TERMS OF SERVICE

The following terms and conditions have been written in English, should any translated version of this agreement disagree with this English version, the English version controls. These Terms of Service govern your access to and use of the website spoonerspot.com, any and all applications, and all graphics or photographic materials (collectively referred to as content) uploaded or downloaded to the aforementioned site (spoonerspot.com) by its users (“user” referring to a visitor or member authorized to use the services provided by spoonerspot.com). By using spoonerspot.com, you agree to, and are bound by these terms and conditions.

I. Statement of Rights

All users retain rights to any content submitted, posted, or displayed through spoonerspot.com. Cityspoon Inc. DBA Spoonerspot claims no ownership rights of any content submitted by users. By submitting content, users grant Spoonerspot worldwide, nonexclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute content in any and all media methods deemed necessary.

II. Basic Terms

1. Eligibility

Use of spoonerspot.com is void where prohibited by law. By registering as a user, you certify that (a) all personal information submitted for the purpose of registration is truthful and accurate; (b) all information submitted will be maintained truthful and accurate; (c) you are 13 years of age or older; (d) your use of Spoonerspot does not does not violate any applicable law.

If the operators of Spoonerspot believe that you are under the age of 13 or if you misrepresent your age in any manner Spoonerspot reserves the right to terminate your service without notice. Likewise, should any personal information used to register be deemed fraudulent, Spoonerspot reserves the right to discontinue service without notice.

Only users that can form a binding contract with spoonerspot.com may use its services. That is, users may not be any person who is legally barred under United States law or other applicable jurisdiction from using this website . Also if a user is accepting these terms on behalf of an organization, group, company, or any other legal entity, they must be legally authorized to do so.

2. Use by Members

The services offered by Spoonerspot are for the personal use of its registered users. They can only be used for commercial purposes by Spoonerspot, or third party companies directly authorized and/or endorsed by Spoonerspot. Spoonerspot reserves the right to remove any content it considers commercial. Any commercial advertisements, affiliate links and any other form of unauthorized collection or solicitation may be removed from user accounts without notice or explanation. Likewise employing third party promotional sites or software to promote or in any way commercialize your Spoonerspot account is strictly prohibited. Illegal use (based on the sole discretion of Spoonerspot) of services offered through spoonerspot.com including, but not limited to, collecting usernames, passwords or email addresses by any means for the purpose of sending unsolicited email or any unauthorized communication is strictly prohibited and is cause for termination of service without further notice..

Users may not post any content that is pornographic, obscene, violent, contains nudity (or partial nudity) or is sexually suggestive based on the sole discretion of Spoonerspot. Also any content that incites or encourages racism, bigotry, hatred, harassment or harm of any kind against any group or individual is strictly prohibited. Personal information that poses a privacy or security risk to any person or is considered abusive, threatening, obscene, defamatory or libelous is strictly prohibited. Photographs of another person may not be posted without said person’s consent.

Spoonerspot reserves the right to investigate and take legal action against any activity that is illegal or prohibited based on Spoonerspot’s sole discretion. Consequences for the violation of any of these terms and conditions may include, but are not limited to, termination of a user’s account and/ or reporting such activity or content to law enforcement. Such activities include, but are not limited to child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, defamation, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement or theft of trade secrets. All services offered by Spoonerspot must be used in compliance with local, state, national and international laws, rules and regulations.

Spoonerspot is not responsible for any unauthorized activity that occurs under user’s screen name. Users are responsible for keeping their password and other login information secure. Spoonerspot is not responsible for any conduct and/or data, text, information, screen names, graphics, photos, profiles or any other form of content that a user posts and/or displays while using Spoonerspot’s services. Content submitted to Spoonerspot will be viewed by other users based on the group configuration that you have created. Users should only submit content that they are comfortable sharing with others under these terms.

Users will not do anything that could disable, overburden or impair the normal working order or appearance of spoonerspot.com. Likewise, users shall not attempt to tamper with or access non-public areas of the site or the operational computer systems. Any and all attempts to probe, scan or test the vulnerability of any of Spoonerspot’s systems or networks shall be subject to termination of service and possible legal action. Any attempt to breach security or authentication measures may also result in legal action. The violation of any of these terms of use based on the sole discretion of Spoonerspot, may result in the termination of services without notice.

3. Interaction With Other Users

Users are responsible for any and all interactions with other users. We reserve the right, but are not obligated, to monitor disputes between users. Spoonerspot is not liable for users’ interactions or for any single user’s actions or inactions. Users are expected to help maintain a positive and respectful environment.

4. Protection of Intellectual Policy.

By using the services provided by Spoonerspot, users certify that (a) they own all content being shared, or otherwise have the right to share said content; (b) the act of sharing the content through Spoonerspot violates no privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person. Users agree to pay for all royalties, fees and any other monies owed as a result of the use of any content posted on or through Spoonerspot; (c) content posted on Spoonerspot does not result in a breach of contract between the user and any third parties.

5. Termination of Legal Agreement

Users may terminate their legal agreement with Spoonerspot at any time by deactivating their account and discontinuing their use of the services offered by Spoonerspot.

III. General Conditions

Spoonerspot reserves the right to modify, change or terminate its services for any reason and without notice at any time deemed necessary. Reasons for termination include, but are not limited to, (a) violation of these Terms and Conditions; (b) the creation of possible risk or legal exposure for Spoonerspot; (c) the provision of the services to a user is no longer commercially viable. In the event termination of services should occur a reasonable effort will be made to notify the effected user(s). In all such cases, these terms shall terminate without limitation, the users license to use Spoonerspot’s services. Likewise, these terms and conditions may be altered at any time. Should said changes constitute a material change, users will be notified. What constitutes a “material change” will be determined at the sole discretion of Spoonerspot in good faith and reasonable judgment.

Spoonerspot reserves the right to refuse service to anyone at any time and for any reason. Spoonerspot reserves the right to force the forfeiture of any username that is (a) inactive; (b) violates trademark or copyright law; (c) or is misleading. Likewise, Spoonerspot reserves the right to reclaim any username on behalf of businesses or individuals that hold trademark or any other legal claim to said username.

Spoonerspot may, but is under no obligation to remove any content, or account containing content, that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, violates any party’s intellectual property or is found in violation of these Terms and Conditions.

IV. Disclaimers

Spoonerspot holds no responsibility and makes no warranty, implied or express, for the accuracy and/ or reliability of any content posted or presented in association with spoonerspot.com. Likewise such content in no way reflects the opinions, views or policies of Spoonerspot. Photos and comments posted to spoonerspot.com are not necessarily investigated, monitored or checked for accuracy or completeness, so Spoonerspot is not liable for their content. Spoonerspot in no way endorses or approves of any content or outside links posted by users on spoonerspot.com. Should users access one of these third party sites, they do so at their own risk. Spoonerspot is not liable for any damage that should occur including, but not limited to viruses, spyware, adware and any other form of malicious content or damage to a user’s computer that may come from third party websites. Spoonerspot is not liable for any damage, injury or loss caused by the users of Spoonerspot or in connection with use of spoonerspot.com. Any damages caused by users of spoonerspot.com, whether online or offline shall in no way incur liability for Spoonerspot.

Also, Spoonerspot shall not be held liable for any accidental loss or damages caused by any of the equipment or programming associated with spoonerspot.com. Further, Spoonerspot assumes no liability for any and all errors, omissions, interruptions, deletions, defects, delays, thefts, destruction, unauthorized access to or alteration of any member communication or user content. Spoonerspot shall not be held liable for any interruption or problems arising from the technical malfunction of any of its networks, online systems, servers, computer equipment or software. Likewise, Spoonerspot shall not be held liable for any damage or injury resulting from or as an extension of use of spoonerspot.com or any other service associated with Spoonerspot. In no way and under no circumstance can Spoonerspot be held liable for any bodily injury or death that results from use of spoonerspot.com. All services provided by spoonerspot.com are provided “AS-IS” and Spoonerspot does not claim any warranty of fitness for a particular purpose. Spoonerspot promises no specific result to its users.

