Welcome to www.tbwa.com (the "Site"), a website provided by TBWA Worldwide Inc. ("Company"). Your use of the Site is at all times subject to the following terms and conditions, and you are deemed to have accepted these terms and conditions upon using the Site. You should review these terms and conditions carefully, and be sure you understand them, prior to using the Site. If you do not agree to these terms and conditions, you must immediately exit the Site.
1. Scope of Use
The Site is provided for promotional and informational purposes only, and Company does not provide any client services through the Site. You may only use the Site if you are a current or prospective customer of Company, or otherwise interested in learning more about Company for a legitimate business purpose. The Site may not be used for any unlawful, fraudulent, harassing, objectionable or other non-legitimate business purpose.
2. Site Content
The Site and all content on the Site (collectively "Content"), plus all copyrights, trademarks, service marks and other intellectual property rights in the Site and such Content, are owned or licensed by Company. You may access, use and copy Content only as expressly permitted herein. No provision of these terms and conditions, and nothing contained on the Site, grants to you, whether expressly, implicitly or otherwise, any license or other right to copy, disclose, distribute, retransmit, use or create derivative works of any Content without the written permission of Company or its licensee (as the case may be), and any such copying, disclosure, distribution, retransmission, use or creation of derivative works is strictly prohibited, except as expressly set forth herein.
3. Third-Party Websites
5. DMCA Notice
If you believe that any content posted by you on the Site has been copied or otherwise used in a manner that constitutes copyright infringement, you may notify Company's designated agent pursuant to the Digital Millennium Copyright Act of 1998 ("DMCA"). The name and contact information for Company's designated agent for purposes of DMCA are set forth in Section 15. For your notice to be valid under DMCA, you must provide the following with respect to your claim of copyright infringement:
- A physical or electronic signature of a person authorized to act on behalf of the copyright owner;
- Identification of the material that is claimed to be infringing or to be the subject of the infringing activity, and that is to be removed or access to which is to be disabled, as well as information reasonably sufficient to permit Company to locate the material;
- Information reasonably sufficient to permit Company to contact the complaining party, such as an address, telephone number, and if available, an e- mail address;
- 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 applicable 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.
6. Disclaimer of Warranties
THE SITE AND ALL CONTENT ARE PROVIDED "AS IS" AND WITHOUT ANY WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS OR IMPLIED (INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). WITHOUT LIMITING THE GENERALITY OF THE IMMEDIATELY PRECEDING SENTENCE, COMPANY DOES NOT WARRANT OR REPRESENT THAT THE SITE OR ANY CONTENT (A) WILL ALWAYS BE AVAILABLE FOR USE, (B) ARE FREE FROM SPYWARE, MALWARE, ADWARE, VIRUSES, WORMS OR OTHER MALICIOUS CODE, (C) WILL MEET YOUR REQUIREMENTS, (D) DO NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, OR (E) ARE ERROR-FREE OR THAT ANY DEFECTS THEREIN WILL BE CORRECTED.
7. Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY SHALL NOT HAVE ANY LIABILITY FOR (A) ANY PERSONAL INJURY, OR (B) ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR OTHER DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR COMPUTER CRASHES OR OTHER DENIALS OF SERVICES) ARISING FROM OR RELATED TO YOUR USE OF, OR INABILITY TO USE, THE SITE, OR ANY CONTENT THEREON, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, TORT, OR OTHER), AND EVEN IF COMPANY KNEW, OR SHOULD HAVE KNOWN, OF THE POSSIBILITY OF SUCH DAMAGES.
You must indemnify, defend and hold harmless Company, its subsidiaries and other affiliates, and its officers, employees and other agents, from all costs, expenses, damages, liabilities, losses and other monetary payments (including, but not limited to, attorneys' fees and disbursements) in connection with (a) your access to, and use of, the Site, (b) your failure to perform any obligation pursuant to these terms and conditions, (c) your violation of any rights of a third party (including, but not limited to, infringement of a third party's intellectual property rights, or rights of privacy and publicity, and claims of defamation), and (d) any information or other content submitted by you to Company through the Site.
9. Information Provided by You
You grant to Company a non-exclusive, perpetual and fully-paid license to copy, distribute, modify, and create derivative works of all information and other content submitted by you to Company through the Site. All information provided to you through the Site must be accurate and complete in all respects, unless by its nature such information is not intended to be accurate or complete. In addition, you must at all times immediately update any such information to maintain its accuracy and completeness.
10. Applicable Law
These terms and conditions will be governed by, and construed in accordance with, the laws of the state of New York, without regard to principles of conflict of laws.
12. Entire Agreement
These terms and conditions contain the entire agreement, and supersede all prior oral and written proposals, understandings and agreements, between you and Company with respect to the Site and any Content.
Whenever possible, each provision of these terms and conditions shall be interpreted to be effective and valid under applicable law. If, however, any such provision shall be prohibited by or invalid under such law, it shall be deemed modified to conform to the minimum requirements of such law, or if for any reason it is not so modified, it shall be prohibited or invalid only to the extent of such prohibition or invalidity without the remainder of such provision, or any other provision of these terms and conditions, being prohibited or invalid.
Company may revise these terms and conditions from time to time by posting the revised terms and conditions on the Site, with the revised terms and conditions taking effect as of the date of such posting. It is your responsibility to periodically check these terms and conditions on the Site for such revisions. Your use of the Site following the posting of any revisions to these terms and conditions on the Site will be deemed an irrevocable acceptance by you of such revisions.
15. Additional Information
If you have any questions or desire additional information regarding the Site, any Content or these terms and conditions, or if you would desire to contact Company for any other reason, please write to:
Elaine F. Stein, Esq.
General Counsel and Secretary
TBWA Worldwide Inc.
488 Madison Avenue
New York, NY 10022