Last Updated and Effective Date: March 14, 2017
Personal Information means information that alone or when in combination with other information may be used to readily identify, contact, or locate you, such as: name, address, email address, or phone number. We do not consider Personal Information to include information that has been anonymized so that it does not allow a third party to easily identify a specific individual.
The IC App is not directed to individuals under the age of thirteen (13), and we request that children do not provide Personal Information through the IC App.
The IC App collects Personal Information:
The IC App also collects information, such as anonymous usage statistics, by using cookies, server logs, and other similar technology as you use the IC App.
Personal Information Collection. You must register to use the IC App. To register, you may need to provide Personal Information, such as your e-mail address, a user name, birth date and password. You may also provide other optional information.
Social Sign-On. The IC App collects Personal Information from social media websites/services when you use that social media website or service credentials to log in. For example, when you log in with your Facebook credentials, IC App may collect the Personal Information you have made publicly available in Facebook, such as your name and profile picture.
Using the IC App. The IC App collects information from you and about you from other users through the IC App. For example, when you interact with other users or make purchases, the IC App collects provided information, including any Personal Information. In certain circumstances, we may request, allow or otherwise provide you with an opportunity to submit your "Personal Information" in connection with a feature, program, promotion or some other aspect of "the IC App". For instance, you may: (a) provide your name, mail/shipping address, e-mail address, credit card number and phone number when registering with "the IC App" or in connection with a sweepstakes or contest entry or a purchase; (b) provide certain demographic information about you (e.g., age, gender, purchase preference, usage frequency, etc.) when participating in a survey or poll or joining a club or group; or (c) post a rating and recommendation on "the IC App". Certain information may not be personally identifiable when standing alone (e.g., your age), but may become so when combined with other information (e.g., your age and name). Whether or not you provide this information is your choice; however, in many instances this type of information is required to participate in the particular activity, realize a benefit we may offer, or gain access to the IC App or certain content on "the IC App".
Making Payments. When you make payments through the IC App, you may need to provide Personal Information to our third-party service providers, such as your name, billing address, and credit card number.
Customer Support. The IC App may collect Personal Information through your communications with the IC App or any of our customer-support team members.
Location and Device Information from Your Mobile Device. IC App may collect and store your location and device information. Collection of this information may improve the provision of the IC App and provide you with access to customized offers.
Cookies, Automatic Data Collection, and Related Technologies. The IC App collects and stores information that is generated automatically as you use it, including your preferences and other Personal Information and anonymous usage statistics.
When you use, visit or interact with the IC App, we and our third-party service providers, including analytic service providers, may use a variety of technologies, now known and hereafter devised, that automatically collect certain information. We and our third-party service providers receive and record information on our server logs from your browser, including your IP address, and from cookies and similar technology, for various purposes including system administration, reporting non-personal aggregate information to others, and tracking the use of "the IC App." Cookies are small text files placed in a user’s computer browser to store the user’s preferences. Most browsers allow you to block, refuse to accept and/or delete cookies. However, if you do that, then the service may not work properly and/or some parts of the IC App will not function properly or be available to you. You can usually find out information about how to delete cookies on your browser through a "help" menu.
We use Personal Information to:
We may use information, including Personal Information and aggregate information, to operate the IC App, to communicate with you, and for marketing and monetization purposes.
We may share any information collected about you on the IC App, including your Personal Information, with third party partners (for example, content planning and creation agencies, new features creation), and may use Personal Information to:
Internal and IC App-Related Usage. We use information, including Personal Information, for internal and IC App-related purposes and may provide it to third parties. We may use and retain any data we collect to make and provide improvements.
Communications. We may send email to the email address you provide to us to verify your account and for informational and operational purposes, such as account management, customer IC App support, or system maintenance. We may also email or otherwise communicate with you in response to activity on the IC App, such as when someone comments on a post you made, follows you, or sends you a message. If you send us an email or message with questions or comments, then we may use your Personal Information to respond to your questions or comments, and we may save your questions or comments for future reference. For security reasons, we do not recommend that you send non-public Personal Information, such as passwords, social security numbers, or bank account information, to us by email. We may also send you an email or message if (A) you request a particular service or sign up for a feature that involves communications, (B) it relates to purchases you have made with us (e.g., product updates, customer support, etc.), (C) we are sending you information about our other products, services, giveaways, contest or sweepstakes, or (D) you consented to being contacted by email for a particular purpose. In certain instances, we may (at our discretion) provide you with the option to set your preferences for receiving email communications from us (that is, agree to some communications but not others). You may "opt-out" of receiving future commercial email communications from us as provided in "Opt-Out Information" below. Note, however, if you opt-out, then in some cases you may not receive notifications advising you that you have won a giveaway or prize, and thus would forfeit that giveaway or prize. Even if you opt-out, we reserve the right to send you transactional e-mails such as customer service communications.
