(C) Changes to Site. DRUND LTD. may change or discontinue any aspect, service or feature of the Site at any time, including, but not limited to, content, hours of availability, and equipment needed for access or use.
(E) Equipment. You are responsible for obtaining and maintaining all connectivity, computer software, hardware and other equipment needed for access to and use of the Site and all charges related to the same.
Use of Our Service
The Service provides a place for people to communicate with others in their work, school, community or other group (each, a “Community”) in real time.
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, personal license to use the Service. We reserve all rights not expressly granted herein in the Service and the Company (as defined above). Unless we have agreed otherwise with respect to a Community, we may terminate this license at any time for any reason or no reason. The foregoing license is granted subject to your agreement that: (i) you will not copy, distribute, or disclose any part of the Service in any medium; (ii) you will not alter or modify any part of the Service; and (iii) you will otherwise comply with the terms and conditions of this Agreement.
A Community may be created by a person or by legal entity such as a school, business, organization or other group (a “Founder”). If You obtain access to the Service through a Founder, You acknowledge and agree that other Members may have been designated to access, control or manage any information or content that is protected by Your account. You, not the Company, are solely responsible for access to, content in or sharing and use of Your account. We are not liable for any loss or damage arising from any access to, content in, or sharing and use of Your account. If You believe there has been unauthorized access to Your account, You must notify us immediately at email@example.com.
Although we will not be liable for your losses caused by any unauthorized use of your account, you shall be liable for the losses of the Company or others due to your unauthorized use of the account of any other Member.
You may use your Account Settings to control your Member Profile. We will send you Service-related notices, including any notices required by law, through the Service, in lieu of communication by postal mail or to a separate email account. These messages may include notification of changes to features of the Service, and special offers. If you do not want to receive such email messages, you may opt out by changing the preferences in your Notifications Settings. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers. Certain corporate, school or other Communities have negotiated further modifications to the types of emails we may send you.
You agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” “offline readers,” etc., that accesses the Service in a manner that sends more request messages to the Company’s servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser. You agree not to collect or harvest any personally identifiable information, including account names, from the Service nor to use the communication systems provided by the Service for any commercial solicitation purposes. You agree not to use any portion of the Service as a destination linked from any unsolicited bulk messages or unsolicited commercial messages.
We may permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to the Service, and/or delete User Content you have posted, all without notice and liability, if we determine (in our sole discretion), you have violated any part of this Agreement, including, but not limited to, the following prohibited actions: (i) you create risk or possible legal exposure for us (ii) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; (iii) taking any action that we determine, in our sole discretion, imposes, or may impose an unreasonable or disproportionately large load on our infrastructure; (iv) uploading invalid data, viruses, worms, or other software agents through the Service; (v) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, committing fraud, hiding or attempting to hide your identity; (vi) interfering with the proper working of the Service; (vii) bypassing the measures we may use to prevent or restrict access to the Service, including, but not limited to, registering for the Service with a non-Community email address; (viii) reverse engineer, decompile, disassemble, modify or create derivative works of the Service, (ix) alter or modify any disabling mechanism which may be included in the Service, (x) assign, sublicense, rent, timeshare, loan, lease or otherwise transfer the Service, (xi) directly or indirectly permit any third party to copy the Service, (xii) remove or fail to reproduce on any permitted backup or archival copy of the Service any proprietary notices (e.g., copyright and trademark notices) from the Service, (xiii) infringing the intellectual property or other legal rights of third parties; or (xiv) engaging in abusive behavior, such as, without limitation, (a) posting a large quantity of unsolicited comments, especially in an attempt to advertise a service or link, (b) promoting third party sites, (c) creating serial accounts, or (d) posting or linking to third party sites which contain malicious software or which are intended to disrupt the device or account of another Member. Upon termination of your use of the Service for any reason, you continue to be bound by this Agreement.
We reserve the right to offer alternative and/or additional services to Founders and to certain administrative users, including Community or Group Administrators (as defined below), that may not be offered to general Users. You acknowledge that we may charge a fee for the use of any Service, provided that we notify you of any such fee before you incur it. Subject to the foregoing, you agree to pay any fees incurred by you. In the event that you have elected to receive additional Service for a fee, and you fail to pay such fee when due, then in addition to all other remedies available to the Company, We may immediately cease providing all such additional Service.
You are solely responsible for ensuring that Your use of the Service is in compliance with all applicable domestic, foreign, federal, state and local laws, rules and regulations. You shall defend, indemnify and hold the Company, its officers, directors, shareholders, affiliates, suppliers and licensors, harmless from and against any and all damages, fines, penalties, assessments, liabilities, losses, costs and expenses (including attorneys’ fees, expert fees and out-of-pocket expenses) in connection with: Your use of the Service; Your violation of this Agreement; Your violation of any third-party rights, including any intellectual property rights; any claims that the Service or any part thereof were exported or otherwise shipped or transported by You in violation of applicable laws, rules and regulations; or any claim of misuse of the Service, including but not limited to any claim that You are storing illegal files or data in Your Account.
Drund Annual Fee. The Company may, from time to time in its sole discretion, charge an annual fee for the right to use the Service (the “Annual Fee”). The Annual Fee may apply to all or any determinable class or category of Communities and/or Members, and the Annual Fee may be a flat fee, a per-User fee, or some other method of calculation determined by the Company; provided however, any Annual Fee will be published by the Company and will be uniformly applicable to all Members or participants in the applicable class or category determined by the Company.
