Some Legal Things To Know
Effective Date: March 1, 2016
Your acceptance of these Terms is required in order for you to access and use Drops. In this Terms of Service, "we," "us," "its" and "our" refer to Give Drops, LLC ("Drops"), organized under the laws of California, USA By registering with Drops, or by using Drops in whole or in part, you are entering into a legally binding agreement with us. These Terms include your agreement to mandatory and binding arbitration of any disputes. Please read these Terms carefully. If you do not agree to these Terms, you cannot use Drops. We reserve the right at our discretion to propose modifications to these Terms periodically. We will notify you of such changes via an email sent to the email address we have on file for you or via other notification mechanisms. Your continued use of and access to Drops after notice of such modifications indicates your acceptance of and agreement to the modified Terms. If you violate any of these Terms, your permission to use Drops automatically terminates, unless such violation is waived by us in writing in our sole discretion.
Drops facilitates your charitable giving to any of the charitable organizations identified within the Application (each a "Charity") by rounding up the charges on your designated bank account, credit or debits cards to the nearest dollar and donating the "spare change" (i.e., the incremental amount between the actual purchase and the nearest dollar) from your daily purchases to your specified Charity.
You may not use Drops if you are barred from doing so under the laws of the United States or other countries including the country in which you are resident or from which you use Drops. You affirm that you are over the age of 13; Drops is not intended for children under 13 years of age.
1.0 DEFINED TERMS
1.1 "Access Information": user name, password, and other log-in information for access to Drops, as well as information related to your bank account, credit card account and/or debit card account.
1.2 "Application": the software application for use on your computer or device that we provide as part of Drops, as may be updated or modified by us in our sole discretion on one or more occasions.
1.3 "Content": text, images, graphics, photos, video, audio, and any other content, information or data, created, derived from or accessible via use of Drops and Other Applications, or otherwise made available by and to Drops end users.
1.4 "Drops": the services, websites, features, functionality, data and content made available to you, as well as the Application and any related documentation and other materials, and any upgrades, enhancements, customizations, error corrections, deprecations, and other changes to any of the foregoing that we may from time to time in our sole discretion provide to you or incorporate into the Application or such services, software, features, functionality, materials or content.
1.5 "Other Applications": any Content and online or offline software, products, services, functionality, text, video, audio, data, hardware, network and content not developed or provided by us, including any of the foregoing that is owned or licensed by you or is processed, made available or enabled for use and display via Drops.
1.8 "We", "us", "our" or "Drops": Give Drops, Inc, organized under the laws of California.
1.9 "You" or "your": the individual using Drops, or clicking "accept" or "agree" (or otherwise demonstrating acceptance of the Terms) where indicated, and thereby becoming bound by these Terms, and the company or other legal entity represented by such individual, and all affiliates thereto.
2.0 ACCESS TO DROPS
2.1 Availability. Subject to your compliance with these Terms, we will make available Drops to you pursuant to these Terms. You acknowledge that your decision to use Drops is not reliant or dependent on the availability of any future functionality or features, or on any oral or written public or private comments or representations made by us.
2.2 Consent to Emails. You agree and consent to receive email messages from us, which may be transactional, for account management purposes, or for communications relating to or provided as part of Drops, including notifications related to your use of Drops, administrative notices and service announcements or changes.
2.3 Reservation of Rights. We retain all right, title and interest in and to Drops and our Content, and all associated intellectual property rights. We grant no licensed rights to our patents. The user interface, user experience, icons, presentation layer and elements, reports, layouts, and screen displays of or generated by Drops are our copyrighted content, our trade dress, and our trademarks and service marks, and will not be reproduced, distributed, or displayed except for your own personal use or business operations in accordance with these Terms.
3.0 USE OF DROPS
3.1 Necessary Systems. Access to and ability to effectively use Drops is conditioned on your procurement of all necessary system, hardware, software, operating environment, Other Applications, connectivity, and network access. You acknowledge that use of Drops requires connection to, and data transfers over, the network and therefore may impact your data usage charges imposed by your wireless operator or other service provider, and may impact usage limitations imposed by Other Applications.
3.2 Feedback. You agree that we may freely use and exploit in perpetuity any feedback, requirements, recommendations, ideas, bug fixes, ratings, comments, suggestions, or improvements, that you, or any employee or agent thereof, may at any time disclose or submit to us relating to Drops for our business purposes, including for product licensing, support and development, without any obligation or payment to you. If you voluntarily provide any such feedback to us, you warrant that you have full right and authority to do so and that our use of such feedback will not infringe or violate third party rights.
