USER TERMS OF SERVICE AGREEMENT
June 14, 2016
Welcome to the user agreement (the “Agreement” or “Terms of Service”) for Drop In (the “Drop In Program”), an application owned and operated by Drop In, Inc., a Delaware corporation. This Agreement is a legally binding agreement made between you (“You,” “Your,” or “Yourself”) and Drop In, Inc. (“Drop In,” “We,” “Us” or “Our”). This following user Agreement describes the terms and conditions on which Drop In, Inc. offers you access to the Drop In Program.
Drop In is willing to license the Drop In Program to You only upon the condition that You accept all the terms contained in this Agreement. By signing up with or by using the Drop In Program, You indicate that You understand this Agreement and accept all of its terms. If You do not accept all the terms of this Agreement, and affirmatively signify Your acceptance of these terms, then Drop In is unwilling to license the Drop In Program to You and You should not use the Program.
The Drop In Program provides a means to enable persons who seek assistance in viewing a live video and audio stream that they are interested in (“Users”), to be matched with persons (“Droperators”) willing to assist with obtaining such live video and audio footage (the “Video Content”) through the use of their cellular phones and other applicable devices and any other services that may be available from time to time. For purposes of this Agreement, these services shall collectively be defined as the “Services.” This Agreement describes the terms and conditions that will govern Your use of and participation in the Drop In Program.
Please read this Agreement carefully before using the Services. You must read, agree with, and accept all of the terms and conditions contained in this Agreement, which includes those terms and conditions expressly set out below and those incorporated by reference, before You use any of the Services. By using any of the Services, You become a Participant in Drop In and a User of Services available on the Drop In Program (“Participant”) and You agree to be bound by the terms and conditions of this Agreement with respect to such Services. If You do not agree to be bound by the terms and conditions of this Agreement, please do not use or access Drop In or register for the services provided on Drop In.
We may amend this Agreement at any time by posting the amended terms on the Drop In Program, and by notifying You of amended terms by e-mail. If We notify you of the amended terms on the Drop In Program, You may not use the Services without accepting them. This Agreement may not be otherwise amended except in writing signed by You and Drop In.
Limitation on Services Provided
Drop In does not provide video services or film production services, and Drop In is not a production company. It is up to the Droperator to decide whether or not to offer to obtain and provide the video footage as requested through the Drop In Program, and it is up to the User to decide whether or not to accept the Service from any Droperator contacted through the Drop In Program. Any decision by a User to offer or accept the Services once such User is matched through the Drop In Program is a decision made in such User’s sole discretion. Drop In offers information and a method to connect Droperators and Users with each other, but does not and does not intend to provide video or film services or act in any manner as a production company and has no responsibility or liability for any video services voluntarily provided to any User by any Droperator using the Drop In Program.
This paragraph applies to any version of the Drop In Program that you acquire from the Apple AppStore. This Agreement is entered into between You and Drop In. Apple, Inc. (“Apple”) is not a party to this Agreement and shall have no obligations with respect to the Drop In Program. Drop In, not Apple, is solely responsible for the Drop In Program and the content thereof as set forth hereunder. However, Apple and Apple’s subsidiaries are third party beneficiaries of this Agreement. Upon Your acceptance of this Agreement, Apple shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against You as a third party beneficiary thereof. This Agreement incorporates by reference the Licensed Application End User License Agreement published by Apple, for purposes of which, You are “the end-user.” In the event of a conflict in the terms of the Licensed Application End User License Agreement and this Agreement, the terms of this Agreement shall control.
• Charges. You understand that use of the Services will result in charges to You for the services or goods You receive from an Droperator (“Charges”). After you have received services or goods obtained through Your use of the Service, Drop In will facilitate Your payment of the applicable Charges on behalf of the Droperator, as such Droperator’s limited payment collection agent. Payment of the Charges in such manner shall be considered the same as payment made directly by You to the Droperator. Charges will be inclusive of applicable taxes where required by law. Charges paid by You are final and non-refundable, unless otherwise determined by Us. Drop In reserves the right to determine pricing.
