Effective: May 29, 2020
THIS IS A BINDING CONTRACT. YOU SHOULD READ ITS TERMS CAREFULLY BEFORE YOU PARTICIPATE IN THE ONECOUNTRY GIVE OR USE THE WEBSITE.
YOUR USE OF THE SITE AND/OR THE SERVICE, OR BY CLICKING "I ACCEPT" IF PRESENTED WITH THIS TOU IN A CLICK-THROUGH FORMAT, SIGNIFIES YOUR AGREEMENT TO THIS TOU AND CONSTITUTES YOUR BINDING ACCEPTANCE OF THIS TOU, INCLUDING ANY MODIFICATIONS THAT ONECOUNTRY MAKES FROM TIME TO TIME IN ACCORDANCE HEREWITH.
If you do not agree to this TOU, you may not use the Site or the Service.
You may not use the Service and you may not accept this TOU if you are not at least sixteen (16) years of age. If you use the Site and/or Service, or you click "I Accept" if presented with this TOU in a click-through format, you represent to OneCountry that you have the legal capacity to be bound by this TOU. OneCountry may amend this TOU at any time by posting the amended TOU on the Site, and you agree that you will be bound by any changes to this TOU. The effective date of this TOU is included at the top of this page. OneCountry may make changes to the Site and/or the Service at any time. You understand that OneCountry may discontinue or restrict your use of the Site and/or the Service for any reason or no reason with or without notice.
1. The Services.
(a) OneCountry, through the Service, provides content for free viewing by visitors to the website ("General Content"). OneCountry also provides exclusive content not available for free viewing through subscription memberships for which members pay subscription fees ("Exclusive Membership Content"). Ancillary to the General Content and Exclusive Membership Content, OneCountry provides certain promotions on the Site ("Promotions") for chances to win prizes as provided on the Site ("Prizes") (the chances to win Prizes through the Promotions are referred to as the "Sweepstakes"). Participants may enter Promotions by creating an Account (defined below) and/or by either using the Free Alternate Methods of Entry (as defined in the Rules), or as free part of such Participant's purchase of access to Exclusive Membership Content, or by using any other free mechanisms that OneCountry provide from time to time. Notwithstanding the Exclusive Membership Content, no purchase, payment or other financial contribution is necessary to enter or win a Promotion and the Free Alternate Methods of Entry are always available for all Promotions. The Promotions and all entries thereto are void where prohibited by law through no further act of any party. In addition, if you are registering for or participating in a Promotion, participation is subject to OneCountry's Official Sweepstakes Rules and Regulations available through the Site and any other rules and regulations applicable to such Promotion, as they may be amended and/or restated from time to time (collectively, the "Rules"). If this TOU conflicts with or is inconsistent with any of the Rules, this TOU shall be controlling.
(b) OneCountry reserves the right, without prior notice and at any time, to terminate any Promotion and/or the Service (including the Exclusive Membership Content), in whole or in part, or modify or suspend any Promotion and/or the Service, or any portion thereof, in any way, if it determines, in its sole discretion, that the Promotion and/or Service is impaired or corrupted or that fraud, breach of confidentiality, or technical problems, failures or malfunctions have destroyed or severely undermined the integrity and/or feasibility of the Promotion and/or Service or if OneCountry determines, in its sole discretion, that the Promotion and/or Service is otherwise not feasible. In the event OneCountry is prevented from continuing with the Promotion and/or Service as contemplated herein by any event beyond its control, including but not limited to fire, flood, natural or man-made epidemic of health or other means, earthquake, explosion, labor dispute or strike, act of God or public enemy, satellite or equipment failure, riot or civil disturbance, terrorist threat or activity, war (declared or undeclared) or any federal, state or local government law, order, or regulation, public health crisis, order of any court or jurisdiction, or other cause not reasonably within OneCountry's control (each a "Force Majeure" event or occurrence), then subject to any governmental approval which may be required, OneCountry shall have the right to modify, suspend, or terminate the Promotion and/or Service. Only the type and quantity of Prizes described in the Rules will be awarded as provided under the Rules. If, due to printing, production, or human errors, or for any reason, more potential winners in any Prize category come forward seeking to claim Prizes in excess of the number of each type of Prize as set forth in the Rules, the winners, or remaining winners, as the case may be, of the advertised number of Prizes available in the Prize category in question may be selected in a random drawing from among all persons making purportedly valid claims for such Prize(s) in that Prize category. Inclusion in such drawing shall be your sole and exclusive remedy under such circumstances.
(c) OneCountry employees, directors, managers and their respective immediate family members (i.e., parents, spouses, domestic partners, siblings and children) or any other person residing in the same household as a OneCountry, employee, director or manager may not win the offered Promotions.
YOU MAY ELECT TO AUTO-RENEW ANY PURCHASE OF EXCLUSIVE MEMBERSHIP CONTENT. IF YOU AGREE TO AUTO-RENEWAL, YOUR CREDIT CARD WILL BE CHARGED EVERY SUCCESSIVE THIRTY (30) DAYS. AUTO-RENEWAL SHALL BE VOID WHERE PROHIBITED. YOU MAY CANCEL ANY FUTURE PURCHASES PURSUANT TO THE AUTO-RENEWAL BY SENDING AN EMAIL TO: [email protected]
4. Commitment to Charitable Support. OneCountry endeavors to support charitable causes. Accordingly, OneCountry will donate a portion of its profits to certain charitable cause from time to time. However, your purchase of any Exclusive Membership Content is not a donation and OneCountry is not obligated to donate any portion thereof to any charitable entity.
5. Internet Access. You are responsible for any Internet connection and telecommunication fees and charges that you incur when accessing the Site and/or the Service.
5. Accounts. To use certain portions of the Site and Service, you will be directed to register on the Site and create a user profile or account (an "Account"). Eligibility to create an Account is limited to persons age thirteen (13) and older, or to persons who have reached the age of majority in their countries of residence. Creation of an Account and participation in a Promotion are void in countries on the United States list of embargoed countries through no further act of any party. As part of the registration process, you may be asked to submit your name, address, email address, date of birth and/or similar information and to select a password. You hereby agree, represent and warrant to OneCountry that all information you provide to OneCountry for purposes of creating an account ("Registration Information") will be true, accurate, current and complete and your failure to provide such information shall constitute a breach of this TOU. You agree to (1) promptly update your Registration Information to keep it true, accurate, current and complete; and (2) maintain the confidentiality of your password. In creating an Account, you shall not (1) select or use the email address or user name of another person, (2) use a name subject to the rights of any other person, (3) use an email address or user name that is profane, offensive or otherwise inappropriate or (4) allow any other party to use your Account and/or password. You agree you will not share or transfer any Account or Registration Information with any person other than OneCountry and its representatives. You agree you will not disclose your Account password to anyone. You agree to immediately notify OneCountry by sending an email to [email protected] of any known or suspected unauthorized use(s) of your Account or any known or suspected breach of security, including loss, theft or unauthorized disclosure of your Account password. You understand and agree that you shall be liable for all activities that occur under any Account created for your use, even if such activities were not committed by you. You agree OneCountry is not responsible for any loss or damage arising from your failure to maintain the confidentiality of your Account password, Account information and/or Registration Information.
6. Termination of Account. You understand and agree that you have no ownership rights in your Account and OneCountry may stop offering the Service and the Site (including Exclusive Membership Content) at any time for any reason or no reason. Further, OneCountry may cancel your Account and OneCountry may delete all of your Registration Information and any other information you have provided through the Site (collectively, "User Content") associated with your Account at any time, without notice, for any reason or no reason including, without limitation, your violation of this TOU. You agree OneCountry will not be liable for any damages or loss resulting from the removal of any User Content from the Site and/or the Service or for termination of any Account or deletion of any Registration Information and you hereby release OneCountry from all claims therefor. You may cancel your Account at any time and cancellation will take effect promptly receipt of your notice of cancellation delivered to OneCountry. OneCountry reserves the right to temporarily or permanently restrict or block access to the Site and/or the Service to any users who have had their Accounts cancelled.
