Last Updated: October 31, 2014
Welcome to Applauze! Please read these Terms of Service (the "Terms") carefully because they govern your use of our services, accessible via our website located at www.applauze.com (the "Site") and via our mobile device application ("App"), which enable you to discover, plan around, and attend sports, music, entertainment, and other types of events in various cities. To make these Terms easier to read, the Site, the App, and the features and services that may be provided in connection with the Site and App (including the Applauze Referral Program (as defined below)), are collectively called the "Services." The Services are made available by Amped, Inc. dba Applauze.
By using our Services, you agree to be bound by these Terms. If you don't agree to these Terms, do not use the Services.
We may modify the Terms at any time, at our sole discretion. If we do so, we'll let you know either by posting the modified Terms on the Site or the App or through other communications. It's important that you review the modified Terms because if you continue to use the Services after we have posted modified Terms on the Site or the App, you're indicating to us that you agree to be bound by the modified Terms. If you don't agree to be bound by the modified Terms then you may no longer use the Services. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
You may use the Services only if you are 13 years or older and are not barred from using the Services under applicable law.
If you want to use certain features of the Services you'll have to create an account ("Account"). You can do this via the Site or the App or through your account with certain third-party social networking services such as Facebook or Twitter (each, an "SNS Account"). If you choose the SNS Account option we'll create your Account by extracting from your SNS Account certain personal information such as your name and email address and other personal information that your privacy settings on the SNS Account permit us to access.
It's important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information to keep it accurate, complete and up-to-date. If you don't, we might have to suspend or terminate your Account. You agree that you won't disclose your Account password to anyone and you'll notify us immediately of any unauthorized use of your Account. You're responsible for all activities that occur under your Account, whether or not you know about them.
Through the Services, you'll be able to find sports, music, theater, and various other activities (each such activity, an "Event") hosted and operated by third parties at various locations (each such location, a "Venue") in different cities. You don't need an Account to browse and view Events via the Services however you do need to register and create an Account in order to buy tickets and to use some other features of the Services. Certain Events advertised through the Services are free to attend (and are marked as such through the Services) ("Free Events"), while others require you to purchase a ticket to attend the Event ("Paid Events"). When you find a Paid Event that interests you, you can purchase a ticket for that Paid Event through the Services. Applauze's third party payment service provider will charge your credit card for your purchase. The price of a ticket purchased through the Services, and charged to your credit card, will include (a) the cost of the Paid Event per person, as posted on the Services at the time you initiate your purchase; as well as (b) a service charge, payable to Applauze for arranging and servicing your ticket purchase. When you make a purchase through the Services, you represent that: (i) any credit card information you supply is true and complete; and (ii) you'll pay the charges incurred by you at the posted prices, including any applicable taxes. You agree that you will not attempt to evade, avoid, or circumvent any refund prohibitions in any manner with regard to tickets you purchased. You will not dispute or otherwise seek a "chargeback" from the company whose credit card you used to purchase tickets through our Services. Should you do so, your tickets may be cancelled, and we may, in our sole discretion, refuse to honor pending and future ticket purchases made from all credit card accounts or online accounts on which such chargebacks have been made, and may prohibit all persons in whose name the credit card accounts exist and any person who accesses any associated online account or credit card or who otherwise breaches this provision from using our Services. You are solely responsible for ensuring that you have selected the correct Paid Event for which you are purchasing a ticket. Except as otherwise stated in Applauze's Refund Policy located at www.applauze.com/refundPolicy, after your purchase of a ticket for a Paid Event is processed, the transaction is final, and Applauze will have no liability for any disputes related to tickets purchased through the Services.
In addition, you may use Applauze Credit (as defined below) that has been credited to your Account towards the purchase of a ticket for a Paid Event via the Services; provided that a maximum of $10 of Applauze Credit can be credited towards each payment transaction via the Services. Applauze may decide, at Applauze's sole discretion, not to apply the foregoing per transaction limit to Applauze Credit that has been credited to your Account other than through the Applauze Referral Program.
