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Last Updated: September 20, 2018.
Welcome to the Master Wine Online website. The following Terms of Service apply to all users of
www.masterwineonline.com/, www.learn.masterwineonline.com and its associated websites,
subdomains, mobile versions, any associated applications and services (collectively, the “Site”),
which is operated by Jennifer Simonetti-Bryan, Inc. (“Master Wine Online,” “us” or “we”).
The Terms (as defined below) for the Site represent a legally binding agreement between you, an
individual user or a single entity (collectively or individually “Users”), and Master Wine Online
regarding your use of the Site. Together, Users and Master Wine Online are each referred to herein
individually as a “Party” or collectively as the “Parties.” When using the Site, you will be subject to
any additional posted guidelines or rules applicable to specific services and features which may be
posted from time to time on the Site (the “Guidelines”). All Guidelines are at this moment
incorporated by reference into these Terms of Service.
BEFORE USING THE SITE, PLEASE READ THE FOLLOWING TERMS OF SERVICE
CAREFULLY. BY REGISTERING FOR AND/OR ACCESSING, BROWSING, OR USING THE SITE,
YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND
BY THE FOLLOWING TERMS, INCLUDING THE GUIDELINES, AND ANY FUTURE
MODIFICATIONS (COLLECTIVELY, THE “TERMS OF SERVICE” OR “TERMS”). IF AT ANY TIME
YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF
1. Minors Prohibited. The Site is not directed to individuals under the legal drinking age of 21. If
there is no legal age for consuming alcohol, you must be over 21.
2. Privacy Notice. Your privacy is important to Master Wine Online. Master Wine Online’s Privacy
Policy is at this moment incorporated into these Terms by reference. Please read the privacy
policy carefully for information relating to Master Wine Online’s collection, use and disclosure of
your personal information.
3. Modification of the Terms. Master Wine Online reserves the right, at our discretion, to change,
modify, add, or remove portions of these Terms at any time for any reason, and we may notify
you of such changes through any of a variety of means, including a change to the “Last Updated”
date set forth above and other reasonable means to be determined at our discretion. All changes
shall be effective immediately. Please check these Terms periodically for changes. Your
continued use of the Site after the posting of changes constitutes your binding acceptance of
4. Site Access, Linking. Master Wine Online grants you permission to use the Master Wine Online
Site as set forth in these Terms, provided that and for so long as (i) you use the Site solely for
your personal, non-commercial use; (ii) except as expressly permitted in these Terms, you do
not download, reproduce, redistribute, retransmit, publish, resell, distribute, publicly display or
otherwise use or exploit any portion of the Site in any medium without Master Wine Online’s prior
written authorization; (iii) you do not alter or modify any part of the Site other than as may be
reasonably necessary to use the Site for its intended purposes; (iv) you do not engage in any of
the prohibited uses described in Section 10 below; and (v) you otherwise fully comply with these
Terms. The Site is controlled and offered by Master Wine Online from its facilities in New York in
the United States of America. Master Wine Online makes no representations that the Site is
appropriate or available for use in other locations. If you are accessing or using the Master Wine
Online Site from other jurisdictions, you do so at your risk, and you are responsible for
compliance with local laws.
5. Ownership; Proprietary Rights.
(a) General. The Site, including the content, interactive features, audio, video, audio-visual
material, information, graphics, design, compilation, computer code, products, software, services,
proprietary information, copyrights, service marks, trademarks, trade names, distinctive
information such as logos, the selection, sequence, “look and feel” and arrangement of items,
and all other elements of the Site that are provided by Master Wine Online (“Master Wine Online
Materials”) are owned and/or licensed by Master Wine Online and are legally protected, without
limitation, under U.S. federal and state laws and regulations, as well as applicable foreign laws,
regulations and treaties. Master Wine Online Materials do not include Non-Master Wine Online
Content (as defined below). Except as expressly authorized by Master Wine Online, you agree
not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit,
adapt, create derivative works from, or otherwise make unauthorized use of the Site or the
Master Wine Online Materials. Master Wine Online reserves all rights not expressly granted in
these Terms. You shall not acquire any right, title, or interest to the Master Wine Online Materials,
except for the limited rights expressly set forth in these Terms.
(b) Apps and Other Downloadable Software. If any of the Master Wine Online Materials that we
make available to you is software capable of being downloaded, then the software and all files,
images and data relating to the software will be licensed to you by us. This license is a personal,
limited, non-transferable, non-sublicensable, revocable license, and we reserve the right to alter
or revoke the license at any time by providing notice to you. Upon receiving notice of revocation,
you must destroy all copies of the software in your possession and/or residing on systems under
your control. You do not own the downloaded software, and we do not transfer ownership of the
software to you. We retain full ownership of and title to the downloaded software and all
intellectual property rights related to the software. You may not redistribute, sell, decompile,
reverse engineer, disassemble, or otherwise reduce the software to a human-perceivable
form. Software that is downloaded from the Site is subject to United States export control
laws. If you download software from the Site, you represent and warrant to us that you are not
acting in violation of those laws.
