Top Shot Photographers LLC
Effective Date: 01/03/2019
This page represents a legal document and is the Terms and Conditions (Agreement) for our Mobile Application; hereinafter referred to as “Mobile App.” By using our Mobile App, you agree to fully comply with and be bound by the following Agreement each time you use our Mobile App. Please review the following terms carefully.
The terms “us”, “we”, and “our” refer to Top Shot Photographers LLC, the owner of the Mobile App. A “Member” or “User” is someone who has registered with us to use our Mobile App. All text, information, graphics, design, and data offered through our Mobile App and Services, whether produced by our Members or by us, are collectively known as our “Content”. We distinguish content posted by our Members or Users as “Member Content”.
This Agreement is between you and Top Shot Photographers LLC.
THIS AGREEMENT CONTAINS WARRANTY DISCLAIMERS AND OTHER PROVISIONS THAT LIMIT OUR LIABILITY TO YOU. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AND IN THEIR ENTIRETY, AS USING OUR MOBILE APP CONSTITUTES ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO BE BOUND TO EACH AND EVERY TERM AND CONDITION SET FORTH HEREIN, PLEASE EXIT THIS PAGE AND DO NOT PROCEED FURTHER.
Except as otherwise noted, this Agreement constitutes the entire and only Agreement between you and Top Shot Photographers LLC, and supersedes all other Agreements, representations, warranties, and understandings with respect to our Mobile App, Services, and the subject matter contained herein.
Our Privacy Notice is considered part of this Agreement and available in our Mobile App. You must review our Privacy Notice by clicking on this link. If you do not accept and agree to being bound by all the terms of this Agreement, including our Privacy Notice, do not use our Mobile App or our Services.
Any legal controversy or claim arising from or relating to this Agreement and/or our Service, excluding legal action taken by us to collect or recover damages for – or obtain any injunction relating to – website operations, intellectual property, and our Service, will be settled solely by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim will be arbitrated on an individual basis, and will not be consolidated in any arbitration with any claim or controversy of any other party.
The arbitration will be conducted in New York, NY, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. You or we may seek any interim or preliminary relief from a court of competent jurisdiction in New York, NY necessary to protect our or your rights or property pending the completion of arbitration. Each party will bear half the arbitration fees and costs.
This Agreement will be treated as if it were executed and performed in New York, NY, and will be governed by and construed in accordance with the laws of the state of NY without regard to conflict of law provisions. In addition, you agree to submit to the personal jurisdiction and venue of such courts. Any cause of action by you with respect to our Website or Service must be instituted within one (1) year after the cause of action arose or be forever waived and barred.
To use our Mobile App and Services you must register to become a Member. Your Membership is not transferable or assignable. Our Mobile App and Services are intended solely for Users who are at least (18) years of age or older. Any registration by, use of, or access to our Mobile App by anyone under that age is unauthorized, unlicensed, and in violation of these Terms and Conditions. By using our Mobile App and/or Services you represent and warrant that you are (18) years of age or older and agree to abide by all the terms and conditions of this Agreement. Top Shot Photographers LLC, has sole right and discretion to determine whether to accept a Member, and may reject a Member’s registration with or without explanation.
If you believe that any Member of our Mobile App is harassing you or is otherwise using personal information about you for unlawful purposes, we encourage you to first inform local law enforcement authorities and then to contact you.
Top Shot Photographers LLC, grants you a nonexclusive, nontransferable, revocable license to access and use our Mobile App and Services strictly in accordance with this Agreement. Your use of our Mobile App and Services are solely for internal, personal, noncommercial purposes unless otherwise provided in this Agreement.
You agree to comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of our Mobile App, Content, Services, and any software provided therein.
Our Mobile App may contain our service marks or trademarks as well as those of our affiliates or other companies in the form of words, graphics, and logos. Your use of our Mobile App or Services does not constitute any right or license for you to use our service marks or trademarks without the prior written permission of [Our Company].
Our Content, as found within our Mobile App and Services, is protected under the United States and foreign copyrights. Copying, redistribution, use, or publication by you of any such Content is strictly prohibited. Your use of our Mobile App and Services does not grant you any ownership rights to our Content.
Our Content may be changed without notice and is not guaranteed to be complete, correct, timely, current, or up-to-date. Similar to any printed materials, the Content may become out-of-date. We undertake no obligation to update any Content on our Mobile App. Members are responsible for their own content where applicable and may update their Content at any time without notice and at their sole discretion.
We do not represent or otherwise warrant that our Mobile App will be error-free, free of viruses or other harmful components, or that we will correct any errors. We do not represent or otherwise warrant that the information available on or through our Mobile App will be correct, accurate, timely, or otherwise reliable. We may make changes to the features, functionality, or Content of our Mobile App or Services at any time.
We may allow access to or advertise certain third-party product or service providers (“Merchants”) from which you may purchase certain goods or services. You understand that we do not operate or control the products or services offered by Merchants. Merchants are responsible for all aspects of order processing, fulfillment, billing, and customer service. We are not a party to the transactions entered into between you and Merchants.