As an Account holder, by referring your friends to join Applauze, you may participate in our Applauze referral program, which is a loyalty program we offer to our Account holders ("Applauze Referral Program"). If you choose to participate in our Applauze Referral Program, for each friend you refer to Applauze via the Services who joins Applauze by creating an Account, you may be able to receive Applauze Credit. "Applauze Credit" are credits to an Account that the Account holder may apply toward eligible future Paid Event ticket purchases made by that Account holder via the Services.
In order to receive Applauze Credit, each of the following requirements must be met (collectively, a "Qualifying Referral"): (i) you must share a new unique invitation code generated via the Services with each friend you invite, who must be a person other than yourself that is known to you; and (ii) the friend who redeems the unique code must (a) install the App on their own unique device and for their own use, and (b) use the unique invitation code to join Applauze by creating an Applauze Account, and (c) after joining Applauze, legitimately use the App beyond the initial installation, and for at least 30 days after installation.
If you share the same invitation code with more than one friend, you will only receive Applauze Credit for the first friend who redeems that invitation code and meets the requirements of a Qualifying Referral.
You agree that you will not attempt to evade, avoid, or circumvent any credit prohibitions in any manner with regard to Applauze Credit. You will not dispute or otherwise seek a reinstatement of Applauze Credit if we detect that the requirements of a Qualifying Referral have not been met or that any Applauze Credit was otherwise obtained fraudulently or in contravention to its intended purpose. Should you obtain Applauze Credit through fraudulent means, as determined at our sole discretion, you agree that you will forfeit any and all Applauze Credit, including but not limited to Applauze Credit obtained through legitimate means, and your Event tickets may be cancelled, and we may, at our sole discretion, refuse to honor completed, pending and future ticket purchases made from all linked Accounts, and may prohibit all persons linked to your Account, and any person who accesses any associated online account or who otherwise breaches this provision, from using our Services, and pursue further legal action where necessary.
Applauze Credit you are eligible to receive will be reflected in your Account in a commercially reasonable amount of time after the requirements of a Qualifying Referral have been met. The Applauze Credit you accrue will be displayed in your Account profile page. Applauze Credit can be accrued solely by you and you may not earn Applauze Credit by permitting another individual to use your Account or device. Applauze Credit accrued in multiple Accounts may not be combined into one Account. You may not earn Applauze Credit by creating multiple Accounts, whether on the same or different devices. By acquiring Applauze Credit, you agree and acknowledge that Applauze is granting you a limited, revocable license to a digital item, and that Applauze Credit is not your personal property. You may not obtain any cash or money in exchange for Applauze Credit. Except as explicitly provided herein, Applauze Credit is non-transferable. Account holders are responsible for keeping track of the Applauze Credit in their Accounts.
Applauze Credit may only be redeemed for confirmed purchases of tickets for Paid Events made via the Services. You may only redeem Applauze Credit after the Applauze Credit is reflected in your Account. The scope, variety, and type of services and products that you may obtain by redeeming Applauze Credit can change at any time.
Applauze Credit expires 1 year from the date it was granted. If for some reason you believe that there is a discrepancy regarding your balance of Applauze Credit, please contact us at email@example.com. Applauze may require to you to submit additional information in order to make a determination regarding your balance. All decisions regarding your balance will be final and at Applauze's sole discretion. You are responsible for any tax consequences, if any, that may result from your redemption or use of Applauze Credit.
Without limiting any other terms of these Terms and subject to applicable law, all Applauze Credit is forfeited if your Account is terminated or suspended for any reason, in Applauze's sole discretion, or if Applauze discontinues providing the Services or the Applauze Referral Program.
All Events are organized and operated by third parties and we have no part in such organization or operation. The Event organizers and operators and/or Venue owners may have additional terms and conditions governing your attendance at an Event and you agree to comply with any such terms and conditions when you attend Events. If an Event has been overbooked and is sold out, we will refund you the amounts for the tickets you purchased pursuant to our Refund Policy located at www.applauze.com/refundPolicy.
