Terms Of Service

Terms Of Service

CrowdsUnite Terms of Service

Effective Date: October 14, 2012

The following terms and conditions govern all use of the CrowdsUnite website, and all content, services and products available at or through CrowdsUnite, (taken together, “CU”). CU is offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on the CU (collectively, this “Agreement”), which policies are incorporated into these Terms by reference.

Please read this Agreement carefully before accessing or using CU. By accessing or using any part of CU, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access CU or use any services. If these terms and conditions are considered an offer by CU, acceptance is expressly limited to these terms.

Definitions

1.    Parties

“You” and “your” refer to you, as a user of the Site. A “user” is someone who accesses, browses, crawls, scrapes, or in any way uses the Site. “We”, “us”, and “our” refer to CU.

2.    Content

“Content” means text, images, photos, audio, video, location data, and all other forms of data or communication. “Your Content” means Content that you submit or transmit to, through, or in connection with the Site, such as ratings, reviews, compliments, invitations, check-ins, messages, and information that you publicly display or displayed in your account profile. “User Content” means Content that users submit or transmit to, through, or in connection with the Site. “CU Content” means Content that we create and make available in connection with the Site. “Third Party Content” means Content that originates from parties other than CU or its users, which is made available in connection with the Site. “Site Content” means all of the Content that is made available in connection with the Site, including Your Content, User Content, Third Party Content, and CU Content.

 

Responsibility of Users.

By submitting any information or other material to CU (“Content”), you are entirely responsible for the content of, and any harm resulting from, that Content. By making Content available, you represent and warrant that:

- the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;

- you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms; and

- the Content is not vulgar or pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party;

We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms. As such, you hereby irrevocably grant us world-wide, non-exclusive, royalty-free, sub-licensable, transferable rights to use Your Content for any purpose. We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms (“Other Media”). You also irrevocably grant the users of CU and any Other Media the right to access Your Content in connection with their use of CU and any Other Media. Finally, you irrevocably waive, and cause to be waived, against CU and its users any claims and assertions of moral rights or attribution with respect to Your Content. By “use” we mean use, copy, publicly perform or display, distribute, modify, translate, and create derivative works of Your Content.

You alone are responsible for Your Content, and once published, it cannot always be withdrawn. You assume all risks associated with Your Content, including anyone’s reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by CU.

You may expose yourself to liability if, for example, Your Content contains material that is false, intentionally misleading, or defamatory; violates 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;

Without limiting any of those representations or warranties, CU has the right (though not the obligation) to, in CU’s sole discretion (i) refuse or remove any content or (ii) terminate or deny access to and use of CU’s to any individual or entity for any reason, in CU sole discretion.

User Content does not necessarily reflect the opinion of CU. We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion and without notice to you. For example, we may remove a review if we believe it violates our Content Guidelines. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.

Use and Conduct.

You represent and warrant that (1) you are at least 18 years old and (2) have never been convicted of a felony or any criminal offense characterized as a sexual offense. You may not access or use the Site if you are a competitor of ours or if we have previously banned you from the Site or closed your account.

In your interactions with other CU users you agree to conduct yourself civilly and respectfully. You agree that you shall not harass, offend or make mischief against any other CU user or CU.

You may not use CU to publish, post, upload, transmit, distribute or disseminate Content that is harmful, abusive, vulgar, harassing, sexually explicit, sexually provocative, pornographic, defamatory, libelous, obscene, infringing, embarrassing, unwanted, unsolicited, reasonably viewed by others as junk mail or spam, invasive of another’s right of privacy or publicity, hateful, racist, homophobic, bigoted, or otherwise offensive or objectionable.

You may not use CU to substantially replicate products or services offered by CU.

CU is offered for personal use only and may not be used in connection with any commercial endeavors.

You may not copy, display, or distribute any content made available via CU other than to the extent reasonably necessary to use CU.

You may not take any action to interfere with or inhibit CU’s operation or attempt to access information or content not intended to be made available to you by CU.

You may not employ any automatic means or devices such as bots in your use of CU. You may not reverse engineer, decompile or disassemble any components of CU.

You may not use CU to violate any applicable law or regulation.

We grant you permission to use the Site subject to the restrictions in these Terms. Your use of the Site is at your own risk, including the risk that you might be exposed to Content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.

