Terms of Use

These Terms of Use are effective upon acceptance for new Users, and from September 1, 2020 for existing Users.

By using our Services, you agree that these Terms of Use form a binding contract between you and Creatrify Inc. and/or its affiliates (“Creatrify”,” “we” and “us”).

We know there is a lot here, but Creatrify does a lot, and these terms contain important information so that everyone knows what they are agreeing to and we can all focus on building our communities. So, please, take your time and read these Terms of Use before agreeing to use the Services. If you are a Host, please review our Host Guidelines and Pricing Page before getting started. If you are Follower, please review our Follower Guidelines. If you have a question, comment, or concern, email us at info@creatrify.com.

IF YOU DO NOT AGREE TO ALL OF THESE TERMS, YOU MAY NOT USE OR ACCESS THE SERVICES IN ANY MANNER.

THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS YOU AND CREATRIFY MAY HAVE AGAINST EACH OTHER ARE RESOLVED (see section 19 “Disclaimer of Warranties, Limitation of Liability, Release and Indemnification” and section 18 “Legal Disputes With Creatrify – Binding Arbitration & Class Action Waiver”) INCLUDING AN AGREEMENT TO ARBITRATE IN PLACE AND INSTEAD OF THE RIGHT TO GO TO COURT AND HAVE OUR CLAIMS HEARD BY A JURY AND YOUR WAIVER OF THE RIGHT TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION OR ARBITRATION.

WITH LIMITED EXECPTION, THESE TERMS REQUIRE YOU AND US TO SUBMIT CLAIMS TO BINDING AND FINAL ARBITRATION, UNLESS YOU OPT-OUT OF THE AGREEMENT TO ARBITRATE (see section 18 “Legal Disputes With Creatrify – Binding Arbitration & Class Action Waiver”). IF YOU DO NOT OPT-OUT AS PROVIDED HEREIN (1) YOU WILL ONLY BE PERMITTED TO PERSUE CALIMS AGAINST US OR OUR AGENTS ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.

1. About Creatrify
2. You and Creatrify’s Agreement to these Terms of Use
3. Accounts and Usernames
4. Transactions Between Users for Tickets and Products
5. Creatrify Service Fee
6. Subscription Fees & Paid Services
7. Rights in the Services
8. User Submissions & License Grant
9. Responsibility For Content & Interactions
10. Restrictions on Use of the Services
11. Termination & Survival
12. Mobile Applications and In-App Purchases
13. Social Networking Services
14. Messaging, Telephone and Electronic Communications
15. Privacy Protection, Privacy Policy, Use of User Information
16. Copyright, DMCA, and Intellectual Property Policy
17. User Dispute Resolution Policy & Procedures
18. Legal Disputes With Creatrify – Binding Arbitration & Class Action Waiver
19. Disclaimer of Warranties, Limitation of Liability, Release and Indemnification
20. Entire Agreement; Assignment; Modifications to the Services and these Terms

6. Subscription Fees & Paid Services

There are currently no fees charged to Users for use of the Services apart from the Creatrify Service Fee due on Follower-Host Transactions.

If you elect to receive text messages through the Services or access the services via a metered or cellular connection, data and message rates may apply. Any and all such charges, fees or costs are your sole responsibility. You should consult with your internet provider and wireless carrier to determine what rates, charges, fees or costs may apply to your use of the Services.

Paid Services

In the future, we may charge a fee for using some features of the Services (the “Paid Services”). For example we may charge a subscription fee for Hosts, offer paid advertising options, or offer packages or special features for Followers. Information about Paid Services including descriptions and rates will be available through the Services when these features are activated. If you are using a free version of the Services, we will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such services, you must pay all applicable fees.

Any payment terms presented to you in the process of using, activating, or signing-up for Paid Services are deemed part of these Terms. For example, some Paid Services may incur a fee for downloading or installing tools or components of the Services through the App Store (as defined below) linked to your specific device.

Billing

To the extent that we will bill you for your use of Paid Services, we will use a Payment Platform to bill you through a payment account linked to your account on the Services (your “Billing Account”) for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms.

Our Payment Platform for Users in the Philippines is PayMaya and is Stripe Inc. everywhere else where the Services are available. You can access Stripe’s Terms of Service at https://stripe.com/us/checkout/legal and their Privacy Policy at https://stripe.com/us/privacy. You can access PayMaya’s Terms and Conditions at https://enterprise.paymaya.com/terms-and-conditions and Privacy Policy at https://www.paymaya.com/privacy.

We are not responsible for any error by, or other acts or omissions of, the Payment Platform. By choosing to use Paid Services, you agree to pay us, through the Payment Platform, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the Payment Platform, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Platform makes even if it has already requested or received payment. For clarity, the foregoing only applies to our billing procedures with respect to your use of the Paid Services as Creatrify’s customer. The billing procedures for Follower-Host Transactions and the Creatrify Service Fee are separate, distinct, and set forth above.

Payment Method

The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Platform, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.

Recurring Billing

Some of the Paid Services may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Paid Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO ACCOUNT SETTINGS.

Current Information Required

YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE IN ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE. Change in Amount Authorized

Change in Amount Authorized

If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of sales taxes/VAT), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.

