IMPORTANT:

Gleam Communications Inc (“Gleam”, “we”, “us”, or “our”) welcomes you.

We invite you to access and use our websites, including without limitation, mariamollen.com, nykacademy.com (the “Websites”).

By submitting a payment through the “Websites” you are agreeing to these terms and conditions.

 

GENERAL TERMS & CONDITIONS

 

We provide visitors to our Websites (“Visitors”) access to the Websites subject to the following Terms of Use, which may be updated by us from time to time without notice to you. By browsing the public areas or by accessing and using the Websites, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Use and our Privacy Policy, which is hereby incorporated by reference (collectively, this “Agreement”). If you do not agree to any of these terms, then please do not use the Websites.

Any user who registers with us (each, a “Registered User”) and wishes to purchase a product or service through one of our Websites, is agreeing to the terms of this Agreement and the accompanying Terms and Conditions of Purchase with respect to such product or service. In the event of any conflict between the terms of this Agreement and the Terms and Conditions of Purchase, the Terms and Conditions of Purchase shall control.

 

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

 

Capitalized terms not defined in these Terms and Condiitons shall have the meaning set forth in our Privacy Policy.

 

 

1. Description and use of our Websites

We provide Visitors and Registered Users with access to the Services as described below.

 

Visitors. Visitors, as the term implies, are people who do not register with us, but want to explore the Websites. No login is required for Visitors. Visitors can: (i) view all publicly-available content on the Websites; and (ii) email us.

 

Registered Users. Registered Users can do all the things that Visitors can do, and: (i) purchase products and services through one of our Websites; (ii) access exclusive content available only to Registered Users; (iii) create, access, manage, and update their own personal accounts on the Websites; (iv) post comments and other content on the Websites (collectively, “Registered User Content”); (v) sign up for our various programs; (vi) sign up for alerts and other notifications; and (vii) become part of the Gleam community.

 

Gleam is under no obligation to accept any individual as a Registered User and may accept or reject any registration in its sole and complete discretion. In addition, Gleam may deactivate any account at any time, including, without limitation, if it determines that a Registered User has violated these Terms and Conditions.

 

2. Access and use of our websites

 

2.1. Our Website is intended for individuals over the age of 18. If you are under 18, or you do not have the mental capacity to understand and accept these Terms, then you should not access or use our Website. Under the age of majority in your jurisdiction, you should review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand it.

 

2.2. For the purposes of these Terms, the definition of Website includes our other online platforms or social media channels.

 

2.3. Through our Website and the sale of our Services and Products, our aim is to provide you with materials, information, resources, data and guidance (“Content”) to support your personal and business growth. Unless we state otherwise, all Content is intended for general access and information only and should not be taken or relied upon as advice, guidance or information personal to your own situation or circumstances. If you choose to make a decision based upon Content we provide, you do so at your own risk. We do not accept liability for any direct, special, indirect or consequential damages, or any other damages of whatsoever kind arising from use or loss of use, data, profits, reputation or goodwill or any such anticipated losses whether arising in contract, negligence or other tortious action due to or connected with your use of our Website or any Content obtained either directly or indirectly from our Website or as part of your purchase of our Services or Products.

 

3. Community Guidelines

 

3.1. Gleam’s community, like any community, functions best when its users follow a few simple rules.

To ensure everyone accessing our Services, Website and any of our public or private online groups or forums (“Groups”) feels safe and comfortable, we ask you to agree to conduct yourself in a reasonable and responsible manner at all times when accessing any of our Groups, Website or Services and not to act in a manner which may cause offence, distress or alarm to others.

 

3.2. By accessing and/or using the Websites, Groups or Services, you agree to comply with these community guidelines (the “Community Guidelines”) and that:

 

3.2.1. You will comply with all applicable laws in your use of the Websites and will not use the Websites for any unlawful purpose;

3.2.2. You will not upload, post, email, transmit, or otherwise make available any content that:

    1. infringes any copyright, trademark, right of publicity, or other proprietary rights of any person or entity; or

    2. is defamatory, libelous, indecent, obscene, pornographic, sexually explicit, invasive of another’s privacy, promotes violence, or contains hate speech (i.e., speech that attacks or demeans a group based on race or ethnic origin, religion, disability, gender, age, veteran status, and/or sexual orientation/gender identity; or

    3. discloses any sensitive information about another person, including that person’s email address, postal address, phone number, credit card information, or any similar information.

