By using the Service you acknowledge and agree that you have had sufficient chance to read and understand the Terms and you agree to be bound by them. If you do not agree to the Terms, you may not use the Service.
License to use Service
- We grant you a non-exclusive, worldwide, non-transferable licence to use the Service in accordance with these Terms.
- You may access and use the Service (including any incidental copying that occurs as part of that use) in the normal manner and may also print one copy of any page within the Service for your own personal, non-commercial use.
- You warrant to us that:
- All social media accounts added to the Service are owned or controlled by you;
- You grant us the right to use any information provided by you to the Service (such as login information) to conduct actions on your behalf, at your direction.
- You must not add any content to the Service:
- unless you hold all necessary rights, licenses and consents to do so;
- that would cause you or us to breach any law, regulation, rule, code or other legal obligation;
- that is or could reasonably be considered to be spam, obscene, inappropriate, defamatory, disparaging, indecent, seditious, offensive, pornographic, threatening, abusive, liable to incite racial hatred, discriminatory, blasphemous, in breach of confidence or in breach of privacy;
- that would bring us, or the Service, into disrepute; or
- that infringes the intellectual property or other rights of any person.
- The Service contains links to other websites as well as content added by people other than us. We do not endorse, sponsor or approve any such user generated content or any content available on any linked website.
- You must not attempt to duplicate or replicate the Service, our content or any other material that you do not own.
- You acknowledge and agree that:
- we retain complete editorial control over the Service and may alter, amend or cease the operation of the Service at any time in our sole discretion; and
- the Service will not operate on a continuous basis, and may be unavailable from time to time (including for maintenance purposes).
- You acknowledge and agree that:
- The Service will debit your chosen payment method on the specified billing date each month for the next month in advance, unless you cancel the Service prior to this date; and
- You may cancel the Service at any time; and
- Payments already made are non-refundable
Intellectual property rights
- Nothing in these Terms constitutes a transfer of any intellectual property rights. You acknowledge and agree that, as between you and us, we own all intellectual property rights in the Service.
- By posting or adding any content onto the Service, you grant us a perpetual, non-exclusive, royalty-free, irrevocable, worldwide and transferable right and license to use that content in any way (including, without limitation, by reproducing, changing, and communicating the content to the public) and permit us to authorize any other person to do the same thing.
- You consent to any act or omission that would otherwise constitute an infringement of your moral rights, and if you add any content in which any third party has moral rights, you must also ensure that the third party also consents in the same manner.
- The license in paragraph (iii) will survive any termination of these Terms.
- You represent and warrant to us that you have all necessary rights to grant the licenses and consents set out in paragraphs (b) and (c).
You represent and warrant to us that:
- you have the legal capacity to enter these Terms; and
- you have complied with clause 1(c).
- To the full extent permitted by law, we exclude all liability in respect of loss of data, interruption of business or any consequential or incidental damages.
- You agree to defend, indemnify and hold us its parent, subsidiaries, affiliates and employees harmless from and against any claim, loss, liability, damages, penalties, taxes or cost, including reasonable attorneys' fees and costs, arising out of any breach or alleged breach of any warranty, representation, obligation under this Agreement.
- In no event will either party be liable for any incidental, consequential special or punitive damages related to the contract services provided based on any theory of contract, tort, strict liability, negligence or otherwise, even if such party has been advised of, or should have known of, the possibility of such damages and such party’s entire liability for any claim related to the contract services provided hereunder shall be limited to the amount customer paid for the services.
- To the full extent permitted by law, we exclude all representations, warranties or terms (whether express or implied) other than those expressly set out in these Terms.
- These Terms are to be read subject to any legislation that prohibits or restricts the exclusion, restriction or modification of any implied warranties, conditions, guarantees or obligations. If such legislation applies, to the extent possible, we limit our liability in respect of any claim to, at our option:
- the supply of the services again; or
- the payment of the cost of having the services supplied again, or
- a pro-rata payment for the remainder of your subscription for that period.
- These Terms terminate automatically if, for any reason, we cease to operate the Service.
- We may otherwise terminate these Terms immediately, on notice to you, if you have breached these Terms in any way.
- You must not assign, sublicense or otherwise deal in any other way with any of your rights under these Terms.
- If a provision of these Terms is invalid or unenforceable, it is to be read down or severed to the extent necessary without affecting the validity or enforceability of the remaining provisions.
- Each party must at its own expense do everything reasonably necessary to give full effect to this Agreement and the events contemplated by it.
- Brand Knew shall have the right to publicly list You as a client
- The parties agree that any dispute, controversy or claim, whether based on contract, tort, statute, discrimination, retaliation, or otherwise, relating to, arising from or connected in any manner to this Agreement, or to the alleged material breach of this Agreement, shall, be submitted to and resolved by binding arbitration. The arbitration shall be conducted in Los Angeles County and under the laws of the State of California. The arbitration shall proceed in accordance with the commercial rules of the (“JAMS”) in effect at the time the claim or dispute arose, unless other rules are agreed upon by the parties. Unless otherwise agreed to by the parties in writing, the arbitration shall be conducted by one arbitrator who is a member of the JAMS or any comparable arbitration service and experienced in entertainment business related disputes, and who is selected pursuant to the methods set out in such commercial rules, or other rules as the parties may agree to in writing. The award of the arbitrator shall be a reasoned award with findings of fact and conclusions of law. Either party may bring an action in any court of competent jurisdiction in the County of Los Angeles to compel arbitration under this Agreement, to enforce an arbitration award, and to vacate an arbitration award. However, in actions seeking to vacate an award, the standard of review to be applied by said court to the arbitrator’s findings of fact and conclusions of law will be the same as that applied by an appellate court reviewing a decision of a trial court sitting without a jury. Each party will pay its own attorneys fees and other costs incurred by their respective attorneys and witnesses and share equally the actual costs.
Modified November 25, 2015