CreatorU Terms of Service

Last Updated: December 1, 2025

Welcome, and thank you for your interest in CreatorU ("Community Owner," "we," or "us") and our online community, along with any mobile or other downloadable applications that we make available to enable access to the same (collectively, the "Community"). These Terms of Service are a legally binding contract between you and Community Owner regarding your use of the Community.

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

BY ACCEPTING THESE TERMS, EITHER BY CLICKING "I ACCEPT," OR BY OTHERWISE ACCESSING OR USING THE COMMUNITY, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF AND ACCESS TO THE COMMUNITY, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING COMMUNITY OWNER'S PRIVACY POLICY (COLLECTIVELY, THESE "TERMS") AND THE ADDITIONAL COMMUNITY TERMS ATTACHED AS EXHIBIT A (THE "ADDITIONAL TERMS") EITHER (A) ON BEHALF OF YOURSELF AS AN INDIVIDUAL, OR (B) IF YOU ARE ACCESSING THE COMMUNITY ON BEHALF OF AN ENTITY, ORGANIZATION, OR COMMUNITY OWNER, ON BEHALF OF SUCH ENTITY, ORGANIZATION OR COMMUNITY OWNER FOR WHICH YOU ACT, AND YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY, ORGANIZATION OR COMMUNITY OWNER TO THIS AGREEMENT. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE COMMUNITY. YOUR USE OF THE COMMUNITY, AND COMMUNITY OWNER'S PROVISION OF THE COMMUNITY TO YOU, CONSTITUTES AN AGREEMENT BY COMMUNITY OWNER AND BY YOU TO BE BOUND BY THESE TERMS.

ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 15 (Dispute Resolution and Arbitration), you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND COMMUNITY OWNER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.

1.
Eligibility. You must be at least 18 years old to join the Community or have the consent of a parent or legal guardian. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old or you are at least 13 years old and have obtained verifiable consent from a parent or legal guardian to join the Community; (b) you have not previously been suspended or removed from the Community; and (c) your registration and your use of the Community is in compliance with any and all applicable laws and regulations.
2.
Accounts and Registration. To access most features of the Community, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you should immediately notify us at support@creatoru.com or by using the mechanisms made available by Community Owner.
3.
LICENSES
3.1.
Limited License. Subject to your complete and ongoing compliance with these Terms, Community Owner grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use any mobile or other downloadable application provided to you by Community Owner and associated with the Community on a mobile device that you own or control; and (b) access and use the Community.
3.2.
License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the software powering the Community; (b) make modifications to the software powering the Community; or (c) interfere with or circumvent any feature of the Community, including any security or access control mechanism. If you are prohibited under applicable law from using the Community, then you may not use it.
3.3.
Feedback. We respect and appreciate the thoughts and comments from our users. If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Community ("Submissions"), then you hereby grant Community Owner and its Service Provider (defined in Section 16.1 below) an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Submissions in any manner and for any purpose, including to improve the Community and create other products and services. We will have no obligation to provide you with attribution for any Submissions you provide to us.
4.
Ownership; Proprietary Rights. The Community is managed by Community Owner using a platform made available by Service Provider. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Community provided by Community Owner or Service Provider ("Materials") are protected by intellectual property and other laws. All Materials included in the Community are the property of Community Owner or its third-party licensors (including Service Provider). Except as expressly authorized by Community Owner, you may not make use of the Materials. There are no implied licenses in these Terms and Community Owner and Service Provider reserve all rights to the Materials not granted expressly in these Terms.
5.
THIRD-PARTY TERMS
5.1.
Third-Party Services. Community Owner may provide tools through the Community that enable integration with third-party platforms, add-ons, services, or products not provided by Community Owner ("Third-Party Services"). If you direct us to transmit data to, or receive data from, a Third-Party Service on your behalf (including by enabling the applicable integration in the settings of the Community), then you authorize us and Service Provider to collect, access, use, derive, disclose, generate, transfer, transmit, store, host, or otherwise process ("Process") any such data, including User Content (defined in 6.1 below), in connection with the applicable integration, in a manner consistent with the functionality of the Community requested by you and the permissions granted to Community Owner by the relevant integration (which Processing may include, without limitation, performing queries on the data held by the Third-Party Service). You acknowledge and agree that your use of a Third-Party Service is subject to your agreement with the relevant provider of such Third-Party Service, and that Community Owner and Service Provider are not a party to such agreement. Community Owner and Service Provider do not control and have no liability for Third-Party Services, including their security, functionality, operation, availability, or interoperability with the Community or how the Third-Party Services or their providers use User Content. All data received from Third-Party Services on behalf of you as described herein will be deemed User Content under these Terms.
5.2.
Third-Party Software. The Community may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components ("Third-Party Components"). Although the Community is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses.
6.
USER CONDUCT
6.1.
User Content Generally. Certain features of the Community may permit users to submit, upload, publish, broadcast, or otherwise transmit ("Post") content to the Community, including messages, reviews, photos, video or audio (including sound or voice recordings and musical recordings embodied in the video or audio), images, folders, data, text, and any other works of authorship or other works ("User Content"). You retain any copyright and other proprietary rights that you may hold in the User Content that you Post to the Community, subject to the licenses granted in these Terms.
6.2.
Limited License Grant to Community Owner. By Posting User Content to or via the Community, you grant Community Owner and Service Provider a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, publicly display, publicly perform (including by means of a digital audio transmission), communicate to the public, reproduce, modify for the purpose of formatting for display, create derivative works as authorized in these Terms, and distribute your User Content, in whole or in part, in any media formats and through any media channels, in each instance whether now known or hereafter developed. All of the rights you grant in these Terms are provided on a through-to-the-audience basis, meaning the owners or operators of external services will not have any separate liability to you or any other third party for User Content Posted or otherwise used on external services via the Community. You agree to pay all monies owing to any person or entity resulting from Posting your User Content and from Community Owner's or Service Provider's exercise of the license set forth in this Section.
6.3.
You Must Have Rights to the Content You Post; User Content Representations and Warranties. You must not Post User Content if you are not the owner of or are not fully authorized to grant rights in all of the elements of that User Content including in all ambient music and underlying musical works embodied in any sound recording. Community Owner disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Community. By providing User Content via the Community, you affirm, represent, and warrant to us that:
(a)
you are the Community Owner and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Community Owner and users of the Community to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Community Owner, Service Provider, the Community, and these Terms;
(b)
your User Content, and the Posting or other use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, misappropriate, or otherwise breach any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property, contract, or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Community Owner or Service Provider to violate any law or regulation or require Community Owner or Service Provider to obtain any further licenses from or pay any royalties, fees, compensation or other amounts or provide any attribution to any third parties; and
(c)
your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
6.4.
User Content Disclaimer. Community Owner and Service Provider are under no obligation to edit or control User Content that you or other users Post and will not be in any way responsible or liable for User Content. Community Owner or Service Provider may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms, is alleged to violate the rights of third parties, or is otherwise objectionable. You understand that, when using the Community, you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Community Owner or Service Provider with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, Community Owner may (or may permit Service Provider to) investigate the allegation and determine whether to remove the User Content, which Community Owner and Service Provider reserve the right to do at any time, without notice, and for any reason. For clarity, Community Owner does not permit infringing activities on the Community.
6.5.
Monitoring Content. Community Owner and Service Provider do not control and do not have any obligation to monitor: (a) User Content; (b) any content made available by third parties; or (c) the use of the Community by its users. You acknowledge and agree that Community Owner and Service Provider reserve the right to, and may from time to time, monitor any and all information transmitted or received through the Community for operational and other purposes. If at any time Community Owner or Service Provider choose to monitor the content, then Community Owner and Service Provider still assume no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with Community Owner's Privacy Policy. Community Owner and Service Provider may block, filter, mute, remove or disable access to any User Content uploaded to or transmitted through the Community without any liability to the user who Posted such User Content to the Community or to any other users of the Community.
6.6.
Child Sexual Abuse and Exploitation. Community Owner and Service Provider prohibit any sexual content or suggestive content, and predatory or inappropriate behavior involving minors (i.e. users under 18 years old) or someone who appears to be a minor. This includes sharing, offering, or asking for child exploitation content, including child sexual abuse material (CSAM). If you are unsure about a piece of content involving a minor, do not share it. To report sexual, suggestive, or inappropriate behavior minors, you can use the in-line report feature on the website or app. When child sexual exploitation content is identified, the violative content is removed as soon as possible and the related account is banned. If Community Owner and Service Provider confirm the presence of CSAM, we take the steps required by law to preserve and refer the relevant content to appropriate authorities. In the United States, federal law requires that U.S.-based electronic service providers report instances of apparent CSAM to the National Center for Missing and Exploited Children (NCMEC). NCMEC coordinates reports with global law enforcement agencies in over 120 countries through its partner organization, the International Center for Missing and Exploited Children.
