Terms of Service Agreement
Terms and Conditions
Welcome to www.pophangover.com! We can be reached by e-mail as follows:
firstname.lastname@example.org for general site issues
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www.pophangover.com, including any connected mobile application or version thereof (the “Site”), is an online service operated on the World Wide Web of the
Internet, consisting of certain services and content provided by DEFY MEDIA, LLC (“DEFY MEDIA”) and/or its parent, affiliated and subsidiary companies
(each, an “Affiliate”) and third parties.
This End User Agreement (the “Agreement”), sets forth the terms and conditions that apply to use of the Site by each end user thereof (“End User”). By
using the Site (other than to read this Agreement for the first time), End User agrees to comply with all of the terms and conditions hereof. The right to
use the Site is personal to End User and is not transferable to any other person or entity. End User shall be responsible for protecting the
confidentiality of End User’s password(s), if any. End User shall be fully responsible for the use of the Site by any other person it permits to access the
Site. DEFY MEDIA shall have the right at any time to change or discontinue any aspect or feature of the Site, including, but not limited to, content, hours
of availability, and equipment needed for access or use.
3. Changed Terms.
DEFY MEDIA shall have the right at any time to change or modify the terms and conditions applicable to End User’s use of the Site, or any part thereof, or
to impose new conditions, including, but not limited to, requiring user registration, adding fees and charges for use. Such changes, modifications,
additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the Site,
or by electronic or conventional mail, or by any other means by which End User obtains notice thereof. Any use of the Site by End User after such notice
shall be deemed to constitute acceptance by End User of such changes, modifications or additions, unless the End User notifies DEFY MEDIA in writing that
it has terminated this Agreement within five (5) business days of receipt by the End User of such notice, in which case the End User’s conduct shall be
deemed governed by the Agreement without such changes, modifications or additions.
End User shall be responsible for obtaining and maintaining all equipment needed for access to and use of the Site and all charges related thereto.
5. End User Conduct.
(A) End User shall use the Site for non-commercial, lawful purposes only. End User shall not post or transmit through the Site any material which violates
or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar,
obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, gives rise to civil liability or otherwise
violates any law, or which, without DEFY MEDIA’s express prior approval, contains advertising or any solicitation with respect to products or services. Any
conduct by End User that in DEFY MEDIA’s discretion restricts or inhibits any other End User from using or enjoying the Site will not be permitted. Without
limiting the foregoing, prohibited conduct includes, but is not limited to, (1) distribution of unsolicited chain letters, (2) propagation of computer
worms, viruses and other such malicious code, (3) using (directly or indirectly) the Site or its computer network to make unauthorized entry to any other
machine accessible via the Site or its computer network and (4) use of the Site to advertise or perform any commercial solicitation, including, but not
limited to, the solicitation of users of the Site to become users of other on-line services competitive with the Site. Without limiting any other rights or
remedies of DEFY MEDIA, violations of the foregoing may result in removal of violative communications and/or early termination of the End User’s access to
(B) The Site contains copyrighted material, trademarks and other proprietary information that may include, but is not limited to, text, software, photos,
video, graphics, music and sound, and the entire contents of the Site are copyrighted as a collective work under the United States copyright laws. DEFY
MEDIA, as between itself and End User, owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the
content original to it. End User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit,
any of the content, in whole or in part. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission,
publication or commercial or non-commercial exploitation of downloaded material will be permitted without the express permission of DEFY MEDIA and the
copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author
attribution, trademark legend or copyright notice shall be made. End User acknowledges that it does not acquire any ownership rights by accessing or
otherwise using copyrighted material.
(C) End User shall not upload, post or otherwise make available on the Site any material protected by copyright, trademark or other proprietary right
without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not
protected by copyright rests with End User. End User shall be solely liable for any damage resulting from any infringement of copyrights, proprietary
rights, or any other harm resulting from such a submission. By submitting material to any public area of the Site, End User automatically grants, or
warrants that the owner of such material has expressly granted DEFY MEDIA the royalty-free, perpetual, irrevocable, non-exclusive right and license to use,
reproduce, modify, adapt, publish, translate, edit and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in
any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. End User also permits
any other End User to access, view, store or reproduce the material for that End User’s personal use. Please note that DEFY MEDIA does not want to receive
confidential information from any End User and any information received will be deemed NOT to be confidential.
