The following terms and conditions (the Terms) govern your access to, and use of, the Spotivity website and the mobile application (the Service) operated as an affiliate of Graphium, Inc.

By clicking on the I Agree checkbox or by accessing, browsing, or otherwise using the site, you agree to be bound by the Terms and any of the related policies or guidelines, including any subsequent changes or modifications to them. If you do not agree to the Terms or any subsequent changes to the Terms, do not access or otherwise continue to use this site and service.

Graphium INC, a Delaware C-Corp operates each website / app that links to these Terms together with our applications, APIs, and online services (collectively, the Service ), as well as our other services, offerings, and other interactions (e.g., customer service inquiries, user conferences, etc.) you may have with us. By accessing or using our Services, you are agreeing to the Terms and entering into a legally binding contract with Graphium Inc. Do not access or use our Services if you are unwilling or unable to be bound by the Terms.

Definitions

A. Parties

You and your refer to you, as a user of our Services. A user is someone who accesses, posts, edits, browses, or in any way uses our Services. Premium Provider refers to a program that has paid to list their program as such and receives benefits of membership the positively impact the quality and admin of their respective program.
We, us, and our refer to Spotivity and Graphium Inc.

B. Content

Content means text, images, photos, audio, video and all other forms of data or communication.
Your Content means Content that you submit or transmit to, through, or in connection with our Services, such as posts, comments, invitations, messages, and information that you publicly display.
User Content means Content that users submit or transmit to, through, or in connection with our Services.
Spotivity Content means Content that we create and make available in connection with our Services.
Third Party Content means Content that originates from parties other than Spotivity or its users, which is made available in connection with our Services.
Site Content means all of the Content that is made available in connection with our Services, including Your Content, User Content, Third Party Content, and Spotivity Content.

Changes to Terms of Use

We may modify these Terms from time to time. You understand and agree that your access to or use of our Services is governed by the Terms effective at the time of your access to or use of our Services. If we make material changes to these Terms, we will notify you by email or by posting a revised version of the Terms on our Site. We will also indicate at the top of this page the date that revisions were last made. You should revisit these Terms on a regular basis as revised versions will be binding on you. You understand and agree that your continued access to or use of our Services after the effective date of modifications to the Terms indicates your acceptance of the modifications.

Using our Services

Eligibility

To access or use our Services, you must be 13 years or older and have the requisite power and authority to enter into these Terms. You may not access or use our Services if we have previously banned you from our Site or closed your account.

Permission to Use the Site

We grant you permission to use our Services subject to the restrictions in these Terms. Your use of our Services is at your own risk.

Site Availability

Our Services may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.

User Accounts

You must create an account and provide certain information about yourself in order to use some of the features that are offered through our Services. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason.

Program Accounts

Programs are activities in the community that are open enrollment to all youths (both paid and free services) that occupy a roll that fits within our program buckets (currently Sports, Education, Mentoring, The Arts, Volunteerism, and Health). Programs listed are one of two types A) General Program and B) Premium Program.
a) General Program is a program that exists in public record and has been characterized in a manner that is in alignment with our identification system. These listings are only informative in nature and pulled from either A) local searches of public information or B) self-reported by the respective program entity. Spotivity does not vet any of these programs, provide any user information to them, and only lists publically available information on their respective profile.
b) Premium Programs are opt in programs that pay a fee for listing and receive multiple benefits for use of that platform. Please refer to the www.spotivity.com to evaluate all the features given to these programs. Please note, to be a Premium Program the program must opt in to a vetting system and provide Spotivity with a letter (current) of Good Standing and show proof (current) that the Program Administrator is a Mandated Reporter.

Communications from Spotivity and other Users

By creating an account, you agree to receive certain communications in connection with your use of our Services. For example, you might receive questions or requests from other Users related to information or events you post on using our Services, and sms/push notifications from Spotivity. We provide unsubscribe links in all of our email footers if you no longer wish to receive email updates and the User can address further communication allowances via their profile settings.

Conduct Policy

Please read this Conduct Policy carefully. It governs your conduct while using various services on this Web site, located at Spotivity.com (the \\\”Service\\\”) and operated by Graphium Inc. By using our Service, you agree to be bound the terms of this Conduct Policy.

