1. GENERAL TERMS
2. ACCEPTING THE TERMS
3. ELIGIBILITY; AUTHORITY
This Site and the Services are available only to individuals (“Users”) who can form legally binding contracts under applicable law. By using this Site or theServices, you represent and warrant that you are (i) at least eighteen (18)years of age, (ii) otherwise recognized as being able to form legally binding contracts under applicable law, or (iii) are not a person barred from purchasing or receiving the Services found under the laws of the United States or other applicable jurisdiction.
If you are entering into this Agreement on behalf of a corporate entity, you represent and warrant that you have the legal authority to bind such corporate entity to the terms and conditions contained in this Agreement, in which case the terms "you", "your","User" or "customer" shall refer to such corporate entity. If, after your electronic acceptance of this Agreement, Rockpapr finds that you do not have the legal authority to bind such corporate entity, you will be personally responsible for the obligations contained in this Agreement, including, but not limited to, the payment obligations. Rockpapr shall not be liable for any loss or damage resulting from Rockpapr’s reliance on any instruction, notice, document or communication reasonably believed by Rockpapr to be genuine and originating from an authorized representative of your corporate entity. If there is reasonable doubt about the authenticity of any such instruction, notice, document or communication, Rockpapr reserves the right (but undertakes no duty)to require additional authentication from you. You further agree to be bound by the terms of this Agreement for transactions entered into by you, anyone acting as your agent and anyone who uses your account or the Services, whether or not authorized by you.
4. PRIVACY AND YOUR PERSONAL INFORMATION
5. ACCOUNT INFORMATION FROM THIRD PARTY SITES
Users may direct Rockpapr to retrieve their own information maintained online by third-parties with which they have customer relationships, maintain accounts or engage in financial transactions (“Account Information”). Rockpapr works with one or more online service providers to access this Account Information. Rockpapr does not review theAccount Information for accuracy, legality or non-infringement. Rockpapr is not responsible for the Account Information or products and services offered by or on third-party sites. Rockpapr cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. Rockpapr cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings. For example, when displayed through the Services,Account Information is only as fresh as the time shown, which reflects when the information is obtained from such sites. Such information may be more up-to-date when obtained directly from the relevant sites. You can refresh yourAccount Information through the Services, in the manner prescribed in the associated instructions.
6. THIRD-PARTY LINKS
This Site and the Services may contain links to third-party websites that are not owned or controlled by Rockpapr. Rockpapr assumes no responsibility for the content, terms and conditions, privacy policies, or practices of any third-party websites. In addition, Rockpapr does not censor or edit the content of any third-party websites. By using this Site or the Services, you expressly release Rockpapr from any and all liability arising from your use of any third-party website. Accordingly, Rockpapr encourages you to be aware when you leave this Site or the Services and to review the terms and conditions, privacy policies, and other governing documents of each other website that you may visit.
7. YOUR REGISTRATION INFORMATION AND ELECTRONIC COMMUNICATIONS
In order to allow you to use the Services, you will need to sign up for an account with Rockpapr. We may verify your identity.You authorize us to make any inquiries we consider necessary to validate your identity. These inquiries may include asking you for further information, requiring you to provide your email address and/or requiring you to take steps to confirm ownership of your email address. If you do not provide this information or Rockpapr cannot verify your identity, we can refuse to allow you to use the Services. You agree and understand that you are responsible for maintaining the confidentiality of your password which, together with your username and e-mail address, allows you to access the Site.That username and password, together with any mobile number or other information you provide form your “Registration Information.”
8. EMAIL COMMUNICATIONS
By providing us with your e-mail address, you consent to receive all required notices and information. Electronic communications may be posted on the Services site and/or delivered to your e-mail address that we have on file for you. It is your responsibility to promptly update us with your complete, accurate contact information, or change your information, including email address, as appropriate. Your consent to receive communications electronically is valid until you end your relationship with us. You may print a copy of any electronic communications and retain it for your records. We reserve the right to terminate or change how we provide electronic communications and will with appropriate notice in accordance with applicable law.
9. YOUR USE OF THE SERVICES
Your right to access and use the Site and the Services is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use the Site and the Services for lawful purposes. You represent that you are a legal owner of, and that you are authorized to provide us with, all Registration and Account Information and other information necessary to facilitate your use of the Services.
