CUMULUS MEDIA, INC
TERMS OF SERVICE
TERMS OF SERVICE CURRENT AS OF JUNE 15, 2020
AGREEMENT BETWEEN USER AND CUMULUS
This site or application is owned or managed by Cumulus Media Inc. (“Cumulus “) and is part of the Cumulus family of companies, which includes other quality entertainment brands such as broadcast and Internet radio stations, Westwood One, Inc., NASH, Modern Luxury, SweetJack and Incent‐Rev/Radio‐Half Off, each of which operates or manages one or more websites or applications (each a “Cumulus Site,” and collectively the “Cumulus Sites”).
Certain products or services offered by this and/or other Cumulus Sites (each a “Cumulus Internet Service,” and collectively “Cumulus Internet Services”), and certain areas within this and/or other Cumulus Sites may be governed by additional terms (“Additional Terms”) presented in conjunction with those products or services. You must agree to those Additional Terms before using those areas or Cumulus Internet Services. The Additional Terms and this Agreement, taken together, shall apply to your use of those areas or Cumulus Internet Services. In the event of an irreconcilable inconsistency between the Additional Terms and this Agreement, the Additional Terms shall control.
By using this Cumulus Site, you are representing and warranting that: (a) you are a legal resident of the United States; (b) you are at or above the legal age of majority in your jurisdiction of residence; (c) you own or have sufficient authorization to use the computer, mobile device, technology or other device you use to access this Cumulus Site (collectively, “Device”); and (d) you will access and use this Cumulus Site in accordance with this Agreement.
Some parts of this Cumulus Site may contain adult content intended for people who are at or above the legal age of majority in their jurisdiction of residence. By viewing this adult content, you are representing that you are at or above such legal age of majority and that the content is acceptable to you. Filtering software is commercially available which can be used to exclude content that is not acceptable to you. This software may prevent the display of all or portions of the Cumulus Site content.
If permitted or available through the applicable Cumulus Internet Service, to (a) upload content to this Cumulus Site via your mobile device and/or tablet, (b) receive and reply to messages, or to access or make posts using text messaging, (c) browse this Cumulus Site from your mobile device and/or (d) to access certain features through a mobile application you have downloaded and installed on your mobile device (collectively the “Mobile Services”), you must have a mobile communications subscription (or have the consent of the applicable subscriber) with a participating carrier or otherwise have access to a mobile communications network for which Cumulus makes the Cumulus Internet Service available as well as any carrier services
necessary to download content, and pay any service fees associated with any such access (including text messaging charges for each text message you send and receive on your mobile device). In addition, you must provide all equipment and software necessary to connect to the Cumulus Internet Service, including, but not limited to, if this Cumulus Site contains a mobile element, a mobile hand set or other mobile access device that is in working order and suitable for use in connection with the Cumulus Internet Service and to use any part of that Service. You are responsible for ensuring that your equipment and/or software does not disturb or interfere with Cumulus’s or this Cumulus Site’s operations or the Cumulus Internet Service. Any equipment or software causing interference will be immediately disconnected from the Cumulus Internet Service and Cumulus will have the right to immediately terminate this Agreement. If any upgrade in or to the Cumulus Internet Service requires changes in your equipment or software (including the operating system for your Device), you must effect these changes at your own expense. Unless explicitly stated otherwise, any new or additional features that augment or enhance the current Cumulus Internet Service, including the release of new products and services, will be subject to the terms and conditions of this Agreement. You agree to follow and comply with any applicable laws in your use of the Cumulus Internet Service.
USE OF CONTENT
All information, materials, functions and other content (including Submissions, as defined in below) (“Content”) contained on any Cumulus Site are our copyrighted property or the copyrighted property of our licensors or licensees. All trademarks, service marks, trade names, and trade dress are proprietary to us and/or our licensors or licensees. We may change the Cumulus Site or delete Content or features at any time, in any way, for any or no reason.