7. Use of Site and Service.
(a) You agree that you will not, in connection with your use of the Site, or Service, violate any applicable law or regulation. Without limiting the foregoing, you agree not to (1) make available through the Site any material or information that infringes any copyright, trademark, patent, trade secret, or other right of any party (including rights of privacy or publicity); (2) institute, assist, or become involved in any type of attack including, without limitation, denial of service attacks, upon the Site and/or the Service or otherwise attempt to disrupt the Site and/or the Service or any other person's use of the Site and/or the Service; or (3) attempt to gain unauthorized access to the Site, Service, Accounts registered to other users, or the computer systems or networks connected to the Site and/or the Service. Furthermore, you may not use the Site to develop, generate, transmit or store information that: (1) is defamatory, harmful, abusive, obscene or hateful; (2) in any way obstructs or otherwise interferes with the normal performance of another person’s use of the Site and/or the Service, (3) performs any unsolicited commercial communication not permitted by applicable law; (4) constitutes harassment or a violation of privacy or threatens other people or groups of people; (5) is harmful to children in any manner; (6) violates any applicable law, regulation or ordinance; (7) makes any false, misleading or deceptive statement or representation regarding OneCountry and/or the Site or Service or (8) constitutes phishing, pharming or impersonates any other person, or steals or assumes any person's identity (whether a real identity or online nickname or alias).
(b) You agree that you will not (1) obtain or attempt to obtain any information from the Site including, without limitation, email information of other Account holders or Software data; (2) intercept, examine or otherwise observe any proprietary communications protocol used by the Site or Software, whether through the use of a network analyzer, packet sniffer or other device; (3) use any type of bot, spider, virus, clock, timer, counter, worm, software lock, drop dead device, Trojan-horse routing, trap door, time bomb or any other codes, instructions or third-party software that is designed to provide a means of surreptitious or unauthorized access to, or distort, delete, damage or disassemble, the Site or Software; or (4) or use any type of bot, software, or any other codes, instructions or third-party software that is designed enter you into a Sweepstakes (or multiple Sweepstakes) automatically or in any way that would provide you with an unfair advantage over individuals that enter manually.
(c) You agree and understand that all data, information, text, software, graphics, video, messages, tags, or other materials ("Content"), whether publicly posted or privately transmitted, on the Site or through the use of the Site or the Service, are the sole responsibility of the person posting or transmitting such Content. OneCountry does not control the Content posted on the Site or transmitted through the use of the Site or the Service by persons other than OneCountry and, as such, OneCountry does not guarantee, and shall not be responsible for any deficiencies relating to, the accuracy, reliability or quality of such Content. Further, you acknowledge that OneCountry may or may not pre-screen Content that is displayed on the Site or transmitted through the use of the Site or the Service and that OneCountry's pre-screening of any Content is not a representation, warranty, promise or covenant of OneCountry to pre-screen any other Content. You agree and understand that by visiting the Site or using the Service, you may be exposed to Content that you may consider to be offensive, indecent or objectionable. You agree that under no circumstances will OneCountry be liable in any way for any user-generated Content including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available on the Site or through the use of the Site or the Service and you hereby release OneCountry from all such claims.
(d) The Site may provide forums and/or chat features enabling users to post user observations and comments. OneCountry makes no representation or warranty that other members or users will not use the ideas and/or information that you share and you release OneCountry from all claims therefor. If you have ideas and/or information that you want to remain confidential and/or do not want others to use, do not post them via the Site. You agree OneCountry shall have no responsibility to evaluate, use or compensate you for any ideas and/or information that you submit on the Site or through the use of the Site or Service. You agree OneCountry has no responsibility or liability for the use, misuse, appropriation or misappropriation of the ideas and/or information shared by any member or user on the Site.
(e) All comments, feedback, suggestions, ideas, and other submissions that you disclose, submit or offer to OneCountry in connection with your use of the Site or Service, such as your suggestions regarding improvements that OneCountry make to the Site or Service (collectively, "Comments") will become OneCountry's exclusive property upon submission thereof. Such disclosure, submission or offer of any Comments shall constitute an immediate assignment to OneCountry of all worldwide right, title and interest in all patent, copyright, trademark, and all other intellectual property and other rights whatsoever in and to the Comments and a waiver of any claim based on moral rights, unfair competition, breach of express or implied contract, breach of confidentiality, misappropriation, conversion, estoppel and any other legal theory relating to submissions. Thus, OneCountry will own exclusively all such right, title and interest and shall not be limited in any way in the use, commercial or otherwise, of any Comments. You should not submit any Comments to OneCountry if you do not wish to assign such rights to OneCountry. You agree OneCountry is not under any obligation with regard to your Comments, including to: (1) maintain any Comments in confidence; (2) pay to you or any third party any compensation for any Comments; or (3) respond to any Comments. You are and shall remain solely responsible for the content of any Comments you make. By posting Comments or any other content, you warrant and represent that you own the rights to such or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute such Comments and content and grant OneCountry the right to do the same. You hereby irrevocably waive any claims against OneCountry based on moral rights and similar theories, if any.