7.
COMMUNICATIONS
7.1.
Push Notifications. When you install our app on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when you are not in the app. You can turn off notifications by visiting your mobile device's "settings" page.
7.2.
In-App Notifications. When you install our app on your mobile device, we may send you in-app notifications. You can turn off notifications in the app's "settings" page.
7.3.
Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself. Even if you opt out of receiving promotional messages from us, you will continue to receive administrative messages from us.
8.
PROHIBITED CONDUCT. BY USING THE COMMUNITY, YOU AGREE NOT TO:
8.1.
use the Community for any illegal purpose or in violation of any local, state, national, or international law;
8.2.
harass, threaten, demean, embarrass, bully, or otherwise harm any other user of the Community;
8.3.
violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
8.4.
access, search, or otherwise use any portion of the Community through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by Community Owner or Service Provider;
8.5.
interfere with security-related features of the Community, including by: (a) disabling or circumventing features that prevent or limit use, printing or copying of any content; or (b) reverse engineering or otherwise attempting to discover the source code of any portion of the Community except to the extent that the activity is expressly permitted by applicable law;
8.6.
interfere with the operation of the Community or any user's enjoyment of the Community, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of the Community; (c) collecting personal information about another user or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Community;
8.7.
perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or identity, accessing any other Community account without permission, or falsifying your age or date of birth;
8.8.
sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 4(Ownership; Proprietary Rights)) or any right or ability to view, access, or use any Materials; or
8.9.
attempt to do any of the acts described in this Section 8 (Prohibited Conduct) or assist or permit any person in engaging in any of the acts described in this Section 8 (Prohibited Conduct).
9.
INTELLECTUAL PROPERTY RIGHTS PROTECTION
9.1.
Respect of Third Party Rights. Community Owner respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks users of the Community to do the same. Infringing activity will not be tolerated on or through the Community.
9.2.
DMCA Notification. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended) and the Community is subject to Service Provider's DMCA policy.
10.
Modification of Terms. We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. We may require that you accept modified Terms in order to continue to use the Community. If you do not agree to the modified Terms, then you should remove your User Content and discontinue your use of the Community. Except as expressly permitted in this Section 10 (Modification of Terms), these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.
11.
TERM, TERMINATION, AND MODIFICATION OF THE COMMUNITY
11.1.
Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Community, and ending when terminated as described in Section 11.2 (Termination).
11.2.
Termination. If you violate any provision of these Terms, then your authorization to access the Community and these Terms automatically terminate. In addition, Community Owner may, at its sole discretion, terminate these Terms or your account on the Community, or suspend or terminate your access to the Community, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. You may terminate your account at any time by using the mechanism designated in the Community or contacting customer service at support@creatoru.com.
11.3.
Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Community; (b) you will no longer be authorized to access your account or the Community; (c) you must pay Community Owner any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination and Sections 3.3 (Feedback), 4 (Ownership; Proprietary Rights), 11.3 (Effect of Termination), 12 (Indemnity), 13 (Disclaimers; No Warranties by Community Owner), 14 (Limitation of Liability), 15 (Dispute Resolution and Arbitration), and 16 (Miscellaneous) will survive. You are solely responsible for retaining copies of any User Content you Post to the Community since upon termination of your account, you may lose access rights to any User Content you Posted to the Community. If your account has been terminated for a breach of these Terms, then you are prohibited from creating a new account on the Community using a different name, email address or other forms of account verification.
11.4.
Modification of the Community. Community Owner reserves the right to modify or discontinue all or any portion of the Community at any time (including by limiting or discontinuing certain features of the Community), temporarily or permanently, without notice to you. Community Owner will have no liability for any change to the Community, including any paid-for functionalities of the Community, or any suspension or termination of your access to or use of the Community. You should retain copies of any User Content you Post to the Community so that you have permanent copies in the event the Community is modified in such a way that you lose access to User Content you Posted to the Community.
12.
Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Community, and you will defend and indemnify Community Owner, its affiliates, and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the "Specified Entities") and Service Provider from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys' fees and costs, arising out of or connected with: (1) your unauthorized use of, or misuse of, the Community; (2) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (3) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (4) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
13.
DISCLAIMERS; NO WARRANTIES BY COMMUNITY OWNER
13.1.
THE COMMUNITY AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE COMMUNITY ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. COMMUNITY OWNER AND SERVICE PROVIDER DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE COMMUNITY AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE COMMUNITY, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. COMMUNITY OWNER AND ITS SERVICE PROVIDER DO NOT WARRANT THAT THE COMMUNITY OR ANY PORTION OF THE COMMUNITY, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE COMMUNITY, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND COMMUNITY OWNER DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
13.2.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMMUNITY, SPECIFIED ENTITIES, OR SERVICE PROVIDER, OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE COMMUNITY WILL CREATE ANY WARRANTY REGARDING ANY OF THE SPECIFIED ENTITIES OR THE COMMUNITY THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE COMMUNITY AND YOUR DEALING WITH ANY OTHER COMMUNITY USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE COMMUNITY AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE COMMUNITY) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.
13.3.
THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 13 (DISCLAIMERS; NO WARRANTIES BY COMMUNITY OWNER) APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Community Owner does not disclaim any warranty or other right that Community Owner is prohibited from disclaiming under applicable law.
14.
LIMITATION OF LIABILITY
14.1.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE SPECIFIED ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE COMMUNITY OR ANY MATERIALS OR CONTENT ON THE COMMUNITY, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY SPECIFIED ENTITY OR SERVICE PROVIDER HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
14.2.
EXCEPT AS PROVIDED IN SECTIONS 15.5 (COMMENCING ARBITRATION) AND 15.7 (ARBITRATION RELIEF) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE SPECIFIED ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE COMMUNITY OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO COMMUNITY OWNER FOR ACCESS TO AND USE OF THE COMMUNITY IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (B) US$100.
14.3.
WITHOUT LIMITING THE FOREGOING, YOU AND COMMUNITY OWNER AGREE THAT SERVICE PROVIDER IS NOT A PARTY TO THIS AGREEMENT AND, TO THE FULLEST EXTENT PERMITTED BY LAW, SERVICE PROVIDER WILL HAVE NO LIABILITY TO YOU ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. YOU AGREE THAT IF YOU BRING A CLAIM AGAINST SERVICE PROVIDER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, SUCH CLAIM IS SUBJECT TO THE DISPUTE RESOLUTION PROCEDURE SET FORTH IN SECTION 15, AND SERVICE PROVIDER WILL BE DEEMED SUBSTITUTED FOR COMMUNITY OWNER THEREUNDER SOLELY FOR THE PURPOSE OF SUCH CLAIM.
14.4.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 14 (LIMITATION OF LIABILITY) WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
15.
DISPUTE RESOLUTION AND ARBITRATION
15.1.
Generally. Except as described in Section 15.2 (Exceptions) and 15.3 (Opt-Out), you and Community Owner agree that every dispute arising in connection with these Terms, the Community, or communications from us will be resolved through binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury, is less formal than a court proceeding, may allow for more limited discovery than in court, and is subject to very limited review by courts. This agreement to arbitrate disputes includes all claims whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. Any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement will be resolved by the arbitrator.

YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND COMMUNITY OWNER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
15.2.
Exceptions. Although we are agreeing to arbitrate most disputes between us, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
15.3.
Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 15 (Dispute Resolution and Arbitration) within 30 days after the date that you agree to these Terms by sending a letter to CreatorU, Attention: Legal Department – Arbitration Opt-Out, 3200 Gracie Kiltz Ln Suite 400, Austin, TX 78758, Austin, TX 78759 that specifies: your full legal name, the email address associated with your account on the Community, and a statement that you wish to opt out of arbitration ("Opt-Out Notice"). Once Community Owner receives your Opt-Out Notice, this Section 15 (Dispute Resolution and Arbitration) will be void and any action arising out of these Terms will be resolved as set forth in Section 16.3 (Governing Law). The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
15.4.
Arbitrator. This arbitration agreement, and any arbitration between us, is subject to the Federal Arbitration Act and will be administered by the JAMS under the rules applicable to consumer disputes (collectively, "JAMS Rules") as modified by these Terms. The JAMS Rules and filing forms are available online at www.jamsadr.com, by calling the JAMS at +1-800-352-5267 or by contacting Community Owner.
15.5.
Commencing Arbitration. Before initiating arbitration, a party must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail ("Notice of Arbitration"). Community Owner's address for Notice is: CreatorU, 3200 Gracie Kiltz Ln Suite 400, Austin, TX 78758, Austin, TX 78759. The Notice of Arbitration must: (a) identify the name or account number of the party making the claim; (b) describe the nature and basis of the claim or dispute; and (c) set forth the specific relief sought ("Demand"). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Community Owner may commence an arbitration proceeding. If you commence arbitration in accordance with these Terms, Community Owner will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000 or if Community Owner has received 25 or more similar demands for arbitration, in which case the payment of any fees will be decided by the JAMS Rules. If the arbitrator finds that either the substance of the 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 fees will be governed by the JAMS Rules and the other party may seek reimbursement for any fees paid to JAMS.
15.6.
Arbitration Proceedings. Any arbitration hearing will take place in the county and state of your residence unless we agree otherwise or, if the claim is for US$10,000 or less (and does not seek injunctive relief), you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a telephonic or video hearing; or (c) by an in-person hearing as established by the JAMS Rules in the county (or parish) of your residence. During the arbitration, the amount of any settlement offer made by you or Community Owner must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.
15.7.
Arbitration Relief. Except as provided in Section 15.8 (No Class Actions), the arbitrator can award any relief that would be available if the claims had been brought in a court of competent jurisdiction. If the arbitrator awards you an amount higher than the last written settlement amount offered by Community Owner before an arbitrator was selected, Community Owner will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000. The arbitrator's award shall be final and binding on all parties, except (1) for judicial review expressly permitted by law or (2) if the arbitrator's award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator's application or conclusions of law. Judgment on the award may be entered in any court having jurisdiction.
15.8.
No Class Actions. YOU AND COMMUNITY OWNER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Community Owner agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.
15.9.
Modifications to this Arbitration Provision. If Community Owner makes any substantive change to this arbitration provision, you may reject the change by sending us written notice within 30 days of the change to Community Owner's address for Notice of Arbitration, in which case your account with Community Owner will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
15.10.
Enforceability. If Section 15.8 (No Class Actions) or the entirety of this Section 15 (Dispute Resolution and Arbitration) is found to be unenforceable, or if Community Owner receives an Opt-Out Notice from you, then the entirety of this Section 15 (Dispute Resolution and Arbitration) will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 16.3 (Governing Law) will govern any action arising out of or related to these Terms.
16.
MISCELLANEOUS
16.1.
Third-Party Beneficiary. The Community is powered by a technology platform provided by CircleCo, Inc. ("Service Provider"). You and we acknowledge and agree that (a) Service Provider is an intended third-party beneficiary to these Terms, (b) is entitled to rights and benefits hereunder, and (c) may enforce these Terms against you as if it were an original party hereto.
16.2.
General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Community Owner regarding your use of the Community. These Terms or any rights under these Terms, may not be assigned either by us or by you in whole or in part, by operation of law or otherwise, without our Service Provider's prior written consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word "including" means "including but not limited to." If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
16.3.
Governing Law. These Terms are governed by the laws of the State of New York without regard to conflict of law principles. You and Community Owner submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Kings County, New York for resolution of any lawsuit or court proceeding permitted under these Terms. Service Provider operates the service that we use to provide the Community from its offices in New York, and we make no representation that Materials included in the Community are appropriate or available for use in other locations.
16.4.
Privacy Policy. You understand and agree to the processing of your personal data in connection with the Community in accordance with Community Owner's Privacy Policy, which is hereby incorporated by reference into Section 16.4 of these Terms.
16.5.
Precedence. In the event of a conflict between the Additional Terms and these Terms these Terms will control.
16.6.
Consent to Electronic Communications. By using the Community, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
16.7.
Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Community or to receive further information regarding use of the Community.
17.
Notice Regarding Apple. This Section 17 (Notice Regarding Apple) only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Community Owner only, not with Apple Inc. ("Apple"), and Apple is not responsible for the Community or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Community. If the Community fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Community. Apple is not responsible for addressing any claims by you or any third party relating to the Community or your possession and/or use of the Community, including: (1) product liability claims; (2) any claim that the Community fails to conform to any applicable legal or regulatory requirement; or (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Community and/or your possession and use of the Community infringe a third party's intellectual property rights. You agree to comply with any applicable third-party terms when using the Community. Apple and Apple's subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "terrorist supporting" country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