6. User Content.
(a) General. The Site may now or in the future permit you and other Users to post or link media,
text, audio and video recordings, photos, graphics, commentary or other information or content
(“User Content”), and to host and/or share such User Content. User Content is controlled by
Master Wine Online. Master Wine Online makes no representations that your User Content will
remain available via the Site in any way. We may remove your User Content at our sole
discretion. YOU UNDERSTAND THAT ANY USER CONTENT THAT YOU POST FOR
VIEWING ON THE SITE IS MADE PUBLICLY AVAILABLE TO USERS OF THE SITE, AND
Master Wine Online DOES NOT GUARANTEE ANY CONFIDENTIALITY WITH RESPECT TO
ANY SUCH USER CONTENT, NOR DOES IT GUARANTEE THAT YOUR INTELLECTUAL OR
PROPRIETARY RIGHTS IN SUCH USER CONTENT WILL NOT BE INFRINGED OR
(b) Grant of Rights. By submitting User Content to Master Wine Online, you hereby grant Master
Wine Online a worldwide, non-exclusive, fully paid-up, royalty-free, transferable license, with the
right to grant and authorize sublicenses, to use, reproduce, distribute, modify, adapt, translate,
prepare derivative works of, display, perform, and otherwise exploit your User Content in
connection with the Site and Master Wine Online’s (and its successor’s, transferees’,
sublicensees’ and their respective affiliates’) business, including without limitation for promoting
and redistributing part or all of the Site (and derivative works thereof) in any media formats and
through any media channels or through merchandising. You grant Master Wine Online,
transferees and sublicensees (and their respective affiliates) the right to use the name that you
submit in connection with such User Content if they choose. You also agree to irrevocably waive
(and cause to be waived) any claims and assertions of moral rights or attribution with respect to
your User Content. You also hereby grant to each User of the Site a non-exclusive license to
access your User Content through the Site, and to use, reproduce, distribute, modify, adapt,
translate, prepare derivative works of, display, and perform such User Content as permitted by
the functionality of the Site and these Terms. The above licenses granted by you in User
Content you submit to the Site shall be perpetual and irrevocable, except that with
respect to any User Content that you have removed or deleted while maintaining your Site
user account, or any User Content following any deactivation or deletion of your Site user
account, you may specifically notify Master Wine Online regarding the termination of the
foregoing license from you to Master Wine Online, specifically identifying the item(s) of
User Content to which such termination applies, in which case the foregoing license will
terminate within a commercially reasonable time after you provide such notice to Master
Wine Online. You understand and agree, however, that even following such termination, Master
Wine Online may retain, but not display or perform, server copies of such User
Content. Notwithstanding anything to the contrary herein, the above licenses granted by you in
user comments you submit are perpetual and irrevocable.
(c) Your Representations and Warranties Regarding User Content. You shall be solely
responsible for your own User Content and the consequences of posting such User Content. In
connection with User Content, you affirm, represent, and/or warrant that: (i) your User Content is
not confidential or secret, (ii) you own, or have the necessary licenses, rights, consents, and
permissions to use and authorize Master Wine Online to use, all patent, trademark, copyright, or
other proprietary rights in and to any and all User Content to enable inclusion and use of User
Content in the manner contemplated by Master Wine Online and these Terms, and to grant the
rights and license set forth in this Section, and (iii) your User Content, Master Wine Onlines use
of such User Content pursuant to these Terms, and Master Wine Online’s exercise of the license
rights set forth in this Section, do not and will not: (A) infringe, violate, or misappropriate any
third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy
right, right of publicity, or any other intellectual property or proprietary right; (B) slander, defame,
libel, or invade the right of privacy, publicity or other property rights of any other person; or (C)
violate any applicable law or regulation, (iv) you have no expectation of compensation or
confidentiality of any nature with respect to your User Content and we, our affiliates, our
licensors and/or their affiliates may already have projects under consideration or are
independently developing projects that are similar to your User Content; and (v) you shall
indemnify and hold us harmless from and against any and all claims, actions and damages
(including, without limitation, court costs, legal fees, accounting fees and amounts paid in
settlement) that are related to or result from your use of the Site, your User Content or its posting
on, or submission to, the Site, and/or your violation of these Terms or your representations and
warranties hereunder. You will cooperate as fully as reasonably required in the defense of any
such claim or action; however, we reserve the right, at our own expense, to assume the
exclusive defense and control of any mater subject to indemnification by you.
(d) Prohibited Uses of User Content. Except as otherwise permitted by these Terms, in
connection with your User Content, you further agree that you will not publish, post, submit,
transmit through or otherwise make available to the Site: (i) any falsehoods or
misrepresentations that could damage Master Wine Online or any third party; (iii) any material
which is unlawful, defamatory, libelous, slanderous, pornographic, obscene, abusive, profane,
vulgar, sexually explicit, threatening, harassing, harmful, hateful, racially or ethnically offensive
or otherwise objectionable, or which encourages conduct that would be considered a criminal
offense, give rise to civil liability, violate any law or any right of privacy or publicity, or is
otherwise inappropriate; (iv) advertisements or solicitations of business, products, or services; or
(v) any material that would be harmful to minors in any manner.
(e) No Responsibility for User Content. With the exception of the limited license granted above,
we do not obtain or control any rights in, and do not exert editorial control over, User Content.
Nothing herein obligates us to verify, and we have not necessarily verified, the representations
and warranties made by Users with respect to such User Content.
7. Non-Master Wine Online Content Disclaimer. You understand that when using the Site you
will be exposed to User Content, advertising and other third party content (together, the “NonMaster Wine Online Content”) from a variety of sources and that you may be exposed to NonMaster Wine Online Content that is inaccurate, offensive, indecent, or otherwise objectionable.
Master Wine Online does not endorse any Non-Master Wine Online Content or any opinion,
recommendation, or advice expressed therein. Under no circumstances will Master Wine Online
be liable in any way for or in connection with the Non-Master Wine Online Content, including, but
not limited to, for any inaccuracies, errors or omissions in any Non-Master Wine Online Content,
any intellectual property infringement or misappropriation with regard to any Non-Master Wine
Online Content, or for any loss or damage of any kind incurred as a result of the use of any NonMaster Wine Online Content posted, emailed or otherwise displayed or transmitted through the
8. Non-Monitoring of Users and Non-Master Wine Online Content. You understand that you,
and not Master Wine Online, are entirely responsible for all User Content that you upload, post,
e-mail, transmit or otherwise make available through the Site. Master Wine Online does not
control Non-Master Wine Online Content posted by Users or otherwise made available by other
persons or entities and does not have any obligation to monitor such Non-Master Wine Online
Content for any purpose. If at any time Master Wine Online chooses, in its sole discretion, to
monitor the Non-Master Wine Online Content, Master Wine Online nonetheless assumes no
responsibility for the Non-Master Wine Online Content, no obligation to modify or remove any
inappropriate Non-Master Wine Online Content, no obligation to continue to monitor the NonMaster Wine Online Content and no responsibility for the conduct of the User or other person or
entity submitting any such Non-Master Wine Online Content. You agree that you must evaluate,
and bear all risks associated with the use of any User Content or other Non-Master Wine Online
Content, including any reliance on the accuracy, completeness, usefulness, non-infringement or
legality of such User Content or other Non-Master Wine Online Content.
9. Removal of Non-Master Wine Online Content. Master Wine Online and its designees shall
have the right (but not the obligation) in their sole discretion to refuse to post or remove any NonMaster Wine Online Content that is available on the Site in whole or in part at any time for any
reason or no reason, with or without notice and with no liability of any kind.
