LICENSE AND ACCESS TO THE WEB SITE
As a user of the Website, we grant you a limited, nontransferable, nonsublicensable, nonexclusive, revocable and personal license to access and use the Website for informational purposes solely as permitted by these Terms of Website Use. Except for this limited license, we do not grant you any other rights or licenses with respect to the Website, and such rights and licenses are expressly reserved to us and our licensors. This license shall not include any resale or commercial use of the Web Site or its contents; any derivative use of the Web Site or its contents; or any use of data mining, robots, or similar data gathering and extraction tools. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of CBL or our affiliates without our prior express written consent.
CBL accepts no liability for the accuracy or completeness or use of, nor any liability to update, the information contained on this Web Site. We make no guarantees regarding the availability of the Web Site. Furthermore, we reserve the right, within our sole discretion, to discontinue the Web Site. You agree that we will not be liable to you for any such discontinuance or modification of the Web Site. Any rights not expressly granted by these Terms are reserved by us.
RESTRICTIONS ON YOUR USE
All content within the Web Site and any materials made available on these pages for downloading, if any, are the property of CBL and/or its affiliates or other third parties. The Web Site and portions of the Web Site are protected by copyright and trademark laws. This Agreement does not grant any license to modify or alter the materials on the Web Site that are viewed, downloaded or otherwise accessed by you. You shall keep intact all proprietary notices, including copyright notices, contained on any downloadable materials. You shall be solely liable for any damages resulting from any infringement of copyright, trademark, or other proprietary right, or any and all harm resulting from your use of the Web Site.
Use of the contents of the Website is solely for your personal use. You may display or print copies of the content of the Website for such personal use. You must retain any proprietary and copyright notices on such copies. You may not reproduce, duplicate, copy, broadcast, transmit, distribute, modify, publish, publicly perform, reuse, sell, trade, display or exploit any of the contents of the Website for any public or commercial purpose except with CBL’s prior written consent or the consent of the owners of the materials. You may not create derivative works of any of the contents of the Website, reverse engineer any of the contents of the Website, or frame or otherwise use the contents in any other website. Except as expressly authorized by CBL or the applicable licensor, you agree not to modify, rent, lease, loan, sell, trade, distribute, transmit, broadcast, publicly perform or create derivative works based on the Website, content on the Website, or the Website’s software, in whole or in part. We may revoke the license granted in this Section at any time, with or without notice and with or without cause.
While using the Website, and unless expressly authorized by CBL or required by specific applicable law, you agree that you will not do the following:
You are responsible for obtaining access to the Website, and such access may involve third-party fees, such as internet service provider or airtime charges. You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access the Website.
You acknowledge and agree that we may access, preserve, and disclose communications if required to do so by law or in the good faith belief that such access, preservation, or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms of Website Use; (iii) respond to any claims that any communication or content violates the rights of third parties; (iv) respond to your requests; or (v) protect the rights, property, or personal safety of CBL, the Website’s users or the public.
INTELLECTUAL PROPERTY OWNERSHIP
Any and all intellectual property rights associated with the Web Site, including, without limitation, any inventive concepts, know-how, publicity rights, trademarks, trade-dress, trade secrets, copyrights and patents (“Intellectual Property”) are the sole property of CBL, or third parties. Except as otherwise expressly authorized by these Terms, you may not copy, reproduce, modify, lease, loan, sell, create derivative works from, upload, transmit, or distribute the Intellectual Property of the Web Site in any way without the express written consent of CBL or the express written consent of the appropriate third party, as applicable. Except as provided herein, CBL does not grant to you any express or implied rights to CBL or any third party’s Intellectual Property.
As used in these Terms of Website Use, “User Content” is defined as any content that a user uploads, submits, makes available, or otherwise provides to the Website. Users retain their ownership and/or other applicable rights in User Content. Additionally, users retain ownership of all intellectual property submitted by the user to the Website. CBL and/or applicable third parties retain ownership and/or other applicable rights in all content excluding User Content, and we do not claim ownership in any User Content.