You represent and warrant to Rockpapr that allAccount Information is accurate, current and complete, and that you will keep your Account Information accurate, current and complete. If Rockpapr has reason to believe that yourAccount Information is untrue, inaccurate, out-of-date or incomplete, Rockpapr reserves the right, in its sole and absolute discretion, to suspend or terminate your account. You are solely responsible for the activity that occurs on your account, whether authorized by you or not, and you must keep your Account information secure, including without limitation your username and password.
You must notify Rockpapr immediately of any breach of security or unauthorized use of your account. Rockpapr will not be liable for any loss you incur due to any unauthorized use of your account. You, however, may be liable for any loss Rockpapr or others incur caused by your account, whether caused by you, or by an authorized person, or by an unauthorized person.
If you become aware of any unauthorized use of your Registration or Account Information for the Services, you agree to notify Rockpapr immediately at the email address – email@example.com.
Services Interruption. Your access and use of the Site or the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Site or the Services or other actions that Rockpapr, in its sole discretion, may elect to take. In no event will Rockpapr be liable to any party for any loss, cost, or damage that results from any scheduled or unscheduled downtime. Your sole and exclusive remedy for any failure or non-performance of the Site or the Services, including any associated software or other materials supplied in connection with such services, shall be for Rockpapr to use commercially reasonable efforts to effectuate an adjustment or repair.
10. USE WITH YOUR MOBILE DEVICE
Use of these the Services may be available through a compatible mobile device, Internet and/or network access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. ROCKPAPR MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS,STATUTORY OR IMPLIED AS TO: (i) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION;(ii) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (iii) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
11. RIGHTS YOU GRANT TO US
You hereby authorize and permit Rockpapr to use and store information submitted by you to accomplish the foregoing and to configure the Services so that they are compatible with the third party sites for which you submit your information. You hereby further authorize and permit Rockpapr to review and analyze information submitted by you, including billing account statements and email messages, to make determinations about your company’s activity (financial or otherwise) in respect of your third party services. For example, we may use your billing account information to identify other third party services used by your company. This information will be used to optimize the Services for the benefit of your company.
For purposes of this Agreement and solely to provide the Account Information to you as part of the Services, you grant Rockpapr a limited power of attorney, and appoint Rockpapr as your attorney-in-fact and agent, to access third party sites, retrieve and use your information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN ROCKPAPR IS ACCESSING AND RETRIEVING ACCOUNT INFORMATION FROM THIRD PARTY SITES, ROCKPAPR IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY THAT OPERATES THE THIRD PARTY SITE. You understand and agree that the Services are not sponsored or endorsed by any third parties accessible through the Services. Rockpapr is not responsible for any payment processing errors or fees or other Services-related issues, including those issues that may arise from inaccurate account information.
12. ROCKPAPR’S INTELLECTUAL PROPERTY RIGHTS
Except for User Content, the content on the Site and the Services, including without limitation the “look and feel,” text, software, scripts, source code, API, graphics, button icons, photos, sounds, music, videos and interactive features and the trademarks, service marks and logos contained therein, photographs, editorial content, notices, software (including html-based computer programs) (“Rockpapr Content”), are owned by or licensed to Rockpapr in perpetuity, and are subject to copyright, trademark, and/or patent protection in the United States and foreign countries, and other intellectual property rights under United States and foreign laws. Rockpapr Content is provided to you “as is”, “as available” and “with all faults” for your information and personal, non-commercial use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purposes whatsoever without the express prior written consent of Rockpapr. Except as expressly stated herein, no right or license under any copyright, trademark, patent, or other proprietary right or license is granted by this Agreement. Rockpapr reserves all rights not expressly granted in and to the Rockpapr Content, this Site and the Services, and this Agreement do not transfer ownership of any of these rights.
13. PROHIBITED USES
You may use the Site or the Services, including any User Content you submit, only for lawful purposes and in accordance with thisAgreement, any applicable Additional Terms or policy that may apply to the Services and all applicable local, state, national and international laws, rules and regulations.
You agree not to use the Site or the Services:
· In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
· For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
· To collect or harvest (or permit anyone else to collect or harvest) any User Content or any non-public or personally identifiable information about another User or any other person or entity without their express prior written consent.
· To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail," "chain letter,""spam," or any other similar solicitation.
· To impersonate or attempt to impersonate Rockpapr, a Rockpapr employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
· To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site or the Services, or which, as determined by us, may harm Rockpapr or users of the Site or the Services, or expose them to liability.
Additionally, you agree not to:
· Use the Site or the Services in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party's use of the Site or the Services, including their ability to engage in real time activities through the Site or the Services.
· Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Site or the Services or any portion of the Site or the Services.
· Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up apart of the Site or the Services.
· Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the services, other than the search engines and search agents available through the Services and other than generally available third-party web browsers (such as Microsoft Internet Explorer or Safari).
· Use any device, software, or routine that interferes with the proper working of the Site or the Services.
· Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
· Circumvent, disable or otherwise interfere with the security-related features of this Site or the Services.
· Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site or the Services, the server on which the Site is stored, or any server, computer, or database connected to the Site or the Services.
· Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
· Re-sell or provide the Services for a commercial purpose, including any of Rockpapr’s related technologies, without Rockpapr's express prior written consent.
14. USER CONTRIBUTIONS
Some of the features of the Site or the Services may allow Users to view, post, publish, share, store, or manage (a) ideas, opinions, recommendations, or advice via forum posts, product reviews or recommendations, or photos to be incorporated into a social media event or other activity, or (b) literary, artistic, musical, or other content, including but not limited to photos and videos ( “User Content”).
You acknowledge and agree that your contributions of User Content are entirely voluntary, do not establish a confidential relationship or obligate Rockpapr to treat your User Content as confidential or secret, that Rockpapr has no obligation, either express or implied, to develop or use your User Content, and no compensation is due to you or to anyone else for any intentional or unintentional use of your User Content.
By posting or publishing User Content to this Site or the Services, you represent and warrant to Rockpapr that (i) you have all necessary rights to distributeUser Content via the Site or via the Services, either because you are the author of the User Content and have the right to distribute the same, or because you have the appropriate distribution rights, licenses, consents, and/or permissions to use, in writing, from the copyright or other owner of the User Content, and (ii) the User Content does not violate the rights of any third party. You shall be solely responsible for any and all of your User Content, and the consequences of, and requirements for, distributing it.
You grant Rockpapr a perpetual, worldwide, fully transferable, sub licensable, non-revocable, fully paid-up, royalty free license (including all intellectual property and other proprietary rights) to use any User Content provided through your use of the Site or theServices. Rockpapr shall be entitled to the unrestricted use and dissemination of any User Content posted to this Site for any purpose, commercial or otherwise, without acknowledgment or compensation to you or to anyone else. You agree that our use of any content, feedback, suggestions, or ideas you post may include developing future modifications of the Services, other products or services.
15. MONITORING AND ENFORCEMENT; TERMINATION
We have the right to:
· Remove or refuse to post any User Content for any or no reason in our sole discretion.
· Take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Site or the public, or could create liability for Rockpapr.
· Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
· Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
· Terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of this Agreement.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site or the Services. YOU WAIVE AND HOLD HARMLESS ROCKPAPR AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we cannot review all material before it is posted on the Site and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
16. COPYRIGHT INFRINGEMENT
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from this Site infringe your copyright, you may request removal of those materials (or access to them) from the Site by submitting written notification to us. In accordance with the Online CopyrightInfringement Liability Limitation Act of the Digital Millennium Copyright Act(17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCANotice") must include substantially the following:
· Your physical or electronic signature.
· Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Website, a representative list of such works.
· Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
· Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
· A statement that you have a good faith belief that use of the copyrighted material is not authorizedby the copyright owner, its agent, or the law.
· A statement that the information in the written notice is accurate.
· A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
Our designated agent to receive DMCA Notices is:
303 Spring St. NY, NY 10013
If you fail to comply with all of the requirements of Section 512(c)(3) of theDMCA, your DMCA Notice may not be effective. Please be aware that if you knowingly materially misrepresent that material or activity on the Site is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.
17. SUBCRIPTION FEES AND PAYMENTS
Payment Types. Except if prohibited in any Additional Terms, you may pay for the Services by using any of the following “Payment Methods”: (i) valid credit card; (ii)digital wallets such as “ApplePay” or “Google Pay” or (iii) PayPal, each a“Payment Method”. Confirmation of orders will be sent to the email address on file for your account. Your Payment Method on file must be kept valid if you have any active subscriptions for the Services in your account. In addition, you agree that the location for the processing of your payments may change for any reason, including the type of Payment Method chosen, or changes or updates made to your Payment Method.
Completeness of Billing Information. You must provide current, complete and accurate billing information for your account.You must promptly update all information to keep your account current, complete and accurate (such as a change in billing address, card number or expiration date), and you must promptly notify Rockpapr if your Payment Method is canceled(including if you lose your card or it is stolen), or if you become aware of a potential breach of security (such as an unauthorized disclosure or use of your name or password). Changes to such information can be made in your account profile or by providing details to firstname.lastname@example.org. If you fail to provide Rockpapr any of the foregoing information, you agree that you are responsible for fees accrued under your account.
Auto-Renewal. Your subscription for the Services will continue indefinitely until cancelled by you. After your initial subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for an additional equivalent period, at the price you agreed to when subscribing. You agree that your account will be subject to this automatic renewal feature. If you do not wish your account to renew automatically, or if you want to change or terminate your subscription, please see “Termination of Your Services” below.
If you cancel your subscription for the Services, you may use your subscription until the end of your then-current subscription term. Your subscription will not be renewed after your then-current term expires. However, all amounts are non-refundable. You will not be eligible fora prorated refund of any portion of the subscription fee paid for the then-current subscription period.
Payment Authorization. You authorize Rockpapr to charge your chosen Payment Method for the Services. You agree to make payment using that selected Payment Method. Rockpapr may correct any billing errors or mistakes that it makes even if it has already requested or received payment.
You further authorize Rockpapr to charge your Payment Method now and again at the beginning of any subsequent subscription cycle. You also authorize Rockpapr to charge you for any sales or similar taxes that may be imposed on your subscription payments.
Recurring Billing Programs. You authorize us to obtain updated or replacement expiration dates and card numbers for you credit or debit card as provided by your credit or debit card issuer. You also authorize us to update your Payment Method to include any credit or debit card or other payment method provided by you to purchase any feature or service on the Site.
Payment Reversals. If for any reason Rockpapr is unable to charge your Payment Method for the full amount owed, or if Rockpapr of a chargeback, reversal, payment dispute, or is charged a penalty for any fee it previously charged to your Payment Method, you agree that Rockpapr may pursue all available lawful remedies in order to obtain payment, including but not limited to, immediate cancellation, without notice to you, of the Services.
Upon the renewal of your subscription for the Services, if Rockpapr does not receive payment from your Payment Method provider, you agree to pay all amounts due on your account upon demand and/or you agree that Rockpapr may either terminate or suspend your subscription and continue to attempt to charge your Payment Method provider until payment is received (upon receipt of payment, your account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received).
Rockpapr also reserves the right to charge you reasonable “administrative” fees" for (i) collection costs or fees incurred by Rockpapr in connection with your breach of this Agreement (ii) otherwise in connection with your noncompliance with this Agreement (as determined by Rockpapr in its sole and absolute discretion). Typical administrative or processing fee scenarios include, but are not limited to recouping any and all costs and fees, including the cost of the Services, incurred by Rockpapr as the results of chargebacks or other payment disputes brought by you, your bank or Payment Method processor. These administrative fees or processing fees will be billed to the Payment Method you have on file with Rockpapr.
18. DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
THE SITES, SERVICES, INFORMATION, DATA, FEATURES, AND ALL CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH THE SERVICES OR PROVIDED THROUGH THE SERVICES(WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU ON AN “AS-IS,” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. ROCKPAPR, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS(COLLECTIVELY, "SUPPLIERS") MAKE NO REPRESENTATIONS OR WARRANTIES OFANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SITE OR OFTHE SERVICES.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.
NEITHER ROCKPAPR OR ITS SUPPLIERS MAKE ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SITES OR OF THE SERVICES (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY WARRANTIES OFNON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER ROCKPAPR OR ITS SUPPLIERS MAKE ANY REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICES IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITOUSLY INTERCEPTOR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.19. NOT A FINANCIAL PLANNER, NOT A BROKER, NOT A TAX ADVISER NEITHER ROCKPAPR NOR THE SERVICES ARE INTENDED TO PROVIDE LEGAL, TAX OR FINANCIAL ADVICE. ROCKPAPR IS NOT A FINANCIAL PLANNER ,BROKER OR TAX ADVISOR. Certain of the Services are intended only to assist you in your financial organization and decision-making and are broad in scope. Your financial situation is unique, and any information and advice obtained through the Services may not be appropriate for your situation. Accordingly, before making any final decisions or implementing any financial strategy, you should consider obtaining additional information and advice from your accountant or other financial advisers who are fully aware of your individual circumstances.