10. Prohibited Uses of the Site.
(a) As a condition of your use of the Site, you hereby represent and warrant that you will not use
the Site for any purpose that is unlawful or prohibited (including, without limitation, the
prohibitions in this Section) by these Terms.
(b) Any use by you of any of the Master Wine Online Materials and Site other than for your
personal use is strictly prohibited. You agree not to reproduce, duplicate, copy, sell, trade, resell,
distribute, or exploit any portion of the Site, use of the Site, access to the Site, or Non-Master
Wine Online Content obtained through the Site, for any purpose other than for your personal use.
(c) Except as expressly provided in Section 6, you agree not to create derivative works of the
Site content, including, without limitation, montages, mash-ups and similar videos, wallpaper,
desktop themes, greeting cards or merchandise, unless permitted under these Terms or with the
prior written authorization of Master Wine Online and any applicable licensors.
(d) You agree not to use the Site if you do not meet the eligibility requirements described in
Section 1 above.
(e) You agree not to defame, harass, abuse, threaten, stalk or defraud Users of the Site, or
collect, or attempt to collect, personal information about Users or third parties without their
(f) You agree not to intentionally interfere with or damage, impair or disable the operation of the
Site or any User’s enjoyment of it by any means, including but not limited to uploading or
otherwise disseminating viruses, worms, spyware, adware, or other malicious code, or placing a
disproportionate load on the Site with the intended result of denying service to other Users.
(g) You agree not to remove, circumvent, disable, damage or otherwise interfere with any
security- related features of the Site, features that prevent or restrict the use or copying of any
part of the Site, or features that enforce limitations on the use of the Site.
(h) You agree not to attempt to gain unauthorized access to the Site or any part of it, including
gaining access or attempting to gain access to another user’s account, computer systems or
networks connected to the Site or any part of it, through hacking, password mining or any other
means or interfere or attempt to interfere with the proper working of the Site or any activities
conducted through the Site.
(i) You agree not to obtain or attempt to obtain any materials or information through any means
not intentionally made available through the Site. You agree neither to modify the Site in any
manner or form (other than contributing User Content as enabled by the Site’s functionality and
in accordance with these Terms), nor to use modified versions of the Site, including (without
limitation) for the purpose of obtaining unauthorized access to the Site or for the removal of any
proprietary notices or labels on the Site.
(j) You agree that you will not use any robot, spider, scraper, or other automated means to
access the Site for any purpose without our express prior written permission or bypass our robot
exclusion headers or other measures we may use to prevent or restrict access to the Site.
(k) You agree not to utilize framing techniques to enclose any trademark, logo or other Master
Wine Online Materials without our express prior written consent. You agree not to use any Meta
tags or any other “hidden text” utilizing Master Wine Online’s name or trademarks without Master
Wine Online’s express prior written consent.
(l) You agree not to use any Master Wine Online logos, graphics, or trademarks as part of the
link without our express prior written consent.
(m) You agree not to sell, rent, lease, distribute, broadcast, sublicense or otherwise assign any
right to the Site to any third party.
(n) You agree not to make unsolicited offers, advertisements, proposals, or send junk mail or
spam to other users of the Site or to insert your own or a third party’s advertising, branding or
other promotional content on the Site. This includes, but is not limited to, unsolicited advertising,
promotional materials or other solicitation material, bulk mailing of commercial advertising, chain
mail, informational announcements, charity requests, and petitions for signatures.
(o) You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover
the source code of the Site or any part thereof, except and only to the extent that such activity is
expressly permitted by applicable law notwithstanding this limitation.
(p) You agree not to use the Site in any manner that could interrupt, damage, disable,
overburden or impair the Site, or interfere with any other party’s use and enjoyment of the Site,
including, without limitation, sending mass unsolicited messages or “flooding” servers.
(q) You agree not to modify, adapt, translate, or create derivative works based upon the Site or
any part thereof, except and only to the extent that such activity is expressly permitted by
applicable law notwithstanding this limitation.
(r) You agree not to impersonate another person or entity, or falsely state or otherwise
misrepresent your affiliation with a person or entity.
(s) You agree not to use the Site to “stalk” or otherwise harass or harm another in any way.
(t) You agree not to post, transmit or otherwise disseminate through the Site any User Content
that, as we determine in our sole discretion: (i) is unlawful, harmful, harassing, fraudulent,
threatening, abusive, libelous, defamatory, vulgar, obscene, hateful, or racially, ethnically or
otherwise objectionable, or infringes our or any third party’s intellectual property or other rights,
(ii) is derogatory or harmful to our reputation, the reputation of our licensors, or any of our or their
respective officers, members, employees, representatives, licensors and/or suppliers, in any way;
(iii) may incite violence or other unlawful activity; or (iv) is harmful to children in any manner.
Unauthorized or prohibited use of the Site or the Master Wine Online Materials may subject you
to civil liability, criminal prosecution, or both under federal, state and local laws.
11. Account Information. In order to access some features of the Site, you may have to create an
account. When any of the Site content or functions on the Site require you to register with us, or
otherwise provide user information, you must complete the registration process by providing us
with complete and accurate account information. You grant to us and to all other persons and
entities involved in the operation of the Site the right to use, store, monitor, retrieve and transmit
your account information in connection with the operation of the Site and as otherwise provided
herein. Our information collection and use policies with respect to the privacy of your account
reference for all purposes. You acknowledge, consent, and agree that Master Wine Online may
access, preserve and disclose your account information and User Content if required to do so by
law or in a good-faith belief that such access preservation or disclosure is reasonably necessary
to (a) comply with legal process; (b) enforce the Terms; (c) respond to any claim that User
Content violates the rights of third parties; (d) provide certain customized features of the Site to
you, if any; (e) respond if you contact Master Wine Online for any reason; or (f) protect the rights,
property, or personal safety of Master Wine Online, its other Users, and the public. You may
cancel your account with us at any time by following the instructions on the Site. If you
voluntarily terminate your account or allow your account to lapse, you may reactivate your
account at any time through the user account section of the Site. Accounts terminated by us for
any type of abuse including, without limitation, a violation of these Terms, may not be reactivated.
We reserve the right to immediately terminate your account in our sole discretion, and without
prior notice to you if, for example, you violate the Terms. Without limiting the foregoing, if you are
a repeat copyright infringer, we will, in appropriate circumstances, permanently terminate your
account and remove all of your User Content from the Site.
