Date of Last Revision: July 2 2013
PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY, INCLUDING THE MANDATORY ARBITRATION PROVISION WHICH REQUIRES THAT DISPUTES ARE RESOLVED BY FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL AND NOT A CLASS-WIDE OR CONSOLIDATED BASIS.
BY ACCESSING OR USING OUR WEBSITES, KIOSKS OR OTHER PRODUCTS OR SERVICES, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE OUR WEBSITES, KIOSKS OR OTHER PRODUCTS OR SERVICES.
These Terms do not alter in any way the terms or conditions of any other agreement you may have with Outerwall Inc. or our subsidiaries or affiliates (collectively, "Outerwall") for products, services or otherwise. If you are using the Services on behalf of any entity, you represent and warrant that you are authorized to accept these Terms on such entity's behalf, and that such entity agrees to be responsible to us if you violate these Terms.
Outerwall reserves the right to change or modify these Terms at any time and in our sole discretion. If Outerwall makes changes to these Terms, we will provide notice of such changes, such as by sending an email, posting a notice on the Services or updating the "Last Updated" date above. Your continued use of the Services will confirm your acceptance of the revised Terms. We encourage you to frequently review the Terms to ensure you understand the terms and conditions that apply to your use of the Services. If you do not agree to the amended Terms, you must stop using the Services.
All questions or comments about the Services or their contents should be directed to email@example.com.
Unless otherwise indicated, all content and other materials on the Services, including, without limitation, Outerwall's logos, and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the "Materials") are the proprietary property of Outerwall or our licensors or users and are protected by U.S. and international copyright laws.
Unless otherwise expressly stated in a writing by Outerwall, you are granted a limited, non-sublicensable license to access and use the Services for your personal use only. Such license is subject to these Terms and does not include: (a) any resale or commercial use of the Services or the Materials therein; (b) the distribution, public performance or public display of any Materials; (c) modifying or otherwise making any derivative uses of the Services or the Materials, or any portion thereof; (d) use of any data mining, robots or similar data gathering or extraction methods; (e) downloading (other than the page caching) of any portion of the Services, the Materials or any information contained therein, except as expressly permitted on the Services; or (f) any use of the Services or the Materials other than for their intended purposes. Any use of the Services or the Materials other than as specifically authorized herein, without the prior written permission of Outerwall, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.
The Services are not targeted towards, nor intended for use by, anyone under the age of 13. In addition, if you are between the ages of 13 and 18 (or between 13 and the age of legal majority under applicable law), you may only use the Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms. By using the Services, you represent and warrant that you (a) have not been previously suspended or removed from the Services and (b) have full power and authority to enter into this agreement and that, in doing so, you will not violate any other agreement to which you are a party.
Some areas or features of the Services may require you to register for an account and/or create a profile. When registering for an account, you cannot create an account name that incorporates a trademark without authorization from the trademark owner. We reserve the right to reclaim account names on behalf of any business or individual that holds legal claim, including trademark rights, in those names. In addition, when registering for an account or creating a profile, you agree to provide accurate, current and complete information; maintain and promptly update your information; maintain the security of your password and accept all risks of unauthorized access to your account and the information you provide to Outerwall; and promptly notify Outerwall if you discover or otherwise suspect any security breaches related to the Services.
In accordance with the Digital Millennium Copyright Act ("DMCA") and other applicable law, Outerwall has adopted a policy of terminating, in appropriate circumstances and at Outerwall's sole discretion, subscribers or account holders who are deemed to be repeat infringers. Outerwall may also at our sole discretion limit access to the Services and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
If you believe that anything on the Services infringes upon any copyright which you own or control you may file a notification of such infringement with our Designated Agent as set forth below.
Name of Designated Agent: Don Rench, General Counsel
Address of Designated Agent: 1800 114th Avenue SE, Bellevue, WA 98004
Telephone Number of Designated Agent: 425-943-8000
Facsimile Number of Designated Agent: 425-943-8090
E-mail Address of Designated Agent: firstname.lastname@example.org
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys' fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
OUTERWALL, COINSTAR, the Outerwall logos and any other product or service name or slogan contained in the Services are trademarks of Outerwall or our suppliers or licensors and may not be copied, imitated or used, in whole or in part, without the prior written permission of Outerwall or the applicable trademark holder. For more information about Outerwall's trademarks, please refer to the posted trademark information at www.outerwall.com/Trademarks. Any authorized use of these trademarks must be in accordance with guidelines that Outerwall may provide you from time to time.
You may not use any metatags or any other hidden text utilizing "Outerwall" or any other name, trademark or product or service name of Outerwall without our prior written permission. In addition, the look and feel of the Services, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Outerwall and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Services are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us or any other affiliation.
You are granted a limited, non-exclusive right to create a text hyperlink to the Services for noncommercial purposes, provided such link does not portray Outerwall or any of our products and services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use an Outerwall logo or other proprietary graphic of Outerwall to link to the Services without the express written permission of Outerwall. Further, you may not use, frame or utilize framing techniques to enclose any Outerwall trademark, logo or other proprietary information, including the images found at the Services, the content of any text or the layout/design of any page or form contained on a page on the Services without Outerwall's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of Outerwall or any third party.