V. Limitation of Liability

USERS HEREBY ACKNOWLEDGE AND AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY APPLICLE LAW, ALL RISK THAT MAY ARISE FROM USE OF SPOONERSPOT.COM REMAINS WITH THE USER. BY USING THE SERVICES PROVIDED BY SPOONERSPOT, USERS ARE USING AT THEIR OWN RISK.

SPOONERSPOT HOLDS NO RESPONSIBILITY AND SHALL NOT BE FOUND LIABLE TO USERS OR ANY THIRD PARTY FOR ANY AND ALL INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES. THESE DAMAGES MAY INCLUDE, BUT ARE IN NO WAY LIMITED TO LOST PROFIT DAMAGES RESULTING FROM USE OF SPOONERSPOT.COM, (EVEN IN THE EVENT THAT SPOONERSPOT HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGE). SPOONERSPOT’S LIABILITY TO ANY PARTY IS LIMITED TO THE AMOUNT PAID, IF ANY, BY SAID PARTY TO SPOONERSPOT.COM FOR THE SERVICES RENDERRED DURRING THE PERIOD OF MEMBERSHIP. ANY CLAIM FOR ANY DAMAGE OF ANY NATURE MUST BE BROUGHT WITHIN ONE YEAR FROM THE DATE THE CLAIM OR DAMAGE OCCURS.

VI. Disputes

These Terms and Conditions constitute a legally binding agreement that shall be governed by, and are issued in accordance with, the laws of the State of Nevada, and The United States of America. All users and any affected third parties agree to submit to the jurisdiction of the courts within the State of Nevada to resolve any dispute that should arise from this agreement or from use of the services provided by spoonerspot.com. In the event that a dispute should arise, the affected party has one year to make a legal claim against Spoonerspot. ALL PARTIES AND USERS HEREBY INTENTIONALLY AND VOLUNTARILY WAIVE ANY RIGHT THEY MAY HAVE TO TRIAL BY JURY CONCERNING, BUT NOT LIMITED TO, CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS OR THIRD PARTY CLAIMS THAT MAY ARISE FROM THIS AGREEMENT. ALL PARTIES INVOLVED HERETO CERTIFY THAT NO REPRESENTATIVE OF EITHER PARTY HAS REPRESENTED, IN ANY FORM, THAT SAID PARTY WOULD NOT SEEK TO ENFORCE THIS WAIVER OF RIGHT OF TRIAL BY JURY. ALL ACKNOWLEDGE THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

VII. Indemnity

By using the services provided by spoonerspot.com, users agree to indemnify Spoonerspot, and agree to hold Spoonerspot and their respective officers, agents, partners and employees, harmless from any loss, liability or claim made by any third party due to any possible violation of this agreement.

VIII. Other

Users accept this agreement upon use of spoonerspot.com or any service associated with said website. This agreement will always include these Terms and Conditions as presently written as a minimum. Should Spoonerspot fail to exercise or enforce any part of this agreement it shall not constitute a waiver of such right or provision. The titles and organization of this agreement are for convenience and organization only and have no legal or contractual significance. Spoonerspot.com and all associated names and logos are trademarks of Cityspoon Inc., and may not be used without the express written permission of Cityspoon Inc. This agreement shall operate to the fullest extent permissible by law. Should any part of this agreement be deemed unlawful, that provision shall be considered severable and will not affect the validity and enforceability of these Terms and Conditions.

Should any concerns or question arise regarding these Terms and Conditions, please contact spoonerspot.com through the help site.

I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.