TERMS AND CONDITIONS
TERMS AND CONDITIONS
Your access to and use of any website, mobile website or application where these terms reside (collectively, the ” Site”) is subject to the following terms and conditions (‘Terms and Conditions’). Cytosport, Inc. (“Muscle Milk”) may revise these Terms and Conditions at any time by updating this posting. You are bound by any such revisions and should therefore periodically visit this page to review the then current Terms and Conditions. By accessing and browsing the Site, you signify your acceptance of these Terms and Conditions without limitation or qualification. If you do not agree to these Terms and Conditions, then please do not use the Site.
If you are required to or choose to register for an account your account is for your sole, personal use, you may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity. All registration information about you must be truthful, and you may not use any aliases or other means to mask your true identity. You are responsible for the security of your password and will be solely liable for any use or unauthorized use under such password.
The Site may include various forums, blogs and chat rooms where you can post your ideas, observations and comments on designated topics. We cannot guarantee that other users (or other parties) will not use the ideas that you share. Therefore, if you have an idea that you would like to keep confidential and/or do not want others to use, do not post it to the Site.
THESE TERMS AND CONDITIONS AFFECT YOUR LEGAL RIGHTS AND YOUR PARTICIPATION AND SUBMISSION HEREUNDER CAUSES YOU TO ENTER INTO A LEGAL AND BINDING AGREEMENT WITH MUSCLE MILK. PLEASE READ THIS VERY CAREFULLY AND MAKE SURE YOU UNDERSTAND YOUR RIGHTS AND OBLIGATIONS BEFORE SUBMITTING ANY MATERIALS. Any submission(s) you make on this Web site that contain content, including artwork, audio recordings, copy, images, music, photography, text, video recordings, ideas, written materials and/or other materials (‘User Content’) are governed by the following license terms (‘License’):
1. You hereby grant to Muscle Milk an irrevocable, nonexclusive, royalty-free perpetual license to use and exploit your User Content, in whole or in part, in any and all manner and media throughout the world; and the right to use your name, voice, image, likeness and biographical data in connection with the User Content. Muscle Milk shall be entitled to assign or sublicense all or a portion of the rights and licenses granted herein and/or this License in its entirety, without payment to you.
2. You hereby acknowledge and agree that: (a) Muscle Milk shall have the right to crop, edit, alter or arrange the User Content in any way it desires in Muscle Milk’s sole discretion; (b) Muscle Milk shall not have any obligation to provide you with any credit when using your User Content, but in the event Muscle Milk chooses to provide you with credit the size and placement of the credit shall be at Muscle Milk’s sole discretion; (c) you shall waive any ‘moral rights’ that you may have in the User Content; and (d) you are not entitled to any compensation or other payment from Muscle Milk in connection with the User Content. You understand that Muscle Milk will be acting in reliance upon your grant of rights, representations, warranties and indemnities in this License and may incur substantial expense in reliance upon this grant of rights, representations, warranties and indemnities should Muscle Milk use your User Content.
You represent and warrant that: (a) You have the full power and authority to grant the License described herein and to perform all of your obligations set forth in this License; (b) you are the author of the User Content and that each and every element of the User Content is an original work created by you; (c) you are the sole and exclusive owner of the User Content and all of the trademark and copyrights therein; (d) no third party is entitled to any compensation or payment as a condition for Muscle Milk’s use and exploitation of the User Content; and (e) the User Content conforms to the Acceptable Use Policy described below.
Acceptable Use Policy (‘AUP’).
Muscle Milk expects all of its users to be respectful of other people. If you notice any violation of this Acceptable Use Policy or other unacceptable behavior by any user, you should report such activity to Muscle Milk here.
You are solely responsible for the User Content that you post on the Site or transmit to other users and agree that you will not hold Muscle Milk responsible or liable for any User Content from other users that you access on the Site. Any User Content you provide to us should reflect your honest opinions, findings, beliefs or experience, and are within your personal knowledge.