3.2.3. You will not “stalk,” threaten, or otherwise harass another person;

3.2.4. You will not spam or use the Websites to engage in any commercial activities;

3.2.5. If you post any Registered User Content, you will stay on topic;

3.2.6. You will not access or use the Websites to collect any market research for a competing business;

3.2.7. You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;

3.2.8. You will not interfere with or attempt to interrupt the proper operation of the Websites through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Websites through hacking, password or data mining, or any other means;

3.2.9. You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Websites;

3.2.10. You will not use any robot, spider, scraper, or other automated means to access the Websites for any purpose without our express written permission; provided, however, we grant the operators of public search engines permission to use spiders to copy materials from the public portions of the Websites for the sole purpose of and solely to the extent necessary for creating publicly-available searchable indices of the materials, but not caches or archives of such materials;

3.2.11. You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; and

3.2.12. You will let us know about inappropriate content of which you become aware. If you find something that violates our Community Guidelines, please let us know, and we’ll review it.

 

3.3. We reserve the right, in our sole and absolute discretion, to deny you access to the Websites, or any portion of the Websites, without notice, and to remove any content that does not adhere to these Community Guidelines.

 

3.4. If you become aware of any inappropriate behaviour, comments, or content being shown or displayed within any of our Groups, on our Website, or during the delivery of any of our Services you agree to notify us as soon as possible.

 

 

4. Sign-in Name; Password; Unique Identifiers

During the registration process for Registered Users, we will ask you to create an account, which includes a sign-in name (“Sign-In Name”), a password (“Password”), and perhaps certain additional information that will assist in authenticating your identity when you log-in in the future (“Unique Identifiers”). When creating your account, you must provide true, accurate, current, and complete information. Each Sign-In Name and corresponding Password can be used by only one Registered User, and sharing your access credentials with others (especially if they are using your credentials to access our proprietary Content (as defined below)) is a material breach of this Agreement. You are solely responsible for the confidentiality and use of your Sign-In Name, Password, and Unique Identifiers, as well as for any use, misuse, or communications entered through the Websites using one or more of them. You will promptly inform us of any need to deactivate a Password or Sign-In Name, or change any Unique Identifier. We reserve the right to delete or change your Password, Sign-In Name, or Unique Identifier at any time and for any reason and shall have no liability to you for any loss or damage caused by such action.

 

5. Your purchase of our Services or Products

5.1. As consideration for any purchase you make on the Websites, you shall pay Gleam all applicable fees and taxes. We (or our third-party payment processor) shall authorize your credit card, bank account, or other approved payment facility you provided during the registration process for the full payment of the fees and any applicable taxes, and you hereby consent to the same.

 

5.2. You must provide current, complete, and accurate billing and credit card information. You must promptly update all billing information (such as billing address, card number, and expiration date) to keep your account current, complete, and accurate, and you must promptly contact us if your credit card is lost or stolen, or if you become aware of a potential breach of account security (such as an unauthorized disclosure or use of your Sign-In Name or Password). You hereby authorize Gleam to obtain or determine updated or replacement expiration dates for your credit card in the event that the credit card you provided us expires. We reserve the right to charge any renewal card issued to you to the same extent as the expired card. If payment is not received from your credit card issuer, you hereby agree to pay all amounts due upon demand. You agree to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance. In certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay. You are advised to check with your bank and credit card issuer for details.

 

 

5.3. When you place an order to purchase any of our Services or Products (“Order”), you are confirming that you are over 18, that you are legally capable of entering into a legally binding contract and that all information you provide to us is true and accurate.

 

5.4. Your purchase of any Service or Product is a contractual offer that we may choose to accept. Our legally binding agreement begins when we confirm acceptance of your Order by sending our confirmation email.

 

5.5. If your Order is not accepted, we will notify you by email and provide a full refund.

 

5.6. Details of our Services and Products can be found on our Website. The Service or Product you purchase shall be delivered in accordance with the details displayed on the relevant sales page at the time your purchase is made.

 

5.7. All images shown on our Website are for illustrative purposes only and any sizes or dimensions are approximate. We accept no liability for colours not matching the colour displayed on your viewing monitor.

 

5.8. If your purchase includes digital content or other content available for immediate access or download, then when you place your Order you acknowledge that by receiving immediate access that you will lose any right you may have to cancel your Order other than as set out within these Terms. Please see our refund policy, below, for further details.

 

5.9. If we become aware that a Service or Product on our Website is incorrectly priced, where the correct price is lower than the price shown on our Website, we shall charge the lower amount. Where the item’s correct price is higher than the price shown on the Website, we shall contact you to ask whether you wish to proceed with your purchase at the correct, higher price, or we shall reject your Order and notify you that your Order has been rejected.

