Effective Date September 30, 2010

 

THESE TERMS OF USE, AS AMENDED FROM TIME TO TIME ("Terms"), ARE A BINDING CONTRACT BETWEEN DEMAND MEDIA, INC. ("SoYouWanna" or "we") AND YOU ("you"). YOU MUST READ AND AGREE TO THESE TERMS, INCLUDING THE PRIVACY POLICY AND ANY OTHER APPLICABLE RULES OR REGULATIONS APPEARING ON THIS SITE, BEFORE USING THE SOYOUWANNA.COM WEBSITE (the "Site") OR ANY SOFTWARE, GAMES, APPLICATIONS, FEATURES OR FUNCTIONALITY AVAILABLE ON OR THROUGH THE SITE (COLLECTIVELY, THE "SERVICE"). BY USING THE SERVICE, YOU AGREE TO THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICE.

  1. DESCRIPTION OF SERVICE; MINIMUM AGE REQUIREMENT

    1. Description of Service. SoYouWanna is a popular place to find information on a variety of things. You and other users of the Service have access to thousands of articles, video files and applications that are intended to provide directions on how to do things you want to do.

      The Service is for general research, informational, and entertainment purposes only. The information on the Service represents the opinions and perspectives of a variety of contributors. You should assume that we have not independently verified the accuracy, thoroughness, or relevance of the content available on the Service. The Service is subject to the disclaimers set forth below in Section 13.

    2. Age Requirement. You must be at least 14 years old to use the Service.

  2. MODIFICATIONS TO TERMS

    1. Procedure. At any time SoYouWanna may change these Terms, which includes the Privacy Policy and any other agreement that is incorporated by reference into these Terms. We will provide notice to you of any material change in the Terms by posting notice to the Site. Your continued use of the Service 30 days after our notice to you of a change in the Terms will mean that you have agreed to be bound by the amended Terms.

    2. Your Obligation to Stay Current. We strongly encourage you to check back regularly to review these Terms at least once every 30 days.

  3. MODIFICATIONS TO SERVICE. We reserve the right to modify or discontinue, and restrict or block access to, the Service without notice to you.

  4. CONTENT PROTECTED BY INTELLECTUAL PROPERTY RIGHTS. Any content available through the Service, including games, applications, software, text, audio, video, pictures, graphics, music, sound clips, images, likenesses, personal information and other works of authorship (collectively, "Content") is protected by the intellectual property rights of SoYouWanna or its licensors.

  5. USER SUBMISSIONS. When you submit ideas, suggestions, documents, or proposals (collectively, "Submissions") to SoYouWanna through our email address info@soyouwanna.com, you represent, warrant, and agree that: (a) your Submissions do not include confidential or proprietary information; (b) if we so choose, SoYouWanna may use and disclose your Submissions in any way; and (c) SoYouWanna has no obligation to pay or reimburse you for your Submissions or our use of your Submissions.

  6. PROHIBITED CONTENT. You must not post to the Service any Content that, as reasonably determined by SoYouWanna, is or appears to be the following:

    1. software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; or

    2. in violation of any applicable local, state, national or international law, regulation, or statute (including export laws).

  7. PROHIBITED CONDUCT. You must not do, or attempt to do, any of the following, as reasonably determined by SoYouWanna, subject to applicable law:

    1. access or use the Service in any way that violates or is not in compliance with any applicable local, state, national or international law, regulation or statute (including export laws), contracts, intellectual property rights or constitutes the commission of a tort, or for any purpose that is harmful or unintended (by us), or other than in full compliance with these Terms;

    2. access, tamper with, or use services or areas of the Service that you are not authorized to access;

    3. alter information on or obtained from the Service;

    4. tamper with Content belonging to SoYouWanna or SoYouWannas licensors;

    5. use any robot, spider, scraper or other automated means or interface not provided by us to access the Service or extract data or gather or use information;

    6. frame any part of the Service, or link to the Service, or otherwise make it look like you have a relationship to us or that we have endorsed you or your Content for any purpose except as expressly permitted in writing by SoYouWanna;

    7. impersonate or misrepresent your affiliation with any person or entity;

    8. reverse engineer any licensed software, application, games or any other aspect of the Service or do anything that might discover source code, or bypass or circumvent measures employed to prevent or limit access to any area, content or code of the Service;

    9. send to or otherwise impact us or the Service (or anything or anyone else) with harmful, illegal, deceptive or disruptive code such as a virus, "spyware," "adware" or other code that could adversely impact the Service or any recipient; or

    10. take any action which might impose a significant burden (as determined by us) on the Service's infrastructure or computer systems, or otherwise interfere with the ordinary operation of the Service.

