Ters of use - WWW.GBMWORLDWIDE.COM

INTRODUCTION

Welcome to WWW.GBMWORLDWIDE.COM (also referred to in these Terms of Use as “this site”). This site is owned by GBM World / GRUPPO BRAND MANAGEMENT, LLC. (referred to in these Terms of Use as “GBM”). Please direct any questions or comments concerning these Terms of Use below or the Privacy Policy to www.gbmworldwide.com. PLEASE READ THE TERMS AND CONDITIONS OF THESE TERMS OF USE AND OUR PRIVACY POLICY CAREFULLY BEFORE USING THIS SITE.

By accessing and using this site, you confirm your agreement to these Terms of Use and the Privacy Policy. If you do not agree to or do not want to be bound by these Terms of Use, you are not authorized to use this site and should immediately exit this site. GBM reserves the right, at our discretion, to amend the Terms of Use, and to change, add, remove, or otherwise modify any aspect, content or feature of this site at any time. Please check these Terms of Use periodically for any changes. Your continued use of this site following the posting of changes to these Terms of Use shall constitute your binding acceptance of any such amendments, modifications, additions or deletions.,/

ELIGIBILITY

You must be 13 years of age or older to visit or use this site in any manner, and, if under the age of 18 or the age of majority as that is defined in your jurisdiction, must use this site under the supervision of a parent, legal guardian, or other responsible adult. By visiting this site or accepting these Terms of Use, you represent and warrant to GBM that you have reached the age of majority in your jurisdiction, and that you have the right, authority and capacity to agree to and abide by these Terms of Use. You also represent and warrant to GBM that you will use this site in a manner consistent with any and all applicable laws and regulations.

LICENSE AND SITE USE

GBM grants you a limited license to access and make personal, non-commercial use of this site. In accordance with these Terms of Use, you are not permitted to download any material (including, without limitation, software, text, graphics or other content), except for printing single copies of pages (for personal, non-commercial use provided that all copyright and proprietary notices are maintained) frame or link to any page within or modify all or part of the site. You may not redistribute, sell, de-compile, reverse engineer, disassemble or otherwise reduce to a human-readable form any software that you are permitted to download from the site hereunder, except as may be permitted by law. You further agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site. Except only as expressly provided herein, this site (or any derivative work version of it), its contents and any member or account information may not in any form or by any means now known or hereafter developed be reproduced, displayed, downloaded, uploaded, published, repurposed, posted, distributed, transmitted, resold, or otherwise exploited for any commercial purpose without GBM’s prior express written consent. All rights not expressly granted to you above, including ownership and title, are reserved for the owner and not transferred or licensed to you.

OWNERSHIP

All content included on this site, including, without limitation, text, graphics, images, designs, artwork, photographs, logos, audio or video clips, digital downloads, data compilations and software, is the property of, or licensed to, GBM or is the property of GBM’s content suppliers or licensors and protected by the laws of the United States and other countries and international treaties. GBM’s marks indicated on the site are registered trademarks of GBM. The compilation of all content of this site is the property of GBM and is protected by the laws of the United States and other countries and international treaties. All other marks that are not owned by GBM that appear on this site, such as those of GBM’s clients, are the property of their respective owners, which may or may not be affiliated with or connected to GBM. All of the above marks may not be copied, downloaded or otherwise exploited without the permission of GBM or the owner of such marks.

SUBMISSIONS

Any information or materials you transmit, upload or otherwise submit to this site (including, without limitation, comments, reviews, email messages) or any creative suggestions, ideas, notes, drawings, concepts or other information sent to this site or other means of transmission or delivery, shall be collectively referred to as “submissions.” You agree to accept sole responsibility for, and assume all liability associated with your submissions. We do not claim ownership of your submissions. However, if you transmit or otherwise deliver submissions to GBM, you grant GBM a nonexclusive, royalty-free, perpetual, irrevocable (or the longest period permitted under law) license (with the right to sublicense and assign) to use, reproduce, modify, adapt, publish, translate, publicly perform and display, transmit, make, sell, create derivative works from and distribute such submissions or incorporate such submissions into other works in any form or medium and through any means or modes of distribution or technology now known or hereafter developed subject to GBM’s Privacy Policy. You hereby agree and represent to GBM that you own or have been granted the necessary intellectual property and other rights in the submissions (including, without limitation, a waiver of any applicable moral rights) to grant such license to GBM that no such submissions are, or shall be, subject to any obligation of confidence on the part of GBM and that GBM shall not be liable for any use or disclosure of any submissions. GBM will use your submissions in accordance with GBM’s Privacy Policy. However, GBM shall be entitled to unrestricted use of the submissions for any purpose whatsoever, commercial or otherwise, without notice to or compensation to the provider of the submissions.

