Terms of service SOCIALREFERRAL
WELCOME TO SOCIALREFERRAL
SocialReferral BV ("SocialReferral," "we," "us," "our") provides its services (described below) to you through its website located at socialreferral.com (the "Site"), subject to the following Terms of Service (as amended from time to time, the "Terms of Service"). We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time without further notice. You should periodically visit this page to review the current Terms of Service so you are aware of any revision to which you are bound. If we do this, we will post the changes to these Terms of Service on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the Service after any such changes constitutes your acceptance of the new Terms of Service. If you do not agree to abide by these or any future Terms of Service, do not use or access (or continue to use or access) the Service. It is your responsibility to regularly check the Site to determine if there have been changes to these Terms of Service and to review such changes.
ACCESS AND USE OF THE SERVICE
The Service is designed to create and share content with your social networks and analyze data from your activities (related to the shared content from SocialReferral) on social networking sites and services to measure your online social influence (your "SocialReferral Ambassadors Score").
MODIFICATIONS TO THE SERVICE AND SCORES
SocialReferral uses proprietary algorithms to analyse data available from third party services and displays a SocialReferral Ambassadors Score on our Service. We continuously work towards improving our algorithms to more accurately reflect your social influence. Accordingly, we reserve the right at any time, with or without notice to you, to (a) modify our algorithms, and (b) modify or discontinue, temporarily or permanently, the Service (or any part thereof). You acknowledge that such modifications to our algorithms may result in changes to your SocialReferral Score. You agree that SocialReferral will not be liable to you or to any third party for any modification of our algorithms or SocialReferral Ambassadors Score, or any modification, suspension or discontinuance of the Service.
SocialReferral does not analyse your non-public data unless you give us explicit permission to do so (such as when you log into the Service using Facebook or Twitter). If you are a registered user of the Service, please log in to your account before following the link in order to delete your account.
YOUR REGISTRATION OBLIGATIONS
MEMBER ACCOUNT, PASSWORD AND SECURITY
You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to: (a) immediately notify SocialReferral of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you log out from your account at the end of each session when accessing the Service. SocialReferral will not be liable for any loss or damage arising from your failure to comply with this Section.
GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that SocialReferral may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that SocialReferral Scores, data or other content will be retained by the Service and the maximum storage space that will be allotted on SocialReferral's servers on your behalf. You agree that SocialReferral has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that SocialReferral reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that SocialReferral reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
CONDITIONS OF USE
You are solely responsible for all video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials ("content") that you upload, post, publish or display (hereinafter, "transmit") or email or otherwise use via the Service. The following are examples of the kind of content and/or use that is illegal or prohibited by SocialReferraL SocialReferral reserves the right to investigate and take appropriate legal action against anyone who, in SocialReferral's sole discretion, violates this provision, including without limitation, removing the offending content from the Service, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You agree to not use the Service to:
- a. email or otherwise transmit any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) 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; (iv) poses or creates a privacy or security risk to any person; (v) 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; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libellous, invasive of another's privacy, hateful racially, ethnically or otherwise objectionable; or (vii) in the sole judgment of SocialReferral, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose SocialReferral or its users to any harm or liability of any type;
- b. interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
- c. violate any applicable local, state, national or international law, or any regulations having the force of law;
- d. impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- e. solicit personal information from anyone under the age of 18;
- f. harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
- g. advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
- h. further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
- i. obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.
INTELLECTUAL PROPERTY RIGHTS
SERVICE CONTENT, SOFTWARE AND TRADEMARKS
You acknowledge and agree that the Service may contain content ("Service Content") that is protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by SocialReferral, you agree not to modify copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith (for example, mobile applications, rewards and other widgets) is the property of SocialReferral, our affiliates and our partners (the "Software"). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by SocialReferral.
The SocialReferral name and logos are trademarks and service marks of SocialReferral (collectively the "SocialReferral Trademarks"). Other SocialReferral, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to SocialReferral. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of SocialReferral Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of SocialReferral Trademarks will inure to our exclusive benefit.