Outerwall makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third-party Web sites accessible by hyperlink from the Services, or Web sites linking to the Services. Such sites are not under the control of Outerwall and Outerwall is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. Outerwall provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by Outerwall of any site or any information contained therein. When you leave the Services, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Services.
Outerwall may provide third party content on the Services and may provide links to Web pages and content of third parties (collectively the "Third-Party Content") as a service to those interested in this information. Outerwall does not control, endorse or adopt any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness. You acknowledge and agree that Outerwall is not responsible or liable in any manner for any Third-Party Content and undertakes no responsibility to update or review any Third-Party Content. Users use such Third-Party Content contained therein at their own risk.
Outerwall may run advertisements and promotional offers from or involving third parties on the Services or may otherwise provide information about or links to third-party products, services or programs on the Services. In addition, Outerwall may advertise or make available through the Services certain programs that enable you to obtain gift cards, coupons, discounts or other items from third party businesses. Outerwall does not endorse or recommend any such third parties and your business dealings or correspondence with, or participation in the promotional offers of, any such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotional offers, are solely between you and such third party. Outerwall is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotional offers or as the result of the presence of such non-Outerwall advertisers or third-party information on the Services.
Outerwall may from time to time administer, operate or run contests, sweepstakes, and other promotions (collectively "Promotions") on the Services and may also advertise and allow participation in Promotions via other methods (including, without limitation, in-person or direct mail). Each Promotion has its own official rules, which will be made available to you. Your participation in a Promotion is subject to and governed by the official rules for the Promotion. You must read and agree to the official rules for any Promotion before you participate in the Promotion. In the event of any conflict or inconsistency between these Terms and Conditions and the official rules for a Promotion, the official rules will control.
Separate and apart from User Content (defined below), you can submit questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information, about the Services, Outerwall or Outerwall's products or services ("Submissions"). Submissions, whether submitted through the Services or otherwise, are non-confidential and shall become the sole property of Outerwall. Outerwall shall own, and you hereby assign to Outerwall, all right, title and interest, including all intellectual property rights, in and to such Submissions and Outerwall shall be entitled to the unrestricted use and dissemination of these materials for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You agree to execute any documentation required by Outerwall (in our sole discretion) to confirm such assignment to, and unrestricted use and dissemination by, Outerwall of such Submissions.
The Services may include interactive areas or services ("Interactive Areas") in which you or other users may create, post or store content, messages, materials, data, information, text, music, sound, photos, video, Product Reviews (as defined in Section 13), graphics, applications, code or other items or materials on the Services ("User Content"). You are solely responsible for your use of such Interactive Areas and use them at your own risk. By using any Interactive Areas, you agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Services any of the following:
- User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
- User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law or regulation;
- User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By posting any User Content, you represent and warrant that you have the lawful right to distribute and reproduce such User Content;
- User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
- Unsolicited promotions, political campaigning, advertising or solicitations;
- Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
- Viruses, corrupted data or other harmful, disruptive or destructive files; and
- User Content that, in the sole judgment of Outerwall, is objectionable or which restricts or inhibits any other person from using or enjoying the Interactive Areas or the Services, or which may expose Outerwall or our users to any harm or liability of any type.
You further agree that you will not violate any law, contract, intellectual property or other third-party right or commit a tort, and that you are solely responsible for your conduct while on the Services. You agree that you will abide by these Terms and will not:
- Use the Services in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden or impair the functioning of the Services in any manner;
- Send any unsolicited or unauthorized advertising, solicitations, promotional materials, spam, junk mail, chain letters or pyramid schemes, or harvest or collect the email addresses or other contact information of other users from the Services for the purpose of sending spam or other commercial messages;
- Use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Services or to extract data;
- Reverse engineer any aspect of the Services or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any area, content or code of the Services (except as otherwise expressly permitted by law);
- Use or attempt to use another's account without authorization from such user and Outerwall;
- Attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of the Services that you are not authorized to access;
- Attempt to indicate in any manner that you have a relationship with us or that we have endorsed you or any products or services for any purpose;
- Engage in any harassing, intimidating, predatory or stalking conduct;
- Develop any third-party applications that interact with User Content and the Services without our prior written consent; or
- Use the Services for any illegal or unauthorized purpose or engage in, encourage, or promote any activity that violates these Terms.
Outerwall takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is Outerwall liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Your use of Services is at your own risk. Enforcement of the user content or conduct rules set forth in these Terms is solely at Outerwall's discretion, and failure to enforce such rules in some instances does not constitute a waiver of our right to enforce such rules in other instances. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the Services will not contain any content that is prohibited by such rules. As a provider of interactive services, Outerwall is not liable for any statements, representations or User Content provided by our users in any public forum, personal home page or other Interactive Area. Although Outerwall has no obligation to screen, edit or monitor any of the Content posted in any Interactive Area, Outerwall reserves the right, and has absolute discretion, to remove, screen or edit any User Content posted or stored on the Services at any time and for any reason without notice, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Services at your sole cost and expense. Any use of the Interactive Areas or other portions of the Services in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Services.