• Payment Terms. All Charges are due immediately and payment will be facilitated by Drop In using the preferred payment method designated in Your account, after which Drop In will send You a receipt by email. If Your primary account payment method is determined to be expired, invalid or otherwise not able to be charged, You agree that We may, as the Droperator’s limited payment collection agent, use a secondary payment method in Your account, if available.
• Refunds and Higher Charges. All payments made are non-refundable, subject to Our discretion. As between You and Drop In, Drop In reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in Drop In's sole discretion. Further, You acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand. We will use commercially reasonable efforts to inform You of higher Charges that may apply, provided that You will be responsible for Charges incurred under Your Account (as defined below).
• Promotional Offers. Drop In, at its sole discretion, may make available promotional offers with different features to any of our customers. These promotional offers, unless made to You, shall have no bearing whatsoever on Your offer or contract.
• Cancellation Fee. You may elect to cancel Your request for Services from an Droperator before the start of the Services; provided, however, if a User cancels a video request on the Drop In Program more than 3 minutes after the request is made, User will be charged, and agrees to pay, a $15.00 Cancellation Fee. Once streaming has begun, the User may elect to terminate the video request at any point in time, but the User will remain financially responsible for all charges accrued prior to termination.
• Payment Structure. This payment structure is intended to fully compensate the Droperator for the Services provided. Drop In does not designate any portion of Your payment as a tip or gratuity to the Droperator. You understand and agree that, while you are free to provide additional payment as a gratuity to any Droperator who provides You with goods or services obtained through the Service, You are under no obligation to do so. Gratuities are voluntary and would not be processed through Us. After You have received services or goods obtained through the Service, you will have the opportunity to rate Your experience and leave additional feedback about Your Droperator.
• Facilitation of Payments. All Charges, as applicable, shall be facilitated through Drop In’s third-party payment processing service.
Eligibility for User Account
Our Services are available only to, and may only be used by, individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, Our Services are not available to children (persons under the age of 18) or to temporarily or indefinitely terminated Participants. By becoming a Participant, You represent and warrant that You are at least 18 years old. By using the Drop In Program or the Services, You represent and warrant that You have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement.
In order to use most aspects of the Services, You must register for and maintain an active personal user Services account (“Account”). Account registration requires You to submit to Drop In certain personal information, such as Your legal name, email address, mailing address, mobile phone number and age, as well as at least one valid payment method (either a credit card or accepted payment partner). You agree to maintain accurate, complete, and up-to-date information in Your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in Your inability to access and use the Services or Drop In’s termination of this Agreement with You. You are responsible for all activity that occurs under Your Account, and you agree to maintain the security and secrecy of Your Account username and password at all times. You are the sole authorized user of Your Account. Unless otherwise permitted by Us in writing, You may only possess one Account.
Drop In has no control over the use of any User’s Account and expressly disclaims any liability derived therefrom. Should You suspect that any unauthorized party may be using Your password or account or You suspect any other breach of security, You must contact Us immediately.
Social Media and Networking Sites
As part of the functionality of the Drop In Program, You may be able to login through online accounts You may have with other third party service providers (each such account, a “Third Party Account”) by either: (i) providing Your Third Party Account login information through the Drop In Program; or (ii) allowing Drop In to access Your Third Party Account, as is permitted under the applicable terms and conditions that govern Your use of each Third Party Account. You agree to indemnify and hold Drop In harmless, including reasonable attorneys' fees, from any lawsuit, claim or demand related to or arising from a Third Party's use or display of Your SNS Content or Video Content.
You represent that You are entitled to disclose Your Third Party Account login information to Drop In and/or grant Drop In access to Your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by You of any of the terms and conditions that govern Your use of the applicable Third Party Account and without obligating Drop In to pay any fees or making Drop In subject to any usage limitations imposed by such third party service providers. By granting Drop In access to any Third Party Accounts, You understand and agree that (i) Drop In may access, make available and store (if applicable) any content that You have provided to and stored in Your Third Party Account (the “SNSContent”) so that it is available on and through the Drop In Program via Your account, including without limitation any friend, contacts or following/followed lists, and (ii) Drop In may submit and receive additional information to Your Third Party Account as indicated herein.