We welcome feedback, comments and suggestions for improvements to the Services ("Feedback"). You can submit Feedback by emailing us at firstname.lastname@example.org. You agree that all Feedback will be the sole and exclusive property of Applauze and you hereby irrevocably assign to Applauze and agree to irrevocably assign to Applauze all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At Applauze's request and expense, you will execute documents and take such further acts as Applauze may reasonably request to assist Applauze to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
For purposes of these Terms: (i) "Content" means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Services; and (ii) "User Content" means any Content that Account holders (including you) provide to be made available through the Services. Content includes without limitation User Content.
Applauze does not claim any ownership rights in any User Content that you make available through the Services and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit your User Content. Subject to the foregoing, Applauze and its licensors exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights. You acknowledge that the Services and Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
By making any User Content available through the Services you hereby grant to Applauze a non-exclusive, transferable, sublicenseable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute copies of your User Content in connection with operating and providing the Services and Content to you and to other Account holders.
You are solely responsible for all your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content, nor any use of your User Content by Applauze on or through the Services will infringe, misappropriate or violate a third party's intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
As part of the functionality of the Services, you may link your Account to an SNS Account by either: (i) providing your SNS Account login information to Applauze through the Services; or (ii) allowing Applauze to access your SNS Account, as permitted under the applicable terms and conditions that govern your use of each SNS Account. You agree that you won't disclose your SNS Account login information to Applauze and/or grant Applauze access to your SNS Account unless you are permitted to do so by the applicable SNS. Applauze won't have any obligation to pay any fees or be subject to any usage limitations imposed by SNSes.
By linking your SNS Account to your Applauze Account, you understand that Applauze will access, make available and store (if applicable) some of the content that you have provided to and stored in your SNS Account so that it is available on and through the Services via your Account. Unless otherwise specified in these Terms, all such content, if any, will be considered to be User Content for all purposes of these Terms. Depending on the SNS Accounts you choose and subject to applicable SNS privacy settings, personally identifiable information that you post to your SNS Accounts and information about your SNS friends will be available on and through your Account. Please note that if an SNS Account or associated service becomes unavailable or Applauze's access to such SNS Account is terminated by the third party service provider, then the content from your SNS Account will no longer be available on and through the Services. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE SNS ACCOUNT SERVICE PROVIDERS ASSOCIATED WTH YOUR SNS ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH SNS ACCOUNT SERVICE PROVIDERS.
Subject to your compliance with these Terms, Applauze grants you a limited, non-exclusive, non-transferable, non-sublicenseable license to access and view the Content solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.
If you choose, you may share Content on certain of your SNS Accounts, via text messaging, and via email, through the social sharing functionality we've implemented through the Services.
As part of the Services we provide, you may (if enabled) receive push notifications, text messages, alerts, emails, or other types of messages directly sent to you outside or inside the App ("Push Messages"). You have control over the Push Messages settings, and can opt in or out of these Push Messages through the Services (with the possible exception of infrequent, important service announcements and administrative messages). Please be aware that third party messaging fees may occur depending on the message plan you have with your wireless carrier.
Subject to your compliance with these Terms, Applauze grants you a limited non-exclusive, non-transferable, non-sublicenseable license to download and install a copy of the App on a single mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. You may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make the functionality of the App available to multiple users through any means.
Furthermore, with respect to any App accessed through or downloaded from the Apple App Store ("App Store Sourced Application"), you'll use the App Store Sourced Application only: (i) on an Apple-branded product that runs iOS (Apple's proprietary operating system software); and (ii) as permitted by the "Usage Rules" set forth in the Apple App Store Terms of Service. Applauze reserves all rights in and to the App not expressly granted to you under these Terms.
For any App Store Sourced Application, you acknowledge and agree that:
• These Terms are concluded between you and Applauze, and not Apple, and Applauze (not Apple), is solely responsible for the App Store Sourced Application. Your use of the App Store Sourced Application must comply with the App Store Terms of Service.
• Apple has no obligation to furnish any maintenance and support services with respect to the App Store Sourced Application.
• In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify the Apple, and Apple will refund the purchase price for the App Store Sourced Application to you (if applicable) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Applauze.
• Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession or use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
• In the event of any third-party claim that the App Store Sourced Application or your possession or use of that App Store Sourced Application infringes that third party's intellectual property rights, Applauze will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
• Apple and its subsidiaries are third-party beneficiaries of these Terms as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof.
• You must also comply with all applicable third-party terms of service when using the App Store Sourced Application.
• You'll comply with all U.S. and foreign export laws and regulations to ensure that neither the App Store Sourced Application nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws or regulations. By using the App Store Sourced Application you represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Furthermore, with respect to any App accessed through or downloaded from the Google Play Store ("Google Play Store Sourced Application"), you'll use the Google Play Store Sourced Application only: (i) on a device that runs Android OS (the operating system software developed by Google); and (ii) as permitted by the "Your Use of Google Play" set forth in the Google Play Terms of Service. Applauze reserves all rights in and to the App not expressly granted to you under these Terms.
Additional Terms for Google Play Store Sourced Applications
For any Google Play Store Sourced Application, you acknowledge and agree that:
• These Terms are concluded between you and Applauze, and not Google, and Applauze (not Google), is solely responsible for the Google Play Store Sourced Application. Your use of the Google Play Store Sourced Application must comply with the Google Play Store Terms of Service.
• Google has no obligation to furnish any maintenance and support services with respect to the Google Play Store Sourced Application.
• In the event of any failure of the Google Play Store Sourced Application to conform to any applicable warranty, you may notify Google, and Google will refund the purchase price for the Google Play Store Sourced Application to you (if applicable) and, to the maximum extent permitted by applicable law, Google will have no other warranty obligation whatsoever with respect to the Google Play Store Sourced Application. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Applauze.
• Google is not responsible for addressing any claims you have or any claims of any third party relating to the Google Play Store Sourced Application or your possession or use of the Google Play Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Google Play Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
• In the event of any third-party claim that the Google Play Store Sourced Application or your possession or use of that Google Play Store Sourced Application infringes that third party's intellectual property rights, Applauze will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms.
• Google and its subsidiaries are third-party beneficiaries of these Terms as related to your license of the Google Play Store Sourced Application, and that, upon your acceptance of the terms and conditions of these Terms, Google will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the Google Play Store Sourced Application against you as a third-party beneficiary thereof.
• You must also comply with all applicable third-party terms of service when using the Google Play Store Sourced Application.
• You'll comply with all U.S. and foreign export laws and regulations to ensure that neither the Google Play Store Sourced Application nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws or regulations. By using the Google Play Store Sourced Application you represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
We ask that you respect our community of users and our desire for such users to feel safe when using the Services, including any Content. Accordingly, you agree that you'll only use the Services in a manner that is consistent with these Terms, and in particular the terms below. If you use the Services in a manner that is inconsistent with these Terms we might have to suspend or terminate your Account.
You agree not to do any of the following:
• Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
• Use, display, mirror or frame the Services, or any individual element within the Services, Applauze's name, any Applauze trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Applauze's express written consent;
• Use the Services for any revenue generating endeavor, commercial enterprise or other purpose for which it is not designed or intended, including any unauthorized non-commercial marketing and promotional campaigns, target or mass solicitation campaigns, or political campaigning;
• Access, tamper with, or use non-public areas of the Services, Applauze's computer systems, or the technical delivery systems of Applauze's providers;
• Attempt to probe, scan, or test the vulnerability of any Applauze system or network or breach any security or authentication measures;
• Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Applauze or any of Applauze's providers or any other third party (including another user) to protect the Services or Content;
• Attempt to fraudulently accrue Applauze Credit in your Account through any means, including but not limited to creating multiple Accounts;
• Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Applauze or other generally available third party web browsers;
• Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
• Use any meta tags or other hidden text or metadata utilizing a Applauze trademark, logo URL or product name without Applauze's express written consent;
• Use the Services or Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
• Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information;
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
• Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
• Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
• Impersonate or misrepresent your affiliation with any person or entity;
• Violate any applicable law or regulation; or
• Encourage or enable any other individual to do any of the foregoing.
