Terms And Conditions
SOCIAL REALITY, INC. SRAX APP VISITOR AND MEMBER AGREEMENTThe Social Reality, Inc. SRAX App application, among other things, allows Members to create distinctive personal profiles online in order to discover, locate, collaborate, and communicate. The services offered by Social Reality, Inc. ("Social Reality" or "we") include the SRAX App application ("SRAX App") and any other features, content, or applications offered from time to time by Social Reality, or other joint ventures with Social Reality, Inc. in connection with SRAX App (collectively, the "SRAX App Services"). SRAX App Services are hosted in the United States.
All Users are required to read this Agreement. You are only authorized to use SRAX App Services (regardless of whether Your access or use is intended) if You agree to abide by all applicable laws pertaining to SRAX App Services, the SRAX App application, and to this Agreement. Please read this entire Agreement and keep a copy. If You do not agree to be bound by the terms of this Agreement, You should leave SRAX App and immediately discontinue use of SRAX App Services. If You wish to become a Member, communicate with other Members, and make use of SRAX App Services, You must read this Agreement and demonstrate Your acceptance during the Registration process.
In order to use certain SRAX App Services, You may be required to download software or content and/or agree to additional terms and conditions. Those additional terms and conditions, specifically including the terms of the SOCIAL REALITY SOFTWARE LICENSE TERMS: SRAX App are incorporated herein as though set forth in full and those additional terms are hereby incorporated into this Agreement.
Social Reality may periodically modify this Agreement and such modification shall be effective upon posting by SRAX App. You agree to be bound to any changes to this Agreement when You use SRAX App Services after any such modification is posted. Therefore, You should review this Agreement regularly to ensure You are updated as to any changes.
You may not use the SRAX App Services to post lewd, violent, sexual, or obscene photographs or otherwise objectionable subject matter. Content or information provided by other Members, however, may contain inaccurate, inappropriate, or offensive material. Neither Social Reality nor SRAX App assumes responsibility or liability for material posted by others to the SRAX App Services. Contact Social Reality if You become aware of misuse of SRAX App Services by any person.
Social Reality and SRAX App have the right to reject or remove any posting, upload, video, profile (including private messages) by You, or to restrict, suspend, or terminate Your access to all or any part of SRAX App Services at any time, for any or no reason, with or without prior notice, and without liability.
By establishing a SRAX App Account, you grant permission for Social Reality and SRAX App to contact you at your e-mail address.
You agree to pay for all Services and Products that you purchase through the SRAX App Services. Social Reality may charge your credit card for any SRAX App Services and Products purchased by You, and for any additional amounts (including any taxes and late fees, as applicable) as may be accrued by or in connection with your Account. For subscription services for which recurring billing may be applicable, Social Reality will charge Your credit card on the first day of each new billing cycle.
You may upgrade your Membership level at any time and, in the event that such conduct results in a higher subscription service charge and/or fee, then You agree to pay such higher charge pursuant to the terms of this Agreement. You hereby agree to authorize Social Reality to charge Your credit card for the above mentioned at Social Reality's convenience, but within (30) days of credit card authorization.
YOU ARE RESPONSIBLE FOR PROVIDING SOCIAL REALITY WITH A VALID CREDIT CARD AND THE TIMELY PAYMENT OF ALL FEES.
At its discretion, Social Reality may post charges individually or aggregate Your charges with other purchases You make on the SRAX App Services. If any of Your billing information changes, You are responsible for updating the information in the applicable section of your "Member Account." You are responsible for any charges on Your Account that are incurred by any person through Your Account, and You are solely responsible for keeping Your Account secure and confidential.
Social Reality and SRAX App may, at their discretion, modify, suspend, or discontinue the SRAX App Services (or any part or content thereof, including Your Membership) at any time with or without notice to You, and neither Social Reality or SRAX App will be liable to You or to any third party should it exercise such rights, provided that if Social Reality or SRAX App terminates any prepaid subscription service, Social Reality will refund a prorated amount of such prepaid fees. You will not use your Membership Account for any purpose that, in the sole discretion of SRAX App, is not appropriate, in which case your Membership Account will be terminated.
