Snaps Media, Inc. Terms of Use

Last Updated: January 18, 2019

These terms of use (“Agreement,” “Terms of Use” or “Terms”) govern your (“you” or “your”) use of the software provided by Snaps Media Inc. (“Snaps Media Inc.,” “we,” “our” or “us”). This Agreement sets forth the legally binding terms and conditions for your use of the software and any other services, features, content, or applications we offer (collectively “Service” or “Services”). BY CLICKING AN “AGREE” BUTTON, OR DOWNLOADING AND INSTALLING, OR USING THE SERVICES, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND YOU UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 13 YEARS OF AGE OR OLDER, OR OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE SERVICES AND IMMEDIATELY DELETE THE SERVICES FROM YOUR DEVICE.

You Accept These Terms Of Use

The Services are offered subject to acceptance without modification of the Terms, which also incorporate our Privacy Policy,  and all other operating rules, policies and procedures that we may publish from time to time on our website located at http://snaps.io (the “Website”), each of which we incorporate by reference and each of which we may update from time to time without notifying you. Services offered may be subject to additional terms and conditions that we issue from time to time, including but not limited to a separate end user license agreement; your use of such Services is subject to those additional terms and conditions, which we incorporate into these Terms by this reference. We reserves the right to change or modify this Agreement or any other policies related to use of the Services at any time and at our sole discretion by posting revisions on the Website, which shall constitute notice of such revisions. Your continued use of the Services following the posting of these changes or modifications will constitute acceptance of such changes or modifications.

Access To Our Services

Subject to these Terms, we may offer to provide the Services solely for your own use and not for the use or benefit of any third party. Services shall include, but not be limited to, the Snaps Platform, our software, any services we perform for you, and any applications we offer that you download from third-party application stores.

You Must Be Eligible To Use Our Services

The Services are available only to individuals who are at least 13 years old. You represent and warrant that if you are an individual, you are of legal age to form a binding contract and that all registration information you submit is accurate and truthful. We may, in our sole discretion, refuse to offer the Services to any person or entity and to change our eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Services is revoked in such jurisdictions.

Prohibited and Unauthorized Use

You agree that you will not, directly or indirectly,

  • Violate any law or third-party rights, including privacy rights or intellectual property rights;

  • use the Services to send SPAM or store or transmit infringing, libelous, or otherwise unlawful, or tortious content, material or data;

  • use the Services to store or transmit malicious or disruptive code;

  • interfere with or disrupt the integrity or performance of the Services or data contained therein;

  • attempt to gain unauthorized access to the Services or its related systems or networks;

  • copy the Services or any part, feature, function or user interface thereof;

  • decompile, disassemble, or reverse-engineer the Services, or otherwise attempt to derive any source code;

We May Change The Terms of Use

We reserve the right, at our sole discretion, to modify or replace any of the Terms or to change, suspend or discontinue the Services (including without limitation, the availability of any feature, database, or content) at any time, by posting a notice on the Website or by sending you an email. We may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. It is your responsibility to check these Terms periodically for changes. You can determine if any changes were made to these Terms by noting the date that these Terms were last updated. Your continued use of the Services following the posting of any changes to the Terms constitutes acceptance of those changes.

Third Party Sites and Services

The Services may permit you to link to other websites, services or resources on the Internet and other websites, services or resources may contain links to the Services. You access third-party websites, services or resources at your own risk. These other websites, services or resources are not under our control and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of those websites, services or resources. The inclusion of any link to third party websites, services or resources does not imply our endorsement of them or any association with their operators. You acknowledge and agree that we shall not be responsible or liable (directly or indirectly) for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods or services available on or through any third party websites, services or resources.

License

You agree that the Services contains content (including, but not limited to, images, sound, video, copyrights, trademarks, service marks and logos) that are owned by or licensed to Snaps Media, Inc. and that such content is protected by copyrights, trademarks, service marks, patents, trade secrets or other intellectual property rights and other proprietary rights and laws. You shall abide by and maintain all copyright or other proprietary notices, information and restrictions contained in any content accessed through the Services.