User Content and Conduct; Community Guidelines
The following terms apply to content submitted by users, and user conduct, on the Site's Interactive Areas:
Some areas of the Service may allow Founders and/or other Members to post video, photographs, and writings, feedback, comments, questions, data, and other information (“User Content”). The User who posts User Content is solely responsible for User Content that she uploads, publishes, displays, links to or otherwise makes available (hereinafter, “post”) on the Service, and the consequences of posting or publishing it. We do not monitor or control the User Content posted via the Service and we cannot take responsibility for such User Content. Any use or reliance on any User Content or materials posted via the Service or obtained by you through the Service is at your own risk. Absent a Community Administrator, all User Content is owned by the User who posted it to the Service, although each User acknowledges and agrees that upon the introduction of a Community Administrator into that User’s Community, all related User Content will automatically become the property of the Founder of the Community or Community Administrator without any notice to Members of that Community. If a Community has a Community Administrator, all User Content is the property of the Community Administrator (including all User Content posted to a specific Group or Groups within a Community and all User Content created prior to the existence of the Community Administrator). In either case, we do not have, nor do we claim, any ownership rights in any User Content. In addition, you should note that if you are no longer a Member of a Community, your access to all User Content you uploaded may be terminated, regardless of whether the Community has a Community Administrator. Once a User is removed from a Community, the content of that User remains on the Community and is the sole property of the Founder of that Community.
We may modify or adapt your User Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your User Content as is necessary to conform and adapt that User Content to any requirements or limitations of any networks, devices, services or media.
You agree, with respect to User Content that you post, that the Company has the following rights: (i) the right to publish, re-publish and distribute any User Content (and portions thereof) an unlimited number of times on all platforms or by all means now known or hereafter available within the Community in which it was originally posted; (ii) the rights to receive, edit, process, compile, transcode, re-format all User Content for use in the Community of which the User is a part (“Process”); (iii) subject to the Company obtaining any required consent(s) by third party distributors (e.g., broadcasters), the Company shall have the right, but not the obligation, to receive any User Content from such third party source and to Process such User Content as if it had been delivered by the User; (iv) the right to archive, truncate or summarize any User Content and make available such content for subsequent searches in perpetuity; (v) the right to develop derivative works using User Content and any Other Content for publication in one or more Groups within the Community (such derivative works may include work (content) based upon one or more preexisting works, such as a translation, musical arrangement, dramatization, fictionalization, motion picture version, sound recording, art reproduction, abridgment, condensation, or any other form in which a work that may be recast, transformed, or adapted, and which shall be “Other Content” for purposes of this Agreement); (vi) the right to excerpt User Content and incorporate such excerpts into other works for publication, including, without limitation, original content produced and/or published by the Company; and (vii) the right to add in the Community into which the User Content was posted a direct link (e.g., text links, image links, deep links, links that result in framing, and in-lining links) to any website page, digital content or other material created, posted or published by User.
The Company takes no responsibility and assumes no liability for any User Content that you or any other Members or third parties post or send over the Service. You understand and agree that any loss or damage of any kind that occurs as a result of the use of any User Content that you send, upload, download, stream, post, transmit, display, or otherwise make available or access through your use of the Service, is solely your responsibility. We are not responsible for any public display or misuse of your User Content. You understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, indecent, or objectionable, and you agree that we shall not be liable for any damages you allege to incur as a result of such User Content. Under no circumstances will the Company be liable in any way for any User Content, including, but not limited to, any errors or omissions in any User Content, or any loss or damage of any kind incurred as a result of the use of any User Content posted, emailed, transmitted or otherwise made available via the Service or broadcast elsewhere.
You are solely responsible for your interactions with other Members. We reserve the right, but have no obligation, to resolve disputes between You and other Members in our sole discretion (which resolution may include modifying or deleting your User Content without your consent, and/or terminating or suspending your participation in one or more Groups or Communities and/or terminating or suspending your Member account.
For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
(B) Community Guidelines. By submitting any User Content or participating in an Interactive Area within or in connection with the Site, you agree to abide by the following rules of conduct:
- You agree not to upload, post or otherwise transmit any User Content that:
- violates or infringes in any way upon the rights of others, including any statements which may defame, harass, stalk or threaten others.
- you know to be false, misleading or inaccurate.
- contains blatant expressions of bigotry, racism, racially or ethnically offensive content, hate speech, abusiveness, vulgarity or profanity.
- contains or advocates pornography or sexually explicit content, pedophilia, incest, bestiality, or that is otherwise obscene or lewd.
- violates any law or advocates or provides instruction on dangerous, illegal, or predatory acts, or discusses illegal activities with the intent to commit them.
- advocates violent behavior.
- poses a reasonable threat to personal or public safety.
- contains violent images of killing or physical abuse that appear to have been captured solely, or principally, for exploitive, prurient, or gratuitous purposes.
- is protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express permission of the owner of such copyright, trademark, trade secret, right of publicity or other proprietary right. The burden of determining that any User Content is not protected by copyright, trademark, trade secret, right of publicity or other proprietary right rests with you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, trade secrets, rights of publicity or other proprietary rights or any other harm resulting from such a submission. Any person determined by DRUND LTD., in its sole discretion, to have violated the intellectual property or other rights of others shall be barred from submitting or posting any further material on the Site.
- does not generally pertain to the designated topic or theme of any Interactive Area.
- contains any unsolicited or unauthorized advertising or promotional materials with respect to products or services, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.
- You agree not to engage in activity that would constitute a criminal offense or give rise to a civil liability.
- You agree that if necessary, you have the consent of each and every identifiable natural person in any submission to use such persons name or likeness in the manner contemplated by the Site.
- You agree that any person who appears in your submission who is a current member of the Screen Actors Guild (SAG), the American Federation of Television and Radio Actors (AFTRA) or any other rights society is not entitled to compensation by DRUND LTD..
- You agree not to impersonate any person or entity, including, but not limited to, DRUND LTD. or any DRUND LTD. employee, or falsely state or otherwise misrepresent your affiliation with any person or entity.
- You agree not to represent or suggest, directly or indirectly, DRUND LTD.'s endorsement of User Content.
- You agree not to interfere with any other user's right to privacy, including by harvesting or collecting personally-identifiable information about the Site users or posting private information about a third party.
- You agree not to upload, post or otherwise transmit any User Content, software or other materials which contain a virus or other harmful or disruptive component.