Auto-Renewal for Paid Services

Any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate, until such time as you cancel your subscription to the Paid Services. To change or resign your Paid Services at any time, go to account settings or, for mobile applications, cancel your subscription in the subscription management section of the applicable App Store. If you terminate a Paid Service, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SERVICE THROUGH YOUR ACCOUNT SETTINGS OR TERMINATE YOUR CREATRIFY ACCOUNT BEFORE THE END OF THE RECURRING TERM. PAID SERVICES CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, CREATRIFY WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID.

Reaffirmation of Authorization

Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially select to use the Paid Service.

7. Rights in the Services

The materials displayed or performed or available on or through the Services, including, but not limited to code, text, graphics, videos, information, software, sound, data, articles, photos, images, illustrations, User Submissions (defined below) (“Content”) are protected by copyright and/or other intellectual property laws. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s rights, including Creatrify’s.

Subject to these Terms, and while in compliance with these Terms, each User is granted a worldwide, non-exclusive, non-sublicensable and non-transferable license to use the Content solely for purposes of using the Services, for instance to download or locally display the Content. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Services is expressly prohibited without prior written permission from Creatrify. You understand that Creatrify owns the Services.

You shall not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, or otherwise exploit any of the Services or Content except as explicitly set forth in these Terms by further written agreement between you, Creatrify, and the respective owner of the Content. The Services may allow you to copy or download certain Content, but even where these functionalities exist, all the restrictions in this section remain applicable. In addition, the services may provide functionality that takes User Submissions (as defined below), and applies certain modifications, formatting, or other enhancements to those User Submissions. For example, a Host may use the Services to format certain presentation content for display on the Services. The output and results of such functionality or resulting from any other use of the Services shall be considered “Content”, and subject to all of the restrictions herein relating to Content. Without limiting the foregoing, you may not access, download or use any User Submission of another User or any Content for use with any service, technology, or platform other than the Services.

8. User Submissions & License Grant

User Submissions

Anything you post, upload, share, store, or otherwise provide through the Services is your “User Submission”. Some User Submissions may be viewable by other users. You are solely responsible for all User Submissions you contribute to the Services. You represent that all User Submissions submitted by you are accurate, complete, up-to-date, and in compliance with all applicable laws, rules and regulations.

You agree that you will not post, upload, share, store, or otherwise provide through the Services any User Submissions that:

• Violate the Restrictions on Use of the Services;
• infringe any third party’s copyrights or other intellectual property rights;
• contain sexually explicit content or pornography;
• contain hateful, defamatory, or discriminatory content or incite hatred against any individual or group;
• exploit minors;
• depict unlawful acts or extreme violence;
• depict animal cruelty or extreme violence towards animals;
• promote fraudulent schemes, multi-level marketing (MLM) schemes, get rich quick schemes, online gaming and gambling, cash gifting, or any other dubious money-making ventures; or
• that violate any law.

Grant of License

In order to display your User Submissions on the Services, and to allow other users to enjoy them (where applicable), you grant Creatrify certain rights in your User Submissions as detailed below. Please note that all of the following licenses are subject to our Privacy Policy to the extent they relate to User Submissions that are also your Personal Data.

You understand and agree that Creatrify, in performing the required technical steps to provide the Services to our Users (including you), may need to make changes to your User Submissions to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media, and the license(s) granted include the rights to do so. You hereby grant Creatrify a license to translate, modify (for technical purposes, for example, making sure your content is viewable on a mobile device as well as a computer) and reproduce and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services. This is a license only – your ownership in User Submissions is not affected.

The license(s) you grant are royalty-free, perpetual, sublicensable, irrevocable, and worldwide. You understand and agree that it may not be possible to completely delete that content from Creatrify’s records and that your User Submissions may remain viewable elsewhere to the extent that they were copied or stored by other Users. Certain features of the Services allow you to share information with others, including through your Social Networking Services or other services where you have an account (“Third Party Accounts”). When Content is authorized for sharing, we will clearly identify the Content you are authorized to redistribute and the ways you may redistribute it, usually by providing a “share” button on or near the Content. If you share information from the Services with others through your Third Party Accounts, such as your Social Networking Services, you authorize Creatrify to share that information with the applicable Third Party Account provider. Please review the policies of any Third Party Account providers you share information with or through for additional information about how they may use your information. If you redistribute Content, you must be able to edit or delete any Content you redistribute, and you must edit or delete it promptly upon our request.

If you share a User Submission publicly on the Services and/or in a manner that more than just you or certain specified users can view, or if you provide us (in a direct email or otherwise) with any feedback, suggestions, improvements, enhancements, and/or feature requests relating to the Services (each of the foregoing, a “Public User Submission”), then you grant Creatrify the licenses above, as well as a license to display, perform, and distribute your Public User Submission for the purpose of making that Public User Submission accessible to all Users and providing the Services necessary to do so, as well as all other rights necessary to use and exercise all rights in that Public User Submission in connection with the Services and/or otherwise in connection with Creatrify’s business. Also, you grant all other Users of the Services a license to access that Public User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

Limitations

If you store a User Submission in your own personal Creatrify account, in a manner that is not viewable by any other user except you (a “Personal User Submission”), you grant Creatrify the license above, as well as a license to display, perform, and distribute your Personal User Submission for the sole purpose of making that Personal User Submission accessible to you and providing the Services necessary to do so.

If you share a User Submission in a manner that only certain specified users can view (for example, a private message to one or more other users) (a “Limited Audience User Submission”), then you grant Creatrify the licenses above, as well as a license to display, perform, and distribute your Limited Audience User Submission for the sole purpose of making that Limited Audience User Submission accessible to such other specified Users, and providing the Services necessary to do so. Also, you grant such other specified users a license to access that Limited Audience User Submission, and to use and exercise all rights in it, as permitted by the functionality of the Services.