 

5.10. Where a pricing error exists and that error is obvious, unmistakable and could have been reasonably recognised by you then we shall have no liability or obligation to provide the Service or Product to you at the lower, incorrect price.

 

5.11. Where we offer a discount or other promotional offer or code then these will be subject to individual terms and conditions.

 

 

6. That you agree when you purchase any of our Services

6.1. You agree to keep your access to any Services private and not to share, disclose, assign, sell or licence any part.

 

6.2. During your access to our Services, you may choose to review and make decisions concerning your personal and home life, business and career, finances, lifestyle, education and development or health and wellness. You accept that any such reviews, subsequent decisions, implementation and action will be your sole responsibility and that we shall not be liable for your failure to make decisions, put into action plans or strategy, or for any results whether direct or indirect arising out of your access to and/or use of any Services purchased.

 

6.3. You acknowledge and accept that our Services are designed to provide you with information, materials and support to assist you in developing yourself and your business and that they are not a substitute for counselling or other therapy services. If you are currently seeking medical or other professional help concerning your mental health, or if you are in any way unsure as to your mental capacity to use the Services then you agree to seek advice from a relevant medical professional and inform us if appropriate and relevant.

 

7. Access to sessions
7.1. If the Service you purchase include group calls, meetings or one-to-one sessions (together the “Sessions”), we will deliver the Sessions by way of online meeting facility or telephone and we will confirm the date and time by email or by posting in the relevant Facebook or similar online group (if applicable).

 

7.2. You will be responsible for attending any Session included with the Service that you purchase. We regret that no alternative or replacement dates or times will be offered for any group Sessions if you are unable to attend a Session for whatever reason.

 

7.3. If you need to cancel and reschedule a one-to-one Session, you agree to provide at least 72 hours’ notice, otherwise you will forfeit the right to that Session. Any rescheduled Sessions must take place within the same calendar month otherwise you will forfeit the right to that Session. Sessions will not be carried over to subsequent months.

 

7.4. If we are waiting for you to attend a Session for more than 15 minutes, we reserve the right to treat you as a no show and you will forfeit your right to that Session.

 

8. Payment and Charges

8.1. The purchase price for your chosen Service or Product is as set out on the relevant sales page at the time of your purchase (“the Fee”).

 

8.2. Time for payment of the Fee shall be of the essence and shall be made without deduction, set off, or any form of withholding except as is required by law and we must receive cleared payment before you are entitled to access any Service or Product.

 

8.3. If you choose to pay the Fee by credit or debit card then you authorise us to charge your payment method. If it is rejected, or fails, but you have still received access to a Service or Product, you agree to provide full payment of the Fee within 7 days from access being provided.

 

8.4. If we agree to accept payment of the Fee by instalments, then you agree to:

8.4.1. set up a direct debit or similar payment process to cover your instalment payments; and

8.4.2. provide payment of the instalments as and when they fall due in accordance with the instalment plan agreed at the time of purchase.

You accept and understand that you will remain responsible for providing the instalment payments until the Fee has been paid in full.

 

8.5. The Fee is based upon our knowledge and experience and the time, effort and availability of the Service and is not based on your actual usage and/or level of attendance. You agree and acknowledge:

8.5.1. That you shall not be entitled to any form of credit to or deduction from the Fee for any non-attendance of lack of usage of the Services on your part; and

8.5.2. That the Fee is non-refundable, unless separate terms apply please see our refund policy.

 

8.6. We reserve the right to change our Fee at any time. Any changes will not affect the price of Services or Products where payment has already been made and a confirmation email sent.

 

8.7. If you purchase Services on a monthly subscription basis then you will be liable to make payment every month until you cancel your subscription in accordance with these Terms. You authorise us to request payment of the monthly amount from your chosen payment method on a rolling monthly basis.

 

9. Late Payment

9.1. out prejudice to any other right or remedy that we may be entitled to, where payment of the Fee is beyond 7 days overdue then:

9.1.1.  we will be entitled to withhold delivery of Services until payment is up to date; and

9.1.2.  we will add interest to your account on a daily basis from the date payment is due until full payment (including accrued interest) is received. Interest will be calculated on the outstanding Fee at a rate of 5% over the Bank of England’s base rate from time to time;

9.1.3.  any discount or other agreed promotional price change to the Fee will cease to apply and you will be responsible for payment of the full Fee amount.