You agree that use of or purchase from such Merchants is AT YOUR SOLE RISK AND WITHOUT WARRANTIES OF ANY KIND BY US, EXPRESSED, IMPLIED, OR OTHERWISE INCLUDING WARRANTIES OF TITLE, FITNESS FOR PURPOSE, MERCHANTABILITY, OR NONINFRINGEMENT. WE ARE NOT LIABLE UNDER ANY CIRCUMSTANCES FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND MERCHANTS OR FOR ANY INFORMATION APPEARING ON MERCHANT WEBSITE OR ANY OTHER WEBSITE LINKED TO OUR MOBILE APP.
All rules, legal documents (including privacy policies), and operating procedures of Merchants will apply to you while on any Merchant website. We are not responsible for information provided by you to Merchants. Our relationship to Merchants is solely as independent contractors and neither party has the authority to make any representations or commitments on behalf of the other.
Top Shot Photographers LLC, is not responsible or liable in any manner for any content posted in our Mobile App or in connection with our Services, whether posted or caused by Members of our Mobile App, or by Top Shot Photographers LLC. Although we provide rules for Member conduct and postings, we do not control and are not responsible for what Members post, transmit, or share on our Mobile App or Services, and are not responsible for any offensive, inappropriate, obscene, unlawful, or otherwise objectionable content you may encounter using our Mobile App or Services. Top Shot Photographers LLC, is not responsible for the online or offline conduct of any User of our Mobile App or Services.
Our Mobile App or Services may be temporarily unavailable from time to time for maintenance or other reasons. Top Shot Photographers LLC, assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of Member communications.
Top Shot Photographers LLC, is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email on account of technical problems or traffic congestion on the Internet, or any combination thereof, including injury or damage to Members’ or to any other person’s computer, mobile phone, or other hardware or software related to or resulting from using or downloading materials in connection with our Mobile App or Services, including without limitation any software provided through our Mobile App or Services.
Under no circumstances will Top Shot Photographers LLC, be responsible for any loss or damage, including any loss or damage or personal injury or death resulting from anyone’s use of our Mobile App or Services, or any interactions between Users of our Mobile App or Services, whether online or offline.
THE INFORMATION, CONTENT, AND DOCUMENTS FROM OR THROUGH OUR MOBILE APP ARE PROVIDED ‘AS-IS’, ‘AS AVAILABLE’, WITH ‘ALL FAULTS’, AND ALL EXPRESS OR IMPLIED WARRANTIES ARE DISCLAIMED (INCLUDING BUT NOT LIMITED TO THE DISCLAIMER OF ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). OUR MOBILE APP AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS, OR OTHER LIMITATIONS.
Top Shot Photographers LLC, INCLUDING ALL OUR AFFILIATES, HAS NO LIABILITY WHATSOEVER FOR YOUR USE OF OUR MOBILE APP OR SERVICES. Top Shot Photographers LLC, CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM THE USE OF OUR MOBILE APP OR SERVICES, INCLUDING, BUT NOT LIMITED TO, RELATED SOFTWARE. Top Shot Photographers LLC, DOES NOT REPRESENT OR WARRANT THAT OUR CONTENT, SERVICES, OR ANY SOFTWARE FOUND WITHIN ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING ANY SUCH CONTENT OR SOFTWARE AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND REMOVE VIRUSES. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES SOMEHOW ATTRIBUTED TO OUR MOBILE APP, SERVICES, AND RELATED SOFTWARE IS DISCLAIMED.
WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT AND RELATED SOFTWARE FROM OR THROUGH OUR MOBILE APP OR SERVICES AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM OF ANY KIND THAT MAY RESULT. WE AND ALL OF OUR AFFILIATES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE NEGATION AND LIMITATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND Top Shot Photographers LLC.
OUR MOBILE APP AND SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US THROUGH OUR MOBILE APP OR SERVICES WILL CREATE ANY WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.
Top Shot Photographers LLC, as well as all our Affiliates, will not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from our Mobile App or Services, (b) any product liability issues to the extent that we are not involved with the manufacturer of the product(s) giving rise to liability, (c) the unavailability or interruption of our Mobile App or Services, (d) your use of our Mobile App our Content, (e) the Content contained on our Mobile App or Services, or (f) any delay or failure in performance of our Mobile App and Services beyond our control.
IN NO EVENT WILL OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF OUR MOBILE APP, CONTENT, SERVICES, OR ANY RELATED SOFTWARE, ACCESSED THROUGH OR DOWNLOADED FROM OUR MOBILE APP OR SERVICES, EVEN IF Top Shot Photographers LLC, IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, Top Shot Photographer LLC’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US FOR OUR MOBILE APP AND/OR SERVICES ACCESSED DURING THE PREVIOUS MONTH OF YOUR MEMBERSHIP PRIOR TO THE EVENT GIVING RISE TO LIABILITY.