(f) Your User Content, and the contents of all of your Comments and other online communications (including without limitation chat text, voice communications, IP addresses and your personal information) may be accessed and monitored by OneCountry as necessary to provide the Service and may be disclosed: (1) when OneCountry has a good faith belief that it is required to disclose the information in response to legal process (for example, a court order, search warrant or subpoena); (2) to satisfy any applicable laws, regulations, court order, order of any government agency or subpoena; (3) where OneCountry believes that the Site or Service is being used in the commission of a crime, including to report such criminal activity or to exchange information with other companies and organizations for the purposes of fraud protection and credit risk reduction; (4) when OneCountry has a good faith belief that there is an emergency that poses a threat to the health and/or safety of you, another person or the public generally; and (5) in order to protect the rights or property of OneCountry, including to enforce this TOU. By entering into this TOU, you hereby provide your irrevocable consent to such monitoring, access and disclosure.
(g) When accessing the Site you agree to obey the law and to respect the intellectual property rights of others. Your use of the Site is at all times governed by and subject to laws regarding copyright ownership and use of intellectual property. You agree not to upload, download, display, perform, transmit, or otherwise distribute any information or content in violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights. You shall be solely responsible for any violations of any relevant laws and for any infringements of third-party rights caused by any content you provide or transmit, or that is provided or transmitted using your account. You hereby agree to indemnify OneCountry for any claim against it resulting from or related to your breach of this Section 7(g). The burden of proving that any content does not violate any laws or third-party rights rests solely with you.
(h) The Site and the Service are operated by OneCountry in the United States. Those who choose to access the Site, and/or the Service from locations outside the United States do so at their own peril and are responsible for compliance with applicable local laws.
(i) Any and all rights in the online services are and shall remain the exclusive property of OneCountry or its licensors. For purposes of clarity, "online services" includes any and all content on the online services, such as, but not limited to, text, images, graphics, logos, page headers, button icons, images, audio clips, digital downloads, data compilations, software, trademarks, service marks, trade dress, audio, video, data and other materials (together, "content") as well as any part of the online services. The online services are licensed, not sold, to you. Nothing in these terms intends to transfer any such rights to, or to vest any such rights in, you. You may not take any action to jeopardize, limit or interfere with OneCountry's or its licensors' rights. Subject to these terms, you are granted a personal, non-exclusive, non-transferable and revocable license to use the online services solely for your own personal, non-commercial purposes and solely in accordance with these terms. For purposes of clarity, "Use" includes access, interact with, and display. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights these terms expressly grant to you. OneCountry reserves all other rights. You acknowledge the online services may include inaccuracies or errors.
8. Third-Party Products. Third-party services, content, information and products may be made available by OneCountry on or through the Site ("Third-Party Products"). Third Party Products are provided solely for the convenience of Site users and OneCountry makes no representations or warranties regarding any Third-Party Products and takes no responsibility and assumes no liability for any Third-Party Products. Third-Party Products are subject to the applicable terms and policies of the third parties that offer them.
9. Hyperlinks. The Site may contain links to websites operated by other parties. OneCountry provides these links to other websites as a convenience, and you agree use of these sites is at your own risk. You acknowledge the linked sites are not under the control of OneCountry and OneCountry is not responsible for the content available on the other sites. Such links do not imply OneCountry's endorsement of information or material on any other site and OneCountry disclaims all liability with regard to your access to and use of such linked websites.
10. Links to the Site. You may not place a link to the Site on another website without OneCountry prior written consent and, without limiting the foregoing, you must adhere to OneCountry's linking policy as follows: (1) the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with OneCountry and/or its licensors' names and trademarks, (2) the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with, or associated with OneCountry, (3) when selected by a user, the link must display the Site on full-screen and not within a frame on the linking site, and (4) OneCountry reserves the right to revoke its consent to the link at any time and in its sole discretion.