 

9.2. If your payment is beyond 30 days overdue, we shall be entitled to instruct a collection or legal agent to seek recovery of the outstanding amount along with our reasonable costs incurred in taking such action.

 

10. Refund Policy

10.1. No refund policy shall apply to your purchase of any of our Services or Products, including any deposit payment, save where a fault is found to exist.

 

10.2. In light of our refund policy, no chargeback or threatened chargeback claims from your debit or credit card provider will be accepted by us. If you have any concerns with a Service or Product then you agree to notify us in accordance with these Terms. If you choose to pursue a chargeback claim without first contacting us then you accept that such action shall constitute a breach of these Terms and you shall indemnify us for the repayment of any charges, costs or fees imposed on us by your debit or credit provider or our merchant service provider as a result of your actions, along with our reasonable costs for dealing with the matter calculated at a rate of £100 per hour.

 

10.3. Where you discover a fault with your Product then please contact us. We will arrange for return of your Product (where applicable) and upon satisfactory inspection, we will provide you with a full refund. We will not be liable where there is a fault and we have provided you with an update or instructions which you have failed to follow or implement.

 

11. Complaints or Concerns

11.1. If you have any concerns about our Website or our Services or Products, you agree to let us know by email to support@gleam-media.com and give us a reasonable amount of time to investigate and resolve your concerns before you take any further action. For the purposes of this clause further action includes stopping payment or making any chargeback or similar claim.

 

11.2. If you experience a fault or other issue with any of our Services or Products please let us know immediately by email to support@gleam-media.com. We shall use our best endeavours to remedy the fault and where we are unable to fix it then you may be entitled to a full or partial refund.

 

12. Confidentiality

12.1. For the purposes of these Terms, Confidential Information shall mean ideas, know-how, business practices (where applicable), customer/client details, concepts and techniques, plans, trade secrets, personal information and other confidential and/or proprietary information (“Confidential Information”). It excludes any information that was already known to us before you provided it, or where it was already in the public domain, created by us, or provided to us separately by someone else without any breach of these Terms.

 

12.2. It is important to us to create a safe and secure space for everyone accessing our Website, our Groups and our Services and that is why we agree that when you disclose Confidential Information to us, we will not communicate or disclose it, make it available to others, or use it for our own purposes without your consent.

 

12.3. If we disclose Confidential Information to you, or where it is disclosed by another individual accessing our Website, our Groups or our Services, you agree that the Confidential Information belongs solely and exclusively to the person disclosing it and that you will not share it or use it in any way other than as part of your use of the Services as intended by these Terms.

 

12.4. Where we provide you with Content you agree to only use it in connection with your use of the Website, Group, Service or Product as intended by these Terms and not to copy, disclose, share or otherwise use it for any commercial reasons without our express consent.

 

12.5. Our obligations set out above and in clauses 15 and 16 below, shall not apply where it is necessary for us to disclose in connection with legal proceedings, prospective legal proceedings, to allow us to obtain legal advice, where we have been directed to do so by a court or other body of equivalent jurisdiction or where we reasonably believe you are at risk of danger to yourself or others.

 

12.6. The provisions above shall continue in force notwithstanding termination for any reason.

 

13. Intellectual Property

The Websites contain material, such as videos, coursework, lesson plans, training modules, photographs, software, text, graphics, images, sound recordings, and other material provided by or on behalf of Gleam (collectively referred to as the “Content”). The Content may be owned by us or third parties. The Content is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws.

Visitors may view all publicly-available Content for their own personal, non-commercial use. Registered Users who have purchased any product or service, may download onto their own machines and view any Content contained in such purchased product or service for their own personal, non-commercial use. Other than as expressly set forth in the immediately two prior sentences, you have no other rights in or to the Content (other than your own Registered User Content that you post to the Websites), and you will not use the Content except as permitted under this Agreement. No other use is permitted without the prior written consent of Gleam. Gleam retains all right, title, and interest, including all intellectual property rights, in and to the Content. You must retain all copyright and other proprietary notices contained in the original Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website, social media page, or in a networked computer environment for any purpose is expressly prohibited.

If you violate any part of this Agreement, your permission to access and/or use the Content and the Websites automatically terminates and you must immediately destroy any copies you have made of the Content.

Nothing on the Websites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing.

Elements of the Websites are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.