Any violation of this policy may result in the suspension or termination of your access to the site or use of our service and such action as we deem appropriate. Indirect or attempted violations of this policy, and actual or attempted violations by a third party on your behalf, shall be considered violations of the policy by you.

Prohibited Conduct

The following non-exhaustive list describes the kinds of illegal or harmful conduct that are prohibited on our Service.

  • You agree not to upload, post or otherwise transmit any data that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, known to be false and presented as truth, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable.
  • You agree not to upload, post or otherwise transmit any data that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as, but not limited to, inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure Codes).
  • You agree not to upload, post or otherwise transmit any data that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
  • You agree not to upload, post or otherwise transmit any data that potentially infringes any patent, trademark, trade secret, copyright or other proprietary rights of any person or entity;
  • You agree not to upload, post or otherwise transmit any data that is unsolicited or unauthorized advertising, promotional materials, \\\”junk mail,\\\” \\\”spam,\\\” \\\”chain letters,\\\” \\\”pyramid schemes,\\\” or any other form of solicitation.
  • You agree not to use an account name, file or directory name, or third level domain, or other identifier that infringes or misappropriates any trademark, service mark or other indicia of origin or that is otherwise likely to cause confusion as to the source, affiliation, sponsorship or endorsement of a third party’s products or services.
  • You agree not to attempt to disguise the origin of any User Content transmitted to the Service.
  • You agree not to act in any manner that negatively affects other users’ ability to use the Service.
  • You agree not to impersonate any person or entity, including, without limitation, a manufacturer or owner of any product, or falsely state or otherwise misrepresent your affiliation with a person or entity.
  • You agree not to interfere with the Service, or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service.
  • You agree not to post content that would be harmful to minors in any manner.
  • You agree not to intentionally create and/or log in with multiple accounts.

Payments Service

If you are a Spotivity Premium Program Administrator, you agree to the terms of Spotivity’s Payments Service Acceptable Use Policy. The policy is located at the end of, and is a part of, these Terms of Use.

Content

Content Guidelines

The purpose of our Services and all content provided by Spotivity is to promote afterschool program identification and involvement in communities. All content provided, marketing efforts made, and insight given by way of the Services is to achieve this goal. Content provided by outside parties, individual users, and premium programs must adhere to these goals. Every reasonable effort will be made to ensure that all content not provided by Spotivity is appropriate.

Responsibility for Your Content

You alone are responsible for Your Content and assume all risks associated with Your Content. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein.

You may expose yourself to liability if, for example, (i) Your Content contains material that is false, intentionally misleading, or defamatory; (ii) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (iii) contains material that is unlawful, including illegal hate speech or pornography; (iv) exploits or otherwise harms minors; or (v) violates or advocates the violation of any law or regulation.

Our Right to Use Your Content

We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms (Other Media ). As such, you hereby irrevocably grant us world-wide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable rights to use Your Content for any purpose. Please note that you also irrevocably grant the users of our Services and any Other Media the right to access Your Content in connection with their use of our Services and any Other Media. Finally, you irrevocably waive, and cause to be waived, against Spotivity and its users any claims and assertions of moral rights or attribution with respect to Your Content. By use we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare derivative works of Your Content.

Ownership

As between you and Spotivity, you own Your Content. We own the Spotivity Content, including but not limited to the visual interfaces, interactive features, graphics, design and all other elements and components of our Services excluding Your Content, User Content, and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world (IP Rights ) associated with the Spotivity Content and our Services, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Spotivity Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to our Services and the Spotivity Content are retained by us.

Links and Third Party Content

Spotivity or third parties may provide links on the Service to other sites or content. Spotivity has no control over such sites or content, and therefore makes no claim or representation regarding, and expressly disclaims responsibility for, the quality, content, nature or reliability of sites or content linked to by the Service. Spotivity provides links to you only as a convenience, and the inclusion of any link on the Service does not imply our affiliation, endorsement, or adoption of the linked site or any information therein. When you leave the Service, our terms and policies no longer govern. You should review applicable terms and policies, including the privacy and data gathering practices, of any third-party sites. When you click on a link to any other website or location, you will leave our Services and you will be subject to the terms of use and privacy policy applicable to those websites. We have no control over, do not review, and cannot be responsible for, these outside websites or their content, and your use of such websites is at your own risk. Some of the services made available through our Services may be subject to additional third party or open source licensing terms and disclosures, which are incorporated herein by reference.

