WeAreMemphis.com (the “Site”) may contain blogs, forums, community areas, group discussions, personal profiles, and other interactive features (collectively, “Interactive Services”) that allow you to post, submit, publish, display or transmit to other users or other persons (hereinafter “post”) content, including your experiences, advice, recommendations, opinions, ratings, reviews, questions, answers, information, messages, or other material (collectively, “User Contributions”) on or through the Site.
Any User Contribution you post to or from the Site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Site, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the exclusive rights to the User Contribution under the terms herein.
- You grant to WeAreMemphis.com and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the irrevocable, transferrable, and exclusive worldwide right to copy, print, publish, broadcast, distribute, display, revise, edit, manipulate, create derivative works of, use, and disclose to third parties any such User Contribution in any media for any purpose, without limitation and without any further compensation. You agree that WeAreMemphis.com may republish and display your User Contributions in conjunction with the works of others, including written works and photographic works, to be chosen at the sole discretion of WeAreMemphis.com.
- To the extent any applicable law or treaty prohibits the transfer or assignment of any moral rights or rights of restraint you have in the User Contributions, You hereby waive those rights as to WeAreMemphis.com, its successors, licensees or assigns. You further agree that WeAreMemphis.com may use and sublicense your name, likeness, biography, voice, video, and photograph (if applicable) to attribute your User Contributions to you, but you hereby waive any rights of attribution in and to the User Contributions.
- You agree not to republish the User Contribution anywhere else on the Internet unless WeAreMemphis.com declines to publish the User Contribution and has provided a written notice of rejection. You acknowledge that if the User Contribution is published on any other website, WeAreMemphis.com may, at its sole discretion, remove the User Contribution from the WeAreMemphis.com website and other websites operated by WeAreMemphis.com where the User Contribution has been published.
- You acknowledge that WeAreMemphis.com has the right and ability to edit the User Contribution, change any formatting, modify titles, and make any change which it deems necessary in its sole discretion.
- You represent and warrant that: (i) you own or control all rights in and to the User Contribution and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns; (ii) the User Contribution is your original creation and has not been published before in whole or in part, and is not otherwise in the public domain; (iii) the User Contribution does not contain any material that is defamatory, libelous, obscene, violates any right to privacy, or is otherwise contrary to law; and (iv) all of your User Contributions do and will comply with these Terms.
- You understand and acknowledge that you are responsible for any User Contributions you post, and you, not WeAreMemphis.com, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to you or any third party for the content or accuracy of any User Contributions posted by you or any other user of the Site, or for the quality, safety, or legality of the User Contributions posted on the Site. We make no representations about any User Contributions on the Site.
We do not guarantee that you will have any recourse through WeAreMemphis.com to edit or delete any User Contributions you have submitted. WeAreMemphis.com has the right to:
- Remove or refuse to post any User Contributions for any or no reason in its sole discretion.
- Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates these Terms, including the User Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Site or the public, or could create liability for WeAreMemphis.com.
- Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
- Terminate or suspend your access to all or part of the Site for any violation of these Terms.
- Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS WEAREMEMPHIS.COM AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we do not undertake to review all material before it is posted on the Site, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.