We may provide specific opportunities for you to tell Outerwall or other Outerwall users what you think about our products or services ("Product Reviews"). If you take advantage of such a Product Review opportunity, you agree to state your opinions and experiences lawfully, honestly and in good faith and to reveal to others any conflict of interest or relationship that might influence your views (e.g., if someone is paying or giving you something for free to encourage you to comment, you agree to make appropriate disclosures). All Product Reviews are strictly the opinion of the user posting such review, and Outerwall does not endorse or approve any such reviews or have any responsibility or liability for the accuracy, appropriateness or content of such reviews.
If you submit or post User Content to the Services, unless we indicate otherwise, you grant Outerwall a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such User Content throughout the world in any media. You grant Outerwall and our sublicensees the right to use the name that you submit in connection with such content, if they choose.
By submitting or posting User Content to the Services, you represent and warrant that: (a) such User Content is non-confidential; (b) you own and control all of the rights to the User Content that you post or you otherwise have all necessary rights to post such User Content to the Services; (c) the User Content is accurate and not misleading or harmful in any manner; and (d) the User Content, and your use and posting thereof in connection with the Services, does not and will not violate these Terms or any applicable law, rule or regulation.
Forward-Looking Statements. This Site, and any documents issued by Outerwall and available through this Site, may contain statements which constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. Those statements can be identified by the use of words such as "believe," "expect," "plan," "may," "will," "should," "anticipate" or similar statements or the negative of these words. Forward-looking statements include statements made as to future operations, costs, capital expenditures, cash flow, improvements in infrastructure, distribution and replenishment systems and operating efficiencies, sales and earnings estimates or trends and expansion plans and projections. These forward-looking statements are based on our expectations as of the date such forward-looking statements are made. Known and unknown internal and external risks and uncertainties may cause the actual results to be materially different from those expressed in or implied by the forward-looking statements. The information contained in the most recent annual reports to stockholders, including information contained under the section captioned "Management’s Discussion and Analysis," as well as other information included under the caption "Risk Factors" and/or in other filings with the Securities and Exchange Commission, identifies important factors that could cause actual results to differ from those contemplated by forward-looking statements. Outerwall undertakes no obligation to update forward-looking statements to reflect events or circumstances that occur after the date the statements were made.
Press Releases. The information contained within press releases issued by Outerwall should not be deemed accurate or current except as of the date the release was posted. Outerwall has no intention of updating, and specifically disclaims any duty to update, the information in the press releases. To the extent any information therein is forward-looking, it is intended to fit within the safe harbor for forward-looking statements, and is subject to material risk.
Third-Party Financial Information. Outerwall may provide links to third-party websites or services that contain financial or investment information about Outerwall. Access to such websites and the information contained therein is provided as service to those interested in the information. Outerwall neither regularly monitors nor has control over the content of third parties' statements or websites. Accordingly, Outerwall does not endorse or adopt these websites or any information contained therein, including, without limitation, analysts' reports and stock quotes. Outerwall makes no representations or warranties whatsoever regarding the accuracy or completeness of the content, information, or opinions of third-party websites or other third-party information that is identified on the Services. Users visit these websites and use the information contained therein at their own risk.
You agree to defend, indemnify and hold harmless Outerwall, our independent contractors, service providers and consultants, and our and their respective directors, officers, employees and agents (collectively, "the Outerwall Parties") from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to (a) your use of the Services, (b) any User Content you post, store or otherwise transmit on or through the Services, (c) any Submissions you provide, (d) your conduct or your violation of these Terms, or (e) your violation of the rights of any third party.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) THE SERVICES AND THE MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY OUTERWALL; (B) OUTERWALL DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE SERVICES, INCLUDING THE INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN; (C) OUTERWALL DOES NOT REPRESENT OR WARRANT THAT CONTENT OR MATERIALS ON THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE; (D) OUTERWALL IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO TEXT OR PHOTOGRAPHY; AND (E) WHILE OUTERWALL ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SERVICES SAFE, OUTERWALL CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SERVICES OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.
Outerwall reserves the right to change any and all content contained in the Services and to modify, suspend or discontinue the Services or any features or functionality of the Services at any time without notice, obligation or liability to you. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Outerwall.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL OUTERWALL OR THE OUTERWALL PARTIES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SERVICES, THE CONTENT OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM OUTERWALL, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO OUTERWALL'S RECORDS, PROGRAMS OR SERVICES; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF OUTERWALL, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO OUTERWALL FOR ACCESS TO OR USE OF THE SERVICES.
These Terms are for the benefit of, and will be enforceable by, the parties only. These Terms are not intended to confer any right or benefit on any third party or to create any obligations to any such third party.
Outerwall reserves the right to modify or discontinue, temporarily or permanently, the Services or any features or portions thereof without prior notice. You agree that Outerwall will not be liable for any modification, suspension or discontinuance of the Services or any part thereof.
PLEASE READ THE FOLLOWING PARAGRAPH CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH OUTERWALL AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM OUTERWALL.
Notwithstanding any of these Terms, Outerwall reserves the right, without notice and in our sole discretion, to terminate your license to use the Services, and to block or prevent future your access to and use of the Services.
If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.