Terms of Use

Welcome to teenmomtalknow.com (the “Site”). The following rules (“Terms and Conditions”) govern (a) the use of the Site and (b) the Site content that may appear or be offered on the Site. Please read the following Terms and Conditions carefully. By using the Site, you (a) acknowledge that you have read, understand, and expressly agree to be legally bound by these Terms and Conditions (including our privacy policy (“Privacy Policy”)), (b) agree to follow these Terms and Conditions and all applicable laws and regulations governing our Site, (c) represent and warrant that you are at least 18 years old, are a resident of the United States or lawfully consent to U.S. jurisdiction for all purposes on our Site as if a resident, and have the right, authority, and capacity to enter into these Terms and Conditions (either on behalf of yourself or the entity you represent if you are using this Site on behalf of an entity). If you do not agree with the foregoing, you are not authorized to use the Sites.

These Terms and Conditions are a legal agreement between you and CPX Interactive, LP (referred to in this agreement as “CPXi”, “us”, or “we”) that is providing you the Site, product, or service. These Terms and Conditions (including the Privacy Policy) constitute the entire agreement between you and CPXi regarding the subject matter hereof. Any offer by CPXi is conditioned on your acceptance of these Terms and Conditions.

ACCESSING, BROWSING OR OTHERWISE USING THE SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS IN THIS AGREEMENT, SO PLEASE READ THIS AGREEMENT CAREFULLY BEFORE PROCEEDING.

Modification of Terms

CPXi reserves the right to discontinue or modify any of our Terms of Use and/or our Privacy Policy as we deem necessary or desirable, at any time. If CPXi makes any substantial changes, we will notify you by sending you an e-mail to the e-mail address that is registered with your account and/or by posting notice of the change on the Site. The updated Terms of Use will be effective upon the earlier of our sending an e-mail notice to you or our posting of the changes on our Site.

Permitted Use and Restrictions

Subject to the terms and conditions of this Agreement, we hereby grant you a limited, revocable, non-transferable and non-exclusive license to access and use the Site by displaying it on your internet browser only for reviewing Site content and not for any commercial use or use on behalf of any third party, except as explicitly permitted by us in advance. Any breach of this Agreement shall result in the immediate revocation of the license granted in this paragraph without notice to you.

Except as permitted in the paragraph above, you may not reproduce, distribute, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile or otherwise exploit this Site or any portion of it unless expressly permitted by us in writing. You may not make any commercial use of any of the Content provided on the Site or make any use of the Site for the benefit of another business unless CPXi makes available the means for such distribution through functionality offered by the Site API enabling you to reproduce, modify, create derivative works, distribute, sell, transfer, publicly display, publicly perform, transmit, or otherwise use the Content or Service. We reserve the right to refuse service, terminate accounts, and/or cancel orders at our discretion, including, without limitation, if we believe that customer conduct violates applicable law or is harmful to our interests. For purposes of these Terms of Use, the term “Content” includes, without limitation, information, data, text, photographs, video clips, audio clips, written posts, articles and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Services, including Submissions (as defined below) from users.

You shall not upload to, distribute, or otherwise publish through this Site any Content, information, or other material that (a) violates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person or company; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under U.S. or international law; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties or any software intended to damage or alter a computer system or data. (d) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (e) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (f) interfere with or disrupt servers or networks connected to the Site or violate the regulations, policies or procedures of such networks; (g) attempt to gain unauthorized access to the Site, other computer systems or networks connected to or used together with the Site, through password mining or other means; (h) harass or interfere with another user’s use and enjoyment of the Site; or (i) engage in any illegal activities.

Reviews and Comments

Except as otherwise provided elsewhere in this Agreement or on the Site, anything that you submit or post to the Site and/or provide us, including without limitation, Content, ideas, know-how, techniques, questions, reviews, comments, and suggestions (collectively, “Submissions”) is and will be treated as non-confidential, and we and other users of the Site shall have a royalty-free, worldwide, perpetual, irrevocable, sublicensable and transferable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, create derivative works from such Submissions by any means and in any form, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions, including without limitation for promotional and other commercial purposes. When you post certain Submissions (such as comments or reviews) to the Site, you also grant us the right to use the name and any other personally identifiable information (such as your photo or social media handle) that you include with such Submission. For clarity, the foregoing license grants to us and our users does not affect your ownership or license rights in your Submissions, including the right to grant additional licenses to your Submissions, unless otherwise agreed in writing. You represent and warrant that you own or otherwise control all of the rights to the Submissions that you post on this Site and that use of your Submissions by us and other users of the Site will not infringe upon or violate the rights of any third party. You further agree that your Submissions will not contain libelous, defamatory or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Site. You shall not use a false email address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of any Submissions. We may, but shall not be obligated to, remove or edit any Submissions (including comments or reviews) for any reason.

Errors, Inaccuracies and Omissions

Occasionally there may be information on our Site that contains typographical errors, inaccuracies, or omissions. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information if any information on the Site is inaccurate at any time without prior notice

Content from other Users, Links, Search Results, Advertising and Third-Party Sellers

Our Site may contain (a) Content provided by other users, (b) links to other sites operated by third parties, (c) advertisements and/or sponsorships provided by third parties, and (d) stores, services, or product lines offered by third parties ((a), (b), (c), and (d) are collectively, “Third-Party Materials”). We have no control over and are not responsible and assume no liability for any Third-Party Materials or the applicable third parties. We are not responsible for any acts or omissions of such third parties. We do not review, approve, endorse, guarantee, warrant, or make any representations with respect to Third-Party Materials or the applicable third parties. For example, we do not guarantee, warrant or represent that the Third-Party Materials are accurate, legal and/or inoffensive or that these third party sites do not contain viruses or other features that may adversely affect your computer. You use all Third Party Materials and interact with such third parties at your own risk. We are not obligated to be involved in any disputes between you and any such third parties. When you leave our site, our Terms and Conditions (including our Privacy Policy) no longer govern. You should carefully review the applicable third party privacy statements and other terms and conditions of use.

You hereby release us, our subsidiaries, affiliates, officers, employees, agents, and successors from any claim, demands, losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arising from use of Third Party Materials or interactions with or conduct of the applicable third parties. In connection with the foregoing, IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

International Access

This Site may be accessed from countries other than the United States. If you access and use this Site outside the United States you are responsible for complying with your local laws and regulations.

Termination and Effect of Termination

In addition to any other legal or equitable remedies, we may, without prior notice to you, immediately terminate the Agreement or revoke any or all of your rights granted under this Agreement. Upon any termination of this Agreement, you shall immediately cease all access to and use of the Site and we shall, in addition to any other legal or equitable remedies, deny your access to and use of this Site in whole or in part. Any termination of this Agreement shall not affect the respective rights and obligations of the parties arising before the date of termination.

Privacy

We respect and make efforts to protect the privacy of all users of our Site. Our current Privacy Policy available at https://www.teenmomtalknow.com is hereby incorporated herein by reference and made a part of the Terms and Conditions.

Intellectual Property

You acknowledge and agree that all copyright, designs, the “look and feel” of the Site, trademarks and all other intellectual property and material rights relating to the Content as herein described, including CPXi Software and all HTML and other code contained in this Site, but excluding your Submissions for purposes of this paragraph, shall remain at all times vested in CPXi and/or are the property of their respective owners. All such Content, including third party trademarks, designs and related intellectual property rights mentioned or displayed on this Site are protected by federal and state laws, common laws and regulations and international treaty provisions. You are permitted to use the Content only as expressly authorized by CPXi and/or its third party licensors. Any reproduction or redistribution of the above listed Content is prohibited and may result in civil and criminal penalties. Violators will be prosecuted to the fullest extent permissible under applicable law. Without limiting the foregoing, copying and use of the above listed materials to any other server, location or support for publication, reproduction or distribution is expressly prohibited.

