Last updated September 30, 2015
1. Your Acceptance
By visiting the RallyMe website (the “Website”) and/or using or accessing the services (the “Service”) provided by RallyMe, Inc. (“RallyMe”), YOU SIGNIFY YOUR ASSENT TO BOTH THESE TERMS AND CONDITIONS (the “Terms and Conditions”) AND THE TERMS AND CONDITIONS OF RallyMe’S PRIVACY POLICY WHICH ARE PUBLISHED AT http://RallyMe.com, AND WHICH ARE INCORPORATED HEREIN BY REFERENCE. These Terms and Conditions govern your use of the Website and the Service, including any software that RallyMe makes available to users of the Service (the “Software”). Each time you use the RallyMe Website, the current version of these Terms and Conditions will apply. Accordingly, when you use the RallyMe Website, you should check the date of the Terms and Conditions (which appears at the top) and review any changes since the last version. These Terms and Conditions apply to all users (“Users”) of the RallyMe Website, Service or Software, including Users who are also contributors of video content, information, and other materials or services on the Website. If you do not agree to any of these terms, then please do not use the RallyMe Website, Service or Software.
You agree that the information you provide to RallyMe on registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up–to–date at all times. When you register, you will be asked to provide a password. As you will be responsible for all activities that occur under your password, you should keep your password confidential. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password.
Payment processing services for users of RallyMe are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a user on RallyMe, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of RallyMe enabling payment processing services through Stripe, you agree to provide RallyMe accurate and complete information about you and your business, and you authorize RallyMe to share it and transaction information related to your use of the payment processing services provided by Stripe.
If you are entering into this Agreement on behalf of a client or other legal entity, you represent and warrant that you have the authority to bind such entity to this Agreement, in which case the terms “you” or “your” shall refer to such entity.
If you are entering into this Agreement on behalf of a client or other legal entity, you may only designate Users within such legal entity who agree to be bound by this Agreement as authorized Users on such legal entity’s behalf.
You may access the Service solely for your internal purposes and you may not resell or otherwise distribute the Service without the advance written permission of RallyMe.
2. Your Conduct and Responsibilities
You hereby agree to the following with regard to your use of the Website, Service or Software:
- You shall provide accurate, true and current information as prompted during the registration process and shall maintain and update such information to keep it accurate, true and current at all times.
- You represent and warrant that all User Content that you upload shall be your wholly original material (except for material that you are using with the permission of its owner), and will not infringe any copyright, trademark or other rights of any third party including without limitation any rights of privacy or publicity.
- If you are affiliated with a league, association or governing body, it is your responsibility to understand and be in compliance with any and all rules, policies and obligations of that league, association or governing body, especially as it applies to marketing and the use of protected images and language. Any User affiliated with the US Olympic Committee or a National Governing Body thereunder can view the USOC Athlete Marketing Guidelines here.
- You shall be solely responsible for keeping a duplicate copy of all User Content that you upload and we do not accept any responsibility or liability for the loss of your User Content.
- You shall not use the RallyMe Service for any illegal or unauthorized purpose.
- You shall not attempt to hack, destabilize or adapt the RallyMe Website, Service or Software or its source code, or alter another website so as to falsely imply that it is affiliated with RallyMe.
- You shall not transmit worms, viruses or any code of a destructive nature to RallyMe or its users.
- You shall not, without our prior express written permission, use any high volume automated means (including but not limited to robots, spiders and scripts) to access the Website or Service.
- Any comments, suggestions, or feedback relating to the Website, Service or Software (collectively “Feedback”) submitted to RallyMe shall become the property of RallyMe or its designee. We will not be required to treat any Feedback as confidential, and will not be liable for any ideas (including without limitation, product, Website or advertising ideas) and will not incur any liability as a result of any similarities that may appear in our future Website, Service, Software or operations. Without limitation, we will have exclusive ownership of all present and future existing rights to the Feedback of every kind and nature everywhere. We will be entitled to use the Feedback for any commercial or other purpose whatsoever, without compensation to you or any other person sending the Feedback. You acknowledge that you are responsible for whatever material you submit, and you, not us, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright.
