These Terms of Service (this "Agreement") are a binding contract between you ("User," "you," or "your") and MediaPedia ("the Company," "we," or "us"). This Agreement governs your access to and use of the Content.

PLEASE READ THIS AGREEMENT AS IT IS A LEGAL CONTRACT. THIS AGREEMENT TAKES EFFECT BY ACCESSING OR USING THE CONTENT. BY USING THE CONTENT YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND, IF ENTERING INTO THIS AGREEMENT FOR AN ORGANIZATION, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION; (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS AND ANY FUTURE AMENDMENTS AND ADDITIONS TO THIS AGREEMENT; AND (D) REPRESENT AND WARRANT YOU ARE OF LEGAL AGE IN YOUR JURISDICTION OF RESIDENCE TO FORM A BINDING CONTRACT.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE CONTENT

Your use of the Services is also subject to any additional terms, terms of use, conditions and policies that We separately post on the Website (“Supplemental Terms”) which are incorporated by reference into this Agreement. Some features and tools accessible through our Services may be provided by third-party companies pursuant to their own separate terms of service that differ from ours. By using such third-party features and tools, you agree that your relationships with the third-party service providers will be governed by the applicable third-party terms.

1.
Definitions.
(a)
"App" means the MediaPedia mobile application.
(b)
"Content" means MediaPedia's online platform service, the Website, the Services, and associated webpages, portals, applications, features, and content.
(c)
"MediaPedia IP" means the Content and all intellectual property provided to User in connection with the foregoing. For the avoidance of doubt, MediaPedia IP includes Aggregated Statistics and any information, data, or other content derived from MediaPedia's monitoring of User's access to or use of the Content, but does not include User Data.
(d)
"Services" means the services provided by MediaPedia under this Agreement that are available through the Website, social media pages, and other online platforms.
(e)
"Third-Party Services" means any products, content, services, information, websites, or other materials that are owned by third parties and are incorporated into or accessible through the Content.
(f)
"User Data" means, other than Aggregated Statistics, information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of User through the Content.
(g)
"Website" means [www.MediaPedia.org]and any content, functionality, and services offered on or through[www.MediaPedia.org]or associated websites.