9. Responsibility For Content & Interactions

Any information or Content publicly posted or privately transmitted through the Services is the sole responsibility of the User from whom such Content originated, you access all such information and Content at your own risk, and Creatrify is not liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it.

Creatrify cannot control and has no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release Creatrify from all liability for you having acquired or not acquired Content through the Services. Creatrify cannot and does not guarantee the identity of any other Users with whom you may interact in using the Services and is not responsible for which Users gain access to the Services.

You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it.

Third-Party Links

The Services may contain links or connections to third-party websites or services that are not owned or controlled by Creatrify. Creatrify has no control over such sites and resources and Creatrify is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Creatrify will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party. When you access third-party websites or use thirdparty services, you accept that there are risks in doing so, and that Creatrify is not responsible for such risks.

Interactions with Other Users and Third Parties

Creatrify has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites or by any third party (including other Users) that you interact with through the Services. In addition, Creatrify will not and cannot monitor, verify, censor or edit the content of any third-party site or service. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.

Your interactions with Users or other persons found on or through the Services, including attendance or participation in Events and Experiences, payment and delivery of Products, and any other terms, conditions, warranties or representations associated with Follower-Host Transactions, are solely between you and such Users or other persons. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third-parties. You agree that Creatrify shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

If you (i) attend an in-person Event or (ii) connect with, contact, meet, call, text, email, exchange information with, exchange money goods or services with or otherwise have any interaction with any User or person outside of the Services you do so entirely at your own peril.

You acknowledge that Creatrify has no control over and does not guarantee the quality, safety, accuracy or legality of any Event, Experience, or Product or associated Content, the truth or accuracy of any information provided by Users (including a Follower’s personal information shared with Hosts in connection with a Follower-Host Transaction) or the ability of any User to perform or actually complete a Follower-Host Transaction. Creatrify has no responsibility to you for, and hereby disclaims all liability arising from, the acts or omissions of any third parties that Creatrify utilizes to provide the Services, that a Host chooses to assist with the delivery of an Event, Experience or Product or that you choose to contract with while using the Services.

If there is a dispute between Users, or between Users and any third party, you agree that Creatrify is under no obligation to become involved except to the limited extent set forth in these Terms. In the event that you have a dispute with one or more other Users, you release Creatrify, its directors, officers, employees, contractors, advisors, agents, and successors from loss, expenses, claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services.You shall and hereby do waive California Civil Code Section 1542 or any similar law of any jurisdiction, which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

10. Restrictions on Use of the Services

You represent, warrant, and agree that you will not contribute any Content or User Submission (each of those terms is defined below) or otherwise use the Services or interact with the Services in a manner that:

• disturbs or interferes with the operation of the Services in any manner including without limitation by imposing an unreasonable or disproportionate burden on the network, software or hardware infrastructure of applications, platform, or Website;
• runs any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services;
• manipulates, by any means, the information available through the Services, including without limitation through the use of an alias or decoys or by placing false qualifications or offers;
• disrupts or otherwise interferes in any way with another User’s use of the Services;
• infringes or violates the intellectual property rights or any other rights of anyone else (including Creatrify);
• constitutes information which is false, inaccurate, incorrect, or misleading;
• violates any applicable local, provincial, state, national, or international law, rules and regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by Creatrify;
• encourage conduct that would constitute a criminal or civil offense;
• attempts to exploit children under 18 years of age;
• solicits personal information from children under 18 years of age or solicit passwords from other Users;
• is dangerous, harmful, unlawful, abusive, excessively violent, fraudulent, deceptive, tortious, threatening, harassing, defamatory, vulgar, offensive, obscene, pornographic, lewd, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable, as determined in Creatrify’s sole discretion;
• 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;
• constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation;
• attempts to buy, sell, or transfer any aspect of your account (including your username) or solicit, collect, or use login credentials or badges of other Users;
• impersonates any person or entity, or falsely states or otherwise misrepresents your affiliation with a person or entity, including but not limited to making purchases of Tickets or Products on behalf of another party;
• harvests or collects email addresses or other contact information of other users from the Service by electronic or other means (including, without limitation, for the purposes of sending unsolicited emails or other unsolicited communications);
• advertises or offers to sell or buy any goods or services for any business purpose that is not specifically authorized;
• furthers or promotes any criminal activity or enterprise or provide instructional information about illegal activities;
• obtains or attempts to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Services;
• invades the privacy of any person, including without limitation posting personally identifying or otherwise private information about a person without their consent, or the consent of their parent or guardian in the instance of a child under 18 years of age;
• jeopardizes the security of your account, username, or password or anyone else’s (such as allowing someone else to log in to the Services as you);
• attempts, in any manner, to obtain the password, account, or other security information from any other Users;
• violates the security of any computer network, or cracks any passwords or security encryption codes;
• “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content through use of manual or automated means;
• copies, collects, interferes with, stores, distributes or discloses any significant portion of the Content, Services, or information of Users;
• decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services; or’
• in the sole judgment of Creatrify, is objectionable or which restricts or inhibits any other person from using or enjoying the Services, or which may expose Creatrify or other Users to any harm or liability of any type

A violation of any of the foregoing is grounds for termination of your right to use or access the Services.