20. LIMITATIONS ON ROCKPAPR’S LIABILITY
ROCKPAPR SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE SITE, YOUR USE OF THE SERVICES, OR THIS AGREEMENT, EVENIF ROCKPAPR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, ROCKPAPR’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF $500.00 (FIVE HUNDRED UNITED STATES DOLLARS).21. INDEMNIFICATION You shall defend, indemnify and hold harmless Rockpapr and its officers, directors, shareholders, and employees, from and against all claims, suits, proceedings, losses, liabilities, and expenses, whether in tort, contract, or otherwise, that arise out of or relate, including but not limited to attorney’s fees, in whole or in part arising out of or attributable to any breach of this Agreement or any activity by you in relation to the Site or you ruse of the Services.
22. TERMINATION OF YOUR SERVICES
Termination of the Services by You. ThisAgreement will continue to apply until terminated by either you or Rockpapr (orany Rockpapr affiliate/subsidiary). If you want to terminate this legalagreement for the Services, you may do so at any time, for any reason, byfollowing the instructions to "change/ cancel subscription" in youraccount profile or by providing details to email@example.com. If you cancel the Services, you will enjoysubscription benefits until the end of your then-current subscription for the Services,following which your subscription benefits will expire. In no event will you beeligible for a refund of any portion of the subscription fees paid for thethen-current subscription commitment for the Services.
To remove Rockpapr from your mobile devices, delete the Mobile App. However, deleting the Mobile App will not cancel the Services will only delete the data from the device. Therefore, in order to cancel theServices, login to www.rockpapr.com via the web and follow the instructions above.
Termination of the Services by Rockpapr. Rockpapr may at any time, terminate its legal agreement with you and deactivate or delete your account and all related information and files in your account and/or prohibit any further access to all files and the Services by you:
· if you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of this Agreement);
· if Rockpapr in its sole discretion believes it is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful);
· for any reason and at any time with or without notice to you; or
· immediately upon notice, to the e-mail address provided by you as part of your Account Information.
You acknowledge and agree that Rockpapr shall not be liable to you or any third party for any termination of your access to the Services.
Rockpapr reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site or the Services with or without notice. Rockpapr reserves the right to change theServices, including applicable fees, in our sole discretion and from time to time. In such event, if you are a paid user of the Services, Rockpapr will provide notice to you. If you do not agree to the changes after receiving a notice of the change to the Services, you may stop using the Services. Your use of the Services, after you are notified of any change(s) will constitute your agreement to such change(s). You agree that Rockpapr shall not be liable to you or to any third party for any modification, suspensions, or discontinuance of theServices.
Rockpapr may modify this Agreement from time to time. Any and all changes to this Agreement may be provided to you by electronic means (i.e., via email or by posting the information on the Site).In addition, the Agreement will always indicate the date it was last revised.You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Services after those changes are posted.
24. GOVERNING LAW AND JURISDICTION; ARBITRATION
All matters relating to the Site, the Services and this Agreement, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of NewYork without giving effect to any choice or conflict of law provision or rule(whether of the State of New York or any other jurisdiction).
Except as set forth herein, any legal suit, action, or proceeding arising out of, or related to, this Agreement or the Sites hall be instituted exclusively in the federal courts of the United States or the courts of the State of New York, in each case located in the City of NewYork and County of New York, although we retain the right to bring any suit, action, or proceeding against you for breach of this Agreement in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
At Rockpapr’s sole discretion, it may require you to submit any disputes arising from this Agreement or use of the Site or the Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applyingNew York law.
25. LIMITATION ON TIME TO FILE CLAIMS
26. WAIVER AND SEVERABILITY
No waiver by Rockpapr of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Rockpapr to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.
If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of this Agreement will continue in full force and effect.
27. ENTIRE AGREEMENT
28.COMPLIANCE WITH LOCAL LAWS
Rockpapr makes no representation or warranty that the content available on this Site or the Services are appropriate in every country or jurisdiction, and access to this Site or the Services from countries or jurisdictions where its content is illegal is prohibited. Users who choose to access this Site or the Services are responsible for compliance with all local laws, rules and regulations.
29. SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns.
30. CONTACT INFORMATION
If you have any questions about this Agreement, please contact us by email or regular mail at the following address:
303 Spring St.
New York, NY 10013