Unless otherwise specified in this Agreement, all Video Content and SNSContent, if any, shall be considered to be Your Information and Your Content for purposes of this Agreement. Depending on the Third Party Accounts You choose and subject to the privacy settings that You have set in such Third Party Accounts, personally identifiable information that You post to Your Third Party Accounts may be available on and through the Drop In Program. Please note that if a Third Party Account or associated service becomes unavailable or the Drop In Program’s access to such Third Party Account is terminated by the third party service provider, then SNSContent may no longer be available on and through the Drop In Program. Please note that Your relationship with the third party service providers associated with Your third party accounts is governed solely by Your agreement(s) with such third party service providers. Drop In makes no effort to review any SNSContent for any purpose, including but not limited to, for accuracy, legality or non-infringement, and Drop In is not responsible for any SNSContent.
You agree that You will use the Services in a manner consistent with any and all applicable laws and regulations. We reserve the right, but are not obligated to investigate and terminate Your participation in the Drop In Program if You have misused the Drop In Program or the Services, or behaved in a way which could be regarded as inappropriate or whose conduct is unlawful or illegal.
With respect to Your participation on the Drop In Program or through the Services, You agree that You will not: (a) Impersonate any person or entity; (b) “Stalk” or otherwise harass any person; (c) Express or imply that any statements You make are endorsed by Us, without Our specific prior written consent; (d) use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Services or its contents; (e) post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior consent of the owner of such proprietary rights; (f) remove any copyright, trademark or other proprietary notices contained in the Service; (g) interfere with or disrupt the Services or the Drop In Program or the servers or networks connected to the Services or the Drop In Program; (h) post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (i) forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Service; (j) “frame” or “mirror” any part of the Service, without Our prior written authorization or use meta tags or code or other devices containing any reference to Us or the Services or the Drop In Program in order to direct any person to any other web site for any purpose; (k) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Services or any software used on or for the Services or cause others to do so; or (l) solicit funds or any other thing of value in the course of using the Services
You further agree that Your Information and Your interactions on the Drop In Program shall not: (a) be false, inaccurate or misleading (directly or by omission or failure to update information); (b) infringe any third party's rights, including but not limited to: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (c) violate any law, statute, ordinance or regulation; (d) be defamatory, trade libelous, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive or illegal material; (e) contain any offensive anatomical or sexual references, or offensive sexually suggestive or connotative language; (f) include in Your Information any telephone numbers, street addresses, last names, URL's or E-mail addresses other than where explicitly asked for it in the Your registration and profile section; (g) contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; or (h) link directly or indirectly to any other web sites. You further agree that You will not transfer, use, or sell Your Drop In account and/or ID to any another party. We reserve the right, but We have no obligation, to reject any Participant that does not comply with these prohibitions.
Proprietary Rights To Drop In Program
Drop In owns and retains ownership in the Drop In Program, and all intellectual property therein. Contingent upon Your compliance with the terms and conditions of this Agreement, Drop In hereby grants to You a limited, non-transferable, non-exclusive, non-assignable, revocable license to use the Drop In Program on (a) computer device that you own or control, (b) any Android device that You own or control and/or (c) any iPhone or iPod touch that You own or control and as permitted by the Usage Rules set forth in Section 9.b. of the App Store Terms and Conditions (the “Usage Rules”).
This license does not allow You to use the Drop In Program on any computer, Android device, iPod touch, or iPhone that You do not own or control, and You may not distribute or make the Drop In Program available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the Drop In Program. You may not copy (except as expressly permitted by this license and the Usage Rules), decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Drop In Program, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law). If You breach this restriction, You may be subject to prosecution and damages. The terms of the license will govern any upgrades provided by Drop In that replace and/or supplement the Drop In Program, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
User Information and Content
While the User will own the Video Content obtained through the Program, the User hereby grants to Us, a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the copyright, publicity, and database rights User has in the Video Content, and to use, copy, perform, display, exploit and distribute such Video Content and to prepare derivative works of, or incorporate into other works, such Video Content, in any media now known or not currently known, with respect to the Video Content. The license granted above will continue in perpetuity regardless of Your termination of this Agreement.
Geographical location data provided by the Drop In Program is for basic location purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither Drop In, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of location data displayed by the Services.
Any of Your Information, including geolocational data, You upload, provide, or post on the Drop In Program may be accessible to certain Droperators of the Drop In Program. We cannot verify or guarantee the accuracy of the information Users provide Us on the Drop In Program, and We do not control the information provided by other Users that is made available through Our system. Therefore, Drop In cannot and does not confirm each User's purported identity. You may find other User's information to be offensive, harmful, inaccurate, or deceptive. Please use caution and common sense when using the Drop In Program. Please note that there are also risks of dealing with underage persons or people acting under false pretense. By using the Drop In Program, You agree to accept such risks and Drop In is not responsible for the acts or omissions of users on the Drop In Program. In order to help You evaluate with whom You are dealing, Drop In can link to a User's Facebook.com profile if they supply Us with their Facebook.com account information. We also encourage You to communicate directly with each potential Droperator or User prior to engaging in an arranged video service.
Drop In E-mail and Text Communications
E-mail communications and text messages sent from Us or through Us are designed to make Your Drop In experience more efficient. By becoming a Participant, You specifically agree to accept and consent to receiving e-mail communications and text messages initiated from Us or through Us, which include, without limitation: message notification e-mails, e-mails or text messages informing You about potential available Droperators or Users, e-mails informing You of promotions We run, and emails informing You of new and existing features We provide. Standard text messaging charges applied by Your cell phone carrier will apply to text messages We send. If You change Your mobile phone service provider, the notification service may be deactivated for Your phone number and You may need to re-enroll in the notification service. Drop In reserves the right to cancel the notification service at any time. If You do not wish to receive any of our e-mail communications or text messages, please do not use the Services.
All intellectual property rights on the Drop In Program and in the Services shall be owned by Us absolutely and in their entirety. These rights include and are not limited to Drop In's database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the Drop In Program are the property of their respective owners. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Drop In Program or the Services (“Submissions”), provided by You to Us are non-confidential and shall become the property of Drop In. Drop In shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to You.
You will defend, indemnify, and hold Us and Our officers, directors, employees, agents and any third parties harmless for any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of Your use of the Service, including: (a) Your breach of this Agreement or the documents it incorporates by reference; (b) Your violation of any law or the rights of a third party, including, without limitation, Droperators, other Users and other individuals as a result of Your own interaction with such third party; (c) any allegation that any materials that You submit to Us or transmit in connection with the Services or to Us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; (d) any damages or losses incurred with respect to persons or property that are the subject of the Video Content requested; and/or (e) any other of Your activities in connection with the Services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
Online Content Disclaimer
Opinions, advice, statements, offers, or other information or content made available through the Services, but not directly by Us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. We do not guarantee the accuracy, completeness, or usefulness of any information on the Services and neither do We adopt nor endorse nor are We responsible for the accuracy or reliability of any opinion, advice, or statement made by parties other than Us. Under no circumstances will We be responsible for any loss or damage resulting from anyone’s reliance on information or other content posted on the Services, or transmitted to Participants. We reserve the right, but We have no obligation, to monitor the materials posted in the public areas of the Services. Notwithstanding this right, You remain solely responsible for the content of the photos, profiles (including Your own name, image, and likeness), messages, notes, text, information, music, video, advertisements, listings, and other content (the “Content”), as well as any Video Content that You post in the public areas of the Services and in Your private e-mail messages. We shall have the right to remove any such material that in Our sole opinion violates, or is alleged to violate, the law or this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others. E-mails sent between You and other Participants that are not readily accessible to the general public will be treated by Us as private to the extent required by applicable law.
The Drop In Program contains (or You may be sent through the Drop In Program or the Services) links to other web sites (“Third Party Sites”) as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by Us, and We are not responsible for any Third Party Sites accessed through the Drop In Program or any Third Party Applications, Software or Content posted on, available through or installed from the Drop In Program, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by Us. If You decide to leave the Drop In Program and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, You do so at Your own risk and You should be aware that Our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any web site to which You navigate from the Drop In Program or relating to any applications You use or install from the Drop In Program.