SRAX App customers are end user customers only, and not resellers, distributors, music dealers, exporters, wholesalers, or any other businesses with intent to resell. SRAX App reserves the right to refuse access to the SRAX App Services for any reason, to any end user. SRAX App may terminate any offers for free or special promotions or pricing on merchandise at any time. Prices and availability of Services and/or Products offered through the SRAX App Services are subject to change at any time. Social Reality and SRAX App do not provide price protection or refunds in the event of a price drop or promotional offering.
All financial transactions made by You on this site are final and all charges from those transactions are nonrefundable. SRAX App will not refund any fees for Products or Services that You purchase and then fail to download, unless such failure is caused solely by.SRAX App.
For the SRAX App Services, Social Reality currently accepts certain credit cards, and PayPal. Social Reality does not accept cash, money orders, or checks. Social Reality reserves the right to change this policy at any time. You agree to pay all fees and charges associated with Your purchase(s), (including any applicable taxes), at the rates in effect when the charges were incurred. You, not Social Reality or SRAX App, are responsible for any unauthorized amounts billed to Your credit card by a third party. As a cardholder, Your card issuer agreement governs Your use of the designated card, and as such, You must refer to that agreement to determine Your rights and liabilities as a cardholder.
Your obligation to pay for Services or Product orders previously accepted by SRAX App will survive Your termination of your SRAX App Account. Due to the nature of the service, refunds are only available in exceptional circumstances at Social Reality's management's sole discretion
1. Eligibility. By using SRAX App Services, You represent and warrant that
(a) all registration information You submit is truthful and accurate;
(b) You will maintain the accuracy of such information;
(c) You are 18 years of age or older; and
(d) Your use of SRAX App Services does not violate any applicable law or regulation. Your profile may be deleted and Your Membership may be terminated without warning if we believe that You are under 18 years of age. If You are under 18 years of age and want to become a Member, You may contact Social Reality directly in writing for discretionary approval. Use of and Membership in SRAX App Services is void where prohibited.
2. Term. This Agreement shall remain in full force and effect while You use SRAX App Services or are a Member, but under no circumstances, for longer than 25 years (the “Initial Term”), however if You are still an active Member at the expiration of the Initial Term, Your Membership will be automatically renewed for one additional term of like duration. You may terminate Your Membership at any time. Social Reality may terminate Your Membership at any time and without warning. Even after Your Membership is terminated, the terms of this Agreement that inure to the benefit of Social Reality will remain in effect, including sections 5-19.
3. Fees. You acknowledge that Social Reality reserves the right to charge for SRAX App Services and to change its fees from time to time in its discretion. If Social Reality terminates Your Membership because You have breached the Agreement, You shall not be entitled to the refund of any unused portion of subscription fees. Members who terminate their Accounts are not entitled to any refund. A Member may only be entitled to submit a profile for consideration in a Contest if such Member pays the current fee in full prior to any submission.
4. Unauthorized Use by Users. Social Reality and SRAX App prohibit Users from collecting usernames, email addresses, and/or any other personal information for the purpose of sending spam and/or unsolicited email or for any other commercial endeavor not approved by SRAX App Services.
5. Proprietary Rights in Content on.SRAX App
(a) Social Reality and SRAX App do not claim ownership rights in the materials You post to the SRAX App Services. Such materials include written text, files, images, photos, video, songs, lyrics, poetry, sounds, musical works, works of authorship, or any other materials (collectively, "Content") that You post to SRAX App Services. After posting Your Content to SRAX App Services, You continue to retain all ownership rights in such Content, and You continue to have the right to use Your Content in any way You choose. By displaying or publishing ("posting") any Content on or through SRAX App Services, You hereby grant to Social Reality a limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content solely on and through SRAX App Services. This limited license is needed to provide SRAX App Services. The license You grant to Social Reality is non-exclusive, fully-paid and royalty-free (meaning that Social Reality is not required to pay You for the use on SRAX App Services of the Content that You post), sublicensable (so that Social Reality is able to use its affiliates and subcontractors such as Internet content delivery networks to provide SRAX App Services), and worldwide (because the Internet and SRAX App Services are global in reach). This license will not terminate at the time You remove Your Content from SRAX App Services.
