Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the Website, 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 the Website or use any services. If these terms and conditions are considered an offer by GaggleAMP, acceptance is expressly limited to these terms. The Gaggle Manager component of the Website is available only to individuals who are at least 18 years old.
Your GaggleAMP.com Organization and Gaggle. If you create a Gaggle on the Website, you are responsible for maintaining the security of your account and the content of the messages created. You are fully responsible for all activities that occur under the account and any other actions taken in connection with the Gaggle. You must not send messages to your Gaggle in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and GaggleAMP has the right (though not the obligation) in GaggleAMP's sole discretion to change or remove any message that it considers inappropriate or unlawful, or otherwise likely to cause GaggleAMP liability. You must immediately notify GaggleAMP of any unauthorized uses of your Gaggle, your account, or any other breaches of security. GaggleAMP will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
Responsibility of Gaggle Operators. If you operate a Gaggle, send messages via a Gaggle and create an incentive (any such incentive, "Rewards") for a Gaggle, or otherwise make (or allow any third party to make) material available by means of the Website (any such material, "Content"), You are entirely responsible for the content of, cost associated with, and any harm resulting from, that Content and/or Rewards. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. 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;
if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
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;
the Content does not contain or install any viruses, worms, malware, Trojan horses, or other harmful or destructive content;
the Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
the Content is not pornographic, does not contain threats or incite violence towards individuals or entities, does not constitute harassment or illegal activity, and does not violate the privacy or publicity rights of any third party;
your Gaggle is not named in a manner that misleads your readers into thinking that you are another person or company. For example, your Gaggle's name is not the name of a person other than yourself or a company other than your own or have explicit permission granted from the named organization.
Payment, Renewal and Support.
After the free trial period ("Trial"), use of the Website is contingent upon payment of fees. By continuing to use the Website and service after the Trial, you agree to pay GaggleAMP the monthly or annual subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the first day after the Trial has ended, and will cover the use of that service for a monthly or annual subscription period as indicated. Fees are not refundable.
You will provide all equipment and services and be responsible for all telephone and other charges necessary to access the Service and the Website. You agree to comply with all laws applicable to your activities on the Website and with the terms of this Agreement. You hereby represent that you are an organization in good standing and a representative of such organization having the power and authority to enter into this Agreement and perform your obligations hereunder.
You acknowledge that from time to time the Service or the Website may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs; or (iii) causes beyond the control of GaggleAMP or which are not reasonably foreseeable by GaggleAMP.
Access to the Service is accomplished through the use of a user name and a password that will be created by you upon registration. You are solely responsible for any authorized or unauthorized access to your account by any person. You agree to bear all responsibility for the confidentiality of your password and all use or charges incurred from use of the Service with your password. You agree to notify GaggleAMP promptly of any unauthorized use of your password and you will remain liable for any use of the Service until you notify GaggleAMP of the unauthorized use of your password to the extent permitted by law.
You are responsible for and agree to pay promptly, all charges to your account, including applicable taxes and purchases by you or anyone you allow to use your account and password to access the Service. You agree and accept responsibility for keeping all your account information current, including address, payment information, telephone number, and email address. You can update your information in your Manager dashboard on the Website. You agree that you will not provide fraudulent information and that you are solely responsible for any information you provide to GaggleAMP, and accept responsibility for all activities that occur under your account or password and for restricting access to your computer(s) or phone(s). You will comply with all laws applicable to your activities on the Website and with this Agreement.
If you would like to update or correct information previously provided to us, you can update your account information on the Site.
Unless you provide GaggleAMP with a thirty day (30) notification before the end of the applicable subscription period that you want to cancel your subscription, your subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such renewal (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Notice may be given and Subscriptions can be canceled in the Subscription section of your account's dashboard.
Subscriptions include access to email support. "Email support" means the ability to make requests for technical support assistance by email at any time (with reasonable efforts by GaggleAMP to respond within one business day). All support will be provided in accordance with GaggleAMP standard support practices, procedures, and policies.
Responsibility of Website Visitors. GaggleAMP has not reviewed, and cannot review, all of the Content including messages; posted to a Gaggle, and cannot therefore be responsible for that material's content, use or effects. By operating the Website, GaggleAMP does not represent or imply that it endorses the material posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Website may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Website may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. GaggleAMP disclaims any responsibility for any harm resulting from the use by visitors of the Website, or from any downloading or sharing by those visitors of content posted.
You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party GaggleAMP or its content in any way; (ii) modify or make derivative works based upon GaggleAMP or its content; (iii) "frame" or "mirror" any of its content in any other server or wireless or Internet-based device; or (iv) reverse engineer or access GaggleAMP in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of GaggleAMP, or (c) copy any ideas, features, functions or graphics of GaggleAMP.
You agree not to access (or attempt to access) the Website by any means other than through the Website or other interface provided to you by us, unless you have been specifically allowed to do so in a separate agreement with us. You specifically agree not to access (or attempt to access) the Website through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any instructions and policies present on the Website.
