Effective Date: November 23, 2020
Welcome to Conqr and our Terms of Service. We are very excited to have you aboard. Thank you for choosing to use our services. These pages explain our terms of service, which contain important information so you’ll know the rules that govern our relationship with you and about your legal rights. When you use Conqr, you’re agreeing to these terms.These Terms do indeed form a legally binding contract between you and Conqr Corp. To help make them easier to understand, we’ve also included notes in these grey high-lighted areas. The notes aren't part of the official terms and have no legal effect, but are intended to help you follow the text.
These Terms of Service ("Terms") cover your use of and access to the sites, applications, tools, services and features, and products, (collectively, the "Services") provided by Conqr (as defined below), including without limitation during free trials, on the websites and associated domains of www.conqrapp.com and on Conqr mobile apps and other applications.
Please read this Agreement carefully! It includes important information about your legal rights, and covers areas such as automatic subscription renewals, warranty disclaimers, limitations of liability, the resolution of disputes by arbitration and a class action waiver. Please note if you are an EU, UK or Switzerland Consumer (as defined below), some of these provisions may not apply to you and you may be entitled to specific rights under the mandatory laws of the country in which you live.
By using or accessing the Services, you're agreeing to these Terms that include our acceptable use policy, our DMCA Policy (Digital Millennium Copyright Act), (collectively, this “Agreement”). If you're using the Services for or on behalf of an organization, you're agreeing to this Agreement on behalf of that organization, and you represent and warrant that you are authorized to do so. References to “you”, “your” and similar terms are construed accordingly in this Agreement. If you don’t agree to all the terms in this Agreement, you may not use or access the Services.
References to “Conqr”, “us”, “we” and “our” mean Conqr Corp. In addition, certain services may be provided to you by a Conqr group company other than Conqr Corp.., and may be subject to additional terms directly between you and such other Conqr group company; such additional terms will specify the name of the Conqr group company and you will contract with such Conqr group company solely with respect to such terms and such service.
Reference to “Service”, “Website”, “Site”, “Platform” “Service Application” mean the Services that Conqr Corp provides for a monthly or annual subscription.
Reference to “User”, “Creator”, “Account Holder” all mean the party that signs up for the service and is the owner of the Conqr Services account.
Reference to “Fan”, “End-User” all mean the party that is publicly viewing or paying to have access to the account holder’s exclusive content and fan interactions.
We’ve tried to make this Agreement fair and straightforward, but feel free to contact us at firstname.lastname@example.org if you have any questions or suggestions.
Conqr is an application service and social media website which allows users to create a profile, upload audio tracks, photos and videos onto their profile, set a subscription price payable by other users who wish to listen, view and experience the user’s content and thereby generate revenue from their fans/subscribers.
Any information given on the website, web and mobile application including responses to “frequently answered questions” is not legally binding on Conqr Corp and is informative only and does not form part of the Terms.
Be sure your account information is accurate and that you keep your accounts safe. You’re responsible for your accounts and any activity on them. Also, a reminder that you need to be at least 16 years old to use Conqr.
Electronic Signatures and Contracts.
To use the Services, you must first create an account (“Account”). Different parts of the Services may require different Accounts. You agree to provide us with accurate, complete and at all times up to date information for your Accounts. We may need to use this information to contact you.
Keep your Account Safe.
Please safeguard your Accounts and make sure others don't have access to your Accounts or passwords and other authentication credentials (collectively, "passwords"). You're solely responsible for any activity on your Accounts and for maintaining the confidentiality and security of your passwords. We’re not liable for any acts or omissions by you or anyone else in connection with your Accounts. You must immediately notify us if you know or have any reason to suspect that your Accounts or passwords have been stolen, misappropriated or otherwise compromised or in case of any actual or suspected unauthorized use of your Accounts.
Minimum Age - Sixteen Years Old and Older.
The Services are not intended for and may not be used by children under the age of 16. By using the Services, you represent that you're at least 16. If you’re under the age of 18, depending on where you live, you may need to have your parent or guardian’s consent to this Agreement and they may need to enter into this Agreement on your behalf.
When you upload content to Conqr, you own it. You do, however, give us permission to use it in ways necessary to provide, improve, promote and protect our services. For example, when you upload an audio track you give us the right to save it and display and stream it on your site or mobile app at your direction. We also may promote or feature your site or mobile app, but you can opt out if you don’t want us to do that.
Your User Content Stays Yours.
Users of the Services (whether you or others) may provide us with content, including without limitation, audio, video, text, photos, images, fonts, logos, stickers, code and any other materials (“User Content"). Your User Content stays yours, except for the limited rights that enable us to provide, improve, promote and protect the Services as described in this Agreement. User Content includes without limitation content you post to Your Sites. "Your Sites" means the sites, web and mobile applications you create or publish or broadcast using the Services.