Marketing. We may use information, including Personal Information, to enable advertising and marketing, including to others both online and through other means.
Monetizing Information. Because the IC App is offered for free, we collect and use information to make all of the functionalities of the IC App possible. We may sell aggregated, anonymized information to third parties or permit advertising to you by third parties based upon your Personal Information.
You may opt out of receiving certain marketing materials from IC App, such as newsletters. To do so, you will need to send an email to firstname.lastname@example.org as provided in "Opt-Out Information" below.
Non-Personal Information. We use non-personal information in a variety of ways, including to help analyze site traffic, understand user needs and trends, carry out targeted promotional activities and to improve our services. We may use your non-personal information by itself or aggregate it with information we have obtained from others or other sources. We may share your non-personal information with our affiliated companies and third parties to achieve these objectives and others. We also reserve the right to use IP addresses to (a) identify a visitor when we feel it is necessary to enforce compliance with the IC App rules; (b) fulfill a government request; (c) conform with the requirements of the law or legal process; (d) protect or defend our legal rights or property, the IC App, or other users; or (e) in an emergency to protect the health and safety of the IC App’s users or the general public. IC App usage information may be collected using various methods, such as the following:
Small graphic images or other web programming code called web beacons (also known as "1×1 GIFs" or "clear GIFs") may be included in our web pages and e-mail messages. Web beacons may be invisible to you, but any electronic image or other web programming code inserted into a web page or e-mail can act as a web beacon. Web beacons or similar technologies may be used for a number of purposes, including to count visitors to the IC App, to monitor how users navigate the IC App, to count how many e-mails that were sent were actually opened or to count how many particular articles or links were actually viewed.
Certain mobile service providers uniquely identify mobile devices and we or our third-party service providers may receive such device information if you access the IC App through mobile devices. Certain features of the IC App may require collection of mobile phone numbers, and we may associate that phone number to mobile device identification information. Additionally, some mobile phone service providers operate systems that pinpoint the physical location of devices that use their service. Depending on the provider, we or our third-party service providers may receive this information.
An embedded script is programming code that is designed to collect information about your interactions with the IC App, such as the links you click on. The code is temporarily downloaded onto your computer from our web server or a third-party service provider, is active only while you are connected to the IC App, and is deactivated or deleted thereafter.
We may share your information:
We Use Vendors and Service Providers. We may share any information we receive with vendors and service providers retained in connection with the provision of the IC App.
Social Networking and Other Websites. The IC App allows you to share information, including Personal Information, with social networking websites/services, such as Facebook, Instagram and Twitter. A third party site’s use of any information you disclose or authorize for sharing will be governed by the third party site’s privacy policies, and you may be able to modify your privacy settings on those third party sites.
As Required By Law and Similar Disclosures. Notwithstanding anything herein to the contrary, we reserve the right to, and we may, access, preserve and/or disclose your Personal Information, other account information, non-personal information and content if we believe doing so is required or appropriate to: (a) comply with government or law enforcement requests and legal process, such as a court order or subpoena; (b) respond to your requests; (c) protect or defend yours’, ours’ or others’ rights, property or safety or the IC App; (d) with respect to notices and counternotices pursuant to our DMCA notice and takedown policy and procedures; (e) if we believe that such action is necessary to conform with the requirements of the law or legal process; and/or (f) in an emergency to protect the health and safety of IC App users or the general public.
Permission. We may also disclose your Personal Information with your permission.
Sweepstakes Contests and Promotions.
We may offer giveaways, sweepstakes, contests and other promotions through the "IC App" which may require registration. By entering any sweepstakes, contest or promotion, you are agreeing to the official rules that govern that sweepstakes, contest or promotion, which may contain specific requirements of you, including, except where prohibited by law, allowing the sponsor(s) of the sweepstakes, contest or promotion, or others, to use your name, voice and/or likeness in lists, disclosures, advertising or marketing associated with the sweepstakes, contest or promotion. If you choose to enter a sweepstakes, contest or promotion, then Personal Information may be disclosed to third parties or the public in connection with the administration of such sweepstakes, contest or promotion, including, without limitation, in connection with winner selection, prize fulfillment and as required by law or permitted by the promotion's official rules, such as on a winners list. In addition, we may conduct programs that do not require registration, in which we provide you with a gift or giveaway, for example, as a "thank you" for a post. Please refer to the "Displaying to Other Users" section above and the Terms for more information regarding the uses of your User Content.