11. Termination & Survival

You may stop using the Services at any time though many of the obligations, representations, warranties, licenses, conditions, and restrictions set forth in these Terms will remain in effect. Our Privacy Policy sets forth your rights in your Personal Data during and after your use of the Services and the provisions herein with respect to Content extend beyond your termination of use of the Services.

Creatrify may terminate or suspend your access to the Services or your account for any reason in our discretion, including your breach of these Terms. Creatrify has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Account termination may result in destruction of any Content associated with your account, including your listings and Venue, though Creatrify in its sole discretion may decide otherwise and exercise all of its rights in the Content provided by these Terms. Creatrify will use reasonable efforts to provide you with notice of our termination of your access to the Services if, in our sole discretion, failure to do so would materially prejudice you. You agree that Creatrify will not be liable to you or any third-party as a result of its termination of your right to use or otherwise access the Services. Creatrify may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice.

If you have deleted your account by mistake, contact us immediately at info@creatrify.com. We will try to help, but may be unable to recover or restore anything.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, releases, disclaimers of warranties, any terms regarding ownership or intellectual property rights, choices of law and judicial forum, and terms regarding disputes between us, including without limitation the arbitration agreement.

12. Mobile Applications and In-App Purchases

You acknowledge and agree that the availability of our mobile application is dependent on the third party stores from which you download the application, e.g., the App Store from Apple or the Android app market from Google (each an “App Store”). Each App Store may have its own terms and conditions to which you must agree before downloading mobile applications from such store, including the specific terms relating to Apple App Store set forth below.

You agree to comply with, and your license to use our mobile applications are conditioned upon your compliance with, such App Store terms and conditions. To the extent such other terms and conditions from such App Store are less restrictive than, or otherwise conflict with, the terms and conditions of these Terms, the more restrictive or conflicting terms and conditions in these Terms.

Any refunds relating to applications offered through an App Store or inquiries regarding refunds relating to such applications shall be handled solely by the applicable App Store in accordance with such App Store’s terms and conditions.

Apple App Store Supplement

These Terms apply to your use of all the Services, including our iOS applications (the “Application”) available via the Apple, Inc. (“Apple”) App Store, but the following additional terms also apply to the Application:

• • These Terms are an agreement between you and Creatrify only, and not with Apple
  • Apple is not responsible for the Application or the Content;
  • The Application is licensed to you on a limited, non-exclusive, non-transferrable, nonsublicensable basis, solely to be used in connection with the Services for your privacy, personal, non-commercial use, subject to all the terms and conditions of these Terms as they are applicable to the Services;
  • You will only use the Application in connection with an Apple device that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service, except that the Application may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing;
  • You and Creatrify acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application;
  • In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;
  • You acknowledge and agree that Creatrify, and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application;
  • You acknowledge and agree that, in the event of any third-party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Creatrify, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim
  • You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties;
  • In your use of the Application, you will comply with any applicable third-party terms of agreement which may affect or be affected by such use; and
  • Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.

In-App Purchases

Through our mobile applications, you may now or in the future be able to purchase certain goods, services, or features designed to enhance the performance of the Services (“In-App Purchase”). When you make an In-App Purchase, you are doing so through either the Apple iTunes service or the Google Play service and you are agreeing to their respective Terms and Conditions, available at https://www.apple.com/legal/internet-services/itunes/us/terms.html and https://play.google.com/intl/en_us/about/play-terms.html). Creatrify is not a party to any In-App Purchase.

13. Social Networking Services

You may enable or log in to the Services via various online third party services, such as social media and social networking services like Facebook or Twitter (“Social Networking Services”). By logging in or directly integrating these Social Networking Services into the Service, we make your online experiences richer and more personalized. To take advantage of this feature and capabilities, we may ask you to authenticate, register for or log into Social Networking Services on the websites of their respective providers. As part of such integration, the Social Networking Services will provide us with access to certain information that you have provided to such Social Networking Services, and you agree that we may use, store and disclose such information in accordance with our Privacy Policy. For more information about the implications of activating these Social Networking Services and Creatrify’s use, storage and disclosure of information related to you and your use of such services within Creatrify (including your friend lists and the like), please see our Privacy Policy. However, please remember that the manner in which Social Networking Services use, store and disclose your information is governed solely by the policies of such third parties, and Creatrify shall have no liability or responsibility for the privacy practices or other actions of any third party site or service that may be enabled within the Service

In addition, Creatrify is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Social Networking Services. As such Creatrify is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Social Networking Services. Creatrify enables these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation.

14. Messaging, Telephone and Electronic Communications

As part of the Services, you may receive communications through the Services, including messages that Creatrify may send you (for example, via email or SMS). When signing up for the Services, you will receive a welcome message and instructions on how to stop receiving certain messages. By signing up for the Services and providing us with your wireless number, you confirm that you want Creatrify to send you information that we think may be of interest to you, which may include Creatrify using automated dialing technology to text you at the wireless number you provided, and you agree to receive communications from Creatrify, and you represent and warrant that each person you register for the Services or for whom you provide a wireless phone number has consented to receive communications from Creatrify. You agree to indemnify and hold Creatrify harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to your breach of the foregoing

Consent to Electronic Communications

When you use the Services, or send e-mails, text messages, and other communications from your desktop or mobile device to Creatrify or other Users, you may be communicating with us electronically. You consent to receive communications from us and other Users, but only to the extent permitted by these Terms and our Privacy Policy, electronically, such as e-mails, texts, mobile push notices, or notices and messages on our Website or through the other elements of the Services, and you can retain copies of these communications for your records. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

Consent to Telephone Communications

Creatrify, including our affiliates and contractors, may contact you using autodialed or prerecorded calls and text messages, at any telephone number that you have provided us, to:

• notify you regarding your account;
• troubleshoot problems with your account;
• resolve a dispute;
• collect a debt;
• poll your opinions through surveys or questionnaires; and
• as otherwise necessary to service your account or enforce these Terms, our policies, applicable law, or any other agreement we may have with you.