12. Purchases. We may offer products and services for sale on the Site such as live and recorded
webinars, online courses and a monthly membership program. Please carefully read all pricing
terms available in the areas of the Site that allow you to make purchases. Your use of the Site
includes the ability to enter into agreements and/or make transactions electronically. You
acknowledge that entering into a transaction electronically (including without limitation all records
relating to such transactions) constitutes your agreement and intent to be bound by and to pay
for such agreements and transactions. Master Wine Online is not responsible for typographic
errors. Some aspects of the Site may require you to pay a fee, the details of which are available
in various areas of the Site that feature the ability to purchase products, features or services.
You agree to pay all fees and applicable taxes incurred by you or anyone using your account.
We may revise the pricing for products, services or features offered through the Site at any time.
Unless otherwise noted, all currency references are in U.S. dollars. All fees and charges are
payable in accordance with payment terms in effect at the time the fee or the charge becomes
payable. If there is a dispute regarding payment of fees to, or products or services provided by,
us, your account may be closed without warning or notice at our sole discretion. EXCEPT AS
OTHERWISE SET FORTH IN ANY RETURN POLICY OR CANCELLATION POLICY
APPLICABLE TO OUR FEE-BASED PRODUCTS, SERVICES OR FEATURES, YOU
ACKNOWLEDGE AND AGREE THAT ANY APPLICABLE FEES AND OTHER CHARGES FOR
FEE-BASED PRODUCTS, SERVICES OR FEATURES ARE NOT REFUNDABLE IN WHOLE
OR IN PART. YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT,
INCLUDING ANY UNAUTHORIZED CHARGES.
13. Password. If you register, you will be asked to provide a password. As you will be responsible
for all activities that occur under your password, you should keep your password confidential.
You are solely responsible for maintaining the confidentiality of your account and password and
for restricting access to your computer, and you agree to accept responsibility for all activities
that occur under your account or password. If you have reason to believe that your account is no
longer secure (for example, in the event of a loss, theft, or unauthorized disclosure or use of your
account ID or password), you shall immediately notify Master Wine Online. YOU ARE SOLELY
LIABLE FOR LOSSES INCURRED BY YOU, Master Wine Online OR OTHERS DUE TO ANY
UNAUTHORIZED USE OF YOUR ACCOUNT.
14. Dealings with Advertisers and other Users. Your correspondence or business dealings with,
or participation in promotions of, advertisers and other Users found on or through the Site are
solely between you and such advertiser or User. YOU AGREE THAT Master Wine Online WILL
NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED
AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF
SUCH ADVERTISERS OR USERS ON THE SITE.
15. Links and Third Party Websites.
(a) Linking to the Site. You agree that if you include a link from any other web site to the Site,
such link shall open in a new browser window and shall link to the full version of an HTML
formatted page of the Site. You are not permitted to link directly to any image hosted on the Site,
such as using an “in-line” linking method to cause the image hosted on the Site to be displayed
on another web site. You agree not to download or use images hosted on the Site on another
web site, for any purpose, including, without limitation, posting such images on another web
site. You agree not to link from any other web site in any manner such that the Site, or any page
of the Site, is “framed,” surrounded or obfuscated by any third party content, materials or
branding. We reserve all of our rights under the law to insist that any link to the Site be
discontinued, and to revoke your right to link to the Site from any other web site at any time.
(b) Reference Sites. Master Wine Online, Users and other third parties may provide links on the
Site to other sites, including the content therein (“Reference Sites”). Master Wine Online has no
control over such Reference Sites or their content, and therefore makes no claim or
representation regarding, and expressly disclaims responsibility for, the accuracy, quality,
legality, nature, availability, or reliability of Reference Sites or other content linked to by the
Site. Master Wine Online provides links to you only as a convenience, and the inclusion of any
link on the Site does not imply our affiliation, endorsement, or adoption of the linked Reference
Site or other content or any information therein. If you choose to correspond or engage in
transactions with any other person, organization or business found on or through the Site, you
acknowledge and agree that we are not a party to, and will not be responsible for, your
interaction with such person, organization or business, including its treatment of your information,
your User Content, and/or the terms and conditions applicable to any transaction between you
and such third party. You agree that we have no responsibility or liability for any loss or damage
of any kind that you may suffer as the result of any such interaction or the presence of such
person, organizations or businesses on the Site. ACCESS AND USE OF REFERENCE SITES,
INCLUDING THE INFORMATION, CONTENT, MATERIAL, PRODUCTS, AND SERVICES ON
REFERENCE SITES OR AVAILABLE THROUGH REFERENCE SITES, IS SOLELY AT YOUR
OWN RISK. Our terms and policies do not govern your use of any site other than the Site. You
should review applicable terms and policies, including the privacy and data gathering practices,
of any Reference Sites.
16. Purchases on Third Party Websites. In addition to purchases on the Site, the Site may permit
you to make purchases of products or services through third party websites. The terms
associated with your transactions for these services and/or products are subject to the terms and
conditions and privacy policies of the third party websites. If you have problems or questions
regarding a transaction with a third party website, please contact the third party website directly.
17. Service Availability. Master Wine Online may make changes to or discontinue any of the media,
web communities, products, or services available on the Site at any time, and without notice.
The media, products, or services on the Site may be out of date, and Master Wine Online makes
no commitment to update these materials on the Site.
18. Feedback. You agree that with respect to any feedback, analysis, suggestions and comments to
Master Wine Online provided by you (collectively, “Feedback”), IN CONSIDERATION OF Master
Wine Online PROVIDING ACCESS TO THE SITE FREE OF CHARGE, USER HEREBY
GRANTS TO Master Wine Online THE EXCLUSIVE PERPETUAL, IRREVOCABLE AND
WORLDWIDE RIGHT TO USE, COPY, DISPLAY, PERFORM, TRANSLATE, MODIFY,
LICENSE, SUBLICENSE AND OTHERWISE EXPLOIT ALL OR PART OF THE FEEDBACK OR
ANY DERIVATIVE THEREOF IN ANY EMBODIMENT, MANNER OR MEDIA NOW KNOWN OR
HEREAFTER DEVISED WITHOUT ANY REMUNERATION, COMPENSATION OR CREDIT TO
USER. User represents and warrants that User has the right to make the foregoing grant to
Master Wine Online and that any Feedback which is provided by User to Master Wine Online
does not infringe any third-party intellectual property rights. Notwithstanding the foregoing,
Master Wine Online grants to you a non-exclusive, non-transferable, non-sublicensable, worldwide, perpetual and irrevocable license to use the Feedback for your own personal, noncommercial purposes that do not compete, directly or indirectly, with our use of such Feedback.