However, by submitting User Content to the Website, you grant us a perpetual, irrevocable, nonexclusive, worldwide, royalty-free, sublicensable and transferable right and license to use, host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including in order to conform to the requirements of any networks, devices, services or media through which the Website is available), translate and create derivative works of such User Content. The rights you grant in this license are for the limited purpose of allowing us to operate the Website in accordance with its functionality, improve the Website and promote the Website, such as by using User Content in promotional or advertising materials for the Website, including but not limited to, social media accounts for the Website. The reference in this license to creating derivative works is not intended to give us a right to make substantive editorial changes or derivations.
By providing User Content to the Website, you further represent and warrant that you own all rights to such content and that such content does not infringe upon or otherwise violate the rights of any third party. You acknowledge that all User Content on the Website is the sole responsibility of the person from whom such content originated. You, and not CBL, are entirely responsible for all User Content that you submit, upload or otherwise make available via the Website. We do not control the User Content submitted to the Website and do not guarantee the accuracy, integrity or quality of such User Content. Under no circumstances are we liable in any way for any User Content, including any errors or omissions in any User Content or any loss or damage of any kind incurred as a result of the use of any User Content posted, submitted, uploaded or otherwise made available via the Website. You agree that you must evaluate and bear all risks associated with the use of any User Content, including any reliance on the accuracy, completeness or usefulness of such User Content.
You acknowledge that CBL and its designees shall have the right, but not the obligation (except as otherwise required by law), in its sole discretion, to pre-screen, refuse or remove any User Content that is available on the Website. Without limiting the foregoing, CBL and its designees shall have the right to remove any User Content that violates these Terms of Website Use, infringes the rights of any third parties or is otherwise objectionable.
You acknowledge and agree that we may access, preserve and disclose User Content if required to do so by law or in the good faith belief that such access, preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms of Website Use; (iii) respond to any claims that any User Content violates the rights of third parties; (iv) respond to your requests; or (v) protect the rights, property or personal safety of CBL, the Website’s users or the public.
Upon deletion of particular User Content from the Website by CBL, CBL agrees to make reasonable efforts to make such User Content inaccessible and cease use of it. However, you acknowledge and agree that removed User Content may remain in caches or backups for a reasonable period of time. You also acknowledge and agree that copies of or references to the User Content may not be entirely removed.
CLAIMS OF COPYRIGHT INFRINGEMENT
If you believe that the Website contains material which infringes upon your copyrighted work, or your intellectual property rights have been otherwise violated, please notify us by submitting the following information to the Website’s designated copyright agent: firstname.lastname@example.org
Submit the information above to the following designated copyright agent: email@example.com
You agree that all of our trademarks, trade names, service marks, other logos, brand features and product and service names are the property of CBL (the “Marks”). Without CBL’s prior permission, as applicable, you agree not to display or use the Marks in any manner. Any third-party trademarks, trade names, service marks, other logos, brand features and product and service names used or referenced on this Website are and shall be the sole property of such third parties, and, unless expressly provided otherwise, such use or reference shall not indicate any sponsorship or endorsement of or affiliation with such third party.
Third-Party content providers and LINKS
This US-based Web Site, or portions thereof, may provide or include links to other third-party World Wide Web Sites or resources. Because we have no control over such sites and resources, you acknowledge and agree that CBL is not responsible for the availability of such external sites, or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. We do not warrant the accuracy, timeliness or appropriateness for any particular purpose of any third-party content or content on an outside website. Moreover, inclusion on the Website of any third party, third-party content, including but not limited to, any third-party trademarks, or link to an outside website does not constitute any endorsement by us of the third party, any third-party content included on the Website, the third-party website, or any of the content, products or services provided by a third party on any linked websites. YOU FURTHER ACKNOWLEDGE AND AGREE THAT CBL SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY, ALLEGED TO HAVE BEEN CAUSED BY OR IN CONNECTION WITH USE OF OR RELIANCE ON ANY SUCH CONTENT, PRODUCTS, SERVICES, GOODS, MATERIALS OR SITES AVAILABLE ON OR THROUGH ANY SUCH THIRD-PARTY SITE OR RESOURCE.
WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY
WE CANNOT GUARANTEE CONTINUOUS OR SECURE ACCESS TO OUR SERVICES, AND THE OPERATION OF THE WEBSITE MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. FURTHER, WE CANNOT GUARANTEE THAT ALL INFORMATION ON THE WEBSITE WILL BE ACCURATE OR TIMELY AT ALL TIMES.
THE WEBSITE AND THE CONTENT INCLUDED ON THE WEBSITE ARE PROVIDED ON AN AS-IS AND AN AS-AVAILABLE BASIS, WITHOUT WARRANTY OF ANY KIND. ACCORDINGLY, WE EXPRESSLY EXCLUDE, AND YOU EXPRESSLY WAIVE, ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ANY AND ALL WARRANTIES FOR THE SECURITY, AVAILABILITY, RELIABILITY, TIMELINESS, ACCURACY AND PERFORMANCE OF CONTENT INCLUDED ON THE WEBSITE AND ANY WARRANTIES THAT YOUR USE OF THE WEBSITE AND THE CONTENT INCLUDED ON THE WEBSITE WILL BE UNINTERRUPTED OR VIRUS-FREE.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE TO YOU ON ACCOUNT OF YOUR USE OR MISUSE OF AND RELIANCE ON THE WEBSITE OR CONTENT CONTAINED ON THE WEBSITE. SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY AND PUNITIVE DAMAGES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES COULD HAVE BEEN FORESEEN). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF OR RELIANCE ON THE WEBSITE OR CONTENT CONTAINED ON THE WEBSITE OR FROM THE INTERRUPTION, SUSPENSION OR TERMINATION THEREOF. TO THE FULLEST EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR ANY LOSS OF MONEY, PROFITS, REVENUE, DATA, USE, GOODWILL, REPUTATION OR OTHER INTANGIBLE LOSSES ARISING OUT OF YOUR USE OF THE WEBSITE.
TO THE FULLEST EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR DAMAGES RELATING TO ANY CONDUCT OR CONTENT OF ANY THIRD PARTY, INCLUDING DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OR CONTENT. THESE LIMITATIONS APPLY TO ALL CLAIMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, WHETHER OR NOT A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.
Some jurisdictions do not allow the disclaimer of warranties, the exclusion of damages or the limitation of liability, so such disclaimers, exclusions and limitations may not apply to you or may be limited in their applicability to you.
No advice or information, whether oral or written, obtained by you from us or through or from the Website shall create any warranty not expressly stated in these Terms of Website Use. You hereby waive any and all claims against CBL, and each of their respective directors, managers, officers, members, shareholders, agents, employees and licensors arising out of your use of the Website and the content included on the Website.
You agree to indemnify and hold harmless CBL, and its respective directors, managers, officers, shareholders, members, agents, employees and licensors (the “Indemnified Parties”) from any claim, suit, demand, liabilities, losses, settlement, judgment, damages, costs and expenses (including reasonable attorneys’ fees) (“Claims”) made by any third party due to or arising out of (i) your use or misuse of the Website, (ii) your connection to the Website, (iii) your violation of these Terms of Website Use, (iv) your violation of any law or the rights of a third party, or (v) content you submit, transmit or otherwise make available through the Website. The Indemnified Parties shall be entitled to participate in the defense of any such Claim without waiving or reducing any of your obligations under this Section. You shall also indemnify the Indemnified Parties for any expenses incurred in enforcing this Section.
Although this Web Site is accessible worldwide, not all information, products or services discussed or referenced herein are available to all persons or in all geographic locations. This Web Site is controlled and operated by CBL from its offices within the State of Tennessee, United States of America. CBL makes no representation that materials on this Web Site are appropriate or available for use in other locations. Those who choose to access this Web Site from other locations do so on their own initiative and are responsible for compliance with local laws.