We may also contact you using autodialed or prerecorded calls and text messages for marketing purposes, which you consent to by accepting these Terms and our Privacy Policy, which is incorporated by reference herein. Our Privacy Policy governs our collection, use, disclosure, retention, and protection of your personal data and information. As stated in our Privacy Policy, we may share your telephone number with our affiliates and service providers. Restrictions on the use of your personal data and information are set forth in these Terms, our Privacy Policy, and the Host Guidelines. If you believe another User or Creatrify has acted otherwise, please immediately notify us at disputes@creatrify.com or contact us as set forth in our Privacy Policy

Consent to Call Recording

We may, without further notice or warning and in our discretion, monitor or record telephone conversations you or anyone acting on your behalf have with us, or are affiliates or service providers, for quality control and training purposes, or for our own protection, and you consent to such recording.

15. Privacy Protection, Privacy Policy, Use of User Information

Privacy Policy

Please review our Privacy Policy, which also governs your use of the Services, to understand our practices. Our most current Privacy Policy may be found on our Website

Children’s Online Privacy Protection Act – No Users Under 16 Permitted

The Services are not intended for nor authorized for us by children under age 16. If you are a child under 16, please do not attempt to register for or otherwise use the Services or send us any Personal Data. The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under thirteen years of age. If we learn we have collected Personal Data from a child under 16, we will delete that information as quickly as possible. If you believe that a child under 16 may have provided us Personal Data, please contact us at disputeresolution@creatrify.com or utilizing the contact information for your jurisdiction set forth in our Privacy Policy.

Host Use of Follower Information

Hosts may not collect any information from or relating to Followers (“Follower Information”), whether via the Services, in the course of delivering or performing Events, Experiences, and Products, or otherwise, beyond what is necessary to deliver or perform the Event, Experience, or Product.

Hosts must not use any Follower Information beyond what is necessary to deliver or perform the Event, Experience, or Product

Upon the conclusion of the Event or Experience, or delivery of the Product (or otherwise upon the request of the Follower or Creatrify), Hosts must properly destroy all Follower Information and make no further use of it whatsoever except as required by law including bookkeeping and compliance requirements. Hosts must collect, use, maintain, and transmit all Follower Information in compliance with all applicable laws and our Privacy Policy.

16. Copyright, DMCA, and Intellectual Property Policy

Intellectual Property Infringement Policy

We respect others’ intellectual property rights, and we reserve the right to delete or disable Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers.

We respond to notices of alleged copyright infringement under the United States Digital Millennium Copyright Act and we respond quickly to the concerns of rights owners, including by disabling Content that is or may be infringing upon a protected intellectual property right, and we terminate repeat infringers in appropriate circumstances.

Notice of Infringement Procedure

If you believe that any of your intellectual property rights have been infringed, including, but not limited to, copyright, trademark, and patent claims, you may submit a written claim of infringement, to our Copyright Agent at:

Email Address: disputeresolution@creatrify.com
Creatrify Inc.
Attention: Copyright Agent
16192 Coastal HWY
Lewes, DE 19958
(424) 240-9919

Written claims concerning intellectual property right infringement must include the following information:

• A physical or electronic signature of the person authorized to act on behalf of the owner of the intellectual property right that you claim has been infringed upon;
• A description of the intellectual property right that you claim has been infringed upon;
• A description of where the material that you claim is infringing is located on the site;
• Your address, telephone number, and e-mail address;
• A statement by you that you have a good-faith belief that the disputed use is not authorized by the intellectual property right owner, its agent, or the law; and
• A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the intellectual property right owner or are authorized to act on the intellectual property right owner’s behalf.

Repeat Infringer Policy

It is Creatrify’s policy, in appropriate circumstances, to terminate the accounts of Users who are repeat infringers or are repeatedly charged with infringement

In determining whether termination is appropriate, Creatrify may take into account, the number of valid claims of infringement against a User, and the following considerations, among others:

• whether the infringements were obvious or blatant, as opposed to debatable or unclear, including whether the User might in good faith have believed that the posted material did not infringe;
• whether infringing matter appears to be the mainstay of the User’s postings of Content through the Services or only a few among myriad lawful postings;
• how many times the User has posted blatantly infringing matter, and over how long a period of time;
• how many valid notices of infringement that have resulted in take-downs, even if Creatrify could not easily and fairly determine the merits of the infringement claim;
• whether the User has filed counter-notices, and the outcome; and
• whether the User has some credible explanation for offering infringing goods or works, and what it may be doing to avoid a repetition of the situation.

Notwithstanding the foregoing, Creatrify is not obliged to and it is not our policy to conduct an exhaustive or costly investigation when Users are charged with infringement.

17. User Dispute Resolution Policy & Procedures

Creatrify responds to three categories of disputes by and among Users: Intellectual Property Infringement, Transaction Disputes, and Other Policy Violations.

