The Site is owned and operated by SociallyActive, LLC, a Massachusetts limited liability Company (“Company”). Company provides you with access to the Site and the Services in consideration of your compliance with these TOU. Company also provides you with an option to have access to additional services and information in consideration of a Subscription Fee, as described further below.
COMPANY RESERVES THE RIGHT TO BLOCK YOU OR ANY USER FOR ANY OR NO REASON FROM ACCESSING OR USING THE SITE. YOU ACKNOWLEDGE AND AGREE THAT COMPANY MAY STORE REMOVED INFORMATION AT ITS SOLE DISCRETION. YOU ACKNOWLEDGE AND AGREE THAT COMPANY IS NOT LIABLE FOR ANY LOST OR INTENTIONALLY DELETED CONTENT, INFORMATION OR DATA.
REGISTRATION DATA AND CERTAIN OTHER INFORMATION ABOUT YOU IS SUBJECT TO OUR PRIVACY TERMS AS DESCRIBED FURTHER BELOW.
For purposes of the TOU, “User” shall mean you and/or any individual who visits the Site.
1. DESCRIPTION OF SERVICE
Company provides its Users with access to a rich collection of resources mostly for parents, including various communications tools, forums, third-party promotional (advertising) materials, networking services, blogs, etc., which may be accessed through various mediums or devices now known or hereafter developed (the “Services”). You understand and agree that the Services may include third party promotional materials and that these promotional materials are necessary and essential for Company’s. You also understand and agree that the Services may include certain communications from Company, such as service announcements, administrative messages, invitations to participate in promotional activities and so on. Unless explicitly stated otherwise, any new features that augment or change the current Services shall be subject to the then current TOU. You acknowledge and agree that the Services are provided “AS-IS” and that Company assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any User data or personalization settings. You acknowledge and agree that you are responsible for obtaining access to the Site and that access may involve third party fees (such as internet service provider or airtime charges). You agree that you are responsible for such fees. In addition, you must provide and are responsible for all equipment necessary to access the Services.
2. YOUR INFORMATION
You agree to, when necessary: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You acknowledge and agree that Company is not liable for any information lost including but not limited to, images, uploaded files, etc.
3. SUBSCRIBER ACCOUNT, PASSWORD AND SECURITY
Users who wish to subscribe to additional services (the “Subscribers”) as further described on the Site [under Subscription Services] agree to pay Company the then current subscription fees on monthly basis, in advance, prior to receiving access to such Subscription Services. Company may change its Subscription Services fees at any time without advance notice. The description of the features and options Subscribers have access to will be as set forth on the Site. You acknowledge and agree that all fees charged by Company for Subscription Services are exclusive of taxes and similar fees now in force or enacted in the future.
You will receive a password and account designation upon completing the Subscriber registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your account. You agree to (a) immediately notify Company of any unauthorized use of your password or account or any other breach, and (b) ensure that you exit from your account at the end of each session.
4. USER CONDUCT AND CONTENT
You acknowledge and agree that all information, data, identifiers, text, software, music, sound, photographs, graphics, artwork, video, images, messages or other materials (“Content”), whether publicly posted on the site or privately transmitted using the Services, are the sole responsibility of the User from whom such Content originated. You acknowledge and agree that Company is not responsible for any Content that you upload, post, email, transmit or otherwise make available via the Site. You acknowledge and agree that Company does not control the Content posted on the Site and, as such, does not control the accuracy, integrity, quality or any aspect of such Content. You understand that by using the Services, you may be exposed to Content that is offensive, indecent or objectionable. You acknowledge and agree that under no circumstances is Company liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Site or Services.
You agree not to:
- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; or upload images which contain nudity, pornography, sexually explicit, weapons, violence, or drugs;
- harm minors in any way;
- impersonate any person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
- upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to or that would have the effect of interrupting, destroying, or limiting the functionality of any computer software or hardware or telecommunications equipment;
- disrupt the normal flow of dialogue, or otherwise act in a manner that negatively affects other Users’ ability to engage in real time exchanges;
- interfere with or disrupt the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
- intentionally or unintentionally violate any applicable local, state, national or international law;
- provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
- offer any contest, giveaway, or sweepstakes;
- “stalk” or otherwise harass another; or
- collect or store personal data about other Users.