Members may post their content to our Mobile App through our Services (Member Content). Members understand that by using our Mobile App or Service they may be exposed to content that is offensive, indecent, or objectionable. We have no control over Member Content and do not in any way guarantee its quality, accuracy, or integrity. Top Shot Photographers LLC, is not responsible for the monitoring or filtering of any Member Content. Should any Member Content be found illegal, Top Shot Photographers LLC, will submit all necessary information to relevant authorities. If any Member Content is reported to Top Shot Photographers LLC as being offensive or inappropriate,we may ask the Member to retract or otherwise modify the questionable content within 24 hours of being notified by Top Shot Photographers LLC. If the Member fails to meet such request, Top Shot Photographers LLC has full authority to restrict the Member’s ability to post Member Content OR immediately terminate the Member’s membership without further notice to the Member. Without limiting the foregoing, we have sole discretion to remove any Member Content that violates this Agreement or is otherwise objectionable in our sole discretion. Members are responsible for complying with all applicable federal and state laws for their content, including copyright and trademark laws. Members will respect copyright and trademark laws. You warrant that you will not use our Services to infringe the intellectual property rights of others in any way. In accordance with the DMCA and other applicable law, we have adopted a policy of terminating Members who we deem, in our sole discretion, to be infringers of others’ intellectual property rights. As a Member you agree not to use our Services to do any of the following:
1) Upload, post, or otherwise transmit any Member Content that:
a.Violates any local, state, federal, or international laws
b. Infringes on any patent, trademark, trade secret, copyright, or other proprietary rights of any party
c. Harms, threatens, defames, promotes violence or illegal activities, or is otherwise vulgar, obscene, abusive, harassing, tortuous, libelous, invasive of another’s privacy, hateful, or racially, ethically, or otherwise objectionable
d. Links directly or indirectly to any materials to which you do not have a right to link
e. Contains any private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers, and credit card numbers
f. Contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or extract information from our Mobile App or Services
g. Contains any unsolicited or unauthorized advertising, solicitations, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation
h. In the sole judgment of Top Shot Photographers LLC, is objectionable or restricts or inhibits any other person from using or enjoying our Mobile App or Services, or which may expose Top Shot Photographers LLC, our affiliates, or our Users to any harm or liability of any type
2) Use our Content to:
a. Develop a competing Mobile App
b. Create compilations or derivative works as defined under United States copyright laws
c. Redistribute it in any manner, including, but not limited to, sale, license, lease, rental, subscription, or any other distribution mechanism
3) Decompile, disassemble, or reverse engineer our Mobile App, Services, and any related software
4) Use our Mobile App or Services in any manner that violates this Agreement or any local, state, federal, or international laws.
You will retain the copyrights to content you post or upload to our Mobile App. However, you agree to grant Top Shot Photographers LLC, a nonexclusive, irrevocable, royalty-free, worldwide license to use, edit, publicly display, advertise, reproduce and distribute such content for any purpose, including producing derivative works, or incorporating into other works. Top Shot Photographers LLC, will hold this license indefinitely. You also agree that you do not have any claim to any intellectual property or derivative work based on your content produced by Top Shot Photographers LLC.
We reserve the right to investigate complaints or reported violations of this Agreement and take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, posted materials, IP addresses, and traffic information.
Our Mobile App may from time to time contain links to third-party websites. The inclusion of links to any website on our Mobile App does not mean that we endorse, guarantee, warrant, or recommend the services, information, content, and/or data of such third-party websites.
Top Shot Photographers LLC, has no control over the legal documents and privacy practices of third-party websites; you access any third-party websites at your own risk. We recommend that you review the privacy notice and terms and conditions of those websites to fully understand what information is collected and how it is used.
We have no refund policy at this time
Your membership with us is effective until terminated by you or us. Your rights under these Terms and Conditions will terminate without our notice if you fail to comply with any term of these Terms and Conditions. On termination, you will stop representing yourself as a registered Member. You must uninstall our Mobile App, delete or destroy any information or content (including all copies) obtained from our Mobile App. Certain provisions of this Agreement, including but not limited to copyrights, indemnity, trademarks, limitation of liability, warranty and jurisdictional issues will survive the termination of this Agreement.
You agree to indemnify, defend, and hold us and our partners, agents, officers, directors, employees, subcontractors, successors, affiliates, assigns, third party suppliers of information, software, services, and documents, free from any liability, loss, claim, and expense, including reasonable attorney’s fees, related to your violation of this Agreement or use of our Mobile App or Services.
Should any part of this Agreement be held invalid or unenforceable, that portion will be construed consistent with applicable law and the remaining portions will remain in full force and effect. To the extent that any Content is in conflict or inconsistent with this Agreement, this Agreement will take precedence. Our failure to enforce any provision of this Agreement will not be deemed a waiver of such provision, nor of the right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement
We reserve the right to change these Terms and Conditions at any time by giving you advanced notice of the changes by email or in writing. We will also post these changes on our Mobile App. These changes will become effective 30 days after receiving the notice. To avoid doubt, no unilateral amendment will retroactively change agreed dispute-resolution provisions of these Terms and Conditions, if any, including, for example, arbitration provisions for then-pending disputes unless the parties expressly agree otherwise. Your continued use of our Mobile App, Services, and Products after any change to these Terms and Conditions and notifying you will constitute your acceptance of such change. If you do not agree with the changes to these Terms and Conditions, you can choose to discontinue the use of our Mobile App, Services, and Products.