Welcome to Under the Fig Tree, a service of Under the Fig Tree (“Under the Fig Tree”, “we” or “us”).
You will be required to accept this Terms of Service agreement (the “Agreement”) prior to registering with Under the Fig Tree. If you do not agree to be bound by the terms of this Agreement, you may not register to use Under the Fig Tree. We may revise and update this Agreement from time to time. If you are a registered user, we will attempt to inform you of any material changes. You may also view the most recent Agreement on the Under the Fig Tree website.
To use Under the Fig Tree, you must register and create an account (“Account”). You agree that all information supplied by you during the registration process is accurate, current, and complete, and that you have the authority to bind any business or entity in whose name you have created an account. Inaccurate or incomplete registration information may result in suspension of your account. You are solely responsible for maintaining the security of your Account and for all activity that occurs under your Account. You agreed to notify us immediately if you suspect any unauthorized access to or use of your Account.
This Agreement remains in effect from the moment you create your Account until terminated by you or us. You may terminate this Agreement at any time by deleting your Account as instructed on the Under the Fig Tree website. We reserve the right to (i) terminate or restrict your Account and/or access to Under the Fig Tree, and (ii) remove or restrict access to any Program, for any reason for no reason whatsoever, including if we in our sole discretion consider your use of Under the Fig Tree to be in breach of any term of this Agreement or otherwise unacceptable. We may, but are under no obligation to, provide you with a warning prior to such termination or restriction. We will not be liable to you or any third party for termination or restriction of your Account and/or access. Upon termination of your Account, all Programs you have uploaded will be removed from Under the Fig Tree.
Under the Fig Tree PROVIDES Under the Fig Tree ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. Under the Fig Tree CORPORATION DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. Under the Fig Tree Corporation does not warrant or make any representations of any kind regarding Under the Fig Tree, or the use, validity, accuracy, or reliability of, or the results of the use of, or otherwise respecting, Under the Fig Tree or any Program available thereon. Your use of Under the Fig Tree is solely at your own risk. Under the Fig Tree Corporation also makes no representations or warranties that Under the Fig Tree will be uninterrupted or error-free, or with respect to Programs available through Under the Fig Tree.
LIMITATION OF LIABILITY
To the maximum extent permitted by law, Under the Fig Tree Corporation, its directors, officers, shareholder, employees, representatives, consultants, agents, suppliers, and distributors shall not be liable for (a) any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses, or (b) damages relating to any conduct or Program of any Under the Fig Tree user, including without limitation, defamatory, offensive or illegal conduct or Programs. This limitation applies to all claims, whether based on warranty, contract, tort, or any other legal theory, whether or not Under the Fig Tree Corporation has been informed of the possibility of such damage, and further where a remedy set forth herein is found to have failed its essential purpose. Some jurisdictions may not allow the exclusion of certain warranties or the exclusion/limitation of liability as set forth above, so these limitations above may not apply to you.
We are under no obligation to become involved in disputes between users, and are not liable for any damages or loss incurred related to your use of Under the Fig Tree or sales of Programs. You agree that you are solely and exclusively responsible for, must evaluate and make your own judgment about, and bear all risks associated with your interactions with Under the Fig Tree users. Purchases are strictly between Producer and the users, and are not between Producer and Under the Fig Tree or its affiliates.
GOVERNING LAW; DISPUTE RESOLUTION
This Agreement and any action related thereto will be governed by the laws of the State of New York without regard to conflict of law provisions. Except as otherwise provided herein, all disputes which arise pursuant to any breach or alleged breach of this Agreement shall be submitted to JAMS, a national alternative dispute resolution (“ADR”) company, in New York City. JAMS will have full discretion to choose a Neutral, provided that the Neutral to be selected must be experienced in ADR as well as in the issues underlying the dispute. The Neutral will have full and binding authority to evaluate any and all disputes between the parties, and to determine the best method to resolve said disputes, whether through mediation, mini-trial or arbitration, and to issue final and binding decisions fully resolving all disputes. You and Under the Fig Tree agree that ADR is proper to resolve such dispute, and each waives its right to a jury trial. Notwithstanding the forgoing, disputes arising pursuant to Producer’s breach of its representations and warranties with respect to intellectual property rights in and to Programs and Program Content shall be resolved by litigation in the courts of the State of New York, including the federal courts therein, and each party hereto consents to the jurisdiction of such courts, agrees to accept service of process by mail, and hereby waives any jurisdictional or venue defenses otherwise available to it.
This Agreement constitutes the entire agreement between you and us, and governs your use of Under the Fig Tree, superseding any prior agreements (including, but not limited to, any prior versions of this Agreement). The failure of Under the Fig Tree Corporation to exercise or enforce any term or provision of this Agreement will not constitute a waiver of such term or provision. If any part of this Agreement is held invalid or unenforceable, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions will remain in full force and effect. This Agreement is not assignable or transferable by you without our prior written consent. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
If you have any questions or concerns about this Agreement or any Under the Fig Tree Corporation product or service, please don’t hesitate to contact us.