11. OneCountry Intellectual Property and Intellectual Property Infringement. The interfaces, content, arrangement and layout of the Site including, but not limited to, the OneCountry trademark and logo, designs, text, artwork, graphics, images, buttons, user interfaces, information and other content, and any compilation of the foregoing (collectively, "OneCountry Intellectual Property") are the property of OneCountry, except where otherwise expressly noted, and are protected from copying, imitation, communication, or simulation under U.S. and international laws and may not be reproduced, modified, communicated, displayed, distributed, or transmitted without the prior written permission of OneCountry. You understand and acknowledge that, by visiting the Site, you do not acquire or obtain by implication or otherwise, any license or right to use or make additional copies of any materials or information displayed on the Site. You agree not to display or use any OneCountry Intellectual Property or third-party content located on the Site in any manner not expressly permitted under this TOU.
12. Disclaimer of Warranties. ONECOUNTRY PROVIDES THE SERVICE "AS IS" AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESSED OR IMPLIED. ONECOUNTRY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ONECOUNTRY DOES NOT WARRANT OR MAKE ANY REPRESENTATION THAT THE SERVICE WILL BE ACCURATE, RELIABLE, UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME TOTAL RESPONSIBILITY RELATED TO YOUR USE OF THE SERVICE. FURTHER, ONECOUNTRY PROVIDES THE PRIZES IN ACCORDANCE WITH THE SWEEPSTAKES "AS IS" AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. ONECOUNTRY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OF A PRIZE. ONECOUNTRY DOES NOT WARRANT OR MAKE ANY REPRESENTATION THAT THE PRIZES WILL BE ACCURATE, RELIABLE, UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PRIZES ARE FREE HARMFUL COMPONENTS. YOU ASSUME TOTAL RESPONSIBILITY RELATED TO YOUR USE OF THE SERVICE. YOUR SOLE REMEDY AGAINST ONECOUNTRY AND ALL OTHER MEMBERS OF THE ONECOUNTRY SYSTEM FOR DISSATISFACTION WITH OR HARM FROM THE SERVICE OR ANY PRIZE IS TO STOP USING THE SERVICE OR PRIZE. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES. THESE WARRANTY EXCLUSIONS MAY NOT APPLY TO YOU TO THE EXTENT THAT APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES.
13. Limitation of Liability; Sole and Exclusive Remedy. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ONECOUNTRY OR ANY OF ITS AFFILIATES, TOGETHER WITH ITS RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES AND AGENTS, BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS TOU, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR (1) ANY LOST OR CORRUPTED DATA, LOST PROFITS, LOSS OR DAMAGE TO ANY COMPUTER, MOBILE PHONE OR OTHER DEVICE OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SITE, THE SOFTWARE, THE SERVICE OR ANY PRIZE, EVEN IF ONECOUNTRY AND/OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (2) THE USE OR THE INABILITY TO USE THE SITE, THE SOFTWARE, THE SERVICE OR A PRIZE; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; (5) ANY OTHER MATTER RELATING TO THE SITE, THE SOFTWARE, THE SERVICE OR ANY PRIZE; OR (6) THE COST OF PROCURING SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY. TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, ONECOUNTRY'S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE REMEDY FOR ANY PROBLEMS, CLAIMS OR DISSATISFACTION WITH THE SITE, THE SOFTWARE, ANY PORTION OF THE SERVICE OR ANY PRIZE IS TO TERMINATE YOUR ACCOUNT AND DISCONTINUE USE OF THE SITE, THE SOFTWARE, THE SERVICE OR PRIZE. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of OneCountry and its affiliates shall be limited to the fullest extent permitted by law.
14. Indemnification. You hereby agree to indemnify and hold OneCountry and its managers, members, employees, representatives and agents harmless from and against, and shall on proper demand pay and reimburse them for, any loss, liability, damage, cost or expense (including reasonable attorneys' fees) suffered or incurred thereby by reason of any misrepresentation, breach or nonfulfillment of any covenant or agreement by you contained in this TOU.
15. Governing Law; Jurisdiction. This TOU shall be is governed by, and will be construed under, the laws of the United States of America and the law of the State of Arkansas, without regard to choice-of-law principles. All disputes arising out of or related to your use of the Site, the Software, the Service and/or any Prize shall be subject to the exclusive jurisdiction of the state and federal courts located within Washington County, Arkansas, and you agree to submit to the personal jurisdiction of such courts.