3.3 Information. You hereby consent to our collection and use of anonymized data (including meta-data, analytical, diagnostic and technical data, and usage statistics) concerning or arising from your use of Drops in order to provide the functionality of Drops, for product development and marketing purposes, and for verifying Terms compliance. We may use automated means to isolate information from your Content in order to help detect and protect against spam and malware, or to improve Drops. The foregoing will not be construed as an admission that consent to such data collection activity is legally required. You represent and warrant that all information that you submit to us in connection with Drops, including account and billing information, is accurate, complete and truthful, and that you will promptly update any information provided by you that subsequently becomes inaccurate, incomplete, misleading or false.
3.4 Unauthorized Use. You will not use Drops or participate in any activities via Drops in a manner that is likely to be prohibited by law or these Terms or violate of third party rights in any applicable jurisdiction, including intellectual property rights. Your use of Drops must be in compliance with applicable law. You are solely responsible for the accuracy, quality and legality of the Other Applications. You shall not use, or enable or permit the use of Drops to store or transmit infringing, libelous, pornographic, offensive or otherwise unlawful or tortious material or data or in violation of privacy rights, or to transmit malicious code, viruses, time bombs, Trojan horses, or similar mechanisms, scripts, agents, bots or programs. You shall not use or access Drops: (a) if you are a direct competitor of us or operating on behalf of such a direct competitor; or (b) for purposes of monitoring availability, performance or functionality, or for any other benchmarking or competitive purposes.
3.5 Notifications to You. For purposes of service messages and notices about Drops to you, we may place a banner notice to alert you to certain changes such as modifications to these Terms. Alternatively, notice may consist of an email from us to an email address associated with your account, even if we have other contact information. You also agree that we may communicate with you in relation to your account and these Terms through your account or through other contact information that you have provided to us, including email, mobile number, telephone, or delivery services.
3.6 Notifications to Us. If you believe that you are entitled or obligated to act contrary to these Terms under any mandatory or applicable law, you agree to provide us with detailed and substantiated explanation of your reasons in writing at least thirty days before you so act, to allow us to assess whether we may, at our sole discretion, provide an alternative remedy for the situation, though we are under no obligation to do so.
4.1 License to Use. Subject to your compliance with the obligations of these Terms, we hereby grant to you a non-sublicensable, non-transferable, and non-exclusive license to install and use the Application on any computing device (owned by you or in your exclusive possession) on which the Application is designed to run, for your internal or personal use.
4.1 License to Use. Subject to your compliance with the obligations of these Terms, we hereby grant to you a non-sublicensable, non-transferable, and non-exclusive license to install and use the Application on any computing device (owned by you or in your exclusive possession) on which the Application is designed to run, for your internal or personal use.
4.2 Updates. The Application may update automatically on your computer or device. Updates may be required for your continued use of Drops. You agree to accept such updates subject to these Terms unless other terms accompany the updates. If so, those other terms will apply. We are not obligated to make any updates available and do not guarantee that we will support the version of the Application that you are currently using.
4.3 Unauthorized Use. Except as set forth above, you shall not (a) copy the Application except as required to load on to the device described above; (b) distribute to or share use of the Application with any third party; or (c) sublicense, rent, lease, or commercially host the Application. All rights not expressly granted in this section are reserved to us. You will have no right or license to the Application other than the rights expressly granted by us.
4.4 Ownership. We and our licensors retain all right, title and interest in the Application and associated intellectual property rights, and all copies of the Application. The structure, sequence, organization and code of the Application constitute our and our licensors' valuable trade secrets and copyrighted confidential information.
4.5 Reverse Engineering. You shall not reverse engineer, modify, decompile, disassemble or otherwise attempt to derive the source code, interfaces or other information from the Application, except and only to the extent that: (a) such activity is expressly permitted by directly applicable law notwithstanding this limitation; (b) it is essential to engage in such activity in order to obtain information needed to achieve interoperability of independently created software with the Application; (c) Reverse Engineering is confined to those parts of the Application which are necessary to achieve interoperability; and (d) we have not made such information available to you under reasonable terms and conditions. Any information supplied to or obtained by you under this section may only be used by you for the purpose described in this section, and will not be disclosed to any third party or used to create any software that is substantially similar to the Application. You shall not circumvent or bypass any technological protection measures in or relating to Drops or enable access by unauthorized third party applications.
4.6 Open Source. Certain components or libraries included in or bundled with the Application may be covered by open source licenses. We will attempt to provide a list of such open source components upon your reasonable written request. To the extent required by such open source licenses, the terms of such licenses will apply in lieu of the terms of this section, solely with respect to those libraries or components that are licensed under such open source licenses.