You acknowledge and agree that Conqr may establish general practices and limits concerning use of the Service Platform, including without limitation the maximum number the maximum storage space that will be allotted on Conqr’s servers on your behalf; maximum data usage by your fans and subscribers. You further acknowledge that Conqr reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice to you.
You acknowledge and agree that the Creator/ User is responsible for the obligation to pay royalties to any third-party, including, but not limited to, a sound recording copyright owner (e.g., a record label), a musical work copyright owner (e.g., a music publisher), a performing rights organization (e.g., ASCAP, BMI, SESAC, etc.) (a “PRO”), a sound recording PRO (e.g., SoundExchange), any unions or guilds, and engineers, producers or other royalty participants involved in the creation of User Content.
You acknowledge and agree that Conqr is merely a passive conduit and hosting service for User Content and that it plays no active role in the distribution or presentation of User Content on the User Platform, nor is it under any obligation to monitor User Content posted on the User Platform (subject to the DMCA policy) and cannot and does not take any responsibility for such User Content. Further, Conqr does not endorse, support or guarantee the completeness, accuracy or reliability of any User Content or communications posted via the User Platform or opinions expressed therein. Use of or reliance on any User Content or materials posted via the User Platform or obtained by you through the User Platform is at your own risk. For the avoidance of doubt, Conqr will not be liable for any unauthorized use of User Content by any User or Fan of User.
Your License To Us.
When you provide User Content via the Services, you grant Conqr (including our third party hosting providers acting on our behalf) a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable, transferable right and license to use, host, store, reproduce, modify, create derivative works of (such as those resulting from translations, adaptations or other changes we make so that User Content works better with the Services), communicate, publish, publicly display, publicly perform and distribute User Content for the limited purposes of allowing us to provide, improve, promote and protect the Services. This Section does not affect any rights you may have under applicable data protection laws.
Featuring Your Site and Mobile App.
We may choose to feature Your Sites and Mobile Apps or names, trademarks, service marks or logos included on Your Sites and Mobile Apps. You grant us a perpetual, worldwide, royalty-free, non-exclusive right and license to use any version of Your Sites and Mobile Apps, or any portion of Your Sites and Mobile Apps including without limitation names, trademarks, service marks or logos on Your Sites and Mobile Apps, for the limited purpose of Conqr marketing and promotional activities. You waive any claims against us relating to any moral rights, artists’ rights or any other similar rights worldwide that you may have in or to Your Sites and Mobile Apps or names, trademarks, service marks or logos on Your Sites and Mobile Apps and any right of inspection or approval of any such use. You can opt out of being featured through your Account or, by contacting email@example.com. This Section does not affect any rights you may have under applicable data protection laws.
You’re responsible for the content you publish and stream on Conqr , and you vouch to us that it’s all okay to use. Please follow our rules and don’t do anything illegal with the services. Also keep in mind that what you upload on the Browse section - the free section, content there is publicly viewable.
Only Use Content You’re Allowed To Use.
You represent and warrant that you own all rights to your User Content or otherwise have (and will continue to have) all rights and permissions necessary to use, share, display, transfer and license your User Content via the Services and in the manner set forth in this Agreement. If we use your User Content in the ways described in this Agreement, you represent and warrant that such use will not infringe or violate the rights of any third party, including without limitation any copyrights, trademarks, privacy rights, publicity rights, contract rights, trade secrets or any other intellectual property or proprietary rights. Also, content on the Services may be protected by others' intellectual property, trade secret or other rights. Please don't copy, upload, download or share content unless you have the right to do so.
Your Fan’s Content (User Generated Content).
Among other services and functionalities offered via the Conqr, the Service currently enables a User to create a User generated video clip embodying a sound recording, and may in the future enable a User to create other types of User generated content (collectively, “UGC”). You acknowledge and agree that no UGC will be considered a separate copyrightable work and that all rights to UGC will remain with the applicable owners of any Platform Content or User Content used to create such UGC.
The site or mobile app also enables Users to communicate and interact with other Users on the paid part of the site. Conqr Services may in the future enable this functionality to be publicly available User Content, including, without limitation, by enabling Users to like, view, share, re-post, comment on, and/or create memes and hashtags for other Users’ User Content, and to direct message other Users. The site or mobile app may in the future enable additional User interaction features such as public forums/message boards, User Content rating systems, and other interactive community-based functionalities. You will be publicly identified by your Account username or login identifier when communicating and otherwise interacting with other Users/User Content on the site or mobile app. You are solely responsible for all of your interactions with the site or mobile app and other Users/User Content on or through the site or mobile app. Conqr will not be responsible for the actions of any Users with respect to any other User or User Content, and that Conqr does not actively monitor or police the specific interactions between Users of the Platform and other Users or User Content (and has no obligation to do so). You hereby release, disclaim and hold Conqr harmless from and against any and all liability resulting from a User’s interaction with, or conduct towards, any other User or User Content (whether online or offline). Notwithstanding the foregoing, Company reserves the right to determine, in its sole discretion, what constitutes harassment, mischief, or unacceptable conduct with or towards other Users or User Content, and where that has occurred, and may in its sole discretion, partially or completely deny, suspend or terminate access to the Platform to any User that it determines has engaged in such behavior.