We, Our subsidiaries, officers, directors, employees and our suppliers provide the Drop In Program and the Services on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Drop In Program and/or the Services. We, Our subsidiaries, officers, directors, employees and Our suppliers specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to You. This warranty gives You specific legal rights and You may also have other legal rights that vary from state to state. We do not warrant that Your use of the Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error-free, or will meet Your requirements, that any defects in the Services will be corrected, or that the Services are free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability. We cannot guarantee that each User is at least the required minimum age, nor do We accept responsibility or liability for any content, communication or other use or access of the Drop In Program or the Services by persons under the age of 18 in violation of this Agreement. We are not responsible for any damage or loss incurred or any personal injuries sustained by any third parties in connection with the Services. We are not responsible or liable in any manner for any Content or Video Content posted on the Drop In Program or in connection with the Services, whether posted or caused by Users or Droperators of the Drop In Program, by Drop In, by third parties or by any of the equipment or programming associated with or utilized in the Drop In Program or the Services. Although We provide rules for User conduct and postings, We do not control and are not responsible for what Users post, transmit or share on the Drop In Program and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content or requests You may encounter on the Drop In Program or in connection with any Content. Drop In is not responsible for the conduct, whether online or offline, of any Participant of the Drop In Program or Services. It also is possible for others to obtain personal information about You due to Your use of the Drop In Program or the Services, and that the recipient may use such information to harass or injure You. We are not responsible for the misuse of any personal information that You disclose on the Drop In Program or through the Services.
You are solely responsible for Your interactions with other Users. We reserve the right, but have no obligation, to monitor disputes between You and other Users. Please carefully select the type of information that You post on the Drop In Program or through the Services or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Participants or Users (including unauthorized users, or “hackers”). Drop In only offers a venue that enables Droperators and Users to match with each other. Drop In does not offer film or video production services and Drop In is not a production company. We are not involved in the actual video services provided by the Droperators to Users. As a result, We have no control over the quality or safety of the video services that occurs as a result of the Service; nor do We have any control over the truth or accuracy of the Participants' information listed on the Drop In Program. We cannot ensure that an Droperator or User is who he or she claims to be or that an Droperator or User will actually complete an arranged service. We reserve the right to change any and all Content, software and other items used or contained in the Drop In Program and the Services at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply the endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Drop In or the Drop In Program.
The Drop In Program and the Services may be temporarily unavailable from time to time for maintenance or other reasons. Drop In assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, User communications. Drop In is not responsible for any technical malfunction or other problems of any telephone network or service, computer systems, servers or providers, computer or mobile phone equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet, on the Drop In Program, on any web site or any combination thereof, including injury or damage to User's or to any other person's computer, mobile phone, or other hardware or software, related to or resulting from using or downloading materials in connection with the Web and/or in connection with the Services.
Limitation of Liability
In no event will We, Our subsidiaries, officers, directors, employees or Our suppliers, be liable to You for any incidental, consequential, or indirect damages (including, but not limited to, damages for deletion, corruption, loss of data, loss of programs, failure to store any information or other content maintained or transmitted by Our services, service interruptions, or for the cost of procurement of substitute services) arising out of or in connection with Drop In, Our services or this Agreement (however arising, including negligence) even if We or Our agents or representatives know or have been advised of the possibility of such damages. We do not screen the Participants using the Services in any way. As a result, We will not be liable for any damages, direct, indirect, incidental and/or consequential, arising out of the use of Drop In or the Services, including, without limitation, damages arising out of communicating and/or meeting with other Participants of Drop In or the Services, or introduced to you via Drop In or the Services. Such damages include, without limitation, physical damages, bodily injury, death and or emotional distress and discomfort. Notwithstanding anything to the contrary contained herein, our liability, and the liability of Our subsidiaries, officers, directors, employees, and suppliers, to You or any third parties in any circumstance is limited to $100 per claim. Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to You, some or all of the above disclaimers, exclusions or limitations may not apply to You, and You may have additional rights.