5. RIGHTS CONCERNING CONTENT THAT USERS PROVIDE
You acknowledge and agree that Company and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any Content posted on the Site. You agree and accept liability associated with the use of any Content, including but not limited to your reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge and agree that you may not rely to your detriment on any Content created by Company. You acknowledge and agree that Company may access, preserve, and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOU; (c) respond to claims that any Content violates the rights of third-parties or other claims of abuse; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of Company, its Users and the public. You acknowledge and agree that any unauthorized reproduction, publication, distribution, public exhibition or otherwise any unauthorized use of the materials provided on the Site, in whole or in part, is strictly prohibited. Although Company cannot monitor the conduct of its Users, you acknowledge and agree that it is a violation of the TOU for you to use (or allow others to use) any information obtained from the Site or using the Service in order to harass, abuse, or harm another person. You agree that you are solely liable and responsible for your interactions with other Company Users.
The Site is for the personal use of individual Users only and may not be used in connection with any of such Users’ commercial endeavors. [Organizations, companies, and/or businesses may not become Users and shall not use the Site or Services for any purpose without Company’s prior approval.] Illegal and/or unauthorized uses of the Site may be investigated, and Company shall take appropriate legal action at its sole discretion.
7. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Acknowledging the global nature of the Internet, you agree to comply with all local and industry rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States.
You acknowledge and agree that Company does not claim ownership of Content you submit or make available to other Users. However, you hereby grant Company perpetual, irrevocable, assignable, world-wide, royalty free, sub-licensable and non-exclusive right to use, distribute, reproduce, modify, adapt and publicly display your Content for any purpose including, but not limited to, for any promotional and commercial purposes at Company’s sole discretion. You acknowledge and agree that your feedback, comments and suggestions about Company may be used without any obligation to compensate you for them and for any ideas contained therein. You further acknowledge and agree that your feedback, comments and suggestions are completely voluntary.
YOU AGREE TO INDEMNIFY AND HOLD Company AND ITS SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CO-BRANDERS AND OTHER PARTNERS, HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING ANY ATTORNEYS’ FEES, Company (OR THE OTHER INDEMNITEES) MAY INCUR RESULTING FROM OR ARISING OUT OF YOUR ACTIONS AND/OR ANY CONTENT YOU SUBMIT, POST, TRANSMIT OR MAKE AVAILABLE THROUGH THE SITE AND THE SERVICES, YOUR VIOLATION OF THE TOU, OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER.
10. NO RESALE
You agree not to reproduce, duplicate, copy, trade, resell or otherwise exploit for any commercial purposes any portion of the Site.
11. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge and agree that Company may establish general practices and limits concerning use of the Site and Services, including without limitation the maximum number of days that messages, postings or Content will be retained and the maximum disk space that will be allotted on Company’s servers. You agree that Company has no responsibility or liability for the deletion or failure to store any information and other communications or Content. You further acknowledge and agree that Company reserves the right to modify these general practices and limits from time to time and without notice to you.
12. MODIFICATIONS TO SERVICE
Company reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services or access to the Site (or any part thereof) with or without notice.
You agree that Company may, without prior notice, immediately terminate your Company account and/or access to the Site.
14. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of the Site advertisers, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that Company shall not be responsible or liable for any loss or damage of any sort caused or alleged to be caused by or in connection with any such dealings or as the result of the presence of such advertisers on the Site.
15. COMPANY’S PROPRIETARY RIGHTS
Exclusive of third-party and User Content, you acknowledge and agree that the Site, Services and Company Content, and the associated code, ideas, concepts, trade secrets, look-and-feel, works of authorship, inventions, discoveries or other such materials, data and information (the “Company IP”) are protected by copyrights, trademarks, service marks, patents and/or other intellectual property laws. You agree not to copy, display, distribute, modify, publish, re-post, sell, reverse engineer, emulate or otherwise use in any manner the Company IP without the express written consent of Company.