 

14. Registered User Content; Licenses

As noted above, the Websites provides Registered Users the ability to post and upload Registered User Content. You expressly acknowledge and agree that once you submit your Registered User Content for inclusion into the Websites, it will be accessible by others, and that there is no confidentiality or privacy with respect to such Registered User Content, including, without limitation, any personally identifying information that you may make available. YOU, AND NOT GLEAM, ARE ENTIRELY RESPONSIBLE FOR ALL YOUR REGISTERED USER CONTENT THAT YOU UPLOAD, POST, EMAIL, OR OTHERWISE TRANSMIT VIA THE WEBSITES.

You retain all copyrights and other intellectual property rights in and to your own Registered User Content. You do, however, hereby grant us and our sublicensees a non-exclusive, royalty-free, freely sublicensable, perpetual license to modify, compile, combine with other content, copy, record, synchronize, transmit, translate, format, distribute, publicly display, publicly perform, and otherwise use or exploit (including for profit) your Registered User Content and all intellectual property and moral rights therein throughout the universe, in each case, by or in any means, methods, media, or technology now known or hereafter devised. You also grant us and our sublicensees the right, but not the obligation, to use your Registered User Content, your Sign-In Name, name, likeness, and photograph in connection with any use of the related Registered User Content permitted by the previous sentence and/or to advertise and promote the Websites, Gleam, and our products and services. Without limiting the foregoing, you acknowledge and agree that uses of your Registered User Content, name, likeness, and photograph permitted by the foregoing rights and licenses may include the display of such Registered User Content, name, likeness, and photograph adjacent to advertising and other material or content, including for profit.

If you submit Registered User Content to us, each such submission constitutes a representation and warranty to Gleam that such Registered User Content is your original creation (or that you otherwise have the right to provide the Registered User Content), that you have the rights necessary to grant the license to the Registered User Content under the prior paragraph, and that it and its use by Gleam and its content partners as permitted by this Agreement does not and will not infringe or misappropriate the intellectual property or moral rights of any person or contain any libelous, defamatory, or obscene material or content that violates our Community Guidelines.

 

15. Unsolicited Submissions; Communications with Us

We and our employees do not accept, review, or consider any unsolicited ideas, suggestions, works, materials, proposals, or content, including for books, stories, articles, scripts, fan fiction, animations, shows, classes, ad campaigns, promotions, products, services, product names, content, or other creative materials (collectively “Unsolicited Submissions”). Please do not send or provide us any Unsolicited Submissions in any form. It is our company policy to delete any such Unsolicited Submission without reading it.

The purpose of this Section is to avoid potential misunderstandings or disputes when our products, services, or content might seem similar to an Unsolicited Submission you provided to us. If, despite our request that you not send us your Unsolicited Submissions, you still submit them, then regardless of what your correspondence says, the following terms will apply to your Unsolicited Submissions.

  • You acknowledge that no fiduciary or confidential relationship now exists between you and us, and you further acknowledge that no such relationships are established between you and us by reason of your submission of any Unsolicited Submissions.

  • You acknowledge that materials (or portions thereof) developed, created, acquired, licensed, or otherwise obtained by us, or third-party materials to which we have had access, may be similar or identical to the Unsolicited Submission (or portions thereof) in theme, idea, plot, format, and/or other respects. You agree that you will not be entitled to any compensation because of the use of any such similar or identical material. In this connection, you hereby release and absolutely and forever discharge us of and from any and all claims, damages, legal fees, costs, expenses, debts, actions, and causes of action of every kind and nature whatsoever, whether now known or unknown, suspected or unsuspected, asserted or unasserted, which you now have, or at any time heretofore ever had or which you may have in the future, against us which in any way arise out of or in connection with any such similar or identical material.

  • Although we encourage you to email us feedback and questions about our existing products and services, we do not want you to, and you should not, email us any content that contains confidential information. In addition, any such feedback and questions you send to us will be deemed non-confidential and not proprietary, and we shall be free to use and redistribute them on an unrestricted basis without compensation or attribution to you.

 

16. No Warranties; Limitations of Liability

THE WEBSITES AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING THAT THE WEBSITES WILL OPERATE ERROR-FREE OR THAT THE WEBSITES, THEIR SERVERS, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.

WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: WE AND OUR LICENSORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE WEBSITES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE WEBSITES OR THE CONTENT SHALL BE LIMITED TO THE FEES YOU HAVE PAID US IN CONNECTION WITH ANY PURCHASES YOU HAVE MADE FROM US DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.

