Welcome to Teddywalter.com (the “Site” and/or “We” and/or “Teddy Walter”)

By accessing, browsing or using this Site and Services, you acknowledge that you have read, understood and agreed to be bound by these Terms of Use (these “Terms”). If you do not agree to these Terms, you should not use or access this Site.  Teddywalter.com reserves the right to revise these Terms at any time by updating this posting. You are encouraged to review these Terms each time you use the Site because your use of the Site after the posting of changes will constitute your acceptance of the changes. By agreeing to these Terms it also constitutes your agreement to the Site Privacy Policy, which is incorporated herein.The following Terms of Use outline your obligations when using the Teddy Walter websites, mobile applications, and services.

BY ACCESSING OR USING ANY PART OF THE SITE, YOU ACCEPT, WITHOUT LIMITATION OR QUALIFICATION, THESE TERMS. IF YOU DO NOT AGREE WITH ALL OF THE TERMS SET FORTH BELOW, YOU MAY NOT USE ANY PORTION OF THE SITE.  WE RESERVE THE RIGHT TO CHANGE THESE TERMS & CONDITIONS OF USE AT ANY TIME WITHOUT NOTICE.

We grant you a personal, limited, non-transferable non-exclusive, license to access and use the Site. We reserve the right, in our sole discretion and without notice to you, to revise the products and services available on the Site and to change, suspend or discontinue any aspect of the Site and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the Site or restrict your access to part, or all, of the Site without notice or penalty. Your continued use of the Site will constitute your acceptance of any such changes.

Use of the Site

You may use the Site only for your own noncommercial personal use and in compliance with these Terms. You are responsible for your own communications, including the transmission, uploading or posting of information and are responsible for the consequences of such communications to the Site. Any other use of the Site requires our prior written consent of . You may not otherwise copy, modify, or distribute the contents of this Site without the express written permission of Teddywalter.com. You may not modify, publish, transmit, participate in the transfer or sell, create derivative works from, or in any way exploit, any of the content, in whole or in part, found on the Site.

We require all Site users to agree not to use the Site, and specifically prohibit any use of the Site, for any of the following purposes:

  • Posting, communicating or transmitting any material that infringes on any intellectual property, publicity or privacy right of another person or entity
  • Posting any information which is untrue, inaccurate or not your own
  • Harass, threaten, intimidate, impersonate, or attempt to impersonate, any other person, falsify your contact or other information, misrepresent a relationship with any person or entity, including misrepresenting a relationship with Teddy Walter, or otherwise attempt to mislead others as to the identity of the sender or the origin of a review or rating
  • Knowingly provide or submit false or misleading information;
  • Engaging in conduct that would constitute a criminal offense or give rise to civil liability or otherwise violate any law or regulation
  • Attempting to interfere in any way with the Site’s network security, or attempting to use the Site’s service to gain unauthorized access to any other computer system

You may not use spiders, robots, data mining techniques or other automated devices or programs to catalog, download or otherwise reproduce, store or distribute content available on the Site. Further, you may not use any such automated means to manipulate the Site, such as automating what are otherwise manual or one-off procedures. You may not take any action to interfere with, or disrupt, the Site or any other user’s use of the Site, including, without limitation, via means of overloading, “flooding”, “mailbombing” or “crashing” the Site, circumventing security or user authentication measures or attempting to exceed the limited authorization and access granted to you under these Terms. You may not frame portions of the Site within another web site. You may not resell use of, or access to, the Site to any third party without our prior written consent.

Registration Information

We may require that you create an account to use or access certain parts of the Sites and Services and use certain products and features. We may require that you provide login information such as a username and password to access and utilize your account. As a condition of your use of the Sites and Service, you agree to (a) provide Teddy Walter with true, accurate, current and complete information as prompted by the Teddy Walter registration forms, when registering for or using the Sites and Services and (b) update and maintain the truthfulness, accuracy and completeness of such information. You are responsible for maintaining the confidentiality of any password or other account information not generally available to others and are fully responsible for all activities that occur under your username and password. While there are limited, legitimate reasons for creating multiple accounts, creating serial or overlapping accounts may result in account termination.  Please contact us if you have questions about managing multiple accounts.

Proprietary Rights

You acknowledge and agree that the content (other than content that may be submitted by Users), materials, text, images, videos, graphics, trademarks, logos, button icons, music, software and other elements available on the Site are the property of Teddywalter.com or our licensors and are protected by copyright, trademark and/or other proprietary rights and laws. You agree not to sell, license, rent, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, modify or create derivative works from any content or materials on the Site.  All other trademarks are the property of their respective owners. All of our Site’s content is Copyright 2016 Teddywalter.com. All rights reserved. Except as expressly set forth in these Terms, no license is granted to you and no rights are conveyed by virtue of accessing or using the Site. All rights not granted under these Terms are reserved by Teddywalter.com.

