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Please read these terms of service carefully as they contain important information regarding your legal rights, remedies and obligations. these terms include a class action waiver.
This Terms of Service Agreement (“Terms”) governs your use of the ShoutOut platform offered by Shoutout Technologies, Inc. (“we”, “us”, “our” or “Company”), including our website (shoutoutcity.com), mobile application (“App”), and services we provide through them (collectively, the website, App, and services referred to as our “Site”). “You,” “user.” and “your” refers to you as a user of the Site. ShoutOut operates the Site to provide information and certain services to you (the “Services”).
ShoutOut operates an online platform that facilitates the matching of people and businesses with the shared goal of creating promotional online media content (“Posts”) created by individuals (“Talent”) for interested individuals or entities wanting to use such online media content Posts to promote their products or services (each, a “Business”). A Business’ request to Talent for an online media promotion is referred to as a “ShoutOut Request.” The creation of online media content to promote specific products and services in response to a ShoutOut Request is referred to herein as a ShoutOut “Post.” The Site allows a user to access information and the Services and provides opportunities for a user to request information, apply for an account, signup for notifications, or engage with ShoutOut through provided communication options. You agree to provide accurate, current and complete information in all communications with ShoutOut and in all other use of the Site or Services. THE SITE AND SERVICES ARE INTENDED TO BE USED TO FACILITATE BUSINESSS AND TALENT TO CONNECT AND ENTER INTO AGREEMENTS WITH EACH OTHER. SHOUTOUT CANNOT AND DOES NOT CONTROL THE CONTENT POSTED BY USERS AND IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL SUCH USER CONTENT, INCLUDING COMPLIANCE WITH APPLICABLE LAWS, RULES, AND GUIDES (SUCH AS FTC GUIDES CONCERNING SPONSORED ENDORSEMENTS). ACCEPTANCE By using the Site or any Services available through the Site, you agree to comply with and be legally bound by these Terms. Please read carefully these Terms and our Privacy Policy (found at https://shoutoutcity.com/privacy-policy), Acceptable Use Policy (found at https://shoutoutcity.com/aup), and other referenced policies and terms which all are incorporated by reference into these Terms. These Terms govern your access to and use of the Site and Services, and constitute a binding legal agreement between you and ShoutOut. If you do not agree to these Terms, you have no right to continue using the Site or Services. YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE OR SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. MODIFICATION AND CHANGES TO TERMS
Except where prohibited by applicable law, ShoutOut reserves the right to change these Terms at any time without notice. Your continued access to or use of the Site after any changes to these Terms indicates Your acceptance of such changes. It is Your responsibility to review these Terms regularly. ShoutOut reserves the right to change or remove any information, material or content contained on or provided through the Site at any time, and from time to time, without notice.
The Site is intended solely for persons who are (i) 18 or older, or (ii) 13 and older if either (a) an emancipated minor, or (b) he/she possess legal parental or guardian consent. By accessing or using the Site, you represent and warrant that (i) you are not legally prohibited from accessing the Site or using the Services under the laws of the country in which you access or use the Site; (ii) you will use the Site in accordance with these Terms; and (iii) all information supplied by you on or through the Site is true, accurate, current and complete.
You agree to adhere to and abide by ShoutOut’s Acceptable Use Policy found at: www.shoutoutcity.com/AUP You shall be solely liable for any damages resulting from any violation of the Acceptable Use Policy restrictions, or any other harm resulting from your use of the Site or Services. You acknowledge that ShoutOut may (i) use, publish, delete, or modify any content without any notice to you and (ii) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
The Site is protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Site and Services, including all associated intellectual property rights, are the exclusive property of ShoutOut and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site or Services. You also acknowledge and agree that pursuant to the Talent Terms of Services, all rights, title and interest in Talent Posts are assigned to and owned by ShoutOut. LIMITED LICENSE Subject to these Terms, ShoutOut grants you a personal, revocable, non-exclusive and non-transferable license to access and use the ShoutOut Services.
Subject to these Terms, you grant to ShoutOut a perpetual, transferrable, irrevocable, royalty-free, fully paid-up, worldwide, and fully sublicensable license to access, collect, store and use any data, information, records and files (collectively, “User Content”) that (1) you load, transmit to, or enter onto the Site, or (2) we collect from your local computer system or from third-parties with your permission, and (in each case) including all results from processing such data, including compilations, and derivative works thereof solely for the purpose of: (A) providing the Services, (B) complying with applicable law, and (C) ShoutOut’s reasonable audit and data retention policies.