  8. PROTECTION OF CONTENT.

    1. License by SoYouWanna to You. You must comply with the intellectual property laws protecting our Service. SoYouWanna grants you a limited, revocable, non-transferable, non-sublicensable, non-exclusive license, under the rights SoYouWanna has in the Content, to privately display and perform the Content on your computer for your own personal, noncommercial purposes.

    2. Reservation of Rights. On its own behalf and the behalf of its licensors, SoYouWanna reserves all rights in the Content, including any software, not expressly granted in this Section 8. SoYouWanna does not in any way grant any other rights to you. Except as expressly stated in this Section 8, you may not reproduce, distribute, modify, publicly perform or display, or prepare derivative works of any Content, including any software, without prior written consent from SoYouWanna or other third-party owner of the rights in that Content (if any).

  9. PRIVACY POLICY. Please see our Privacy Policy http://www.soyouwanna.com/privacy.htm. Our Privacy Policy is part of and incorporated into these Terms. We reserve the right to contact you about these Terms or any Content or activities relating to the Service.

  10. TERMINATION OR CANCELLATION.

    1. Right to Terminate. We may, at any time, without notice to you, terminate your access to the Service or block your access to the Service if:

                        i.     we believe in our sole discretion that you may have violated these Terms or have otherwise engaged in any activities that may harm or damage the reputation, rights, person, or property of SoYouWanna, our users, or any other person; or

                       ii.     requested by law enforcement or other government agencies.

    1. Effect of Termination. Upon termination of your Account or the Service, your agreement with SoYouWanna pursuant to these Terms will also terminate, except that the following provisions survive the termination: Section 4 "Content Protected by Intellectual Property Rights," Section 5 "User Submissions," Section 8 "Protection of Content," Section 12 "Indemnification," Section 13 "Disclaimer of Warranties," Section 14 "Exclusion of Damages; Limitation of Liability," and Section 18 "Additional Terms" and the Privacy Policy.

  1. DEALINGS WITH MERCHANTS; LINKS

    1. Advertisements and Links. The Service contains advertisements, offers, or other links to other websites and resources of third parties that we do not control. Advertisements and other information provided by third parties may not be wholly accurate. SoYouWanna is not responsible or liable for (i) the availability or accuracy of such sites or advertisements; or (ii) the content, products or services available from such sites. The inclusion of any link on the Service does not imply that we endorse the linked site. You use the links at your own risk. SoYouWanna Privacy Policy is applicable only when you are on our Site. Once you choose to link to another website, its privacy statement applies to any personal information you supply.

    2. Transactions with Third Parties. Your transactions and other dealings with third party merchants or advertisers that are found on or through the Service, including "click to purchase," "co-registration," and other similar programs, including payment and delivery of related goods or services, are solely between you and such merchant or advertiser.

  2. INDEMNIFICATION. You agree to hold SoYouWanna and Demand Media, Inc., and their subsidiaries, affiliates (for example, those listed at www.demandmedia.com), officers, directors, employees, agents, attorneys, and suppliers, and each of their respective successors and assigns (collectively, the "Indemnified Persons"), harmless from, and indemnify them for, all damages, costs, expenses and other liabilities, including reasonable attorneys' fees and expenses, relating to any claim arising out of or related to: (i) your access to and use of the games, software, and other aspects of the Service and the Content; (ii) your violation of these Terms, and any applicable law or the rights of another person or party; (iii) any dispute you have related to any merchant or advertising found on or through the Service; (iv) your improper authorization for SoYouWanna to collect, use or disclose any Content provided by you; and (v) any disclosures made with your permission.

  3. DISCLAIMER OF WARRANTIES. THE SERVICE MAY CONTAIN ADVICE, OPINIONS, INSTRUCTIONS AND STATEMENTS FROM SOYOUWANNA, ITS USERS AND OTHER CONTENT AND INFORMATION PROVIDERS. THIS CONTENT IS INTENDED TO BE USED FOR INFORMATIONAL AND ENTERTAINMENT PURPOSES ONLY. YOU USE THE SITE AND CONTENT AT YOUR OWN RISK. WE STRONGLY URGE YOU TO CONSULT A PROFESSIONAL OR SOME OTHER AUTHORITY IN THE APPROPRIATE FIELD BEFORE USING ANY OF THE CONTENT. SOYOUWANNA PROVIDES THE SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SOYOUWANNA MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SERVICE OR THE INFORMATION, GAMES, SOFTWARE, OR CONTENT INCLUDED IN THE SERVICE. SOYOUWANNA MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, SECURE, OR TIMELY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SOYOUWANNA EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, TRADE, USAGE OR PERFORMANCE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, AND THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. WE URGE YOU TO KEEP BACKUP COPIES OF YOUR PERSONAL CONTENT, IF ANY, THAT YOU MAINTAIN ON OR USE WITH THE SERVICE. IF YOUR USE OF THE SERVICE RESULTS IN THE NEED FOR SERVICING OR REPLACING PROPERTY, MATERIAL, EQUIPMENT OR DATA, WE ARE NOT RESPONSIBLE FOR ANY RESULTING COSTS OR DAMAGES.

Without limiting any of the foregoing, SoYouWanna makes the following specific disclaimers for the following categories of information:

INVESTMENT & FINANCIAL INFORMATION: The Content located on the Service should not be interpreted as financial or investment advice nor should it be interpreted as creating any kind of investment advisor or financial advisor relationship. You should NOT rely upon the financial and investment information or opinions provided herein and you should conduct your own independent research and consult with your personal investment advisor before making an investment or financial decision. You are solely responsible for any investment and financial decisions, omissions or actions you take. Neither Demand Media, Inc., its parent, its affiliates, nor any of their respective agents, employees, information providers or content providers shall have any liability for your financial/investment decisions based upon, or the results obtained from, the Content on the Service.

MEDICAL & HEALTH INFORMATION: The Content located on the Service should not be interpreted as medical or health advice. The Content should not be used to diagnose, treat or cure any medical or health condition nor should it be interpreted as creating any kind of doctor-patient or health/medical advisor relationship. You should NOT rely upon the medical, health, dietary, nutritional or other professional information or opinions provided and you should always speak to your personal health care provider before beginning, changing or stopping any medication or any treatment for a health problem. You are solely responsible for any decisions, omissions or actions you take based on choosing to seek or not to seek professional medical care, or choosing or not choosing specific treatments. Neither Demand Media, Inc., its parent, its affiliates, nor any of their respective agents, employees, information providers or content providers shall have any liability for your medical, health, dietary or nutritional decisions based upon, or the results obtained from, the Content on the Service.

LEGAL INFORMATION: The Content located on the Service should not be interpreted as legal advice nor should it be interpreted as creating any kind of attorney-client or legal advisor relationship. You should NOT rely upon the legal information or opinions provided and you should consult with your personal legal advisor; this Service is not a substitute for an in-person consultation with an attorney, as the applicability of the legal principles discussed at this Site may differ substantially in individual situations or in different states or countries. You are solely responsible for any legal decisions or actions you take or omissions you commit. Neither Demand Media, Inc., its parent, its affiliates, nor any of their respective agents, employees, information providers or content providers shall have any liability for your legal decisions based upon, or the results obtained from, the Content on the Service.

  1. EXCLUSION OF DAMAGES; LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NONE OF THE INDEMNIFIED PERSONS ARE LIABLE TO YOU OR ANY OTHER PERSON FOR INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, STATUTORY, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF PRIVACY, LOSS OF GOODWILL OR ANY OTHER LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE AGGREGATE LIABILITY TO YOU OF THE INDEMNIFIED PERSONS EXCEED, IN TOTAL, THE AMOUNTS PAID BY YOU TO US.

  2. COPYRIGHT INFRINGEMENT/DMCA.

A.   SoYouWanna respects the intellectual property rights of others. If you believe that your work is being used on the Service in a way that constitutes copyright infringement, you may notify us by providing our copyright agent with the following information in writing:

                        i.     the electronic or physical signature of the owner of the copyright or the person authorized to act on the owner's behalf;

                       ii.     identification of the copyrighted work that you claim has been infringed;

                      iii.     identification of the material that is claimed to be infringing and information reasonably sufficient to permit SoYouWanna to locate the material (for example, by providing a URL to the material);

                      iv.     your name, address, telephone number, and email address;

                       v.     a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

                      vi.     a statement that the information in your notification is accurate and a statement, made under penalty of perjury, that you are the copyright owner or are authorized to act on the copyright owner's behalf.

B.   Our designated agent to receive notification of claimed infringement can be reached at:

Copyright Agent
15801 NE 24th Street
Bellevue, WA 98008
(425) 974-4780 (fax)
copyright@demandmedia.com

C.   It is our policy to terminate in appropriate circumstances any user for repeated infringement of intellectual property rights, including copyrights, and we also reserve the right to terminate a users access for even one instance of infringement.

D.   SoYouWanna may access, preserve and disclose to third parties any of your information or data (including personally identifiable information and private communications) related to a written complaint of copyright infringement if we believe in our sole discretion that such access, preservation, or disclosure is necessary or useful to respond or otherwise address such complaint.

  1. CUSTOMER SUPPORT. We have no obligation to provide you with customer support of any kind.

  2. NOTICES AND CONTACT INFORMATION. Except as otherwise provided in these Terms, SoYouWanna will give you any notices by posting them on the Site. Since notice of any material change to the Terms will be posted to the Site for at least 30 days, we encourage you to visit the Site at least that often. You also authorize SoYouWanna to send you notices (including notice of subpoenas or other legal process, if any) via electronic mail. You must check the Site for notices, and you will be considered to have received a notice when it is made available to you by posting on the Site or when sent by SoYouWanna via electronic mail, whether or not received by you. SoYouWanna may provide notice to any email or other address that you provide to us. Any notice sent by SoYouWanna to the address that you have most recently provided is effective notice. You must send us any notice by mailing it to our address for Legal Notices which is: SoYouWanna, 15801 NE 24th Street, Bellevue, WA, 98008, U.S.A., Attn: Legal Department.

  3. ADDITIONAL TERMS

    1. Agreement to Conduct Transactions Electronically. All of your transactions with or through the Service may, at our option, be conducted electronically from start to finish. If we decide to proceed non-electronically, those services will still be governed by the remainder of these Terms unless you enter into different terms on a form provided by us. If the law allows you to withdraw this consent or if we are ever required to deal with you non-electronically, we reserve the right to charge or increase fees and you agree to print or make an electronic copy of the Terms and any other contract or disclosure that we are required to provide to you.

    2. Compliance with Laws. You are responsible for compliance with applicable local laws. Access to the Service Content by certain persons or in certain countries may not be legal.

    3. No Agency; No Third Party Beneficiary. These Terms do not create any agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship. Except for the Indemnified Persons, there are no third party beneficiaries of these Terms.

    4. Severance. If any part of the Terms is held by a court of competent jurisdiction to be invalid or unenforceable, the invalid or unenforceable part will be given effect to the greatest extent possible and the remainder will remain in full effect, provided that the allocation of risks described in these Terms is given effect to the fullest extent possible.

    5. Assignment. These Terms are personal to you and you may not transfer, assign or delegate them to anyone without the express written permission of SoYouWanna. Any attempt by you to assign, transfer or delegate these Terms without the express written permission of SoYouWanna will be null and void. SoYouWanna has the right to transfer, assign and delegate these Terms to one or more third parties without your permission.

    6. Jurisdiction; Choice of Law; Export Limitations. This Service is controlled by us from our offices in the United States of America and is directed to U.S. users. If you access the Service from locations outside the U.S., you do so at your own risk and you are responsible for compliance with applicable local laws. You may not use or export anything from the Service in violation of U.S. export laws and regulations or the Terms. These Terms and all performances and claims of every nature between us are governed by the laws of the State of California, U.S.A., without regard to any conflicts of laws principles that would result in the application of the law of a different jurisdiction. You and SoYouWanna submit to the exclusive personal jurisdiction and venue of the state and federal courts located within Los Angeles County, California.

    7. Limitations on Actions. Any action concerning any dispute with respect to the Service must be commenced within one year after the cause of the dispute arises, or the cause of action is barred.

    8. Interpretation. The paragraph headings in these Terms are included to help make these Terms easier to read and have no binding effect. As used in these Terms, the words "include" and "including" are meant to be illustrative and not exhaustive.

    9. Entire Agreement. These Terms (including terms incorporated into them, e.g., the Privacy Policy) and any policies and guidelines posted to the Service by SoYouWanna comprise the entire agreement (the "Entire Agreement") between you and SoYouWanna with respect to the use of the Service and supersede all contemporaneous and prior agreements between the parties regarding the subject matter contained herein, and neither party has relied on any representations made by the other that are not expressly set forth in the Entire Agreement.

    10. No Waiver. The failure of any party to exercise or enforce any right or provision of these Terms, including any failure to act with respect to a breach, will not constitute a waiver of such right or provision or that partys right to act with respect to subsequent or similar breaches. We suggest that you print out a copy of these Terms for your records.

  4. FURTHER INFORMATION
    If you have a complaint, you may contact us at Demand Media, Inc. Legal Department, 15801 NE 24th Street, Bellevue, WA 98008, U.S.A. If you are a California resident, the Complaint Assistance Unit of the Division of Consumer Services of the Dept. of Consumer Affairs may be contacted at 400 R Street, Sacramento, CA 95814 or (800) 952-5210.

  5. LEGAL NOTICES.

    1. NOTICE OF AVAILABILITY OF FILTERING SOFTWARE
      All users are hereby informed by the provider of this interactive computer service that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist in limiting access to material that is harmful to minors. A report detailing some of those protections can be found at http://www.ntia.doc.gov/ntiahome/ntiageneral/cipa2003/index.html (Children's Internet Protection Act: Report on the Effectiveness of Internet Protection Measures and Safety Policies).

    2. NOTICE RE TRADEMARKS
      The trademarks SoYouWanna, Demand Media and all other trademarks listed below or used in the Service are owned or used under license by Demand Media, Inc. and its affiliated organizations. The names of third parties and their products mentioned may be their trademarks. You may not use any of the above or other trademarks displayed on the Service or in any Service Content. All rights are reserved.

NOTICE RE COPYRIGHT OWNERSHIP: © 2010 Demand Media, Inc. U.S.A. All rights reserved.