Submitted Content  (“Content”)

By submitting or posting any materials or content on the Site, you grant us a perpetual, irrevocable, non-terminable, worldwide, royalty-free and non-exclusive license to use, copy, distribute, publicly display, modify, create derivative works, and sublicense such materials or any part of such materials. You hereby represent, warrant and covenant that any materials you provide do not include anything (including, but not limited to, text, images, music or video) to which you do not have the full right to grant Teddywalter.com the license specified above.

You further represent, warrant and covenant that:

  • Any materials you provide will not contain libelous or otherwise unlawful, abusive or obscene material;
  • Each person identified, depicted, or shown in in your Content, if any, (and if a minor, the parent or guardian of the minor) has provided consent to the use of the Content consistent with these Terms of Use;
  • You are solely responsible for your reviews and ratings;
  • Teddy Walter may, in its sole discretion, choose to remove or not to remove reviews and ratings once published;
  • You will not submit any reviews that may be considered by Teddy Walter to be infringing, harassing, libelous, abusive, threatening, obscene, profane, hateful, offensive, harmful, vulgar, distasteful, defamatory, or otherwise violates any relevant law or right of any other party, or racially, ethnically or otherwise objectionable;
  • All of your reviews and ratings will either be based upon (i) your actual first-hand experiences with the Service Providers you are reviewing or (ii)  an individual and that individual’s actual first-hand experience with a health care or wellness provider whereby you have the legal authority to disclose such health information and experience of such individual.
  • All of your reviews and ratings of the Service Providers that you are rating will be accurate, honest, truthful, and complete in all respects;
  • You do not work for, own any interest in or serve on the board of directors of, any of the Service Providers for which you submit reviews and ratings;
  • You are not in any way related (by blood, adoption or marriage, if the Service Provider is an individual) to any of the Service Providers for which you submit reviews or ratings;
  • You have not received any form of compensation to post reviews and ratings;
  • You will submit thorough and thoughtful reviews of the Service Providers you review;
  • You will not submit reviews that comment on other users or the reviews of other users;
  • You will not submit reviews with hyperlinks; or
  • The reviews and ratings that you provide do not reflect the views of Teddy Walter, its officers, managers, owners, employees, agents, designees or other users.

We will be entitled to use any content submitted by you without incurring obligations of confidentiality, attribution or compensation to you.

Publication and Distribution of Content

Teddy Walter cannot and does not guarantee the accuracy, integrity, quality or appropriateness of any Content transmitted to or through the Sites and Services. You acknowledge that Teddy Walter simply acts as a passive conduit and an interactive computer service provider for the publication and distribution of user-generated. You understand that all posted on, transmitted through or linked through the Service, are the sole responsibility of the person from whom such Content originated. You understand that Teddy Walter does not control, and is not responsible for Content or Service Provider Content made available through the Sites and Services, and that by using the Sites and Services, you may be exposed to Content that is inaccurate, misleading, or offensive. You agree that you must evaluate and make your own judgment, and bear all risks associated with, the use of any Content.

 

You further acknowledge that Teddy Walter has no obligation to screen, preview, monitor or approve any user-generated Content on the Sites and Services. However, Teddy Walter reserves the right to review, modify and/or delete any Content that, in its sole judgment, violates these Terms of Use. By using the Sites and Services, you agree that it is solely YOUR RESPONSIBILITY to evaluate your risks to bear associated with the use, accuracy, usefulness, completeness or appropriateness of any Content that you submit, receive, access, transmit or otherwise convey through the Sites and Services. Under no circumstances will Teddy Walter be liable in any way for any Content, including, but not limited to, any Content that contains any errors, omissions, defamatory statements, or confidential or private information (including, but not limited to, health information) or for any loss or damage of any kind incurred as a result of the use of any Content submitted, accessed, transmitted or otherwise conveyed via the Sites and Services. You waive the right to bring or assert any claim against Teddy Walter relating to Content, and release Teddy Walter from any and all liability for or relating to any Content. Teddy Walter has no obligation to review, monitor, or remove any Content or other materials, except as required by law.

 

You may, however, report Content that you believe violates these Terms of Use or is otherwise unlawful by sending an email to legal@teddywalter.com (for copyright complaints, please see below).  Please note that you may be liable for damages (including costs and attorneys’ fees) for unlawful misrepresentations. If you are uncertain whether an activity is unlawful, we recommend seeking advice of an attorney.