2.
Access and Use.
(a)
Provision of Access. Subject to the terms and conditions of this Agreement, MediaPedia hereby grants you a revocable, non-exclusive, non-transferable, non-sublicensable, limited right to access and use the Content during the term of this Agreement for personal non-commercial purposes in accordance with the terms and conditions herein. Any future release, update or other addition to the Content shall be subject to this Agreement. Except as expressly provided herein, nothing in the Services, Website, or Content should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any intellectual property displayed or used on the Website or in the Content, without the prior written permission of the owner. MediaPedia does not convey any interest in or license to, third-party images, names, trademarks, logos, information, or data that may be displayed on or linked through the Services, Website, or Content.
(b)
Use Restrictions. You shall not use the Content, or any software component of the Content for any purposes beyond the scope of the access granted in this Agreement. You shall not at any time, directly or indirectly: (i) copy, modify, or create derivative works of the Content, or any software component of the Content, in whole or in part, including by “framing,” “mirroring,” embedding, or creating links to the Content; (ii) rent, resell, reproduce, host, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Content except as expressly permitted under this Agreement; (iii) reverse engineer, reverse compile, disassemble, decompile, decode, decrypt, adapt, circumvent, or otherwise attempt to derive or gain access to any software component of the Content, or any part of the Services, in whole or in part; (iv) remove any proprietary notices from the Content; (v) use any metatags or other “hidden text” using MediaPedia’s name or trademarks; (vi) use the Content in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule; (vii) use any manual or automated software, devices, or other processes (including but not limited to, spiders, robots, scrapers, crawlers, avatars, data mining tools, and the like) to “scrape,” harvest, or download data from the Services -except that MediaPedia grants the operators of public search engines revocable permission to use spiders to copy Content from the Website for the sole purpose of, and solely to the extent necessary for, creating publicly available searchable indices of the Website, but not caches or archives of such Content) ; (viii) use any data from the Content for the development of any software program, including but not limited to training a machine learning or artificial intelligence (AI) system; (ix) access the Content or Services to build a similar or competitive website, application, or service; (x) attempt to gain unauthorized access to other computer systems through the Services or Website; (xi) interfere with or attempt to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement; and (xii) attempt to harm the Content, Services, and Website or use the Content, Services, or Website in a manner that could interfere with any user’s use or enjoyment of the Services, Website, or Content, including but not limited to, by violating o attempting to violate any related security features, introducing viruses, worms, Trojan horses, or similar harmful code into the Services, Website, or Content, or interfering or attempting to interfere with use of the Services, Website, or Content by any other user, host, or network, including by means of “flooding,” spamming, mail bombing, overloading, or crashing the Services or Website. Further, you may not access the Content if you are a direct competitor of MediaPedia, except with MediaPedia's prior written consent. In addition, you may not access the Content for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.
(c)
Aggregated Statistics. Notwithstanding anything to the contrary in this Agreement, MediaPedia may monitor User's use of the Content and collect and compile data and information related to User's use of the Content to be used by MediaPedia in accordance with its Privacy Policy. MediaPedia may also collect and compile data and information related to User’s use of the Content in an aggregated and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Content ("Aggregated Statistics"). As between MediaPedia and User, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by MediaPedia. You acknowledge that MediaPedia may compile Aggregated Statistics based on User Data input into the Content. You agree that MediaPedia may (i) make Aggregated Statistics publicly available in compliance with applicable law and its Privacy Policy, and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law and its Privacy Policy.
(d)
Reservation of Rights. MediaPedia reserves all rights not expressly granted to User in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to User or any third party, any intellectual property rights or other right, title, or interest in or to the MediaPedia IP.
(e)
Suspension/Termination. Notwithstanding anything to the contrary in this Agreement, and in addition to any right or remedy that may be available to MediaPedia under applicable law, MediaPedia may in its sole discretion terminate, limit or suspend all or a portion of User's access to any portion or all of the Content at any time with or without notice and with or without cause, including without limitation if: (i) MediaPedia determines that (A) there is a threat or attack on any of the MediaPedia IP; (B) User's use of the MediaPedia IP disrupts or poses a security risk to the MediaPedia IP or to any other User or vendor of MediaPedia; (C) MediaPedia believes that User is using the MediaPedia IP for fraudulent or illegal activities; (D) User has ceased to continue its business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; (E) MediaPedia believes that User has violated or acted inconsistently with the letter or spirit of these Terms of Use; or (F) MediaPedia's provision of the Content to User is prohibited by applicable law; (ii) any vendor of MediaPedia has suspended or terminated MediaPedia's access to or use of any third-party services or products required to enable User to access the Content (any such suspension, limitation, or termination described in subclause (i) or (ii), a "Service Suspension"). MediaPedia will have no liability for any damage, liabilities, losses (including any loss of or profits), or any other consequences that User or any third party may incur as a result of a Service Suspension, limitation, or termination. User understands and agrees that MediaPedia, in its sole discretion, may terminate, limit, or suspend User’s access to or use of the Content at any time and for any or no reason in its sole discretion, even if access and use continue to be allowed to other users of the Content. MediaPedia reserves the right to take appropriate legal action, including without limitation, pursuing civil, criminal, or injunctive redress.