Drop In has no responsibility whatsoever for the actions or conduct of the Droperators or Users. Drop In has no obligation to intervene in or be involved in any way in disputes that may arise between Droperators, Users, or third parties. Responsibility for the decisions you make regarding providing or accepting the Services rests solely with You. It is each User’s responsibility to take reasonable precautions in all actions and interactions with any party they may interact with through use of the Services. Drop In may but has no responsibility to screen or otherwise evaluate potential Users. Users understand and accept that Drop In has no control over the identity or actions of the Users and Droperators, and Drop In requests that Users exercise caution and good judgment when using the Services. Users use the Services at their own risk.
In the event that You have a dispute with one or more Users, You agree to release Drop In (and Our officers, directors, agents, subsidiaries, joint ventures and employees) from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such dispute with other Users or to Your use of the Drop In Program or the Services. If You are a California resident, You waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.”
Without limiting our other remedies, We may terminate Your Participation, remove Your Information, warn Our community of Your actions, issue a warning, and refuse to provide Our services to You if: (a) You breach this Agreement or the documents it incorporates by reference; (b) We are unable to verify or authenticate any information You provide to Us; (c) We believe that Your actions may cause financial loss or legal liability for You, Our Users or Us, or subject Drop In or You or any other User to regulation by any state or local government or regulatory agency; or (d) if We suspect that You have engaged in fraudulent activity in connection with the Drop In Program or the Services.
You and We agree that any disputes or claims between You and Drop In that cannot be resolved informally will be submitted to binding arbitration in Los Angeles, California; except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and Drop In are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and Drop In otherwise agree in writing, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of this Agreement.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
If Your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents you and Drop In submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If Your claim exceeds $10,000, Your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to order a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award of damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. The prevailing party in the arbitration will be entitled to an award of reasonable attorneys' fees and expenses. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to Drop In’s business, operations and properties (“Confidential Information”) disclosed to You by Drop In for Your own use, or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of Drop In in order to prevent it from falling into the public domain. Notwithstanding the above, You shall have no liability to Drop In with regard to any Confidential Information which You can prove: was in the public domain at the time it was disclosed by Drop In or has entered the public domain through no fault of Yours; was known to You, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; is disclosed with the prior written approval of Drop In; becomes known to You, without restriction, from a source other than Drop In without breach of this Agreement by You and otherwise not in violation of Drop In’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that You shall provide prompt notice of such court order or requirement to Drop In to enable Drop In to seek a protective order or otherwise prevent or restrict such disclosure.
You and Drop In are each independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
Except as explicitly stated otherwise, any notices to Drop In shall be given by certified mail, postage prepaid and return receipt requested to Drop In Inc., 755 N. La Cienega Blvd., 2nd Floor, Los Angeles, CA 90069. Notices shall be deemed given to Drop In 3 days after the date of mailing. Any notices to You shall be provided to You through the Drop In Program or given to You via the email address You provide to Drop In during the registration process. All notices provided by Drop In shall be deemed given 24 hours after the email is sent, unless the sending party is notified that the email address is invalid. Alternatively, We may give You notice by certified mail, postage prepaid and return receipt requested, to the address provided to Drop In during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.
Pursuant to the U.S. Copyright Act, 17 USC § 512(c)(2), the person designated by Drop In to receive notices and/or complaints relating to copyright infringement claims, e.g. posting of copyrighted material without permission, may be contacted as follows: Drop In, Inc. (Attn: CEO); Address: 755 N. La Cienega Blvd., 2nd Floor, Los Angeles, CA 90069; Telephone number: (424) 333-0709; e-mail Address: support@DropIninc.com.
To resolve a complaint regarding the Services, You should first contact Our Customer Service Department by email at support@Dropininc.com.
This Agreement shall be governed by the laws of the State of California without regard to choice of law principles. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by Drop In, in Our sole discretion in accordance with the “Notices” section of this Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by You or others does not waive Our right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between the User and Drop In with respect to the subject matter hereof. Sections referring to Services, Licenses, Liability Limitation, Indemnity, and Dispute Resolution shall survive any termination or expiration of this Agreement.
Contacting Drop In