Terms of Service
7th August 2017
Welcome, and thank you for your interest in We Got POP Ltd. (“POP,” “we,” or “us”) and the websites we own or control, including but not limited to: wegotpop.com, us.wegotpop.com, uk.wegotpop.com along with our related websites, networks, applications, mobile application(s), and other services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and POP regarding your use, including the rules for your use, of the Service.
PLEASE READ THE FOLLOWING TERMS CAREFULLY.
Agreement Overview. As provided in greater detail in this Agreement (and without limiting the express language of this Agreement below), you agree and acknowledge that this Agreement includes the following provisions:
1.1. ARBITRATION – disputes arising hereunder will be resolved by binding arbitration, and BY ACCEPTING THIS AGREEMENT, YOU AND POP ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. (As set forth in Section 18);
1.2. LICENSE – the Service is licensed, not sold to you, and you may use the Service only as set forth in this Agreement. (As set forth in Section 7;
Service Overview. The Service provides, among other things, individuals seeking talent positions (“Artists”) or production positions (“Crew Members”) with a platform to market and promote their skills, and connects Artists or Crew Members with talent agents (“Agents”) looking for individuals to fill talent roles (“Engagements”); or directly with those seeking the talent, the (“Hirer”) usually a production company. POP does not provide professional services; rather, POP offers tools, information, and a method for Agents and Hirers to obtain services, but it does not, nor does it intend to, provide such services. If you are an Artist; Crew Member; an Agent; or Hirer, then you are also subject to the Artist Terms and Conditions; Crew Terms and Conditions; Agent Terms and Conditions or Production Terms and Conditions, as applicable.
Eligibility. By agreeing to this Agreement, you represent and warrant to us that: (i) you are at least 18 years old or, if you are under the age of 18, that you possess the legal consent of your parent or guardian to access and use the Service; (ii) you have not previously been suspended or removed from the Service; and (iii) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting this Agreement on your behalf represents and warrants that they have authority to bind you to this Agreement and you agree to be bound by this Agreement. IF YOU ARE UNDER THE AGE OF 13, YOU ARE NOT PERMITTED TO USE THE SERVICE.
Accounts and Registration. To access most features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, including your name, email address, or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be given a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at firstname.lastname@example.org. You are also responsible for ensuring that all persons who access the Service through your internet connection are aware of these terms of service and other applicable terms and conditions, and that they comply with them.
Location Based Services. Some of the features of the Service may enable POP to access your location in order to tailor your experience with the Service based on your location (“Location-based Services”). In order to use certain Location-based Services, you must enable certain features of your device, which enable POP to identify your location through a variety of means, including but not limited to: GPS location, IP address, cell tower location, geo-fencing technology, or detection by physical on-location Wi-Fi or Bluetooth sensors, as available. If you choose to disable any Location-based Services on your device, you will not be able to utilize certain features of the Service. By enabling Location-based Services, you agree and acknowledge that: (i) device data we collect from you is directly relevant to your use of the Service; (ii) POP may provide Location-based Services related to and based on your then-current location; and (iii) POP may use any such information collected in connection with provision of the Service.
General Payment Terms. Certain features of the Service may require you to pay fees. For example, if you are an Artist, you will be required to pay a fee for each Engagement, as further detailed in the Artist Terms and Conditions relevant to the territory you are booked to work in. Please refer to the specific Terms and Conditions that govern your use of the Service, depending on whether you are an Artist, Crew member, Agent or Production.
6.1. Price. POP reserves the right to determine pricing for the Service. POP will make reasonable efforts to keep applicable pricing information published on the Service up to date. We encourage you to check the Service periodically for current applicable pricing information.
6.2. Authorization. If you use the Service in the United States, then you authorize POP to charge all sums as described in this Agreement; the relevant Artist Terms and Conditions or published on the Service for the orders that you make and any level of Service you select, to the payment method specified in your account. If you pay any fees with a credit card, POP may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.
7.1. Limited License. Subject to your complete and ongoing compliance with all the terms of this Agreement, POP grants you: (i) a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install a reasonable number of copies on the mobile application(s) associated with the Service downloaded from a legitimate marketplace, and to use such mobile applications so installed, or that may have been pre-installed on your mobile device by the device manufacturer, in each case solely in object code format, and solely for your personal use for lawful purposes, on mobile devices that you own or control, and (ii) permission to access and use the Service for your personal use.
7.2. License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (i) reproduce, distribute, publicly display, or publicly perform the Service; (ii) make modifications to the Service; or (iii) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it.
7.3. Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant POP an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.
7.4. Location of user. Our Service is directed to people residing in the United Kingdom and/or the United States of America. We do not represent that content available on or through our Service is appropriate for use or available in other locations.
