Effective: January 24th, 2023

Welcome to whatstrending.com (the “Site”), which is operated by What’s Trending, Inc. (“Company,” “our,” “we” or “us”). This Terms of Use Agreement, including any future updates (the “Agreement”), governs your use of the Site, our subscription-based newsletter, and any other features, content, promotions, games or applications we may offer from time to time (collectively, the “Company Services”).

We provide the Site and Company Services for your personal enjoyment and entertainment. By visiting the Site or using a Company Service, you accept and agree to be bound by this Agreement and to abide by all applicable laws, rules and regulations (collectively, “Applicable Law”). Please read through this Agreement carefully. We may modify this Agreement at any time, and each such modification will be effective upon posting on the Site. If you continue to use the Site or any other Company Services following any modification of this Agreement, you agree to be bound by the Agreement as modified. It is therefore important that you review this Agreement regularly. If for some reason you do not agree to be bound by this Agreement and to abide by all Applicable Law, your only option is to discontinue use of the Site and all Company Services immediately.

How You May Use the Site and Company Services

Use of the Site and Company Services is limited to users 13 years of age and older. By accessing the Site, you represent and warrant that you are at least 13 years of age or older. As a condition of using certain features on the Site or Company Services (such as the subscription-based newsletter), you may be required to provide your email or other personal information to us. In order to provide the Company Services that information must be accurate and kept up to date, and if you provide inaccurate or outdated information, we may terminate your account.

The Site is intended solely for your personal and non-commercial use. We may change, suspend or discontinue the Site (or any feature thereof) at any time. We may also impose limits on certain features and services offered on the Site or restrict your access to parts or all of the Site without notice or liability. You acknowledge that from time to time the Site may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs; or (iii) causes beyond our control or which are not reasonably foreseeable by us.

We may terminate your subscription and/or access to the Site or Company Services at any time, for any or no reason, with or without prior notice or explanation, and shall have no liability to you for such termination. Even if your access to the Site or Company Services is terminated by us, this Agreement will remain in full force and effect with respect to your past and future use of the Site or the Company Services.

We may decide to charge a fee for any portion of the Company Services, and if we do, we will provide you with advance notice of any such fees, including any change in the amount of such fees, and a way to cancel your subscription in the event you do not wish to pay the fee. If you continue to use the Company Services after a fee has been imposed or increased, you are expressly agreeing to the fee and you will be responsible for paying such fee for the balance of your subscription or use of the Company Services. If we suspend or terminate your subscription and/or access to the Company Services because you have breached the Agreement or violated Applicable Law, you will not be entitled to a refund of any unused portion of such fees or other payments.

The Site and other Company Services are offered for your personal use only and you may not use them for commercial purposes. The Site and Company Services contain information, text, files, images, video, sounds, musical works, works of authorship, software, applications, product names, company names, trade names, logos, designs, and any other materials or content (collectively, “Content”) belonging to us, our licensors, or assignors (“Company Content”), as well as Content provided by users or other third parties. Content contained on the Site and/or in the Company Services is protected by copyright, trademark, patent, trade secret and other laws and, as between you and us, we, our licensors, or our assignors, own and retain all rights in the Company Content. We hereby grant you a limited, revocable, non-sublicensable, nontransferable license to access and display or perform the Company Content (excluding any software code) solely for your personal, non-commercial use in connection with using the Site and/or Company Services.

Unless we explicitly and expressly permit you, in writing, to do so, you cannot:

– Copy, download, stream capture, reproduce, duplicate, archive, upload, modify, translate, publish, broadcast, transmit, retransmit, distribute, perform, display, sell, frame or deep-link, link to, make available, or otherwise use any Content contained on the Site and/or Company Services. Requests for permission to reproduce or distribute materials found on the Site and/or Company Services can be made by sending an email to [INSERT].

– Use any Company Content to create works or materials (including but not limited to fonts, icons, link buttons, wallpaper, desktop themes, on-line postcards, montages, mash-ups and similar videos, greeting cards and unlicensed merchandise) that derive from or are based on the Company Content (regardless of whether you are selling, bartering or giving away such derivative works).

– Directly or through the use of any device, software, internet site, web-based service or other means remove, alter, bypass, avoid, interfere with, or circumvent any copyright, trademark, or other proprietary notice marked on the Content contained on the Site and/or in the Company Services or any digital rights management mechanism, device, or other content protection, copy control or access control measure associated with the Content contained in the Company Services including geo-filtering mechanisms.

– Mirror” any Contents contained on the Site or any other server.

– Use the Site and/or Company Services for any purpose that is unlawful or prohibited by the Agreement.

– Use the Site in any manner that could damage, disable, overburden, or impair the Site, or interfere with any other party’s use and enjoyment of the Site.

– Attempt to gain unauthorized access to the Site through hacking, password mining or any other means.

– Use technology or any other means that is not authorized by the Site to access, index, frame, or link to the Site or Company Services (including the Content) (including by removing disabling, bypassing, or circumventing any content protection or access control mechanisms intended to prevent the unauthorized download, stream capture, linking, framing, reproduction, access to, or distribution of Company Content).

– Access the Site or Company Services (including the Content) through any automated means, including “robots,” “spiders,” or “offline readers” (other than by individually performed searches on publicly accessible search engines for the sole purpose of, and solely to the extent necessary for, creating publicly available search indices – but not caches or archives – of the Site or other Company Service and excluding those search engines or indices that host, promote, or link primarily to infringing or unauthorized content.

– Use the Site and/or Company Services in any manner inconsistent with any and all Applicable Law.

You may make reference to us, our products and services in a purely descriptive capacity, but you must not represent in any way, expressly or by implication, that you have received the endorsement, sponsorship or support of the Site, Company Services, us or our brands, including its respective licensors, employees, agents, directors, officers and/or shareholders.

We provide the Site and Company Services in the United States of America. We do not represent that the Company Content or the Company Services are appropriate (or, in some cases, available) for use in other locations, and we do not guarantee that you will be able to access the Site and/or Company Services in any particular jurisdiction, either within or outside of the United States. If you use the Site or the Company Services from a jurisdiction other than the United States, you agree that you do so of your own initiative, and you are responsible for complying with local laws as applicable to your use of the Site or the Company Services.

Intellectual Property / DMCA

We respect the intellectual property of others and requires that our users do the same. We will respond expeditiously to claims of copyright infringement and reserve the right to remove or disable access to any Content that infringes the copyright of any person under the laws of the United States upon receipt of a notice that substantially complies with the requirements of 17 U.S.C. § 512(c)(3) as set forth below. We also have a policy that provides for the termination in appropriate circumstances of subscribers and users of Company Services who are repeat infringers.

If you believe that any material residing on or linked to from the Site or Company Services infringes your copyright, you must send our designated Copyright Agent a written notification of claimed infringement that contains substantially all of the following information:

(a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

(b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Company Services (such as the URL(s) of the claimed infringing material);

(c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and an email address;

(d) 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;

(e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on the owner’s behalf; and

(f) your physical or electronic signature.

This contact information is exclusively for the purpose of notifying us of claimed infringement. Please be advised that requests sent to the Copyright Agent without the appropriate subject line or for purposes other than communication about copyright claims may not be reviewed or responded to.

Third-Party Services

The Company Services may use or provide, or third parties may provide, links to other websites, applications, resources or other services created by third parties (“Third Party Services”). When you engage with a provider of a Third Party Service, you are interacting with the third party, not with us. If you choose to use a Third Party Service and share information with it, the provider of the Third Party Service may use and share your data in accordance with its privacy policy and your privacy settings on such Third Party Service. We encourage you not to provide any personally identifiable information to or through any Third Party Service unless you know and are comfortable with the party with whom you are interacting. In addition, the provider of the Third Party Service may use other parties to provide portions of the application or service to you, such as technology, development or payment services. While we vet our Third Party Services carefully, ultimately we are not responsible for and make no warranties, express or implied, as to the Third Party Services or the providers of such Third Party Services (including, but not limited to, the accuracy or completeness of the information provided by such Third Party Service or the privacy practices thereof). Inclusion of any Third Party Service or a link thereto on the Company Services does not imply approval or endorsement of the Third Party Service. We are not responsible for the content or practices of any websites other than the Company Services, even if the website links to the Company Services and even if it is operated by a Company Affiliate or a company otherwise connected with the Company Services. By using the Company Services, you acknowledge and agree that we are not responsible or liable to you for any content or other materials hosted and served from any website or service other than the Company Services. When you access Third Party Services, you do so at your own risk.

We take no responsibility for third party advertisements which are posted on the Site or other Company Services, nor do we take any responsibility for the goods or services provided by our advertisers.

Privacy Policy

Use of the Site and Company Services is also governed by our Privacy Policy located at [LINK], which is incorporated into and is a part of this Agreement by this reference.

Warranties / Limitations on Liability

The site and company services are provided “as-is” and “as available” and we do not guarantee or promise any specific results from use of or continuous availability thereof. To the fullest extent permitted by applicable law, we expressly disclaim any warranties and conditions of any kind, whether express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement, and warranties implied for a course of performance or course of dealing. Without limiting the generality of the foregoing, we make no warranty that your use of the site or company services will be uninterrupted, timely, secure or error-free, that defects to the site or company services will be corrected, that the site or company services or the servers on which they are available will be free of viruses or other harmful components, or that any information obtained by you on, through or in connection with the site or company services or third party services (including, but not limited to, through user content or third party advertisements) will be accurate, reliable, timely or complete. To the fullest extent permitted by applicable law we will not be responsible for any loss or damage (including but not limited to loss of data, property damage, personal injury or death) resulting from use of the site or company services, problems or technical malfunction in connection with use of the site or company services, attendance at a company event, any material downloaded or otherwise obtained in connection with the site or company services, any content, any third party advertisement or third party service transmitted on, through or in connection with the site or company services, or the conduct of any users of the site or company services, whether online or offline. Your use of content, third party advertisements, third party services and the goods or services provided by any third parties is solely your responsibility and at your own risk.

You acknowledge and agree that your use of the site and company services, and any information transmitted or received in connection therewith, may not be secure and may be intercepted by unauthorized parties. To the fullest extent permitted by applicable law you assume responsibility, to the fullest extent allowed by applicable law, for the entire cost of any maintenance, repair or correction to your computer system or other property or recovery or reconstruction of lost data necessitated by your use of the site or company services.

Notwithstanding anything to the contrary contained herein, to the fullest extent permitted by applicable law, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us for the site and/or company services during the term of your use thereof. To the fullest extent permitted by applicable law, we will not be liable to you or any third party for any damages other than the amount paid, if any, by you to company for the site and/or company services during the term of your use thereof, including any other general, direct, indirect, compensatory, consequential, exemplary, incidental, special or punitive damages, and including, without limitation, lost profit damages arising from your use of or inability to use the site or company services.

You acknowledge and agree that any damages you incur arising out of our acts or omissions or your use of the site or the company services are not irreparable and are insufficient to entitle you to an injunction or other equitable relief restricting the availability of or any person’s ability to access any portion of the site or the company services.

The limitations in this section apply whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if we have been advised of the possibility of any such damages.

Arbitration Agreement and Class Action Waiver

(1) Any Dispute (as defined herein) between us, regarding any aspect of your relationship with us, will be resolved in a binding, confidential, individual and fair arbitration process, and not in court. We both agree to give up the right to sue in court.

(2) The term “Dispute” is to be given the broadest possible meaning that will be enforced, and shall include any dispute, claim, demand, count, cause of action, or controversy between us, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort), or any other legal or equitable theory. The term “Dispute” specifically includes, but is not limited to, any disputes, actions, claims, or controversies between us that arise from or in any way relate to or concern any products or services provided by Company including but not limited to the Company Services (as defined above), this Arbitration Agreement, any other aspect of these Terms of Use (including their applicability and their conformance to applicable law), any billing disputes, and any disputes relating to telephonic, text message, or any other communications either of us received from the other. The only exceptions to this Arbitration Agreement are that (i) we each retain the right to sue in small claims court and (ii) we each may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights. Disputes over whether these exceptions apply shall be resolved by the court in which such action has been brought; all other disputes over arbitrability shall be resolved by the arbitrator.

(3) We each also agree to give up the ability to seek to represent, in a class action or otherwise, anyone but each of you and Company (see paragraph 9 below).

(4) There is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator must follow this Agreement. The arbitrator, however, can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief, or statutory damages) provided that they are recoverable under this Agreement.

(5) This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act, 9 U.S.C. §§ 1-16, governs the interpretation and enforcement of this Arbitration Agreement. This Arbitration Agreement shall survive termination of this Agreement.

(6) Any arbitration between us will be conducted by the Judicial Arbitration and Mediation Services, Inc. (“JAMS”), pursuant to the JAMS Streamlined Arbitration Rules & Procedures then in effect (the “JAMS Rules”), as modified by this agreement to arbitrate. The arbitration shall be conducted by a single, neutral arbitrator, and if we cannot agree on who that single arbitrator will be, the arbitrator will be appointed pursuant to the JAMS Rules, with our mutual participation and involvement pursuant to JAMS Rule 12. The JAMS Rules are available on its website at https://www.jamsadr.com/consumer-minimum-standards/. The Consumer Arbitration Minimum Standards are available at https://www.jamsadr.com/consumer-minimum-standards/. The arbitrator is bound by the terms of this Agreement.

Jurisdiction and Venue

This Agreement will be governed by, and construed in accordance with, the laws of the State of California, without regard to its conflict of law provisions.

Except with respect to Disputes to be resolved through an arbitration process in accordance with the Arbitration Agreement contained above, you and Company agree to submit to the exclusive jurisdiction of the courts located in Los Angeles, CA to resolve any Dispute arising out of the Agreement or the Company Services.

You hereby knowingly, voluntarily and intentionally waive any right you may have to a trial by jury in respect of any litigation (including, but not limited to, any claims, counterclaims, cross-claims, or third party claims) arising out of, under or in connection with this agreement.

You agree that any cause of action you may have arising out of or related to this agreement, the site or the company services must be commenced within one (1) year after such cause of action accrues. After such period, such cause of action shall be permanently barred.

Indemnification

You agree to indemnify and hold us, our Company Affiliates, producers of our Content, each advertiser, sponsor and their advertising agencies, subcontractors and other partners, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including, but not limited to, reasonable attorneys’ fees, made by any third party due to or arising out of or in connection with your use or misuse of the Site or the Company Services (including, without, limitation, any use of your account, whether or not authorized by you), your breach of this Agreement, your violation of any rights of another or any Content that you Transmit through the Company Services.

Miscellaneous

The failure of Company to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. The Section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. Except as otherwise expressly provided herein, if any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

You agree that any notices we may be required by Applicable Law to send to you will be effective once we publish such notices on the informational page(s) of the Site or Company Services.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Company as a result of this Agreement or your use of the Site or Company Services. A printed version of this Agreement and of any notice related to it shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent as other business documents and records originally generated and maintained in printed form.

Nothing contained in this Agreement limits our right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or Company Services or information provided to or gathered by us in connection with such use.