Follow The Law.
You represent and warrant that your use of the Services is in compliance with applicable laws, including without limitation applicable export or import controls and regulations and sanctions.
The Services let you share User Content including without limitation on social media and the open web, so please think carefully about your User Content. We’re not responsible for what you share via the Services.
Your Sites And Your End-Users (Fans) Are Your Responsibility.
You understand and agree that (a) Your Sites and Mobile Apps and your End Users are your responsibility; (b) you’re solely responsible for providing content, products, services and support to your End Users; and (c) you’re solely responsible for compliance with any laws or regulations related to Your Sites and Mobile Apps and/or your End Users. We’re not liable for, and won’t provide you with any legal advice regarding, Your Sites or your End Users. This does not limit or affect any liability we may have to you separately for any breach of the other provisions of this Agreement.
Conqr requires that all customers and other users of Conqr cloud-based service (the “Service”) conduct themselves with respect for others. In particular observe the following rules in your use of the Service:
California Consumer Privacy Act.
With respect to the California Consumer Privacy Act (Cal. Civ. Code §§ 1798.100 - 1798.199), as may be modified from time to time (collectively, “CCPA”), solely if applicable to you and solely with respect to data of your “Consumers” (as defined under the CCPA) which meets the definition of “Personal Information” under the CCPA and for which you are responsible under the CCPA (“Service Provider PI”), the parties agree that Conqr acts as a “Service Provider” and you are a “Business” (as such terms are defined under the CCPA). Conqr and you shall comply with our and your respective obligations under the CCPA. For example, Conqr may: combine Personal Information of the End Users (Fans) of you or other Businesses for which Conqr is a Service Provider for the purposes of detecting data security incidents or protecting against fraudulent or illegal activity. This combined Personal Information includes IP addresses, preferences, web pages visited prior to coming to your or another Business’ website, information about browser, network or device (such as browser type and version, operating system, internet service provider, preference settings, unique device IDs and language and other regional settings), and information about how End Users interact with your or another Business’ website (such as timestamps, clicks, scrolling, browsing times and load times).
Third Party Services And Sites, User Content, and Conqr Experts.
If you use or connect another service on or to Conqr, follow a link to another site or work with someone you find on or through Conqr (such as an Conqr Expert ), what happens is between you and them. We’re not responsible for it or what either of you do. There may also be a lot of content on Conqr uploaded by paying fans. We’re not responsible for that either.
Third Party Services.
The Services are integrated with various third party services and applications (collectively, “Third Party Services”) that may make their content, products or services available to you. Examples of Third Party Services include social media platforms, Conqr Experts (as defined below), eCommerce Payment Processors (as defined below), and other integrations partners and service providers. These Third Party Services may have their own terms and policies, and your use of them will be governed by those terms and policies. We don't control Third Party Services, and we’re not liable for Third Party Services or for any transaction you may enter into with them, or for what they do. When using Third Party Services, your security is your responsibility. You also agree that we may, at any time and in our sole discretion, and without any notice to you, suspend, disable access to or remove any Third Party Services. We’re not liable for any such suspension, disabling or removal, including without limitation for any loss of profits, revenue, data, goodwill or other intangible losses, or business disruption, costs or expenses you may incur or otherwise experience as a result (except where prohibited by applicable law).
Third Party Sites.
The Services may contain links to third party sites. When you access third party sites, you do so at your own risk. We don’t control and aren’t liable for those sites and what those third parties do.
By operating the Services, we don’t represent or imply that we endorse your or other users’ User Content, or that we believe such User Content to be accurate, useful, lawful or non-harmful. We’re not a publisher of, and we’re not liable for, any User Content uploaded, posted, published or otherwise made available via the Services by you or other users. You're responsible for taking precautions to protect yourself, your Accounts, and your computer or network, from User Content accessed via the Services.
Certain parts of the Services may provide directories of, and information about, independent third party Conqr users, including users designated as Experts of the Conqr platform and applications (collectively, "Conqr ") who can help you use the Services. Conqr does not employ, is not affiliated with and does not endorse Conqr Experts. Conqr Experts are a Third Party Service, as defined in the Third Parties Section above.
Our Intellectual Property.