Exhibit A: Additional Terms

We cannot and do not make any guarantees about your ability to get results or earn any money with our ideas, information, tools, or strategies. What we can guarantee is your satisfaction with our training. We offer a 30-day 100% satisfaction guarantee on the products we sell, so if you are not happy for any reason with the quality of the training, simply contact our customer service team within the first 30 days and they’ll issue you a credit equal in value to the amount paid that can be used towards the purchase of any CreatorU or SamCart product. You should know that all products and services by our company are for educational and informational purposes only. Nothing on this page, any of our websites, or any of our content or curriculum is a promise or guarantee of results or future earnings, and we do not offer any legal, medical, tax or other professional advice. Any financial numbers referenced here, or on any of our sites, are illustrative of concepts only and should not be considered average earnings, exact earnings, or promises for actual or future performance. Use caution and always consult your accountant, lawyer or professional advisor before acting on this or any information related to a lifestyle change or your business or finances. You alone are responsible and accountable for your decisions, actions and results in life, and by your registration here you agree not to attempt to hold us liable for your decisions, actions or results, at any time, under any circumstance.

Last updated on: June 7, 2024

Specific rights and responsibilities for the processing and security of customer data can be found in our Data Processing Addendum.

‍Acceptance of Terms

‍SamCart Inc., (“SamCart,” “us,” or “we”) provides access to an online web application that facilitates online payments for its users through SamCart.com (the “Site”), and related applications—which include all of the text, images, audio, code and other material they contain or provide (collectively, the “Content”) and all of the features and other services they provide. The Site, the mobile app, and any other features, tools, materials, or other services (including co-branded or affiliated services) offered from time to time by SamCart are referred to here as the “Service.”

Please read these Terms of Use (the “Terms”) carefully before using the Service. By creating a SamCart account, using the Site or Services, or clicking to accept or agree to these Terms anywhere that option is available, you (1) accept and agree to these Terms, (2) consent to the collection, use, disclosure and other handling of information as described in our Privacy Policy, which is incorporated by reference herein, and (3) accept and agree to the additional terms, rules, or conditions of any promotional offer made by SamCart at any time. If you do not agree to these Terms, you may not access or use the Content or the Service.

SamCart does not knowingly collect, either online or offline, personal information from persons under the age of 13. If you are under 18 years of age, you may use https://www.samcart.com (and/or make purchases associated with the Site or the Service) only under the supervision of a parent or guardian.

Changes to the Terms

Except for Section 12, which provides for binding arbitration and a waiver of class action rights, SamCart reserves the right, in its sole discretion, to change the Terms under which the Site is offered at any time. The most current version of the Terms will supersede all previous versions. SamCart encourages you to periodically review the Terms to stay informed of our updates. If a revision to the Terms, in our sole discretion, is material, we will notify you by contacting you through the email address associated with your account. Use of the Services by you after any modification to the Terms constitutes your acceptance of the Terms of Use as modified.

Communications

You consent to receive communications from us and agree that all notices, disclosures, and other communications that we provide to you electronically (including, but not limited to email and SMS) satisfy any legal requirement that such communications be in writing.

As a result of your registration for the Service, you may also receive certain commercial communications from SamCart. You understand and agree that these communications are part of your registration, and that, to the extent required by law, you may opt out of receiving these communications at any time by either using relevant opt-out functionality or sending an email to support@samcart.com. Following such an opt-out, we may still communicate with you to the extent permitted by applicable law.

Additionally, you consent to receive marketing text messages (e.g. promos, cart reminders) from SamCart at the phone number provided. Consent is not a condition of purchase. Terms: Msg & data rates may apply. Msg frequency varies. Unsubscribe at any time by replying STOP or reply HELP for help

Your account

In order to use the Service, you must register for an account. By registering as a user of the Service, you agree to provide accurate, current and complete information about yourself as prompted (the “Registration Data”) and maintain and promptly update the Registration Data to keep it accurate, current and complete. If you provide any information that is inaccurate, not current or incomplete, or SamCart has reasonable grounds to suspect that the Registration Data is inaccurate, not current or incomplete, SamCart may deny you access to the Service, or terminate your account, at its sole discretion.

You must be 18 years or older to use this Service (and/or make purchases associated with the Site or the Service) without the supervision of a parent or guardian.

If you register an account for the Service on behalf of an entity, such as your employer, the entity shall be the Account Owner. If you are registering on behalf of an entity, you represent and warrant that you have the authority to bind that entity to these Terms of Service and our Privacy Policy.

You agree to pay all fees or charges incurred by your account, including applicable taxes, in accordance with these Terms and the billing terms that are in effect at the time that such fees or charges become payable.  SamCart may, in its sole discretion and at any time, change any rates and/or fees in respect of any services hereunder (including the Service) with thirty (30) days’ written notice to you.  You are fully liable for all charges to your account, and you represent to SamCart that you are an authorized user of all methods of payment that you use to pay any charges under your account. If you use this site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that SamCart is not responsible for third party access to your account that results from theft or misappropriation of your account. SamCart and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.

You agree to (a) never to use the same password for the Service that you use or have ever used outside of the Service; (b) keep your Username and Password confidential and not share them with anyone else; (c) immediately notify SamCart of any unauthorized use of your username and password or account or any other breach of security; and (d) use only your own username and password to access the Service’s Restricted Areas. SamCart cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.

‍Billing, Refund & Cancellation Policy

‍You agree to pay SamCart any fees for each Service you purchase or use in accordance with the pricing and payment terms presented to you for that Service. 

Subscriptions

SamCart sells a variety of Services, some of which are on a subscription basis that include their own “Billing cycle”. Billing cycles are typically monthly or annually, depending on which terms you choose for the Services. Payment will be charged to your chosen payment method at purchase at the start of each new Billing cycle. Your Service subscription will automatically renew at the end of each Billing cycle unless you cancel your account. If your payment for the renewal of your annual subscription fails, SamCart reserves the right to adjust your payment terms to a monthly payment as long as the total cost does not exceed the original annual price the customer agreed to at the time of purchase.  If you are unable to provide a successful payment for any subscription, SamCart reserves the right to cancel your subscription. 

We (through our third-party payment processors) will keep your payment information on file. We do not access this information, except through provided programmatic methods by the provider(s). When your details change or are due to expire, we may obtain or receive from your payment provider updated payment details, including your card number, expiration date, and CVV (or equivalent). This enables your subscription charges to continue on schedule so you can maintain access to the Service. You authorize us to continue to charge your credit card using the updated information. If a payment is not successfully authorized due to expiration, insufficient funds, or otherwise, we may suspend or terminate your subscription until applicable changes have occurred. You also agree that we may charge you via your payment method on file if you elect to restart your subscription.

Cancellation

You may request to cancel your Service through the Billing page in your SamCart dashboard, by contacting SamCart Billing Support via email at billing@samcart.com, or via the help widget found inside your SamCart dashboard. Your Service will continue until the end of your Billing cycle cancellation as charges are not based on usage. In order to avoid being charged for the Service on the next billing date, you must submit your request to cancel your Service at least 5 days prior to your next billing date using one of the outlined cancellation methods above. If you cancel your Service prior to the end of your current, paid billing cycle, you will not receive a prorated refund.