THE WEBSITES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE WEBSITES. THE WEBSITES MAY CONTAIN INFORMATION ON CERTAIN PRODUCTS AND SERVICES, NOT ALL OF WHICH ARE AVAILABLE IN EVERY LOCATION. A REFERENCE TO A PRODUCT OR SERVICE ON THE WEBSITES DOES NOT IMPLY THAT SUCH PRODUCT OR SERVICE IS OR WILL BE AVAILABLE IN YOUR LOCATION. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE WEBSITES AT ANY TIME WITHOUT NOTICE.

 

17. External Sites

The Websites may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.

 

18. Representations; Warranties; and Indemnification

18.1. If you are a Registered User, you hereby represent, warrant, and covenant that:

  • You own or have the necessary licenses, rights, consents, and permissions to all trademark, trade secret, copyright, or other proprietary, privacy, and publicity rights in and to your Registered User Content and any other works that you incorporate into your Registered User Content, and all the rights necessary to grant the licenses and permissions you grant hereunder;

  • Use of your Registered User in the manners contemplated in this Agreement shall not violate or misappropriate the intellectual property, privacy, publicity, contractual, or other rights of any third party; and

  • You shall not submit to the Website any Registered User Content that violates our Community Guidelines set forth above or any other term of this Agreement.

 

18.2. You agree to defend, indemnify, and hold us and our officers, directors, employees, agents, successors, licensees, and assigns harmless from and against any damages, liabilities, losses, expenses, claims, actions, and/or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from:

(i) your breach of this Agreement;

(ii) your misuse of the Content or the Websites; and/or

(iii) your violation of any third-party rights, including without limitation any copyright, trademark, property, publicity, or privacy right. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding.

We reserve the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

 

 

19. Your Personal Data and how we use it

19.1. By using our Website you warrant that all Personal Data you provide is true and accurate.

 

19.2. We shall only process your Personal Data to the extent reasonably required to enable proper delivery of the Website, Services or Products or to comply with any necessary obligations and shall retain it only for as long as reasonably necessary and to comply with any legal or regulatory requirements. For full details of how we process, use, collect and store your Personal Data please refer to our privacy notice.

 

19.3. As part of the delivery of the Services your image may be recorded in photographs, images or screenshots by us or other individuals accessing the Services and shared on social media. By purchasing our Services and agreeing to these Terms you are providing your consent for your image to be used. Should you wish to revoke your consent you can do so by emailing us at support@gleam-media.com.

 

19.4. The provisions above shall continue in force notwithstanding termination for any reason.

 

20. Acceptable Use of our Website

20.1. You may only use and access our Website and our social media channels in a way which is lawful and in accordance with these Terms and in particular:

20.1.1. you must ensure that you comply fully with any applicable local, national and international laws, guidance and regulation;
20.1.2. you must not use our Website or other social media channels in a way which is unlawful and/ or fraudulent;
20.1.3. you must not use our Website or any of our social media channels to transmit data that contain any form of virus, malicious software, trojan horses, worms, time-bombs;
20.1.4. keystroke loggers, spyware, adware or code which is designed to cause damage or could have an adverse effect on any computer hardware or software;
20.1.5. you must not use our Website or any of our social media channels in any way that will, or is intended to, cause upset, distress or harm to any individual in any way;
20.1.6. you must not try to gain unauthorised access to our Website or any social media channels or any computer hardware or software connected to our Website;
20.1.7. you must not use our Website or any of its content for any commercial purposes or benefits without first obtaining our express written permission or licence if applicable;
20.1.8. you must not use our Website for any purposes which are unlawful, would cause harm or distress to another person, or would cause damage to our business or reputation.

 

20.2. You are permitted:
20.2.1. to download or print any free resources which are explicitly marked suitable for download;
20.2.4. to post to our Website where such posting is permitted. In such cases, posting shall include but not be limited to, posting your original content, commenting on posts or in response to emails, commenting on social media live streams or videos. Where you choose to post any information on our Website or social media channels you are representing that you are at least 18 years of age. We shall not be responsible for reviewing or confirming the accuracy of any Content posted by you;

 

20.3. In the event of any breach of this clause, we reserve our right to immediately terminate your use and access of our Website along with the immediate termination of any services which you may have purchased from us, without refund. You will also be required to destroy any copies of Content or Materials which you hold. We also reserve the right to take action in respect of your breach to the full extent of the law.

 

20.4. Where we offer a free resource on our Website, whether this is offered as a free gift or in exchange for your personal information, by viewing or downloading that free resource you accept and understand that it is only to be used for your own personal benefit and should not be copied, altered, distributed or otherwise shared.