Third-Party Email Promotions
Occasionally we may send you an advertorial email from one of our advertisers. These advertorial features are clearly marked as such (e.g., by the email "from" or "subject" line and/or the title at the top of the article itself). The content is paid for by our sponsors, and does not reflect the opinions of our editorial staff. If you would prefer not to receive these emails, then you can unsubscribe by sending an email to email@example.com.
Unfortunately, the Internet cannot be guaranteed to be 100% secure, and we cannot ensure or warrant the security of any information you provide or transmit to us. We do not accept liability for, and you agree that we are not liable or responsible for, the inadvertent, unintentional disclosure, theft or destruction of your Personal Information or other information. Do not share any information on or through the IC App if you are concerned about the unauthorized access to such information by a third party.
By using the IC App or providing Personal Information to us, you agree that we may communicate with you electronically regarding security, privacy, and administrative issues relating to your use of the IC App. If we learn of a security system’s breach, then we may attempt to notify you electronically by posting a notice on the IC App, by sending an in-app notification or sending an email to you (at the last e-mail address you have provided us); provided, however, delays in notification may occur while we take necessary measures to determine the scope of the breach and restore reasonable integrity to the system as well as for the legitimate needs of law enforcement if notification would impede a criminal investigation. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please notify us at firstname.lastname@example.org.
We do not knowingly collect personal information from children under 13, as that term is defined in rules implementing the Children's Online Privacy Protection Act.
No part of the IC App is directed to children under the age of 13. If you are a parent or guardian of a child under the age of 13 and learn that such child has provided us with Personal Information without your consent, then you may alert us at email@example.com. A parent or guardian of a child under the age of 13 may review and request deletion of such child’s Personal Information as well as prohibit the use thereof.
If we learn that we have collected any personal information from children under 13, then we will promptly take steps to delete such information and terminate the child’s account.
By using the IC App, you will transfer data to the United States.
Your California Privacy Rights
Places App, Inc.
405 Lexington Avenue
New York, NY 10174
Update Your Information Or Pose A Question Or Suggestion
You may notify us using the link provided in our email correspondence if you want to opt-out from receiving future commercial correspondence, including e-mails, from us or our affiliated companies. We will respond to your request and, if applicable and appropriate, make the requested change in our active databases as soon as reasonably practicable. Please note that we may not be able to fulfill certain requests while allowing you access to certain or all benefits and features of the IC App. You may also modify your notification settings by navigating to "Settings->Notifications" within the IC App mobile application. We may also, at our discretion, provide you with other opportunities to opt out.
Contact Information. You can contact us at:
Via Postal Delivery:
Places App, Inc.
405 Lexington Avenue
New York, NY 10174
Effective Date: March 14, 2017
Last Updated Date: March 14, 2017
First, let's make sure we both know what we're talking about:
When we say IC App or Infield Chatter, we mean the Infield Chatter social media platform, which includes the Infield Chatter website located at www.infieldchatter.com, the Infield Chatter iOS, Android and any other mobile applications, services, webpages or online properties offered by the Major League Baseball Players Association (MLBPA), and hosted and operated by Places App Inc. DBA Honeycommb (Honeycommb) on behalf of the MLBPA.
We or us, as used in these Terms, means the Major League Baseball Players Association, and any of its subsidiaries and affiliated entities, as well as the Players and Honeycommb, the good folks who help us manage the IC App.
Players refers to the members of the Major League Baseball Players Association.
You is not tricky. If you're reading this or accessing the IC App, you're "You."
So, here's the deal:
The following highlights are provided for your benefit only and do not constitute binding provisions of these Terms. As provided in greater detail in these Terms (and without limiting the express language of these Terms), you acknowledge the following:
The IC App is based in the United States. It is not designed or customized for any other country. You may use the IC App only if it fully complies with the laws of the country from which you are accessing the IC App.
THE IC APP IS ONLY FOR PEOPLE AGE 13 OR OLDER. There are a lot of good reasons for this, and they protect us as well as you. If you use the IC App, you are telling us that you are at least that age. If you're younger than that, thanks for waiting. Your time will come!
If you are under 18, you must get your parent or guardian to look at and agree to these Terms and supervise your use of the IC App.
If you are a parent or guardian and you're going to allow your child to use the IC App, make sure they are at least 13, and please keep tabs on them. You agree to make sure you and your children comply with these Terms. Parental control hardware, software, or filtering services are commercially available that can help limit access to material you might not want your child to see. If you're interested, information is available at www.onguardonline.gov and www.staysafeonline.org.
These Terms create a legally binding contract between you and us, so please read them carefully. By accessing and/or using the IC App, you agree that you have read, understood and agree to be bound by these Terms. If you do not agree to these Terms, then you may not use the IC App.