3.
User Responsibilities.
(a)
Acceptable Use Policy. The Content may not be used for unlawful, fraudulent, offensive, obscene, pornographic, abusive, threatening, harassing, defamatory, libelous, deceptive, tortious, or otherwise prohibited activity, including: (i) In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). (ii) To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Content, or which could harm the Company or other users or expose them to liability. (iii) In any manner that could interfere with any other party's use or the proper working of the Content. (iv) Introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. (v) Attempting to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Content, the server on which the Content or Website is stored, or any server, computer, or database connected to the Content or Website. (vi) infringing any trademark, copyright, trade secret, patent, right of publicity or other right of any person or entity. (vii) unauthorized or unsolicited advertising, junk, or bulk email. (viii) commercial activities or sales without MediaPedia’s prior written approval, including but not limited to, sweepstakes, contests, advertising, and embedding links. (ix) impersonating any person or entity, or misrepresenting your affiliation with any other person or entity.
(b)
Account Use. You are responsible and liable for all uses of the Content resulting from access by you or provided by you, directly or indirectly, whether or not such access or use is permitted by or in violation of this Agreement. Company reserves the right to remove or reclaim any passwords or credentials at any time and for any reason. You agree that you have no ownership or other property interest in your passwords, credentials, or Account and that all rights in and to these items are owned by MediaPedia.
(c)
User Data. You understand, acknowledge, and agree that all User Data is the sole responsibility of the party from whom such user data originated. Each User is entirely responsible for all user data that the User makes available through the Services, or otherwise provides to MediaPedia, whether online or offline, and whether or not solicited by MediaPedia. MediaPedia has no obligation to pre-screen any User Data. You agree to use all user data and interact with other users at your own risk. Without limiting the foregoing, MediaPedia reserves the right in its sole discretion, but does not have an obligation, to review, refuse, or remove any User Data. MediaPedia shall have the right to remove any User Data that violates this Agreement or is otherwise objectionable as determined by MediaPedia. MediaPedia reserves the right at all times to disclose any information as necessary to satisfy any law, regulation, or government request, or to edit, refuse to post, or to remove any information or materials, in whole or in part, that in MediaPedia’s sole discretion, are objectionable or in violation of this Agreement, MediaPedia’s Supplemental Terms, or applicable law. You hereby grant to MediaPedia a non-exclusive, royalty-free, irrevocable, perpetual, worldwide right and license to reproduce, use, disclose, display, copy, publicly perform, transmit, modify, publish, distribute, make derivative works of, sublicense, and otherwise commercially and non-commercially exploit and use User Data (in whole or in part) in any manner or medium now existing or hereinafter developed (including print and electronic storage) and for any purpose, and to further perform all acts with respect to the User Data as may be necessary for MediaPedia to provide the Content to you. The foregoing license includes the right to exploit any proprietary rights in the User Data, including, but not limited to, under copyright, trademark, trade secret, patent, or other intellectual property laws that exist in any relevant jurisdiction, and a waiver of any “moral rights” in your User Data. You will not receive any compensation of any kind for the use or nonuse of your User Date. You should not disclose sensitive, embarrassing, proprietary, or confidential information within the User Data. You will ensure that User Data will not violate any policy or terms referenced in or incorporated into this Agreement or any applicable law, and you represent that you have all necessary rights to grant MediaPedia the license set forth herein. In connection with these rights, you grant MediaPedia the right to identify you as the author of User Data by name, email address, or username, as MediaPedia deems appropriate.
(d)
Passwords and Access Credentials. You agree to provide accurate, current, and complete information when requesting passwords and access credentials, and gaining access to the Content and Services. You are responsible for keeping your passwords and access credentials associated with the Content confidential. You are responsible for all activities that occur with your passwords and access credentials. You will not sell, share, disclose, or transfer them to any other person or entity. You will promptly notify us about any unauthorized access to your passwords or access credentials or other breach of the security of your access credentials or passwords.
(e)
Third-Party Services. The Content may permit access to Third-Party Services. For purposes of this Agreement, such Third-Party Services are subject to their own terms and conditions presented to you for acceptance within the Content by website link or otherwise. If you do not agree to abide by the applicable terms for any such Third-Party Services, then you should not install, access, or use such Third-Party Services. MediaPedia is not liable for any acts or omissions, or effects on the Content, related to Third-Party Services.
(f)
Third-Party Links. The Services may contain links to third-party services. When you click on such a link, MediaPedia may not warn you that you are about to or have left the Services. MediaPedia does not control, and is not responsible for, third-party links. MediaPedia provides these third-party links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any products, services, or content accessible through such links. Your use of third-party links is at your own risk.
(g)
Any ratings or reviews posted by users in our Content are not endorsed by MediaPedia and do not represent the views of MediaPedia. To the fullest extent permitted by law, MediaPedia does not assume liability for ratings and reviews or for any claims resulting from such ratings and reviews.

4.
Fees and payment.
(a)
MediaPedia Fees. MediaPedia is currently a free service. However, MediaPedia reserves the right to begin to charge a fee for use of the Services, upon prior notice to you, which notice may be provided on its Website.
(b)
Payment Processing Terms and Fees. MediaPedia utilizes a Third-Party Service to process any payments made in the use of the Services. The Third-Party Service User may charge a payment processing fee and/or other fees in accordance with its terms. MediaPedia bears no liability of any kind related to the Third-Party Service.
(c)
Taxes. User is responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts paid or received by User as a result of using the Content

5.
Term and Termination.
(a)
Term and Termination. This Agreement will remain in effect during any time that you use or intend to use the Services or Content. However, MediaPedia may terminate this Agreement for any reason upon written notice to you, including in the event of User's breach of this Agreement, the Privacy Policy, or the Security Statement.
(b)
Effect of Termination. Upon termination of this Agreement, User shall immediately discontinue use of the MediaPedia IP. Accessing the Content after such termination or suspension shall constitute an act of trespass.
(c)
Survival. Sections 2, 3(c), 5, 6, 7, 8, 9, 11, 12, 13, 14, 15,16, 17, and 18, and any right, obligation, or required performance of the parties in this Agreement which, by its express terms or nature and context is intended to survive termination or expiration of this Agreement, will survive any such termination or expiration.

6.
Personal Information. It is expressly acknowledged and understood that information User provides for the purpose of the Services may be disclosed to other users of the Services. MediaPedia may use and disclose information consistent with its Privacy Policy.

7.
Privacy Policy; Security Statement.
(a)
MediaPedia’s collection and use policies with respect to the privacy of information and any other data provided by you or collected by MediaPedia are set forth in the Privacy Policy, which is incorporated into and made a part of this Agreement. The Privacy Policy is subject to change as described therein. By accessing, using, and providing information to or through the Content, you acknowledge that you have reviewed and accepted our Privacy Policy, and you consent to all actions taken by us with respect to your information in compliance with the then-current version of our Privacy Policy.

8.
Intellectual Property Ownership; Feedback. As between you and us, (a) We own all right, title, and interest, including all intellectual property rights, in and to the Content and Feedback (as defined below) and (b) except as otherwise provided herein, you own all right, title, and interest, including all intellectual property rights, in and to User Data. If you or any of your employees, contractors, or agents sends or transmits any communications or materials to us by mail, email, text, telephone, or otherwise, suggesting or recommending changes to the Content or Website, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like ("Feedback"), we are free to use such Feedback irrespective of any other obligation or limitation between you and us governing such Feedback. All Feedback is and will be treated as non-confidential. You hereby assign to us on your behalf, and shall cause your employees, contractors, and agents to assign, all right, title, and interest in, and we are free to use, without any attribution or compensation to you or any third party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although we are not required to use any Feedback.
MediaPedia’s name and other trademarks, graphics, logos, service marks, and trade names used on or in connection with the Content are the trademarks of MediaPedia and may not be used without written permission. Other trademarks, logos, service marks, and trade names that may appear on or in the Content are the property of their respective owners. You agree not to remove, alter, or obscure any copyright notice, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services and Content.

9.
Use of Descriptions of Content for Promotional Purposes. User grants MediaPedia the royalty-free, exclusive right to use descriptive text, testimonials, performance metrics, and other images, photos and/or graphics that may identify User and describe the Content for promotional purposes.

10.
The Company reserves the right to modify this Agreement or its policies relating to the Content or Services at any time, effective upon posting of an updated version of this Agreement or any applicable Supplemental Terms on the Website. Your continued use of the Services after any such changes constitutes your agreement to such changes.

11.
Limitations of Liability. IN NO EVENT WILL MediaPedia BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER MediaPedia WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. MediaPedia CANNOT AND DOES NOT GUARANTEE OR OTHERWISE INSURE AGAINST, AND EXPRESSLY DISCLAIMS LIABILITY FOR ANY ACTS OR OMISSIONS OF THIRD-PARTY VENDORS AND ANY THIRD-PARTY HARDWARE OR SOFTWARE USED IN CONNECTION WITH THE SERVICES AND THE CONTENT, INCLUDING DUE TO A THIRD-PARTY ERROR OR UNAVAILABILITY OF A THIRD-PARTY SOLUTION (INCLUDING ERRORS OR UNAVAILABILITY WITH RESPECT TO ANY IAAS PLATFORM OR HOSTING SERVICE, ANY THIRD-PARTY SOFTWARE, HARDWARE OR APIS, OR ANY INTERNET SERVICE PROVIDER). IN NO EVENT WILL MediaPedia's AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE EXCEED US$100. CERTAIN JURISDICTIONS AND LAWS MAY NOT PERMIT SOME OR ALL OF THE DISCLAIMERS OF LIABILITY SET FORTH IN THIS SECTION. IN THE EVENT THAT SUCH A JURISDICTION OR LAW APPLIES TO THE SUBJECT MATTER OF THIS AGREEMENT, THE FOREGOING DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MediaPedia AND YOU IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE SERVICES, WEBSITE, AND CONTENT.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES, WEBSITE, AND CONTENT IS AT YOUR SOLE RISK, AND THE SERVICES, WEBSITE, AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS.
EXCEPT AS PROVIDED FOR HEREIN AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MediaPedia SPECIFICALLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED STATUTORY OR OTHERWISE. MediPedia SPECIFICALLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES OF AVAILABILITY, ACCURACY, PRECISION, CORRECTNESS, THOROUGHNESS, COMPLETENESS, USEFULNESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. MediaPedia MAKES NO WARRANTY OF ANY KIND THAT THE CONTENT, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANOTHER PERSON’S OR ENTITY’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY OF YOUR OR ANY THIRD PARTY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. MediaPedia ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVRY, OR FAILURE TO STORE ANY CONTENT, USER DATA, OR PERSONALIZATION SETTINGS. MediaPedia MAKES NO WARRANTY, REPRESENTATION, OR CONDITION THAT THE SERVICES, WEBSITE, OR CONTENT WILL MEET YOUR REQUIREMENTS OR THAT YOUR USE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. IF YOU RELY ON ANY CONTENT OR DATA OBTAINED THROUGH THE SERVICES OR WEBSITE, YOU DO SO AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS FROM YOUR USE OF SUCH CONTENT OR SERVICES. SOME STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, AND IF THOSE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
BY USING THE CONTENT, WEBSITE, OR APP, YOU EXPRESSLY ACKNOWLEDGED AND AGREE THAT THE CONTENT, WEBSITE, AND APP DO NOT PROVIDE TAX, ACCOUNTING, OR LEGAL ADVICE AND SHALL NOT BE RELIED UPON FOR SUCH PURPOSES. YOU ARE RESPONSIBLE FOR OBTAINING YOUR OWN TAX, ACCOUNTING, AND LEGAL ADVICE.

