Terms of Use

eapah - Terms of Use:

Overview

eapah, Inc. and its wholly owned subsidiaries (collectively, “eapah” or “we” or “us”) provide an open social marketing platform and related services, including software as a service (“SaaS”) applications, tools and platform, which help connect our Customers to the people they care about the most (collectively, “eapah Services”).

Use of the eapah.com website or any other website, mobile or other application, operated by eapah on which these Terms of Use (“Terms”) are linked to or posted (collectively, the “Website”) is governed by these Terms. The Website is owned and operated by eapah and governed by these Terms together with our Privacy Policy and any other applicable terms and conditions or agreements referred to herein (collectively, the “Agreement”). Please read the Agreement carefully before using the Website. By accessing or using any part of the Website, you (on behalf of you or your organization, as applicable) agree to become bound by the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, then you may not use or access the Website.

The access and use of eapah Services is subject to the Agreement as well as a Master Subscription Agreement and/or any other agreement duly authorized and entered into between you and eapah.

The access and use of our Community, Development Center or any API that we make accessible to you are subject to the Agreement as well as the eapah Community, Development Center and API Terms of Use, which can be found on each of those sites. These sites require that you have authorized login credentials.

Third Party Terms

Any direct or indirect use of any social media network or other third party site through the eapah Services is subject to your consent of the legal terms of that site, such as their respective terms of use and privacy policy. For your convenience, we've listed some of the most used sites with links to their main terms below (most terms also have additional policies linked to within the main terms). Note that we endeavor to keep these links updated, but they are subject to change. Regardless, you agree to locate and abide by all the third party terms that apply to you.

Facebook: https://www.facebook.com/policies
Google+: https://www.google.com/+/policy/pagesterm.html
Instagram: https://instagram/legal/terms
Linkedin: https://www.linkedin.com/legal/user-agreement
Pinterest: https://policy.pinterest.com/en/terms-of-service
Twitter: https://twitter.com/tos
Tumblr: https://www.tumblr.com/policy/en/terms-of-service.

Definitions

As used in the Agreement, the term “Customers” refers to our Customers who have purchased or are otherwise authorized to use eapah Services (including all of their authorized users), the term “Visitors” shall refer to both the users of our websites and our Customers and the term “you” shall refer to you as a user of our Website, Community, Development Center, APIs or eapah Services.

Use of the Website

You agree to use the Website only for purposes that are permitted by the Agreement and applicable laws, rules and regulations. You agree not to access, or attempt to access, the Website by any means other than through the interface that is provided by eapah. You specifically agree not to access, or attempt to access, the Website through any automated means including use of scripts or web crawlers. You agree that you will not engage in any activity that interferes with or disrupts the Website. You agree that you are solely responsible for, and that eapah has no responsibility to you or to any third party for, any breach of your obligations under the Agreement and for the consequences (including any loss or damage which you may suffer) of any such breach.

Social Standards

Your use of the Website and any eapah service must comply with the following Social Standards: At eapah, we value freedom of expression and promote the use of social media by our customers to connect with the people they care about the most. In order to help safeguard the ability of companies and consumers to feel safe in engaging in social media and expressing themselves, our customers and anyone else who uses our Services agree to abide by the following.

Our Services may not be used to engage in or promote:

illegal activity or behavior;
abuse, violence or related threats;
a threat to public safety;
harassment or discrimination; or
any other violation of applicable rules of a social media network used in connection with the Services.

If you have evidence that our Services are being used in a way that violates these Social Standards or any other provision of this Agreement, please contact info@eapah.com and report the activity. We will investigate and take appropriate action, which may include the suspension of Services or termination of the account.

Responsibility of Website Visitors

You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Website may contain content containing technical inaccuracies, typographical mistakes, and other errors. eapah disclaims any responsibility for any loss or harm resulting from the use of the Website by you.

The Website may provide links to other sites that are not owned or operated by us. When you access such links or sites, you do so at your own risk and are responsible for compliance with terms and conditions applicable to such links or sites. eapah makes no representation and shall have no responsibility with respect to the content, use, functionality or otherwise with respect to such links or sites.

Intellectual Property

eapah grants you a limited, non-exclusive, worldwide, royalty-free, non-sublicensable license to access and use the Website in accordance with this Agreement during the term.

We may provide opportunities for you to post text, photographs, videos, or other content (collectively, “Content”) on the Sites. You can only post Content if you own all the rights to that Content, or if another rights holder has given you permission.

You do not transfer ownership of your Content simply by posting it. However, by posting Content, you grant us, our agents, licensees, and assigns an irrevocable, perpetual, non-exclusive, right and permission to reproduce, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, modify, create derivative works of, exhibit, and otherwise use your Content. You agree to indemnify, release, and hold us harmless from any all liability, claims, actions, loss, harm, damage, injury, cost or expense arising out of any Content you post.

We are not responsible for, and do not endorse, Content posted by any other person. Accordingly, we may not be held liable, directly or indirectly, for any loss or damage caused to you in connection with any Content posted by another Visitor.