(D) From time to time, the Site may, at its sole discretion, allow End User to submit certain content including, but not limited to, photos, messages,
notes, text, information, music, video, advertisements, listings, or other content (collectively, “User Content”) and make available such User Content on
the Site. End User understands that, regardless of whether or not such User Content is published or otherwise made available on the Site, DEFY MEDIA in no
way guarantees any confidentiality with respect to any User Content.
End User is solely responsible for any User Content that End User End uploads, transmits, shares, publishes or displays (collectively and hereinafter,
“Post”) on or through the Site, or transmits to or shares with other End Users. End User is and shall be at all times solely responsible for its own User
Content and the consequences of Posting such User Content and affirms, represents, and warrants that End User owns, or has the necessary licenses, rights,
consents, and permissions to use and authorize DEFY MEDIA to use, all patent, trademark, trade secret, copyright or any other proprietary rights in and to
Post User Content on the Site that End User did not create or that End User does not have permission to Post. End User understands and agrees that DEFY
MEDIA may, but is in no way obligated to, review the Site and/or any User Content and may delete or remove (without notice) any User Content in its sole
discretion, for any reason or no reason, including User Content that in the sole judgment of DEFY MEDIA violates this Terms or Use, or which might be
considered offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others. End User is solely responsible, at End
User sole cost and expense, for creating any backup copies or replacing any User Content End User Posts on the Site.
In posting User Content to the Site, End User authorizes and directs DEFY MEDIA to make such copies thereof as it deems necessary in order to facilitate
the Posting and storage of the User Content on the Site and End User automatically grants, and End User represents and warrants that End User has the right
to grant, to DEFY MEDIA an irrevocable, perpetual, non-exclusive, transferable, fully paid, royalty-free worldwide license (with the right to sublicense)
to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose,
commercial, advertising, or otherwise, on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into
other works, such User Content, and to grant and authorize sublicenses of the foregoing. End User may remove User Content from the Site at any time;
however, End User expressly acknowledges that DEFY MEDIA may retain archived copies of User Content. The Site does not assert any ownership over such User
all of User Content and any intellectual property rights or other proprietary rights associated with User Content.
End User further agree that End User will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party
proprietary rights, including privacy and publicity rights, unless End User is the owner of such rights or has permission from their rightful owner to post
the material and to grant the Site all of the license rights granted herein.
End User understands and agrees that the Site does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and the Site
expressly disclaims any and all liability in connection with User Content.
(E) The foregoing provisions of Section 5 are for the benefit of DEFY MEDIA, DEFY MEDIA Affiliates and its client companies, third party content providers
and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
6. Disclaimer of Warranty; Limitation of Liability.
(A) END USER EXPRESSLY AGREES THAT USE OF THE SITE IS AT END USER’S SOLE RISK. NEITHER DEFY MEDIA, DEFY MEDIA AFFILIATES NOR ANY OF THEIR RESPECTIVE
EMPLOYEES, AGENTS, CLIENT COMPANIES, THIRD PARTY CONTENT PROVIDERS OR LICENSORS (COLLECTIVELY, THE “DEFY MEDIA PARTIES”) WARRANT THAT THE SITE WILL BE
UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE, OR AS TO THE ACCURACY, RELIABILITY
OR CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH THE SITE.
(B) THE SITE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE
OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION,
RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.
(C) THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT,
DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF
RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. END USER SPECIFICALLY ACKNOWLEDGES THAT DEFY
MEDIA IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD-PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS
ENTIRELY WITH END USER. END USER SPECIFICALLY ACKNOWLEDGES THAT DEFY MEDIA SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL
CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH END USER.