NO ENDORSEMENT You understand and agree that ShoutOut is not involved in the interactions between Users and does not refer or endorse or recommend particular Talent to Business and vice-versa. You also understand and acknowledge that ShoutOut does not edit, modify, filter, screen, monitor, endorse or guarantee User Content or the content of communications between Users. Users are responsible for investigating and verifying to the extent they deem necessary the identity and credentials of other Users contacted via the Services. By using the Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users or other third parties will be limited to a claim against the particular User(s) or other third party(ies) who caused you harm, and you agree not to attempt to impose liability on, or seek any legal remedy from, ShoutOut with respect to such actions or omissions. LINKS
The Site may contain links to third-party websites or resources. You acknowledge and agree that ShoutOut is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by ShoutOut. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the content, products or services on or available from such websites or resources.
Please note that your relationship with third-party service providers is governed solely by your agreement(s) with such third-party service providers, and shoutout disclaims any liability for personally identifiable information that may be provided to it by such third-party service providers in violation of the privacy settings that you have set in such third-party accounts.
ShoutOut may include advertisements on its own behalf or paid advertisements on behalf of interested companies and/or individuals on the Site. By clicking on the advertisements, you may be shifted to a website of the advertiser or receive other messages, information, or offers from the advertiser. You acknowledge and agree that ShoutOut is not liable for the privacy practices of advertisers or the content of their websites, information, messages or offers. Users are wholly liable for all communications with advertisers and for all transactions subsequently executed. PROPRIETARY RIGHTS NOTICES
All trademarks, service marks, logos, trade names and any other proprietary designations of ShoutOut used herein are trademarks or registered trademarks of ShoutOut. Any other trademarks, service marks, logos, trade names, and any other proprietary designations are the trademarks or registered trademarks of their respective parties. TERMINATION
We may, in our discretion and without liability to you, with or without cause, with or without prior notice, and at any time terminate these Terms or your access to our Site. COMMUNICATIONS NOT CONFIDENTIAL
ShoutOut does not guarantee the confidentiality of any communications made by You through the Site. Although ShoutOut generally adheres to the accepted industry practices in securing the transmission of data to, from, and through the Site, you agree and acknowledge that ShoutOut cannot and does not guarantee the security of data transmitted over the Internet or public networks.
If you choose to use the site or service, you do so at your sole risk. the site and service are provided “as is” and “as available,” without warranty of any kind, either express or implied. Without limiting the foregoing, shoutout explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. Shoutout makes no warranty that the site or services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Shoutout makes no warranty regarding the quality of the site or services.
You acknowledge and agree that, to the maximum extent permitted by law, the entire risk arising out of your access to and use of the site or services remains with you. Neither shoutout nor any other party involved in creating, producing or delivering the site or any services will be liable for any direct, incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure or the cost of substitute products or services, or for any damages for personal or bodily injury or emotional distress arising out of or in connection with these terms, from the use of or inability to use the site or services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not shoutout has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
Indemnification you shall defend, indemnify, and hold harmless shoutout and all of its officers, directors, employees and agents from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including but not limited to reasonable legal and accounting fees, brought in connection with or as a result of: (a) your breach of any of your warranties, representations, or obligations under these terms or any documents referenced herein; (b) your violation of any law or regulation (including without limitation any ftc requirements or guidelines) or the rights of a third party (including, without limitation, intellectual property rights); (c) your use of the site; or (d) the use of any post or content created by you or third parties acting on your behalf in connection with an order.
These Terms and any action related thereto shall be governed by the laws of the State of Illinois without regard to its conflict of laws provisions. These laws apply to your access to or use of the Site or Services, notwithstanding your domicile, residency, or physical location. The Site and the Services are intended for use only in jurisdictions where they may lawfully be offered for use. Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of the state and federal courts located in Champaign County, Illinois in all disputes arising out of or relating to the use of the Site or the Services.
You and shoutout agree that any cause of action arising out of or related to the site, services or content must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred and waived. Class action/jury trial waiver
All claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action, or other representative proceeding. You agree that, by entering into these terms, you and shoutout are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind relating to the site or these terms.
ShoutOut unequivocally prohibits discrimination against users, Talent and Businesses based on race, religion, national origin, disability, sexual orientation, sex, marital status, gender identity, age or any other characteristic protected under applicable law. Such discrimination includes, but is not limited to, any user refusing to request Orders, accept Orders or provide Posts based on any of these characteristics. Any user found to have violated this prohibition will lose access to the ShoutOut Site. Applicable laws in certain jurisdictions may require and/or allow the provision of services by and for the benefit of a specific category of persons. In such jurisdictions, Services provided in compliance with these laws and the relevant applicable terms are permissible under this policy.