Copyright Infringement and DMCA Policy.
As GaggleAMP asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by GaggleAMP.com violates your copyright, you are encouraged to notify GaggleAMP in accordance with GaggleAMP's Digital Millennium Copyright Act ("DMCA") Policy (see below). GaggleAMP will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material that are contained on the Website. GaggleAMP may terminate a visitor's access to and use of the Website at GaggleAMP's sole discretion if GaggleAMP determines that the visitor or user is or may be infringing on the copyrights or other intellectual property rights of GaggleAMP or others. In the case of such termination, GaggleAMP will have no obligation to provide a refund of any amounts previously paid to GaggleAMP.
DMCA/IP Notification Policy. To notify GaggleAMP of infringing or unlawful content, please provide GaggleAMP with the following information:
Your name, address, telephone number and e-mail address;
A description of the exact location on the Website or Gaggle of the infringing or unlawful content;
A description of the claimed infringing or unlawful content, specifying which parts you belief infringe or are unlawful and which parts you believe should be removed;
In the event that you believe that the content infringes your rights, please include a detailed statement specifying your asserted rights and why the content infringes them;
In the event that you believe that the content is unlawful, please include a detailed statement specifying why you believe that the content breaches a particular law; and
A sworn and signed statement that the information provided is accurate and that you are directly or indirectly damaged by the content.
GaggleAMP takes such notices very seriously. We will evaluate the provided notice and if appropriate, based on our sole discretion, remove the content or disable access to the content. Based on our judgment, we may notify the source of the content of your complaint and our actions in response to your complaint. We reserve the right in our sole discretion to restore such content if the source of such content provides evidence that the content should not have been removed. We encourage you to see the advice of an independent attorney before filing an intellectual property notice or responding to a notice filed by another user.
GaggleAMP may be notified of claims of intellectual property infringement by contacting our designated copyright agent, providing the above requested information to:
GaggleAMP, Inc. Attn: Copyright Agent 196 Boston Avenue, Suite 3100 Medford, MA 02155 email@example.com
Infringement and Third Party Content. Because GaggleAMP.com allows content to be posted from third parties and third party websites, there is a chance that the ability to remove any allegedly infringing content will be out of our control. While we will make a good faith effort to remove the allegedly infringing content, once content is posted from GaggleAMP to any third-party website, GaggleAMP will have no control or ability to remove such content. If you believe your copyright has been infringed by a GaggleAMP.com user posting content from a third party website or to a third party website, we strongly suggest you contact the third party or third party site directly and request the allegedly infringing material be taken down.
Intellectual Property. This Agreement does not transfer, assign or license from GaggleAMP to you any GaggleAMP or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with GaggleAMP. GaggleAMP, the GaggleAMP logo, and all other trademarks, service marks, graphics and logos used in connection with GaggleAMP or the Website are trademarks or registered trademarks of GaggleAMP or GaggleAMP's licensors. Other trademarks, service marks, graphics, and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any GaggleAMP or third-party trademarks.
Automated Use. GaggleAMP.com was designed with an opt-in convenience feature to allow an individual Gaggle Member with the ability to auto-share messages. This feature was not designed to be used as a centrally managed message automation service that removes individuals from the distribution of such messages. GaggleAMP will actively monitor Gaggle use and will be responsive to inquiries of any supported social media platform requests to investigate improper use. GaggleAMP will take immediate action addressing anyone suspected of improper use including those actions identified in sections 2 and 5 of this Agreement.
Changes. GaggleAMP 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 the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. GaggleAMP may also, in the future, offer new services and/or features through the Website (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. GaggleAMP may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. Upon such termination, GaggleAMP will terminate and not bill for any future subscription payments. If you wish to terminate this Agreement or your GaggleAMP.com account (if you have one), you may cancel your account any time via your Manager dashboard, with such termination to be effective as of the next renewal period. 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.
Disclaimer of Warranties. The Website is provided "as is". To the extent allowed by law, GaggleAMP 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 GaggleAMP nor its suppliers and licensors, makes any warranty that the Website will be error-free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.
Limitation of Liability. In no event will GaggleAMP, 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 or substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to GaggleAMP under this agreement during the one (1) month period prior to the cause of action. GaggleAMP shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
Indemnification. You agree to indemnify and hold harmless GaggleAMP, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys' fees, arising out of your use of the Website, including but not limited to your violation of this Agreement.
Miscellaneous. This Agreement constitutes the entire agreement between GaggleAMP and you concerning the subject matter hereof, and may only be modified by a written amendment signed by an authorized executive of GaggleAMP, or by the posting by GaggleAMP of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Website will be governed by the laws of the state of Delaware, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in Boston, Massachusetts. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. ("JAMS") by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Boston, Massachusetts, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys' fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties' original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; GaggleAMP may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns.