPONSIBLE FOR THOSE COSTS.
The Website and its content are delivered on an “as-is” basis. Company reserves the right to change or discontinue any or all content or features of the Website or services offered through the Website without notice.
THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE WEBSITE AND ALL PRODUCTS OR SERVICES SOLD THROUGH THE WEBSITE. BY USING THE WEBSITE OR PURCHASING ANY GOODS OR SERVICES LISTED BY A THIRD PARTY ON THE WEBSITE, YOU AGREE THAT COMPANY WILL NOT BE LIABLE FOR ANY FAILURE, MODIFICATION, SUSPENSION, OR DISCONTINUANCE OF THE WEBSITE OR OF ANY CONTENT, FEATURE, PRODUCT, OR SERVICE OFFERED THROUGH THE WEBSITE.
Company makes no warranty that the use of material or content displayed on the Website will not infringe upon the rights of third parties neither owned by nor affiliated with Company.
10. Disclaimer of Damages
IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR ITS AFFILIATES BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES. YOU AGREE THAT THERE IS NO SUCH LIABILITY EVEN IN THE EVENT THAT COMPANY IS NOTIFIED BEFOREHAND OF THE POSSIBILITY OF DAMAGES. YOU AGREE THAT THE LIABILITY, IF ANY, OF COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR ITS AFFILIATES ARISING OUT OF ANY LEGAL CLAIM CONNECTED TO THE WEBSITE IS LIMITED TO THE AMOUNT YOU PAID COMPANY TO USE THE WEBSITE OR ITS SERVICES.
Some States do not allow such limitations of damages for certain legal categories, so the above limitation or exclusion may not apply to you or may be limited as per the laws and regulations of your State.
You agree to indemnify, defend and hold harmless Company, its officers, directors, employees, agents and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, debt, and expenses including, but not limited to, legal and accounting fees, resulting from your use or misuse of the Website, your transactions through the Website, or your breach of these Terms.
12. Copyrights and Trademarks
Our website is owned and operated by Company. Unless otherwise specified, our website contains materials and information, in various formats, including, but not limited to, images, illustrations, photographs, graphs, messages, videos, audio, software, data, and text that are the sole property of Company, ALL RIGHTS RESERVED. The copyright and other proprietary rights and interests in all of this information are owned by Company, our affiliates, or someone who has granted Company a license to use the information or materials. You may view, download, print, and retain a copy of pages of the Website only for your personal use. You may use Company’s “Link to Us” logos and buttons to post links to the Website, provided you do not only place the logo or button on any website that you do not have permission to do so. Except as expressly authorized in these Terms, you may not use, download, upload, copy, print, display, perform, reproduce, republish, license, post, transmit or distribution any information from our website in whole or in part without our prior written consent. Requests for any such consent should be directed to firstname.lastname@example.org.
The trademarks, service marks, and logos displayed on our website are registered and common-law trademarks of Company, and others. No license or right to use any trademark contained on our website is granted to you and any use of any such mark contained on this website is expressly prohibited unless you obtain the prior written authorization to use such mark from Company or such other third party holder of the mark. If you have a specific question related to the marks on our website or a request for the use of such marks, please direct your inquires to email@example.com.
13. Notices and Procedures for Making Claims of Copyright Infringement
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to the Website’s designated agent. ALL INQUIRES NOT RELEVANT TO OR NOT COMPLYING WITH THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE.
Company respects the intellectual property of others and we ask you to do the same. Company will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws. Upon receipt of notices complying with the DMCA, Company will act to remove or disable access to any material found to be infringing or found to be the subject of infringing activity and will act to remove or disable access to any reference or link to material or activity that is found to be infringing.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Company the following information. Please be advised that to be effective, the notification must include ALL of the following:
- A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive copyright that it is allegedly infringed;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Website;
- Your address, telephone number, and email address and all other information reasonably sufficient to permit Company to contact you;
- 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
- 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 behalf of the owner of an exclusive right that is allegedly infringed.
Notices should be directed to: firstname.lastname@example.org.
By creating an Account with Company on this Website, you consent to be contacted by Company through email, text message, SMS, and phone calls through the use of automatic telephone dialing equipment. You may revoke your consent at any time by contacting Company to provide clear, unequivocal desire to no longer be contacted. Your consent to receive calls and messages through automated technology is not a condition of purchase.
15. Do Not Call List
As a business, you agree that combined use of your phone number for business and personal reasons does not entitle you to claim being on the Do Not Call List as a business. Any contact that Company makes with you is for commercial purposes on a B2B basis. Your use of this Website and/or signing up for an account on this Website are acknowledgement that you are a business subject to B2B rules and not general consumer rules and regulations, including the Telephone Consumer Protection Act incorporated into these Terms.
16. Third Party Websites
The Website may contain links to other websites, which may or may not be controlled, operated, affiliated or hosted by Company. Certain links are provided on the Website in order to provide visitors to our site with other points of interest or connections to our partners via the internet; the inclusion of any such link(s) on the Website does not mean nor should it be construed to mean such website is affiliated with Company, unless such affiliation is specifically stated. We make no representations or warranties, nor do we assume any responsibility with regard to any other website that you may access through the Website.
