Terms of Service
Software License Agreement
ACCEPTANCE OF TERMS
IMPORTANT – READ CAREFULLY: BY CREATING AN ACCOUNT OR BY UTILIZING THE FANJAM PLATFORM YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
DESCRIPTION OF SERVICE
The Service includes, and is limited to, a service, web site, or mobile application that allows You access to and use of a single FanJam Account. “FanJam” referred to herein means a web-based platform for corporate learning, engagement, and enablement. The Service may contain information, data, text, images, video clips, and interactive features generated, provided, or otherwise made accessible on or through the Service (collectively, “Content”). Subject to these Terms of Service, FanJam grants to You and each user of the Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Service. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Service is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right. For the purposes of these Terms of Service, “Content” also includes all User Content (as defined below).
A “FanJam Account” or “Account” referred to herein means a service, web site, or mobile application, provided by FanJam, where You may use FanJam to create, update, share, and publish information, data, text, messages or other materials (“User Content”).
Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Agreement. You agree not to access the Service by any means other than through the interfaces that are provided by FanJam for use in accessing the Service. FanJam will provide the Service in accordance with this Agreement.
In order to use the Service, You must have a valid Account. To acquire an Account for the Service, You must have a valid electronic mail address, phone number and/or other information (“Registration Data”). You are responsible for maintaining the confidentiality of the access data for Your Account and are fully responsible for all activities that occur under Your Account. You agree to immediately notify FanJam of any unauthorized use of Your Account or any other breach of security. FanJam cannot and will not be liable for any loss or damage arising from Your failure to comply with this section. In consideration of use of the Service, You agree to: (a) provide true, accurate, current and complete information about Yourself as prompted by the Service’s registration form, and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. By using the Service (and registering an Account on the Service), You represent and warrant that You are at least 13 years of age, and no one under the age of 13 may use the Service. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Service is revoked where these Terms of Service or use of the Service is prohibited or to the extent offering, sale or provision of the Service conflicts with any applicable law, rule or regulation.
When and where applicable, You will be assessed a Platform Fee and User Based Fee as negotiated with FanJam. Other fees may be applied for additional or custom services from time to time as determined by You and FanJam. You shall pay fees (described below) to FanJam and will provide FanJam with the necessary billing information (“Billing Data”).
All currency references are in U.S. dollars. Platform fees will be paid upon completion of the onboarding process and User fees will be paid monthly or quarterly or annually.
You agree that in the event FanJam is unable to collect the fees owed to FanJam for Your Account, FanJam may take any other steps it deems necessary to collect such fees from You and that You will be responsible for all costs and expenses incurred by FanJam in connection with such collection activity, including collection fees, court costs and attorneys’ fees. As long as a user Account remains active, You will be charged the Monthly Fee until the user account is disabled or canceled.
TERMINATION, BREACH, SUSPENSION AND CANCELLATION
If Your Fee payment is overdue, FanJam retains the right to disable Your access to the features provided by the Service. FanJam may, at its sole discretion, at any time and for any reason, terminate the Service, terminate this Agreement, or suspend or terminate Your Account. In the event of suspension or termination, Your account will be disabled and You may not be granted access to Your Account or any files or other Content (including Your User Content) contained in Your Account, and FanJam may delete Your User Content, although residual copies of information may remain in our system for some time for back-up purposes.
PROPRIETARY/INTELLECTUAL PROPERTY RIGHTS
FanJam and/or its suppliers, as applicable, retain ownership of all proprietary rights in the Service and in all trade names, trademarks and service marks associated or displayed with the Service. You will not remove, deface or obscure any of FanJam’s or its suppliers’ copyright or trademark notices and/or legends or other proprietary notices on, incorporated therein, or associated with the Service. You may not reverse engineer, reverse compile or otherwise reduce to human readable form any software associated with the Service.
FanJam is a Trademark of FanJam, Inc.
You acknowledge that any use of the Service contrary to this Agreement, or any transfer, sublicensing, copying or disclosure of technical information or materials related to the Service, may cause irreparable injury to FanJam, its affiliates, suppliers and any other party authorized by FanJam to resell, distribute, or promote the Service (“Resellers”), and under such circumstances FanJam, its affiliates, suppliers and Resellers will be entitled to equitable relief, without posting bond or other security, including, but not limited to, preliminary and permanent injunctive relief.