DISCLAIMER

YOU ACKNOWLEDGE THAT YOU ARE USING THE SERVICE AT YOUR OWN RISK. THE SERVICE IS PROVIDED “AS IS”, “WITH ALL FAULTS” AND ON AN “AS AVAILABLE” BASIS, AND WE AND OUR INDEMNITEES HEREBY EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, AND GUARANTEES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, TITLE, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, CONDITION, GUARANTEE OR REPRESENTATION, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM, INCLUDING BUT NOT LIMITED TO THE ACCURACY OR COMPLETENESS OF ANY CONTENT CONTAINED THEREIN OR PROVIDED BY US OR THE SERVICE. WE AND OUR INDEMNITEES DO NOT REPRESENT, WARRANT OR GUARANTEE THAT ACCESS TO THE SERVICE AND/OR COMMUNICATIONS OR MESSAGING FROM OR TO US OR YOU WILL BE UNINTERRUPTED, TIMELY, OR ERROR FREE, OR THAT THERE WILL BE NO FAILURES, DELAYS, INACCURACIES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED CONTENT, OR THAT NO SOFTWARE DISABLING DEVICES, TIME BOMBS, VIRUSES, WORMS, BUGS, OR DEVICES OR DEFECTS OF SIMILAR NATURE WILL BE TRANSMITTED ON OR THROUGH THE SERVICE, AND WE AND OUR INDEMNITEES WILL NOT BE LIABLE IN THE EVENT OF ANY SUCH OCCURRENCE.

INDEMNIFICATION

You agree to indemnify, defend and hold harmless GBM, our licensors, vendors, service providers, and each of our and their respective officers, directors, members, employees, independent and sub-contractors, agents, representatives, successors and assigns (collectively, “Indemnitees”) from and against any and all claims, disputes, demands, proceedings, cause of action, judgments, damages, liabilities, losses, costs or expense (including, but not limited to reasonable attorneys’ fees) of any kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (collectively, “Claims”) which may arise out of or are in any way connected with your access, visitation and/or use of the Service, your Content, unauthorized use of Content obtained on or through the Service, breach or alleged breach of the Agreement, or from any of your acts or omissions in connection with the Service.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL GBM BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE ACCESS TO, USE OF, OR THE INABILITY TO ACCESS OR USE, THIS SITE OR MATERIALS OR FUNCTIONS ON THIS SITE, EVEN IF GBM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL GBM’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT OR TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, OR OTHERWISE) EXCEED THE AMOUNT OF YOUR ACTUAL AND PROVEN DAMAGES.

JURISDICTIONAL ISSUES

Those who choose to access, visit and/or use the Service do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. We make no representation, warranty or guarantee that the Service, or any merchandise, products, services, and/or Content available on or through the Service are appropriate, available, or legal in any particular geographic location.

In any dispute between us, your sole remedy is to stop using your account/profile and/or the Service, including without limitation cancelling any Fee-based services. This includes any dispute related to or arising out of: (i) rules, restrictions, limitations, terms and conditions that apply to the Service, whether listed in this User Agreement and Privacy Policy, posted at various points in the Service, or otherwise communicated to you, including our enforcement, non-enforcement, or application of any such rules; (ii) any of our policies and/or practices, including our enforcement, non-enforcement, or application of any such policies and/or practices; (iii) any Content available on or through the Service, or any edits, deletions, additions, or other changes thereto; (iv) your ability or inability to access, visit and/or use portions of the Service, or the Service as a whole, or features, functionality, and/or Content available on or through the Service; or (v) the amount, type, and/or basis for determining any Fees, any changes thereto, or additional Fees.

You agree that in the event of any dispute between us, you will first contact us and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation any court action. In the event of any court action, all disputes will be resolved individually, without resort to any class action, and you specifically waive your right to a trial by jury. Furthermore, you agree that any cause of action must commence within one (1) year after the underlying issue first arose; otherwise, you waive any right to bring such cause of action and such cause of action is permanently barred.

You agree that, regardless of where you access, visit and/or use the Service, all issues concerning the construction, validity, interpretation and enforceability of the Agreement shall be governed and construed in accordance with the laws of the United States and New York State, without regard to any principles of conflict of laws. Any disputes that result in court action will be resolved exclusively by a state or federal court located in Manhattan, New York, and you specifically consent to the personal jurisdiction of such courts and waive any claim of forum non-conveniens. Should there be a conflict between the laws of New York and any other laws, the conflict will be resolved in favor of the laws of New York. To the extent permitted by applicable law, all judgments or awards shall be limited to actual out-of-pocket damages (excluding attorneys’ fees) and shall not include any indirect, punitive, incidental and/or consequential damages.

SUSPENSION AND TERMINATION

We reserve the right, in addition to our other remedies, to terminate, discontinue, suspend and/or restrict the Service, your account/profile, your ability to access, visit and/or use the Service or any portion thereof, and/or the Agreement, including without limitation any of our purported obligations hereunder, for any or no reason, with or without notice. In the event of any termination or discontinuation of your account/profile, your ability to access, visit and/or use the Service or any portion thereof, and/or the Agreement, we reserve the right, in addition to our other remedies, to reassign, and/or allow another user to use, your password and/or User ID.

