SECTION 1. INTRODUCTION
SECTION 2. USE OF CONTENT
All information, materials, functions and other content (“Content”) contained on Totemic Universal, LLC Sites are our copyrighted property or the copyrighted property of our licensors or licensees, except where explicitly noted otherwise. All trademarks, service marks, trade names, and trade dress are proprietary to us and/or our licensors or licensees. We may change the Totemic Universal, LLC Sites or delete Content or features at any time, in any way, for any reason or none at all.
Except as we specifically agree in writing, no Content from any Totemic Universal, LLC Site may be used, reproduced, transmitted, distributed or otherwise exploited in any way other than as part of the Totemic Universal, LLC Site, except that where a Totemic Universal, LLC Site is configured to enable the download of particular Content, you may download one copy of such Content to a single computer for your personal, noncommercial home use only, provided that you (a) keep intact all copyright and other proprietary notices, (b) make no modifications to the Content, and (c) do not use the Content in a manner that suggests an association with any of our products, services or brands. Any business use, “re-mailing” or high-volume or automated use of Totemic Universal, LLC Sites is prohibited.
In the event that we offer downloads of software on a Totemic Universal, LLC Site and you download such software, the software, including any files, images incorporated in or generated by the software, and data accompanying the software (collectively, the “Software”) are licensed to you by us or third-party licensors for your personal, noncommercial home use only, and such Software is subject to any applicable End User License Agreement. We do not transfer title to the Software to you. You may not distribute or otherwise exploit the Software or decompile, reverse engineer, disassemble or otherwise reduce the Software to a human-readable form.
Totemic Universal, LLC specifically disclaims any responsibility for software files, graphics, and other Submissions (as defined in Section 3 below, entitled “SUBMISSIONS”) posted by users of the Totemic Universal, LLC Sites.
SECTION 3. SUBMISSIONS
There are two types of Submissions: Solicited Submissions and Unsolicited Submissions. “Solicited Submissions” means those Submissions (a) that we expressly request or enable you to provide to us via any feature or activity on a Totemic Universal, LLC Site; and/or (b) that you Distribute on or through any Totemic Universal, LLC Site for which you do not seek Consideration (such as in our Public Forums (as defined below in Section 6, entitled “PUBLIC FORUMS AND COMMUNICATION”)). “Unsolicited Submissions” are any and all Submissions that do not fall within subparagraphs (a) and/or (b) of this paragraph.
DO NOT DISTRIBUTE ANY UNSOLICITED SUBMISSIONS; NO IMPLIED CONTRACT.
Our long-standing company policy does not allow us to accept or consider Unsolicited Submissions so please do not Distribute Unsolicited Submissions on or through any Totemic Universal, LLC Sites. We want to avoid the possibility of future misunderstandings when projects developed by us or under our direction might seem to others to be similar to their own creative work. We therefore ask that you not Distribute any Unsolicited Submission. In any event, you agree that any Submissions you make are not being made in confidence or trust and that no confidential or fiduciary relationship is intended or created between you and us in any way, and that you have no expectation of any review, compensation or consideration of any type.
Our rights with respect to Submissions provided at our request as part of a good faith application for employment at Totemic Universal, LLC are governed by special rules set forth in the submission agreement which is required as part of the application process. In order to protect our creative development process, Totemic Universal, LLC will not review materials submitted for employment evaluation unless the submitter agrees to certain terms of application, which are available upon request via email to contact (at) totemic (dot) com.
SECTION 4. LICENSES AND REPRESENTATIONS
You hereby grant us and our licensees, distributors, agents, representatives and other authorized users, a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable and transferable (in whole or part) worldwide license under all copyrights, trademarks, patents, trade secrets, privacy and publicity rights and other intellectual property rights you own or control to use, reproduce, transmit, display, exhibit, distribute, index, comment on, modify, create derivative works based upon, perform and otherwise exploit such Submissions, in whole or in part, in all media formats and channels now known or hereafter devised for any and all purposes including entertainment, news, advertising, promotional, marketing, publicity, trade or commercial purposes, all without further notice to you, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity (the “Submissions License”).
To the extent any “moral rights,” “ancillary rights,” or similar rights in or to the Submissions exist and are not exclusively owned by us, you agree not to enforce any such rights against us or our licensees, distributors, agents, representatives and other authorized users, and you shall procure the same agreement not to enforce from any others who may possess such rights.
Without limiting the scope of the Submissions License or any future grant of rights, consents, agreements, assignments, and waivers you may make with respect to Submissions, you hereby ratify any prior grant of rights, consents, agreements, assignments and waivers made by you with respect to Submissions submitted by you to us.
SECTION 5. ACCOUNTS
Some services on the Totemic Universal, LLC Sites permit or require you to create an account to participate or to secure additional benefits. You agree to provide, maintain and update true, accurate, current and complete information about yourself as prompted by our registration processes (the “Registration Data”). You shall not impersonate any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person’s username, password or other account information, or another person’s name, likeness, voice, image or photograph. You also agree to promptly notify us at contact (at) totemic (dot) com of any unauthorized use of your username, password, other account information, or any other breach of security that you become aware of involving or relating to any Totemic Universal, LLC Site. In addition, you agree to exit from your account at the end of each session.
SECTION 6. PUBLIC FORUMS AND COMMUNICATION
“Public Forum” means an area, site or feature offered as part of any Totemic Universal, LLC Site that offers the opportunity for users to Distribute Submissions for viewing by one or more Totemic Universal, LLC Site users, including a chat area, message board, instant messaging, mobile messaging, social community environment, profile page, conversation page, blog, and e-mail function.
You acknowledge that Public Forums and features offered therein are for public and not private communications, and you have no expectation of privacy with regard to any Submission to a public Forum. We cannot guarantee the security of any information you disclose through any of these media; you make such disclosures at your own risk.
You are and shall remain solely responsible for the Submissions you Distribute on or through any Totemic Universal, LLC Site under your username or otherwise by you in any Public Forum and for the consequences of submitting and posting same. We have no duty to monitor any Public Forum.
Also, you should be skeptical about information provided by others, and you acknowledge that the use of any Submission posted in any Public Forum is at your own risk. For example, we are not responsible for, and we do not endorse, the opinions, advice or recommendations posted or sent by users in any Public Forum and we specifically disclaim any and all liability in connection therewith.
We owe you no obligation, and therefore may refuse, to post, deliver, remove, modify or otherwise use or take any action with respect to Submissions you Distribute.
SECTION 7. RULES OF CONDUCT
The following Rules of Conduct apply to the Totemic Universal, LLC Sites. By using the Totemic Universal, LLC Sites, you agree that you will not Distribute any Submission that:
(a) is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person;
(b) is bigoted, hateful, or racially or otherwise offensive;
(c) is violent, vulgar, obscene, pornographic or otherwise sexually explicit; or
(d) otherwise harms or can reasonably be expected to harm any person or entity;
(e) is illegal or encourages or advocates illegal activity or the discussion of illegal activities with the intent to commit them, including a Submission that is, or represents an attempt to engage in, child pornography, stalking, sexual assault, fraud, trafficking in obscene or stolen material, drug dealing and/or drug abuse, harassment, theft, or conspiracy to commit any criminal activity;
(f)infringes or violates any right of a third party including:
(i) copyright, patent, trademark, trade secret or other proprietary or contractual rights;
(ii) right of privacy (specifically, you must not distribute another person’s personal information of any kind without his or her express permission) or publicity; or
(iii) any confidentiality obligation; (g) is commercial or advertises or offers to sell any products, services or otherwise (whether or not for profit), or solicits others (including solicitations for contributions or donations);
(h) contains a virus or other harmful component, or otherwise tampers with, impairs or damages the Totemic Universal, LLC Sites or any connected network, or otherwise interferes with any person or entity’s use or enjoyment of the Totemic Universal, LLC Sites;
(i) does not generally pertain to the designated topic or theme of the relevant Public Forum;
(j) violates any specific restrictions applicable to a Public Forum, including its age restrictions and procedures; or
SECTION 8. COOPERATION; REMOVAL OF SUBMISSIONS
We reserve the right, but disclaim any obligation or responsibility, to
(b) identify any user to third parties, and/or disclose to third parties any Submission or personally identifiable information, when we believe in good faith that such identification or disclosure will either
(i) facilitate compliance with laws, including, for example, compliance with a court order or subpoena, or
SECTION 9. CONTENT ACCESSIBLE THROUGH LINKS FROM TOTEMIC UNIVERSAL, LLC SITES AND SEARCH RESULTS
Moreover, we are not responsible for the accuracy, relevance, legality or decency of material contained on sites retrieved in searches and/or listed in search results or identified on search results pages.
SECTION 10. DISCLAIMERS
THE CONTENT ON OR OTHERWISE RELATED IN ANY WAY TO TOTEMIC UNIVERSAL, LLC SITES OR ANY THIRD PARTY SITES OR SERVICES LINKED TO FROM ANY TOTEMIC UNIVERSAL, LLC SITE IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATIBILITY AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT ANY CONTENT WILL BE ERROR-FREE, THAT ACCESS THERETO WILL BE UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY TOTEMIC UNIVERSAL, LLC SITE OR THE SERVERS THAT MAKE SUCH CONTENT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MOREOVER, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY CONTENT. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST US WITH RESPECT TO CONTENT AND ANY CONTENT YOU PROVIDE TO THIRD PARTY SITES (INCLUDING CREDIT CARD AND OTHER PERSONAL INFORMATION).
Totemic Universal, LLC Sites may contain the opinions and views of other users. Given the interactive nature of these sites, we cannot endorse, guarantee, or be responsible for the accuracy, efficacy, or veracity of any content generated by our users.
The content of Totemic Universal, LLC Sites is intended for educational and entertainment purposes only. Such content is not intended to, and does not, constitute legal or professional advice, and may not be used for such purposes. You should not act or refrain from acting on the basis of any content included in, or accessible through, the Totemic Universal, LLC Sites without seeking the appropriate legal or other professional advice on the particular facts and circumstances at issue from a lawyer or professional licensed in the recipient’s state, country or other appropriate licensing jurisdiction.
SECTION 11. INDEMNIFICATION
SECTION 12. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL WE, OUR LICENSORS, LICENSEES, PARENT OR AFFILIATED COMPANIES, OR ANY OF THE FOREGOING ENTITIES’ RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES INCLUDING LOST PROFITS, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, THAT RESULT FROM (A) THE USE OF, OR THE INABILITY TO USE, ANY TOTEMIC UNIVERSAL, LLC SITE OR CONTENT, OR (B) THE CONDUCT OR ACTIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF A TOTEMIC UNIVERSAL, LLC SITE OR ANY OTHER PERSON OR ENTITY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, OR $100 (WHICHEVER IS LESS) FOR ACCESSING OR PARTICIPATING IN ANY ACTIVITY RELATED TO ANY TOTEMIC UNIVERSAL, LLC SITE. MOREOVER, UNDER NO CIRCUMSTANCES SHALL WE, OUR LICENSORS OR LICENSEES, OR ANY OF THE FOREGOING ENTITIES’ RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND OUR OR THEIR REASONABLE CONTROL.
WE MAY TERMINATE YOUR FURTHER ACCESS TO TOTEMIC UNIVERSAL, LLC SITES OR CHANGE THE TOTEMIC UNIVERSAL, LLC SITES OR DELETE CONTENT OR FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON OR NO REASON.
SECTION 13. JURISDICTIONAL AND VENUE ISSUES
SECTION 14. AMENDMENT
SECTION 15. GENERAL PROVISIONS
Supply of goods, services and software through Totemic Universal, LLC Sites is subject to United States export control and economic sanctions requirements. By acquiring any such items through Totemic Universal, LLC Sites, you represent and warrant that your acquisition comports with and your use of the item will comport with those requirements. Without limiting the foregoing, you may not acquire goods, services or software through Totemic Universal, LLC Sites if: 1) you are in, under the control of, or a national or resident of Cuba, Iran, North Korea, Sudan or Syria or if you are on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Commerce Department’s Denied Persons List, Unverified List or Entity List or 2) you intend to supply the acquired goods, services or software to Cuba, Iran, North Korea, Sudan or Syria (or a national or resident of one of these countries) or to a person on the Specially Designated Nationals List, Denied Persons List, Unverified List or Entity List.
SECTION 16. CLAIMS OF COPYRIGHT INFRINGEMENT
We have adopted and implemented a policy that provides for the termination, in appropriate circumstances as determined by us in our sole discretion, of users who are infringers of copyright.
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement must be sent to Service Provider’s Designated Agent.
Notification must be submitted to the following Designated Agent: Service Provider: Totemic Universal, LLC
Name of Agent Designated to Receive Notification of Claimed Infringement: Juaquim Burch
Full Address of Designated Agent to Which Notification Should be Sent: 130 Hamilton Drive, Suite C Novato, California 94949
Telephone Number of Designated Agent: (800) 418-3115
Facsimile Number of Designated Agent: (800) 233-9656
E-Mail Address of Designated Agent: licensing (at) totemic (dot) com
To be effective, the notification must be a written communication that includes the following:
(i) A physical or electronic signature of 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 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;
(iv) 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;
(v) 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
(vi) 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.
We may give you notice that we have removed or disabled access to certain material by means of a general notice on any Totemic Universal, LLC Site, electronic mail to a user’s e-mail address in our records, or by written communication sent by first-class mail to your physical address in our records. If you receive such a notice, you may provide counter-notification in writing to the designated agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:
(i) Your physical or electronic signature;
(ii) Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
(iii) A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
(iv) Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which Totemic Universal, LLC may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person. back to top of page
SECTION 17. CORPORATE IDENTIFICATION AND TRADEMARKS
All registered and/or unregistered trademarks and/or service marks (collectively, “Marks”) used or referred to on the Totemic Universal, LLC Sites are the property of Totemic Universal, LLC, unless otherwise noted. Users may not use, copy, reproduce, republish, upload, post, transmit, distribute or modify these Marks in any way without Totemic Universal, LLC’s prior written permission. The use of Totemic Universal, LLC’s Marks on any other web site is prohibited.
SECTION 18. PRIVACY