If you fail, or if Company suspects that you have failed, to comply with any of the provisions of these Terms, including but not limited to failure to make payment of fees due, failure to provide accurate and complete registration data, failure to safeguard your Account information, violation of these Terms, or infringement or other violation of third parties’ rights, Company, at its sole discretion, without notice to you may: (i) terminate your Account, and you will remain liable for all amounts due under your Account up to and including the date of termination; and/or (ii) preclude your or any user’s access to the Website (or any part thereof).
Company reserves the right to modify, suspend, or discontinue the Website (or any part or content thereof) at any time with or without notice to you, and Company will not be liable to you or to any third party should it exercise such rights.
18. Export Control
The United States export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agreed to abide by these laws and their regulations.
19. Governing Law
These Terms and any disputes arising out of or related to the use of the Website or these Terms will be construed and governed in accordance with the laws of the State of Illinois, without regard to its conflict of laws principles. All actions brought to interpret or enforce any provision of these Terms shall be brought in the federal or state courts located in or applicable to Cook County, Illinois, and each party agrees to waive any defense or claim of lack of personal jurisdiction, the inappropriateness of venue, or forum non conveniens.
20. Dispute Resolution
BINDING ARBITRATION AGREEMENT. ANY AND ALL DISPUTES, CONTROVERSIES OR CLAIMS THAT IN ANY WAY ARISE OUT OF OR RELATE TO THESE TERMS OR FROM ANY SERVICES YOU RECEIVE FROM COMPANY, INCLUDING ANY DISPUTES BETWEEN YOU AND OUR EMPLOYEES OR AGENTS (“DISPUTE(S)”), WILL BE RESOLVED THROUGH ARBITRATION ON AN INDIVIDUAL BASIS OR IN SMALL CLAIMS COURT. YOU UNDERSTAND THAT BY AGREEING TO THESE TERMS, ARBITRATION OR A SMALL CLAIMS ACTION WILL BE THE SOLE AND EXCLUSIVE MEANS OF RESOLVING ANY DISPUTE BETWEEN US. YOU ALSO UNDERSTAND THAT BY AGREEING TO THESE TERMS, YOU ARE GIVING UP THE RIGHT TO BRING A CLAIM IN COURT OR IN FRONT OF A JURY (EXCEPT FOR MATTERS THAT MAY BE BROUGHT IN SMALL CLAIMS COURT), AND THAT YOU ARE GIVING UP THE RIGHT TO PROCEED WITH ANY CLASS ACTION OR OTHER REPRESENTATIVE ACTION. WHILE ARBITRATION PROCEDURES MAY BE DIFFERENT THAN COURT PROCEDURES, AN ARBITRATOR CAN AWARD YOU INDIVIDUALLY THE SAME DAMAGES AND RELIEF AS A COURT, AND JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATOR MAY BE ENTERED AND ENFORCED IN ANY COURT HAVING JURISDICTION THEREOF. THE PARTIES UNDERSTAND THAT ABSENT THIS MANDATORY PROVISION, THEY WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. THEY FURTHER UNDERSTAND THAT, IN SOME INSTANCES, THE COSTS OF ARBITRATION COULD EXCEED THE COSTS OF LITIGATION AND THE RIGHT TO DISCOVERY MAY BE MORE LIMITED IN ARBITRATION THAN IN COURT. We also both agree that:
Notice of Dispute. If either you or we intend to arbitrate under these Terms, the party seeking arbitration must first notify the other party of the Dispute in writing at least 30 days in advance of initiating the arbitration. Notice to us should be sent either by mail to 401 North Michigan Ave, Suite 2550, Chicago, IL 60611. Notice to you will be to your email address(es) and street address(es), if any, that we have in our records at the time the notice is sent. The notice must describe the nature of the claim and the relief being sought. If we are unable to resolve the Dispute within 30 days, either party may then proceed to file a claim for arbitration.
Arbitration Procedure. The Federal Arbitration Act applies to these Terms. Except for small claims court cases, any and all Disputes will be resolved by arbitration administered by the American Arbitration Association (“AAA”). The AAA will apply the Commercial Arbitration Rules to the arbitration of any Dispute pursuant to these Terms, unless you are an individual and use the Services for personal or household use, in which case the AAA’s Consumer Arbitration Rules will apply (excluding any rules or procedures governing or permitting class actions). You can get procedures (including the process for beginning an arbitration), rules and fee information from the AAA (www.adr.org). These Terms govern to the extent they conflict with the AAA’s Commercial Arbitration Rules or Consumer Arbitration Rules.
Arbitration Location. Unless you and we agree otherwise, the arbitration must take place, or the small claims action must be filed, in Cook County, IL.
Severability. If any part of this agreement to arbitrate is found by a court of competent jurisdiction to be unenforceable, the court will reform the agreement to the extent necessary to cure the unenforceable part(s), and the parties will arbitrate their Dispute(s) without reference to or reliance upon the unenforceable part(s).
21. Entire Agreement
22. Contact/Address for Legal Notice
All questions, comments and legal notices should be submitted to: 401 North Michigan Ave, Suite 2550, Chicago, IL 60611.