(D) IN NO EVENT WILL DEFY MEDIA, THE DEFY MEDIA PARTIES, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SITE OR THE SITE
SOFTWARE, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SITE. END
USER HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THE SITE.
(E) IN ADDITION TO THE TERMS SET FORTH ABOVE NEITHER, DEFY MEDIA, NOR THE DEFY MEDIA PARTIES SHALL BE LIABLE REGARDLESS OF THE CAUSE OR DURATION, FOR ANY
ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR UNAUTHENTICITY OF, THE INFORMATION CONTAINED WITHIN THE SITE, OR FOR ANY DELAY OR
INTERRUPTION IN THE TRANSMISSION THEREOF TO THE END USER, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE FOREGOING
PARTIES SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES
AND THE AGGREGATE, TOTAL LIABILITY OF THE DEFY MEDIA PARTIES TO ANY END USER FOR ALL DAMAGES, INJURY, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT,
TORT OR OTHERWISE) ARISING FROM OR RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SITE SHALL BE LIMITED TO PROVEN DIRECT DAMAGES IN AN
AMOUNT NOT TO EXCEED THE GREATER OF: (A) THE AMOUNT, IF ANY, PAID BY THE END USER IN CONNECTION WITH THE END USER’S USE OF THE SITE AND RETAINED BY DEFY
MEDIA OR (B) ONE HUNDRED DOLLARS ($100).
(F) SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN LIABILITY OR WARRANTIES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO END
USER. In such jurisdictions, DEFY MEDIA’s liability is limited to the greatest extent permitted by law.
DEFY MEDIA shall have the right, but not the obligation, to monitor the content of the Site to determine compliance with this Agreement and any operating
rules established by DEFY MEDIA and to satisfy any law, regulation or authorized government request. Without limiting the foregoing, DEFY MEDIA shall have
the right to remove any material that DEFY MEDIA, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.
End User agrees to defend, indemnify and hold harmless DEFY MEDIA, DEFY MEDIA Affiliates and its and their respective directors, officers, employees and
agents from and against all claims and expenses, including attorneys’ fees, arising out of the use of the Site by End User, inclusive of any claim that
User Content in any way causes damage to a third party, except to the extent such claims and expenses arise directly out of the gross negligence of DEFY
Either DEFY MEDIA or End User may terminate this Agreement at any time. Without limiting the foregoing, DEFY MEDIA shall have the right to immediately
terminate any passwords or accounts of End User in the event of any conduct by End User which DEFY MEDIA, in its sole discretion, considers to be
unacceptable, or in the event of any breach by End User of this Agreement. The provisions of Sections 5, 6, 8, 10, and 12 shall survive termination of this
Trademarks appearing on the Site are the property of DEFY MEDIA, DEFY MEDIA Affiliates, or their respective owners.
11. Third Party Content.
DEFY MEDIA is a distributor (and not a publisher) of content supplied by third parties and End Users. Accordingly, DEFY MEDIA has no more editorial control
over such content than does a public library, bookstore, or newsstand. Any opinions, advice, statements, services, offers, or other information or content
expressed or made available by third parties, including information providers, End Users or any other user of the Site, are those of the respective
author(s) or distributor(s) and not of DEFY MEDIA. Neither DEFY MEDIA nor any third-party provider of information guarantees the accuracy, completeness, or
usefulness of any content, nor its merchantability or fitness for any particular purpose. (Refer to Section 6 above for the complete provisions governing
limitation of liabilities and disclaimers of warranty.) In many instances, the content available through the Site represents the opinions and judgments of
the respective information provider, End User, or other user not under contract with DEFY MEDIA. DEFY MEDIA and the DEFY MEDIA PARTIES neither endorse nor
are responsible for the accuracy or reliability of any opinion, advice or statement made on the Site. Under no circumstances will DEFY MEDIA or the DEFY
MEDIA PARTIES be liable for any loss or damage caused by an End User’s reliance on information obtained through the Site. It is the responsibility of End
User to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through the Site.