19. Affiliate Program.
(a) In the event that Company secures a client as a result of an Affiliate referral, Company shall
pay the Affiliate a commission (“Commission”) for each purchased service (“Sale”) made with the
Affiliate’s unique promotional code (the “Affiliate Promotional Code”). In order to receive the
Commission in connection with the Sale, the Affiliate Promotional Code must be recorded in the
Promo Section on the payment screen by the Affiliate’s referral. Company is not obligated to pay
a Commission if the referral omits the Affiliate Promotional Code. Commissions shall be remitted
approximately every thirty (30) days after the prior period. Company reserves the right to modify
the payment schedule a long as notice is posted on Company’s Site. If Commission does not
exceed Twenty Dollars ($20) for the Affiliate (the “Minimum Amount”) during a prior period,
Company reserves the right to hold payment until Commissions accumulate to the applicable
Minimum Amount. Company shall make all payments in U.S. dollars. If a Sale is canceled (or
refunded), the related Commission will be deducted from the next payment of Commission.
Company reserves the right to approve all Affiliate applications.
(b) Affiliate Promotional Code. Company shall automatically issue to Affiliate, an Affiliate
Promotional Code, which allows Company to identify visitors from the Affiliate’s website as
originating from Affiliate. These visitors are tracked with this unique Affiliate Promotional Code.
Company reserves all rights in or to its trademarks and service marks. Affiliate may not use any
trademark or service marks of Company in any way, including, but not limited to, registering
internet domain names. The Affiliate may not display Company’s logo, image or trademark in a
manner which may be reasonably construed as distasteful, defamatory or misrepresentative.
Affiliate may not misrepresent Company’s products or services. Affiliate agrees to not send
unsolicited mail or SPAM mail to promote any of Company’s products or services. Affiliate
understands and agrees that such action will result in immediate termination of Affiliate’s account
with a cancellation of pending Commissions. Affiliate also understands and agrees that such
action will be in violation of this Agreement and subject to legal action.
(c) Prohibited Sites. Affiliate may not use or utilize sites that promote sexually explicit material or
violence. Affiliate also may not use or utilize sites that promote discrimination based on race, sex,
religion, national origin and physical disability. Affiliate represents and warrants that its site does
not directly promote or endorse the foregoing.
(d) Term and Termination. This Agreement remains in effect until terminated in writing by either
party. Commissions earned through the date of expiration or cancellation of this Agreement will
remain payable only if the sales are not cancelled or refunded by the referred customers.
Company reserves the right to withhold payment of the final Commission payment to the Affiliate
in order to ensure that the correct amount is paid. Upon cancellation or termination of the
Agreement, outstanding Commissions for current period at time of cancellation shall be paid in
the next Commission payment so long as the Affiliate has not breach any terms of this
(e) Disclaimer. Company shall use reasonable efforts to track and pay Commissions for all sales
that apply to Affiliate. Notwithstanding the foregoing, Affiliate understands and agrees that
Company is not responsible for technical problems, acts by third parties, or other events outside
our reasonable control which may temporarily disrupt or diminish Commissions payments made
(f) Privacy. Company shall not provide identifying customer information to Affiliate.
Notwithstanding the foregoing, Company may, in its sole discretion, provide an online report
detailing price, service, date of sale and similar data for Affiliate’s records.
(g) Independent Contractor. Each party shall function at all times as an independent contractor,
and not as an employee, agent, partner or joint venture of the other party. You further
acknowledge that by submitting User Content or other Non-Company Content, no confidential,
fiduciary, contractually implied or other relationship is created between you and Company other
than pursuant to these Terms. Each party shall be solely responsible for all liabilities arising from
its employees. Affiliates are not employees of Company and is responsible for its own local,
state or county taxes.
(h) Limitation of Damages. Company shall not be held liable for any indirect, incidental, special
or consequential damages or any loss of revenue or profits arising under or with respect to this
Agreement or the program shall in no event exceed the total Commissions paid or payable by
Company to Affiliate under this Agreement. Affiliate understands and agrees that Affiliate
tracking mat not always be completely accurate and Company is not responsible for
inaccuracies that might occur beyond its control.
20. Terms of Service Violations; Termination. You agree that Master Wine Online, in its sole
discretion, may terminate any account (or any part thereof) you may have through the Site or
your use of the Site, and remove and discard all or any part of your account or any User Content.
You agree that your access to the Site or any account you may have or portion thereof may be
terminated without prior notice, and you agree that Master Wine Online shall not be liable to you
or any third-party for any such termination. Master Wine Online reserves the right to modify,
suspend or discontinue the Site and/or access to it at any time and without notice to you, and
Master Wine Online will not be liable to you should it exercise such rights, even if your use of the
Site is impacted by the change. These remedies are in addition to any other remedies Master
Wine Online may have at law or in equity.
21. INDEMNIFICATION; HOLD HARMLESS. YOU AGREE TO INDEMNIFY AND HOLD
HARMLESS MASTER WINE ONLINE AND ITS OFFICERS, DIRECTORS, EMPLOYEES,
AGENTS AND REPRESENTATIVES FROM ANY AND ALL CLAIMS, LOSSES, OBLIGATIONS,
DAMAGES, LIABILITIES, COSTS, DEBT, AND EXPENSES (INCLUDING ATTORNEY’S FEES)
ARISING OUT OF (I) YOUR USE OR MISUSE OF THE SITE; (II) YOUR USER CONTENT,
INCLUDING MASTER WINE ONLINE’S USE, DISPLAY OR OTHER EXERCISE OF ITS
LICENSE RIGHTS GRANTED HEREIN WITH RESPECT TO YOUR USER CONTENT; (III)
YOUR VIOLATION OF THESE TERMS; (IV) YOUR VIOLATION OF THE RIGHTS OF ANY
OTHER PERSON OR ENTITY, INCLUDING CLAIMS THAT ANY USER CONTENT INFRINGES
OR VIOLATES ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHTS; (V) YOUR
BREACH OF THE FOREGOING REPRESENTATIONS, WARRANTIES, AND COVENANTS;
AND (VI) ANY UNAUTHORIZED USE OF YOUR ACCOUNT NOT CAUSED BY MASTER WINE
ONLINE. MASTER WINE ONLINE RESERVES THE RIGHT, AT YOUR EXPENSE, TO
ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER FOR WHICH YOU
ARE REQUIRED TO INDEMNIFY US AND YOU AGREE TO COOPERATE WITH OUR
DEFENSE OF THESE CLAIMS. YOU AGREE NOT TO SETTLE ANY MATTER GIVING RISE
TO YOUR INDEMNIFICATION OBLIGATIONS WITHOUT THE PRIOR WRITTEN CONSENT
OF MASTER WINE ONLINE. MASTER WINE ONLINE WILL USE REASONABLE EFFORTS
TO NOTIFY YOU OF ANY SUCH CLAIM, ACTION, OR PROCEEDING UPON BECOMING
AWARE OF IT.