Ownership; Proprietary Rights. The Service is owned and operated by POP. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by POP are protected by intellectual property and other laws. All Materials included in the Service are the property of POP or our third-party licensors, and are protected by copyright laws and treaties around the world. Except as expressly authorized by POP, you may not make use of the Materials. POP reserves all rights to the Materials not granted expressly in this Agreement. You may print off one copy, and may download extracts, of any page(s) from our site for your personal use and you may draw the attention of others within your organisation to content posted on our site. You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors of content on our site must always be acknowledged. You must not use any part of the content on our site for commercial purposes without obtaining a licence to do so from us or our licensors. If you print off, copy or download any part of our site in breach of these terms of service, your right to use our site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.
9.1. Carrier Service. Your access to use the Service may be subject to separate third party terms of service and fees, including your mobile network operator’s terms of service and fees, including fees charged for data usage and overage, which are your sole responsibility.
9.2. Third Party Services and Linked Websites. POP may provide tools through the Service that enable you to export information, including User Content, to third party services. By using one of these tools, you agree that we may transfer that information to the applicable third-party service. Third party services are not under our control, and we are not responsible for any third party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content.
9.3. Open Source Software. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute such components (“Open Source Components”). Although the Service is provided to you subject to this Agreement, nothing in this Agreement prevents, restricts, or is intended to prevent or restrict you from obtaining such Open Source Components under the applicable third-party licenses or to limit your use of such Open Source Components thereunder.
9.4. DocuSign. If you use DocuSign’s Products and Subscription Services in connection with your use of the Service, then you agree to be bound by the DocuSign Terms and Conditions for Reseller Customers, available at www.docusign.com/company/terms-and-conditions/reseller , or as otherwise provided by POP to you.
10.1. User Content Generally. Certain features of the Service may permit users to upload content to the Service, including photos, video, images, folders, data, text, and other types of works (“User Content”) and to publish User Content on the Service. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service.
10.2. Limited License Grant to POP. By posting or publishing User Content, you grant POP a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, for the sole purpose of providing the Service to you. For example, if you are an Artist, we will display your User Content to Agents who seek to book you for an Engagement.
10.3. User Content Representations and Warranties. We expressly disclaim any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of posting or publishing User Content. By posting or publishing User Content, you affirm, represent, and warrant that:
a. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize POP and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this section, in the manner contemplated by POP, the Service, and this Agreement; and
b. your User Content, and the use of your User Content as contemplated by this Agreement, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause POP to violate any law or regulation.
10.4. User Content Disclaimer. We are under no obligation to edit or control User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content. POP may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates this Agreement or is otherwise objectionable. You understand that when using the Service you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against POP with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to this Agreement, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, POP does not permit copyright-infringing activities on the Service.
10.6. Rules about linking to the Service. You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to our site in any website that is not owned by you. The Service must not be framed on any other site, nor may you create a link to any part of the Service other than the home page. We reserve the right to withdraw linking permission without notice. If you wish to link to or make any use of content on the Service other than that set out above, please contact email@example.com.
Prohibited Conduct. BY USING THE SERVICE YOU AGREE NOT TO:
11.1. use the Service for any illegal purpose or in violation of any local, state, national, or international law;
11.2. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
11.3. post, upload, or distribute any User Content or other content that is unlawful, defamatory, libelous, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
11.4. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
11.5. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
11.6. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
11.7. sell or otherwise transfer the access granted under this Agreement or any Materials (as defined in Section 8 or any right or ability to view, access, or use any Materials; or
11.8. attempt to do any of the acts described in this Section 11 or assist or permit any person in engaging in any of the acts described in this Section 11.
For clarity, we are not responsible for viruses and you must not introduce them. We do not guarantee that the Service will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programmes and platform to access our site. You should use your own virus protection software. You must not misuse the Service by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Service, the server on which the Service is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. If you are resident in the United Kingdom: by breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Service will cease immediately.
Modification of these Terms. We reserve the right, at our discretion, to change this Agreement on a going-forward basis at any time. Please check this Agreement every time you wish to use the Service for changes. If a change to this Agreement materially modifies your rights or obligations, you may be required to accept the modified Terms in order to continue to use the Service. Material modifications are effective upon your acceptance of the modified Agreement. Immaterial modifications are effective upon publication. Except as expressly permitted in this Section 12, this Agreement may be amended only by a written agreement signed by authorized representatives of the parties to this Agreement. Disputes arising under this Agreement will be resolved in accordance with the version of this Agreement that was in effect at the time the dispute arose.