Even if the Service, your ability to access, visit and/or use the Service or any portion thereof, and/or the Agreement is terminated, discontinued, suspended or restricted, by you or by us, we have no obligation to (but we may in our discretion) remove any Content, and therefore copies of all information with regard to your account/profile and/or Content you may have posted, uploaded, transmitted, sent or otherwise made available on or through the Service, may be retained and/or remain viewable by us, our licensors, vendors, service providers and/or other third parties, including other users. Nevertheless, we have no obligation to retain, store, or provide you with any information with regard to your account/profile and/or Content you may have posted, uploaded, transmitted, sent or otherwise made available on or through the Service. All provisions of the Agreement shall survive the termination or expiration of the Agreement and/or your account/profile.

These Terms of Use are effective until terminated by either party. Your access to this site may be terminated immediately without notice from us for any reason, including without limitation, if, in our sole discretion, your failure to comply with any term of these Terms of Use. Upon such termination, you must cease use of this site and destroy all materials obtained from such site and all copies thereof, whether made under the terms of these Terms of Use or otherwise. You may terminate at any time by discontinuing use of this site. Upon such termination, you must destroy all materials obtained from any and all such sites and all related documentation and all copies and installations thereof, whether made under the terms of this Terms of Use or otherwise.

GBM CREATIVE RIGHTS

By accessing this Service, you specifically acknowledge and agree that: (i) GBM’S Creative text, photo, graphic, audio and/or video material shall not be published, broadcast, rewritten for broadcast or publication or redistributed directly or indirectly in any medium, and shall be subject to all terms and conditions (ii) No GBM Creative materials nor any portion thereof may be stored in a computer except for personal and non-commercial use; (iii) GBM Creative will not be held liable for any delays, inaccuracies, errors or omissions there-from or in the transmission or delivery of all or any part thereof or for any damages arising from any of the foregoing; (iv) GBM Creative is intended third party beneficiary of these terms and conditions and it may exercise all rights and remedies available to it; and (v) GBM Creative reserves the right to audit possible unauthorized commercial use of A GBM Creative materials or any portion thereof at any time.

NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Pursuant to Title 17, United States Code, Section 512, GBM reserves the right, but not the obligation, to terminate your license to use the site if it determines in its sole and absolute discretion that you are involved in infringing activity, regardless of whether the material or activity is ultimately determined to be infringing. In addition, pursuant to 17 U.S.C. Section 512(c), GBM has implemented procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Act. All notifications of claimed infringement should be sent to the Service Provider’s Designated Agent. Notification must be submitted to the following.

Designated Agent:

If By Mail:

GBM Worldwide / GRUPPO BRAND MANAGEMENT LLC., 1230 Avenue of the Americas, Seventh Floor, New York, New York, 10020, United States of America (212) 616-6348, Attention: GBM Legal Department.

Or If By fax: 800-687-2195, Or If By Email: legal@gbmworlwide.com

IMPORTANT: MISREPRESENTATIONS MADE IN A NOTICE CLAIMING THAT CONTENT OR ACTIVITY IS INFRINGING VIOLATES THE DIGITAL MILLENNIUM COPYRIGHT ACT AND MAY EXPOSE YOU TO LIABILITY FOR DAMAGES (INCLUDING COSTS AND ATTORNEYS’ FEES). COURTS HAVE FOUND THAT YOU MUST CONSIDER COPYRIGHT DEFENSES, LIMITATIONS OR EXCEPTIONS BEFORE SENDING A NOTICE. ACCORDINGLY, IF YOU ARE NOT SURE WHETHER CONTENT RESIDING ON OUR SERVICE INFRINGES YOUR COPYRIGHT, WE SUGGEST THAT YOU FIRST CONTACT AN ATTORNEY. IN ADDITION, PLEASE DETERMINE WHETHER THE CONTENT YOU ARE SENDING A NOTICE ABOUT IS ACTUALLY RESIDING ON OUR SERVICE BEFORE SENDING THE NOTICE.

GENERAL PROVISIONS

By visiting this site you agree that the Terms of Use shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to any principles of conflicts of law, and that any action at law or in equity arising out of or relating to these Terms of Use and the Privacy Policy (below) shall be filed only in the state or federal courts located in New York County, New York, New York. We reserve the right to post, from time to time, additional rules that apply to certain portions of the Service, or the Service as a whole. Such additional rules will be posted in the relevant portions of the Service, and are hereby incorporated into the Agreement by this reference. Your continued access, visitation and/or use of the Service constitutes your agreement to comply with these additional rules.

The rules, restrictions, limitations, terms and conditions that apply to the Service, whether listed in this User Agreement and Privacy Policy, posted at various points in the Service, or otherwise communicated to you, constitutes the Agreement and entire understanding between the parties, and supersedes prior agreements between the parties, whether oral or written, with respect to the subject matter hereof. Unless explicitly stated in writing by us, any new or additional features, functionality, or Content that augment or enhance the Service, including the release of updates, upgrades, new products and/or services, shall be subject to the terms and conditions of the Agreement.

Any delay or failure by us to exercise or enforce any right or provision of the Agreement will not constitute a waiver of such right or provision. No waiver by us shall have effect unless such waiver is set forth in writing, signed by us; nor shall any such waiver of any breach or default constitute a waiver of any subsequent breach or default.

Last Updated on Dec,01, 2011