Categories of prohibited User Content below are merely examples and are not intended to be exhaustive. Muscle Milk will make the sole determination as to whether or not User Content is acceptable for the Site. Without limitation, you agree that you will not post or transmit to other users anything that contains User Content that:
- is defamatory, abusive, obscene, profane or offensive;
- includes photographs, depictions or references to any people other than yourself, unless you have obtained all necessary permissions from those people;
- includes any material that is owned by anyone else or any company (such as video or film footage, photographs, pictures, drawings, cartoons, artwork, trademarks, visible logos, insignia, signage, slogans, phrases, written text, or other materials), unless you have obtained all required permissions from the owners;
- contains music (unless Muscle Milk specifically invites you to include music in User Content in a particular situation);
- contains material that otherwise infringes or violates another party’s right of publicity, right of privacy or intellectual property rights of any person or company;
- contains any e-mail addresses, URLs, phone numbers, physical addresses or other forms of contact information;
- is threatening or harassing or that promotes racism, bigotry or hatred of any kind against any group or individual;
- promotes or encourages actual violence against a person;
- is inaccurate, false or misleading in any way, including, but not limited to, User Content that falsely impersonates any person or organization, that misrepresents an affiliation with another person or organization, or that contains slanderous, libelous, critical, disparaging or spiteful content regarding any person or company or User Content submitted by another user of the Site;
- is illegal or promotes any illegal activities;
- promotes illegal or unauthorized copying of another person’s copyrighted work or links to websites where infringing content can be found or provides information to circumvent security measures;
- contains ‘masked’ profanity (i.e., F*@&#);
- contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- contains any advertising, promotional materials, ‘junk mail,’ ‘spam,’ ‘chain letters,’ ‘pyramid schemes,’ or any other form of solicitation or reference to any other product, offer or website; or
- does not otherwise comply with these Terms and Conditions.
- You may not upload or use avatars that violate this AUP or the Terms and Conditions.
- Muscle Milk is under no obligation to screen or monitor User Content, but may review User Content from time to time at its sole discretion to review compliance with this Acceptable Use Policy. Muscle Milk will make all determinations as to what User Content is appropriate in its sole discretion. We may include, edit or remove any User Content at any time without notice.
- You understand that when using the Site, you will be exposed to User Content from a variety of sources, and that Muscle Milk is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Content.
- You may not use spiders, robots, data-mining techniques or other automated devices or programs to catalog, download or otherwise reproduce, store or distribute content available on the Site. You may not harvest or collect e-mail addresses or other contact information of other users of the Site by electronic means. Further, you may not use any such automated means to manipulate the Site or attempt to exceed the limited authorization and access granted to you under these Terms and Conditions. You may not resell use of, or access to, or link the Site to any third party, without prior written consent.
USER CONTENT AND ELIGIBILITY TO PARTICIPATE IN CERTAIN SPORTS ORGANIZATIONS.
Muscle Milk maintains this Site for your personal entertainment, as well as for informational and educational purposes. Muscle Milk has invited you to post non-commercial User Content on this Site. Certain sports organizations have rules on amateurism and eligibility that could potentially be implicated if you post User Content on this Site, even User Content that you believe is noncommercial in nature. It is your responsibility to determine whether posting User Content on this Site will affect your eligibility to participate in any sport under any applicable rules of any sports organization. By posting User Content on this Site, you hereby release and hold harmless Muscle Milk and its agents from any claim or liability arising from your posting of the User Content on this Site, including any claim that your posting of User Content has affected your eligibility to participate in any sport.
Termination of Access.
In addition to any right or remedy that may be available to us under these Terms and Conditions or applicable law, we may suspend, limit or terminate your account, or all or a portion of your access to the Site, at any time with or without notice and with or without cause. In addition, we may refer any information on illegal activities, including your identity, to the proper authorities.
You agree to defend, indemnify and hold harmless Muscle Milk, its parent company and all of their officers, directors, employees, business partners and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) any breach by you of any of these Terms and Conditions, (ii) your User Content, (iii) your use of materials or features available on the Site (except to the extent a claim is based upon infringement of a third-party right by materials created by Muscle Milk) or (iv) a violation by you of applicable law or any agreement or terms with a third party to which you are subject.
You should assume that all materials, designs, text and images (collectively, the ‘Materials’) contained in the Site are either the copyrighted property of Stokely-Van Camp, Inc. unless otherwise noted, or are the copyrighted property of third parties. You may download one single hard copy of Materials displayed on the Site for noncommercial, personal use only, provided however, you do not delete or change the copyright, trademark and other proprietary notices contained on the Materials. You may not modify, alter or change any Materials or distribute, publish, transmit, reuse, repost or use the content of the Site for public or commercial purposes, including, without limitation, the text, images, audio and video. Unauthorized use of the Materials is strictly prohibited and is a violation of the rights of Muscle Milk, and/or third parties, including, without limitation, under copyright laws, trademark laws, the laws of privacy and publicity. Muscle Milk neither warrants nor represents that your use of Materials displayed on the Site will not infringe rights
This Site contains many of the valuable trademarks, names, titles, logos, images, designs, copyrights and other proprietary materials owned and registered by Muscle Milk Stokely-Van (the ‘Trademarks’). The Trademarks displayed on the Site are registered and unregistered Trademarks of Muscle Milk. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on the Site, or any license or right to use any other trademark owned by any other third party. In the event that you misuse any Trademark in violation of these Terms and Conditions, Muscle Milk will aggressively enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution.