YOU ACKNOWLEDGE AND AGREE THAT:
YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SERVICES AND THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE AND THE SERVICES IS DONE AT YOUR OWN DISCRETION. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
THE SITE AND SERVICES ARE INTENDED FOR PURPOSES OF PROVIDING INTERESTING INFORMATION TO VISITORS AND USERS. NO INFORMATION POSTED ON THE SITE IS INTENDED TO CONSTITUTE LEGAL OR PROFESSIONAL ADVICE AND YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL NOT RELY ON ANY SUCH INFORMATION FOR LEGAL OR PROFESSIONAL ADVICE. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM THE SITE OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. COMPANY DOES NOT GUARANTEE THE ACCURACY OR VALIDITY OF ANY POSTED INFORMATION.
YOU, OR ANY OTHER USER, SHALL NOT BE ENTITLED TO CLAIM DETRIMENTAL RELIANCE ON ANY VIEWS, INFORMATION OR MATERIALS PROVIDED OR EXPRESSED, ON THE SITE OR BY VIRTUE OF USING THE SERVICES.
YOU, OR ANY OTHER USER, SHALL NOT BE ENTITLED TO CLAIM THAT THERE IS A DUTY TO UPDATE INFORMATION OR MATERIALS PROVIDED ON THE SITE OR BY VIRTUE OF USING THE SERVICES OR TO USE CARE TO PROTECT THE INTERESTS OF THE RECIPIENT.
LINKS AND THIRD PARTY INFORMATION AND MATERIALS ARE PROVIDED FOR YOUR ENJOYMENT AND NO ENDORSEMENT SHOULD BE INFERRED THEREFROM.
COMPANY MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH YOUR USE OF THE SITE OR THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, AND TO THE EXTENT THAT A JUDGMENT IS RENDERED IN A COURT OF COMPETENT JURISDICTION DISREGARDING ONE OR MORE OF THE WARRANTY DISCLAIMER AND LIABILITY LIMITATION COVENANTS CONTAINED HEREIN, COMPANY’S AGGREGATE LIABILITY TO YOU SHALL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID Company IN THE PAST TWELVE MONTHS.
17. LIMITATION OF LIABILITY
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT Company SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLES (EVEN IF Company HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SITE OR THE SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, INDIRECTLY OR DIRECTLY, THROUGH THE SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR CONTENT, TRANSMISSIONS OR DATA, IF ANY; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY; OR (v) ANY OTHER MATTER RELATING TO THE SERVICES.
OTHER Company users, WITH WHOM YOU CHOOSE TO ASSOCIATE, OR INTERACT COULD USE YOUR CONTENT IN A MANNER YOU DISLIKE, DISAPPROVE OF OR OTHERWISE FIND OFFENSIVE. HOWEVER, YOU AGREE NOT TO ASSERT ANY CLAIMS, ACTIONS OR DEMANDS AGAINST Company IN CONNECTION WITH SUCH ACTIVITIES, WHETHER SUCH USE OR ACTIVITIES ARE AUTHORIZED BY THESE TOU OR NOT.
18. NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in this TOU, there shall be no third party beneficiaries of this Agreement.
Company may provide you with notices either by email or by posting any such notice on the Site.
20. TRADEMARK INFORMATION
Company trademarks and service marks and other Company product and service names are trademarks of Company (the “Company Marks”). Without Company’s prior permission, you agree not to display or use, in any manner, the Company Marks.
21. INTELLECTUAL PROPERTY OF OTHERS
Company respects the intellectual property of others, and we ask our Users to do the same. Company may at its sole discretion disable, block access to and/or terminate the accounts of Users whom Company believes are or may be infringers. Company reserves the right to terminate or reclaim your account if Company believes appropriate.