A dispute between a Host and Follower regarding a contemplated or completed Follower-Host Transaction is a “Transaction Dispute” and shall be subject to the Transaction Dispute Resolution Policy & Procedure.

If you believe that any of your intellectual property rights have been infringed, including, but not limited to, copyright, trademark, and patent claims, you may submit a written claim of infringement to our Copyright Agent in the manner set forth in the “Notice and Procedure for Making Claims of Intellectual Property Infringement” at section 16 above

If you believe that another User has violated our Terms of Use, Privacy Policy, Follower Guidelines, Host Guidelines or the other policies regulating and guiding the conduct of Users, that do not constitute Intellectual Property Infringement or a Transaction Dispute (“Other Policy Violations”) you may report the alleged violation to us by email at disputeresolution@creatrify.com. Creatrify may, but has no obligation to take action on, nor advise you as to the status or resolution of Other Policy Violations except as required by our Privacy Policy and applicable laws

Transaction Dispute Resolution Policy & Procedure

If a dispute arises between Users regarding a Follower-Host Transaction, a Transaction Dispute, the Follower and Host must work directly together in good faith to try and resolve the Transaction Dispute. Transaction Disputes include issues such as failure to deliver Products, Events or Experiences, delivery of Products or performance of Events or Experiences that are materially different than as described in the listing, departures from Host’s policies, terms, and conditions, or similar situations where you believe you did not receive what was bargained for.

If the Transaction Dispute cannot be resolved after good faith efforts between the Follower and Host, either the Follower or Host may submit the Transaction Dispute to Creatrify for resolution. Recovery in a Transaction Dispute is limited to the return of the purchase price to the Follower or full reimbursement to the Host. While eventually Transaction Dispute resolution will be automated through the Services, in the meantime you may initiate a resolution by Creatrify of a Transaction Dispute by sending an email to disputeresolution@creatrify.com utilizing your email account associated with your Creatrify account. Include the receipt/transaction number and specific Ticket or Product at issue along with a brief description and any supporting documentation. When Creatrify receives notice of a Transaction Dispute satisfying the foregoing criteria, it will contact the other User involved and offer them a brief window to respond. If Creatrify is unable to mediate an amicable resolution on the consent of the involved Users, Creatrify shall make a decision in its sole discretion as to a resolution of the Transaction Dispute which shall be binding on the Users. Failure to abide by the decision may result in suspension or termination of a User’s continued access to the Services.

Tickets and Products purchased through the Services are paid for using a bank card and as a Follower you have the right to utilize this Transaction Dispute procedure or dispute the charge in question through your card issuer, but not both at the same time. If you choose to dispute a charge, please do not submit a Transaction Dispute. If we receive or have received a chargeback related to a Transaction Dispute, the Transaction Dispute will be cancelled or disregarded, and your remedy lies solely with the card issuer. If we have already directed a credit, it may be reversed. If we find in favor of the Host and/or do not direct issuance of a refund, the Follower may still have the ability to pursue a claim through their card issuer. If Creatrify finds repeated bad faith and unfounded use of Transaction Disputes or multiple chargebacks we reserve the right to suspend or terminate a User’s continued access to the Services.

Chargebacks

With respect to Hosts, Creatrify is responsible in the first instance for responding to and/or contesting chargebacks by Followers. If Creatrify receives a chargeback, retrieval, reversal, or similar inquiry or dispute from a card issuer we may contest or accept the challenge in our sole discretion. Notwithstanding the foregoing, in making our decision, Creatrify will take into account the value of the transaction, whether the Host was in compliance with the Terms of Use and Host Guidelines, and the costs and benefits to Creatrify and the Host, including the Host’s obligation to indemnify Creatrify, and the timeliness and completeness of the Hosts’ response to any requests from Creatrify for supporting information or documentation. Upon request, a Host must promptly (typically less than three business days) provide supporting documentation reasonably requested by Creatrify to respond to the dispute

18. Legal Disputes With Creatrify – Binding Arbitration & Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS. ANY DISPUTE OR CLAIM UNDER THESE TERMS OR WITH RESPECT TO THE SERVICES WILL BE SETTLED BY BINDING ARBITRATION OR IN SMALL CLAIMS COURT (TO THE EXTENT THE CLAIM QUALIFIES) AND WILL TAKE PLACE ON AN INDIVIDUAL BASIS ONLY; YOU AGREE THAT CLASS, CONSOLIDATED OR REPRESENTATIVE ARBITRATIONS AND CIVIL ACTIONS ARE NOT PERMITTED AND ANY RIGHTS TO BRING SUCH ACTIONS ARE WAIVED BY EACH PARTY.

Both you and Creatrify acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, Creatrify’s officers, directors, advisors, employees and independent contractors (“Personnel”) are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.

Waiver of Class or Consolidated Actions.

YOU AND CREATRIFY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER UNLESS YOU AND CREATRIFY AGREE OTHERWISE. IN ANY PROCEEDING BETWEEN US, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER USERS.

If a court decides that applicable law precludes enforcement of any of the foregoing limitations as to a particular claim or a particular request for a remedy (such as a request for injunctive relief), then that claim or that remedy request (and only that claim or that remedy request) must be severed from the arbitration and may be brought in court, subject to you or Creatrify’s right to appeal the court’s decision and on the remaining terms set forth herein. All other claims remain subject to our agreement to arbitrate.