Conqr is protected by various intellectual property laws. This section summarizes what we own and how we share.
Conqr Corp Owns Conqr.
The Services are, as between you and Conqr, owned by Conqr, and are protected by copyright, trade secret, trademark and other US and foreign laws. This Agreement doesn't grant you any right, title or interest in the Services, others’ User Content, our trademarks, logos or other brand features or intellectual property or trade secrets or others’ content in the Services. You agree not to change, modify, translate or otherwise create derivative works of the Services or others’ User Content.
We Can Use Your Feedback For Free.
We welcome your feedback, ideas or suggestions (collectively, “Feedback”), but you agree that we may use your Feedback without any restriction or obligation to you, even after this Agreement is terminated. This Section does not limit or affect any rights you may have under applicable data protection laws.
Our Demo Content.
We may provide templates or other products featuring demo content, including without limitation audio and video. text, photos, images, graphics (collectively, “Demo Content”), to provide you with ideas or inspiration. Unless we tell you otherwise, Demo Content (or any portion of it) may not remain on Your Site or Mobile app, or be distributed, publicly displayed, publicly performed or otherwise published.
Our Betas Are Still In Beta.
We may release products and features that we’re still testing and evaluating. Those Services will be marked as beta, preview or early access (or a similar phrasing), and may not be as reliable as our other Services.
To operate effectively and protect the security and integrity of Conqr, we need to maintain control over our services.
Important Things We Can Do.
We reserve these rights, which we may exercise at any time and in our sole discretion, and without liability or notice to you (except where prohibited by applicable law): (a) we may change parts or all of the Services and their functionality; (b) we may suspend or discontinue parts or all of the Services; (c) we may terminate, suspend, restrict or disable your access to or use of parts or all of the Services; (d) we may terminate, suspend, restrict or disable access to your Accounts or parts, some or all of Your Sites; and (e) we may change our eligibility criteria to use the Services (and if such eligibility criteria changes are prohibited by law where you live, we may revoke your right to use the Services in that jurisdiction); and (f) we may change pricing for the subscription rate to Users and Fans; (g) we may change the maximum data storage and maximum data usage permitted.
Further we may reserve these rights, which we may exercise at any time and in our sole discretion, and without liability or notice to you (except where prohibited by applicable law): (a) delete any content you post on Conqr as a creator if in Conqr’s reasonable opinion it does not comply with these Terms and/or any applicable law; (b) monitor your use of Conqr (including any content or message you post or broadcast on Conqr) to verify compliance with these Terms and/or any applicable law; (c) investigate any suspected or alleged misuse or unlawful use of Conqr and cooperate with law enforcement agencies in such investigation; (d) disclose information about your use of Conqr in connection with law enforcement investigation of any suspected or alleged illegal activity, or in response to a lawful court order; or (e) Change the payment providers. If Conqr does this then Conqr will use its reasonable endeavours to verify the bona fides and good standing of the new payment provider and notify the user and applicable details will be uploaded to the user account; and (f) from time to time, Conqr may restrict access to some parts of the website, web and mobile application or the entire website, web and mobile application to users.
Sometimes ownership of an Account or site or mobile app is disputed between parties, such as an artist and a manager. We try not to get involved in these disputes. However, we reserve the right, at any time and in our sole discretion, and without notice to you, to determine rightful Account or site ownership and to transfer an Account or site to such owner. Our decision in that respect is final. If we feel that we can’t reasonably determine the rightful owner, we reserve the right to suspend an Account or site until the disputing parties reach a resolution. We also may request documentation, such as a government-issued photo ID, credit card invoice or business license, to help determine the rightful owner.
We may offer HTTPS encryption for Your Sites. By registering a custom domain via the Services, or pointing a custom domain to the Services, you authorize us to create and maintain a certificate for the limited purpose of providing HTTPS for Your Sites.
However, it is not a contractual document and does not form part of this Agreement and we may change it from time to time.
You Must Comply With Data Protection, Security And Privacy Laws.
Cookies And Similar Technologies.
Protect And Improve The Services.
We comply with copyright law, and respond to complaints about copyright infringement in accordance with our Copyright Policy.
We respect the intellectual property of others and ask that you do too. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported via the process described in our DMCA Policy https://www.conqrapp.com/dmcapolicy.html, which is incorporated by reference into this Agreement. We reserve the right to delete or disable content alleged to be infringing, and to terminate Accounts of repeat infringers without any refunds.
Paid Services And Fees.
Services are paid services. This section explains how we handle payments for those paid services. For certain paid services, such as subscriptions, we’ll automatically bill you in regular intervals (such as monthly or annually) unless you disable auto-renewal or cancel your subscription. You can do that anytime.