If you cancel your SamCart account, we reserve the right to delete any and all data associated with your account, including any hosted videos or sales pages.

Refunds

Refunds are not guaranteed and will only be considered if they are requested for SamCart annual subscriptions that are paid upfront and requested within 30 days or less of the original purchase date, depending on the refund policy of the product purchased. There will be no refunds issued for annual subscriptions that were not canceled before the renewal of the plan. An approved refund cannot exceed the payment amount. Monthly subscriptions are not eligible for a refund.

If you initially sign up for a SamCart plan that includes a free, discounted, or paid trial period: 

- If you cancel prior to your first charge following the trial period, you will not be charged.

- If you do not cancel before the stated trial period expires, you will be billed for the full price of the plan starting on the day the trial period ends. 

Please contact SamCart Billing Support at billing@samcart.com with any questions.

For CreatorU associated subscriptions, refunds are not applicable.  Credits can be issued for annual subscriptions and one-time purchases if requested within 30 days from the original purchase date or renewal date.  The credit cannot exceed the original price paid and will only be valid one year from the issued date and can only be used for other CreatorU or SamCart products.  For Monthly subscriptions, neither credits nor refunds are applicable.  Canceling your subscription or requesting a credit can be done by contacting support@creatoru.com.  Credits issued are at the discretion of the SamCart and CreatorU teams.  Credits are not guaranteed and SamCart or CreatorU reserve the right to change their credit and refund policy at any time.

SamPay

SamCart offers access to a payments platform through which you may process payment transactions with your customers, students or other users (“SamPay”). We use a third party payments processor and platform provider (“Stripe”) to facilitate SamPay (the “Provider”). We reserve the right to change the Provider at any time, in which case you agree to take steps as we may advise in order to migrate the SamPay service to another Provider.

Fees. We will charge you a fee for every transaction you process through SamPay, including purchase/payment transactions and credit/refund/return transactions. Fees are no different than Stripe standard fees. Fees for SamPay are payable by you to SamCart in accordance with the Pricing Schedule posted on our website.

Stripe Connected Accounts. Where Stripe is the Provider, the following provisions will apply:

To connect to our platform and process payments through Stripe, we will create a Stripe account (a “Stripe Connect Account”) for you that is connected to the SamCart platform. You will be required to accept the terms of the Stripe Connected Account Agreement and Stripe Services Agreement as well as any other documentation that Stripe may require (the “Stripe Documentation”). You agree to comply with the Stripe Documentation and not to engage in any activity that is expressly prohibited by the Stripe Documentation. Stripe processes your personal information in accordance with its own privacy policy, available here: http://stripe.com/privacy. Stripe may deny the creation of a Stripe Connect Account or may suspend or terminate a Stripe Connect Account, in its discretion in accordance with the Stripe Documentation.

You agree that we can directly access your Stripe Connect Account dashboard, including information about your transactions (including purchases and refunds) and Stripe account balance (your  “Connected Account Data”), in order to collect fees, process payments and refunds, handle disputes, process Chargebacks, and any other activity necessary to provide SamPay or other Services in accordance with these Terms of Service and our Privacy Policy, and you give us express authorization to conduct any of the above activities on your behalf through your Stripe Connect Account.

We may exchange Connected Account Data with Stripe as necessary to detect and prevent fraud, misuse, unlawful, abusive or deceptive activity, and otherwise to allow SamCart and Stripe to each comply with our legal and regulatory obligations.

You represent and warrant that all information provided to SamCart or Stripe in connection with the creation or maintenance of a Stripe Connected Account is true and accurate in all material respects at all times. 

You agree to indemnify, defend and hold harmless SamCart and Stripe and their respective affiliates from any claims brought by a third party arising out of any activity conducted through a Stripe Connect Account or arising out of your breach of these Terms of Service or the Stripe Documentation.

Taxes

Our prices listed do not include any sales taxes, levies, duties, or similar governmental assessments of any nature by any jurisdiction (collectively, “Taxes”) unless otherwise indicated. You are responsible for paying all Taxes associated with your purchase and keeping your billing information up to date. If any amount payable by you to SamCart is subject to Taxes, SamCart may, at its sole discretion, collect from you the full amount of any such Taxes, even if SamCart has not previously collected such amounts. Any changes to your Account or Subscription (including any upsell, upgrade, downgrade, or other modification) may result in SamCart collecting from you applicable Taxes.

‍Links to third party sites/Third party services

‍The Site may contain links to other websites (“Linked Sites”).  The Linked Sites are not under the control of SamCart and SamCart is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. SamCart is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by SamCart of the site or any association with its operators.

Any fees charged by Linked Sites are not included in any subscription or other fees payable by you to SamCart. SamCart may also provide access to third-party vendors who provide information, goods and/or services on the Site or through the Service.  Any separate charges or obligations you incur in your dealings with Linked Sites or other third parties are your responsibility.  SamCart makes no representation or warranty regarding any information, goods and/or services provided by any Linked Sites or other third parties.

SamCart shall not be responsible or liable, directly or indirectly, for any damage or losses caused (or alleged to be caused) by or in connection with your use of (or reliance upon) any information, goods, or services made available on any Linked Sites; and you assume any and all risks, known or unknown, now existing or hereafter arising, that are related to your use of (or reliance upon) the Linked Sites.

Certain services made available via the Site are delivered by third party sites and organizations.  By using any product, service or functionality originating from the Site, you hereby acknowledge and consent that SamCart may share such information and data with any third party with whom SamCart has a contractual relationship to provide the requested product, service or functionality on behalf of the Site’s users and customers.