We may change these Terms at any time, for any reason at our sole discretion and without notice. We'll have the current terms posted on the IC App, and we'll announce any material changes. If you continue to use the IC App after the effective date of a change to the Terms, that means you've accepted and agree to the changed terms. If you object to any of the changes, then your sole recourse is to stop using the IC App. Notwithstanding the preceding sentences of this Section 4, no revisions to these Terms will apply to any dispute between you and us that arose prior to the date of such revision.
We may also change, suspend or discontinue any aspect of the IC App or any of its features, functions or content at any time, without notifying you or getting your approval. We hope you'll like any changes we make, but even if you're disappointed, please accept it gracefully. Change is part of life.
Certain IC App services may be accessible via a mobile phone, tablet, or other wireless device (collectively, Mobile Services). Your mobile carrier's normal messaging, data, and other rates and fees will apply to your use of the Mobile Services. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices. Therefore, you are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile device(s), what restrictions, if any, may be applicable to your use of the Mobile Services, and how much they will cost you. Nevertheless, all use of the IC App and the related Mobile Services must be in accordance with these Terms.
You must register an account on the IC App (an Account) before you can enjoy Infield Chatter, including posting User Content.
Please keep control of your login, password and other account information, and don't give them to anyone else. If you let anyone else log in to the IC App as you, then as far as we are concerned it is you. If he/she does something wrong, it's on you, and you're responsible for his/her actions under your login/password and any harm that may result. If you think someone may have stolen your login or otherwise hacked your account, let us know right away by contacting us at firstname.lastname@example.org.
When you join, you'll be able to pick a screen name that will identify you on the IC App. You'll have a fair amount of freedom to pick a screen name you like, but there are some ground rules:
You grant us a royalty-free license to use your screen name, image, voice, and likeness to identify you as the source of any of your User Content.
The IC App is licensed, not sold, to you for use only under these Terms. We reserve all rights not expressly granted to you. Subject to your complete and ongoing compliance with these Terms, we hereby grant you a personal, limited, revocable, non-transferable license to access and use the IC App solely for your personal, non-commercial use.
By content, we mean basically everything you can see or hear on the IC App: pictures, video, audio (including any musical works included therein), articles, features, graphics, messages, posts, comments, user names, tags, files, software, interactive features and so on. There are two types of content on the IC App: what we (or our advertisers and partners) put on there, and what users like you put on there.
Our Content: Everything that we put on the IC App is owned by us or by one of our licensors or partners. It's all protected by the copyright laws, trademark laws, and various other laws. Registering on and using the IC App does not give you ownership of any of that, in any way. We do, however, give you permission to use it on the IC App, but only while you are there and for the permitted activities you might do there, and only for your personal, non-commercial use.
So once you are registered, feel free to talk about, comment on, and interact with everything and everyone on the IC App in any appropriate way, but realize that you don't get any rights to copy or use any content outside the IC App (except through the IC App's officially designated "Share" buttons), and certainly not (not even when using the "Share" button) for any commercial purpose or any way that violates our or our users' rights. As you might expect, that's especially true for names, nicknames, numbers, likenesses, and other personal characteristics of each of our Players. Come to the IC App, talk about them, and talk with them – that's why we're all here – but don't use anything you find here for anything else. In particular, you agree you won't copy, upload, republish, broadcast, transmit, retransmit, post, create derivative works of, publicly perform, publicly display, distribute or use for any commercial purpose our name, logos, service marks or trademarks (or any colorable imitation of any of these), or the names, nicknames, images, likenesses or other attributes of Players without our prior express written permission or as expressly permitted by the features of the IC App. When we use the term "commercial," it includes activities related to selling, renting, licensing, marketing, advertising, receiving compensation or seeking money for or exploiting any product, service or organization. We or our licensors or service providers own all design rights, databases and compilation and other intellectual property rights in and to the IC App, in each case whether registered or unregistered, and all related goodwill.
Trademarks: Our trademarks, service marks, and logos (the IC Trademarks) used and displayed on the IC App are our registered and unregistered trademarks. Other product and service names located on the IC App may be trademarks or service marks owned by third parties (the Third-Party Trademarks, and, collectively with IC Trademarks, the Trademarks). You may not remove any Trademarks identifying the ownership or origin of any of our content. All goodwill generated from the use of any IC Trademark will inure solely to our benefit. There are no implied licenses in these Terms to use the Trademarks without authorization.