- You shall not abuse, harass, threaten, harm or impersonate other RallyMe Users or employees of RallyMe or any of its Partners, at any time or for any reason.
- You shall not upload User Content deemed hateful, threatening, pornographic, obscene, abusive, racially or ethnically offensive, libelous or defamatory, or any content that encourages conduct that would be considered a criminal offense or bring forth civil liability.
- You may not use the RallyMe Service in any manner that in our sole discretion could damage, disable, overburden, or impair it or interfere with any other party’s use and enjoyment of the RallyMe Service.
- Access to the RallyMe Service from territories where its contents are illegal is prohibited. The RallyMe Service is designed for customers in the United States. Those who choose to access the RallyMe Service from other locations do so at their own initiative and are responsible for compliance with all local rules including, without limitation, rules about the internet, data, email, or privacy.
3. User Content
You retain your ownership rights to the User Content you upload to the RallyMe servers.
You are responsible for your own User Content on the RallyMe servers and the consequences of posting or publishing it. By uploading User Content to the RallyMe servers, you hereby represent and warrant that:
* You own all right, title and interest (including all intellectual property rights) in your User Content (including, without limitation, all rights to the audio, video, or digital recording, and the performance contained in your User Content) or, alternatively, you have acquired all necessary rights in your User Content to enable you to grant the rights in your User Content described herein.
* You have already paid, and you will be solely responsible for paying (to the extent any later payment becomes due) all royalties, fees, and any other monies owed any person by reason of any User Content posted by you to or through the Website and the Services.
* You are the individual pictured and/or heard in your User Content, or, alternatively, you have obtained permission from any and all individuals (including consent from parents or guardians for any individual under the age of eighteen (18)) who appear and/or are heard in your User Content to grant the rights described herein.
* You shall make such permissions available to RallyMe and its Partners upon request.
* Your User Content does not infringe the intellectual property rights, privacy, or any other legal or moral rights of any third party.
* You agree to keep all records necessary to establish that your User Content does not violate any of the foregoing representations and warranties and to make such records available upon the request of RallyMe.
4. Modification of Fees
RallyMe reserves the right to change its fees from time to time at its sole discretion.
5. Termination
You agree that RallyMe, in its sole discretion and for any or no reason, may terminate any account (or any part thereof) you may have with RallyMe or use of the RallyMe Service and remove and discard all or any part of your account or any content uploaded by you, at any time. RallyMe may also in its sole discretion and at any time discontinue providing access to the RallyMe Service, or any part thereof, with or without notice. You agree that any termination of your access to the RallyMe Service or any account you may have or portion thereof may be affected without prior notice, and you agree that RallyMe will not be liable to you or any third–party for any such termination. RallyMe does not permit copyright infringing activities on the RallyMe Service and reserves the right to terminate access to the RallyMe Service and remove all content submitted by any persons who are found to be infringers. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the RallyMe Service may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies RallyMe may have at law or in equity.
You may terminate your account, this Agreement and your right to use the RallyMe Service at any time and for any reason or no reason, by contacting RallyMe customer support at support@RallyMe.com. Upon any such termination of your account, you will remain obligated to pay all outstanding fees and charges relating to your use of the RallyMe Service before termination.
6. Ownership; Proprietary Rights
The RallyMe Service is owned and operated by RallyMe, Inc. The visual interfaces, graphics, design, compilation, information, computer code, products, software (including any downloadable software), services, and all other elements of the RallyMe Service provided by RallyMe (“Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any content uploaded by you, all Materials contained on the RallyMe Service are the copyrighted property of RallyMe or its subsidiaries or affiliated companies and/or third–party licensors. All trademarks, service marks, and trade names are proprietary to RallyMe or its affiliates and/or third–party licensors. Except as expressly authorized by RallyMe, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials.
7. Third–Party Sites, Products and Services; Links
The RallyMe Service may include links to other web sites or services solely as a convenience to Users (“Linked Sites”). RallyMe does not endorse any such Linked Sites or the information, material, products or services contained on other linked sites or accessible through other Linked Sites. Furthermore, RallyMe makes no express or implied warranties with regard to the information, material, products, or services that are contained on or accessible through linked sites. ACCESS AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT YOUR OWN RISK.
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the RallyMe Service are solely between you and such advertiser. YOU AGREE THAT RallyMe WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS OR AS THE RESULT OF THE PRESENCE OF SUCH ADVERTISERS ON THE RallyMe SERVICE.
8. Notice
All notices given to RallyMe hereunder shall be given in writing to: RallyMe, 357 South 200 East, Ste. 401,
Salt Lake City, UT 84111, or to such other address as RallyMe may request. All notices given to User shall be sent to the email address you provide to RallyMe during the registration process. Notice will be deemed given once email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to the address provided during the registration process. In cases of conventional mail, notice will be deemed given upon receipt.
9. Disclaimers; No Warranties
THE RallyMe SERVICE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE RallyMe SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, RallyMe, ITS SUPPLIERS AND PARTNERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON–INFRINGEMENT OF PROPRIETARY RIGHTS.
RallyMe, ITS SUPPLIERS AND PARTNERS DO NOT WARRANT THAT THE RallyMe SERVICE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE RallyMe SERVICE WILL BE UNINTERRUPTED OR ERROR–FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE RallyMe SERVICE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE RallyMe SERVICE OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
RallyMe, ITS SUPPLIERS AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF THE RallyMe SERVICE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE RallyMe SERVICE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT RallyMe NOR ITS SUPPLIERS AND PARTNERS) ASSUME THE ENTIRE COST OF ANY NECESSARY SERVICING, REPAIR, OR CORRECTION. YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE RallyMe SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
10. Indemnification; Hold Harmless
You agree to indemnify and hold RallyMe, its affiliated companies, and its suppliers and partners harmless from any claims, losses, damages, liabilities, including attorney’s fees, arising out of your use or misuse of the RallyMe Service, violation of these Terms, violation of the rights of any other person or entity, or any breach of the foregoing representations, warranties, and covenants. RallyMe reserves the right, at our own 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.
11. Waiver
A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of these Terms will in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision of these Terms will not be construed as a continuing waiver of other breaches of the same or other provisions of these Terms.
12. Limitation of Liability and Damages
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL RallyMe OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD–PARTY PARTNERS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OR RELATED TO THE RallyMe SERVICE, INCLUDING THOSE THAT RESULT FROM THE USE OR THE INABILITY TO USE THE MATERIALS ON THE RallyMe SERVICE, OR ANY OTHER INTERACTIONS WITH RallyMe, EVEN IF RallyMe OR AN RallyMe AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, RallyMe’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
IN NO EVENT WILL RallyMe OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD–PARTY PARTNERS OR SUPPLIERS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE RallyMe SERVICE (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE RallyMe SERVICE DURING THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS LESSER.
THESE LIMITATIONS WILL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED BY THIRD PARTIES OTHER THAN RallyMe AND RECEIVED THROUGH OR ADVERTISED ON THE RallyMe SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED ON THE RallyMe SERVICE.
13. Digital Millennium Copyright Act Compliance
If you are a copyright owner or an agent thereof, and you believe that any content hosted on the RallyMe Service infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Designated Copyright Agent with the following information in writing (see 17 U.S.C § 512(c)(3) for further detail):
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the RallyMe Service are covered by a single notification, a representative list of such works at the RallyMe Service;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit RallyMe to locate the material;
4. Information reasonably sufficient to permit RallyMe to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
5. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
RallyMe’s Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows:
RallyMe, 357 South 200 East, Ste. 401,
Salt Lake City, UT 84111
or by email at support@rallyme.com.
You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid.
14. Miscellaneous
Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of law.
Jurisdiction. You agree that any action at law or in equity arising out of or relating to these Terms or the RallyMe Service will be filed only in the state or federal courts in and for Salt Lake County, Utah, and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action.
Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
Assignment. The Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by RallyMe without restriction.
Survival. Sections 2, 4, 5, 6, and 8 through 14 will survive any termination of these Terms.
Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
Entire Agreement. This is the entire agreement between you and RallyMe relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms or Guidelines made by RallyMe as set forth in Section 1 above.
Claims. YOU AND RallyMe AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE RallyMe SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