‍Intellectual Property of SamCart and Its Suppliers

‍You are granted a limited, non-exclusive, non-transferable, non-assignable, non-sublicensable, and revocable license to access and use the Site and/or the Service strictly in accordance with these terms of use.  As a condition of your use of the Site and/or the Service, you warrant to SamCart that you will not use the Site and/or the Service for any purpose or in any way that is prohibited by these Terms or that violates any applicable laws, statutes, regulations, orders, and/or other requirements, in any jurisdiction and at any level (e.g., municipal, county, provincial, state or national).  You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not collect or aggregate information regarding other users’ actions related to the Service, and you may not otherwise obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.  You will keep all passwords and other login information confidential, and you will use reasonable efforts to prevent unauthorized access to or use of the Service.  You will promptly notify SamCart if you become aware of (or reasonably suspect) any illegal activity, unauthorized access, or security breach in respect of your account.

All content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Site, is the property of SamCart or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights.  You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

You will not modify, publish, transmit, reverse engineer, de-compile, hack, participate in the transfer or sale of, create derivative works from, or in any other way exploit any of the Content, in whole or in part, found on the Site.  SamCart content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the Content without the express written permission of SamCart and/or the copyright owner (as applicable).  You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of SamCart or our licensors except as expressly authorized by these Terms.

‍User Content

‍You retain ownership of, responsibility for, and all liability in respect of all content submitted by you to SamCart through the service.  By submitting, posting or displaying Content on or through the Service, you grant us a perpetual, worldwide, non-exclusive, royalty-free, sub-licensable, and transferable license to use, copy, reproduce, process, adapt, modify, create derivative works from, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed) in connection with SamCart’s offering of the SamCart service to you.

We may modify, adapt, or create derivative works from your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.

You also grant SamCart a license and a non-exclusive right to use names, trademarks, service marks, and logos associated with Your Account to promote the Service.

You understand that any content that you upload to the Service shall be deemed non-confidential.  You must not transmit any content on or through the Service through any means of communication that you consider to be confidential or proprietary. SamCart reserves the right to limit the size of any content you upload to the Service shall it be deemed excessive in size by SamCart.

Additionally, by uploading content to the Site or Service, you warrant, represent and agree that you have the right to upload such content to the Site or Service and that you have the right to grant SamCart the license described above. You also represent, warrant and agree that you have not and will not contribute any Content that (a) infringes, violates or otherwise interferes with any copyright or trademark of another party, (b) reveals any trade secret, unless the trade secret belongs to you or you have the owner’s permission to disclose it, (c) infringes any intellectual property right of another or the privacy or publicity rights of another, (d) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any right of any third party, (e) creates an impression that you know is incorrect, misleading, or deceptive, including by impersonating others or otherwise misrepresenting your affiliation with a person or entity; (f) contains other people’s private or personal information without their express authorization and permission, (g) violates any applicable laws, statutes, regulations, orders, and other requirements, in any jurisdiction and at any level (e.g., municipal, county, provincial, state or national), and/or (h) contains or links to a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information. SamCart reserves the right in its discretion to remove any Content from the Site or Service, suspend or terminate your account at any time, change your Samcart subdomain, or pursue any other remedy or relief available under equity or law.

You further represent and warrant that you will not upload (or otherwise add) any content to the Site or to the Service that promotes, markets, encourages, or otherwise facilitates: (i) any illegal business activity; (ii) the sale or use of any illegal drugs, or the use of any substances other than as permitted by applicable law; (iii) any multi-level marketing activity (except as may be expressly permitted by the United States Federal Trade Commission’s Business Guidance Concerning Multi-Level Marketing; and/or (iv) the delivery of any “junk mail,” including, but not limited to, messaging related to gambling, investment opportunities, direct-to-consumer sales, and “payday loan” programs.

SamCart does not control content uploaded to the Site and/or the Service by users, and SamCart neither endorses nor accepts responsibility for any such content.  SamCart shall not be responsible or liable, directly or indirectly, for any damage or losses caused (or alleged to be caused) by or in connection with your use of (or reliance upon) any content uploaded (or otherwise added) to the Site or to the Service by other users; and you assume any and all risks, known or unknown, now existing or hereafter arising, that are related to your use of (or reliance upon) content uploaded (or otherwise added) to the Site or to the Service by other users.

You may not engage in abusive or excessive usage of the Site, which is usage significantly in excess of average usage patterns that adversely affects the speed, responsiveness, stability, availability, or functionality of the Product for other users. SamCart will endeavor to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to SamCart.

‍Copyright Policy

‍SamCart respects the intellectual property rights of others and expects users of the Service to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us.

If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information in accordance with the Digital Millennium Copyright Act: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) 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; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have 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 (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.Our designated copyright agent for notice of alleged copyright infringement or other legal notices regarding Content appearing on the Service is:

‍DMCA Copyright Agent

‍SamCart Inc.

11850 West Market Place

Suite C

Fulton, MD 20759

Email: support@samcart.com

Please note that in addition to being forwarded to the person who provided the allegedly illegal content, we may send a copy of your notice (with your personal information removed) to Lumen (https://lumendatabase.org) for publication and/or annotation. You can see an example of such a publication at https://lumendatabase.org/notices/12073901#.

We reserve the right to remove Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, SamCart will also terminate a user’s account if the user is determined to be a repeat infringer.

‍Third Party Accounts

‍You will be able to connect your SamCart account to third party accounts.  By connecting your SamCart account to your third party account, you acknowledge and agree that you are consenting to the continuous release of information about you to others (in accordance with your privacy settings on those third party sites). If you do not want information about you to be shared in this manner, do not use this feature.

‍International Users

‍The Service is controlled, operated and administered by SamCart from our offices within the USA.  SamCart makes no representation that the Service (or any Content associated therewith) is appropriate or available for use in any other locations.  If you access the Service from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the SamCart Content accessed through the Site in any country or in any manner prohibited by any applicable laws, restrictions or regulations (including, without limitation, by exporting or transmitting any elements of the Service or associated Content into any country to which the USA has embargoed goods, or to any person on any jurisdiction’s applicable sanctions lists).