 

You agree that Teddy Walter may establish general practices, policies and limits, which may or may not be published, concerning the use of the Sites and Services, including without limitation, the time that reviews and ratings will be retained, the maximum number of reviews and ratings that may be sent from an account, the length of reviews and ratings sent, and the maximum number of times and the maximum duration for which you may access the Sites and Services in a given period of time. You agree that Teddy Walter has no responsibility or liability for the deletion or failure to store any Content or other materials maintained or transmitted by or through the Sites and Services. You agree that Teddy Walter has the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

Service Providers

Teddy Walter does not endorse and is not responsible or liable for any content, data, advertising, products, goods or services available or unavailable from, or through, any third party or Service Provider (which includes, but is not limited to, health care and wellness providers). You agree that should you use or rely on such content, data, advertisement, products, goods or services, available or unavailable from, or through any third party or Service Provider (which includes, but is not limited to, health care and wellness providers), Teddy Walter is not responsible or liable, indirectly or directly, for any damage or loss caused or alleged to be caused by or in connection with such use or reliance. Your dealings with, or participation in promotions of any Service Provider (which includes, but is not limited to, health care and wellness providers), and any other terms, conditions, representations or warranties associated with such dealings, are between you and such Service Provider (which includes, but is not limited to, health care and wellness providers) exclusively and do not involve Teddy Walter. You should make whatever investigation or other resources that you deem necessary or appropriate before hiring or engaging Service Providers (which includes, but is not limited to, health care and wellness providers).

 

Third parties and Service Providers may link or otherwise direct Internet users to our Sites and Services for the purpose of utilizing one or more of the services we provide on behalf of others. Additionally, we may provide links or otherwise direct you to third party or Service Provider websites. Teddy Walter does not control or operate any such third party or Service Provider websites. Any information you provide to these third party or Service Provider websites while on these third party or Service Provider websites is subject to the respective policies of those third parties or Service Providers, and not Teddy Walter’s policies. It is your responsibility to review such third party or Service Provider policies, including any relevant privacy policies. You agree that Teddy Walter will not be responsible or liable for, and does not endorse any content, advertising, goods or services provided on or through these outside websites or for your use or inability to use such websites. Teddy Walter does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give to any third party or Service Provider sites. You use these third party or Service Provider websites at your own risk.

 

You agree that Teddy Walter is not responsible for the accessibility or unavailability of any Service Provider (which includes, but is not limited to, health care and wellness providers) or for your interactions and dealings with them, waive the right to bring or assert any claim against Teddy Walter relating to any interactions or dealings with any Service Provider (which includes, but is not limited to, health care and wellness providers), and release Teddy Walter from any and all liability for or relating to any interactions or dealings with Service Providers (which includes, but is not limited to, health care and wellness providers).

Without limiting the foregoing, your correspondence or business dealings with, consumption of products or services of, or participation in promotions of, third parties or Service Providers found on or through the use of the Sites and Services, including payment for and delivery or fulfillment of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. You agree that Teddy Walter shall not be responsible or liable, directly or indirectly, for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties or Service Providers on the Teddy Walter Sites and Services.

Advertising

Teddy Walter and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.

Aggregate Information

We may collect general, non-personal, statistical information about the use of the Site and Services, such as how many visitors visit a specific page on the Site, how long they stay on that page, and which hyperlinks, if any, they click on. This information represents a generic overview of our users, including their collective viewing habits, and allows us and other third parties to modify information, promotions, offers and/or discounts on products and services based on user traffic and behavior. We collect this information through the use of technologies such as ‘cookies’, which are discussed in greater detail in our Privacy Policy. We collect this information in order to help enhance the Site and Services to make for a better visitor experience.

Payment Terms for Services

If you purchase a Service, then these payment terms apply to your purchase and you agree to them.

For the purposes of this section, “Services” means any Service provided by Teddy Walter including but not limited to (1) creating and hosting business profiles for advertising and marketing purposes; (2) advertising and promoting of your business or brand on any of our Site pages through the use of sidebar or leaderboard ads; (3) Creating sponsored posts that include original content to promote and advertise your business or brand; or (4) Advertising and selling your products/goods on any of our webpages.

  • Charges. If there is a charge associated with a portion of the Services, you agree to pay that charge. The price stated for the Services excludes all applicable taxes and currency exchange settlements, unless stated otherwise. The price for Teddy Walter Services includes a charge for the Service and a charge for taxes. You are solely responsible for paying such taxes or other charges. Taxes are calculated based applicable tax laws and codes of your location at the time of your purchase. We may suspend or cancel the Services if we do not receive an on time, full payment from you. Suspension or cancellation of the Services for non-payment could result in a loss of access to and use of your account and its content. Connecting to the Internet via a corporate or other private network which masks your location may cause charges to be different from those displayed for your actual location.
  • Your Billing Account. To pay the charges for a Service, you will be asked to provide a payment method at the time you sign up for that Service.  Additionally, you agree to permit Teddy Walter to use any updated account information regarding your selected payment method provided by your issuing bank or the applicable payment network. You agree to keep your billing account and contact information current at all times. Changes made to your billing account will not affect charges we submit to your billing account before we could reasonably act on your changes to your billing account.
  • Billing. By providing Teddy Walter with a payment method, you (i) represent that you are authorized to use the payment method that you provided and that any payment information you provide is true and accurate; (ii) authorize Teddy Walter to charge you for the Services or available content using your payment method; and (iii) authorize Teddy Walter to charge you for any paid feature of the Services that you choose to sign up for or use while these Terms are in force. We may bill you (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) on a recurring basis for subscription Services. Also, we may charge you up to the amount you have approved, and we will notify you in advance of any change in the amount to be charged for recurring subscription Services. We may bill you at the same time for more than one of your prior billing periods for amounts that haven’t previously been processed.
  • Recurring Payments. When you purchase the Services on a subscription basis (e.g., monthly, every 6 months or annually (as applicable)), you acknowledge and agree that you are authorizing recurring payment, and payments shall be made to Teddy Walter by the method you have chosen at the recurring intervals chosen by you, until the subscription for that Service is terminated by you or by Teddy Walter. By authorizing recurring payments, you are authorizing Teddy Walter to process such payments as either electronic debits or fund transfers, or as electronic drafts from your designated account (in the case of Automated Clearing House or similar payments), or as charges to your designated account (in the case of credit card or similar payments) (collectively, “Electronic Payments”). Subscription fees are generally billed or charged in advance of the applicable subscription period. If any payment is returned unpaid or if any credit card or similar transaction is rejected or denied, Teddy Walter or its service providers reserve the right to collect any applicable return item, rejection or insufficient funds fee and to process any such payment as an Electronic Payment.
  • Automatic Renewal. Provided that automatic renewals are allowed in your state, we will inform you by email before automatically renewing your Services, unless purchased on a subscription basis. Once we have informed you that the Services will be automatically renewed, we may automatically renew your Services and charge you the then current price for the renewal term. We will also remind you that we will bill your chosen payment method for the Services renewal, whether it was on file on the renewal date or provided later. We may also provide you with instructions on how you may cancel the Services. You must cancel the Services before the renewal date to avoid being billed for the renewal.
  • Online Statement and Errors. Teddy Walter will provide you with an online email billing statement where you can view and print your statement.  This is the only billing statement that we provide. If we make an error on your bill, you must tell us within 60 days after the error first appears on your bill. We will then promptly investigate the charge. If you do not tell us within that time, you release us from all liability and claims of loss resulting from the error and we won’t be required to correct the error or provide a refund. If Teddy Walter has identified a billing error, we will correct that error within 90 days.
  • Refund Policy. Unless otherwise provided by law or by a particular Service offer, all purchases are final and non-refundable. If you believe that Teddy Walter has charged you in error, you must contact us within 60 days of such charge. No refunds will be given for any charges more than 60 days old. We reserve the right to issue refunds or credits at our sole discretion. If we issue a refund or credit, we are under no obligation to issue the same or similar refund in the future. This refund policy does not affect any statutory rights that may apply.
  • Canceling the Services. You may cancel a Service at any time, with or without cause. To cancel a Service and request a refund, if you are entitled to one, please email to cancel@teddywalter.com and request a refund from Teddy Walter. You should refer back to the offer describing the Services as (i) you may not receive a refund at the time of cancellation; (ii) you may be obligated to pay cancellation charges; (iii) you may be obligated to pay all charges made to your billing account for the Services before the date of cancellation; or (iv) you may lose access to and use of your account when you cancel the Services. If you cancel, your access to the Services ends at the end of your current Service period or, if we bill your account on a periodic basis, at the end of the period in which you canceled.
  • Trial-Period Offers. If you are taking part in any trial-period offer, you must cancel the trial Service(s) no less than 2 days prior to the end of the trial period to avoid incurring new charges, unless we notify you otherwise. If you do not cancel the trial Service(s) no less than 2 days prior to the end of the trial period, we may charge you for the Service(s).
  • Promotional Offers. From time to time, Teddy Walter may offer Services for a trial period during which Teddy Walter will not charge you for the Services. Teddy Walter reserves the right to charge you for such Services (at the normal rate) in the event that Teddy Walter determines (in its reasonable discretion) that you are breaching the terms and conditions of the offer.
  • Price Changes. We may change the price of the Services at any time and if you have a recurring purchase, we will notify you by email at least 15 days before the price change. If you do not agree to the price change, you must cancel and stop using the Services before the price change takes effect. If there is a fixed term and price for your Service offer, that price will remain in force for the fixed term.
  • Payments to You. If we owe you a payment, then you agree to timely and accurately provide us with any information we need to get that payment to you. You are responsible for any taxes and charges you may incur as a result of this payment to you. You must also comply with any other conditions we place on your right to any payment. If you receive a payment in error, we may reverse or require return of the payment. You agree to cooperate with us in our efforts to do this. We may also reduce the payment to you without notice to adjust for any previous overpayment.