THIRD PARTY MATERIAL
Under no circumstances will SocialReferral be liable in any way for any content uploaded by third parties or at the direction of users, including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any content uploaded or emailed via the Service. You acknowledge that SocialReferral may not pre-screen content, but that SocialReferral and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, SocialReferral and its designees will have the right to remove any content that violates these Terms of Service or is deemed by SocialReferral, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
USER CONTENT TRANSMITTED THROUGH THE SERVICE
You are solely responsible for the content and other materials you upload through the Service or share with other users or recipients (collectively, "User Content"). You will not upload any content that you did not create or that you do not own all right, title and interest in and to, including, without limitation, all copyright and rights of publicity contained therein. By uploading any User Content you hereby grant and will grant SocialReferral and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of the Service or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service ("Submissions"), provided by you to SocialReferral are non-confidential and SocialReferral will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You acknowledge and agree that SocialReferral may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of SocialReferral, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
THIRD PARTY WEBSITES; REWARDS
The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet- In addition, you may be able to redeem certain rewards or Rewards ("Rewards") based on your SocialReferral Ambassadors Score. SocialReferral has no control over such sites, resources or Rewards and SocialReferral is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that SocialReferral 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 Rewards, 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, and you agree that SocialReferral is not liable for any loss or claim that you may have against any such third party.
SOCIAL MEDIA SERVICES
In addition, SocialReferral is not responsible for the accuracy, availability or reliability of any information, data, content, goods, opinions, advice or statements made available in connection with Social Media Services. As such, SocialReferral 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 Media Services. The integration or inclusion of such features does not imply an endorsement or recommendation of any particular Social Media Service.
INDEMNITY AND RELEASE
You agree to release, indemnify and hold SocialReferral and its affiliates and their officers, employees, directors and agents harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another.
DISCLAIMER OF WARRENTIES
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SOCIALREFERRAL EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON- INFRINGEMENT. SOCIALREFERRAL MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY REWARDS, PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT SOCIALREFERRAL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SOCIALREFERRAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE.
You agree that SocialReferral, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard your SocialReferral Score or any content within the Service, for any reason, including, without limitation, for lack of use or if SocialReferral believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service may be referred to appropriate law enforcement authorities. SocialReferral may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that SocialReferral may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that SocialReferral will not be liable to you or any third party for any termination of your access to the Service.
- 1. You will resolve any claim, cause of action or dispute ("claim") you have with us arising out of or relating to this Statement or SocialReferral exclusively in federal court located in The Netherlands. The laws of the Netherlands will govern this Statement, as well as any claim that might arise between you and us, without regard to conflict of law provisions. You agree to submit to the personal jurisdiction of the courts located in the Netherlands for the purpose of litigating all such claims.
- 2. If anyone brings a claim against us related to your actions, content or information on SocialReferral, you will indemnify and hold us harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim.
3. WE TRY TO KEEP SOCIALREFERRAL UP, BUG-FREE, AND SAFE, BUT YOU USE IT AT YOUR OWN RISK. WE ARE PROVIDING SOCIALREFERRAL "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT WE DO NOT GUARANTEE THAT SOCIALREFERRAL WILL BE SAFE OR SECURE. SOCIALREFERRAL IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. WE WILL NOT BE LIABLE TO YOU FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS STATEMENT OR SOCIALREFERRAL, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING OUT OF THIS STATEMENT OR SOCIALREFERRAL WILL NOT EXCEED THE GREATER OF ONE HUNDRED EURO (100 EURO). APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, SOCIALREFERRALS LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
These Terms of Service constitute the entire agreement between you and SocialReferral and govern your use of the Service, superseding any prior agreements between you and SocialReferral with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software (including without limitation Social Media Services). These Terms of Service will be governed by the laws of the Netherlands without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and SocialReferral agree to submit to the personal and exclusive jurisdiction of the courts located in Amsterdam, The Netherlands. The failure of SocialReferral to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.