Limitation of Liability/No Warranty.
Muscle Milk makes no representations that the Materials in this Site are appropriate or available for use in other countries aside from the United States. Those who do access this Site from other countries are solely responsible for compliance with local laws of that country. THE WEB SITE, INCLUDING ALL CONTENT MADE AVAILABLE ON OR ACCESSED THROUGH THE WEB SITE, IS PROVIDED ‘AS IS’ AND WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE WEB SITE. FURTHER, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE WEB SITE OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE COMPLETELY SECURE, UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEB SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE SHALL NOT BE LIABLE FOR THE USE OF THE WEB SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN PROVIDED BY THIRD PARTIES. IN NO EVENT WILL WE BE LIABLE UNDER ANY THEORY OF TORT, CONTRACT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR OTHER CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST DATA, LOST OPPORTUNITIES, COSTS OF COVER, EXEMPLARY, PUNITIVE, PERSONAL INJURY/WRONGFUL DEATH, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES REGARDLESS OF WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Please note that some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties.
This Web site is not intended for children under the age of 13. Children under the age of 13 are not permitted to register to use the interactive features of our Web site such as registering, signing up for e-mail notifications, or chat rooms and message boards. Please refer to our Privacy Notice for information on the types of information we collect in the registration process from children that are between the ages of 13 and 17.
Third Party Links.
This Site may link to other sites not maintained by or related to Muscle Milk. Such hyperlinks are provided as a service to users and are not sponsored by, endorsed or otherwise affiliated with this Site or with the products and services of Muscle Milk. Muscle Milk has not reviewed all of the sites linked to the Site and is not responsible for the content of any off-site pages or links to any other sites. Viewing all other sites is at your own risk.
Digital Millennium Copyright Act (DMCA) Notice.
Materials may be made available via the Site by third parties not within our control (such as User Content). We are under no obligation to, although we reserve the right to, review content used in connection with the Site for the inclusion of illegal or impermissible content. However, we respect the copyright interests of others. It is our policy not to permit materials known by us to infringe another party’s copyright to remain on the Site.
If you believe any materials on the Site infringe a copyright, you should provide us with written notice that at a minimum contains:
- 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 at that site;
- 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 us to locate the material;
- Information reasonably sufficient to permit us 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; and
- 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.
All DMCA notices should be sent to our designated agent as follows:
Attn: Janet Silverberg
555 West Monroe
Chicago, IL 60661
We suggest that you consult your legal advisor before filing a notice with our copyright agent. You should note that there may be penalties for false claims under the DMCA. It is our policy to terminate relationships regarding content with third parties who repeatedly infringe the copyrights of others.
NO UNSOLICITED IDEAS
All orders placed through the Site are subject to Muscle Milk’s acceptance. This means that Muscle Milk may refuse to accept or may cancel any order, whether or not the order has been confirmed, for any or no reason, and without liability to you or anyone else. If your credit card has already been charged for an order that is cancelled, you will be issued a refund.
These Terms and Conditions are governed and interpreted under the laws of the state of Illinois, United States of America. YOU HEREBY EXPRESSLY CONSENT TO EXCLUSIVE JURISDICTION AND VENUE IN THE COURTS LOCATED IN COOK COUNTY, ILLINOIS FOR ALL MATTERS ARISING IN CONNECTION WITH THESE TERMS AND CONDITIONS OR YOUR ACCESS OR USE OF THE SITE.
Any claims asserted by you in connection with the Site must be asserted in writing to Muscle Milk within one (1) year of the date such claim first arose, or such claim is forever waived by you. Each claim shall be adjudicated individually, and you agree not to combine your claim with the claim of any third party.
If any portion of these Terms and Conditions is deemed unlawful, void or unenforceable, then that part shall be deemed severable and will not affect the validity and enforceability of any remaining provisions.
These Terms and Conditions set forth the entire understanding and agreement between you and Muscle Milk with respect to the Site. You acknowledge that any other agreements between you and Muscle Milk with respect to the Site are superseded and of no force or effect.
Both you and Muscle Milk acknowledge and agree that no partnership is formed and neither of you nor Muscle Milk has the power or the authority to obligate or bind the other.
No waiver of any provision or of any breach of these Terms and Conditions shall constitute a waiver of any other provisions or any other or further breach. In the event that any provision of these Terms and Conditions shall be illegal or otherwise unenforceable, such provision shall be severed, and the balance of the Terms and Conditions shall continue in full force and effect.
Effective Date: 09/06/2019