‍Indemnification

‍You agree to indemnify, defend and hold harmless SamCart, its officers, directors, employees, shareholders, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney’s fees and court costs) relating to or arising out of your use of or inability to use the Site or Services, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. SamCart reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with SamCart in asserting any available defenses.

‍Binding arbitration and class action waiver

‍PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT

‍Initial Dispute Resolution

‍Our Customer Support Department is available by email at support@samcart.com, or via the in-Service communication (Intercom) found inside your SamCart dashboard, to address any concerns you may have regarding the Service.  Our Customer Service Department is able to resolve most concerns quickly to our customers’ satisfaction. The parties shall use their best efforts through this Customer Service process to settle any dispute, claim, question, or disagreement and engage in good faith negotiations which shall be a condition to either party initiating a lawsuit or arbitration.

Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT

 

‍Initial Dispute Resolution

‍If a dispute arises relating to the services provided under these Terms, you shall promptly provide written notice to SamCart. The notice shall clearly outline the nature of the dispute, including relevant details, and the desired resolution. Upon receipt of the notice, SamCart shall have a period of 30 days (the “Cure Period”) to address the concerns raised by you. During this Cure Period, both parties shall engage in good faith negotiations to seek a mutually acceptable resolution. If, at the end of the 30-day Cure Period, the parties have been unable to reach a mutually satisfactory resolution, either party may proceed with legal action as permitted by this agreement and applicable laws.

Our Customer Support Department is available by email at support@samcart.com, or via the in-Service communication (Intercom) found inside your SamCart dashboard, to address any concerns you may have regarding the Service.  Our Customer Service Department is able to resolve most concerns quickly to our customers’ satisfaction.

‍Class Action Waiver

‍The parties further agree that any in the event a dispute between them is to be litigated, the litigation shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND SAMCART AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. 

Governing Law and Jurisdiction

All matters relating to the Site and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Maryland without giving effect to any choice or conflict of law provision or rule (whether of the State of Maryland or any other jurisdiction).

 

Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Site shall be instituted exclusively in the federal courts of the United States or the courts of the State of Maryland, in each case located in the County of Howard, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

 

Attorney’s Fees

In the event of any legal action arising from or related to these Terms, the prevailing party shall be entitled to recover its reasonable attorney's fees and costs incurred in connection with the dispute, to the extent permitted by applicable laws.

 

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

‍Changes to this Section

‍SamCart will provide 60-days’ notice of any changes to this section. Changes will become effective on the 60th day, and will apply prospectively only to any claims arising after the 60th day.

‍Liability disclaimer

‍THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE AND THE SERVICE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. SAMCART, INC. AND/OR ITS SUPPLIERS, AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, STOCKHOLDERS, EMPLOYEES, LICENSORS, DISTRIBUTORS, SUB-LICENSEES, AGENTS, AND/OR SUBCONTRACTORS (COLLECTIVELY, THE “SAMCART PARTIES”) MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE SITE OR THE SERVICE AT ANY TIME.  THE SAMCART PARTIES DO NOT WARRANT THAT YOUR USE OF THE SITE OR SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR SERVICE (OR ANY PART THEREOF, INCLUDING CONTENT) SHALL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  YOU USE THE SITE AND THE SERVICE (AND ANY CONTENT ASSOCIATED THEREWITH) ENTIRELY AT YOUR OWN RISK.

THE SAMCART PARTIES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE OR IN THE SERVICE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS WITH RESPECT TO THE SITE AND THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SAMCART PARTIES HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO ALL  INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS IN RESPECT OF THE SITE AND THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE AND NON-INFRINGEMENT, AS WELL AS ANY EXPRESS OR IMPLIED WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANY OF THE SAMCART PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE OR THE SERVICE, WITH THE DELAY OR INABILITY TO USE THE SITE, THE SERVICE, OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE OR THE SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE OR SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF ANY OF THE SAMCART PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE OR THE SERVICE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE OR THE SERVICE.

THE FAILURE TO EXERCISE OR ENFORCE ANY RIGHT UNDER THESE TERMS SHALL NOT BE DEEMED TO BE A WAIVER OF THAT RIGHT OR ANY OTHER RIGHT UNDER OR RELATED TO THESE TERMS.

‍Termination/access restriction

‍SamCart reserves the right, in its sole discretion, to terminate your access to the Site and the related services or any portion thereof at any time, without notice. These Terms (and the obligations imposed upon you thereby) shall survive such termination to the extent that such survival is intended by their language, nature, and/or context. To the maximum extent permitted by law, this agreement is governed by the laws of the State of Maryland and you hereby consent to the exclusive jurisdiction and venue of courts in Maryland in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and SamCart as a result of this agreement or use of the Site.    SamCart may assign these Terms, in whole or in part, at any time.  You may not assign, transfer, or sub-license these Terms (or any of Your rights or obligations under these Terms) without SamCart’s express prior written consent. You agree that SamCart does not promise any user exclusivity in any particular market and expressly reserves the right to provide services to your competitors. SamCart’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of SamCart’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by SamCart with respect to such use. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and shall have no effect in respect of the interpretation of any section or provision hereof. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and SamCart with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and SamCart with respect to the Site.  A printed version of this agreement and of any notice given in electronic form shall 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. It is the express wish to the parties that this agreement and all related documents be written in English.

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‍Notice for California Users

‍Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice:  The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California  95814, or by telephone at (916) 445-1254 or (800) 952-5210.

‍Contact Us

‍SamCart welcomes your questions or comments regarding the Terms:

SamCart, Inc.

11850 West Market Place, Suite C

Fulton, Maryland 20759

Email Address: support@samcart.com

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