Copyright Infringement
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by CPXi infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed, or access to it blocked. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see www.loc.gov/copyright/ for details. Notices and counter-notices with respect to our web sites should be sent to CPXi, Attn: TeenMomTalkNow.com, 1441 Broadway, 18^th Floor, New York, NY 10018. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

Disclaimer of Warranties

FROM TIME TO TIME, CPXi MAY OFFER HEALTH AND WELLNESS RELATED CONTENT. YOU SHOULD ALWAYS SPEAK WITH A HEALTHCARE PROFESSIONAL BEFORE TAKING ANY DIETARY, NUTRITIONAL, HERBAL OR HOMEOPATHIC SUPPLEMENT OR USING ANY HEALTH RELATED PRODUCT. CPXi does not warrant and shall have no liability for information provided in this site regarding recommendations concerning products for any and all health purposes. This information is provided solely as a guideline to be used when discussing a program with a healthcare professional. The claims made about specific nutrients or products have not been evaluated by the Food and Drug Administration unless otherwise indicated. Health and wellness related products on this Site are not intended to diagnose, treat, cure or prevent disease. Content provided on this site is solely for informational purposes. It is your sole responsibility to consult a licensed physician or qualified health care professional for advice, diagnosis, and/or treatment of any health related condition. CPXi makes no guarantee or warranty, express or implied, with respect to any health or wellness related products or services sold, including any warranty of merchantability or fitness for a particular purpose.

WHILE WE ENDEAVOR TO PROVIDE THE MOST ACCURATE, UP-TO-DATE INFORMATION AVAILABLE, OUR SITES (INCLUDING OUR SITE CONTENT) MAY BE OUT OF DATE OR INCLUDE OMISSIONS, INACCURACIES OR OTHER ERRORS. OUR SITES (INCLUDING OUR SITE CONTENT) ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DO NOT PROMISE THAT OUR SITES (OR SITE CONTENT OR SERVICES) WILL BE ERROR-FREE, TIMELY, SECURE, VIRUS FREE, OR UNINTERRUPTED, OR THAT THE USE OF OUR SITES (OR SITE CONTENT) WILL PROVIDE ANY SPECIFIC RESULTS. WE EXPRESSLY DISCLAIM ALL REPRESENTATIONS, GUARANTEES, WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO OUR SITES (INCLUDING OUR PRODUCTS, SERVICES, AND SITE CONTENT) INCLUDING BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ACCURACY. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR OUR AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF OUR OBLIGATIONS UNDER THESE TERMS AND CONDITIONS.

OTHER THAN AS REQUIRED UNDER APPLICABLE CONSUMER PROTECTION LAW, UNDER NO CIRCUMSTANCE WILL CPXi BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A USER’S RELIANCE ON INFORMATION OBTAINED THROUGH THE SITE OR A LINKED SITE, OR USER’S RELIANCE ON ANY PRODUCT OR SERVICE OBTAINED FROM A LINKED SITE. IT IS THE RESPONSIBILITY OF THE USER TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE SITE, OR OBTAINED FROM A LINKED SITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC OPINION, ADVICE, PRODUCT, SERVICE, OR OTHER CONTENT.

Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. You may have other rights which vary from jurisdiction to jurisdiction.

Limitation on Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT CPXi AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY OF THE FOLLOWING TYPES OF DAMAGES RELATED IN ANY WAY TO OUR RELATIONSHIP WITH YOU (INCLUDING OUR PRODUCTS, SERVICES, OR SITE CONTENT) OR THIRD-PARTY MATERIALS OR WEB SITES: INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, RELATED TO OUR PRODUCTS OR YOUR ACCESS TO, AND USE OF, OUR SITES OR ANY OTHER HYPER-LINKED THIRD PARTY WEB SITE(EVEN IF CPXi HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES).

NOTWITHSTANDING THE ANYTHING TO THE CONTRARY, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED IN ANY WAY TO OUR RELATIONSHIP WITH YOU (INCLUDING OUR PRODUCTS, SERVICES, OR SITE CONTENT), OR THIRD-PARTY MATERIALS OR WEB SITES (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID TO CPXi FOR THE APPLICABLE TRANSACTION GIVING RISE TO THE LIABILITY, OR, IF THERE IS NO PAID TRANSACTION RELATED TO THE LIABILITY, THE LESSER OF THE AMOUNTS PAID BY YOU TO CPXi IN THE PRIOR TWELVE (12) MONTHS AND FIFTY DOLLARS ($50).

Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. If any applicable authority holds any portion of this section to be unenforceable, then liability will be limited to the fullest extent of applicable law.

Basis of Bargain

THE WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE AGREEMENT BETWEEN CPXi AND YOU. CPXi WOULD NOT BE ABLE TO PROVIDE THE SITE (INCLUDING THE PRODUCTS, SERVICES, AND SITE CONTENT) ON AN ECONOMICALLY ACCEPTABLE BASIS WITHOUT SUCH LIMITATIONS.

Indemnity

You agree to indemnify and hold CPXi (and its officers, directors, agents, affiliates, subsidiaries, joint ventures, and employees) harmless from any claim or demand, including reasonable attorneys’ fees, or arising out of or related to your breach of this Term of Service, or your violation of any law or the rights of a third party.

Dispute Resolution

Applicable Law: The Terms and Conditions and any legal action against us shall be governed in all respects by the laws of the State of New York and as those laws apply to agreements entered into and to be performed entirely within New York, without regard to conflict of law provisions.

Forum and Jurisdiction: You agree that any claim or dispute you have or may bring against CPXi must be resolved by an appropriate federal or state court located in the County of Nassau, New York. You agree to submit to the personal jurisdiction of the courts located in the County of Nassau, New York for the purpose of litigating any claim or dispute you have with or bring against CPXi. Notwithstanding the foregoing, to the extent CPXi believes that you have in any manner violated (or you threaten to violate) CPXi’s intellectual property rights, you agree that CPXi is entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any appropriate jurisdiction.

Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action not covered by the section entitled “Disclaimer of Warranties” herein arising out of or related to use of the Site, Products or services or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Severability

If any these provisions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed several and shall not affect the validity and enforceability of any remaining provision.

Other General Provisions

Section titles in the Terms and Conditions are for convenience and do not define, limit, or extend any provision of the Terms and Conditions. As used herein, the term “including” means “including without limitation”. Our failure to enforce any right or provision shall not operate as a waiver of such right or provision. Neither party is the agent or partner of the other party. These Terms and Conditions may not be assigned by you without our prior written consent and any attempted assignment in violation of the foregoing shall be null and void. We may assign any of our rights under these Terms and Conditions without your prior written consent, to any third party. The terms of these Terms and Conditions shall be binding upon permitted assignees.

Publisher Sourcing Disclosure
In order to provide our advertising partners and clients transparency into paid traffic sources and establish trust and security for their clients and brands, we disclose the percentage of sourced traffic by quarter. We do this in conjunction and in compliance with the Trustworthy Accountability Group. We define Sourced Traffic as any non-organic originating traffic. This may mean Facebook, native ads, paid search, or other digital paid sources. Below is our percentage of paid traffic sources by quarter:

We maintain procedures to ensure that sourced traffic can be attributed to each traffic source. This includes the ability to differentiate between organic traffic, paid search and other online advertising campaigns so that this traffic can be properly monitored and reported. We maintain procedures to detect when the number of clicks measured by the traffic source differs significantly with the number of landings attributed to each traffic source as measured by our reports. We maintain procedures to ensure compliance with industry best practices as outlined in the MRC Invalid Traffic and Detection Guidelines. We maintain procedures to challenge the legitimacy/quality of traffic from a given traffic source.

How to Contact Us

If you have any comments or questions, please do not hesitate to contact us at [email protected] or write us at:

TeenMomTalkNow.com

1441 Broadway

18^th Floor

New York, NY 10018