Paid Services will remain in effect until cancelled or terminated in accordance with this Agreement. We’ll tell you about fees for Paid Services before charging you. You may cancel Paid Services at any time via the Services. If you don't pay for Paid Services on time, we reserve the right to suspend or cancel your access to the Paid Services. Transaction fees and additional fees may also apply to certain portions of the Services, and we’ll tell you about those fees before charging you. Our fees will appear on an invoice that we provide via the Services, within your Payment Processor account(s) unless otherwise indicated. Please note that different Paid Services may have different fees and payment schedules, and canceling one Paid Service may not cancel all your Paid Services.
All fees are exclusive of applicable national, provincial, state, local or other taxes (“Taxes”), unless explicitly stated otherwise. You're responsible for all applicable Taxes, and we'll charge Taxes in addition to the fees for the Services when required to do so. If you're exempt from Taxes, you must provide us with valid tax exemption documentation. We reserve the right to determine if the documentation provided is valid. Tax exemption will, provided we’re satisfied it’s valid and applicable, only apply from and after the date we receive such documentation. If Conqr has a legal obligation to pay or collect indirect Taxes (such as value-added tax or goods and services tax) on the sale to you under the laws of your country (where you are established, have a permanent address or usually reside), you shall be liable for payment of any such indirect Taxes. Where Conqr does not have a legal obligation to pay or collect indirect Taxes on a sale of Paid Services to you, you may be required to self-assess those Taxes under the applicable laws of your country (where you are established, have a permanent address or usually reside).
Automatic Subscription Renewals.
To ensure uninterrupted service, we'll automatically bill you for certain Paid Services from the date you submit your initial payment and on each renewal period or amount afterwards until cancellation. Your renewal period will be equal in time or amount to the renewal period of your current subscription. For example, if you're on a monthly subscription plan, each billable renewal period will be for one (1) month. We’ll automatically charge you the applicable amount using the payment method you have on file with us and by agreeing to this Agreement, you authorize us to do this. We’ll let you know in advance if you’re purchasing a Paid Service that includes auto-renewal payments. You can disable auto-renewal at any time in your profile settings.
While you may cancel any Paid Services at any time, you won't be issued a refund except in our sole discretion, or if legally required. Some of the Paid Services offer a free trial so you can try out your subscription. Please note applicable statutory rights of cancellation may not result in a refund, as we do not charge for this trial period.
We may change our fees at any time. We’ll provide you with advance notice of these fee changes via the Services. New fees will not apply retroactively. If you don't agree with the fee changes, you have the right to reject the change by canceling the applicable Paid Service before your next payment date.
If you contact your bank or credit card company to decline, chargeback or otherwise reverse the charge of any payable fees to us (“Chargeback”), we may automatically terminate your Account. If you have questions about a payment made to us, we encourage you to contact Customer Service before filing a Chargeback. We reserve our right to dispute any Chargeback.
Our Payment Processor Provider.
Fees For Third Party Services.
Third Party Services purchased via the Services may be subject to different refund or other policies that those Third Party Services determine, and such Third Party Services may be non-refundable. The purchase terms and conditions for such Third Party Services may be displayed during the purchase process, such as through a link to the purchase terms and conditions. It's your responsibility to verify your ability to purchase, cancel or obtain a refund for a Third Party Service. Unless otherwise stated in this Agreement, we don’t offer refunds for purchases of Third Party Services.
Notice Regarding Apple, Inc.
If you are using the Services on an iOS-based device, you acknowledge that these Terms of Service are between you and Conqr only, not with Apple, and Apple is not responsible for the App or the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Platform.
You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Term And Termination
Either of us can end this agreement at any time.
This Agreement will remain in effect until terminated by either you or us. You may terminate this Agreement at any time via the Services. We reserve the right to change, suspend or discontinue, or terminate, restrict or disable your use of or access to, parts or all of the Services or their functionality at any time at our sole discretion and without notice. For example, we may suspend or terminate your use of part or all of the Services if you're violating these Terms or our Acceptable Use Policy. We will endeavor to provide you reasonable notice upon suspending or terminating part or all of the Services. All sections of this Agreement that by their nature should survive termination shall survive termination, including without limitation the following sections in these Terms and any similar sections or provisions in the rest of this Agreement: Your Content, Our Intellectual Property, Warranty Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution and Additional Terms.
We work hard to make Conqr great, but the services are provided as-is, without warranties.
To the fullest extent permitted by applicable law, Conqr makes no warranties, either express or implied, about the Services. The Services are provided “as is” and “as available”. Conqr also disclaims any warranties of merchantability, fitness for a particular purpose and non-infringement. No advice or information, whether oral or written, obtained by you from Conqr, shall create any warranty. Conqr makes no warranty or representation that the Services will: (a) be timely, uninterrupted or error-free; (b) meet your requirements or expectations; or (c) be free from viruses or other harmful components.