- You agree not to interfere with or disrupt the Site or the servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site.
- You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purpose, any portion of the Site, use the Site, or access to the Site.
- You agree not to use any service, technology or automated system to artificially inflate the page views that your User Content receives. This includes pay-per-click services, web "robots" and any other current or future technologies. You also agree not to direct any third party to use these services, technologies or automated systems on your behalf.
- You agree not to use any technology, service or automated system to post more User Content than an individual could upload in a given period of time. You also agree not to direct any third party to use these services, technologies or automated systems on your behalf.
Any conduct that in DRUND LTD.'s sole discretion restricts or inhibits anyone else from using or enjoying the Site will not be permitted. DRUND LTD. reserves the right in its sole discretion to remove or edit User Content by you and to terminate Your Account for any reason.
DRUND LTD. does not vouch for the accuracy or credibility of any User Content, and does not take any responsibility or assume any liability for any actions you may take as a result of reading User Content posted on the Site. Through your use of Interactive Areas, you may be exposed to content that you may find offensive, objectionable, harmful, inaccurate or deceptive. There may also be risks of dealing with underage persons, people acting under false pretense, international trade issues and foreign nationals. By using Interactive Areas, you assume all associated risks.
The decision by DRUND LTD. to monitor and/or modify User Content does not constitute nor shall it be deemed to constitute any responsibility or liability in any manner on the part of DRUND LTD. in connection with or arising from use by you of Interactive Areas on the Site.
(D) Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, personal license to use the Service. We reserve all rights not expressly granted herein in the Service and the Company (as defined above). Unless we have agreed otherwise with respect to a Community, we may terminate this license at any time for any reason or no reason. The foregoing license is granted subject to your agreement that: (i) you will not copy, distribute, or disclose any part of the Service in any medium; (ii) you will not alter or modify any part of the Service; and (iii) you will otherwise comply with the terms and conditions of this Agreement.
(E) Moral Rights. If it is determined that you retain moral rights (including rights of attribution or integrity) in the User Content, you hereby declare that (a) you do not require that any personally identifying information be used in connection with the User Content, or any derivative works of or upgrades or updates thereto; (b) you have no objection to the publication, use, modification, deletion and exploitation of the User Content by DRUND LTD. or its licensees, successors and assigns; (c) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the User Content; and (d) you forever release DRUND LTD., and its licensees, successors and assigns, from any claims that you could otherwise assert against DRUND LTD. by virtue of any such moral rights. You also permit any other user to access, view, store or reproduce the User Content for that user's personal use.
Initially, the person setting up a Community (the “Founder”) is designated the Community Administrator. Each Community may have one or more individuals who are responsible for overseeing such Community (the “Community Administrator”). Communities may exist on the Service without a Community Administrator; in such case Members are responsible for conducting themselves in accordance with this Agreement. Certain Groups within a Community may also have a Group Administrator (defined below) with certain authority that is less than that of a Community Administrator.
From time to time, Members may be asked to confirm their account on the Community via an email message containing a hyperlink to the User’s Community email address. If such account is not reconfirmed, the account is removed. Once a User is removed from a Community, the content of that User remains on the Community and is the sole property of the Community Administrator.
Members must follow their particular Community Administrator’s policies, guidelines, and procedures concerning the Content they post to the Service. Members may delete their own User Content from the Community, so long as they are a Member of that Community. Community Administrators may delete the User Content of one or more Members in their Community.
The Founder, Community Administrator and/or individual Members may form a group to segment the audience for certain User Content (“Group”). Each Group may have one or more administrators (the “Group Administrator”), who may also be a Community Administrator. A Group may be designated as open to any User in a Community (a “Public Group”) or a Group may be limited to certain Members in a Community with membership subject to the approval of the Group Administrator (a “Private Group”). A Group Administrator may add or remove Members to that particular Group. Though Members may establish a Private Group, User Content posted within a Private Group on a Community is owned by that Community Administrator. The Founder, Community Administrator and/or Group Administrator may set criteria or conditions for participation in Private Groups, including payment of a one-time or periodic subscription or membership fee.
If a Founder, Community or Group Administrator wishes to institute a subscription or membership fee, they must contact the Company (firstname.lastname@example.org) to enable the subscription fee capability.
Community and Group Administrators have the right, but have no obligation, to resolve disputes between participants in the Groups or Communities they are responsible for in their sole discretion (which resolution may include modifying or deleting User Content without consent, and/or terminating or suspending participation by one or more Members in the Groups or Communities.
Subscription Group Revenue Sharing
Founders, Community Administrators or Group Administrators (“Clients”) who enter into Client Service Agreements with the Company may elect, in their sole discretion, to charge Members for the right to become a Member of a Community or Group within a Community (all such groups or communities are hereinafter referred to as “Subscription Groups”). The Client Service Agreement may be requested at support.drund.com.
The Service is designed to be platform agnostic, and may be accessed through mobile devices including mobile telephones and tablets. There is no additional charge by the Company to access the Service using a mobile telephone device. Standard data, text messaging rates and other charges from a User’s mobile carrier may apply.
By registering your mobile device, you warrant that you are the legal owner of the mobile device which you registered to receive mobile alerts messages and that you are authorized to incur any charges that may result from receiving mobile alert messages.
The Company does not warrant that the access to the Service using a mobile device will be uninterrupted or error free. We shall not be liable for any delay in performing or failure to perform any obligation hereunder by circumstances beyond our reasonable control including (without limitation) any technical problems such as (for example) defects, congestion or failures of capacity or otherwise in the public data or telephone or mobile carrier community or caused by atmospheric interference, your mobile device being turned off for an extended period of time so that messages are not retained, or your being unable to obtain mobile community coverage.
Branded Mobile Application
The Company may, from time to time permit certain institutional Founders the opportunity to have the Service accessed on mobile devices using a branded application (that is, Members in the Founders’ Community will be able to download an application for their mobile device which is branded to the Community Founder, and through which they will be able to access the Community(ies) of the Founder).
