Key Medium Terms and Conditions of Use

Definitions

Key Medium LLC (herein referred to as “KM”, “site”, “Key Medium”, “Company”).

1. Terms. By accessing our Services, you are agreeing to be bound by these site Terms and Conditions of Use, all applicable laws, and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained on this site, as well as any mobile applications KM owns or services rendered (paid and unpaid), are protected by applicable copyright and trademark law.
2. Use License.
   1. Permission is granted to temporarily download one copy of the materials (information or software) for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:
      1. modify or copy the materials;
      2. use the materials for any commercial purpose, or for any public display (commercial or non-commercial);
      3. attempt to decompile or reverse engineer any software owned by KM;
      4. remove any copyright or other proprietary notations from the materials; or
      5. transfer the materials to another person or “mirror” the materials on any other server.
   2. This license shall automatically terminate if you violate any of these restrictions and may be terminated by KM at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.
   3. You may use the Services only if you agree to form a binding contract with Key Medium and are not a person barred from receiving services under the laws of the applicable jurisdiction. In any case, you must be at least 13 years old to use the Services. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.
3. Force Majeure. Neither party shall be held liable or responsible to the other party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any term of this Agreement to the extent, and for so long as, such failure or delay is caused by or results from causes beyond the reasonable control of the affected party including but not limited to fire, floods, embargoes, war, acts of war (whether war be declared or not), acts of terrorism, insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority or the other party.
4. Indemnification. You agree to defend, indemnify and hold harmless Key Medium LLC, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Site; (ii) your violation of any term of these Terms & Conditions; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your Licenses (or use of our service) caused damage to a third party. This defense and indemnification obligation will survive these Terms & Conditions and your use of the Site.
5. Governing Law. Any claim relating to KM’s site shall be governed by the laws of the State of Delaware without regard to its conflict of law provisions.
6. Site Terms of Use Modifications. KM may revise these terms of use for its site at any time without notice. By using this site you are agreeing to be bound by the then current version of these Terms and Conditions of Use. Amendments will be posted on this page.
7. Revisions and Errata. The materials appearing on KM’s site could include technical, typographical, or photographic errors. KM does not warrant that any of the materials on its site are accurate, complete, or current. KM may make changes to the materials contained on its site at any time without notice. KM does not, however, make any commitment to update the materials.
8. Disclaimer. The materials on KM’s site, as well as any owned mobile applications, are provided “as is”. KM makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights. Further, KM does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its Internet site or otherwise relating to such materials or on any sites linked to this site.
9. Limitations. In no event shall KM or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption,) arising out of the use or inability to use the materials on KM’s Internet site or any interaction with our Employees, Agents, or Representatives– even if KM or a KM authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.
10. Links. KM has not reviewed all of the sites linked to its Internet site and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by KM of the site. Use of any such linked site is at the user’s own risk.
11. General Terms and Conditions applicable to Use of Site. By using our Service, we provide no guarantees. By using our Service, you automatically agree to our Terms and Conditions of Use above.

Key Medium LLC
ATTN: Legal Department
100 S. Juniper St. Floor 3
Philadelphia, PA 19107

Last Updated: October 1, 2019