Arbitration Agreement

ANY DISPUTE OR CLAIM UNDER THESE TERMS OR WITH RESPECT TO THE SERVICES WILL BE SETTLED BY BINDING ARBITRATION OR IN SMALL CLAIMS COURT (TO THE EXTENT THE CLAIM QUALIFIES) AND WILL TAKE PLACE ON AN INDIVIDUAL BASIS ONLY; YOU AGREE THAT CLASS, CONSOLIDATED OR REPRESENTATIVE ARBITRATIONS AND CIVIL ACTIONS ARE NOT PERMITTED AND ANY RIGHTS TO BRING SUCH ACTIONS ARE WAIVED BY EACH PARTY.

The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

1. Applicability of Arbitration Agreement

You and Creatrify agree that any dispute, claim, or controversy arising out of or relating to your use of the Services, our relationship, these Terms or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be resolved through binding arbitration or in small claims court (to the extent the claim qualifies) instead of in courts of general jurisdiction, and only on an individual basis

Binding arbitration is subject to very limited review. Only the arbitrator appointed pursuant to this agreement, and not any federal, state or local court will have the authority to resolve any dispute or claim relating to this section including, without limitation, regarding the scope, enforceability and arbitrability of these Terms. This arbitration provision will survive termination of these Terms. These Terms evidence a transaction in interstate commerce and the interpretation and enforcement of this arbitration provision is governed by the Federal Arbitration Act, notwithstanding the choice of law set forth below.

Notwithstanding this agreement to arbitrate, either party may (i) bring an action on an individual basis in small claims court (to the extent the applicable claim qualifies); or (ii) bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent or Trademark Office to protect its Intellectual Property Rights.

1. Pre-Arbitration Dispute Resolution and Notification

The parties shall use their best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration. We will contact you at the email address you have provided to us, you can contact us at the email or mailing addresses contained at the outset for these Terms. If after a good faith effort to negotiate one of us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email at least ten ten days prior to initiating the arbitration. Compliance with this provision is a pre-condition to initiating arbitration.

3. Arbitration Proceedings

The arbitration shall be before a single arbitrator and shall be administered by JAMS pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. The arbitrator shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. The arbitrator can grant any remedy that the parties could have received in court to resolve the party’s individual claim. The arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. All decisions by the arbitrator will be final and binding and judgment on the award rendered may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. Information for how to initiate a claim and the Rules are available at https://www.jamsadr.com/.

For purposes of this arbitration agreement, a “Consumer” is an individual who seeks or acquires, including by lease, any goods or services primarily for personal, family, or household purposes including, but not limited to, financial services, insurance, and other goods and services as defined in section 1761 of the California Civil Code.

If in the context of our dispute you are a Consumer, the arbitration will be conducted in accordance with JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness available at https://www.jamsadr.com/files/uploads/documents/jamsrules/jams_streamlined_arbitration_rules-2009.pdf.

The arbitrator shall resolve any dispute as to whether you are Consumer and whether or not our arbitration constitutes a consumer arbitration. For the avoidance of doubt, it is agreed that if our dispute arises from your unauthorized use of the Services or your commercial use of the Services, including as a Host, you are not a Consumer and these special provisions do not apply.

4. Location of Arbitration Proceedings

If you are a Consumer, any arbitration hearings will take place (at your option) either in the county of your residence or by phone, except that is you are a Consumer whose residence is outside of the United States, the hearing will take place either in Lewes County, Delaware or by phone or videoconference, at your option. Claims under $25,000 shall be arbitrated solely by the submission of documents.

If you are a business, for example if your use of the Services were for commercial use, then the arbitration hearings will take place in Lewes County, Delaware, unless we agree to an alternate location in the United States mutually acceptable to both parties.

5. Costs of Arbitration

The Rules, and minimum standards for consumer arbitrations if applicable, will govern payment of all filing, administration, and arbitrators costs and expenses. If the claim(s) arise from your use of Services as a Consumer, the only fee required to be paid by you is $250, which is approximately equivalent to current court filing fees and all other costs must be borne by Creatrify, including any remaining JAMS Case Management Fee and all professional fees for the arbitrator’s services. When Creatrify is the claiming party initiating an arbitration against a Consumer, Creatrify will be required to pay all costs associated with the arbitration.

The arbitrator shall award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration. However, if you are Consumer residing in California, the arbitrator may not require you to pay the fees and costs incurred by the prevailing party unless the arbitrator determines that your claim was frivolous according to Rule 11 of the Federal Rules of Civil Procedure or the claim was filed for the purpose of harassment.

6. Opt-out

If you are a Consumer, you have the right to opt-out of the provisions of this Section by sending written notice of your decision to opt-out to Creatrify Inc., Attention: Arbitration Opt-Out, 16192 Coastal HWY, Lewes, DE 19958 postmarked within thirty (30) days of first accepting these Terms. You must include (i) your name and residence address, (ii) the email address and/or telephone number associated with your account, and (iii) a clear statement that you want to opt-out of these Terms’ arbitration agreement.

Waiver of Jury Trial

YOU AND CREATRIFY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY. You and Creatrify are instead choosing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Creatrify over whether to vacate or enforce an arbitration award, YOU AND CREATRIFY WAIVE ALL RIGHTS TO A JURY TRIAL and elect instead to have the dispute be resolved by a judge, or to the extent our Arbitration Agreement is deemed not to apply.