The Company will notify an institutional Community Founder if it is eligible to subscribe to the Branded Application Service, including the cost and requirements. Generally, the requirements will include: (i) payment of an subscription fee and/or other charges to the Company, and (ii) submission of such information as may be required by the Company, including the logo and/or other intellectual property of the Founder (the “Founder IP”). Upon receipt, the Company will create Android and iOS (mobile phone and iPad) applications (the “Founder Branded Applications”) and upload them to the Google Play Store and the Apple Store. Members in the Founder Communities will then be able to download the Founder Branded Applications for their mobile device and access the Founder’s Community in the Service. In addition, certain aspects of the appearance of the Service will be “customized” to incorporate elements of the Founder IP.
The Company shall determine the eligibility for Branded Application Service, the fees and information required to be provided from time to time, in its sole discretion. The Company may discontinue the availability of the Branded Application Service at any time, in its sole discretion. If the Founder or the Company elects to discontinue its Branded Application Service, all User Content will continue to be available on the Service by accessing through the Drund site.
The Company will provide hosting services for the Branded Applications. In connection with providing such hosting services, the Company shall use best efforts to provide a delivery of 99.8% monthly availability of the Branded Application Service. This will not include planned outages or outages directly attributable to the Company’s hosting and storage providers.
Client agrees to pay in advance for the Branded Application Service unless otherwise set forth in an offering of Branded Application Service, which offering will include the specific products and services to be provided by the Company and the cost therefor (the “Client Service Agreement”). All fees payable in connection with the Branded Application Service shall be determined by the Company in its sole discretion, and are non-cancelable, nonrefundable, and are exclusive of all taxes, levies, or duties imposed by any governmental authority. Client shall be responsible for payment of all such taxes, levies, or duties, even if such amounts are not listed in the Client Service Agreement. Client will provide the Company with valid and updated credit card or other approved payment method and complete and accurate billing and contact information. If Client provides credit card information to the Company, Client authorizes the Company to bill such credit card (a) at the time that Client orders any products or services, for all products and services set forth in the Client Service Agreement, and (b) at the time of any renewal, for the amount charged for any renewal Subscription Term(s) as set forth herein. If the Company, in its discretion, permits Client to make payment using a method other than a credit card, the Company will invoice Client at the time of the initial Client Service Agreement and approximately one month in advance of the start of any renewal or subsequent billing period. All amounts invoiced hereunder are due and payable immediately upon Client’s receipt of any such invoice. Client agrees to reimburse the Company for any costs of collection incurred with respect to collecting late payments, including the costs of reasonable attorneys’ fees. Late payments shall accrue interest at the rate of 1% per month commencing with the due date.
The term of the Branded Application Service set forth in the Client Service Agreement shall commence upon the Effective Date set forth in the Client Service Agreement and shall continue for the period of time set forth in such Client Service Agreement(the "Subscription Term"). Except as otherwise provided in the Client Service Agreement, the Branded Application Service may be renewed under the Company’s then-current applicable policies and terms, subject to the Company’s acceptance and Clients’ payment of fees for such Branded Application Service.
Client may cancel the Branded Application Service in writing by mail or email at any time prior to the renewal date. Client understands that under no circumstances will any refund be provided for services paid for in advance. In such case where the Branded Application Service has been paid for yearly in advance, the Branded Application Service will expire at the end of the paid-for term. If the Branded Application Service is a monthly billing arrangement, service will expire at the end of the month in which the Company is notified in writing of the request to cancel. No refunds whatsoever are provided for any other charges or fees described in the Client Service Agreement.
The Company may compile statistical and performance information related to the provision of the Branded Application Service, and may make such information publicly available. Client hereby agrees to permit the Company to make such information publicly available. The Company retains all Intellectual Property rights in such information.
The Company may compile statistical and performance information related to the provision of the Branded Application Service, and may make such information publicly available. Client hereby agrees to permit the Company to make such information publicly available. The Company retains all intellectual property rights in such information.
In addition to any other indemnification obligations that Founders may have, Founders electing to use the Branded Application Service agree to defend, indemnify and hold the Company and its subsidiaries, agents, managers, employees, contractors, agents, officers and directors harmless from and against any and all claims, demands, damages, obligations, losses, liabilities, costs and expenses (including, but not limited to legal fees, court costs, and professional fees) arising out of use of the Founder IP, including but not limited to any allegation that use of the Founder IP by the Company to create the Founder Branded Applications, violates or infringes upon the rights of any other person, violates any applicable federal, state or local law, rule or regulation, or any contract or agreement to which the Founder is a party.
Drund Streaming Service
The Company has developed a feature allowing Users to live stream, store and share video (the “Streaming Service”). The Streaming Service is not available to all Users.
If this feature is enabled within your Community, You are responsible for your use of the Streaming Service, for any User Content you post to the Service, and for any consequences thereof. The User Content you submit, post, or display will be able to be viewed by other users and re-published through third party services and websites. You should only provide User Content you are comfortable sharing with others under these Terms.
The Streaming Service may change from time to time without prior notice to you. In addition, we may stop (permanently or temporarily) providing the Streaming Service (or any features within Streaming Service) to you or to users generally and may not be able to provide you with prior notice. We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.
Restrictions on User Content and Use of Streaming Service
- pornographic or overtly sexual User Content is not permitted
- posting of explicitly graphic User Content or media is not permitted. Explicit graphic User Content includes, but is not limited to, depictions of child abuse, animal abuse, or bodily harm.
- posting of User Content that is intended to incite violent, illegal or dangerous activities is not permitted. This includes User Content that is intended to incite violence, or includes a direct and specific threat of violence to others
- posting of User Content that is intended, or has the effect of abusing or harassing another person or is the private, proprietary or confidential information of another person is not permitted.
- posting of User Content which has the effect of impersonating another person, or is misleading or deceptive as to the identity of the person posting the User Content, is not permitted. Parody, commentary, or fan accounts are permitted so long as they are clearly labeled.
- spamming is not permitted
We reserve the right to allow sensitive User Content when it is artistic, educational, scientific or newsworthy. We may consider the context and nature of the information posted, local privacy laws, and other case-specific facts when determining if this policy has been violated.
Some examples of private information that should NOT be posted using the Streaming Service include:
- Social security or driver’s license, or other similar identification numbers
- Credit card information
- Addresses or locations that are considered and treated private
- Non-public, personal phone numbers and emails
- Intimate videos or photos taken or distributed without the subject's consent
- Videos or images that are considered and treated as private under applicable laws
Some examples of abuse and spam that should not be broadcast using the Streaming Service include:
- purchasing or selling products
- posting for the purpose of directing users to an external site or service, or posting deliberately misleading broadcast titles, especially with the intent to redirect the viewer to an external site or service
- paying to have a broadcast ‘shared’
- Using serial accounts to auto ‘share’ broadcasts
These terms and conditions govern the Company’s Loyalty Program (the “Program”). The Program allows you to get points every time you perform a qualifying action using the Service. You can use these points to obtain rewards.
All registered users of the Service are eligible to participate in the Program, if the Community Administrator of the Communit(ies) of which they are members have elected to participate in the Program. If you are uncertain about whether your Community participates in the Program, please contact your Community Administrator or support@Drund.com.
Employees of Drund and its affiliates and partners, and each of their immediate family members and individuals living in the same households of each of these individuals, are eligible to participate in the Program, but these individuals may not participate in any sweepstakes or instant wins offered through the Program. We reserve the right to determine whether any particular user is eligible to participate in the Program.
Enrolling In The Program
If your Community Administrator has elected to participate in the Program, you are automatically enrolled.
Other than the third party processing fees that may be applicable to redeeming certain Rewards or otherwise disclosed to you, there are no fees to enroll or participate in the Program, though we reserve the right to charge fees in the future for participation in the Program. The foregoing does not limit the right of a Community or Group Administrator to charge subscription or other fees to be a member of their Group or Community.
After enrolling, you can start getting points by completing actions that allow you to qualify for points, as we indicate from time to time. These actions may include:
- Doing a “check-in” while viewing qualifying media. “Qualifying media” includes, without limitation, video, picture, text or graphics in the Service for which check-ins are available.
- Referring new users to Drund or to particular Groups or Communities
- Completing certain actions in your Group, Community, or the Service
- Completing other actions that we may make available from time to time, such as completing surveys, watching a game or other actions.
- Redeeming a reward
We may also place limits on points from time to time in our sole and absolute discretion. For example, we may place limits on points you may accumulate in a day, or we may place limits on the number of times you may accumulate points for performing the same action or engagement.
We reserve the right to determine, in our sole discretion, whether a particular action qualifies for points. We also reserve the right to offer different users of the Service different quantities of points for the same qualifying action. We also offer certain point-earning opportunities, offers or rewards to certain users without offering them to all users. For example, we may offer certain users particular rewards based on their viewing history, their location or the rewards they have chosen in the past.
Points that are validly obtained will generally post to your Member Account within several hours of a qualifying action, but in some cases it may take longer. You can view the points balance in your account and your redemption activity by signing in to your Member Account.
Points obtained or accumulated are and will at all times remain our property. Points have no cash or other value, except to obtain rewards. You may not sell, purchase (except from Us) or transfer points or your Member Account. Points will automatically be forfeited in Member Accounts that are terminated or cancelled.
Redemption and Expiration of Points
When you place a redemption order, your Member Account will be reduced by the number of points used to acquire the reward. If your reward order is cancelled due to an issue with redeeming the reward (such as the reward becoming unavailable), we will reinstate your points and notify you of the cancelled order.
We may also reduce your point total in certain circumstances based on your actions. For instance, we may reduce your point balance if you call our customer service line in excess of a certain number of times.
All unredeemed points will expire if your Member Account is dormant for twelve (12) consecutive months, that is, that no qualifying action has been taken. Additionally, points need to be redeemed within twelve (12) months from when they were obtained or they may be forfeited. We reserve the right to issue certain points that will have an earlier or shorter expiration date. The points balance in your Member Account will be forfeited if your Member Account is terminated for any reason. We may also remove points from your account to correct errors. You may not be provided with notice of expiration, forfeiture or removal of points. You are not entitled to compensation from us or from any other entity, when the points in your Member Account expire, if they are removed from your account, if your account is terminated, or if they are forfeited for any reason.
We may establish membership tiers. We may, for example, establish membership tiers based on the total annual point balance in your Member Account during a calendar year. Different membership tiers may, for example, give members the opportunity to obtain additional points, obtain exclusive content and obtain exclusive features.
We need the flexibility to change our program to provide the best experience for our users. Accordingly, if we establish membership tiers, we reserve the right to change the membership tiers, the number of points required to obtain membership tiers, or terminate the membership tiers at any time, in our sole discretion. In addition, we may determine the benefits to which a particular membership tier may be entitled, and may change those benefits, in our sole discretion.
You may redeem your points for merchandise, gift cards, sweepstakes entries, instant win plays, offers or other rewards as determined by the sponsoring Community or Group Administrator from time to time in their sole discretion, or as may be listed on our Rewards Page, while supplies last. To redeem points in your Member Account for a reward offered by the Company, or your Community , visit the Rewards Page at any time. The Rewards Page contains the current list and description of available rewards from the Company, or your Community, as well as the number of points necessary to obtain each reward. Rewards earned in a particular Community may not be redeemable for rewards offered by any other Community or the Company, or may not have the same value as points earned elsewhere (more points may be required to redeem a particular reward that is listed on the Rewards Page).
Your community Administrator has the right to change the Rewards Page without notice, and we do not guarantee the availability of any particular reward. Your administrator also has the right to change the number of points required to redeem a particular reward. We may also require that you provide us additional information (such as your name, address, mobile telephone number or other information) in order to redeem a reward, and your receipt of the reward is contingent upon your providing us with the information we request. In order to redeem, we may also require that you takes steps to verify your account, such as by sending you a text message to which you must respond, or otherwise.
A particular reward may be subject to specific terms and conditions, such as the expiration date of the Reward, the purchase or other requirements to use or deliver the Reward, any return policy requirements and any warranties for the reward, or any other limitations or restrictions on obtaining, retaining or using the reward. Neither we nor the merchant providing the reward will be liable if a reward expires prior to redemption for the reward or its use. You and the merchant providing the reward are responsible for compliance with all laws related to redeeming and receiving the reward, including the payment and collection of any applicable federal, state, or local taxes. In addition, in order to redeem a particular reward, you may have to accept a particular merchant’s terms and conditions.
In accordance with US tax law, the Company may be required to send you and file with the IRS a form 1099 MISC (Miscellaneous Income) for the year in which rewards are issued to you. The valuation of rewards and point redemptions for tax reporting purposes will be at the Company’s sole discretion. You will be responsible for any personal tax liability arising out of redemption of points.
We may deliver rewards to you electronically (i.e., through the email address associated with your account) or by mail. The delivery time may vary. Rewards will not be shipped to any address outside of the United States.
Any redemption of a reward is final. All non-merchandise rewards (such as gift cards and certificates) cannot be returned. Merchandise rewards may not be exchanged or refunded once a merchant has delivered the reward, unless it is defective or has been damaged in transit. Merchants, and not the Company, are ultimately responsible for replacing any defective or damaged rewards. Refunds, exchanges and other issues relating to the reward are governed by the merchant’s terms and conditions applicable to the purchase. Redeemed rewards are not refundable, exchangeable, or transferable for cash, credit, other rewards or points. Neither we nor our participating merchants are responsible for replacing lost, stolen, or mutilated rewards, including retail or travel certificates, gift certificates, gift cards, or merchandise. You may not redeem points for rewards if your account has been suspended or terminated for any reason. We reserve the right to offer rewards through or transfer rewards to other promotional incentive programs offered by Drund and its affiliates or partners.
We may communicate with you regarding any matter related to the Program by email or by other electronic communications, including private messages using the Service. All electronic communications to you sent from us, or on our behalf, will be deemed to be communications “in writing” and will be deemed delivered to you no later than the earlier of the date actually received or five (5) days from the date of posting or dissemination. You agree that by participating in the Program we may use your mobile device to contact you about your account and to provide promotional and other offers. You are responsible for any charges assessed by your mobile carrier for communications made by us to your mobile device or other device.
Error Prevention And Other Adjustments
Termination Of Your Program Account
You may cancel your account at any time by notifying Customer Service at support@Drund.com. Cancellation of your account will be effective not later than thirty (30) days after you submit your request, during which period you may still obtain points and redeem rewards.
When an account is cancelled or terminated for any reason, any and all point balances, redeemed rewards, or other benefits associated with the account, will be forfeited or cancelled effective as of the date of such termination.
Our Proprietary Rights
Except for your User Content and any Founder IP, the Service and its materials, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos and music (the “Company IP”), and all intellectual property rights related thereto, are the exclusive property of the Company and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service. Use of the Company IP or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.
You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas”). By submitting any Ideas, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place the Company under any fiduciary or other obligation, that we are free to disclose the Ideas on a non-confidential basis to anyone or otherwise use the Ideas without any additional compensation to you. You acknowledge that, by acceptance of your submission, the Company does not waive any rights to use similar or related ideas previously known to the Company, or developed by its employees, or obtained from sources other than you.
Nothing in this Agreement conveys or creates any rights by and between you and us with respect to any intellectual property rights of the other, whether such intellectual property existed prior to your initial use of the Service or was created thereafter. Any improvements, changes and developments in the form, delivery and operation of the Service, or any Community or Group shall be solely and exclusively the property of the Company, regardless of whether such improvement was suggested or developed by you.
The Service may from time to time include features allowing Members to make and/or receive payments from or to the Founder, Community Administrator and/or third-parties through the Service and/or to purchase goods or services from the Founder, Community Administrator, other Community Members or third-parties (collectively, the “e-Commerce Features”). The Company will receive revenue from all payments made through the Service in connection with e-Commerce Features based on its agreement with its third-party processing partner.
In addition, the terms and conditions of use of the third-party processing partner will apply to all transactions involving the e-Commerce Features. Those terms and conditions are found at https://stripe.com/us/terms and https://stripe.com/global.
The Site contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Site are copyrighted as a collective work under the United States copyright laws. DRUND LTD. owns copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. You may download copyrighted material for your personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of DRUND LTD. and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. You acknowledge that you do not acquire any ownership rights by downloading copyrighted material.
Third Party Content.
DRUND LTD. is a distributor (and not a publisher or creator) of content supplied by third parties and users. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers or users of the Site, are those of the respective author(s) or distributor(s) and not of DRUND LTD.. Neither DRUND LTD. nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose. (Refer to Section 6 below for the complete provisions governing limitation of liabilities and disclaimers of warranty.)
In many instances, the content available through the Site represents the opinions and judgments of the respective user or information provider not under contract with DRUND LTD.. DRUND LTD. neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on the Site by any third party. Under no circumstances will DRUND LTD. be responsible or liable, directly or indirectly, for any loss or damage caused by your use or reliance on information obtained through the Site. DRUND LTD. is not responsible for any actions or inaction on your part based on the information that is presented on the Site. It is your responsibility to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through the Site. Please seek the advice of professionals, as appropriate, regarding the evaluation of any specific information, opinion, advice or other content.
Advertisements and Promotions.
DRUND LTD. may run advertisements and promotions from third parties on the Site. Your business dealings or correspondence with, or participation in promotions of, advertisers other than DRUND LTD., and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. DRUND LTD. is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third-party advertisers on the Site.
Disclaimer of Warranty; Limitation of Liability and Time Limitation for Claims.
(A) YOU EXPRESSLY AGREE THAT USE OF THE SITE IS AT YOUR SOLE RISK. NEITHER DRUND LTD., ITS PRESENT OR FUTURE PARENT(S), SUBSIDIARIES, OR RELATED ENTITIES (COLLECTIVELY, "DRUND."), NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE, OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH THE SITE.
(C) THE SITE MAY OFFER HEALTH, FITNESS, NUTRITIONAL AND OTHER SUCH INFORMATION, BUT SUCH INFORMATION IS DESIGNED FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY. THE INFORMATION CONTAINED ON THE SITE DOES NOT AND IS NOT INTENDED TO CONVEY MEDICAL ADVICE AND DOES NOT CONSTITUTE THE PRACTICE OF MEDICINE. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. DRUND LTD. IS NOT RESPONSIBLE FOR ANY ACTIONS OR INACTION ON A USER'S PART BASED ON THE INFORMATION THAT IS PRESENTED IN THE SITE.
(D) TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, IN NO EVENT SHALL DRUND LTD., BE LIABLE TO YOU FOR ANY PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER AND/OR DEVICE OR TECHNOLOGY FAILURE OR MALFUNCTION OR FOR ANY FORM OF DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES BASED ON ANY CAUSES OF ACTION ARISING OUT OF USE OF THE SITE OR ANY ALLEGED FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, OR DELAY IN SERVICE, OPERATION, OR TRANSMISSION OF THE SITES, OR ANY ALLEGED COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OF PROPERTY, AND/OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF OR POSTING OF ANY RECORD, CONTENT, OR TECHNOLOGY, PERTAINING TO OR ON THE SITES. YOU AGREE THAT THIS LIMITATION OF LIABILITY APPLIES WHETHER SUCH ALLEGATIONS ARE FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR FALL UNDER ANY OTHER CAUSE OF ACTION, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF DRUND LTD. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU ALSO SPECIFICALLY ACKNOWLEDGE THAT DRUND LTD. IS NOT LIABLE FOR ANY ACTUAL OR ALLEGED DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF OTHER USERS OF THE SITES OR ANY OTHER THIRD PARTIES.
IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. THIS LIMITATION OF LIABILITY PROVISION APPLIES TO NEW JERSEY RESIDENTS.
(E) DRUND LTD. DISCLAIMS ANY AND ALL LIABILITY OF ANY KIND FOR ANY UNAUTHORIZED ACCESS TO OR USE OF YOUR PERSONALLY IDENTIFIABLE INFORMATION. BY ACCESSING THE SITE, YOU ACKNOWLEDGE AND AGREE TO DRUND LTD.'S DISCLAIMER OF ANY SUCH LIABILITY. IF YOU DO NOT AGREE, YOU SHOULD NOT ACCESS OR USE THE SITE.
You agree to defend, indemnify and hold harmless DRUND LTD., its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys' fees, arising out of the use of the Site by you or your Account. DRUND LTD. reserves the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this Section. In such event, you shall provide DRUND LTD. with such cooperation as is reasonably requested by DRUND LTD..
DRUND LTD., its parent, subsidiaries and affiliates, own all rights to their logos and trademarks used in connection with the Site. All other logos and trademarks appearing on the Site are the property of their respective owners.
Governing Law and Venue.
The content, data, video, and all other material and features on the Site are presented for the purpose of providing entertainment, news and/or information and/or promoting programs, films, music, games, and other products and/or services that are or may become available in the United States, its territories, possessions, and protectorates.
Any and all disputes, claims and controversies arising out of or in connection with your access to, and/or use of the Sites, and/or the provision of content, services, and/or technology on or through the Sites shall be governed by and construed exclusively in accordance with the laws and decisions of the State of Ohio applicable to contracts made, entered into and performed entirely therein, without giving effect to its conflict of laws provisions, except to the extent that law is inconsistent with or preempted by federal law. To the extent that a dispute is not subject to arbitration under Section 12 (Dispute Resolution) of this Agreement, that action shall be brought in the appropriate state or federal court located in Cleveland, Ohio ; and we both irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in Cuyahoga County, Ohio for the adjudication of all non-arbitral claims.
Except as specified in Section 12 (Dispute Resolution), if any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable for this Agreement and shall not affect the validity and enforceability of any remaining provisions. This is the entire agreement between the parties relating to the matters contained herein.
Our customer-service department can resolve most customer concerns quickly and to the customer's satisfaction. Please contact DRUND LTD. at email@example.com. In the unlikely event that you're not satisfied with customer service's solution (or if DRUND LTD. has not been able to resolve a dispute it has with you after attempting to do so informally), we each agree to resolve those disputes through binding arbitration or small claims court instead of in courts of general jurisdiction.
Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Unless expressly limited by this Dispute Resolution provision, arbitrators can award the same damages and relief that a court can award. Any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted. For any non-frivolous claim that does not exceed $75,000, we will pay all costs of the arbitration. Moreover, in arbitration you are entitled to recover attorneys' fees from us to at least the same extent as you would be in court.
In addition, under certain circumstances (as explained below), we will pay you more than the amount of the arbitrator's award and will pay your attorney (if any) twice his or her reasonable attorneys' fees if the arbitrator awards you an amount that is greater than what we have offered you to settle the dispute.
Claims Subject to Arbitration: DRUND LTD. and you agree to arbitrate all disputes and claims between us, except for claims arising from bodily injury or that pertain to enforcing, protecting, or the validity of your or our intellectual property rights (or the intellectual property rights of any of our licensors, affiliates and partners). This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to:
- claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, fraud, misrepresentation or any other statutory or common-law legal theory;
- claims that arose before this or any prior Agreement (including, but not limited to, claims relating to advertising);
- claims for mental or emotional distress or injury not arising out of physical bodily injury;
- claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and
- claims that may arise after the termination of this Agreement.