Term, Termination and Modification of the Service
13.1. Term. This Agreement is effective beginning when you accept this Agreement or access or use the Service, and ending when terminated as set for in Section 13.2.
13.2. Termination. If you violate any provision of this Agreement, your account and this Agreement automatically terminates. In addition, POP may, at its sole discretion, terminate this Agreement, your account on the Service or suspend or terminate your access to the Service at any time for any reason or no reason, with or without notice. You may terminate your account and this Agreement at any time by selecting ‘De-activate profile’ , which can be found at the end of your profile page or by contacting customer service at firstname.lastname@example.org.
13.3. Effect of Termination. Upon termination of this Agreement: (i) your license rights will terminate and you must immediately cease all use of the Service; (ii) you will no longer have access to your account; (iii) you must remit to POP any unpaid amounts due, prior to termination; and (iv) upon termination of this Agreement, all payment obligations accrued prior to termination and Sections 7.3, 8, 10.3, 13.3, 14, 15, 16, 18 and 19 will survive.
13.4. Modification of the Service. POP reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service.
Indemnity. You are responsible for your use of the Service, and, to the fullest extent permitted by law, you will defend and indemnify POP and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “POP Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs (“Claims”) brought by a third party arising out of or connected with: (i) your use of, or misuse of, the Service not in compliance with this Agreement; (ii) your violation of any portion of this Agreement, any representation, warranty, or agreement referenced in this Agreement, or any applicable law or regulation; (iii) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (iv) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those Claims.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, POP DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. TO THE FULLEST EXTENT PERMITTED BY LAW, POP DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF OR THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR POP ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE POP ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THIS AGREEMENT. to the fullest extent permitted by law, WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE(S) USED IN CONNECTION WITH THE SERVICE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THE MATERIALS OR CONTENT. Do not rely on information on this Service. The content on our site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site.
Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that the content on our site is accurate, complete or up to date.
We are not responsible for websites we link to. Where the Service contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE POP ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY POP ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
EXCEPT AS PROVIDED IN SECTION 18.4(z) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE POP ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO POP FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT(S) OR CIRCUMSTANCES GIVING RISE TO CLAIM; OR (B) $100.
EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THIS AGREEMENT. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT. THE LIMITATIONS IN THIS SECTION 16 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
UK ONLY: THIS CLAUSE APPLIES ONLY TO USERS OF THE SERVICE IN THE UK: WHETHER YOU ARE A CONSUMER OR A BUSINESS USER:
WE DO NOT EXCLUDE OR LIMIT IN ANY WAY OUR LIABILITY TO YOU WHERE IT WOULD BE UNLAWFUL TO DO SO. THIS INCLUDES LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE OR THE NEGLIGENCE OF OUR EMPLOYEES, AGENTS OR SUBCONTRACTORS AND FOR FRAUD OR FRAUDULENT MISREPRESENTATION.
17.1. If you are a business user:
We exclude all implied conditions, warranties, representations or other terms that may apply to our Service or any content on it.
We will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
a) use of, or inability to use, our Service; or
b) use of or reliance on any content displayed on our Service.
c) In particular, we will not be liable for:
d) loss of profits, sales, business, or revenue;
e) business interruption;
f) loss of anticipated savings;
g) loss of business opportunity, goodwill or reputation; or
h) any indirect or consequential loss or damage.
17.2. If you are a consumer user:
We have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
If defective digital content that we have supplied, damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. [However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.]
18.1. Generally. In the interest of resolving disputes between you and POP in the most expedient and cost effective manner, you and POP agree that any dispute arising out of or in any way related to this Agreement (including any agreement incorporated by reference into this Agreement) or your use of the Service will be resolved by binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury 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 this Agreement or your use of the Service, 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 this Agreement. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND POP ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION. YOU FURTHER UNDERSTAND THAT THESE DISPUTE RESOLUTION TERMS WILL APPLY TO YOU AND POP UNLESS YOU CHOOSE TO OPT OUT PURSUANT TO SECTION 18.9 BELOW. Whether to agree to arbitration is an important business decision. It is your decision to make, and you should not rely solely on the information provided in this Agreement as it is not intended to contain a complete explanation of the consequences of arbitration. You should take further steps to conduct research and to consult with others, including, but not limited to, an attorney, regarding the consequences of your decision, just as you would when making any other important business or life decision.