User Content: All content that is posted to the IC App by a user – including you (User Content) – is the sole responsibility of the user who originated it and/or from whose account it was posted. The User Content you post on the IC App is public, so make sure you're comfortable with that before you post. Generally speaking we don't own User Content, but there are a couple of exceptions and caveats:
You represent and warrant that (A) you have the right to use, share and license to us all User Content that you post or provide on the IC App, including the right to license to us the right to use the content as contemplated in these Terms; (B) that such User Content does not and will not infringe, violate or misappropriate the rights of anyone or violate the law; (C) that the posting of your User Content on the IC App will not require us to obtain any further licenses from or pay any royalties, fees, compensation, or other amounts or provide any attribution to any third parties; and (D) the posting of your User Content on the IC App does not result in a breach of contract between you and a third party. You agree to pay all monies owing to any person as a result of your posting your User Content on the IC App. So don't contribute any confidential, secret or proprietary content. You agree that you are solely responsible for all of your User Content, and we are not responsible for any loss, theft or damage to, or caused by, your User Content or any other User Content.
We have no obligation to preserve, review, host, display or maintain any content posted by you or any other user. In fact, we can reject or remove it from the IC App at any time, for any or no reason, and without notifying the user who posted it. We reserve the right to monitor all content posted to the IC App, and to take down anything we think should come down, with or without notice, and without any liability to you, but we don't have to monitor content or remove any User Content except as required by law. We aren't responsible for anything another user may post to the IC App. If you see something posted that you find improper or offensive, feel free to let us know by clicking on the three dots in the bottom right-hand corner of the specific post and then clicking on "Report Post", but your main remedy is to stop looking at it.
All content and materials provided on the IC App are intended for general information, general discussion, education and entertainment purposes only. Do not construe that such content is either endorsed or verified by us. You rely upon any User Content at your sole risk so be careful.
The IC App offers lots things to do and lots of ways for you to interact with others. Those activities and tools are offered for your personal information and entertainment. We want to keep this site fun for all participants. Please use them only for that purpose.
You agree not to use the IC App to do any of the conduct listed in the above bullets. If you do any of these things, or if you do anything else that we think interferes with the ability of other people to enjoy the IC App, we have the right to bar you from the IC App and take any other action we believe is appropriate. International users must comply with all local laws regarding online conduct and acceptable content.
The IC App may contain links and pointers to other internet sites and resources, like people who sell tickets or merchandise or offer contests, games or sweepstakes, or just other informational sites (collectively, "External Sites"). These are provided for your convenience, and we don't necessarily endorse them or guarantee their availability, accuracy, legality, performance or safety. If you choose to follow any links to External Sites, then you proceed at your own risk. Such External Sites are not endorsed, sponsored, administered or operated by us, and you agree that we will not be liable for, and you (or anyone on your behalf) will not assert any claims, demands, causes of action, losses, liabilities, damages or judgments against us arising out of or in connection with the External Sites, including any promotion, advertisement, operation, entries or prizes in connection therewith.
You'll have the ability to share links to IC App content. Links should never be re-labeled or edited, for example, so as to suggest any sponsorship or affiliation between you and us, nor should any accompanying material make any such suggestion. We have the right at any time and for any reason to require that any link to the IC App be modified or removed.
While we are continually working to develop and evaluate our own product ideas and features, we know we don't have all the answers. We therefore welcome your feedback, comments and suggestions. If you choose to contribute by sending us, our employees or our partners any ideas for products, services, features, modifications, enhancements, content, refinements, technologies, content offerings (such as audio, visual, games, or other types of content), promotions, strategies, or product/feature names, or any related documentation, artwork, computer code, diagrams, or other materials (collectively Feedback), then regardless of what your accompanying communication may say, the following terms will apply, so that future misunderstandings can be avoided. Accordingly, by sending Feedback to us, you agree that:
You may have opportunities to vote or enter contests and sweepstakes on the IC App. You may also have opportunities to enter giveaways on the IC App. By participating in any of these, you agree to the terms set forth at www.infield chatter.com/contest-rules, as well as any other terms and conditions we may post with respect to such contest or sweepstakes. In addition, we may conduct programs that do not require sign-up or registration, in which we provide you with a gift or giveaway, for example, as a "thank you" for a post, and/or feature or highlight your post or User Content. You agree that we may conduct these programs and use your User Content and/or posts for them as provided for in these Terms.
THE FOLLOWING TERMS IN THIS SECTION 16 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW:
We want the IC App to be an entertaining and valuable place, but we provide it "as is." That means that we make no promises that the IC App is accurate, complete, reliable, current, secure or error-free; that it will operate or be accessible without interruption; or that the IC App will be free from viruses or other harmful components. We also do not verify, endorse or undertake to exert editorial control over anything posted by other users. It is your responsibility, and not ours, to review the information on the IC App, determine its completeness, effectiveness, accuracy and suitability for your use and pay for any damage resulting from such use. You use the IC App at your own risk.
