Terms of Use

Terms of Use2018-08-04T17:25:39+00:00

Effective Date: July 23, 2018

This website is owned and operated by CelloBello, LLC, a Massachusetts limited liability company (“CelloBello,” “we,” “our,” and “us”). These Terms of Use apply to your use of our website and any mobile applications that post a link to this page (collectively, the “Site”). By accessing our Site, you agree to be bound by these Terms of Use and consent to our collection, use, and sharing of your information as described in our Privacy Policy. If you do not agree to these Terms of Use or our Privacy Policy, please exit our Site. If you have any questions regarding our Terms of Use or Privacy Policy, please contact us at:

Postal mail: CelloBello, 1200 Washington Street, Suite 320, Boston, MA 02118, United States
Email: webmaster@cellobello.com

To the extent we provide you notice on our Site of different or additional terms of use, those additional terms shall govern such transaction.

1. Site Content, Ownership, Limited License, and Rights of Others
All materials and content on our Site (“Site Content”) are protected by copyrights, trademarks, or other intellectual property rights. These materials are owned by CelloBello, or are used with permission of the owners or as otherwise authorized by law. Such materials include, but are not limited to, trademarks, content, photographs, images, illustrations, text, videos, and other materials. All rights are reserved, worldwide. Subject to your strict compliance with these Terms of Use, CelloBello grants you a limited, non-exclusive, revocable, non-assignable, personal and non-transferable license to use our Site for your personal, educational and non-commercial purposes only.

When using our Site, you must respect the proprietary and personal rights of CelloBello and others. Your unauthorized use of our Site or Site Content may violate copyright, trademark, privacy, publicity, communications and other laws, and any such use may result in your personal liability, including potential criminal liability. CelloBello respects the intellectual property rights of others. If you believe that your work has been infringed by means of an improper posting or distribution of it on our Site, please review Reporting Potential Copyright Infringement to us, below.

2. Site Use and Restrictions
Any unauthorized use of our Site or Site Content for any purpose is prohibited. We may suspend or terminate the availability of our Site (and any elements or features of it), in whole or in part, for any reason, and at any time, in our sole discretion, and without advance notice or liability.

You agree that you will not: use our Site or Site Content for any political or commercial purpose; engage in any activities through or in connection with our Site that attempt to or do harm to any individuals or entities or are unlawful, offensive or abusive, or that violate any right of any third party, or are otherwise objectionable to CelloBello; reverse engineer, decompile, disassemble, reverse assemble or modify any site or application source or object code or any software or other products, services, or processes accessible through any portion of our Site or Site Content; engage in any activity that interferes with another user’s access to our Site or the proper operation of our Site, or otherwise causes harm to our Site, CelloBello or other users; interfere with or circumvent any security or access feature of our Site; or otherwise violate these Terms of Use.

You also agree that: you will not copy or distribute any Site Content manually or by using any robot, scraper, crawler, or any other automatic device or process; you will not frame or utilize framing techniques to enclose any Site Content; you will keep intact all trademark, copyright, and other intellectual property notices contained in any Site Content; you will not use content from our Site in a manner that suggests an unauthorized association with any of our or our licensors’ products, services or brands; you will not copy, modify, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate or transfer to any third party or on any third-party application or website, or otherwise use or exploit Site Content in any way for any purpose except as specifically permitted by these Terms of Use or with the prior written consent of an officer of CelloBello or, in the case of licensed Site Content, the owner of the content; and you will not insert any code or product to manipulate Site Content.

3. User Submissions

a. User Submissions
The Site may permit the submission of certain user-generated text, information, data, audio, video, photographs, files or other content to the Site (“User Submissions”) and the hosting, sharing, transmission and/or publishing of such User Submissions. User Submissions may be used, distributed and published by CelloBello and viewed by both general users and registered members of the Site. You understand that CelloBello does not guarantee any confidentiality with respect to any User Submissions.

b. Representations Regarding User Submissions
You shall be solely responsible for your own User Submissions and the consequences of submitting, posting or publishing them. In connection with User Submissions, you affirm, represent, and warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize CelloBello to use all copyrights, trademarks, trade secrets, patents or any other proprietary or personal rights in and to your User Submissions to enable inclusion and use of such User Submissions in the manner contemplated by the Site and these Terms of Use; (ii) submitting, posting or publishing your User Submission on or through the Site does not and will not violate any confidentiality obligations between you and any person or organization or the privacy rights, publicity rights or other rights of any person; and (iii) you have the written consent, release, and/or permission of each and every identifiable person or organization in your User Submission to use the name or likeness of each and every such identifiable person or organization to enable inclusion and use of the User Submissions in the manner contemplated by the Site and these Terms of Use. You further affirm, represent and warrant that your User Submissions are not defamatory or libelous in any manner whatsoever.

c. Ownership of User Submissions; License
You will retain all ownership rights in your User Submissions, and CelloBello will not use, reproduce, publish, distribute or display User Submissions owned by you and stored on our Site for CelloBello’s commercial, marketing or any similar purpose, without your consent. By submitting a User Submission to CelloBello and permitting it to be viewed, posted or published on our Site, you hereby grant to CelloBello a perpetual, worldwide, non-exclusive, royalty-free, fully paid up, sublicenseable and transferable license to use, post and store User Submissions on our Site and servers and publish, distribute and display such User Submissions in connection with the Site and CelloBello’s (and its successor’s) business, including without limitation the right to distribute such User Submissions to other users and third parties. You further hereby waive any and all moral rights and all rights of a similar nature in any jurisdiction in your User Submission.

d. User Submissions Restrictions
In connection with any User Submissions, you further agree that you will not: (i) submit or publish falsehoods, misrepresentations or statements that could damage CelloBello or any third party; (ii) submit material that is false, misleading, inaccurate, derogatory, unlawful, obscene, defamatory, contains nudity, libelous, threatening, sexually explicit or pornographic, harassing, hateful, intimidating, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense of any federal, state or local law, give rise to civil liability, violate any law, or is otherwise inappropriate or objectionable; (iii) post advertisements or business solicitations, including any “junk mail” or “spam;” (iv) impersonate another person, institution or organization or falsely state or otherwise misrepresent yourself, your age or your affiliation with any third party, organization, institution or person; (v) upload, post, store or otherwise make available any virus, bug, Trojan horse or other computer file or program that is capable of destroying, interrupting or interfering with or limiting the functionality of the Site or any server, computer hardware, software or equipment. CelloBello does not endorse any User Submission or any opinion, recommendation, or advice expressed therein. CelloBello reserves the right to remove Site Content and User Submissions without prior notice. CelloBello also reserves the right to decide whether Site Content or a User Submission is appropriate and complies with these Terms of Use for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, trademark infringement, violations of rights of publicity or privacy, obscene or defamatory material, or excessive length. CelloBello may remove such User Submissions and/or terminate a user’s access for accessing or distributing such material in violation of these Terms of Use at any time, without prior notice and at its sole discretion.

e. Accuracy, Usefulness of User Submissions
You understand that when using the Site, you will be exposed to User Submissions and third party information from a variety of sources and that Company is not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to such User Submissions and third party information. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against CelloBello with respect thereto.

a. Notification
If you are a copyright owner or an agent thereof and believe that any User Submission or other Site Content infringes upon your copyright, you may submit a written notification pursuant to the Digital Millennium Copyright Act (“DMCA”) (see 17 U.S.C. 512(c)(3) for further information) by providing our Copyright Agent (listed below) with the following information: (i) an electronic or physical signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) a description of the copyrighted work claimed to have been infringed or if multiple copyrighted works are covered by a notification, a representative list of such works at our Site; (iii) a description of the location on the Site of the allegedly infringing material(s); (iv) your address, telephone number, and e-mail address; (v) a written statement that you have a good faith belief that use of the material(s) in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a written statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

CelloBello’s designated Copyright Agent for notice of claims of infringement is:

Paul Katz
CelloBello, LLC
1200 Washington Street, Suite 320
Boston, MA 02118
United States
email: copyright@cellobello.com
telephone: +1 (617) 777 4935

Only notices of alleged copyright infringement should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to CelloBello’s customer service at webmaster@cellobello.com. You acknowledge that if you fail to comply with all of the notice requirements of the DMCA, your notice may not be valid.