5.0 ACCESS INFORMATION & CONTENT
5.1 Access Information. You are wholly responsible for maintaining the confidentiality of Access Information and wholly liable for all activities occurring under such Access Information. You will not transfer to any party Access Information needed to log in or use Drops, or use or disclose the Access Information of another. You will immediately notify us of any unauthorized use or disclosure of Access Information or any other breach of security via email sent to firstname.lastname@example.org. We will not be liable for any loss or damage arising from lost or forgotten Access Information (including associated loss of data and Content), for failure to comply with this section or from unauthorized use of the Access Information.
5.2 Responsibility for Content. All Content is your sole responsibility and the responsibility of the user from which such Content originated. We will have no responsibility or liability for the deletion or failure to store any Content or user data. We reserve the right to mark as "inactive" and archive accounts that are inactive for an extended period of time. It is your sole responsibility to back up all Content and end user data. We may preserve and disclose Content if required to do so by law or judicial or governmental mandate or as reasonably necessary to protect the rights, property or safety of us, users and/or the public. In the event that you elect not to comply with a request from us to remove certain Content, we may disable the Application until compliance is secured. We reserve the right to terminate end user Drops accounts or disable the Application in response to a violation or suspected violation of these Terms.
5.3 Use of Content. You will bear all risks associated with the use of any Content, including any reliance on the quality, integrity, accuracy, completeness, or usefulness of such Content. We may refuse or delete any Content, including Content of which we become aware that fails to fulfill the purpose of Drops, is in breach of these Terms, is otherwise contrary to law, or is otherwise inappropriate in our discretion. We do not guarantee the accuracy, integrity or quality of any Content. Under no circumstances will we be liable in any way for any Content, including, but not limited to, liability for any errors, inaccuracies, or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content. We will have no obligation or liability to you or any Drops user to maintain, store, or license Content, protect and maintain Content owners' intellectual property rights, or to enforce these Terms. You hereby waive and release any claims you may have against us arising or resulting from use or misuse of Content or your inability to effectively use Content, your failure to comply with these Terms, or for any act, omission, or conduct of any Drops user.
5.4 Propriety of Content. You shall not, and shall ensure that none of your end users, transmit Content or otherwise conduct or participate in any activities on or via Drops which is likely to be prohibited by law, or is violative or in breach of third party rights in any applicable jurisdiction, including without limitation laws governing libel and defamation, encryption of software, the export of technology, the transmission of obscenity or the permissible uses of intellectual property. You shall not upload, download, display, perform, transmit, or otherwise distribute any Content, or otherwise engage in any activity in connection with Drops, that (a) is hateful, offensive, racist, bigoted, libelous, defamatory, obscene, abusive, pornographic, lewd, erroneous, stalking, or threatening; (b) advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation; (c) constitutes infringement of the intellectual property rights of any party, including rights to the use of name and likeness, or violation of a right of privacy; (d) creates an impression that is incorrect, misleading, or deceptive, including without limitation by impersonating others or by otherwise misrepresenting identity or affiliation with a person or entity; or (e) divulges other people's private or personally identifiable information without their express authorization and permission. You represent and warrant that you have all necessary rights and licenses to transmit your Content, and that all Content you submit is accurate and not misleading to the best of your knowledge, is not confidential or privileged, and is not in violation of third party rights. We may, in our sole discretion, terminate Drops as to any Content that we believe in our sole judgment is not in compliance with these Terms.
5.5 Account Data. While we will endeavor to back up data, we have no responsibility or liability for the deletion or failure to store any Content. You acknowledge and agree that your Content will` not be retrievable or accessible except via your authorized use of Drops, and that we are under no obligation to compile and return to you any Content, including if you elect to deactivate your account, except as we may otherwise agree in writing.
6.0 OTHER APPLICATIONS
6.1 Responsibility. You are solely responsible for the Other Applications. Under no circumstances will we be liable in any way for Other Applications, including, but not limited to, liability for any errors or omissions in any Other Applications, or for any loss or damage of any kind incurred as a result of the use of the Other Applications. You hereby waive and release any claims you may have against us arising or resulting from use, misuse, alteration or loss of Other Applications. If the providers of Other Applications cease to make the Other Applications available for interoperation with the corresponding features of Drops on reasonable terms or otherwise, we may cease providing such features or Drops without entitling you to any refund, credit or other compensation.
6.2 Use of Your Content. If you install or enable Other Applications for use with Drops, you acknowledge that providers of the Other Applications may access your Content as required for the interoperation of such Other Applications with Drops. We will not be responsible for any disclosure, modification or deletion of your Content resulting from any such access by Other Applications or from enabling Other Applications to interoperate with Drops.