Content is provided to you AS IS for your personal use only. We expressly prohibit the use, reproduction, modification, distribution or storage of any content for use other than personal, non-commercial use without our prior written permission, or the prior written permission of the copyright holder identified in that content’s copyright notice. You shall not sell, license, rent or otherwise use or exploit any content for commercial use or use any content in any way that violates any third-party right.

Termination

We may terminate your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your account. All provisions of these Terms, which by their nature should survive termination, shall survive termination, including without limitation ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Disclaimer

We have no special relationship with or fiduciary duty to you.  Neither Snaps nor its licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services.

The Services are provided “as is” and “as available” and without warranty of any kind, express or implied, including, but not limited to, the implied warranties of title, non-infringement, merchantability and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, all of which we expressly disclaim. We, and our directors, officers, employees, agents, representatives, suppliers, partners and content providers do not warrant that: (a) the Services will be secure or available at any particular time or location; (b) any defects or errors will be corrected; (c) any content or software available at or through the Services is free of viruses or other harmful components; or (d) the results of using the Services will meet your requirements. Your use of the Services is solely at your own risk.

Some states do not allow limitations on how long an implied warranty lasts, so the above limitations may not apply to you.

Electronic Communications Privacy Act Notice (18 USC 2701-2711): We make no guarantee of confidentiality or privacy of any communication or information transmitted through the Services. We will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information or any other content stored on our equipment, transmitted over networks accessed by or through the use of the Services.

Indemnity

You shall defend, indemnify and hold harmless Snaps Media, Inc., our affiliates and each of our, and our affiliates’, employees, contractors, directors, officers, agents, suppliers, partners, content providers, and representatives from all liabilities, claims and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Services, content or otherwise from your User Submissions, violation of these Terms or violation, misappropriation or infringement by you, or any third party using the your account, of any intellectual-property right or other right of any person or entity. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses.

Liability Limitation

In no event shall we, nor our directors, officers, employees, agents, representatives, partners, suppliers or content providers, be liable under contract, tort, strict liability, negligence or any other legal or equitable theory with respect to the Services (a) for any lost profits, data loss, cost of procurement of substitute goods or services or special, indirect, incidental, punitive or consequential damages of any kind whatsoever, substitute goods or services (however arising), (b) for any bugs, viruses, Trojan horses or the like (regardless of the source of origination) or (c) for any direct damages in excess of (in the aggregate) one-hundred U.S. dollars ($100). Because some states do not allow the exclusion or limitation of incidental or consequential damages, these limitations and exclusions may not apply to you.

Resolving Disputes

A printed version of these Terms and any notice given in electronic form shall be admissible in judicial or administrative proceedings based on or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and we agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

The Terms shall be governed by and construed in accordance with the laws of the State of New York, excluding its conflicts-of-law rules, and the United States of America. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in New York County, New York, under the Arbitration Rules of the American Arbitration Association then in effect, by one commercial arbitrator with substantial experience in resolving intellectual-property and commercial contract disputes, who shall be selected from the appropriate list of AAA arbitrators in accordance with AAA rules. The prevailing party in any arbitration or other proceeding arising under these Terms shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert-witness fees and all other expenses) incurred in connection with the proceeding. Judgment on the award may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the above, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For the purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in the Southern District of New York. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of the Terms, including without limitation this section.

Integration, Severability and Waiver

These Terms (including those terms incorporated herein by reference) are the entire Agreement between you and us with respect to the Services, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of the Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary for the rest of this Agreement to remain enforceable. Our failure to enforce any part of these Terms shall not constitute a waiver of our right to later enforce that or any other part of these Terms. For any waiver of compliance with these Terms to be binding on us, one of our authorized representatives must provide you with written notice of that waiver.

Miscellaneous

We shall not be liable for any failure to perform our obligations here where such failure results from any cause beyond our reasonable control, including without limitation mechanical, electronic or communications failure or degradation (including “line-noise” interference). These Terms are personal to you and you may not assign, transfer or sub-license them except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations here without your consent. These Terms do not create any agency, partnership, joint venture or employment relationship and neither party has any authority of any kind to bind the other in any respect. All notices under these Terms shall be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return-receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next-day delivery by recognized overnight delivery service.

Contact

You may contact us at support@snaps.io or 27 W. 24th Street, Suite 801, New York, NY 10010.