FanJam does not claim ownership over any User Content submitted on or through the Service. Your User Content belongs to You. However, by uploading any User Content to the Service, You agree that FanJam may store and display (only to You, to the extent that You make such User Content private) Your User Content solely as necessary in connection with the Service. To the extent You choose to share any of Your User Content with other users of the Service, You agree to allow these users (i.e., only the users you specify) to view Your User Content and, to the extent applicable, collaborate with You and Your User Content.
You understand that all User Content is the sole responsibility of the person from which such User Content originated. This means that You, and not FanJam, are entirely responsible for all User Content that You upload, transmit or otherwise make available via Your Account. FanJam does not control the User Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such User Content.
You understand that by using the Service, You may be exposed to User Content that is offensive, indecent or objectionable. Under no circumstances will FanJam be liable in any way for any User Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Service. You agree that You must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
Apple Device and Application Terms. If you are accessing the Service via an application on a device provided by Apple, Inc. (“Apple”) or an application obtained through the Apple App Store (each an “Application”), the following shall apply:
Both You and FanJam acknowledge that these Terms of Service are concluded between you and FanJam only, and not with Apple, and that Apple is not responsible for the Application or the Content;
The Application is licensed to You on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Service for Your private, personal, non-commercial use, subject to all the terms and conditions of these Terms of Service as they are applicable to the Service;
You will only use the Application in connection with an Apple device that You own or control;
You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application;
You acknowledge and agree that FanJam, and not Apple, is responsible for addressing any claims You or any third party may have in relation to the Application;
You acknowledge and agree that, in the event of any third party claim that the Application or Your possession and use of the Application infringes that third party’s intellectual property rights, FanJam, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim; Apple, the Apple logo, iPhone and iPad are trademarks of Apple Inc., registered in the U.S. and other countries. App Store is a service mark of Apple Inc. Google Play is a trademark of Google Inc.
GENERAL PRACTICES REGARDING USE AND STORAGE.
You agree that FanJam has no responsibility or liability for the deletion of, or the failure to store or to transmit, any User Content and other communications maintained by the Service. You acknowledge that FanJam may establish general practices and limits concerning use of the Service and may modify such practices and limits from time to time. FanJam retains the right to create limits on use and storage at our sole discretion at any time with or without notice. You acknowledge that we reserve the right to log off users who are inactive for an extended period of time.
You agree that You will not:
1. upload, post, email, or otherwise transmit any computer routines, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
3. take any action that imposes an unreasonable or disproportionately large load on our infrastructure; or
4. copy, reproduce, alter, modify, or publicly display any information displayed on the Service (except for Your User Content), or create derivative works from our website (other than from Your User Content), to the extent that such action(s) would constitute copyright infringement or otherwise violate the intellectual property rights of FanJam or any other third party, except with the prior written consent of FanJam or the appropriate third party.
CONTENT OF THE SERVICE
FanJam takes no responsibility for any third-party Content or User Content (including, without limitation, any viruses or other disabling features), nor does FanJam have any obligation to monitor such third-party Content. FanJam reserves the right at all times to remove or refuse to distribute any Content on the Service, such as Content which violates these Terms of Service. FanJam also reserves the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to (a) satisfy any applicable law, regulation, legal process or governmental request, (b) enforce these Terms of Service, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues, (d) respond to user support requests, or (e) protect the rights, property or safety of FanJam, its users and the public. FanJam will not be responsible or liable for the exercise or non-exercise of its rights under this Agreement.
If FanJam discloses such information to satisfy any applicable law, regulation, legal process or governmental request or to respond to user support requests, to the extent permitted by law, regulation or legal process, FanJam agrees to provide You with prompt notice of any such demand and reasonably cooperate with You in any effort to seek a protective order or otherwise to contest such required disclosure.
Recognizing the global nature of the Internet, You agree to comply with all local rules regarding online conduct and acceptable User Content. Specifically, You agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which You reside.
NO RESALE OF THE SERVICE
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express permission by FanJam.
YOUR REPRESENTATIONS AND WARRANTIES
You represent and warrant that (a) all of the information provided by You to FanJam to participate in the Service is correct and current; and (b) You have all necessary right, power and authority to enter into these Terms of Service and to perform the acts required of You hereunder.
NO WARRANTIES OR REPRESENTATIONS BY FANJAM, INC
You understand and agree that the Service is provided “as is” and FanJam, its affiliates, suppliers and Resellers expressly disclaim all warranties of any kind, express or implied, including without limitation any warranty of merchantability, fitness for a particular purpose, non-infringement or bailment of your data on FanJam’s servers. FanJam, its affiliates, suppliers and Resellers make no warranty or representation regarding the results that may be obtained from the use of the Service, the security of the Service, or that the Service will meet any user’s requirements. Use of the Service is at Your sole risk. You will be solely responsible for any damage to You resulting from the use of the Service. The entire risk arising out of use, security or performance of the Service remains with You. No oral or written information or advice given by FanJam or its authorized representatives shall create a warranty or in any way increase the scope of FanJam’s obligations. Without limiting the foregoing, the Service is not designed or licensed for use in hazardous environments requiring fail-safe controls, including without limitation operation of nuclear facilities, aircraft navigation/communication systems, air traffic control, and life support or weapons systems. Without limiting the generality of the foregoing, FanJam, its affiliates, suppliers and Resellers specifically disclaim any express or implied warranty of fitness for such purposes.
You agree to indemnify, defend and hold harmless FanJam, its affiliates, officers, directors, employees, consultants, agents, suppliers and Resellers from any and all third party claims, liability, damages and/or costs (including, but not limited to, attorneys fees as and when incurred) arising from Your use of the Service, Your use of Your Account, Your violation of these Terms of Service or the infringement or violation by You or any other User of Your Account, of any intellectual property relating to the Service (including without limitation Your User Content) or other right of any person or entity.
MODIFICATIONS TO SERVICE
FanJam reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. You agree that FanJam shall not be liable to You or to any third party for any modification, suspension, termination or discontinuance of the Service.
LIMITATION OF LIABILITY
In no event will FanJam or its affiliates, suppliers or Resellers be liable for any special, incidental, indirect, exemplary or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss or damage) arising out of the use of or inability to use the Service, or the provision of or failure to provide technical or other support service, whether arising in tort (including negligence) contract or any other legal theory, even if FanJam, its affiliates, suppliers or Resellers have been advised of the possibility of such damages. In any case, FanJam’s, its affiliates’, suppliers’ and Resellers’ maximum cumulative liability and Your exclusive remedy for any claims arising out of or related to this Agreement will be limited to the amount actually paid by You for the Service (if any) in the previous twelve (12) months.
WAIVER AND SEVERABILITY
Failure by either party to exercise any of its rights under, or to enforce any provision of, this Agreement will not be deemed a waiver or forfeiture of such rights or ability to enforce such provision. If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, that provision will be amended to achieve as nearly as possible the same economic effect of the original provision and the remainder of this Agreement will remain in full force and effect.
STATUTE OF LIMITATIONS
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising of or related to use of FanJam services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.
CHOICE OF LAW AND FORUM
This Agreement shall be governed by and construed under the laws of the State of Delaware, USA, as applied to agreements entered into and to be performed in Delaware by Delaware residents.
ENTIRE AGREEMENT/GENERAL PROVISIONS
This Agreement embodies the entire understanding and agreement between the parties respecting the subject matter of this Agreement and supersedes any and all prior understandings and agreements between the parties respecting such subject matter. FanJam may change the terms of this Agreement at any time by posting modified terms on its website. Any and all rights and remedies of FanJam upon Your breach or other default under this Agreement will be deemed cumulative and not exclusive of any other right or remedy conferred by this Agreement or by law or equity on FanJam, and the exercise of any one remedy will not preclude the exercise of any other. The captions and headings appearing in this Agreement are for reference only and will not be considered in construing this Agreement. Notices to You may be made via either email or regular mail. The Service may also provide notices of changes to the Agreement or other matters by displaying notices or links to notices to You generally on the Service. All notices or other correspondence to FanJam under this Agreement must be sent to the following electronic mail address for such purpose: firstname.lastname@example.org
Or the following physical address: FanJam, Inc. 500 E. 4th Street, Suite 155, Austin, TX 78701