12.
Export Regulation. The Website and Content utilize software and technology that may be subject to US export control laws, including the US Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Website or Content or the software or technology included in the Website and Content to, or make the Website, Content or the software or technology included in the Website, or Content accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, regulation, or rule, or to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Website, or Content or the software or technology included in the Website, and Content available outside the US.

13.
Security and Compliance. MediaPedia reserves the right to view, monitor, and record your activity on the Website, and Content without notice or permission from you. MediaPedia's provision of the Website, and Content is subject to existing laws and legal process, and nothing contained herein shall restrict or reduce MediaPedia's ability to comply with governmental, court, and law enforcement requests or requirements involving Your use of the Website, Content or information provided to or gathered by MediaPedia with respect to such use.

14.
Governing Law and Jurisdiction. This agreement is governed by and construed in accordance with the internal laws of the State of Illinois without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Illinois. Any legal suit, action, or proceeding arising out of or related to this agreement or the rights granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of Illinois in each case located in Cook County, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

15.
The prevailing party shall be entitled to recover its costs and reasonable attorneys' fees.

16.
Indemnification. You agree to indemnify and hold MediaPedia, its subsidiaries, parents, and affiliates, and the officers, directors, employees, agents, representatives, and licensors of each (collectively, the “Company Parties”) harmless from any damages, losses, costs, liabilities, and expenses (including reasonable attorneys’ fees and costs) relating to or arising out of any claims concerning: (a) the violation of the rights of any third party, including intellectual property rights, by your User Data or your use of the Services or Content in violation of this Agreement; (b) by your misuse of the Services, Website, or Content; (c) your violation of this Agreement; (d) your violation of any rights of another party, including other users; or (e) your violation of any applicable laws, rules, or regulations. MediaPedia reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with MediaPedia in asserting any available defenses.

17.
Class Action Waiver. BY USING THIS WEBSITE AND AGREEING TO THESE TERMS, YOU HEREBY WILLINGLY, EXPRESSLY, AND KNOWINGLY WAIVE ALL RIGHT TO BRING OR PARTICIPATE IN ANY CLASS-ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR PRIVATE ATTORNEY-GENERAL ACTION BROUGHT UNDER OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE CONTENT. YOU MAY NOT BRING ANY CLAIM, SUIT, OR OTHER PROCEEDING TO ENFORCE THIS AGREEMENT AS THE MEMBER OF ANY CLASS OR AS PART OF ANY SIMILAR COLLECTIVE OR CONSOLIDATED ACTION.

18.
Miscellaneous. This Agreement constitutes the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Any notices to us must be sent to our corporate headquarters address available at[www.MediaPedia.org]and must be delivered either in person, by certified or registered mail, return receipt requested and postage prepaid, or by recognized overnight courier service, and are deemed given upon receipt by us. Notwithstanding the foregoing, you hereby consent to receiving electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Content. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The invalidity, illegality, or unenforceability of any provision herein does not affect any other provision herein or the validity, legality, or enforceability of such provision in any other jurisdiction. Any failure to act by us with respect to a breach of this Agreement by you or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches. This Agreement is personal to you and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect. We expressly reserve the right to assign this Agreement and to delegate any of its obligations hereunder.

19.
MediaPedia shall not be liable for any delay or failure to perform resulting from causes outside of its reasonable control, including but not limited to, acts of God, war, terrorism, act of civil or military authorities, riots strikes, embargos, fire, floods, accidents, epidemics, pandemics, curtailment of transportation facilities, shortages of materials, fuel, energy, or labor, or government regulations or orders.