Disclaimers

You assume all responsibility and risk with respect to your use of the Site. THE SITE, AND ALL CONTENT, MERCHANDISE, AND OTHER INFORMATION ON OR ACCESSIBLE FROM OR THROUGH THIS SITE OR A “LINKED” SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SECURITY OR ACCURACY. SPECIFICALLY, BUT WITHOUT LIMITATION, WE DO NOT WARRANT THAT: (1) THE INFORMATION ON THIS SITE IS CORRECT, ACCURATE OR RELIABLE; (2) THE FUNCTIONS CONTAINED ON THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE; OR (3) DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. We make no warranties of any kind regarding any other sites to which you may be directed or hyperlinked from this Site. Hyperlinks are included solely for your convenience, and We make no representations or warranties with regard to the accuracy, availability, suitability or safety of information provided in such other  sites. We do not endorse, warrant or guarantee any products or services offered or provided by or on behalf of third parties on the Site.

Indemnification

You agree to indemnify, hold harmless, and defend Teddywalter.com, its parent, subsidiaries, divisions, and affiliates, and their respective officers, directors, employees, agents and affiliates from any and all claims, liabilities, damages, costs and expenses of defense, including attorneys’ fees, in any way arising from or related to your use of the Site, your violation of these Terms or the Privacy Policy, content posted to the Site by you, or your violation of any law or the rights of a third party.

Limitation of Liability

IN NO EVENT SHALL TEDDYWALTER.COM, ITS PARENT COMPANY, SUBSIDIARIES, AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, SUPPLIERS, AFFILIATES, OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. IN NO EVENT SHALL THE TOTAL LIABILITY OF TEDDYWALTER.COM, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, SUPPLIERS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THIS SITE, WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT YOU PAID TO US IN CONNECTION WITH THE EVENT GIVING RISE TO SUCH LIABILITY. You hereby acknowledge that the preceding paragraph shall apply to all content, merchandise and services available through the Site. Because some states do not allow limitations on implied warranties or the exclusion or limitation of certain damages, all of the above disclaimers or exclusions may not apply to all users.

International Use

We control and operate the Site from the United States. We make no representation that materials on the Site are appropriate or available for use outside the United States. If you choose to access this Site from outside the United States, you do so at your own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

Copyright Infringement; Notice and Take Down Procedures

We specifically prohibit the posting of any content that violates or infringes the copyright rights and/or other intellectual property rights (including rights of privacy and publicity) of any person or entity. If you believe that any material contained on this Site infringes your copyright or other intellectual property rights, you should notify us of your copyright infringement claim.

To contact us with any questions or concerns in connection with these Terms or the Site, or to provide any notice under these Terms, please  email us at legal@teddywalter.com.

Termination

You may terminate the Terms at any time by closing your account, discontinuing your use of the Site, and providing Teddy Walter with a notice of termination at legal@teddywalter.com.

We may close your account, suspend your ability to use certain portions of the Site, and/or ban you altogether from the Site for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, the Site, Your Content, Site Content, or any other related information.

In the event of any termination of these Terms, whether by you or us, all other sections will continue in full force and effect, including our right to use your Submitted Content.

Governing Law

The laws of the State of New York shall govern these Terms. YOU HEREBY EXPRESSLY CONSENT TO EXCLUSIVE JURISDICTION AND VENUE IN THE COURTS LOCATED IN NEW YORK COUNTY, NEW YORK FOR ALL MATTERS ARISING IN CONNECTION WITH THESE TERMS AND CONDITIONS OR YOUR ACCESS OR USE OF THE SITE.