Although we're not obligated to monitor access to or use of the Services or Content or to review or edit any Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms or to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law or other legal requirements.
Applauze respects copyright law and expects its users to do the same. It is Applauze's policy to terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
The Services and App may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such sites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.
We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at email@example.com. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of these Terms which by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
The Services and Content are provided "AS IS," without warranty of any kind. Without limiting the foregoing, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis or be compatible or interoperable with your mobile device or any other hardware, software or equipment installed on or used in connection with your mobile device. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any Content.
APPLAUZE IS NEITHER AN AGENT OF NOR IS CONNECTED OR AFFILIATED WITH ANY EVENT ORGANIZER OR OPERATOR OR VENUE OR OPERATOR OF ANY VENUE FOR ANY EVENT INCLUDED IN THE SERVICES OR FOR WHICH A USER HAS PURCHASED A TICKET THROUGH THE SERVICES. APPLAUZE MAKES NO WARRANTY OR REPRESENTATIONS OF ANY KIND REGARDING THE PERFORMANCE OR NON – PERFORMANCE OF ANY EVENT VENUE OR OPERATOR OF ANY VENUE IN CONNECTION WITH THE SERVICE, including the failure to honor TICKETS OR OTHER reservations or the delivery of incorrect PRODUCTS AND/OR SERVICES.
YOU ASSUME ALL RISKS RELATING TO YOUR ONLINE OR OFFLINE COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT APPLAUZE DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE SERVICES, NOR DOES APPLAUZE MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES. APPLAUZE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
You indemnify and hold harmless Applauze and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Services or Content, (ii) your User Content, or (iii) your violation of these Terms.
NEITHER Applauze NOR ANY OTHER party involved in creating, producing, or delivering the services or content will be liable for any incidental, special, exemplary or consequential damages, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, OR THE COST OF SUBSTITUTE SERVICES arising out of or in connection with these terms or from the use of or inability to use the Services or CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, whether based on warranty, contract, tort (including negligence), PRODUCT LIABILITY or any other legal theory, and whether or not APPLAUZE has been informed of the possibility of such damage, EVEN IF A limited REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
In no event will Applauze's total liability arising out of or in connection with THESE TERMS OR FROM THE USE OF OR INABILITY TO USE the ServiceS or content EXCEED THE AMOUNTS YOU'VE PAID TO APPLAUZE THROUGH YOUR USE OF THE SERVICES OR CONTENT OR ONE HUNDRED DOLLARS ($100), IF YOU'VE NOT HAD ANY PAYMENT OBLIGATIONS TO APPLAUZE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN APPLAUZE AND YOU.
These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.
You and Applauze agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, "Disputes") will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an "IP Protection Action"). The exclusive jurisdiction and venue of any IP Protection Action will be the state and federal courts located in the Northern District of California and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You acknowledge and agree that you and Applauze are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Applauze otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.
The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175 and a separate form for California residents at http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015822.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA's roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Unless you and Applauze otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and Applauze submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award of damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration you'll be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law. Applauze will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys' fees and expenses if it prevails in arbitration.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Applauze will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Notwithstanding the provisions of the "Changes to Terms or Services" section above, if Applauze changes this "Dispute Resolution" section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to www.applauze.com) within 30 days of the date such change became effective, as indicated in the "Last Updated" date above or in the date of Applauze's email to you notifying you of such change. By rejecting any change, you are agreeing that you'll arbitrate any Dispute between you and Applauze in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
These Terms constitute the entire and exclusive understanding and agreement between Applauze and you regarding the Services, Events and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Applauze and you regarding the Services and Content. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
You may not assign or transfer these Terms, by operation of law or otherwise, without Applauze's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Applauze may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications provided by Applauze under these Terms, including those regarding modifications to these Terms, will be given by Applauze: (i) via email; or (ii) by posting to the App. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Applauze's failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Applauze. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
If you have any questions about these Terms or the Services please contact Applauze at firstname.lastname@example.org or on www.applauze.com.