Other

We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion for any reason or no reason, and without notice to you. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content – though we will not sell personally identifiable information PII to third parties or marketers.

Restrictions

You agree not to, and will not assist, encourage, or enable others to use our Services to:

  • Violate any third party’s rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right
  • Threaten, stalk, harm, or harass others, or promote bigotry or discrimination
  • Send bulk emails, surveys, or other mass messaging, whether commercial in nature or not
  • Violate any applicable law

You also agree not to, and will not assist, encourage, or enable others to:

  • Violate the Terms
  • Not use the Service and/or Site for any purposes other than what they were intended to be used for – finding, matriculating, and utilizing programs.
  • Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit our Services or Site
    Content (other than Your Content), except as expressly authorized by Spotivity
  • Reverse engineer any portion of our Services
  • Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of our Services or on any materials printed or copied from our
    Services
  • Record, process, or mine information about other companies and/or users
  • Reformat or frame any portion of our Services
  • Attempt to gain unauthorized access to our Services, user accounts, computer systems or networks connected to our Services through hacking, password mining or any other means
  • Use our Services or any Site Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature (collectively, Viruses )
  • Use any device, software or routine that interferes with the proper working of our Services, or otherwise attempt to interfere with the proper working of our Services
  • Use our Services to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause
    harm to, our Services or Site Content
  • Remove, circumvent, disable, damage or otherwise interfere with any security-related features of our Services, features that prevent or restrict the use or copying of Site Content, or features that enforce limitations on the use of our Services

You may not use the Spotivity Payments service for activities that:

  • violate any law, statute, ordinance or regulation.
  • relate to sales of (a) narcotics, steroids, certain controlled substances or other products that present a risk to consumer safety, (b) drug paraphernalia, (c) items that encourage, promote, facilitate or instruct others to engage in illegal activity, (d) items that promote hate, violence, racial intolerance, or the financial exploitation of a crime, (e) items that are considered obscene, (f) items that infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction, (g) certain sexually oriented materials or services, (h) ammunition, firearms, or certain firearm parts or accessories, or (i) certain weapons or knives regulated under applicable law.
  • relate to transactions that (a) show the personal information of third parties in violation of applicable law, (b) support pyramid or ponzi schemes, matrix programs, other \\\”get rich quick\\\” schemes or certain multi-level marketing programs, (c) are associated with purchases of real property, annuities or lottery contracts, lay-away systems, off-shore banking or transactions to finance or refinance debts funded by a credit card, (d) are for the sale of certain items before the seller has control or possession of the item, (e) are by payment processors to collect payments on behalf of merchants, (f) are associated with the following Money Service Business Activities: the sale of traveler’s checks or money orders, currency exchanges or check cashing, or (g) provide certain credit repair or debt settlement services.
  • involve the sales of products or services identified by government agencies to have a high likelihood of being fraudulent.
  • violate applicable laws or industry regulations regarding the sale of (a) tobacco products, or (b) prescription drugs and devices.
  • involve gambling, gaming and/or any other activity with an entry fee and a prize, including, but not limited to casino games, sports betting, horse or greyhound racing, lottery tickets, other ventures that facilitate gambling, games of skill (whether or not it is legally defined as a lottery) and sweepstakes unless the operator has obtained prior approval from Stripe and the operator and customers are located exclusively in jurisdictions where such activities are permitted by law.

Privacy and Copyright/Trademark / Service Marks

Privacy

Your use of our Services is subject to Spotivity Privacy Policy available here.