Restrictions

  1. You agree not to, and will not assist, encourage, or enable others to use the Site to:
    1. Violate our Content Guidelines, for example, by writing a fake or defamatory review, trading reviews with other businesses, or compensating someone or being compensated to write or remove a review;
    2. Violate any third party’s rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
    3. Threaten, stalk, harm, or harass others, or promote bigotry or discrimination;
    4. Promote a business or other commercial venture or event, or otherwise use the Site for commercial purposes, except in connection with a Business Account and as expressly permitted by CU;
    5. Send bulk emails, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the Site’s search results or any third party website;
    6. Solicit personal information from minors, or submit or transmit pornography; or
    7. Violate any applicable law.
  2. You also agree not to, and will not assist, encourage, or enable others to:
    1. Violate the Terms;
    2. Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Site or Site Content (other than Your Content), except as expressly authorized by CU;
    3. Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the Site or any Site Content;
    4. Reverse engineer any portion of the Site;
    5. Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of the Site or on any materials printed or copied from the Site;
    6. Record, process, or mine information about other users;
    7. Access, retrieve or index any portion of the Site for purposes of constructing or populating a searchable database of business reviews;
    8. Reformat or frame any portion of the Site;
    9. Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on CU’s technology infrastructure or otherwise make excessive traffic demands of the Site;
    10. Attempt to gain unauthorized access to the Site, user accounts, computer systems or networks connected to the Site through hacking, password mining or any other means;
    11. Use the Site or any Site Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature (collectively, “Viruses”);
    12. Use any device, software or routine that interferes with the proper working of the Site, or otherwise attempt to interfere with the proper working of the Site;
    13. Use the Site to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Site or Site Content; or
    14. Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Site, features that prevent or restrict the use or copying of Site Content, or features that enforce limitations on the use of the Site.

Changes

CU reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to CU following the posting of any changes to this Agreement constitutes acceptance of those changes. CU may also, in the future, offer new services and/or features through CU(including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.

Termination

CU may terminate your access to all or any part of CU at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your CU account, you may simply discontinue using CU. All provisions of this agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

No Individual Investment Advice
This website does not provide individual or customized legal, tax, or investment services. Since each individual’s situation is unique, a qualified professional should be consulted before making financial decisions.
Disclaimer of Warranties

CU and its services are provided “as is”. CU and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither CU nor its suppliers and licensors, makes any warranty that CU will be error free, that information and content provided via CU will be accurate or unobjectionable, or that access to CU will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, CU at your own discretion and risk.
EXCLUSION OF CONSEQUENTIAL DAMAGES
IN NO EVENT WILL CU BE LIABLE FOR ANY INCIDENTAL, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR INDIRECT DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THIS WEBSITE OR ANY OF ITS SERVICES OR CONTENT, OR LOSS OF DATA, EVEN IF CU HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, STRICT LIABILITY OR OTHERWISE.

 

Limitation of Liability

To the maximum extent permitted by applicable law, in no event will CU, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; or (iii) for interruption of use or loss or corruption of data. CU shall have no liability for any failure or delay.

General Representation and Warranty.

You represent and warrant that (i) your use of CU will be in strict accordance with the Privacy Policy, with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of CU will not infringe or misappropriate the intellectual property rights of any third party.

Indemnification

You agree to indemnify and hold harmless CU, its contractors,  licensors, directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of CU, including but not limited to your violation of this Agreement or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity.

Miscellaneous

This Agreement constitutes the entire agreement between CU and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of CU, or by the posting by CU of a revised version.

If any provision of this Agreement is held to be invalid or unenforceable, the validity or enforceability of the remaining provisions will not be affected, and to the extent feasible and permitted by applicable law, the invalid or unenforceable provision will be replaced with a valid and enforceable provision that comes closest to CU’s intention underlying the invalid or unenforceable provision.

This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.

Governing Law and Jurisdiction

This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York, without regard to its principles of conflict of laws.  Each party consents to the jurisdiction of the federal or state courts located in the Borough of Manhattan in the State of New York in connection with any dispute arising under this Agreement, and hereby waives, to the maximum extent permitted by applicable law, any objection, including any objections based on forum non conveniens, to the bringing of any such proceeding in such jurisdictions.