6.3 Other Applications Terms. You may be subject to additional terms and conditions that may apply when you use Other Applications, or affiliate or third party content or services. You are solely responsible for compliance with such terms.
7.1 Fees. You will pay to us the applicable fees required for use of Drops. By providing us with a billing debit card account, you represent and warrant that you: (a) are authorized to use the account that you provided and that any payment information you provide is true and accurate; and (b) authorize us to charge you using your billing account.
7.2 Terms. All payments are non-refundable and are exclusive of taxes, bank service fees, or currency exchange settlements. Notwithstanding any other provision of this Agreement, including section 11.9, nothing herein will be deemed to preclude us from filing a fees and expenses collection action at any time in any court of competent jurisdiction. Payments to us will be made without counterclaim or set-off of any kind.
7.3 Billing Statement. The details of your charges are set forth in the online billing statement. This is the only billing statement we provide. It is your responsibility to print or save a copy of each billing statement and retain such copies for your records. If we make an error on a charge to your billing account, you must contact us with the details within 120 days from when the error first appears on your billing statement. We will then promptly investigate the charge. If you do not inform us of the issue within that time, you release us from all liability and claims of loss resulting from the error and we will not be required to correct the error or provide a refund.
7.4 Response to Process. If we are required to respond to a subpoena or other formal request from a third party or a governmental agency for records or other information relating to Drops or services we have performed or solutions we have provided for you or on your behalf, or to testify by deposition or otherwise, you shall reimburse our time and expenses incurred in accordance with our then-current time and expense rates.
7.5 Taxes. You will bear and be responsible for the payment of all taxes, including all sales, use, value-added, rental receipt, personal property or other taxes and their equivalents, which may be levied or assessed in connection with these Terms or provision and use of Drops (excluding only taxes based on our net income). If we are required to pay or collect any such taxes or other charges for which you are responsible under this section, the appropriate amount will be paid by you. To the extent you are required by local law to withhold or deduct taxes based upon our income from any payment(s) owed hereunder, such payment(s) will be increased (grossed up) in such amounts as would have been received by us as if no such withholding or deduction were required.
8.0 DROPS INTEGRITY
8.1 Prohibited Acts. You are prohibited from breaching or attempting to breach any security features of Drops, including, without limitation: (a) accessing content or materials not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of Drops, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with use of Drops by any user, host, or network, including, without limitation, by means of submitting a virus, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing”; (d) publishing or linking to malicious content intended to damage or disrupt another user’s browser or computer or to compromise a user’s privacy or anonymity; (e) forging any TCP/IP packet header or any part of the header information; (f) accessing or tampering with non-public areas of Drops, our computer systems, or the technical delivery systems of us or our providers; (g) publish, post, upload or otherwise transmit any data, material, information or content that contains any viruses, trojan horses, worms, time bombs, corrupted files or programming routines or mechanisms that are intended to damage, interfere with, monitor, intercept or expropriate any systems, data, information or property; (h) accessing or attempting to access Drops by any means (automated or otherwise) other than through the currently available, published or enabled interfaces that are provided by us, unless you have been specifically allowed to do so in a separate agreement with us; or (i) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code or other information used by us in providing Drops.
8.2 Illicit Access. You shall not attempt to gain unauthorized access to other accounts, computer systems or networks connected to any of our servers, through hacking, password mining or any other means. You shall not obtain or attempt to obtain any materials or information through any means not intentionally made available through Drops, which is for your personal/internal and individualized use only. Without limiting the generality of the foregoing, you shall not publish, distribute or transmit to the general public via any medium Drops, except through and as otherwise authorized by us, and you will not engage in “framing,” “mirroring,” or otherwise reproducing or simulating the appearance or function of Drops. You shall not remove any copyright, trademark or other proprietary rights notices associated with or visible via use of Drops.
9.0 DISCLAIMER OF WARRANTIES, LIMITATION OF LIABILITY & INDEMNITY
9.1 Disclaimer. TO THE MAXIMUM EXTENT POSSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND WITH RESPECT TO DROPS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. Specifically, we make no warranty that (a) Drops will meet your requirements, goals or needs, (b) Drops access will be uninterrupted, timely, secure or error-free, or (c) any errors or deficiencies in Drops will be corrected. We have no responsibility or liability for the deletion of or failure to store your Content or to ensure that your Content is accurate or complete. It is your sole responsibility to back up and maintain the accuracy and completeness of your Content. Because no online system is perfectly secure or reliable, the internet is an inherently insecure medium, and the reliability and security of hosting services, internet intermediaries, your internet service provider, and other application or service providers cannot be assured, you accept such inherent security risks associated with your use of Drops.