ShoutOut may, in its sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to the public, through the Services, textual and/or visual content and information, including feedback and reviews related to the Talent (a “Business Review”). ShoutOut may, in its sole discretion, remove, edit or disable a Business Review for any reason, including if ShoutOut reasonably determines that Business Review violates ShoutOut’s terms, policies or guidelines. ShoutOut does not assume any responsibility or liability for Business Review content, for removing it, or not removing it. ShoutOut does not pre-screen Business Reviews and does not endorse or approve any Business Review. Any Business Review provided by you remains your property. However, by providing a Business Review to ShoutOut, you grant ShoutOut a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such Business Review in all formats and distribution channels now known or hereafter devised (including in connection with the Services and ShoutOut’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. You represent and warrant that: (i) you either are the sole and exclusive owner of all Business Review or you have all rights, licenses, consents and releases necessary to grant ShoutOut the license to the Business Review as set forth above; and (ii) neither the Business Review, nor your submission, uploading, publishing or otherwise making available of such Business Review, nor ShoutOut’s use of the Business Review as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. DISPUTE RESOLUTION You and ShoutOut agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Site (collectively, “Disputes”) ultimately will be settled by binding arbitration; except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. Notwithstanding the above, you and ShoutOut agree that before filing for arbitration the parties will meet and confer on at least two occasions to discuss the Dispute and attempt, in good faith, to resolve such Dispute through informal means. A party’s failure to work in good faith towards resolution of the Dispute will serve as an affirmative defense to the compliant party in any arbitration. Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/ or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section. Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org/ and a separate form for California residents at www.adr.org/. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules. Arbitration Location and Procedure. Unless you and ShoutOut otherwise agree, the arbitration will be conducted in Champaign County, Illinois. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and ShoutOut submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. DIGITAL MILLENNIUM COPYRIGHT ACT.
ShoutOut maintains a separate policy on the handling of complaints under the Digital Millennium Copyright Act, which is incorporated into these Terms and may be viewed at www.shoutoutcity.com /DMCA.
You may not use, export, import, or transfer any part of our Site except as authorized by U.S. law, the laws of the jurisdiction in which you use or access our Site, or any other applicable laws. In particular, but without limitation, no part of our Site may be exported or re-exported: (i) into any country embargoed by the U.S.; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List. By using our Site, you represent and warrant that: (i) 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 (ii) you are not listed on any U.S. government list of prohibited or restricted parties. You also will not use our Site for any purpose prohibited by law. You acknowledge and agree that products, services, and technology provided by ShoutOut are subject to the export control laws and regulations of the U.S. You will comply with those laws and regulations and will not, without prior U.S. government authorization, export, re-export, or transfer ShoutOut products, services, or technology, either directly or indirectly, to any country in violation of those laws and regulations.
Not all of the Talent, Businesses, Posts, and Site Services are available in all jurisdictions. Furthermore, nothing on the Site constitutes an offer or solicitation to buy or sell any product or service to anyone in any jurisdiction in which such an offer or solicitation is prohibited by law.
You acknowledge that ShoutOut has no obligation to monitor your access to or use of the Site, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or another governmental body. INTERNATIONAL USERS ShoutOut makes no claim that the Site is appropriate or may be downloaded outside of the United States. If you access the Site from a location outside the United States, you do so at your own risk and are responsible for compliance with all applicable laws, rules, regulations or decrees of your jurisdiction. NOTICES Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by ShoutOut by posting to the website or via electronic mail. For notices or communications by ShoutOut made by e-mail, if any, the date of receipt will be deemed the date on which such notice is transmitted.
Additional terms of service for talent – please read these business additional terms of service carefully as they contain important information regarding your legal rights, remedies and obligations. If you reside in the united states, please note: the terms of service applies to any dispute relating to these talent additional terms of service or your use of the services. ***
Please note that your relationship with third-party service providers is governed solely by your agreement(s) with such third-party service providers, and shoutout disclaims any liability for personally identifiable information that may be provided to it by such third-party service providers in violation of the privacy settings that you have set in such third-party accounts.
Additional terms of service for business users – please read these additional terms of service for business users carefully as they contain important information regarding your legal rights, remedies and obligations. if you reside in the united states, please note: the terms of service applies to any dispute relating to these business additional terms of service or your use of the services.
Your privacy is important to us. ShoutOut’s Privacy Policy explains how we collect, use, and share personal information and other data. By using our Site, you agree to our Privacy Policy. In addition, ShoutOut makes clear that it will not, without your consent, disclose or share your Order payment information with any third-party.