YOU ACKNOWLEDGE AND AGREE THAT: (A) YOUR SOLE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE IC APP IS TO TERMINATE YOUR ACCOUNT AND DISCONTINUE ALL USE OF THE IC APP; (B) THE IC APP AND OUR CONTENT IS PROVIDED “AS IS,” YOUR USE AND/OR RELIANCE ON THE IC APP AND/OR ANY OF ITS CONTENT AND/OR DATA ARE SOLELY AT YOUR OWN RISK AND YOU WILL SOLELY BE RESPONSIBLE FOR ANY DAMAGE ARISING THEREFROM; AND (C) WE AND OUR RESPECTIVE AFFILIATES, MEMBERS, TRUSTEES, SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES (collectively, and together with us, the IC Parties) EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND, TO THE FULLEST EXTENT UNDER THE LAW, (INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, AND NON-INFRINGEMENT, WITH RESPECT TO THE IC APP). THE IC PARTIES DO NOT WARRANT THAT THE IC APP WILL MEET YOUR REQUIREMENTS, THAT IT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, THAT DEFECTS IN THE IC APP OR CONTENT, INCLUDING USER CONTENT, WILL BE CORRECT OR CORRECTED, OR THAT THE DATA, INFORMATION AND/OR CONTENT (INCLUDING THE ACCURACY OR RELIABILITY THEREOF) OBTAINED ON OR THROUGH THE IC APP IS APPROPRIATE FOR ANY PURPOSE. NO STATEMENTS MADE BY ANY OF THE IC PARTIES TO YOU, OR OTHERWISE OBTAINED THROUGH THE IC APP WILL CHANGE THIS DISCLAIMER OR CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
IN NO EVENT WILL ANY OF THE IC PARTIES BE LIABLE (UNDER ANY THEORY OF LIABILITY) FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL (INCLUDING DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, AND EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING TO USE OF, ACCESS TO, RELIANCE UPON, CONTENT OF, SECURITY OF, OR INABILITY TO USE THE IC APP OR ANY PART OF IT. WITHOUT LIMITING ANY OF THE FOREGOING, YOU AGREE THAT NONE OF THE IC PARTIES SHALL BE RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD PARTY (1) SHOULD WE MODIFY OR DISCONTINUE THE IC APP; (2) FOR REMOVING YOUR USER CONTENT OR ANY OTHER CONTENT (AT ANY TIME) OR SUSPENDING, LIMITING, REFUSING OR TERMINATING YOUR ACCESS TO THE IC APP (OR ANY CONTENT OR OTHER PORTION THEREOF); (3) FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO ADEQUATELY SAFEGUARD YOUR PASSWORD; AND (4) FOR ANY INFORMATION, SOFTWARE, OR MATERIALS FOUND AT ANY OTHER WEB SITE OR INTERNET RESOURCE, INCLUDING THROUGH LINKS FOUND ON THE IC APP.
IN ANY CASE, OUR MAXIMUM LIABILITY FOR ANY CLAIM YOU MAY HAVE AGAINST ANY OF THE IC PARTIES ARISING OUT OF OR IN CONNECTION WITH THE IC APP OR USE THEREOF IS U.S. $100 OR THE MINIMUM PERMITTED BY LAW.
To the fullest extent permitted by law, you agree to indemnify, defend and hold the IC Parties harmless from and against all claims, actions, liabilities, damages and expenses (including court costs, legal fees, and amounts paid in settlement) arising out of or relating to: (A) your use of the IC App (including any third party claim that any of the User Content posted by you or your account infringes any third party proprietary right); and/or (B) any actual or alleged violation of these Terms by you. You will cooperate as fully as reasonably required in the defense of any such claim or action; however, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you (in which case, you agree to cooperate with our defense). You are solely responsible and liable for: (i) any breach of your representations, warranties, covenants or obligations under these Terms and for the consequences of such breach, including any resulting loss or damage incurred by us or third parties; (ii) all activities that occur under your registration or account to the IC App; and (iii) any actions and omissions by any of your personnel and/or other persons and entities under your control or supervision.
When you accept these Terms, you and we are entering into a binding contract. That contract and our relationship with one another arising from your use of the IC App will be governed by the laws of the State of New York applicable to contracts entered into and performed exclusively in that State.
If you and we have any sort of legal dispute or claim arising out of or relating to your use of the IC App, and it can't be resolved by friendly discussion, then you agree that it will be submitted to final and binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to these Terms or your use of the IC App, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION AND THAT THIS AGREEMENT SHALL BE SUBJECT TO AND GOVERNED BY THE FEDERAL ARBITRATION ACT.