(b) You represent and warrant that: (i) You own the Content posted by You on or through SRAX App Services or otherwise have the right to grant the license set forth in this section, and (ii) the posting of Your Content on or through SRAX App Services does not violate the privacy rights, publicity rights, copyrights, trademarks, moral and/or contract rights or any other rights of any person or business. You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Content posted by You to, or through, SRAX App Services. Except for Content posted by You, You may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through SRAX App Services.
(c) SRAX App Services contain Content of Social Reality and SRAX App (" SRAX App Content"). SRAX App Content is protected by copyright, trademark, trade secret and other laws, and Social Reality, Inc. asserts ownership and retention of all rights in the SRAX App Content and SRAX App Services. Social Reality grants You a limited, revocable, nonsublicensable license to reproduce and display the SRAX App Content (excluding any software code) solely for Your use in connection exclusively with viewing SRAX App and using SRAX App Services.
6. Content Posted. Social Reality may delete any Content for any reason at anytime. Social Reality does not monitor content, and we assume no responsibility for monitoring SRAX App Services for inappropriate Content or conduct. If Social Reality chooses, in its sole discretion, to monitor SRAX App Services, it nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content. Content is not necessarily reviewed by Social Reality prior to posting and does not necessarily reflect the opinions or policies of Social Reality. Social Reality makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that You transmit to other Members.
7. Content/Activity Prohibited. Social Reality reserves the right to investigate and take appropriate legal action against anyone who, in Social Reality's sole discretion, violates this Agreement, including by, without limitation, removing offending communication or infringing material from SRAX App Services and terminating the Membership of such violators. Social Reality reserves the right, in its sole discretion, to report You to law enforcement authorities for suspected criminal activity.
8. Copyright/Intellectual Property Policy. You may not use SRAX App Services to post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of Social Reality to terminate access and/or Membership privileges of any User who infringes the intellectual property rights of others upon receipt of prompt notification to Social Reality by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if You believe that Your work has been copied and posted on SRAX App Services in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that You claim has been infringed; (iii) a description of where the material that You claim is infringing is located on SRAX App Services; (iv) Your address, telephone number, and email address; (v) a written 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; (vi) a statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf; (vii) a statement that You consent to jurisdiction of the Federal District court for the Central District of California and that You will accept service of process from the person who provided notification under DMCA subsection (c)(1)(C) or an agent of such person. Before You file this, or a counter-notification, please carefully consider whether or not the use of the copyrighted material at issue is infringing, as You could be liable for costs and attorneys’ fees in the event that a court determines Your notification or counter-notification caused any damages due to a misrepresentation. If You are unsure whether use of the material at issue constitutes infringement, please contact an attorney. Social Reality's Copyright Agent for notice of claims of copyright infringement can be reached as follows: Copyright Agent, Social Reality, Inc., 456 Seaton St., Los Angeles, CA 90013.
10. Disclaimers. SRAX App Services are provided "AS-IS" and Social Reality expressly disclaims any warranty of fitness for a particular purpose or non-infringement. SRAX App cannot guarantee and does not promise any specific results from use of SRAX App Services, other than as specifically set forth. Social Reality is not responsible for any incorrect or inaccurate Content posted on SRAX App or in connection with SRAX App Services, whether caused by Users of SRAX App Services or by any of the equipment or programming associated with or utilized in SRAX App Services. SRAX App Services may contain links to other websites, although insertion of such links by Users is expressly forbidden and, by using this site You agree that Social Reality is not responsible for the Content, accuracy or opinions expressed on such websites. Inclusion of any linked website on SRAX App Services does not imply approval or endorsement of the linked website by Social Reality. When You access these third-party sites, You do so at Your own risk. Social Reality takes no responsibility for third party SRAX App advertisements that are posted on SRAX App or through SRAX App Services, nor does it take any responsibility for the goods or services provided by its advertisers. Social Reality assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. Social Reality is not responsible for any electronic or technical malfunction related to SRAX App Services, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with SRAX App Services. Under no circumstances shall Social Reality be responsible for any loss or damage, including personal injury or death, resulting from use of SRAX App Services, attendance at a SRAX App Services event, from any Content posted on or through SRAX App Services, or from the conduct of any Users of SRAX App Services, whether online or offline.