22. PRIVACY TERMS
Company collects certain information when you register as a Subscriber, when you use the Site and Services, and when you visit the pages of certain third parties. Company may collect information about you and your use of the website that is both personal and non-personal. For purposes of this policy, “personal information” is information about you that can be used to personally identify you and that is not otherwise publicly available. “Non-personal” information is everything else.
When you register for the Subscription Services you will be asked for information such as your email address, gender, etc. Company may also collect information about your transactions with Company and/or your transactions with the business affiliates, third parties, etc., about your use of products offered through the Site. Company automatically receives and records information on its server logs from your browser, including your IP address, Company cookie information (including without limitation cookies, flash cookies, and beacons), and the pages you request. Company may use some or all of your information for the following general purposes:
- To customize your experience
- To customize advertising and content you see
- To offer customized features
- To improve our services
- To conduct research
Company may share with or sell to affiliates, advertisers and other non-related third parties your non-personal information for commercial purposes with no compensation to you. Company may also share with affiliates, advertisers and other non-related third parties your non-personal information in order for such parties to provide you with more useful information and a more personalized experience. However, Company does not sell, rent or otherwise provide your personal information to any third parties without your permission, other than as specified below:
- Company may share your personal and/or non-personal information in response to subpoenas, court orders, or legal processes, or, when necessary, to establish or exercise Company’s legal rights or defend against legal claims;
- Company may share your personal and/or non-personal information with appropriate authorities when Company, in its sole discretion, believes that it is necessary to share such information in order to facilitate an investigation, prevent or take action regarding illegal activities, suspected fraud, or in similar situations involving potential threats to the safety of any person, violations or suspected violations of the TOU of use related to personal safety, or as otherwise required by law.
Company may set and access Company cookies on your computer to, among other things, customize the user experience. You may realize certain losses of functionality if you turn your cookies off in your browser, or otherwise disable them.
23. DIGITAL MILLENNIUM COPYRIGHT ACT AND NOTIFICATION
If you believe that your work has been copied in a way that constitutes copyright infringement or that your intellectual property rights have been otherwise violated, please provide Company’s Copyright Agent the following information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the site;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Company’s Agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:
Company will consider the information you provide and other information it may obtain. In its sole discretion, and notwithstanding the permissions you provided in these TOU, Company may remove any Content that it believes should be removed in order for Company to protect its business interests.
24. GENERAL INFORMATION
Entire Agreement. The TOU constitute the entire agreement between you and Company and govern your use of the Site and Services, superseding any prior agreements between you and Company. You also may be subject to additional terms and conditions that may apply when you use or purchase affiliate services, or third-party products or services.
Governing Law. This TOU shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without regard to the conflicts of laws principles thereof.
Disputes. You agree that any dispute relating in any way to your access and/or use of the Site and Services, these TOU, or to the use or access of Company by third parties shall exclusively be submitted to a confidential arbitration in Massachusetts in or near Boston, MA. To the extent that you have in any manner violated or threatened to violate any of Company Rights or Company Marks, Company may seek injunctive or other appropriate relief in the state or federal courts of Massachusetts or, at Company’s election, some other court in which jurisdiction over you would be proper. You agree to the exclusive jurisdiction and venue of the Commonwealth of Massachusetts state and federal courts (or such other court as Company may so elect) for the resolution of any disputes between or involving you and sociallyactive.com. Arbitration under this agreement shall be conducted under the then current rules of the American Arbitration Association: however, notwithstanding anything to the contrary in any current or future such rules or governing law, the arbitrator shall have no power to vary the terms of the TOU or to award you attorney’s fees. The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these TOU shall be joined to an arbitration involving any other party subject to these TOU, whether through class arbitration proceedings or otherwise.
Waiver and Severability of Terms. The failure of Company to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found to be invalid by an arbitrator or pursuant to the disputes section above a court of competent jurisdiction, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties’ intentions as reflected in the provision. The other provisions of the TOU shall remain in full force and effect.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site and Services or the TOU must be filed within one (1) year after such claim or cause of action arose or be forever barred.
Headings. The section titles in the TOU are for convenience only and have no legal or contractual effect.