We will not be responsible for the activities of any Charity. Before you use Drops, please take the time to familiarize yourself with any Charity of interest to you, using publicly available information. It is solely your sole responsibility to determine which Charity or Charities you designate for your charitable giving, and the Company disclaims any responsibility for your choice.
Be aware that your donations to any Charity via Drops will not be earmarked for a particular purpose, nor is there any feature within Drops that will allow you to request any such designation. The Charities may use donations made via Drops for their general purposes, so if you wish to designate your donation for a specific purpose, please do not use Drops to facilitate your charitable giving.
Any claims for refunds from the Charities is solely your responsibility to pursue. You hereby release and discharge us from any liability for such claims.
9.2 Exclusion. Notwithstanding any other provision of these Terms, our maximum cumulative aggregate liability for all claims, liabilities or obligations arising under or relating to the "Subject Matter" (defined as these Terms, their performance or non-performance, end users, Content, Other Applications, and Drops), regardless of the number of claims or the theory of liability, whether for breach of these Terms, including breach of warranty, or in tort or otherwise, will not exceed all amounts paid by you to us under these Terms, if any, during the six-month period preceding the occurrence of the claim or event giving rise to liability. We will not be liable for any indirect, punitive, special, incidental or consequential damages, or liable for interruption of business, downtime, loss of profits, revenue, use, data, or other economic advantage, in connection with, related to or arising out of the Subject Matter, regardless of the theory of liability, whether for breach of this Agreement, including breach of warranty, or in tort or otherwise, even if we have been previously advised of the possibility of such damages. Liability for damages will be so limited and excluded, regardless of the validity or efficacy of any remedy provided herein and even if any remedy fails of its essential purpose. The provisions of this section allocate the risks under these Terms between the parties and each party has relied upon the limitations set forth herein in determining whether to enter into this relationship. The parties have voluntarily agreed to define the parties’ rights, liabilities and obligations respecting the Subject Matter exclusively in contract pursuant to these Terms, and each party expressly disclaims that such party is owed any duties or are entitled to any remedies not expressly set forth in these Terms. The foregoing limitations and exclusions apply to the maximum extent permitted by applicable law.
9.3 Indemnification. You hereby agree to fully indemnify, defend and hold harmless Drops, its affiliates, and officers, directors, employees and agents of Drops and its affiliates, from and against any and all claims, losses, damages, judgments, awards, costs, liabilities, expenses, sanctions, and fees (including our reasonable in-house and external lawyers fees and costs) directly or indirectly caused by or incurred by reason of a third party allegation, lawsuit, claim or proceeding, arising out of or related to (a) Content or Other Applications; (b) you're your breach of these Terms; (c) infringement of intellectual property rights; or (d) your business or personal activities. We may assume the exclusive defense and control of any matter for which you are required to indemnify us at your expense, and you agree to cooperate with our defense of these claims. You shall not settle or compromise any such claims without our prior written consent.
9.4 General Release. You further agree that these Terms waive and release any claims that would otherwise be preserved by operation of section 1542 of the California Civil Code, which provides: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." You understand that you are releasing us from all such claims, whether known or unknown to you, and whether or not you suspect that those claims may exist at this time.
10.0 TERM & TERMINATION
10.1 Termination. In addition to sections 11.1, 11.2 and 11.3, your account will be subject to termination at our option in the event of a material remediable breach of these Terms. We may additionally terminate your account upon written notice to you if you (c) become the subject of a legal proceeding under a law relating to insolvency or bankruptcy; or (d) or your property becomes under the control of a custodian or equivalent under applicable law, or is assigned for the benefit of creditors; or (e) generally fail to pay your debts as they become due or acknowledge in writing that you are unable to do so.
10.2 Effect. Termination will not relieve you of the obligation to pay fees payable to us for the period prior to the effective date of termination. Our rights under this section 10 are in addition to any other rights and remedies permitted by law or under these Terms. Breach of these Terms may result in pursuit of all available remedies for intellectual property rights (including copyright infringement), the availability of which you hereby acknowledge.
10.3 Survival. Access to and rights of use associated with Drops will terminate upon termination of your account.
11.0 GENERAL PROVISIONS
11.1 Service Discontinuance/Modification. We may from time to time modify or discontinue access to, temporarily or permanently, any part, feature, or functionality of Drops. We will not be liable for any such modification, suspension or discontinuance, even if certain features or functions, your settings, and/or any Content you have contributed or have come to rely on, are permanently lost.
11.2 Account Termination. We may terminate your account for cause, including without limitation for: (a) violation of these Terms; (b) abuse of Drops resources or any attempt to gain unauthorized entry to Drops; (c) use of Drops in a manner inconsistent with its purpose; (d) any Drops user's request for such termination; or (e) requirements of or for failure to comply with applicable law, regulation, court or governing agency order, or ethical requirements. We may in addition terminate the availability of Drops or Content for our own business reasons, including if we elect to cease being in the business of providing it. We will not be liable for any termination of Drops user's access to Drops or Content. After account termination, you will not attempt to register a new account without our permission.
11.3 Account Deactivation. You may deactivate your account any time without refund. Deactivation is your sole means of terminating your account.
11.4 Advertising. Drops may display advertisements or announcements and you consent to such display.
11.5 Trademarks; Media. You are granted no right, title or license to any third party trademarks by these Terms, or to any of our trademarks or servicemarks. We reserve all right, title and interest in and to our trademarks, servicemarks, trade names, domain names, and similar identifiers, including DropsTM. You hereby authorize us to disclose in our websites, marketing collateral, and corporate presentations that you have selected Drops and purchased the use of Drops' solutions and services.
11.6 US DMCA. If you believe that your work has been copied and is accessible via Drops in a way that constitutes copyright infringement in the United States, you may notify us by providing the following in writing:
- Identification of the copyrighted work that you claim has been infringed;
- Identification of the material that is claimed to be infringing and information reason Drops sufficient to permit us to locate the material;
- Your name, address, telephone number, and email address;
- A 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; and
- A statement, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf.
The above writing must be electronically or physically signed by you as the owner of the content claimed to be infringed or the owner's authorized agent. If we receive such a claim, we may refuse or delete the applicable content, or terminate the applicable user's account in accordance with these Terms. Our designated agent to receive notification of claimed infringement under the Digital Millennium Copyright Act of 1998 is available at:
- Copyright Infringement Agent c/o Drops Mark B. Koogler 41 S High Street Suites, 2800-3200 Columbus, OH. 43215
We may remove content alleged or in our judgment to be infringing or otherwise illegal, without prior notice and at our sole discretion. In appropriate circumstances, we may also terminate a user's account if the user is determined to be a repeat infringer. In addition to forwarding your notice to the person who provided the allegedly illegal content, we may send a copy of your notice (with your personal information removed) to Chilling Effects (www.chillingeffects.org) for publication and/or annotation.
If you believe that a notice of infringement has been improperly submitted against you, you may submit a counter-notice, electronically or physically signed by you, and containing the following:
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- Your name, address, and telephone number;
- A statement, made under penalty of perjury, that you have a good faith belief that the removal of the material was a mistake or misidentified; and
- A statement that you consent to the jurisdiction of Federal District Court (i) in the judicial district where your address is located if the address is in the United States, or (ii) for the Southern District of California (Los Angeles County), if your address is located outside the United States, and that you will accept service of process from the complainant submitting the infringement notice or his/her authorized agent.
11.7 California-Based. Drops is controlled by Drops from its offices in California, USA. We make no representation that Drops is appropriate for use in other jurisdictions. Your use of or access to Drops will not be construed as our purposefully availing ourselves of the benefits or privileges of doing business in any other state or jurisdiction other than California.
11.8 Governing Law. The Subject Matter (as defined in section 9.2), and any disputes between us and related to or concerning any of the foregoing (including tort as well as contract claims, and whether pre-contractual or extra-contractual) will be governed by the laws of California.
11.9 Dispute Resolution. (A) Any disputes between or claims brought by you or us arising out of or related to the Subject Matter (including tort as well as contract claims, and whether pre-contractual or extra-contractual, as well as the arbitrability of any disputes (subject to section 11.9(B) below) will be referred to and finally settled by binding arbitration before JAMS in accordance with expedited rules in effect at the time of arbitration except as inconsistent with this section. The arbitration will be conducted by telephone, on-line and/or based solely upon written submissions where no in-person appearance is required. If in-person appearance is required, such hearings will be held in Los Angeles, California. The arbitrator will apply the law specified in section 11.8 above. All awards may if necessary be enforced by any court having jurisdiction. The existence of any dispute, the existence or details of the arbitration proceeding, and all related documents, materials, evidence, judgments and awards therein, must be kept confidential. Except as required by law, no party will make any public announcements with respect to the proceeding or the award, except as required to enforce same. The parties hereby waive the right to a trial by jury and agree to only bring claims in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. All disputes will be arbitrated only on an individual basis and not in a class, consolidated or representative action. The arbitrator does not have the power to vary these provisions. All claims (excluding requests for injunctive or equitable relief) between the parties must be resolved using arbitration in accordance with this section. Should either party file an action contrary to this section, the other party may recover lawyers' fees and costs associated with enforcing this section, provided that the party seeking the award has notified the other party in writing of the improperly filed claim, and the other party has failed to withdraw the claim in a timely fashion. (B) Notwithstanding the foregoing, nothing in this section will preclude the right and ability to bypass arbitration and file and maintain at any time an action for recovery of injunctive or provisional relief in any court of competent jurisdiction under the laws applicable thereto.
11.10 Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Subject Matter must be filed within one year after such claim or cause of action arose, or be forever barred.
11.11 Assignment. These Terms will not be assigned, delegated, or transferred by you, in whole or in part, whether voluntarily, involuntarily, by merger, consolidation, dissolution, sale of assets, or otherwise, without our prior written consent. Any such purported assignment, delegation or transfer without such written consent will be void. We may at any time assign these Terms without prior consent or notice. These Terms will be binding on, and inure to the benefit of, the parties and their respective and permitted successors and assigns.
11.12 Injunctive Relief. You acknowledge and agree that breach of these Terms, or any unauthorized use, disclosure or distribution of Drops, may cause irreparable harm to us, the extent of which would be difficult to ascertain, and that we will be entitled to seek immediate injunctive relief (in addition to any other available remedies), in any court of competent jurisdiction under the applicable laws thereto.
11.13 Miscellaneous. The Terms constitute the entire agreement between you and us and govern your use of Drops, superseding any prior agreements, understandings, communications or proposals. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect. No waiver of any provision of these Terms will be deemed a further waiver or continuing waiver or such provision or any other provision, and our failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision. In the event of any conflict or inconsistency between these Terms and any Drops website page (including any page describing or summarizing your or our rights, obligations, and/or these Terms), these Terms will control. Nothing herein will be deemed to create an agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship of any kind between us and any user or other person or entity, nor do these terms extend rights to any third party. The parties hereto confirm that they have requested that these Terms and all attachments and related documents, if any, be drafted in English.
Effective Date: March 4, 2016
This Policy explains how Drops collects, stores, uses and discloses information from you when you use Drops products, services, mobile applications and websites. This Policy applies to users of the Drops "Service", defined as the services, APIs, and functionality we make available either through our website at www.Drops.la and related site pages (the "Website"), via separate sites, repositories or servers under our control, or through third party sites that utilize our services and functionality, as well as through our application software ("Software"). This Policy does not apply to websites, applications, or services that do not display or link to this Policy or that display or link to different privacy statements; nor does this Policy apply to practices of companies that we do not control or to people we do not employ or manage.
By accepting the Policy during account registration, you expressly consent to our collection, storage, use and disclosure of your personal information and non-personal information as described in this Policy and to all other terms herein.
B. Information Collected
As well as Personal Data, we also collect some information that is not personally identifying, including aggregate information, which is data we collect about use of the Service or about a group or category of users from which it is not possible to identify you (“Nonpersonal Data”; together with Personal Data, collectively "Information").
We may additionally collect Information using pixel tags, web beacons or other web site usage tracking technologies. Web beacons (also known as "tracking pixels") are electronic images that may be used in the Service or in emails that we send to you. Amongst other things, we use Web beacons to deliver cookies, count visits, understand usage and campaign effectiveness and to tell if an email has been opened and acted upon. Such devices are used to collect Nonpersonal Data, such as the identity of the applicable internet service provider, the IP address of the user’s personal computer, the type of browser software and operating system in use, the date and time of site access, the website address, if any, from which the user linked to the Website and other similar traffic-related information. We also may aggregate such information with similar data collected from other users. We do not use such data to create or maintain Personal Data about you.
Do Not Track Disclosure
We do not engage in the collection of Personal Data from users across third party sites or applications. We do not knowingly allow other parties to collect your Personal Data about your online activities over time and across different Web sites or services when you use the Service.
Services Via Third Party Applications
We may provide Services functionality via or to third party applications. In such context, we collect only Nonpersonal Data as described in this Policy (such as device IP address, device model, brand, operating system, version, language/country and timezone, network and connection information). Any Personal Data that may be collected by such third parties is subject to such third parties' policies and practices, over which we exercise no control. We will not be liable for the acts and omissions of such third parties or for any loss of privacy, use or control of data caused by such third parties. You must contact such third parties for any requests, questions or concerns you may have regarding your Personal Data and data collected via such third party applications.
C. Our Use of Information
(i) operate, maintain, customize, measure and improve our Service, and to fulfill the purposes disclosed when you provided your information to us;
(ii) respond to your comments and questions and provide the Service and customer support you request;
(iii) resolve disputes, collect fees, enforce our terms and policies, and troubleshoot problems;
(iv) understand you and your preferences to enhance your experience and enjoyment using our Service;
(v) communicate with you about new events, offers and other news about our products and services offered by us and our selected partners; and
(vi) send you Services-related information, including confirmations, invoices, reminders, technical notices, updates, security alerts and support and administrative messages.
We also may combine your Information with information we collect from other sources to improve our products and services. Further, we may use Personal Data to respond to legal requirements, in connection with a merger, sale of assets, or other similar corporate transactions, to respond to claims that content violates the rights of others, or to protect the rights, property, or safety or any person.
D. Sharing Information
We do not disclose, sell or rent your Personal Data to third parties for their marketing purposes without your prior consent. If you do consent but later change your mind, you may contact us and we will cease any such activity. We only share your Personal Data as follows:
(i) at your direction and control via your normal and intended operation of the Service, or with your consent, for example, when you agree to our sharing your Personal Data with other selected third parties for their own marketing purposes subject to their separate privacy policies;
(ii) with service providers, consultants or similar contractors, or third parties who provide services or content in connection with our Service in order to support or enhance our products and services or our business operations, or to make available and consummate initiated transactions;
(iv) under written obligations of confidentiality, in connection with or during negotiation of any a merger, financing, acquisition, or dissolution, transaction, or proceeding involving sale, transfer, divestiture, or disclosure of all or a portion of our business or assets to another company.
We may also share and disclose Nonpersonal Data, e.g., by publishing a report on trends in the usage of its Service.
E. No Guarantee of Security
We take all reasonable steps to help protect your Personal Data in an effort to prevent loss, misuse, and unauthorized access, disclosure, alteration, and destruction. However, no one can create a completely secure website, app or service and third parties may unlawfully intercept, steal or access transmissions or private communications. Therefore, we cannot guarantee that your Information or private communications that you transfer over the internet to us will always be secure or remain confidential.
Your password deserves careful thought and protection. Use unique numbers, letters, and special characters and do not disclose your password to anyone. If you do share your password or your personal information with others, remember that you are responsible for all actions taken in the name of your account. If you lose control of your password, you may lose substantial control over your personal information and may be subject to legally binding actions taken on your behalf. If your password has been compromised for any reason, you should immediately access your profile to change your password and notify us immediately at email@example.com.
G. International Transfers
We may process Information on servers located in a number of countries. Accordingly, we may share Information with our affiliated companies for such companies to carry out any of the activities specified in this Policy. We may also subcontract processing to or share Information with third parties located in countries other than your home country. Information collected within the European Economic Area and Switzerland may, for example, be transferred to, and processed by our affiliates or other third parties identified above that are located in, a country outside of the EEA and Switzerland, where you may have fewer legal rights in relation to your information. However, we will only process your information as described in this Policy in every country.
The Services are not directed at or intended for children under thirteen (13) years of age, and we do not knowingly collect Personal Data from such children. If you believe that we might have any Personal Data from a child under 13 years of age, please contact us at firstname.lastname@example.org.
I. Policy Changes
We may amend this Policy from time to time. If we make any changes to this Policy, we will post the amended terms, change the "Last Updated" date above, and where appropriate, notify you by email.
J. Your Information and Choices
You have the right to ask us not to process your Personal Data for marketing or promotional purposes via email sent to email@example.com. You may also opt out of receiving promotional emails from us by following the instructions in the emails themselves or via email sent to firstname.lastname@example.org. If you opt out, we may still send you non-promotional emails, such as emails about your accounts or our ongoing business relations.
You can see, review and change your Personal Data by logging into the Service or by contacting us at email@example.com. You should promptly update your Personal Data if it changes or is inaccurate. You also may send requests about your contact preferences, to request a review of the Personal Data we have about you, and to request that we update or correct any out-of-date or incorrect Personal Data we have about you (to the extent of Personal Data we have not already made available to you for your own review, modification, or deletion). Upon receipt and process of a reasonable opt-out request, we will, within a commercially reasonable period of time, comply with such request to the extent reasonable. Note that requests to terminate disclosure to third parties may frustrate or render impossible our ability to provide the Service or conduct transactions initiated by you.
We retain Personal Data from closed accounts, if and to the fullest extent permitted by applicable law, including in order to comply with law, prevent fraud, collect any fees owed, resolve disputes, troubleshoot problems, assist with any investigations, enforce our agreements and policies, and take other actions otherwise permitted by law or as specified elsewhere in this Policy.
If you have any questions about this Policy, please contact us at firstname.lastname@example.org