22. DISCLAIMERS; NO WARRANTIES.
(a) ACKNOWLEDGMENT. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS
SECTION 22, AND SECTIONS 23 AND 24 BELOW, THE TERM MASTER WINE ONLINE
INCLUDES EACH OF ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS,
MEMBERS, AGENTS AND SUBCONTRACTORS.
(b) NO WARRANTIES. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO
APPLICABLE LAW, MASTER WINE ONLINE DISCLAIMS ALL WARRANTIES, STATUTORY,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT OF PROPRIETARY RIGHTS. NO ADVICE OR INFORMATION, WHETHER
ORAL OR WRITTEN, OBTAINED BY YOU FROM MASTER WINE ONLINE OR THROUGH
THE SITE, WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
(c) “AS IS” AND “AS AVAILABLE” AND “WITH ALL FAULTS.” YOU EXPRESSLY AGREE
THAT THE USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE, MASTER WINE ONLINE
MATERIALS, USER CONTENT, NON-MASTER WINE ONLINE CONTENT, AND ANY OTHER
THIRD-PARTY MEDIA, CONTENT, SOFTWARE, GOODS, SERVICES OR APPLICATIONS
MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SITE ARE PROVIDED ON
AN “AS IS” AND “AS AVAILABLE,” “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES
OR REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED.
(d) WEBSITE OPERATION AND NON-MASTER WINE ONLINE CONTENT. MASTER WINE
ONLINE DOES NOT WARRANT THAT THE MASTER WINE ONLINE MATERIALS, USER
CONTENT, NON-MASTER WINE ONLINE CONTENT, SITE, OR ANY OTHER INFORMATION
OFFERED ON OR THROUGH THE SITE OR ANY REFERENCE SITES WILL BE
UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL
COMPONENTS AND DOES NOT WARRANT THAT ANY OF THE FOREGOING WILL BE
(e) ACCURACY. MASTER WINE ONLINE DOES NOT WARRANT OR MAKE ANY
REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE
OR ANY REFERENCE SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR
(f) HARM TO YOUR COMPUTER. YOU UNDERSTAND AND AGREE THAT YOUR USING,
ACCESSING, DOWNLOADING, OR OTHERWISE OBTAINING INFORMATION, MATERIALS,
OR DATA THROUGH THE SITE (INCLUDING RSS FEEDS) OR ANY REFERENCE SITES IS
AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE
FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR
LOSS OF DATA THAT RESULTS FROM THE USE OR DOWNLOAD OF, OR OTHER ACCESS
TO SUCH MATERIAL OR DATA.
(g) ANY HEALTH AND WELLNESS CONTENT AND OR INFORMATION IS DESIGNED FOR
EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY AND DOES NOT AND IS NOT
INTENDED AS MEDICAL ADVICE, TO SERVE AS A SUBSTITUTE FOR MEDICAL ADVICE
AND DOES NOT CONSTITUTE THE PRACTICE OF MEDICINE. YOUR USE OF THE SITE
DOES NOT CREATE A DOCTOR / PATIENT RELATIONSHIP. THE SITE DOES NOT OFFER
MEDICAL ADVICE AND NOTHING CONTAINED IN THE CONTENT IS INTENDED TO
CONSTITUTE PROFESSIONAL ADVICE FOR MEDICAL DIAGNOSIS OR TREATMENT. USE
OF THE SITE DOES NOT REPLACE MEDICAL CONSULTATIONS WITH A QUALIFIED
HEALTH OR MEDICAL PROFESSIONAL TO MEET THE HEALTH AND MEDICAL NEEDS OF
YOU OR ANY OTHER PARTY. MASTER WINE ONLINE DISCLAIMS ALL RESPONSIBILITY
FOR THE PROFESSIONAL QUALIFICATIONS AND LICENSING OF, AND SERVICES
PROVIDED BY, ANY PHYSICIAN OR OTHER HEALTH PROVIDER REFERRED TO ON THE
SITE AND/OR ANY THIRD PARTY WEBSITE. NEVER DISREGARD THE MEDICAL ADVICE
OF A PHYSICIAN OR HEALTH PROFESSIONAL, OR DELAY IN SEEKING SUCH ADVICE,
BECAUSE OF SOMETHING YOU READ ON THE SITE. ALTHOUGH MASTER WINE ONLINE
STRIVES TO ENSURE THAT THE INFORMATION MASTER WINE ONLINE PROVIDES ON
THE SITE IS CORRECT, MASTER WINE ONLINE CANNOT GUARANTEE THAT IT IS
ALWAYS ACCURATE AND UP-TO-DATE. MASTER WINE ONLINE OFFERS THE SITE AS IS
AND WITHOUT ANY WARRANTIES.