This Agreement (which hereby incorporates by reference any other provisions applicable to use of the Site, including, but not limited to, any supplemental
terms governing the use of certain specific material contained in the Site and any operating rules for the Site established by DEFY MEDIA) constitutes the
entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with
respect to such subject matter. The provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not
affect the enforceability of any other provisions. In addition, if any provision of the Agreement, for any reason, is declared to be unenforceable, the
parties will substitute an enforceable provision that, to the maximum extent possible under applicable law, preserves the original intentions and economic
positions of the parties. This Agreement shall be construed in accordance with the laws of the State of New York, without regard to its conflict of laws
rules. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The
section headings used herein are for convenience only and shall not be given any legal import.
governing the use of this information, which is located HERE and is part of this Agreement.
14. DMCA Notice.
(A) DEFY MEDIA owns, protects and enforces copyrights in its own creative material and respects the copyrighted properties of others. Materials may be made
available on or via the Site by third parties not within the control of DEFY MEDIA. It is our policy not to permit materials known by us to be infringing
to remain on this site. If End User is a copyright owner or an agent thereof and believe that any User Content, or other content, infringes upon End User’s
copyrights, End User may submit a notification pursuant to the Digital Millennium Copyright Act of 1998, as amended (the “DMCA”) by providing us with the
following information in writing (see 17 U.S.C 512(c)(3) for further detail): (i) the physical or electronic signature of a person authorized to act on
behalf of the owner of an exclusive right that is allegedly infringed; (ii) 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; (iii)
identification of the User Content, or other content, 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; (iv) information
reasonably sufficient to permit the service provider to contact End User, such as an address, telephone number, and, if available, an electronic mail
address; (v) a statement that you have a good faith belief that use of the User Content, or other content, in the manner complained of is not authorized by
the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that
End User is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Pursuant to the DMCA 17 U.S.C. 512 (c), DEFY MEDIA has designated the Chief Legal Officer and General Counsel of DEFY MEDIA, LLC, the parent company of
DEFY MEDIA, as its agent (“Agent”) for notification of claims of copyright infringement with respect to information residing, at the direction of a user,
on the Site Web site. The Agent contact information is: DEFY MEDIA, LLC c/o Chief Legal Officer/ General Counsel, 498 7th Avenue, 19 th Floor, New York, NY 10018, email: firstname.lastname@example.org.
For purposes of clarification, solely DMCA notices should go to the Agent; all other feedback, comments, requests for technical support, and other
communications should be directed as set forth at the beginning of this Agreement. End User expressly acknowledges that if End User fails to comply with
all of the requirements of this Section 14, End User’s DMCA notice may not be valid.
(B) If End User believes that End User’s User Content, or other content, that has been removed (or to which access was disabled) is not infringing, or that
End User has authorization from the actual copyright owner, the copyright owner’s agent, or pursuant to law, to submit, post and make use of such User
Content, or other content, End User may send a counter-notice containing the following information to the Agent: (i) End User’s physical or electronic
signature; (ii) identification of the User Content, or other content, that has been removed or to which access has been disabled and the location at which
the User Content, or other content appeared on the Site prior to the point at which such User Content, or other content, was removed or disabled; (iii) a
statement that End User has a good faith belief that the User Content, or other content, was removed or disabled as a result of mistake or a
misidentification of the User Content, or other content; and (iv) End User’s name, address, telephone number, and, if available, an electronic mail
address, a statement that End User consents to the jurisdiction of the federal court in New York, New York, and a statement that End User will accept
service of process from the party that provided notification of the alleged infringement.
If a counter-notice is received by the Agent, the Site may send a copy of such counter-notice to the original complaining party informing such party that
it may replace the removed content or cease disabling it in ten (10) business days. Unless the copyright owner files an action seeking a court order
against the content provider, member, or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after
receipt of the counter-notice, at the Site’s sole discretion.
(C) The Site suggests that you consult your legal advisor before filing a notice or counter-notice. Please also be aware that there can be penalties for
false claims under the DMCA.