Exceptions: Notwithstanding the language above, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (A) bring an individual action in small claims court; (B) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (C) seek injunctive relief in aid of arbitration from a court of competent jurisdiction; or (D) to file suit in a court of law to address an intellectual property infringement claim.
Arbitration Rules: Arbitration under these Terms will be conducted in New York City, under the Commercial Arbitration Rules then in effect of the American Arbitration Association, by a single arbitrator selected under such rules. The arbitrator will have full power to subpoena and to fashion appropriate remedies, including to grant equitable, injunctive and/or declaratory relief. Neither punitive damages nor trebled or otherwise escalated damages shall be awarded. Judgment upon the award rendered in any arbitration may be entered in any court having jurisdiction thereof, or application may be made to such court for a judicial acceptance of the award and enforcement thereof as the law of such jurisdiction may require or allow. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting us. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
Notice; Process: A party who intends to seek arbitration must first send a written notice of the dispute to the other party by U.S. Mail (Notice). Our address for Notice is: 405 Lexington Avenue, 32nd Floor, New York, NY 10174, Attn: Scott Booth. The Notice must: (A) describe the nature and basis of the claim or dispute; and (B) set forth the specific relief sought (Demand). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or us must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor with a monetary award that exceeds the last written settlement amount offered by us prior to selection of an arbitrator, we will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by us in settlement of the dispute prior to the arbitrator's award; or (iii) $15,000.
Fees: If you commence arbitration in accordance with these Terms, we will reimburse you for your payment of the filing fee, unless your claim is for more than $15,000 or as set forth below, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in New York, New York, but if the claim is for $15,000 or less, you may choose whether the arbitration will be conducted: (A) solely on the basis of documents submitted to the arbitrator; (B) through a non-appearance based telephone hearing; or (C) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse us for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. Each party agrees that such written decision, and information exchanged during arbitration, will be kept confidential except to the extent necessary to enforce or permit limited judicial review of the award. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.
No Class Actions: YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. If this subsection is found to be unenforceable or if the entirety of this Section 18 is found to be unenforceable, then the entirety of this Section 18 will be null and void.
Modifications to this Arbitration Provision: Except as otherwise provided in these Terms, if we make any future change to this arbitration provision, other than a change to our address for Notice, then you may reject the change by sending us written notice within 30 days of the change to our address for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and us.
You agree that regardless of any statute or law to the contrary, any claim or cause of action by you arising out of or related to the IC App or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
If disputes arise between you and anyone other than us (including other users), we have no obligation to participate or assist either party.
We respect the intellectual property rights of others. Accordingly, we have a policy of removing user content that violates copyright law, suspending access to the IC App (or any portion thereof) by any user who uses the IC App in violation of copyright law, and/or terminating in appropriate circumstances the account of any user who uses the IC App in violation of copyright law. These policies may apply to other forms of infringement. If you believe a user of the IC App is infringing your copyright, trademark or other intellectual property right, please provide written notice to our agent. Pursuant to the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2), we have designated Honeycommb to the U.S. Copyright Office as the agent to receive notifications of claimed infringement relating to this IC App (the Designated Agent). All such notifications relating to this IC App must be a written communication and must include the following information:
You should consult with your own lawyer and/or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.
Claims of infringement which include the above required information must be submitted to the Designated Agent as follows:
Places App, Inc
U.S. Mail: 405 Lexington Avenue, 32nd Floor, New York, NY 10174
Upon receiving a proper notification of copyright infringement as described above, we or Honeycommb will remove or disable access to the allegedly-infringing material and promptly notify the alleged infringer of your claim. We also will advise the alleged infringer of the counter-notification procedure, as described in, and required by, the Digital Millennium Copyright Act of 1998, 17 U.S.C. § 512. If we receive a valid counter-notification, we will restore the removed or disabled material after ten (10), but no later than fourteen (14), business days from the date on which we receive the counter-notification, unless our Copyright Agent first receives notice from you, as the party filing the original notification of copyright infringement, informing us that you have filed a court action to restrain infringement of the material in question. It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of users who repeatedly infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others. We may also terminate the accounts of users at any time, without notice and without liability to you, in our sole discretion, including for violations of these Terms.
You agree to transact with us electronically. Your affirmative act of registering, using or logging into the IC App constitutes your acceptance signature to these Terms. AT OUR DISCRETION, WE MAY PROVIDE NOTICES TO YOU ELECTRONICALLY (A) VIA E-MAIL IF YOU HAVE PROVIDED US WITH A VALID EMAIL ADDRESS OR (B) BY POSTING THE NOTICE ON A WEBSITE DESIGNATED BY US FOR THIS PURPOSE. The delivery of any Notice is effective when sent or posted by us, regardless of whether you read the Notice or actually receive delivery. You can withdraw your consent to receive Notices electronically by discontinuing your use of the IC App.