Copyright / Trademark / Service Marks

\\\”Spotivity,\\\” \\\”Spotivity.com\\\” and Spotivity’s logos are trademarks, service marks or registered trademarks of Spotivity and Graphium Inc. and may not be copied, used or imitated, in whole or in part, without the prior written permission of Spotivity and Graphium Inc. You may not use meta tags or any other \\\”hidden text\\\” using any of the above-referenced marks without Spotivity’s permission. Additionally, all page headers, graphics, icons, and scripts are service marks, trademarks, and/or trade dress of Spotivity, and may not be copied, imitated, or used, in whole or in part, without Spotivity’s prior written permission. All other Spotivity names or logos mentioned on the Service, or any other trademarks, registered or otherwise, are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Spotivity.

All copyrighted and copyrightable materials on the Service, including but not limited to the text, design, product information, graphics, images, pictures, sound and other files, and the selection, compilation and arrangement thereof (collectively, \\\”Materials\\\”) are ALL RIGHTS RESERVED Copyright © 2018 Spotivity Inc. and/or its licensors.

Spotivity grants you a limited license to make personal use of the Service to access and review the Materials for your information purposes only. This license does not include the right to:

  • use the Service or Materials for other than for its intended purpose, including but not limited to any marketing, selling, or other commercial uses;
  • use framing techniques to enclose any portion of the Service, including any images found on the Service or any text or the layout or design of any page or form contained on a page;
  • publish, publicly perform or display, or distribute to any third party any Materials, including reproduction or hosting the Materials on any computer network or broadcast
    or publications media;
  • make derivative uses of the Service or the Materials; or
  • any systematic collection or extraction of data through the use of any data mining, robots or similar data gathering or extraction methods.

You are not conveyed any other right or license, by implication, estoppel or otherwise, in or under any patent, trademark, or proprietary right of Spotivity or any third party. Any unauthorized use of the Service will terminate the permission or license granted by Spotivity to you under this Terms of Use and may violate applicable law, including but not limited to copyright laws, trademark laws (including trade dress), and communications regulations and statutes.

If you believe that your copyright or trademark is being infringed through our Services, please send us a written notice with the following information:

  • If you believe that your copyright or trademark is being infringed through our Services, please send us a written notice with the following information:
  • Identification of the allegedly infringing content, and information reasonably sufficient to permit Spotivity to locate it on our Site (e.g., the URL for the web page on which the
    content appears);
  • A statement by you that you have a good faith belief that the use of the content identified in your notice in the manner complained of is not authorized by the copyright/trademark
    owner, its agent, or the law;
  • A statement by you that you attest, under penalty of perjury, that the information in your notice is accurate and that you are the copyright/trademark owner or authorized to act
    on the owner’s behalf; and
  • Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

If you believe that your content should not have been removed for alleged copyright or trademark infringement, you may send us a written counter-notice with the following information:

  • Identification of the copyrighted or trademarked work that was removed, and the location within our Services where it would have been found prior to its removal;
  • A statement, under penalty of perjury, that you have a good faith belief that the content was removed as a result of a mistake or misidentification. For trademark disputes only: information reasonably sufficient to explain why you believe you are not infringing the trademarked work;
  • A statement that you consent either to the jurisdiction of (a) the Federal District Court for the judicial district in which your address is located if you live in the United States, or (b) any judicial district in which Spotivity is located if you live outside the United States.
  • Please also include a statement that you will accept service of process from the person who sent the original infringement notice to Spotivity, or an agent of such person;
  • Your physical or electronic signature, together with your contact information (address, telephone number and, if available, email address).

We will respond to all such notices and comply with applicable law. We reserve the right to remove content alleged to be infringing without prior notice and at our sole discretion. We also reserve the right to terminate a user’s account if the user is determined to be a repeat infringer.

You can send us your copyright or trademark notices to: Copyright Agent
Spotivity
legal@spotivity.com

Suggestions and Improvements

By sending us any ideas, suggestions, documents or proposals (Feedback ), you agree that

  • your Feedback does not contain the confidential or proprietary information of third parties,
  • we are under no obligation of confidentiality, express or implied, with respect to the Feedback.
  • we may have something similar to the Feedback already under consideration or in development.
  • you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Spotivity and its users any claims and assertions of any moral rights contained in such Feedback.

Indemnity

You understand and agree that you are personally responsible for your behavior on our Services. You agree to indemnify, defend, and hold Spotivity, its parents, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them (collectively, the Spotivity Entities) harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party arising out of or relating to (i) your access to or use of our Services, (ii) your violation of the Terms, or (iii) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Spotivity reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter without the prior written consent of Spotivity. Spotivity will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

DISCLAIMERS AND LIMITATIONS OF LIABILITY

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE SPOTIVITY ENTITIES TO YOU. EACH OF THE SUBSECTIONS BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED. IF YOU ARE UNSURE ABOUT THIS OR ANY OTHER SECTION OF THESE TERMS, PLEASE CONSULT WITH A LEGAL PROFESSIONAL PRIOR TO ACCESSING OR USING OUR SERVICES. BY ACCESSING OR USING OUR SERVICES, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS BY AGREEING TO THESE TERMS.

No Warranties

You expressly agree that use of the site, including all content or data distributed by or downloaded or accessed from or through the site, is at your sole risk. Spotivity disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement as to the information, materials, and content on the site. Spotivity does not represent or warrant that materials in the site are accurate, complete, current, reliable or error-free.

Spotivity is not responsible for typographical errors or omissions relating to pricing, text or photography. We cannot and do not represent or warrant that the site or its server(s) are free of viruses or other harmful components, including content that is posted by third parties. You should use industry-recognized software to detect and disinfect viruses from any download.

You are solely responsible for your activities on our Service, including all content that you submit or a third party submits on your behalf or using your account. You agree to indemnify Spotivity and its shareholders, directors, officers, employees, agents, successors and assigns against any and all third party claims, actions, demands, suits and all related losses, liabilities, damages, penalties, costs and expenses (including, but not limited to, reasonable attorneys’ fees) incurred by an indemnified party arising out of or related to: (a) any violation of law or regulation from your use of the Service, (b) any actual or alleged breach by you of any obligations, representations, warranties under this Terms of Use, including violations of our Conduct Policy; and (c) any actual or alleged infringement or misappropriation of the intellectual property rights of any third party by all User Content that you submit or a third party submits on your behalf or using your account.

Limited Liability

In no event shall we be liable for any indirect, special, incidental, consequential or punitive damages (including but not limited to loss of use, loss of profits, or loss of data) whether in an action in contract, tort (including but not limited to negligence), equity or otherwise, arising out of or in any way connected with the use of or inability to use this site or the materials therein or resulting from unauthorized access to or alteration of data.

Some jurisdictions do not allow the limitation or exclusion of certain warranties, conditions or damages, so some of the above exclusions may not apply to you.

  • OUR SERVICES ARE MADE AVAILABLE TO YOU ON AN AS IS , WITH ALL FAULTS AND AS AVAILABLE BASIS, WITH THE EXPRESS UNDERSTANDING THAT THE SPOTIVITY ENTITIES MAY NOT MONITOR, CONTROL, OR VET USER CONTENT. AS SUCH, YOUR USE OF OUR SERVICES IS AT YOUR OWN DISCRETION AND RISK. THE SPOTIVITY ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF OUR SERVICES, ITS SAFETY OR SECURITY, OR THE SITE CONTENT. ACCORDINGLY, THE SPOTIVITY ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM OUR SERVICE’S INOPERABILITY, UNAVAILABILITY OR SECURITY VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF OUR SERVICES, OR INFORMATION FOUND ON, OR MADE AVAILABLE THROUGH OUR SERVICES.
  • THE SPOTIVITY ENTITIES MAKE NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR EVENTS HOSTED BY THIRD PARTIES LISTED ON OUR SERVICES OR OUR SERVICE’S USERS. ACCORDINGLY, THE SPOTIVITY ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE FROM THEIR ACTIONS OR OMISSIONS. YOUR ATTENDANCE AT EVENTS AND/OR USE OF SERVICES OFFERED BY THIRD PARTIES THROUGH OUR SERVICES IS AT YOUR OWN DISCRETION AND RISK.
  • THE SPOTIVITY ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES AS TO THE EVENTS LISTED ON OUR SERVICES, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
  • YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH OUR SERVICES OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF OUR SERVICES.
  • THE SPOTIVITY ENTITIES’ MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH OUR SERVICES OR THESE TERMS IS LIMITED TO THE GREATER OF (i) THE AMOUNT PAID, IF ANY, BY YOU TO THE SPOTIVITY ENTITIES IN CONNECTION WITH OUR SERVICES IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (ii) $100.
  • THE SPOTIVITY ENTITIES DISCLAIM LIABILITY FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA.

Choice of Law and Venue

Illinois law will govern these Terms, as well as any claim, cause of action or dispute that might arise between you and Spotivity (a Claim ), without regard to conflict of law provisions. FOR ANY CLAIM BROUGHT BY EITHER PARTY, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN COOK COUNTY, ILLINOIS.

Termination

  • You may terminate the Terms at any time by closing your account, discontinuing your use of our Services, and providing Spotivity with a written notice of termination to privacy@spotivity.com.
  • We may close your account, suspend your ability to use certain portions of our Services, and/or ban you altogether from our Services for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, our Services, Your Content, Site Content, or any other related information.
  • In the event of any termination of these Terms, whether by you or us, Sections 1, and 4 through 14 will continue in full force and effect, including our right to use Your Content as detailed in Section 4.

General Terms

  • We reserve the right to modify, update, or discontinue our Services at our sole discretion, at any time, for any or no reason, and without notice or liability.
  • We may provide you with notices, including those regarding changes to the Terms by email, regular mail or communications through our Services.
  • Except as otherwise stated, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
  • The Terms contain the entire agreement between you and us regarding the use of our Services, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
  • Any failure on Spotivitys’ part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
  • If any provision of the Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties’ intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.
  • The Terms, and any rights or obligations hereunder, are not assignable, transferable or sub licensable by you except with Spotivitys’ prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
  • The section titles in the Terms are for convenience only and have no legal or contractual effect.

Enforcement

  • Notwithstanding anything to the contrary in this Conduct Policy, Spotivity reserves the right, but does not assume the obligation, to investigate any violation of this Conduct Policy or any other misuse of the Service or its systems, equipment or network. Spotivity further reserves the right
  • (each in its sole discretion) to screen, edit, modify, remove or disable access to any content that violates these provisions or that Spotivity deems objectionable. Without imitating the foregoing, and notwithstanding anything contrary in our Privacy Policy, Spotivity reserves the right to report any activity, data or persons (including the disclosure of relevant user information) to appropriate law enforcement officials, regulators, or other appropriate third parties if Spotivity suspects you have violated this Conduct Policy or any law or regulation. Spotivity also may cooperate with appropriate law enforcement agencies to assist in the investigation and prosecution of any illegal conduct.

If you want to report any violations of this Conduct Policy, please contact us at: legal@spotivity.com

General Terms; Repeater Infringer Policy

We reserve the right, without notice and in our sole discretion, to terminate your account and your license to use the Service and to block or prevent future access to and use of the Service. Without limiting the foregoing, and in accordance with the Digital Millennium Copyright Act (DMCA), it is Spotivity’s policy to terminate, in appropriate circumstances as determined in our sole discretion, subscribers or account holders who we determine are repeat infringers. If any provision of this Terms of Use shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Terms of Use and shall not affect the validity and enforceability of any remaining provisions. If you believe your copyright has been violated by material uploaded by a user of Spotivity, please email Legal at legal@spotivity.com

Spotivity Payments Service Acceptable Use Policy

You are independently responsible for complying with all applicable laws in all of your actions related to your use of Spotivity’s Payment service, regardless of the purpose of the use. In addition, you must adhere to the terms of this Acceptable Use Policy.

Activities Requiring Approval

Stripe requires pre-approval to accept payments for certain services, as set forth in the Stripe acceptable use policy, which you may access as of the date of this policy at the following link.

More Information

If you have questions about the Terms Use Policy, please email legal@spotivity.com

Violations of the Terms of Use Policy

We encourage you to report violations of this Terms of Use Policy to Spotivity immediately. If you have a question about whether a type of transaction may violate the Terms of Use Policy, you can email Spotivity at legal@spotivity.com

Privacy

Refer to Spotivity’s Privacy Policy to understand how Spotivity collects, uses and discloses your personal information. The Service is not directed to, and not intended for the use of, children under the age of 13. If you are under the age of 13, please do not register or submit any personal information to the Service.