Except as we specifically agree in writing, no Content from any Cumulus Site may be used, reproduced, transmitted, distributed or otherwise exploited in any way other than as part of the Cumulus Site, except that where a Cumulus Site is configured to enable the download of particular Content, you may download one copy of such Content to a single Device for your personal, noncommercial use only, provided that you (a) keep intact all copyright and other proprietary notices, (b) make no modifications to the Content, and (c) do not use the Content in a manner that suggests an association with any of our products, services or brands. Any business use, “re‐mailing” or high‐volume or automated use of any Cumulus Site is prohibited.
Any and all rights not expressly granted herein are reserved.
NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the Cumulus Site, you warrant to us that you will not use the Cumulus Site for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Cumulus Site in any manner which could damage, disable, overburden, or impair the Cumulus Site or interfere with any other party’s use and enjoyment of the Cumulus Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Cumulus Sites.
YOU MAY NOT USE ANY CUMULUS SITE FOR ANY PURPOSE THAT IS UNLAWFUL OR PROHIBITED BY THIS AGREEMENT AND/OR ANY APPLICABLE ADDITIONAL TERMS. YOUR ACCESS TO ANY CUMULUS SITE MAY BE TERMINATED IMMEDIATELY IN CUMULUS’S SOLE DISCRETION, WITH OR WITHOUT NOTICE, IF YOU FAIL TO COMPLY WITH ANY PROVISIONS OF THIS AGREEMENT AND/OR ANY APPLICABLE ADDITIONAL TERMS, OR FOR ANY OTHER REASON, OR NO REASON.
PRIVACY AND PROTECTION OF PERSONAL INFORMATION
ACCOUNTS, SECURITY, PASSWORDS
If a particular Cumulus Site or Cumulus Internet Service requires you to open an account, you must complete the specified registration process by providing us with current, complete, and accurate information as requested by the applicable online registration form. It is your responsibility to maintain the currency, completeness, and accuracy of your registration data and any loss caused by your failure to do so is your responsibility. After you have fully completed the registration form, you may be
asked to choose a password and a user name. It is entirely your responsibility to maintain the confidentiality of your password and account. Additionally, you are entirely responsible for any and all activities that occur under your account. You agree to notify Cumulus immediately of any unauthorized use of your account. Cumulus is not liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You may cancel your account by delivering notice in the manner provided in the Additional Terms governing the particular Cumulus Internet Service.
This Cumulus Site may offer certain Cumulus Internet Services having interactive components such as bulletin boards, chat rooms, blogs, and forums (collectively, ” Cumulus Interactive Services”). Additional Terms may cover Cumulus Internet Services, which appear on the pages where these services are available, in addition to the general terms provided below. The selection of available Cumulus Internet Services may change from time to time in Cumulus ‘s sole discretion. You may participate in the Cumulus Interactive Service by completing the registration form where one is provided.
We do not claim ownership of the Submissions you provide, post, upload, input or submit to any Cumulus Site using the Cumulus Interactive Services. However, by posting, uploading, inputting, providing or submitting your Submission to a Cumulus Site through the Cumulus Interactive Services, you are granting us and our licensees, distributors, agents, representatives and other authorized users, a perpetual, non‐exclusive, irrevocable, fully‐paid, royalty‐free, sub‐licensable and transferable (in whole or part) worldwide license under all copyrights, trademarks, patents, trade secrets, privacy and publicity rights and other intellectual property rights you own or control to use, reproduce, transmit, display, exhibit, distribute, index, comment on, modify, create derivative works based upon, perform and otherwise exploit such Submissions, in whole or in part, in all media formats and channels now known or hereafter devised (including on Cumulus Sites, Cumulus Interactive Services, on third‐party platforms, and on our radio stations) for any and all purposes including entertainment, news, advertising, promotional, marketing, publicity, trade or commercial purposes, all without further notice to you, with or without attribution, and without the requirement of any permission from or payment to you or to any other person or entity (the “Submissions License”).