We may offer additional software applications to help you gain access to the IC App. In such circumstances, we will grant you a personal, non-exclusive, non-transferable, limited license to install such software applications solely on the devices you will use to access the IC App. You agree that we may provide you from time to time with automatic upgrades of these applications, which you will accept for installation. Please note that certain retail application stores that offer our applications may have separate sales terms that will be binding on you if you elect to download our applications from such merchants. Our software is offered solely to individuals for personal, non-commercial use. Users acquire the software with only those rights set forth herein. Your use of the software must comply with all applicable laws and regulations of the United States and any other applicable jurisdictions.
You may not copy, make derivate works, resell, distribute, or make any commercial use of (other than to keep and share information for your own non-commercial purposes) any content, materials, or databases from our network or systems. You may not sell, sublicense or redistribute our software applications or incorporate them (or any portion of them) into another product. You may not reverse engineer, decompile or disassemble the software or otherwise attempt to derive the source code (except where expressly permitted by law) or the communications protocol for accessing the IC App or out networks. You may not modify, adapt or create derivative works from the software or remove proprietary notices in the software.
As between you and us, the term of these Terms commences as of your first access or use of the IC App and continues until the termination of the Terms by either you or us. Any rights and obligations created by these Terms and which by necessary implication continue after expiration or termination, including any provisions relating to ownership and/or your licensing to us of intellectual or other property, representations, warranties, limitations of liability, disclaimers, indemnification, dispute resolution, governing law, venue, jurisdiction, or any prohibitions or restrictions respecting any access to, use of, or other activities concerning the services or content, will survive any termination or cancellation of these Terms, the IC App or your registration. If any portion of any term in these Terms is declared unlawful, void or for any reason unenforceable by any court or arbitration panel, then all other terms will remain in effect and you agree that the court or arbitrator should endeavor to give effect to the intentions of us and you as reflected in these Terms; but, if such endeavor is impossible, then such portion will be deemed severable from the remaining term(s) and will not affect the validity and enforceability of such remaining terms.
The section headings in these Terms are for convenience only and must not be given any legal import. The waiver of any provision of the Agreement shall not be considered a waiver of any other provision or of our right to require strict observance of each of the terms, and our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of these Terms or your use of Infield Chatter. A printed version of these Terms and of any notice given in electronic form shall be admissible in any and all judicial or administrative proceedings relating to these Terms to the same extent as other business documents and records originally generated and maintained in printed form. Any rights not expressly granted in these Terms are reserved to us. You agree that we may assign or sublicense any of our rights, and/or transfer, subcontract or delegate any of our obligations, under these Terms. Your agreement to these Terms is personal to you and you may not transfer or assign them to any third party. For purposes of these Terms: (A) if you are accessing the IC App as an employee or representative of a company or organization, these Terms are binding upon both you individually and that company or organization, and references to "you" shall apply to you individually and such company or organization; (B) any form of the word "include" shall be considered to be followed by the words "without limitation"; and (C) whenever you are restricted from taking any action hereunder, you are also restricted from directly or indirectly authorizing, permitting or cooperating with a third party or affiliate to take such action. These Terms constitute the entire and exclusive and final statement of the agreement between you and us with respect to the subject matter hereof, and govern your use of the IC App, superseding any prior agreements or negotiations between you and us with respect to the subject matter hereof. You also agree to abide by the terms of any agreement to which you agree when downloading any software that we make available through the IC App and/or when using particular elements of the IC App (e.g., terms specific to a provider or relating to payment).
NOTICE REGARDING APPLE. You acknowledge that these Terms are between you and us only, not with Apple, and Apple is not responsible for the IC App or the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the IC App. In the event of any failure of the IC App to conform to any applicable warranty, then you may notify Apple and Apple will refund the purchase price for the relevant IC App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the IC App. Apple is not responsible for addressing any claims by you or any third party relating to the IC App or your possession and/or use of the IC App, including, but not limited to: (A) product liability claims; (B) any claim that the IC App fails to conform to any applicable legal or regulatory requirement; and (C) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third party claim that the IC App or your possession and use of the App infringes that third party's intellectual property rights. You agree to comply with any applicable third party terms, when using the IC App. Apple, and Apple's subsidiaries, are third party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary of these Terms. 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. If we provide a translation of the English language version of these Terms, the translation is provided solely for convenience, and the English version will prevail.