Exclusive Venue

If you send the opt-out notice in paragraph 6 of the Arbitration Agreement above, and/or in any circumstances where the foregoing Arbitration Agreement permits either you or Creatrify to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the Arbitration Agreement will not apply to either party, and both you and Creatrify agree that any judicial proceeding will be brought in the state or federal courts located in, respectively, Lewes County, Delaware, or the federal district in which that county falls. For any actions not subject to arbitration, you and Creatrify agree to submit to the personal jurisdiction of a state or federal court located in Lewes County, Delaware.

Severability & Survival

If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then the Arbitration Agreement section will be null and void. This Dispute Resolution section and the Arbitration Agreement contained herein will survive the termination of your relationship with Creatrify.

Choice of Law

These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the State of Delaware, without regard to the conflicts of laws provisions thereof.

19. Disclaimer of Warranties, Limitation of Liability, Release and Indemnification

As used in this section the “Creatrify Parties” means Creatrify and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, managers, employees, consultants, attorneys, contractors, representatives and agents, and each of their respective successors and assigns.

Exclusions

Some jurisdictions do not allow the exclusion or disclaimer of certain warranties or the limitation or exclusion of certain types of damages, so such disclaimers and exclusions may not apply to you.

Warranty Disclaimer

Creatrify and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contractors, representatives and agents, and each of their respective successors and assigns (Creatrify and all such parties together, the “Creatrify Parties”) make no representations or warranties concerning the Services, including without limitation regarding any Events, Experiences, Products, or Content contained in, purchased, sold, or accessed through the Services, and the Creatrify Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the Services.

The Creatrify Parties make no representations or warranties regarding suggestions or recommendations of Events, Experiences, or Products offered or purchased through or in connection with the Services.

THE SERVICES AND CONTENT ARE PROVIDED BY CREATRIFY (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

Limitation of Liability

In addition, to the extent permitted by applicable law, the Creatrify Parties are not liable, and you agree not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, other intangible losses, or any special, indirect, or consequential damages) resulting directly or indirectly from:

• the Content you provide (directly or indirectly) using the Services;
• your use of or your inability to use the Services;
• your use of or your inability to use the Services;
• delays or disruptions in the Services;
• viruses or other malicious software obtained by accessing or linking to the Services;
• glitches, bugs, errors, or inaccuracies of any kind in the Services;
• damage to your hardware device from the use of the Services;
• the Content, actions, or inactions of other Users or third parties, including Tickets or Products offered or sold through the Services or as a result of participation in Events or Experiences;
• a suspension or other action taken with respect to your account or breach of these Terms;
• the duration or manner in which your Events, Experiences, and Products appear on the Services or in search results;
• your need to modify practices, content, or behavior, or your loss of or inability to do business, as a result of changes to these Terms.

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE CREATRIFY PARTIES BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, AND SERVICES RESULTING FROM ANY TICKETS OR PRODUCTS PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE-HUNDRED ($100) DOLLARS OR (II) THE AMOUNTS PAID AND/OR PAYABLE BY YOU TO CREATRIFY IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THE APPLICABLE CLAIM, (D) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, (E) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY ON THE SERVICES, OR (F) ANY MATTER BEYOND OUR REASONABLE CONTROL

Release of Creatrify Parties Regarding Disputes Among Users

If you have a dispute with one or more Users, you release the Creatrify Parties from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

Indemnification of Creatrify Parties

You agree to indemnify and hold the Creatrify Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

20. Entire Agreement; Assignment; Modifications to the Services and these Terms

Modifications to the Services

We are always trying to improve our Services, so they may change over time. We may temporarily or permanently modify, suspend or discontinue all or any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We’ll try to give you notice when we make a material change to the Services that would adversely affect you, but this isn’t always practical. We reserve the right to remove any Content, Product or Ticket listings, and/or Venue from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice. You acknowledge and agree that Creatrify will not be liable to you or any third party for taking any of the actions described in this paragraph.

All Users’ Tax Responsibilities

You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services including income, sales, and use taxes, including without limitation all applicable sales and use taxes on FollowerHost Transactions. Notwithstanding the foregoing, Creatrify may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder.

Independent Status of Relationship

You hereby acknowledge and agree that neither you nor any User, Follower, Host and their respective personnel, are employees, partners, representatives, agents, joint venturers, independent contractors, or franchisees of Creatrify, and neither you nor any of the aforementioned Users have any authority of any kind to bind Creatrify in any respect whatsoever.

No Assignment

You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Creatrify’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent, except as limited by our Privacy Policy.

Modification of these Terms

Creatrify may need to change or supplement these Terms from time to time and will alert you to changes by placing a notice on our Website, by sending you an email, and/or by some other means. Please note that if you’ve opted not to receive legal notice emails from us (or you haven’t provided us with your email address), those notices or postings will still govern your use of the Services, and you are still responsible for reading and understanding them. If you use the Services after any changes to these Terms have been posted, that means you agree to all of the changes. If you don’t agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us. If any of the terms or conditions set forth in these Terms or any amendment shall be deemed invalid, void, or for any reason unenforceable, that term or condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition

Severability

If any provision of these Terms are found to be unenforceable or invalid, generally or to a particular User, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.

No-Third Party Beneficiaries

Except as expressly set forth in the sections above regarding the Apple Application and the Arbitration Agreement, you and Creatrify agree there are no third-party beneficiaries intended under these Terms.

Entire Agreement

You and Creatrify agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Creatrify, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms.