User Generated Content Terms of Use
We want to engage with our consumers, pet parents and anyone interested in pets on platforms beyond the online services we operate. That means we are interested in what you have to say, including on various social media sites like Facebook, Twitter, Instagram and Pinterest. From time to time we find content you have posted on these various platforms that appeals to us and that we would love to show to others. You understand that the Content may include photos, graphics, text, information about you such as your username, name, picture/avatar, etc. that you make available on the online site from which the Content is being sourced. These User Generated Content Terms of Use (“UGCTU”) are about how we ask your permission to share your Content and the terms that apply to you and us when we do so.
When we find Content we want to use we will communicate with you on the respective social media platform and ask for your permission. IF AND WHEN YOU RESPOND TO OUR REQUEST WITH “#YESWELLNESS” YOU AGREE TO THESE UGCTU WHICH MEANS YOU AGREE TO ALL OF THE TERMS (INCLUDING THE BELOW PARAGRAPHS) OF THESE UGCTU AND THE TERMS AND POLICES INCORPORATED BY REFERENCE.
These UGCTU govern the use by WellPet, LLC and its affiliates of online content you create outside of our online services (“Content” as more fully described below) and govern your supply of that Content to us. These UGCTU are an extension of our privacy policy which can be found here and by agreeing to these UGCTU you agree to our Privacy Policy and you agree that those documents apply to your creation/supply of, and our use of, Content. Therefore, you should read those documents and understand what they say about your use of our online services and our use of information you provide to us or that we collect about you. However, to the extent that these UGCTU conflict with our or Privacy Policy, it is the UGCTU that govern our use of, and your creation/supply of, Content as defined in these UGCTU.
You represent and warrant to us that:
• You are at least eighteen (18) years of age or are legally considered an adult in the state or country where you reside;
• You have full power and authority to agree to these UGCTU;
• The Content is your own original creation, you did not take it from another website, social media posting or elsewhere, and the Content does not contain anything that violates the rights of any person or entity;
• The Content does not contain anything illegal, defamatory, libelous, obscene or any other material that could give rise to any civil or criminal liability under the law;
• You have permission from any person(s) appearing in the Content to provide us with the rights to use the Content as described in these UGCTU;
• Your upload or post of the Content does not violate any applicable laws or the terms or requirements of the social media platform(s) where you uploaded or posted the Content;
• Our use of your Content as described in these UGCTU will not violate the rights of any person or entity and will not violate any law;
• You confirm and agree that our use of your Content as described in these UGCTU does not and shall not require any payment to any person or entity and does not require license, authorization, approval or consent by any other person or entity; and
• You have read and you agree to comply with all of the terms and conditions in these UGCTU, and our Privacy Policy.
• You will indemnify, defend and hold us, our affiliates and third party service providers harmless from any and all claims, liabilities, damages, fines or other costs, including reasonable attorneys’ fees incurred as the result of our possession or use of any of your Content.
Our Use of Your Content
You grant us a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display your Content throughout the world in any media. You agree that you shall never withdraw this permission and license to use the Content. We may use your Content for any business purpose (including promotion of our products) on our websites and social media pages, and in our digital newsletters, and any other online, digital marketing material and in any new media or technology that becomes available later in time, throughout the world. You also grant us the right, at our sole choice, to use your username, first name and last initial, image, likeness, caption, location or other identifying information in connection with any use of the Content if that information is contained in the Content. You agree that we have no obligation to use your Content or your name or other identifying information. Our use of the Content does not imply our endorsement of or any affiliation with you.
You confirm that you have the consent or permission of any other person or entity that is required for our use of your Content as described in these UGCTU, including but not limited to: (a) any person who appears or performs in your Content, and (2) any person or entity who owns any rights in your Content or anything that appears in your Content. You irrevocably and unconditionally grant to us all consents or permissions of any person or entity as required by any applicable laws, including, but not limited to, copyright and privacy laws and related rights laws (and all other laws now or in future in force in any part of the world) which may be required for our use of the Content and the rights you are granting us under these UGCTU.
You irrevocably and unconditionally waive (and agree not to enforce) all rights in the Content, including without limitation any moral rights or equivalent rights which you may otherwise have under any laws now existing or which become law in the future in any part of the world.
If requested, you will sign any documentation in such manner and at such location as may be required to protect, perfect or enforce any of the rights you have given to us under these UGCTU.
You acknowledge that we may use third party service providers to help us identify, collect and use Content. These third parties may host the Content for us and that hosting may occur in the United States or in other countries. These third parties may process the Content including your personally identifiable information if such was included in the Content, but will do so for purpose of providing us with the services needed to allow our use of the Content. You agree that the Content, including your personally identifiable information if it is contained in the Content, may be used in this manner.
Limit of Liability
IN NO EVENT SHALL WELLPET OR ITS EMPLOYEES, DIRECTORS, OFFICERS OR AGENTS (COLLECTIVELY, THE “WELLPET PARTIES”) BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST SAVINGS, OR LOSS OF BUSINESS OPPORTUNITY) ARISING OUT OF OR RELATING TO OUR COLLECTION OR USE OF THE CONTENT.
Arbitration
Any and all disputes relating to these UGCTU or the Content (collectively, “Disputes”) are governed by, and will be interpreted in accordance with, the laws of the Commonwealth of Massachusetts, without regard to any conflict of laws provisions. Any arbitration, as described below, will take place in Boston, Massachusetts, and you hereby irrevocably submit arbitration in that location.
YOU HEREBY AGREE TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR PURCHASE OF PRODUCTS OR SERVICES THROUGH THE SITE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the Agreement is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties and may be entered as a judgment in any court of competent jurisdiction.
You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR WELLPET WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction.
If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE UGCTU OR CONTENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.