20.5. Where you choose to post as set out above, you agree that anything you post is:

20.5.1. accurate (where facts are stated); and
20.5.2. genuine (where opinions are stated); and
20.5.3. compliant with any applicable law and that you will not post any content or information which could cause damage, harm, upset or distress to another user of our Website or social media channel or that may cause damage to our business or reputation. In the event it is determined that you have posted any content or information in breach of this sub-clause then we reserve the right to remove such content immediately, to terminate your access to our Website and/or our social media channels and to take such action as is necessary to the full extent of the law;

 

20.6. Where you choose to post any content or information as set out above you are also providing us with a full and unlimited, non-exclusive and unrestrictive world-wide licence to use, copy, publish, distribute and sell the content you post in whole or in part. By posting you are agreeing to waive your intellectual property rights in relation to the content you post. We are under no obligation to identify you or otherwise credit you as the author of any content which you post and which we may choose to use.

 

20.7. We reserve the right to suspend or terminate your access to our Website or our social media channels where we determine that you are in material breach of this Clause or any other conditions contained within these Terms and Conditions. We further reserve the right to disclose your identity to any relevant third party and to take legal proceedings against you for reimbursement of any costs we incur as a result of your breach.

 

20.8. You may link to our Website provided the following conditions are met:

20.8.1. You have obtained our written permission;
20.8.2. the link is undertaken in a fair manner;
20.8.3. the link is owned by you;
20.8.4. the link is not unlawful and does not damage our reputation or seek to take advantage of it;
20.8.5. the link does not suggest or imply any form of association, partnership, approval or endorsement on our part where none exists; and
20.8.6. you do not use any images, logos, trademarks, branding details or other content displayed on our Website without our express written permission.

 

20.9. We reserve the right to withdraw our permission to allow links to our Website at any time and for any reason. In the event that we exercise our discretion to withdraw such permission then, upon request, you agree to immediately remove any links to our Website.

 

21. Reviews and Testimonials

21.1. If you share testimonials, reviews, comments, information, graphics or images (“Client Content”) with us you are granting to us, free of charge, permission to exhibit, copy, publish, distribute, use on our Website or any of our pages, our social media sites or in our advertising and marketing campaigns or email communications, that Client Content in any way as we reasonably require within our business or to lawfully promote our business. You can amend your consent at any time by emailing us.

 

21.2. When sharing Client Content you confirm that you have the legal right to share it and that it does not infringe any third party’s intellectual property or other rights.

 

21.3. These provisions shall survive termination.

 

22. Liability

22.1. Your use of our Website and/or any purchase of our Services and Products and your compliance with these Terms does not constitute or imply any business relationship other than as set out within these Terms.

 

22.2. We shall not be liable (whether caused by us, our agents, employees or otherwise) to you for:

22.2.1. any indirect, consequential or special damages, losses or costs;
22.2.2. any loss of profits, business, data, reputation or goodwill or any such anticipated losses;
22.2.3. any failure to deliver the Services or Products where we are prevented due to a reason beyond our reasonable control; or
22.2.4. any losses arising from your choice of Service or Product requested or your use of the Service or Product once delivered.
22.2.5. Any losses or damages arising from your use of our Website or Groups or the use or reliance upon any Content or other information found on our Website or social media channels and Groups.

 

22.3. We do not warrant or guarantee that your access to the Services will be:

·         accessible via your particular hardware or software;

·         free from interruptions or errors;

·         free from defects;

·         suitable for your particular personal situation or circumstances.

 

22.4. Should you incur damages due to our default or breach, our entire liability is limited to the amount of the relevant purchase Fee paid by you at the time loss is sustained. You agree and acknowledge that this term is fair and reasonable given the nature of this arrangement and the provision of the Services.

 

22.5. Nothing in these Terms shall limit or exclude our liability for death or personal injury caused by our negligence or for any fraudulent misrepresentation or limit your legal rights as a consumer (where applicable). If you are a consumer and you would like further information concerning your legal rights please contact your local Citizens Advice Bureau.

 

22.6. Our Website and any systems and processes used to deliver the Services are provided on an ‘as-is’ and ‘as available’ basis. We shall not be liable for any lack of accessibility to any Service caused by changes, amendments or routine or unexpected maintenance.

 

22.7. We shall exercise reasonable care and skill to ensure that our Website is free from viruses and any other malicious software. We accept no liability for any loss or damage resulting from a virus or other malicious software or any other event occurring that causes damage to your hardware, software, or any of your data which arises as a result of your use or access to our Website.