11. Limitation on Liability. IN NO EVENT SHALL SOCIAL REALITY, GROUPAD, OR ANY GROUPAD SERVICE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE GROUPAD SERVICES, EVEN IF SOCIAL REALITY AND/OR GROUPAD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SOCIAL REALITY’S AND/OR GROUPAD'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO SOCIAL REALITY FOR GROUPAD SERVICES DURING THE TERM OF YOUR MEMBERSHIP.
12. Disputes. If there is any dispute about or involving SRAX App Services, You agree that the dispute shall be governed by the laws of the State of California, USA, without regard to conflict of laws principles and You agree to exclusive personal jurisdiction and venue in the state courts located in the State of California, City of Los Angeles.
13. Indemnity. You agree to indemnify and hold Social Reality, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees and costs, made by any third party due to or arising out of Your use of SRAX App Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of Your representations and warranties set forth above and/or if any Content that You post on SRAX App or through SRAX App Services causes SRAX App to be liable to another. Contest templates and contest instructions are provided as a matter of convenience only. By using any contest template or contest instruction provided by or through SRAX App and the SRAX App Services You specifically agree that You are not relying on such contest template or contest instruction for any reason, including whether the terms of such contest template or contest instruction are valid, correct, compliant or proper in any way. You agree to indemnify and hold Social Reality, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees and costs, made by any third party due to or arising out of Your use of the contest templates and contest instructions so provided.
14. International Users. The SRAX App Services can be accessed from countries around the world and may contain references to services and materials that are not available in Your country. These references do not imply that Social Reality or SRAX App intends to provide such services or materials in Your country. The SRAX App Services are controlled, operated and administered from the United States of America. We make no representation that the SRAX App Services or materials are appropriate or available for use outside of the United States. We reserve the right to block access to the SRAX App Services or materials by certain international users. If You access the SRAX App Services from a location outside the United States, then You are responsible for compliance with all local laws.
15. Export Control. You acknowledge that the SRAX App Services, software, and materials may be subject to the U.S. export control and sanctions laws (including the Export Administration Regulations) (“Export Controls”) and that You will comply with the Export Controls. You will not export or re-export the software or materials, directly or indirectly, to, or use the SRAX App Services in connection with: (a) any countries that are subject to U.S. export restrictions (including, but not limited to, Cuba, Iran, North Korea, Sudan, and Syria), (b) any end user whom You know or have reason to know will utilize them in the design, development or production of nuclear, chemical or biological weapons, or rocket systems, space launch vehicles, and sounding rockets, or unmanned air vehicle systems, or (c) any end user who has been prohibited from participating in the U.S. export transactions by any federal agency of the U.S. government. In addition, You are responsible for complying with any local laws in Your jurisdiction that may impact Your right to import, export, or use the SRAX App Services, software or materials.
16. Resolution of Disputes. You agree that any claim or dispute You may have against Social Reality must be resolved by a court located in Los Angeles County, California. You agree to submit to the personal jurisdiction of the courts located in Los Angeles County, California for the purpose of litigating such claims or disputes. The parties specifically disclaim the U.N. Convention on Contracts for the International Sale of Goods. All claims You bring against Social Reality must be resolved in accordance with this Agreement. All claims filed or brought contrary to this section shall be considered improperly filed. Should You file a claim contrary to this Agreement, Social Reality shall be entitled to recover its actual attorneys’ fees and costs incurred from You, provided that Social Reality has notified You in writing of the improperly filed claim and You have failed to properly withdraw the claim. Notwithstanding the foregoing, in the event of Your or others’ unauthorized access to or use of the SRAX App Services or materials in violation of the terms of this Agreement, You agree that Social Reality shall be entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction without the need to post a bond.
17. English Version. The English version of this agreement will be the version used when interpreting or construing this agreement.
18. Other. This Agreement is accepted upon Your use of SRAX App or any of SRAX App’s Services. This Agreement constitutes the entire agreement between You, SRAX App, and Social Reality regarding the use of SRAX App Services and supersedes any prior agreements between You and SRAX App and/or Social Reality. This Agreement cannot be altered or amended in any way except in a written document signed by all parties. The failure of Social Reality to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Social Reality and SRAX App and/or their logos are trademarks of Social Reality, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.
19. BY USING THIS APP, I PROMISE THAT I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.