16. Arbitration. By participating in the Promotion(s), using the Service, subscribing to or otherwise purchasing Exclusive Membership Content on or related to the Site (each instance, a "Use"), you agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against OneCountry, its members, managers, employees, representatives and agents (collectively, the "OneCountry Entities") arising out of, relating to, or connected in any way with any Promotion or use of the Service, the awarding or redemption of Prizes, or the determination of the scope or applicability of this agreement to arbitrate, will be resolved exclusively by final and binding arbitration administered by American Arbitration Association ("AAA") and conducted before a sole arbitrator pursuant to the applicable Rules and Procedures established by AAA ("Rules and Procedures"); (2) this arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1-16; (3) the arbitration shall be held at a location determined by AAA pursuant to the Rules and Procedures (provided such location is reasonably convenient for such user), or at such other location as may be mutually agreed by you and appropriate OneCountry Entities; (4) the arbitrator's decision shall be controlled by the terms and conditions of these Official Rules and any of the other agreements referenced herein that the Participant may have entered into in connection with the Use; (5) the arbitrator shall apply Arkansas law consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (6) there shall be no authority for any claims to be arbitrated on a class or representative basis as you and OneCountry Entities hereby waive the right to assert claims in any class or representative action; arbitration can thus decide only your and/or OneCountry Entities' individual claims; the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (7) to the extent permitted by law, the arbitrator shall not have the power to award punitive, incidental or consequential damages against you or OneCountry Entities; (8) in the event that the administrative fees and deposits that must be paid to initiate arbitration against the OneCountry Entities exceed $125 USD for claims less than $10,000 or $375 for claims greater than $10,000 but less than $75,000, and you are unable (or not required under the applicable Rules and Procedures) to pay any fees and deposits that exceed this amount, OneCountry agrees to pay them and/or forward them on your behalf, subject to ultimate allocation by the arbitrator. In addition, if you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, OneCountry will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (9) with the exception of subpart (6) above, if any part of this Section 16 is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures established by AAA, then the balance of this Section 16 shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (6) is found to be invalid, unenforceable or illegal, then the entirety of this Section 16 shall be null and void, and neither you nor OneCountry Entities shall be entitled to arbitrate their dispute. For more information on AAA and/or AAA Rules and Procedures, you may visit the AAA Website at http://www.adr.org.
17. TOU Modification. This TOU cannot be modified or amended in any way except in a written document issued in accordance with law by a duly authorized representative of OneCountry. The invalidity or unenforceability of any provision of this TOU shall not affect the validity or enforceability of any other provision. In the event that any provision of this TOU is determined to be invalid or otherwise unenforceable or illegal, this TOU shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein.
(a) You agree that no joint venture, partnership, employment, or agency relationship exists between you and OneCountry as a result of this TOU or your use of the Site, the Software, the Service or any Prize.
(b) OneCountry may assign this TOU, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this TOU without OneCountry prior written consent, and any unauthorized assignment by you shall be null and void.
(c) You shall be solely responsible for the tax consequences of your winning and/or your receipt of any Prize.
(d) If any of the provisions of this TOU is found to be invalid or unenforceable, then that provision will be construed in a manner consistent with applicable laws to reflect, as nearly as possible, the original intentions of the parties, and the remaining provisions shall remain in full force and effect.
(e) In the event any litigation is brought by either party in connection with this TOU, the prevailing party in such litigation shall be entitled to recover from the other party all the reasonable costs, attorneys' fees and other expenses incurred by such prevailing party in the litigation.
(f) Our failure to enforce any provision of this TOU shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by OneCountry of any provision, condition or requirement of this TOU shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
(g) All notices given by you or required under this TOU shall be in writing and addressed to: OC Media Holdings, LLC, 918 W. Henri De Tonti Boulevard, Springdale, Arkansas 72762 Attn: Sweepstakes Department.
(h) You hereby agree that OneCountry would be irreparably damaged if the terms of this TOU were not specifically enforced, and therefore you agree that OneCountry shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this TOU, in addition to such other remedies as OneCountry may otherwise have available to OneCountry under applicable laws.
(i) This TOU, including the documents expressly incorporated by reference, constitutes the entire agreement between you and OneCountry with respect to subject matter herein and supersedes all prior or contemporaneous communications, whether electronic, oral or written, between you and OneCountry with respect to the Site, the Software and/or the Service.
All questions and concerns regarding this TOU should be directed to [email protected]