 

22.8. Our Website may contain links to other websites. We are not responsible for these websites and they are not under our control. We have no knowledge of the privacy policies and practices of those sites, their site content, or whether cookies or other tracking devices are used and therefore we do not accept responsibility for, nor any liability in connection with, these third-party websites. If you have any concerns regarding the privacy of your information you should ensure you are aware of the privacy policies and terms of use of those sites before accessing them or disclosing any personal information.

 

22.9. We shall not be liable where we have informed you of a problem with the Service or Product and provided a free update and you have failed to apply the update, or where any damage is caused due to your failure to follow any instructions or guidance we provide.

 

22.10. You agree to indemnify and hold us harmless for any action taken against us due to your violation or disregard of:

22.10.1. any of these Terms;
22.10.2. your use or participation in any way in any way with the Services or use of any Product.

 

22.11. During the term of your access to the Services, and at any time thereafter, you agree to take no action which is intended, or would reasonably be expected, to harm us, our agents, employees, contractors, or Clients, or our or their reputation or which would reasonably be expected to lead to unwanted or unfavourable publicity to us, our agents, employees, contractors, or Clients.

 

22.12. In the event a dispute arises in connection with the provision of the Services which is incapable of being resolved by mutual consent then we both agree to submit the matter for mediation by an independent mediator. In the event a resolution is still not possible 30 days following mediation then either of us shall be at liberty to commence legal action.

 

 

23. Who we are and how we will communicate with you

23.1. Gleam Communications is registered in New York. Our registered office is 245 Park Avenue, New York, NY 10167.

 

23.2. All communication between us will be via email, unless agreed otherwise and we will use the email address you provide to us so please notify us if it changes.

 

23.3. If you need to provide us with any notice, or you wish to contact us please email us at support@gleam-media.com.

 

24. Updates or changes to our Services, Products or Terms and Conditions

24.1. We reserve the right to make changes to these Terms at any time. It shall be your responsibility to check for any updates. Your first use of our Website after the date of any alterations or amendments will constitute acceptance of such changes therefore, we recommend you review these Terms regularly to keep informed of any changes.

 

24.2. We reserve the right to make changes to our Services and our Products, in whole or part, as we reasonably require without notice to you. We shall not be liable for any reasonable changes or cancellations that are made to the Services.

 

 

25. Termination of the Agreement

We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Websites, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Websites at any time without prior notice or liability. The following sections shall survive any termination of this Agreement: “Fees and Payment” (until you pay all fees and taxes due hereunder), “Intellectual Property,” “Registered User Content; Licenses,” “Communications with Us,” “No Warranties; Limitation of Liability,” “Representations; Warranties; and Indemnification,” “Termination of the Agreement,” “Controlling Law,” “Binding Arbitration,” “Class Action Waiver,” “Equitable Relief,” and “Miscellaneous.”

 

26. Digital Millennium Copyright Act

Gleam respects the intellectual property rights of others and attempts to comply with all relevant laws. We will review all claims of copyright infringement received and remove any Content deemed to have been posted or distributed in violation of any such laws.

 

For the receipt of any Notification of Claimed Infringement which may be given under that Act is as follows:

Gleam Communications, Inc.
245 Park Avenue
New York, New York 10167
info@gleam-media.com

 

If you believe that your work has been copied on the Websites in a way that constitutes copyright infringement, please provide our agent with notice in accordance with the requirements of the Act, including:

(i) a description of the copyrighted work that has been infringed and the specific location on the Websites where such work is located;

(ii) a description of the location of the original or an authorized copy of the copyrighted work;

(iii) your address, telephone number and email address;

(iv) 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;

(v) a statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and

(vi) an electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.

 

27. CONTROLLING LAW

This Agreement and any action related thereto will be governed by the laws of the State of New York without regard to its conflict of laws provisions.

 

28. BINDING ARBITRATION

In the event of a dispute arising under or relating to this Agreement, the Content, or the Websites (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”).  Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION.  ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then current Comprehensive Arbitration Rules www.adr.org and Procedures and in accordance with the Expedited Procedures in those rules,or, where appropriate, pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and procedures are available at the JAMS website www.jamsadr.com. Each party will be responsible for paying any JAMS filing, administrative, and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.  The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in the United States county where you reside. The parties may litigate in court to compel arbitration, to stay a proceeding  pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. As set forth in Section 18 below, nothing in this Agreement will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.

 

29. Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

 

30. Equitable Relief

You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this Agreement. We may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the federal and state courts in the State of New York, Borough of Manhattan for purposes of any such action by us.

 

31. Miscellaneous

Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.

 

Last updated 6th November 2021