Terms of Service

Last updated: December 1, 2015

Please read this Terms of Service Agreement (“Agreement”) carefully, as it constitutes a legally binding agreement and applies to your use of (a) www.PicAround.com and all corresponding domains, subdomains, web pages and websites associated therewith (the “Site”), (b) the PicAround mobile application, and (c) any other content, applications, features, functionality, information and services offered on or though the Site or mobile application (the foregoing subsections (a) - (c) are collectively referred to herein as the “Services”), which are offered to you by PicAround (“PicAround”, “we”, “us” or “our”). PicAround is owned and operated by Twister Labs, LLC.

PicAround is a mobile application that allows its users to share photos and videos with other selected users. Users will be able to view and save shared content from other users, all while being able to share this content on other third-party services (Facebook, Whatsapp, Email, etc.) from the convenience of the PicAround mobile application.

1. ACCEPTANCE OF TERMS

This Agreement applies to all users of the Services (“User”, “you” or “your”), whether you are accessing them via a personal computer, a wireless or mobile device or any other IP-enabled technology (each, a “Device”). By using the Services, you acknowledge and agree that you shall comply with this Agreement and any additional terms and conditions that we provide to you in connection with the Services and other products and services we may offer or make available to you. (“Additional Terms”). Our Privacy Policy (“Privacy Policy”) and the Additional Terms are hereby incorporated into this Agreement by reference as though fully set forth herein. To the extent that there is a conflict between this Agreement and the Additional Terms, the Additional Terms shall govern.

2. ELIGIBILITY

In order to use the Services, you (a) must be 18 years of age or older, or be 13 years of age or older (see Privacy Policy, Section 4) AND have the consent of your parent or guardian. By using the Services, you represent, warrant and covenant to PicAround that you meet the foregoing eligibility requirements and further acknowledge and agree that certain features of the Services may be subject to heightened age and/or other eligibility requirements and restrictions.

3. MODIFICATIONS TO THIS AGREEMENT

We may modify this Agreement from time to time with or without notice to you for any reason. We will provide or display notices of material changes on the Services and/or e-mail you or notify you upon login about these changes, provided that the form of such notice is at our discretion. Once we post or make available such changes on the Services, these changes become effective immediately and if you use the Services after they become effective it will signify your agreement to be bound by such changes. Please check back frequently and review this Agreement regularly so you are aware of the most current rights and obligations that apply to you.

4. TERM AND TERMINATION

This Agreement shall remain in effect while you use the Services. PicAround may terminate this Agreement and/or suspend your use of or registration to the Services at any time for any reason. Even after this Agreement and/or your use of the Services is terminated or suspended, your obligations under this Agreement, the Privacy Policy and the Additional Terms, including, without limitation, any indemnifications, warranties and limitations of liability, shall remain in effect, however, you agree that PicAround shall have no further liability or responsibility to you.

5. USER REGISTRATION

In order to access and utilize content, features, and/or functionality of the Services, we require that you register for a PicAround User Account using your preexisting Facebook account, or with a unique username and password combination (“User Credentials”) and provide certain additional information, which may include, without limitation, your email address, name, age, country of residence, etc. (collectively, a “User Account”). You represent and warrant that all registration and account information you submit is truthful and accurate and you shall maintain and promptly update the accuracy of such information. Further, if you elect to become a registered User of the Services, you are responsible for maintaining the confidentiality of your User Credentials, and you shall be responsible and liable for any access to or use of the Services by you or any person or entity using your User Credentials, whether or not such access or use has been authorized by you or on your behalf, and whether or not such person or entity is your employee or agent. It is therefore critical that you do not share your User Credentials with anyone, and you should use particular caution when accessing your User Account from a public or shared computer so that others are not able to view or record your User Credentials or access your User Account. You agree to immediately notify PicAround of any unauthorized use of your User Credentials or User Account, or any other breach of security. We reserve the right to deny access, use and registration privileges to any User of the Services if we believe there is a question about the identity of the person trying to access any User Account or element of the Services.

7. PRIVACY

We respect your privacy and the use and protection of your personal information. Our information collection and use policies are set forth in our Privacy Policy. We encourage you to read the Privacy Policy, and to use it to help make informed decisions.

8. INTELLECTUAL PROPERTY RIGHTS

PicAround (and/or its licensors) own all right, title and interest in and to the Services, including, without limitation, all audio/visual content, artwork, photographs, illustrations, graphics, logos, copy, text, computer code, software, music, data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services). The Services are to be used solely for your non-exclusive, non-assignable, non-transferable, non-commercial and limited personal use in accordance with the terms and conditions of this Agreement, and for no other purposes, and except as expressly authorized by PicAround herein and/or set forth in Additional Terms, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third-party website or platform), or otherwise use, the Services, including, without limitation, any content therein, without the express, prior written consent of PicAround or its owner if PicAround is not the owner. You further understand and agree that the framing or scraping of or in-line linking to the Services and/or the use of webcrawler, spidering or other automated means to access, copy, index, process and/or store any content made available on or through the Services other than as expressly authorized by us is prohibited. You further agree to abide by exclusionary protocols (e.g., Robot.txt, Automated Content Access Protocol (ACAP), etc.) that may be used in connection with the Services.

9. RULES FOR USING THE SERVICES

The Services are to be used solely for your non-exclusive, non-assignable, non-transferable, non-commercial and limited personal use and for no other purposes. You are solely responsible for your conduct in connection with the Services.

DO NOT:

alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services, and/or modify, reverse engineer, decompile or disassemble any part of the Services, whether in whole or in part, or create any derivative works from any part of the Services, or encourage, assist or authorize any other person in doing so; except as expressly authorized by PicAround and set forth in Additional Terms, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third-party website or platform), or otherwise use, the Services, including, without limitation, any content therein, without the express, prior written consent of PicAround or its owner if PicAround is not the owner; engage in or encourage conduct that (a) would violate any applicable law or violate or infringe upon any intellectual property, proprietary, privacy, moral, publicity or other rights of ours or of any other third party, (b) affects adversely or reflects negatively on PicAround, its affiliates, the Services, our goodwill, name or reputation or causes duress, distress or discomfort to us or anyone else, and/or (c) discourages any person or entity from using all or any portion, features or functions of the Services, or from advertising, linking or becoming a supplier to us in connection with the Services; modify, disrupt, impair, alter or interfere with the use, features, function, operation or maintenance of the Services or the rights or use or enjoyment of the Services by any other User;impersonate any person or entity or falsely state or otherwise represent your affiliation with a person or entity; and/or solicit passwords or personally identifiable information for commercial or unlawful purposes from other Users or engage in spamming, flooding, harvesting of email addresses or other personal information, “spidering”, “screen scraping”, “phishing”, “database scraping”, or any other activity with the purposes of obtaining lists of other Users or other information.

DO NOT:

submit, post, and/or otherwise make available through the Services any User Content (as such term is defined below) that: you do not have a right to make available under any law, rule or regulation or under contractual or fiduciary relationships (such as inside information, proprietary or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements), or otherwise creates a security or privacy risk for any other person or entity; contains a software virus, worm, spyware, Trojan horse or other computer code, file or program designed to interrupt, impair, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; is or is likely to be unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy or publicity rights, harassing, profane, obscene, vulgar or that contains explicit or graphic imagery, descriptions or accounts of excessive violence or sexual acts (including, without limitation, sexual language of a violent or threatening nature directed at another individual or group of individuals), contains a link to an adult website or is patently offensive, promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; and/or that is or may be construed as in violation of this Agreement, as determined in PicAround’s sole discretion.

10. THIRD PARTY SERVICES

The Services may provide the use of and/or utilize certain social media features and functionality in connection with your use of the Services, including, without limitation, in order to enable you to log-in to the Services via third party online services, such as Facebook (“Third Party Social Media Services”). By logging into the Services using account information from a Third Party Social Media Service or enabling functionality from or engaging in the use of Third Party Social Media Services as part of your use of the Services, you agree that we may transmit your login credentials and other related information to the providers of Third Party Social Media Services and may receive other information from such Third Party Social Media Services regarding you. For more information about our information collection and use policies with respect to the privacy of such information, please see our Privacy Policy. You acknowledge and agree that the appearance, availability, or your use of (i) URLs or hyperlinks referenced or included anywhere in connection with the Services or any other form of link or re-direction of your connection to, with or through the Services or (ii) any third party websites, content, data, information, applications, goods, services or materials, including, without limitation, Third Party Social Media Services (collectively, “Third Party Services”) does not constitute an endorsement by, nor does it incur any obligation, responsibility or liability on the part of PicAround or any of its successors and assigns, directors, officers, employees, representatives, agents, licensors, supplier, Advertisers (as defined below), Operators or service providers. PicAround does not verify, endorse, or have any responsibility for Third Party Services and any third party business practices (including their privacy policies), whether the Services’ or PicAround’s logo and/or sponsorship identification is on the Third Party Services as part of a co-branding or promotional arrangement or otherwise. If any Third Party Services you interact with obtains or collects personal information from you, in no event does PicAround assume or have any responsibility or liability. Accordingly, we encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each Third Party Service you use.

11. ADVERTISERS

From time to time, you may communicate with, receive communications from, be re-directed to, interact with, or participate in or use the services or obtain goods and services of or from, third parties (collectively, “Advertisers”) such as our advertisers, sponsors, or promotional partners as a result of your use of the Site. All such communication, interaction and participation is strictly and solely between you and such Advertisers and we shall not be responsible or liable to you in any way in connection with these activities or transactions (including, without limitation, any representations, warranties, covenants, contracts or other terms or conditions that may exist between you and the Advertiser or any goods or services you may purchase or obtain from any Advertiser).

12. USER GENERATED CONTENT

A. The Services may provide you and other Users with an opportunity to participate in viewing communities, message boards, chat rooms, personal profiles, forums and other message, comment and communication features on the Services, including in connection with Third Party Social Media Services that provide you with the opportunity to submit, post and otherwise make available content, messages and other information via the Services (collectively, “User Content”). You represent, warrant and covenant that (i) you own any and all User Content you make available or otherwise have the right to grant the rights, licenses and privileges described in this Agreement and to perform and comply with all of the requirements set forth herein, and (ii) you hold and shall continue to hold all the ownership, license, proprietary and other rights necessary to enter into, authorize, grant rights and perform your obligations under this Agreement and shall pay for all royalties, fees, and any other monies owing to any person or entity by reason of your User Content.

B. We do not acquire any title or ownership rights in the User Content that you submit and/or make available. After you submit, post, display, transmit or otherwise make available any User Content, you continue to retain any such rights that you may have in such User Content.

C. You agree that (i) you have no expectation of privacy in any User Content and (ii) no confidential, fiduciary, contractually implied or other relationship is created between you and PicAround by reason of your transmitting User Content to any area of or in connection with the Services. You agree that all User Content is the sole responsibility of the person from which such User Content is originated. This means that you are solely and entirely responsible for the consequences of all User Content that you submit, upload, post, email, display, transmit or otherwise make available. You may not submit, post, email, display, transmit or otherwise make available any User Content that is or may be construed as in violation of this Agreement, including, without limitation, Section 8 above, and/or that we deem otherwise unacceptable, as determined in PicAround’s sole discretion.

13. ACCESS TO AND USAGE OF THE SERVICES

We reserve the right to withdraw or amend the Services in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or the entire Website, to registered Users and/or otherwise, as we determine in our sole discretion. Additionally, in order to access and use the Services, you may be required to use Device(s) and other technology meeting certain system, configuration and other requirements established by PicAround, its content partners, licensors and other third parties, such as platform, storefront and network operators (collectively, “Operators”), and you are responsible for ensuring that your Device(s) and other technology meet all such requirements. In addition, you are responsible for any data access, network and/or other service rates and charges you may incur in connection with your Device and use of the Services. You further acknowledge and agree that certain Services (in whole or in part), and certain content contained therein, may be accompanied by technology and/or other restrictions (e.g., digital rights management technology, etc.) that protect digital information and content from unauthorized use and access and may limit and restrict your usage of such same in accordance with certain rules and restrictions. You agree to comply with such rules and restrictions at all times, and shall not violate or attempt to violate any security components thereof.