18.2. Exceptions. Despite the provisions of the Section entitled “Generally” directly above, nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) bring an action in a court pursuant to the California Private Attorneys General Act of 2004, California Labor Code § 2698 et seq.; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
18.3. Arbitrator. Any arbitration between you and POP will be governed by the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. 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 POP. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
18.4. 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 or electronic mail within the applicable statute of limitations period (“Notice”). POP’s address for Notice is: The Print House, 18 Ashwin St, London E8 3DL, United Kingdom or email@example.com. 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 POP may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or POP 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, POP will pay you the highest of the following: (x) the amount awarded by the arbitrator, if any; (y) the last written settlement amount offered by POP in settlement of the dispute prior to the arbitrator’s award; or (z) $1,000.
18.5. Fees. If you commence arbitration in accordance with these Terms, POP 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: (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance based telephone hearing; or (iii) 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 POP 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. 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.
18.6. No Class Actions. YOU AND POP 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 (OTHER THAN ACTIONS UNDER THE CALIFORNIA PRIVATE ATTORNEYS GENERAL ACT OF 2004, California Labor Code § 2698 et seq. WHICH ARE NOT COVERED BY THIS SECTION 18). Further, unless both you and POP 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.
18.7. Modifications to this Arbitration Provision. If POP makes any future change to this arbitration provision, other than a change to POP’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to POP’s 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 POP. If you do not send such written notice, your continued use of the Service following any such change means that you have consented to such change.
18.8. Enforceability. If Section 18.6 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 and, in that case, the parties agree that the exclusive jurisdiction and venue described below will govern any action arising out of or related to this Agreement or your use of the Service.
18.9. Opt Out. Arbitration is not a mandatory condition of this Agreement. If you do not want to be subject to this Dispute Resolution provision, you may opt out of this Dispute Resolution provision by notifying POP in writing of your decision, either by sending, within thirty (30) days of the date you receive this Agreement, (1) an electronic message to firstname.lastname@example.org stating clearly your name and intent to opt out of the Dispute Resolution provision or (2) a letter sent by overnight mail by any nationally recognized delivery service (e.g, UPS, Federal Express, etc.), or by hand delivery to: The Print House, 18 Ashwin St, London E8 3DL, United Kingdom. In order to be effective, the letter under option (2) must clearly indicate your intent to opt out of this Dispute Resolution Provision, and must be dated and signed. If emailed or hand delivered, the signed letter must be received within thirty (30) days of your receipt of this Agreement. If sent by overnight delivery service, the letter must be submitted for delivery to the delivery service within thirty (30) days from the date you receive this Agreement. Should you choose not to opt out of this Dispute Resolution provision within the 30-day period, you and POP will be bound by the terms of this Dispute Resolution provision. You have the right to consult with counsel of your choice concerning this Dispute Resolution provision. You understand that you will not be subject to retaliation if you exercise your right to opt out of coverage under this Dispute Resolution provision.
18.10. Protected Activity Not Prohibited. You should understand that, insofar as permitted by applicable law, nothing in this Agreement will in any way limit or prohibit you from filing a charge or complaint with, or otherwise communicating or cooperating with or participating in any investigation or proceeding (“Protected Activity”) that may be conducted by any federal, state or local government agency or commission (“Government Agencies”). You understand that in connection with such Protected Activity, you are permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, POP. Notwithstanding, in making any such disclosures or communications, you agree to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute POP confidential information to any parties other than the Government Agencies.
18.11. Choice of Law; Venue. This Agreement will be governed and construed in accordance with the laws of the State of New York, excluding its conflicts of law rules. For any lawsuit or court proceeding permitted under this Agreement, you and POP agree to submit to the personal and exclusive jurisdiction and venue of the courts located within New York, New York.
19.1. If you are a consumer, please note that these terms of service, their subject matter and their formation, are governed by English law. You and we both agree that the courts of England and Wales will have exclusive jurisdiction except that if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.
19.2. If you are a business, these terms of service, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.
19.3.Our trade marks are registered. [“TRADE MARK 1”] and [“TRADE MARK 2”] are [UK registered] trade marks of [COMPANY NAME]. You are not permitted to use them without our approval.
20.2. Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, this Agreement.
20.4. Contact Information. The Service is offered by We Got POP Ltd., located at our registered office in the United Kingdom. You may contact us by sending correspondence to that address or by emailing us at email@example.com. You can access a copy of this Agreement by clicking here: www.wegotpop.com/pages/policies/terms-of-service
20.5. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
Notice Regarding Apple. This Section 19 only applies to the extent you are using our mobile application(s) on an iOS device. You acknowledge that this Agreement is between you and POP only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service and the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Service. In the event of any failure of the Service to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile application to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (i) product liability claims; (ii) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (iii) 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 Service and/or your possession and use of the Service infringe third party’s intellectual property rights. You agree to comply with any applicable third party terms when using the Service. Apple and Apple’s subsidiaries are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement. 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.