CHOICE OF LAW AND FORUM
These Terms shall be governed by and construed in accordance with the laws of the State of Tennessee, United States of America, excluding its conflicts of law rules. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms shall be filed only in the state or federal courts located or sitting in Chattanooga, Tennessee, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purposes of litigating such claim or action.
SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, these terms, as modified from time to time, constitute the entire agreement between you and CBL with respect to this Web Site and supersedes all prior or contemporaneous communications, proposals, understandings, representations, communications, undertakings, or agreements (whether oral, written, or electronic) between you and CBL with respect to this Web Site, including any prior version of these Terms of Website Use. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties and the remaining portion shall remain in full force and effect.
MODIFICATIONS TO THE WEBSITE
We retain the right to change the form and functionality of the Website with or without notice to you. We also retain the right to create limits on and related to use of the Website in our sole discretion at any time with or without notice. We may impose limits on the Website or aspects of the Website or restrict access to parts of or the entire Website without notice or liability. We may change, suspend or discontinue any parts of or the entire Website at any time, including the availability of any product, service, feature or content. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Website or any part thereof. Unless explicitly stated otherwise, any modifications to the current Website shall be subject to these Terms of Website Use.
MODIFICATIONS TO TERMS OF WEBSITE USE
We reserve the right to modify or amend these Terms of Website Use at any time by posting the updated Terms of Website Use on the Website. Please review these Terms of Website Use from time to time to ensure that you are aware of any changes. All amended terms shall automatically be effective after they are initially posted on the Website. These Terms of Website Use may not be otherwise amended except in a writing signed by you and an authorized representative of the Website. You are responsible for reviewing and becoming familiar with any modifications to these Terms of Website Use, and your continued use of the Website following such changes indicates your acceptance of such changes. If you do not agree to the modifications, you are not permitted to use the Website.
We may terminate, discontinue or suspend public access to the Website or parts thereof at any time, for any reason or no reason. Termination of the Website or any part thereof shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability that you may otherwise have to us or any third party. You agree that we shall not be liable to you or any third party for any termination of access to the Website or any part thereof pursuant to this Section. All provisions of these Terms of Website Use that by their nature should survive termination shall survive termination, including ownership provisions, warranty disclaimers and limitations of liability.
We reserve the right, without limiting any other remedies available to us, to take appropriate legal action for any illegal or unauthorized use of the Website.
STATUTE OF LIMITATIONS
No claim shall be brought against us more than one (1) year after the earliest of (i) your last use of the Website, (ii) the date the claim arises or (iii) the termination of these Terms of Website Use. The foregoing time period shall not operate to extend any applicable statute of limitations on such claim.
Our failure to act with respect to a breach by you or others or to exercise, in any way, any right provided for herein does not waive our right to act with respect to subsequent or similar breaches and shall not be deemed a waiver of any such right or further rights hereunder. We do not guarantee that we will take action against all breaches of these Terms of Website Use.
These Terms of Website Use are not assignable, transferable or sublicensable by you, except with our prior written consent. We may assign these Terms of Website Use, in whole or in part, at any time, in our sole discretion, without your consent.
Except as expressly provided otherwise herein, any notice to us that is required or permitted by these Terms of Website Use shall be in writing and shall be deemed effective upon receipt when delivered in person or by nationally recognized overnight courier or mailed by first class, registered or certified mail, postage prepaid, to:
CBL & Associates Management, Inc.
2030 Hamilton Place Blvd.
Chattanooga, TN 37421-6000
No agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship is intended or created by these Terms of Website Use. You do not have any authority of any kind to bind us or the Website in any respect whatsoever.
If any provision of these Terms of Website Use is found to be unenforceable or invalid, such provision shall be limited or eliminated to the minimum extent necessary so that these Terms of Website Use shall otherwise remain enforceable and in full force and effect, and the remaining provisions shall be enforced.
Headings are for reference purposes only and do not limit the scope or extent of such section.
This Agreement was last modified and is effective as of November 1, 2021.