Other than those we specifically request, we do not accept or consider unsolicited creative materials, ideas or suggestions either via this Cumulus Site, email or other means. This is to avoid any misunderstandings if your ideas are similar to those we have developed or obtained independently. However, if you do still transmit to us, via this Cumulus Site, email or otherwise, any unsolicited communication or material, you will be deemed to have granted to us the same rights as are set out in this section with respect to Submissions. Without limitation thereof, you agree that Cumulus, our affiliates and our licensees are free to use any ideas, concepts, know‐how or techniques contained in any communication you send to us for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products, services and content using such information, without any credit, notice, approval or compensation to you. No compensation will be paid to you with respect to our use of your Submission, as provided herein. We are under no obligation to post or use any Submission you may provide to us and we may remove any Submission at any time in our sole discretion.
By Distributing your Submission on a Cumulus Site, you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to Distribute your Submission. Accordingly, we, our licensees, distributors, agents, representatives and other authorized users shall not be liable to you or to any person claiming through you for our exploitation or disclosure of any Submission.
The information and opinions expressed in Submissions appearing on this Cumulus Site are not necessarily those of Cumulus or its content providers, advertisers, sponsors, affiliated or related entities, and Cumulus `makes no representations or warranties regarding that information or those opinions, and expressly disclaims any responsibility for Submissions. Cumulus does not represent or guarantee the truthfulness, accuracy, or reliability of any Submission or determine whether the Submission violates the rights of others, and Cumulus has no control over whether such Submissions are of a nature that you or other users might find offensive, distasteful or otherwise unacceptable. You acknowledge that any reliance on any Submission submitted by other users will be at your own risk, including any reliance on the accuracy, completeness or usefulness of such Submissions. You acknowledge that this Cumulus Site is “public,” and in addition to the license granted to Cumulus, other users will have access to your Submissions and might copy, modify or distribute them.
If you are aware of any Submission on this Cumulus Site which violates these Terms, please contact us at email@example.com. Please provide as much detail as possible, including a copy of the underlying material, the location where Cumulus may find it, and the reason such Submission should be removed. Please note that filing a complaint will not guarantee its removal, Cumulus will only remove a Submissions if Cumulus believes the measure is necessary, in our sole discretion. To the extent any notice is based on an alleged copyright violation, please follow in the instructions set forth in the section entitled “Copyright Infringement.”
CODE OF CONDUCT ON CUMULUS SITES
The Cumulus Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). By using a Cumulus Site or the Communication Services, you agree that you will adhere to this Code of Conduct and use the Cumulus Site and Communication Services only to Distribute Submissions that are proper and related to the particular Cumulus Site or Communication Service. Accordingly, you agree that you will not:
- Distribute any Submission, provide links to, or make any post that is unlawful (according to local, state, federal, or international law or regulation) inappropriate, defamatory, infringing, obscene, indecent or advocate illegal activity.
- Distribute files, provide links to, or make posts that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
- Deliver, or provide links to, any postings containing material that could be considered harmful, obscene, pornographic, indecent, lewd, violent, abusive, profane, insulting, threatening, harassing, hateful or otherwise objectionable.
- Deliver, or provide links to, any postings containing material that harasses, victimizes, degrades, or intimidates an individual or group of individuals on the basis of religion, race, ethnicity, sexual orientation, gender, age, or disability.
- Distribute files, provide links to, or make posts that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s device.
- Deliver any unsolicited advertisement, promotional materials, junk email, bulk email (also known as “spam”), chain letters, surveys or contests, or solicit participation in any pyramid schemes (unless it is on a page that explicitly states that such postings are allowed on that page).
- Advertise or offer to sell or buy any goods or services for any business purpose, unless such Cumulus Site or Communication Service specifically allows such messages.
- Distribute any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner or that you do not have a right to make available under law or contractual or fiduciary relationships.
- Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
- Impersonate another person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity, or adopt a false identity if the purpose of doing so is to mislead, deceive, or defraud another.
- Manipulate identifiers, including by forging headers, in order to disguise the origin of any posting that you deliver.
- Deliver any posting containing personal information, such as phone numbers, social