b. Counter-Notification
If you believe that any User Submission of yours that was removed is not infringing, or that you have the appropriate rights from the copyright owner or third party, or pursuant to the law, to post and use the material in your User Submission, you may send a counter notification containing the following information to the Copyright Agent: (i) your physical or electronic signature; (ii) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled; (iii) a statement (under penalty of perjury) that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the material; and your name, address, telephone number, and e-mail address, along with a statement that you consent to the jurisdiction of the federal court in the commonwealth or state you are located or the Commonwealth of Massachusetts and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter notification is received by the Copyright Agent, CelloBello shall send a copy of such counter notification to the original notifying party. The original notifying party shall have ten (10) business days to file an action for copyright infringement and seek a court order against the content provider or user posting such material. If no such infringement action is filed within such 10 business days, CelloBello may, in its sole discretion, reinstate the removed material or cease disabling such material.

c. Termination
In accordance with the DMCA and other applicable law, CelloBello shall, in appropriate circumstances, terminate access, at CelloBello’s sole discretion, of any registered member that CelloBello finds to be a repeat infringer of others copyrights. CelloBello may also, in its sole discretion, limit or fully terminate access to the Site of any user infringing the intellectual property rights of others, regardless of whether such user is repeat offender or not.

5. Donation Terms and Policies
To make a donation to CelloBello through our Site, you must be the applicable age of majority in your jurisdiction of residence. If you choose to make a donation, you will be prompted to provide payment information through PayPal or through our fiscal sponsor, Fractured Atlas. By submitting such payment information, you agree that you authorize your card to be charged at our convenience but within thirty (30) days of credit card authorization. You hereby represent and warrant that you will not use any credit card or other form of payment unless you have all necessary legal authorization to do so. YOU, AND NOT CELLOBELLO, ARE RESPONSIBLE FOR PAYING ANY UNAUTHORIZED AMOUNTS BILLED TO YOUR CREDIT CARD BY A THIRD PARTY. Please also read our Privacy Policy for information about the collection, processing, storage and use of payment information submitted to our Site.

SEE SECTION 18 BELOW FOR IMPORTANT LIMITATIONS ON THE TERMS OF THIS SECTION 5.

8. Governing Law
You agree that all matters relating to your use of our Site, User Submissions or these Terms of Use will be governed by the laws of the United States and the Commonwealth of Massachusetts without regard to its conflicts of laws provisions. You agree to personal jurisdiction by and venue in state and federal courts in Massachusetts. IF YOU ARE A CONSUMER, HOWEVER, THIS PROVISION SHALL NOT BE CONSTRUED TO LIMIT YOUR RIGHTS UNDER CONSUMER PROTECTION LAWS OF YOUR STATE OF RESIDENCE AS SET FORTH IN SECTION 19.

9. Limited Time to File Claims
You agree that you will assert any claim arising out of your use of our Site, User Submissions, or these Terms of Use within one (1) year after the claim arises, or such claim will be barred.

SEE SECTION 18 BELOW FOR IMPORTANT LIMITATIONS ON THE TERMS OF THIS SECTION 9.

10. DISCLAIMERS AND LIMITATIONS OF LIABILITY
OUR SITE IS PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. CELLOBELLO SHALL NOT BE LIABLE FOR ANY DIRECT SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST REVENUES, LOST PROFITS OR LOSS OF PROSPECTIVE ECONOMIC ADVANTAGE, RESULTING FROM THE USE OR MISUSE OF OUR SITE, OR THE SITE CONTENT, USER SUBMISSIONS, INFORMATION, DOCUMENTS, OR SOFTWARE THEREIN, EVEN IF CELLOBELLO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANOTHER PARTY. CELLOBELLO DOES NOT WARRANT THAT OUR SITE WILL BE UNINTERRUPTED OR FREE OF INACCURACIES OR ERRORS, NOR DOES CELLOBELLO WARRANT THAT OUR SITE IS FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS.

Your use of our Site, and any reliance on any Site Content published or transmitted, is at your own risk. You agree that you hereby release CelloBello, its affiliates, advertisers, suppliers, distributors and others from any and all liability or obligations arising from the access or use of our Site or any products sold or promoted on it. Your sole remedy for any problem or concern is to exit our Site. CelloBello reserves the right to restrict or limit access to our Site.

SEE SECTION 18 BELOW FOR IMPORTANT LIMITATIONS ON THE TERMS OF THIS SECTION 10.

11. Site Operated in the United States
CelloBello controls and operates our Site from its offices in the United States, and CelloBello makes no representation that our Site is appropriate or available for use beyond the United States. If you use our Site from other locations, you are doing so on your own initiative and are responsible for compliance with applicable local laws regarding your online conduct and acceptable content, if and to the extent local laws apply. Our Site may describe products and services that are available only in the United States (or only parts of it). We reserve the right to limit the availability of our Site and/or the provision of any content, program, product, service, or other feature described or available on our Site to any person, entity, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service, or other feature that we provide. You and we disclaim any application to these Terms of Use of the Convention on Contracts for the International Sale of Goods.

SEE SECTION 18 BELOW FOR IMPORTANT LIMITATIONS ON THE TERMS OF THIS SECTION 11.

12. Assignment
CelloBello may assign its rights and obligations under these Terms of Use, in whole or in part, to any party at any time without any notice. These Terms of Use may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of CelloBello.

13. Communications
When you communicate with us electronically, such as via e-mail, you consent to receive communications from us electronically. Please note that we are not obligated to respond to inquiries that we receive. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

14. Indemnity
You hereby agree to defend, indemnify and hold CelloBello and its subsidiaries and each of their respective employees, officers, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and assigns (each an “CelloBello Party,” or collectively, “CelloBello Parties”) harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys’ fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought against any CelloBello Party, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with, whether occurring heretofore or hereafter: (a) your User-Generated Content; (b) your use of our Site and your activities in connection with our Site; (c) your breach or alleged breach of these Terms of Use; (d) your violation or alleged violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of our Site and your activities in connection with our Site; (e) information or material transmitted through your device, even if not submitted by you, that infringes, violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy, or other right of any person or entity; (f) any misrepresentation made by you; or (g) CelloBello Parties’ use of the information that you submit to us (including your User-Generated Content) (all of the foregoing, “Claims and Losses”). You will cooperate as fully required by CelloBello Parties in the defense of any Claim and Losses. Notwithstanding the foregoing, CelloBello Parties retain the exclusive right to settle, compromise, and pay any and all Claims and Losses. CelloBello Parties reserve the right to assume the exclusive defense and control of any Claims and Losses. You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of a CelloBello Party.

SEE SECTION 18 BELOW FOR IMPORTANT LIMITATIONS ON THE TERMS OF THIS SECTION 14.

15. No Waiver
Except as expressly set forth in these Terms of Use, (a) no failure or delay by you or CelloBello in exercising any of rights, powers or remedies under these Terms of Use will operate as a waiver of that or any other right, power or remedy, and (b) no waiver or modification of any term of these Terms of Use will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.

16. Severability and Interpretation
If any provision of these Terms of Use is for any reason deemed invalid, unlawful, void or unenforceable by a court of competent jurisdiction, then that provision will be deemed severable from these Terms of Use, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms of Use (which will remain in full force and effect). To the extent permitted by applicable law, you agree to waive, and you hereby waive, any applicable statutory and common law that may permit a contract to be construed against its drafter. Wherever the word “including” is used in these Terms of Use, the word will be deemed to mean “including, without limitation.”

SEE SECTION 18 BELOW FOR IMPORTANT LIMITATIONS ON THE TERMS OF THIS SECTION 16.

17. Amendments or Changes to These Terms of Use
We reserve the right to change these Terms of Use at any time, by posting amended terms on this website. Use of our sites or applications after the effective date constitutes your acceptance of the amended terms and conditions. We reserve the right to apply the amended terms to the information that we have already collected, subject to our Privacy Policy and any legal constraints. You should read and review this page regularly to see if there have been any changes.

18. Exclusions and Limitations; Consumer Protection Notice
If you are a consumer, the provisions in these Terms of Use are intended to be only as broad and inclusive as is permitted by the laws of your State of residence. If you are a New Jersey consumer, the terms of Sections 3(b), 4, 5, 6, 9, 10, 11, 12, 13, 15 17 do not limit or waive your rights as a consumer under New Jersey law and the provisions in these Terms of Use are intended to be only as broad and inclusive as is permitted by the laws of the State of New Jersey. In any event, CelloBello reserves all rights, defenses and permissible limitations under the law of your State of residence.

19. Contact Us
If you have any questions regarding our Terms of Use, practices, or your use of our Site, please contact us at webmaster@cellobello.com or using the information below:

CelloBello, LLC
1200 Washington Street, Suite 320
Boston, MA 02118
United States