Updated March 3, 2020
Welcome to the SP Contributor application (the “App”). By accessing or using the App you signify that you have read, understand and agree to be bound by these Terms of Service ("Terms of Service"), regardless of whether you are a registered User of the App. If you do not agree to these Terms of Service, then do not use the App.
These Terms of Service are effective as of the date posted above and we will not be bound by any additional or different terms on other documents that are inconsistent with these terms. We may modify or update these Terms of Service at any time without notice by posting the amended terms on the App and such terms shall be effective for all use of the App and any services or information offered on the App, including information about participating in our programs (“Services”) once they are posted. Your continued access of the App and/or use of the Services provided on the App following the posting of any additional or different terms in the Terms of Service constitutes your acceptance of those additional or different terms. We, in our sole discretion, may also add, delete or change some or all of the features of the App or our Services at any time.
These Terms of Service govern your access and use of the App and all content, services and/or functions or activities provided through the App. Please read these Terms of Service carefully before using the App. If you violate any of these Terms of Service (which include by reference our Privacy Policy or otherwise violate an agreement between you and us, we may terminate your registration, delete your profile and any content or information that you have posted on the App and/or prohibit you from using or accessing the App (or any portion, aspect or feature of the App), at any time in its sole discretion, with or without notice.
As used herein, “User” or "Users" means anyone who accesses and/or uses the App.
1. Description of the Services
Subject to the terms and conditions specified herein, the App offers Users the possibility of recording and uploading video content, that may then be posted by us to the A Starting Point website at https://www.astartingpoint.com/ (the “Website”).
2. Collection of Personal Data
By finalizing the account registration process, you agree: (i) to these Terms of Service; (ii) to provide true, accurate, current and complete information; (iii) to maintain and promptly update the information to keep it true, accurate, current and complete; (iv) for security reasons, to maintain the confidentiality of personal data; (v) to ensure that you properly exit from your account at the end of each session and to immediately notify us of any unauthorized use of your account or any other breach of security; and (vi) to take full responsibility for all activities that occur under any account created for your use.
We are not responsible for any loss or damage arising from your failure to comply with the foregoing requirements. If you provide any information that is untrue, inaccurate, not current or incomplete, or to which you do not have rights, or if we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
3. Eligibility
This App is intended solely for Users who are over the age of 13 and any registration by, use of or access to the App by anyone who is not over 13 is unauthorized, unlicensed and in violation of these Terms of Service. By using the Services or the App, you represent and warrant that you are over 13 and that you agree to and abide by all of the terms and conditions of these Terms of Service. If you violate any of these Terms of Service, or otherwise violate an agreement between you and us, or for any other reason, we may terminate your registration and/or prohibit you from using or accessing the Services or the App (or any portion, aspect or feature of the Services or the App), at any time in our sole discretion. You agree that we will not be liable to you or any third party for any termination of your account.
4. Content Submitted by Users
With the exception of content posted by users of the App (“User Content”) and video content you record and upload through the App or submit through social media links, including any comments or other submissions (“Your Content”), all materials contained on the App and provided on the Services, including all content, and the software, graphics, text and look and feel of the App, and all trademarks, copyrights, patents and other intellectual property rights related thereto (“Proprietary Materials”), are owned or controlled by A Starting Point, our subsidiaries or affiliated companies, contributors and/or our third party licensors with all rights reserved. You may not modify, remove, delete, augment, add to, publish, download, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any Proprietary Materials, or any other protectable aspects of the App, in whole or in part, unless specifically stated otherwise by us in writing. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Service shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. Subject to your compliance with this Agreement and any other relevant policies related to the App, we grant you a non-exclusive, non-transferable, revocable limited license, subject to the limitations herein, to access and use the App and Proprietary Materials for your own non-commercial purposes consistent with the intended purpose of the App and the Services. You agree not to use the App or the Services for any other purpose.
You acknowledge that A Starting Point is an online service provider that may post content provided by Users to the Website. Any opinions, advice, statements, judgments, services, offers, or other information that constitutes part of the content expressed or made available by third parties, including User Content and Your Content, are those of the respective Users and not of A Starting Point or its affiliates or any of their officers, directors, employees, or agents. While we retain the right to filter or reject User Content and other content posted by third parties, we review User Content and other third party content in a limited gate-keeper fashion and have no obligation to investigate whether any User Content violates any term of this Agreement and will not do so in most cases. We neither endorse nor are responsible for the User Content or any other content posted to the App by anyone.
By providing Your Content, you certify that Your Content consists of original material to which you have all the rights; that Your Content does not violate the rights of any third party, including, without limitation, copyright, trademark, patent, privacy or any rights creating claims for idea misappropriation or the right of publicity; that Your Content does not contain any material that is abusive, vulgar, threatening, harassing, libelous, defamatory, obscene or that is known to be false; that Your Content does not violate any applicable laws; and that Your Content does not include any private or personally identifiable information regarding any third party.
Just as you retain complete ownership of Your Content (subject to the license to us granted above), all other users of the App retain ownership of their User Content. You may not modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any User Content in whole or in part.