Under certain circumstances, some jurisdictions don't permit the disclaimers in Section so they may not apply to you. However, the disclaimers apply to the maximum extent permitted by applicable law. You may have other statutory rights and nothing in this Agreement affects your statutory rights or rights under mandatory laws. The duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by applicable law.
Limitation Of Liability.
If something bad happens as a result of your using Conqr, our liability is capped.
Unless you are an EU, UK or Switzerland Consumer, you acknowledge and agree that to the fullest extent permitted by applicable law, in no event will Conqr and its affiliates and its and their directors, officers, employees and agents be liable with respect to any claims arising out of or related to the Services or this Agreement for: (a) any indirect, special, incidental, exemplary, punitive or consequential damages; (b) any loss of profits, revenue, data, goodwill or other intangible losses; (c) any Losses (as defined below) related to your access to, use of or inability to access or use parts, some or all of your Account, Your Sites and Mobile Apps or parts or all of the Services, including without limitation interruption of use or cessation or modification of any aspect of the Services; (d) any Losses related to unavailability, degradation, loss, corruption, theft, unauthorized access or, unauthorized alteration of, any content, information or data, including without limitation User Content and Your eCommerce data; (e) any User Content or other conduct or content of any user or third party using the Services, including without limitation defamatory, offensive or unlawful conduct or content; or (f) any Third Party Services or third party sites accessed via the Services. If you are an EU, UK or Switzerland Consumer we shall, despite any other provision in this Agreement, provide the Services with reasonable care but will not be liable for any losses which were not a reasonably foreseeable consequence of our breach of this Agreement (except in relation to death or personal injury resulting from our negligence or fraud). These limitations apply to any theory of liability, whether based on warranty, contract, tort, negligence, strict liability or any other legal theory, whether or not Conqr has been informed of the possibility of such damage, and even if a remedy set forth in this Agreement is found to have failed its essential purpose. To the fullest extent permitted by applicable law (whether or not you are an EU, UK or Switzerland Consumer ), in no event shall the aggregate liability of Conqr for all claims arising out of or related to the Services and this Agreement exceed the greater of ten dollars ($10) or the amounts paid by you to Conqr in the twelve (12) months immediately preceding the event that gave rise to such claim. If you are an EU, UK or Switzerland Consumer, Conqr is liable under statutory provisions for intent and gross negligence by us, our legal representatives, directors or other vicarious agents. An “EU, UK or Switzerland Consumer ” means a natural person acting for purposes outside their trade, business, craft or profession (as opposed to a User for business or commercial purposes) habitually residing in the European Economic Area, the UK, or Switzerland.
If you do something that gets us sued, you’ll cover us.
To the fullest extent permitted by law, you agree to indemnify and hold harmless Conqr and its affiliates and its and their directors, officers, employees and agents from and against all damages, losses, liabilities, costs, claims, demands, fines, awards and expenses of any kind (including without limitation reasonable attorneys' fees and costs) (collectively, "Losses") arising out of or related to: (a) your breach of this Agreement; (b) your User Content, Your Sites and Your eCommerce; (c) any claims by, on behalf of or against your End Users (Fans); (d) your violation of any law or regulation or the rights or good name of any third party; and (e) any claims from tax authorities in any country in relation to Your streaming and eCommerce operations, including without limitation your sales to individual consumers (including distance sales) and other operations for which Conqr may be held jointly and severally liable. Your indemnification obligations under this Section shall not apply to the extent directly caused by our breach of this Agreement or, where you are an EU, UK or Switzerland Consumer, to the extent that the consequences were not reasonably foreseeable.
This section may not apply to you. If it does, before filing a claim against Conqr, you agree to try to work it out informally with us first. Also, all formal disputes must be resolved through arbitration following the rules described below, unless you opt out of arbitration following the procedure described below. Finally, claims can only be brought individually, and not as part of a class action.
Applicability. This Section shall only apply to all Users who bring any claim against Conqr.
Before filing a claim against Conqr, you agree to try to resolve the dispute by first emailing firstname.lastname@example.org with a description of your claim. We'll try to resolve the dispute informally by following up via email, phone or other methods. If we can’t resolve the dispute within thirty (30) days of our receipt of your first email, you or Conqr may then bring a formal proceeding.
Unless you opt-out during the Opt-Out Period you and Conqr agree to resolve any claims, disputes and matters arising out of or in connection with this Agreement (including without limitation its existence, formation, operation and termination) and/or the Services (including without limitation non-contractual disputes and matters) through final and binding arbitration and you and Conqr expressly waive the right to formal court proceedings (including without limitation trial by jury), except as set forth below. Discovery and rights to appeal in arbitration are generally more limited than in a lawsuit, and other rights that you and we would have in court may not be available in arbitration. There is no judge or jury in arbitration, only an experienced, independent third party that will act as the arbitrator, and court review of an arbitration award is limited.
You can decline this agreement to arbitrate by emailing us at email@example.com within thirty (30) days of the date that you first agree to this Agreement (“Opt-Out Period”). Your email must be sent from the email address you use for your Account, and must include your full name, residential address and a clear statement that you want to opt out of arbitration. If you opt out of arbitration pursuant to the sections above in regards to Arbitration, then those Terms do not apply to you. This opt-out doesn’t affect any other sections of the Terms, including without limitation Sections Time for Filing), (No Class Actions) and (Controlling Law; Judicial Forum for Disputes). If you have any questions about this process, please contact firstname.lastname@example.org.
Arbitration Time For Filing.
Any arbitration must be commenced by filing a demand for arbitration within one (1) year after the date the party asserting the claim first knows or reasonably should know of the act, omission or default giving rise to the claim. If applicable law prohibits a one (1) year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.
JAMS, Inc. (“JAMS”) will administer the arbitration in accordance with the JAMS Streamlined Arbitration Rules & Procedures (“JAMS Rules”) in effect at the time of the dispute.
If you are a US User, you and Conqr agree that this Agreement affects interstate commerce, so the US Federal Arbitration Act and federal arbitration law apply and govern the interpretation and enforcement of these provisions (despite Section Controlling Law; Judicial Forum For Disputes below). Any arbitration hearings will take place at a location to be agreed upon in Los Angeles, California, in English, and shall be settled by one (1) commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the JAMS Rules. The arbitrator must follow this Agreement and can award the same damages and relief as a court (including without limitation reasonable attorneys' fees and costs), except that the arbitrator may not award declaratory or injunctive relief benefiting anyone but the parties to the arbitration. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.
If you are a Non-US User, you and Conqr agree that any arbitration hearings will take place at a location to be agreed upon in Los Angeles, California, in English, and shall be settled by one (1) commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected in accordance with the JAMS Rules. The arbitrator must follow this Agreement and can award the same damages and relief as a court (including without limitation reasonable attorneys' fees and costs), except that the arbitrator may not award declaratory or injunctive relief benefiting anyone but the parties to the arbitration.
Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.
EU, UK or Switzerland Consumers.
If you are an EU, UK or Switzerland Consumer who brings a claim against Conqr in the US, you and Conqr agree that any arbitration hearings will take place at a location to be agreed upon in Los Angeles, California, in English, and shall be settled by one (1) commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the JAMS Rules. The arbitrator must follow this Agreement and can award the same damages and relief as a court (including without limitation reasonable attorneys' fees and costs), except that the arbitrator may not award declaratory or injunctive relief benefiting anyone but the parties to the arbitration. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.
The JAMS Rules will govern payment of all arbitration fees. We won’t seek our attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Exceptions To Arbitration Agreement.
Notwithstanding anything in this Agreement, either you or Conqr may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement or misappropriation (for example, trademark, trade secret, copyright or patent rights) without first engaging in arbitration or the informal dispute resolution process described above.
US Users. If you are a US User, either you or Conqr may assert claims, if they qualify, in small claims court in Los Angeles, California, or any US county where you live or work.
Non-US Users. If you are a Non-US User who brings a claim against Conqr in the US, such claims must be asserted, if they qualify, in small claims court in Los Angeles, California.
EU, UK or Switzerland Consumer. If you are an EU, UK or Switzerland Consumer who brings a claim against Conqr in the US, such claims must be asserted, if they qualify, in small claims court in Los Angeles.
Time For Filing.
Any claim not subject to arbitration must be commenced within one (1) year after the date the party asserting the claim first knows or reasonably should know of the act, omission or default giving rise to the claim. If applicable law prohibits a one (1) year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.
NO CLASS ACTIONS.
You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, collective, consolidated or representative action. Class actions, class arbitrations, collective actions, private attorney general actions and consolidation with other arbitrations aren't allowed.
This section includes some additional important terms. For instance, this Agreement is the whole agreement between us regarding your use of Conqr. This Agreement is governed by US law. If we ever change it in a way that meaningfully reduces your rights, we’ll give you notice and an opportunity to cancel. Also, if you’re reading this in a language other than English, note that the English language version prevails.
This Agreement constitutes the entire agreement between you and Conqr regarding the subject matter of this Agreement, and supersedes and replaces any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of this Agreement. You agree that you have not relied upon, and have no remedies in respect of, any term, condition, statement, warranty or representation except those expressly set out in this Agreement. You also may be subject to additional terms, policies or agreements that may apply when you use other services, including Third Party Services. This Agreement creates no third party beneficiary rights, and no third party shall have any right or standing to claim benefit or bring an action to enforce this Agreement (except otherwise agreed upon in additional terms between you and a Conqr group company that sets forth such Conqr group company’s third party beneficiary rights to enforce this Agreement).
Controlling Law; Judicial Forum For Disputes.
US Users. If you are a US User, this Agreement (including its existence, formation, operation and termination) and the Services as well as all disputes and matters arising out of or in connection with this Agreement and the Services (including non-contractual disputes and matters) shall be governed in all respects by the laws of the State of Delaware , without regard to its conflict of law provisions, except that the Federal Arbitration Act (“FAA”) shall prevail to the extent that there exists any conflict between the FAA and the laws of the State of Delaware with respect to Arbitration Sections . If the Arbitration is found not to apply to you or your claim, or if you opt out of arbitration pursuant to the Arbitration Section you and Conqr agree that any judicial proceeding (other than small claims actions) arising out of or in connection with this Agreement (including its existence, formation, operation and termination) and/or the Services (including non-contractual disputes and matters) must be brought exclusively in the federal or state courts of Los Angeles California and you and Conqr consent to venue and personal jurisdiction in such courts.
Non-US Users. If you are a Non-US User, this Agreement (including its existence, formation, operation and termination) and the Services as well as all disputes and matters arising out of or in connection with this Agreement and the Services (including non-contractual disputes and matters) shall be governed in all respects by the laws of the State of Delaware, United States, without regard to its conflict of law provisions. If you are an EU, UK or Switzerland Consumer, this Section does not limit or affect any rights you may have under any mandatory laws of the country where you habitually live. If the Arbitration Sections are found not to apply to you or your claim, or if you opt out of arbitration pursuant to the Arbitration Sections, you and Conqr agree that, except where EU, UK or Switzerland Consumer Section applies, any judicial proceeding (other than small claims actions) arising out of or in connection with this Agreement (including its existence, formation, operation and termination) and/or the Services (including non-contractual disputes and matters) must be brought exclusively in the courts of The State of Delaware, United Statesand you and Conqr consent to venue and personal jurisdiction in such courts.
EU, UK or Switzerland Consumers. If you are an EU, UK or Switzerland Consumer as long as the Arbitration Sections do not apply to you or your claim, you and Conqr agree that any judicial proceeding arising out of or in connection with this Agreement (including its existence, formation, operation and termination) and/or the Services (including non-contractual disputes and matters) may only be brought in a court located in the State of Delaware, United Stated or a court with jurisdiction in your place of habitual residence. If you are an EU, UK or Switzerland Consumer and Conqr wishes to enforce any of its rights against you as a consumer, we may do so only in the courts of the jurisdiction in which you habitually reside.
EU Online Dispute Resolution.
If you are an EU, UK or Switzerland Consumer, you can access the European Commission’s online dispute resolution platform (link) here. Please note that Conqr is not committed nor obliged to use an alternative dispute resolution entity to resolve disputes with you.
Waiver, Severability And Assignment.
Our failure or delay to enforce any provision of this Agreement is not a waiver of our right to do so later. If any provision of this Agreement is found unenforceable, the remaining provisions will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not delegate, transfer or assign this Agreement or any of your rights or obligations hereunder without our prior written consent, and any such attempt will be of no effect. We may delegate, transfer or assign this Agreement or some or all of our rights and obligations hereunder, in our sole discretion, to any of our affiliates or subsidiaries or to any purchaser of any of our business or assets associated with the Services, with thirty (30) days prior written notice. If you are an EU, UK or Switzerland Consumer, we will ensure that the delegation, transfer or assignment does not adversely affect your rights under this Agreement.
We may modify this Agreement from time to time, and will post the most current version on our site. If a modification meaningfully reduces your rights, we’ll notify you (by sending you an email or displaying a prominent notice within the Services). The notice will designate a reasonable period after which the new terms will take effect. Modifications will not apply retroactively. By continuing to use or access the Services after any modifications come into effect, you agree to be bound by the modified Agreement and price changes. If you disagree with our changes, then you must stop using the Services and cancel all Paid Services.
Events Beyond Our Control.
We are not in breach of this Agreement or liable to you if there is any total or partial failure of performance of the Services resulting from any act, circumstance, event or matter beyond our reasonable control. This may include where such results from any act of God, fire, act of government or state or regulation, war, civil commotion, terrorism, insurrection, inability to communicate with third parties for whatever reason, failure of any computer dealing or necessary system, failure or delay in transmission of communications, failure of any internet service provider, strike, industrial action or lock-out or any other reason beyond our reasonable control.
This Agreement was originally written in English. We may translate this Agreement into other languages. In the event of a conflict between a translated version and the translation is provided solely for convenience, and the English version will prevail, except where prohibited by applicable law.