References to "DRUND LTD.," "you," and "us" include our respective subsidiaries, affiliates, agents, employees, licensees, licensors, and providers of content as of the time your or our claim arises; our respective predecessors in interest, successors, and assigns (including AT&T and its affiliates); and all authorized or unauthorized users or beneficiaries of Services under this or prior Agreements between us. Notwithstanding the foregoing, either party may bring an action in small claims court seeking only individualized relief, so long as the action remains in that court and is not removed or appealed to a court of general jurisdiction. This arbitration agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Agreement, you and we are each waiving the right to a trial by jury or to participate in a class action. This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision shall survive termination of this Agreement.
(2) Pre-Arbitration Notice of Disputes: A party who intends to seek arbitration must first send to the other a written Notice of Dispute ("Notice"). The Notice to DRUND LTD. should be sent by certified mail to: General Counsel, (45 Boardman Canfield Rd. Suite 8 Boardman, Ohio 44512("Notice Address"). The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand").
If we and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or we may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by us or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or us is entitled. You may download a form to initiate arbitration at: adr.org/sites/default/files/Consumer_Demand_for_Arbitration_Form_1.pdf.
(3) Arbitration Procedure: The arbitration will be governed by the Consumer Arbitration Rules ("AAA Rules") of the American Arbitration Association ("AAA"), as modified by this arbitration provision, and will be administered by the AAA. (If the AAA is unavailable, another arbitration provider shall be selected by the parties or by the court.) The AAA Rules are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by requesting them in writing at the Notice Address. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of the arbitration provision or whether a dispute can or must be brought in arbitration are for the court to decide. The arbitrator may consider but shall not be bound by rulings in other arbitrations involving different customers. Unless we and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your billing address. If your claim is for $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. Except as provided in subsection (6) below, the arbitrator can award the same damages and individualized relief that a court can award under applicable law.
(4) Arbitration Fees: After we receive notice at the Notice Address that you have commenced arbitration, we will promptly reimburse you for your payment of the filing fee, unless your claim is for greater than $75,000 in value. (The filing fee currently is $200 but is subject to change by the arbitration provider. If you are unable to pay this fee, we will pay it directly upon receiving a written request at the Notice Address.) We will pay all AAA filing, administration, and arbitrator fees for any arbitration initiated in accordance with the notice requirements above. If, however, the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA Rules. In such case, you agree to reimburse us for all monies we previously paid that are otherwise your obligation to pay under the AAA Rules. In addition, if you initiate an arbitration in which you seek relief valued at greater than $75,000 (either to you or to us), the payment of these fees will be governed by the AAA rules.
(5) Alternative Payment and Attorney Premium: If you initiated arbitration in accordance with the notice requirements above in subsection (2) and the arbitrator issues an award in your favor that is greater than the value of our last written settlement offer made before an arbitrator was selected, then we will:
- pay you the amount of the award or $10,000 ("the alternative payment"), whichever is greater; and
- pay your attorney, if any, twice the amount of attorneys' fees, and reimburse any expenses (including expert witness fees and costs) that your attorney reasonably accrues for investigating, preparing, and pursuing your claim in arbitration ("the attorney premium").
If we did not make a written offer to settle the dispute before an arbitrator was selected, you and your attorney will be entitled to receive the alternative payment and the attorney premium, respectively, if the arbitrator awards you any relief on the merits. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees, expenses, and the alternative payment and the attorney premium at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits. In assessing whether an award that includes attorneys' fees or expenses is greater than the value of our last written settlement offer, the calculation shall include only the portion of the award representing attorneys' fees or expenses that you reasonably incurred pursuing the arbitration through the date of our settlement offer.
The right to the attorney premium supplements any right to attorneys' fees and expenses you may have under applicable law. Thus, if you would be entitled to a larger amount under the applicable law, this provision does not preclude the arbitrator from awarding you that amount. However, you may not recover both the attorney premium and a duplicative award of attorneys' fees or costs. Although under some laws we may have a right to an award of attorneys' fees and expenses if we prevail in an arbitration, we agree that we will not seek such an award.
(6) Requirement of Individual Arbitration: The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative, class, or private attorney general proceeding. If, after exhaustion of all appeals, any of these prohibitions on non-individualized declaratory or injunctive relief; class, representative, and private attorney general claims; and consolidation are found to be unenforceable with respect to a particular claim or with respect to a particular request for relief (such as a request for injunctive relief sought with respect to a particular claim), then that claim or request for relief shall be severed , and all other claims and requests for relief shall be arbitrated.
(7) Future Changes to Arbitration Provision: Notwithstanding any provision in this Agreement to the contrary, we agree that if we make any future change to this arbitration provision (other than a change to the Notice Address), you may reject any such change by sending us written notice within 30 days of the change to the arbitration Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this provision.
Neither DRUND LTD. nor you shall be liable for damages or for delays or failures in performance resulting from acts or occurrences beyond their reasonable control, including, without limitation: fire, lightning, explosion, power surge or failure, water, acts of God, war, terrorism, revolution, civil commotion or acts of civil or military authorities or public enemies: any law, order, regulation, ordinance, or requirement of any government or legal body or any representative of any such government or legal body; or labor unrest, including without limitation, strikes, slowdowns, picketing, or boycotts; inability to secure raw materials, transportation facilities, fuel or energy shortages, or acts or omissions of other common carriers.
Copyrights and Copyright Agent.
DRUND LTD. respects the rights of all copyright holders and in this regard, DRUND LTD. has adopted and implemented a policy that provides for the termination in appropriate circumstances of users and account holders who infringe the rights of copyright holders. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide DRUND LTD.'s Copyright Agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. 512:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party;
- A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
For copyright inquiries under the Digital Millennium Copyright Act please contact:
945 Boardman Canfield Rd
For web posting, reprint, transcript for DRUND LTD. material, please contact support@Drund.com
For any questions or requests other than copyright issues or licensing requests, please contact. Support@Drund Ltd..com.