You acknowledge that we are not obligated to use or pay you for Your Content; that we may publish Your Content on the Website and on accounts associated with the Website on third party social media platforms; that we may edit or remove content that we determine in our sole discretion is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Services; that Your Content may be edited for length, clarity and/or functionality; that we may display your first name and first initial of your last name in conjunction with Your Content; that we may restrict comments or distribution of Your Content to certain parts of the Website and to certain users of the Website; and that Your Content may be shared with legal authorities if we believe it is warranted or pursuant to a verified request.
5. Linked Sites
The App may contain links to other Internet sites, applications and resources. Links found on the App may let Users leave the App and go to sites operated by parties other than us. We do not endorse, and are not responsible or liable in any way for, any content, advertising, services or goods on or available from such sites, applications or resources. The linked sites are not under the control of us and we are not responsible for the contents of any linked site or any link contained in a linked site that is not owned and operated by us, or any changes or updates to such sites. Such links to sites maintained by third parties do not constitute an endorsement, guaranty, or warranty by us, or any of our affiliates, of any third party or their content, nor the existence of a partnership, joint venture, agency, or other relationship between us, or any of our affiliates, and any linked third party or their content. We do not assume any responsibility or liability for the actions, products, content and/or information of these and other third parties and/or their sites. Third parties’ sites are not subject to our Terms of Service and Privacy Policy. You should carefully review their privacy statements and other conditions of use.
6. Disclaimers
You understand that the processing and transmission of communications relating to the use of the App or the Services, including your data, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting to various networks or devices. Therefore, you agree that we will not be liable for the timeliness, deletion, mis-delivery or failure to store any data, information or content transmitted by you through the App.
WE PROVIDE THE APP AND THE SERVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTY OR CONDITION, EXPRESS OR IMPLIED, TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
We make no representation or warranty that (i) the App or the Services will meet your expectations or requirements, (ii) the App or the Services will be uninterrupted, timely, accurate, secure, complete or error-free, (iii) any results or information that may be obtained from the use of the App or the Services will be accurate, timely, complete or reliable and (iv) any errors in any software used on the App or in connection with the Services will be corrected. Operation of the App may be interfered with by numerous factors outside of our control including, but not limited to, telecommunications network disruptions. We are not responsible and will have no liability for any failures of the Internet or any data or telecommunications equipment, system or network used in connection with the App or the Services.
While we have endeavored to create a secure and reliable App, we are not responsible for the security of information transmitted via the Internet, the accuracy of the information contained on the App, or for the consequences of any reliance on such information. You must make your own determination as to these matters. We and our affiliates shall not be liable for damages as a result of any delay or other failure of performance due to causes beyond our reasonable control including, without limitation, acts of God, acts of customer or any of its representatives, acts of military or civil authorities, fire or other casualty, strikes, lockouts, weather, epidemic, war, riot, terrorism, telecommunications interruptions or computer viruses. The App may be temporarily unavailable from time to time for maintenance or other reasons.
7. Limitation on Liability
IN NO EVENT SHALL WE, OUR AFFILIATES OR OUR LICENSORS, TOGETHER WITH EACH OF OUR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE) FOR (I) ANY LOST OR CORRUPTED DATA, LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) THE COST OF PROCURING SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS SHALL ONLY APPLY TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW.
TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, OUR AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AGGREGATE OF THE FEES PAID BY YOU OR US FOR THE SERVICES DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THAT ANY CLAIM ARISES, OR (B) $100.
8. Indemnity
You agree to defend, indemnify and hold us and our affiliates, together with each of our respective employees, agents, directors, officers and shareholders, harmless from and against all liabilities, losses, claims, damages, costs and expenses (including reasonable attorneys' fees and costs) arising out of (i) your use or misuse of the App or the Services, (ii) your breach or alleged breach of these Terms of Service, and (iii) your violation of any law, rule, regulation or rights of others in connection with your use of the App or the Services.
9. Termination
You agree that we, in our sole discretion and without prior notice or liability to you, may issue a warning, temporarily suspend, indefinitely suspend, or terminate your account, at our sole discretion, for any reason, whether with or without cause or warning, and without liability. In the event of termination of your account, we may delete and/or store, in our discretion, data associated with your use of the App. In the event of termination, we have no further obligations to you.
The laws applicable to the interpretation of this Agreement shall be the laws of the State of California and applicable federal law, without regard to any conflict of law provisions. You agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within the county of Los Angeles, California. You also agree that, in the event any dispute or claim arises out of or relating to your use of the App or the Services, that you and we will attempt in good faith to negotiate a written resolution of the matter directly between the parties. You agree that if the matter remains unsettled for forty-five (45) days after notification (via certified mail or personal delivery) that a dispute exists, all parties shall join in mediation services in Los Angeles, California with a mutually agreed mediator to settle the dispute. Should you file any arbitration claims, administrative or legal actions without first having attempted to resolve the matter by mediation, then you will not be entitled to recover attorney's fees, even if you would otherwise be entitled to them.
11. Assignment.
When you use the App or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices through the App. You agree that all agreements, notices, disclosures and other communications that we provide you electronically satisfy any legal requirement that such communications be in writing.
13. Other.