23. LIMITATION OF LIABILITY AND DAMAGES.
(a) LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES, AND UNDER NO LEGAL
THEORY, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL MASTER WINE
ONLINE OR ITS THIRD PARTY COLLABORATORS, LICENSORS OR SUPPLIERS, BE
LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY
DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DATA OR USE OR
COST OF COVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT
FROM YOUR USE OF, OR THE INABILITY TO USE, THE MASTER WINE ONLINE
MATERIALS AND USER CONTENT ON THE SITE OR ANY REFERENCE SITES, THE SITE
ITSELF, OR ANY OTHER INTERACTIONS WITH MASTER WINE ONLINE, EVEN IF MASTER
WINE ONLINE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(b) LIMITATION OF DAMAGES. IN NO EVENT SHALL MASTER WINE ONLINE OR ITS
THIRD PARTY COLLABORATORS, LICENSORS OR SUPPLIERS’ TOTAL LIABILITY TO YOU
FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING
TO THESE TERMS OR YOUR USE OF THE SITE (WHETHER IN CONTRACT, TORT
(INCLUDING NEGLIGENCE), WARRANTY, OR OTHERWISE) EXCEED THE LESSOR OF
ONE HUNDRED DOLLARS (USD $100) OR ONE-HALF OF THE ANNUAL FEES PAID BY
YOU TO MASTER WINE ONLINE (IF APPLICABLE) IN THE TWELVE (12) MONTHS
IMMEDIATELY PRECEDING THE DATE THAT SUCH CLAIM AROSE.
(c) THIRD PARTY PRODUCTS AND SERVICES. SOME USERS MAY USE THE SITE TO
MARKET PRODUCTS AND/OR SERVICES. THE ABOVE LIMITATIONS SHALL ALSO APPLY
WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY SUCH PRODUCTS OR
SERVICES MARKETED, SOLD OR PROVIDED BY USERS, OR OTHERWISE BY THIRD
PARTIES OTHER THAN MASTER WINE ONLINE AND RECEIVED BY YOU THROUGH OR
ADVERTISED ON THE SITE OR THIRD PARTY SITES, INCLUDING WITHOUT LIMITATION
ANY REFERENCE SITES.
24. LIMITATIONS BY APPLICABLE LAW; BASIS OF THE BARGAIN.
(a) LIMITATIONS BY APPLICABLE LAW. CERTAIN JURISDICTIONS DO NOT ALLOW
LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF
CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE
ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND
YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF
WARRANTIES, REMEDIES, OR LIABILITY CONTAINED IN THESE TERMS APPLY TO YOU
TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED
UNDER THE LAWS OF THE JURISDICTION IN WHICH YOU ARE LOCATED.
(b) BASIS OF THE BARGAIN. YOU ACKNOWLEDGE AND AGREE THAT MASTER WINE
ONLINE HAS OFFERED ITS PRODUCTS AND SERVICES AND ENTERED INTO THESE
TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF
LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE
LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR
ALLOCATION OF RISK BETWEEN YOU AND MASTER WINE ONLINE, AND THAT THE
WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN
FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND MASTER WINE
ONLINE. YOU ACKNOWLEDGE AND AGREE THAT MASTER WINE ONLINE WOULD NOT
BE ABLE TO PROVIDE THE SITE TO YOU ON AN ECONOMICALLY REASONABLE BASIS
WITHOUT THESE LIMITATIONS.
25. Digital Millennium Copyright Act Compliance.
(a) Infringement Claims. If you are a copyright owner or an agent thereof, and believe that any
User Content or other Non-Master Wine Online Content infringes upon your copyrights, you may
submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our
Copyright Agent with the following information in writing (see 17 U.S.C. 512(c)(3) for further
1. A physical or electronic signature of a person authorized to act on behalf of the owner of
an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple
copyrighted works are covered by a single notification, a representative listing of such
works or a link or URL to all such works;
3. Identification of the material that is claimed to be infringing or to be the subject of
infringing activity on the Site and that is to be removed or access to which is to be
disabled, including the link or URL for all such material on the Site;
4. Information reasonably sufficient to permit Master Wine Online to contact the
complaining party, such as an address, telephone number, and, if available, an electronic
mail address at which the complaining party may be contacted;
5. A statement that the complaining party has a good-faith belief that use of the material in
the manner complained of is not authorized by the copyright owner, its agent, or the law;
6. A statement that the information in the notification is accurate, and under penalty of
perjury, that the complaining party is authorized to act on behalf of the owner of an
exclusive right that is allegedly infringed. Master Wine Online’s designated Copyright
Agent to receive notifications of claimed infringement is:
Master Wine Online
10833 Wilshire Blvd, Los Angeles, CA 90024
FAILURE TO INCLUDE ALL OF THE ABOVE INFORMATION, ESPECIALLY SPECIFIC
INFORMATION ABOUT WHERE INFRINGING CONTENT MAY BE FOUND, WILL RESULT IN
A DELAY IN THE PROCESSING OF YOUR DMCA NOTIFICATION AND MAY RESULT IN
YOUR HAVING TO REPEAT SOME OR ALL OF THE ABOVE PROCESS.
(b) Notice And Takedown. If we receive proper notification of claimed copyright infringement, we
will respond expeditiously by removing, or disabling access to, the material that is claimed to be
infringing, as described below, or to be the subject of infringing activity. We will also comply with
the appropriate provisions of the DMCA in the event a counter-notification is received, as
We may, at our discretion, deny access to the Site by, or disable and/or terminate the accounts
of, Users who may be infringers.
(c) Copyright Counter-Notices. If content you posted on the Site was removed for copyright or
intellectual property infringement, and you would like to dispute that removal, the process for
counter-notifications, which is governed by Section 512(g) of the DMCA, is as follows:
1. To file a counter-notification with us, you must provide our Copyright Agent, at the
address set forth above, with a written communication that sets forth the items specified
2. Please note that under Section 512(f) of the DMCA, any person who knowingly materially
misrepresents that material or activity was removed or disabled by mistake or
misidentification may be subject to liability. Please also be advised that we enforce a
policy that provides for the termination, in appropriate circumstances, of the accounts of
(or access privileges by) Users who are infringers. Accordingly, if you are not sure
whether certain material infringes your copyright or the copyrights of others, we suggest
that you first contact an attorney.
(d) Elements of Counter-Notification. To expedite our ability to process your counter- notification,
please use the following format (including section numbers):
1. Identify the specific URLs of (or other information sufficient to allow us to identify)
material that Master Wine Online has removed or to which Master Wine Online has
2. Provide your full name, address, telephone number, email address and, if you are a
registered User, the User name of your Master Wine Online account.
3. Provide a statement that you consent to the jurisdiction of the Eastern District of New
York and the Federal District Court for the judicial district in which your address is
located (if your address is outside of the U.S.A.), and that you will accept service of
process from the person who provided notification to our Copyright Agent in accordance
with the process outlined above or an agent of such person.
4. Include the following statement: “I swear, under penalty of perjury, that I have a goodfaith belief that the material was removed or disabled as a result of a mistake or
misidentification of the material to be removed or disabled.”
5. Sign the notice. If you are providing notice by email, a scanned physical signature or a
valid electronic signature will be accepted. Send the communication to the following
Master Wine Online
10833 Wilshire Blvd, Los Angeles, CA 90024
After we receive your counter-notification, we will forward it to the party who submitted the
original claim of copyright infringement. Please note that when we forward the counternotification, it includes any of your Identifying Information set forth in the counter-notification. By
submitting a counter-notification, you consent to having such Identifying Information revealed in
this way. We will not forward the counter-notification to any party other than the original claimant.
After we send out the counter-notification, the claimant must then notify us within ten (10) days
that he or she has filed an action seeking a court order to restrain you from engaging in infringing
activity relating to the material on the Site. If we receive such notification, we will be unable to
restore the items. If we do not receive such notification, we may, but are not obligated to,
reinstate the disputed item(s).
(e) Foreign Counter-Notification: If you reside outside of the United States, please understand
that filing a counter-notice may lead to legal proceedings between you and the complaining party
to determine ownership. Be aware that there may be adverse legal consequences in your
country and/or the United States of America if you make a false or bad faith allegation by using
this process. Please also be advised that we enforce a policy that provides for the termination in
appropriate circumstances of access privileges for Users who are infringers. So, if you are not
sure whether content you posted on the Site is being infringed, or are otherwise unsure of
whether to file a counter-notification using these procedures, we strongly recommend you first
contact a lawyer knowledgeable in the laws of the United States and the State of New York. If
you do wish to file a counter-notice, you should follow the process set forth above under the
heading “Elements of Counter-Notification.”
(f) Disclaimer: WE ARE NOT YOUR ATTORNEYS, AND THE INFORMATION WE PRESENT
HERE IS NOT LEGAL ADVICE. WE PRESENT THIS INFORMATION FOR INFORMATIONAL
(a) Notice. Master Wine Online may provide you with notices, including those regarding changes
to these Terms, by email, regular mail, or postings on the Site. If Notice is by e-mail or mail, it
will be provided to the e-mail or regular mailing address provided by you with your account
information and it is your responsibility to update such account information for any changes.
Notice to you will be deemed given twenty-four hours after an email is sent, unless Master
Wine Online is notified that the email address is invalid, and if through postal mail, three days
after the date of mailing. You may provide Master Wine Online with notices only by mail to
the address indicated in subsection (l) below.
(b) Governing Law. These Terms shall be governed by and construed in accordance with the
laws of the State of New York, without giving effect to any principles of conflicts of law. The
Uniform Computer Information Transactions Act does not apply to these Terms.
(c) Jurisdiction. You agree that any action at law or in equity arising out of or relating to these
Terms or the Site shall be filed only in the state or federal courts in and for Kings County,
State of New York and you hereby consent and submit to the personal and exclusive
jurisdiction and venue of such courts for the purposes of litigating any such action. You
agree that you will not file or participate in a class action against us. IN ANY ACTION OR
PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION UNDER THIS
AGREEMENT, YOUR USE OF THE SITE OR WITH RESPECT TO THE SUBJECT
MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR
HEREAFTER POSSESS TO A TRIAL BY JURY.
(d) Claims. YOU AGREE THAT ANY CAUSE OF ACTION BROUGHT BY YOU ARISING OUT
OF OR RELATED TO THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE
CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS
PERMANENTLY BARRED. If, for any reason, we believe, have reason to believe, suspect
or are notified of any act, omission or circumstances which may or could (i) compromise or
endanger the health, well-being or safety of any person, (ii) cause or lead to damage to
persons or property (tangible or intangible), (iii) adversely affect, infringe upon or
misappropriate the rights of others, (iv) harass or interfere with any other user or person, firm
or enterprise, (v) interfere with or bypass our security or other protective measures
applicable to our systems, networks and communications capabilities, (vi) breach or violate
these Terms, or (vii) violate any law or regulation, we have the right, reserving cumulatively
all other rights and remedies available to us at law, in equity and under this agreement with
you, to report and provide information to any and all regulatory and law enforcement
authorities and agencies and take any action permitted by law.
(e) Waiver. A provision of these Terms may be waived only by a written instrument executed by
the party entitled to the benefit of such provision. The failure of Master Wine Online to
exercise or enforce any right or provision of these Terms will not constitute a waiver of such
right or provision.
(f) Severability. If any provision of these Terms shall be unlawful, void, or for any reason
unenforceable, then that provision shall be deemed severable from these Terms and shall
not affect the validity and enforceability of any remaining provisions.
(g) Assignment. The Terms and any rights and licenses granted hereunder, may not be
transferred or assigned by you, but may be assigned by Master Wine Online without
restriction. Any assignment attempted to be made in violation of these Terms shall be void.
(h) No Relationship. You agree that no joint venture, partnership, employment, or agency
relationship exists between you and Master Wine Online as a result of these Terms or use of
the Site. You further acknowledge that by submitting User Content or other Non-Master Wine
Online Content, no confidential, fiduciary, contractually implied or other relationship is
created between you and Master Wine Online other than pursuant to these Terms.
(i) Survival. Sections 5, 6, 7, 9, 11 (other than your duty to update account information), 13, 14,
15, 16, 19, 20, 21, 22, 23 and 24 will survive any termination of these Terms or your account,
whether by you or by Master Wine Online.
(j) Headings. The heading references herein are for convenience purposes only, do not
constitute a part of these Terms, and shall not be deemed to limit or affect any of the
(k) Entire Agreement. This is the entire agreement between you and Master Wine Online
relating to the subject matter herein and supersedes all previous communications,
representations, understandings and agreements, either oral or written, between the parties
with respect to said subject matter, excluding any Services Agreement that you may have
entered into with Master Wine Online. These Terms shall not be modified except in writing,
signed by both parties, or by a change to these Terms made by Master Wine Online as set
forth in Section 3 above. All rights not expressly granted in these Terms are reserved to us.
(l) Disclosures. The services hereunder are offered by Master Wine Online, located at:
10833 Wilshire Blvd, Los Angeles, CA 90024
Copyright © 2018 Master Wine Online. All Rights Reserved.