14. MONITORING OF THE SERVICES

PicAround assumes no responsibility or liability for monitoring, or failing to monitor, the Services for inappropriate content or conduct; however, if at any time PicAround chooses in its sole discretion to monitor the Services, PicAround nonetheless assumes no responsibility for User Content, assumes no obligation to modify or remove any User Content, and no responsibility for the conduct of any User. However, we reserve the right to review any User Content and to delete, remove, move, edit or reject, without notice to you, for any reason or for no reason whatsoever, any User Content, including, without limitation, any User Content that is or may be construed as violating this Agreement, or is deemed to be unacceptable to PicAround, as determined in PicAround’s sole discretion; provided, however, that PicAround shall have no obligation or liability to you or any third party for failure to do so or for doing so in any particular manner. Further, you acknowledge, consent and agree that PicAround may access, preserve and disclose your User Account and registration information and any other content or information if required to do so by law or if based on a good faith belief that such access, preservation or disclosure is reasonably necessary to (a) comply with the law or legal process; (b) enforce this Agreement; (c) respond to claims that any content or information violates the rights of any third party; (d) respond to your requests for customer or technical service; or (e) protect the rights, property or personal safety of PicAround, other Users and/or any third parties including acting in urgent circumstances.

15. DIGITAL MILLENNIUM COPYRIGHT ACT

A. We respect the intellectual property rights of others. It is our policy to respond to any claim that content posted on the Service infringes on the copyright or other intellectual property rights of any person or entity. If you are a copyright owner or an agent thereof and believe that any content on the Services infringes upon your copyrights, your may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. 512(c)(3) for further details):

Written notification of claimed infringement must be submitted to the following Designated Agent:

Name and Address of Designated Agent: PicAround Copyright Agent
Attention: PicAround
Email Address of Designated Agent: legal@PicAround.com

B. If you believe that your content (which was removed or to which access was disabled) is noninfringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to applicable law, to make such content available to PicAround for use on the Services, you may send a counter-notice containing the following information to our Copyright Agent:

If a counter-notice is received by our Copyright Agent, PicAround may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider or the User, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at PicAround’s sole discretion.

Please note that you may be held accountable for damages (including costs and attorneys' fees) for misrepresentation or bad-faith claims on the infringement of any content found on and/or through the Service on your copyright.

16. INDEMNITY

You agree to indemnify, defend and hold PicAround, its affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, Advertisers, Operators, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees), arising in any way out of or in connection with (a) your use of the Services, (b) your breach and/or violation this Agreement and/or (c) your User Content. PicAround reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.

You are solely responsible for your interactions with the Site and associated Services. To the extent permitted under applicable laws, you hereby release PicAround from any and all claims or liability related to any product or service provided by third-parties, any action or inaction by third-parties, including third-party’s failure to comply with applicable law, and any conduct or speech, whether online or offline, of any other user.

17. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

A. THE SERVICES, AND ALL CONTENT, PRODUCTS, SERVICES AND USER CONTENT MADE AVAILABLE ON, THROUGH OR IN CONNECTION THEREWITH, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THE SERVICES WILL BE AVAILABLE FOR USE, OR THAT ANY PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THE SERVICES AND THIS SITE, AND ALL CONTENT, PRODUCTS, SERVICES AND USER CONTENT ARE HEREBY DISCLAIMED. WITHOUT LIMITING THE FOREGOING, WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY MALICIOUS CODE, DELAYS, INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF YOUR USE OF THE SERVICES. YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT YOU ARE ASSUMING THE ENTIRE RISK AS TO THE QUALITY, ACCURACY, PERFORMANCE, TIMELINESS, ADEQUACY, COMPLETENESS, CORRECTNESS, AUTHENTICITY, SECURITY AND VALIDITY OF ANY AND ALL FEATURES AND FUNCTIONS OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, USER CONTENT ASSOCIATED WITH YOUR USE OF THE SERVICES. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THE CAPACITY OF THE SERVICES, IN THE AGGREGATE AND FOR EACH USER, IS LIMITED. CONSEQUENTLY, SOME MESSAGES AND TRANSMISSIONS MAY NOT BE PROCESSED IN A TIMELY FASHION OR AT ALL, AND SOME FEATURES OR FUNCTIONS MAY BE RESTRICTED OR DELAYED OR BECOME COMPLETELY INOPERABLE. AS A RESULT, YOU ACKNOWLEDGE AND AGREE THAT PICAROUND ASSUMES NO LIABILITY, RESPONSIBILITY OR OBLIGATION TO TRANSMIT, PROCESS, STORE, RECEIVE OR DELIVER TRANSACTIONS AND YOU ARE HEREBY EXPRESSLY ADVISED NOT TO RELY UPON THE TIMELINESS OR PERFORMANCE OF THE SERVICES FOR ANY TRANSACTIONS. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF CERTAIN WARRANTIES OR CERTAIN LIMITATIONS ON DAMAGES AND REMEDIES, ACCORDINGLY SOME OF THE EXCLUSIONS AND LIMITATIONS DESCRIBED IN THIS AGREEMENT MAY NOT APPLY TO YOU.

B. YOU FURTHER UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, PICAROUND, ITS AFFILIATES, AND EACH OF THEIR SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATORS, SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING FROM USE OF THE SERVICES OR FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, OUR LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

18. GOVERNING LAW AND JURISDICTION

All matters relating to the Services and this Agreement 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 California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction). Any legal suit, action or proceeding arising out of, or related to, this Agreement and/or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in the City of Benicia and County of Solano. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

19. LIMITATION ON TIME TO FILE CLAIMS

ANY PROVISION WHICH MUST SURVIVE IN ORDER TO ALLOW US TO ENFORCE ITS MEANING SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT; HOWEVER, NO ACTION ARISING OUT OF THIS AGREEMENT AND/OR THE SERVICES, REGARDLESS OF FORM OR THE BASIS OF THE CLAIM, MAY BE BROUGHT BY YOU MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ARISEN (OR IF MULTIPLE CAUSES, FROM THE DATE THE FIRST SUCH CAUSE AROSE).

20. GEOGRAPHIC RESTRICTIONS; EXPORT CONTROL

The Services are controlled and operated by PicAround from the U.S. PicAround makes no representation that the Services are appropriate or available for use outside the U.S. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with any and all local laws, rules and regulation, if and to the extent local laws, rules and regulations are applicable. No software made available in connection with the Services may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions.

USER SUPPORT AND COMMENTS

Except for DMCA notifications that should be addressed to our Copyright Agent pursuant to Section 15 above, all feedback, comments, requests for technical support and other communications relating to the Services should be directed to: hello@PicAround.com

21. GENERAL

A. If any provision of this Agreement is held to be illegal, invalid or unenforceable, this shall not affect any other provisions and this Agreement shall be deemed amended to the extent necessary to make it legal, valid and enforceable.

B. The terms “include,” “includes,” and “including,” whether or not capitalized, mean “include, but are not limited to,” “includes, but is not limited to,” and “including, but not limited to,” respectively and are to be construed as inclusive, not exclusive.

C. The failure of PicAround to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. This Agreement, and any rights, licenses and privileges granted herein, may not be transferred or assigned by you, but may be assigned or transferred by PicAround without restriction, notice or other obligation to you.

D. Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.

E. This Agreement contains the entire understanding and agreement between you and PicAround concerning the Services and supersedes any and all prior or inconsistent understandings relating to the Services and your use thereof. This Agreement was last modified on the date indicated above and is effective immediately.

F. Features or services available within the Site and/or mobile application may be discontinued at any time without notice.