TERMS OF USE

FOR UNITED STATES AND CANADIAN RESIDENTS

Your use of the websites and mobile sites on which these terms reside (collectively, the “Site”), and the features at this Site are subject to these Terms of Use (“Terms”), which we may update from time to time. Please read these Terms of Use carefully before using this Site.  The Site is owned or controlled by Havas N.A., Inc. or an affiliated company (“Company” or “we”). The Site is not intended for use by children. By using the Site, you represent that you are 13 years of age or older, and that you agree to be bound by these Terms.

Please read the Terms carefully before you start to use the Site. By using the Site, you accept and agree to be bound and abide by these Terms and our Privacy Policy, and that you have the authority to be bound by these Terms, on your own behalf and/or behalf the company for which you are an employee or agent. You represent that you have all necessary authority to bind any company for which you are acting as employee or agent to these Terms.

Site Updates

From time to time we may update this Site and these Terms.  Your use of this Site after we post any changes to these Terms constitutes your agreement to those changes.  You agree to review these Terms periodically to ensure that you are familiar with the most recent version.  Company may at any time, discontinue this Site or any part of, or your use of this Site with or without notice to you.  You agree that you do not have any rights in this Site or the content on the Site, and that Company will have no liability to you if this Site or any content on it is discontinued or your ability to access the Site is terminated for any reason.

Company Content

Content on this Site that is provided by Company or its licensors, including certain graphics, photographs, images, screen shots, text, articles, digitally downloadable files, trademarks, logos, product and program names, slogans, and the compilation of the foregoing (“Company Content”), is the property of Company or its licensors, and is protected in the U.S., Canada, and internationally under trademark, copyright, and other intellectual property laws. The Company Content is for informational purposes only. Except as authorized in writing by Company, you agree not to download, display or use any Company Content located on the Site for use in any publications, in public performances, on websites other than this Site, for any other commercial purpose, in connection with products or services that are not those of Company, in any other manner that is likely to cause confusion among consumers, that disparages or discredits Company and/or its licensors, that dilutes the strength of Company’s or its licensor’s property, or that otherwise infringes Company’s or its licensors’ intellectual property rights. You further agree to in no other way misuse any Company Content or third party services.

User-generated Content, Comments, and Submissions

To the extent you are permitted to post user generated content on this Site, you agree that you will not threaten or verbally abuse other users of the Site, use defamatory language, or deliberately disrupt discussions with repetitive messages, meaningless messages, or “spam.” You may not distribute or otherwise publish any material containing any solicitation of funds, advertising or solicitation for goods or services through the Site.

You acknowledge that any submissions you make to the Site (i.e., user-generated content including but not limited to: comments, forum messages, reviews, text, video, audio and photographs, ideas, as well as computer code and applications) (each, a “Submission”) may be edited, removed, modified, published, transmitted, and displayed by Company and you waive any rights you may have in the material being altered or changed in a manner not agreeable to you, rights of anonymity or attribution, and any other moral rights in your Submission. You grant Company a perpetual, nonexclusive, world-wide, royalty free, sub-licensable license to content you submit to the Site, which includes without limitation the right for Company or any third party(ies) it designates, to use, copy, transmit, excerpt, publish, distribute, publicly display, publicly perform, create derivative works of, translate, host, index, cache, tag, encode, edit, modify and adapt (including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies) in any form or media now known or hereinafter developed, any Submission posted by you on or to the Site.

Use of the Site and Posting Policy

The following requirements apply to your use the Site: (a) you will not use any electronic communication feature of the Site for any purpose that is unlawful, tortious, libelous, defamatory, disparaging, libelous, harassing, abusive, obscene, vulgar, sexually explicit, intrusive on another’s privacy, or inappropriate with respect to race, gender, sexuality, ethnicity, or other intrinsic characteristic, or for any other purpose that we deem in our sole and absolute discretion to be offensive, inappropriate, or objectionable; (b) you will not upload, post, reproduce, or distribute any information, software, or other material protected by copyright or any other intellectual property right (as well as rights of publicity and privacy) without first obtaining the permission of the owner of such rights; (c) you will not collect or store personal data about other users of the Site; (d) you will not use the Site for any commercial purpose not expressly approved by Company in writing; (e) you will not upload, post, email, or otherwise transmit any advertising or promotional materials or any other form of solicitation or unauthorized communication without all legally required consents and authorizations to do so; (f) you will not upload, post, email, or otherwise transmit any material that contains viruses or any other computer code, files, or programs which might interrupt, limit, damage, harm, prevent, or otherwise interfere with the functionality of any computer software or hardware or telecommunications equipment.

You may not frame, link or deep-link this Site to any other website without our prior written consent. Should you wish to frame or to set up a link / deep-link to our Site, please contact privacy.na@havas.com. 

If Company authorizes a link, it will be in accordance with the following terms:

·       You will only link to this Site in a manner that is fair, legal, and does not damage Company’s reputation or take advantage of it;

·       The link will only connect to the homepage of this Site;

·       In no event will the authorization granted by Company mean that it: (i) sponsors, cooperates with, verifies or supervises the content and/or services provided through the third-party website, or (ii) is liable for the third-party website content;

·       The third-party website shall be in full compliance with applicable laws and may never host any content that: (i) is false, inaccurate, incorrect, or contains any adult or illegal material or any material that is offensive, harassing, or otherwise objectionable; (ii) misleads or may mislead the user about Company’s adherence or subscription to, or support of, the ideas, statements, or expressions, either lawful or unlawful, of the third party; and (iii) is inappropriate or irrelevant relating to the activity of Company.

We reserve the right to withdraw linking authorization at any time and without notice. In any case, in the event of breach of any of the above terms, Company may proceed immediately and without prior notice to deactivate the link.”

By using the Site, and subject to any other written agreement we may enter with you, you acknowledge and agree that any materials, ideas or other communications you transmit to Company in any manner and for any reason will not be treated as confidential or proprietary. Furthermore, you acknowledge and agree that any ideas, concepts, techniques, procedures, methods, systems, designs, plans, charts, or other materials you transmit to Company may be used by Company anywhere, anytime, and for any reason whatsoever, without credit or compensation to you.

Company assumes no liability for any information removed from our Site and reserves the right to permanently restrict access to the Site or any user account. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials from Company Content removed or obtained from the Site, without the prior review and written approval of Company, which we may withhold at our discretion.

You agree to indemnify and hold Company, its parents, subsidiaries, officers, employees, and website contractors and each of their officers, employees and agents harmless from any claims, damages and expenses, including reasonable attorneys’ fees and costs, related to your use of the Site, or any violation of these Terms.

Notice of Infringing Content

We reserve the right, in our sole and absolute discretion, to modify, edit or remove any Submissions or other content on the Site, if a complaint or notice of allegedly infringing materials is received, or for any other reason in our sole and absolute discretion.

To provide notice of allegedly infringing materials on the Site, please contact us at:privacy.na@havas.com.

Representations and Limitations of Liability

Company makes no representations about the reliability of the features of this Site, the Company Content, any Submissions, or any other Site feature, and disclaims all liability in the event of any service failure. You acknowledge that any reliance on such material or systems will be at your own risk. Company makes no representations regarding the amount of time that any Company Content or other materials on this Site will be preserved.

The Internet may be subject to breaches of security. Company is not responsible for any resulting damage to any user’s device or computer or software or data, from any such security breach, or from any virus, bugs, tampering, unauthorized intervention, fraud, error, omission, interruption, deletion, defect, delay in operation or transmission, computer line failure or any other technical or other malfunction. You should also be aware that e-mail may not be secure, and you should consider this before e-mailing Company any information. Company makes no representation or warranty whatsoever regarding the suitability, functionality, performance, availability or operation of the Site. This Site may be temporarily unavailable due to maintenance or malfunction of computer equipment.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE IS PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS. NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE MADE WITH RESPECT TO THIS SITE OR ANY INFORMATION OR SOFTWARE THEREIN. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE ARE HEREBY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL COMPANY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (COLLECTIVELY, “DAMAGES”) THAT RESULT FROM THE USE OF OR INABILITY TO USE THIS SITE, NOR SHALL COMPANY BE RESPONSIBLE FOR ANY DAMAGES WHATSOEVER THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE WHETHER OR NOT CAUSED BY EVENTS BEYOND COMPANY’S REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ACTS OF GOD, COMMUNICATIONS LINE FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO THIS SITE’S RECORDS, PROGRAMS, OR SERVICES. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO A NEGLIGENT ACT, WILL COMPANY OR ITS AFFILIATES OR AGENTS BE LIABLE FOR ANY DAMAGE OF ANY KIND THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES; AS A RESULT, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU, AND THE FOREGOING PARAGRAPH SHALL NOT APPLY TO A RESIDENT OF NEW JERSEY TO THE EXTENT DAMAGES TO SUCH NEW JERSEY RESIDENT ARE THE RESULT OF COMPANY’S NEGLIGENT, FRAUDULENT OR RECKLESS ACT(S) OR INTENTIONAL MISCONDUCT.   

THE INFORMATION ON THE SITE IS NOT AN OFFER OR SOLICITATION BY ANYONE.

SUBMISSIONS, COMMENTS OR OPINIONS EXPRESSED ON THE SITE ARE THOSE OF THEIR RESPECTIVE SITE USERS ONLY. THE VIEWS EXPRESSED ON THE SITE AND IN USER CONTENT DO NOT NECESSARILY REPRESENT OR REFLECT THE VIEWS OF COMPANY. COMPANY IS NOT RESPONSIBLE FOR, AND DISCLAIMS ALL LIABILITY IN RELATION TO, THE ANY SUBMISSIONS POSTED, UPLOADED OR OTHERWISE SUBMITTED TO OR THROUGH THE SITE.

Third Party Websites, Applications, and Services

This Site may hyperlink to other third-party services, websites, applications, software, and other content from third-party providers such as social media partners, wireless carriers, and third-party software application developers (“Third-Party Services”). Third-Party Services are not maintained by or related to Company. Hyperlinks are provided as a service to users and are not sponsored by or affiliated with this Site or Company, and Company makes no representations or warranties about the content, completeness, or accuracy of those Third-Party Services. Your use of the Third-Party Services may be subject to additional terms, including software license terms, of those third parties. We are not responsible for the practices or the content of any Third-Party Services.

Miscellaneous

Both you and Company acknowledge and agree that no partnership is formed and neither of you nor Company has the power or the authority to obligate or bind the other.

To the fullest extent permitted by applicable law, and for users who are not individuals resident in Quebec, these Terms will be governed by and construed in accordance with the internal laws of New York without regard to conflicts of laws principles.  By using this Site, you hereby agree that any and all disputes regarding these Terms will be subject to the courts located New York, New York.  

These Terms operate to the fullest extent permissible by law. On certain areas of our Site, you may be given the ability to provide us with personally identifiable information. Please read our Privacy Policy at http://annex88.com/privacy-policy for more information about our information collection and use practices. 

If Company fails to act with respect to your breach or anyone else’s breach on any occasion, Company is not waiving its right to act with respect to future or similar breaches. Company may assign these Terms in whole or in part, at any time with or without notice to you. To the extent that you allow a third party to use your device, you shall remain solely responsible for the use of the Site by others using the device. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms of use and shall not affect the validity and enforceability of any remaining provisions. These Terms constitute the entire agreement between you and Company regarding the use of the Site.