The copyright in all material provided on the Website is held by eapah or its licensors. None of the material may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without the prior written permission of eapah or the copyright owner, except that you are permitted to download and retain a copy of the Agreement for your records with respect to your use of the Website or any of eapah’s Services.

Except as set forth above, the Agreement does not transfer from eapah to you any eapah or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with eapah. eapah, eapah.com, the eapah logo, and all other trademarks, service marks, graphics and logos used in connection with eapah.com, or the Website are trademarks or registered trademarks of eapah or eapah’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any eapah or third-party trademarks.

Notice of Infringement – DMCA Process

If you believe that any content on the Website infringes on your copyright, you may follow this process, which is consistent with the process suggested by the Digital Millennium Copyright Act (the text of which can be found at the U.S. Copyright Office Web Site, http://www.copyright.gov). Here is a summary:

If you believe any content on the Website infringes your copyright, you may send us a written notice, provided that you are the copyright owner for the content. Please note that you may be liable for damages, including court costs and attorneys’ fees, if you materially misrepresent that content is copyright infringing. When in doubt, you should consult an attorney. In any event, if you believe your copyrights are being infringed, we strongly urge you to contact the infringer directly, if possible.

We will attempt to notify the Visitor who posted the allegedly infringing material. That user then has the right to request that the material be re-enabled. If they properly make such a request, we will re-enable the material unless and until the two parties jointly ask us to remove it or a court orders us to remove it.

What to Include in Your Notice

Your notice must include the following information:

Your name, mailing address, telephone number and email address.
Sufficient detail about the copyrighted work;
The URL or other specific location on the Website that contains the material that you claim infringes your copyright;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law (i.e. “I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law.”);
A statement by you that the information contained in your notice is accurate and that you attest under the penalty of perjury that you are the copyright owner or that you are authorized to act on the copyright owner's behalf (i.e. “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”).
An electronic or physical signature of the owner of the copyright or a person authorized to act on the owner's behalf.

Where to Send Your Notice

Your notice can be sent to our copyright agent at: eapah, Inc.,

Our Response

After we receive a proper written notice, we will expeditiously remove or disable the allegedly infringing content. We will document those alleged infringements on which we act. Also, we will notify the Visitor and, if requested, provide the report to the Visitor. Please note that in addition to being forwarded to the Visitor who provided the allegedly infringing content, a copy of this legal notice (with your personal information removed) may be sent to a third-party which may publish and/or annotate it.

Restoration of the Removed Content

If a Visitor of our websites believes that their content was removed or disabled by mistake or misidentification, the Visitor can send us a written counter-notification which includes the following:

The Visitor’s name, mailing address, telephone number and email address.
Identification of the material that has been removed or disabled and the URL or other specific location on our websites at which the material appeared before it was removed or disabled.
A statement that the Visitor consents to the jurisdiction of the Federal District Court in which the user’s address is located, or San Antonio, TX if the user’s address is outside the United States.
A statement under penalty of perjury that the Visitor has a good faith belief that the material in question was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled (i.e. “I swear, under penalty of perjury, that I have a good faith belief that each search result, message, or other item of content identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled, or that the material identified by the complainant has been removed or disabled at the URL identified and will no longer be shown.”)
The Visitor’s physical or electronic signature.

We will restore the removed or disabled content following 10 business days from the date that we received a proper written counter notification, unless our copyright agent first receives notice that a court action has been filed to restrain the Visitor from engaging in infringing activity related to the removed or disabled content.

Modification, Term, Termination and Changes to the Agreement

We reserve the right to modify the Websites at any time, with or without notice to you. For example, we may add or remove functionality or features, and we may suspend or stop a particular feature altogether.

eapah may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. eapah may change the provisions of the Agreement at any time without prior notice to you by posting the revised Agreement on the Website. All provisions of this Agreement, which by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Disclaimer of Warranties

The Website is provided “as is” and eapah and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither eapah nor its suppliers and licensors, make any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through the Website at your own discretion and risk.

Limitation of Liability

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL eapah BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR PROFIT, ARISING OUT OF THE USE, OR THE INABILITY TO USE, THE WEBSITE OR MATERIALS ON THIS WEBSITE, EVEN IF eapah OR A eapah AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Arbitration and Class Action Waiver

You agree that, except as otherwise provided herein, all disputes between You and and eapah (whether or not such dispute involves a third party) will be resolved by binding, individual arbitration under the American Arbitration Association’s rules for arbitration of consumer-related disputes and the parties hereby expressly waive trial by jury. As an alternative, you may bring a claim in Your local “small claims” court if permitted by that court’s rules. Notwithstanding the foregoing, either party may seek emergency injunctive relief by filing for such in accordance with the Governing Law and Venue section, below. Further, you may bring claims only on your own behalf. Neither party may participate in a class action or class-wide arbitration for any claims covered by this Agreement. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person’s account, if eapah is a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred and sixty (160) days of filing the case, then either party may elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with this Agreement. You may opt out of this agreement to arbitrate. If You do opt out, neither party can require the other to participate in an arbitration proceeding. To opt out, You must notify eapah in writing within thirty (30) days of the date that You first became subject to this arbitration provision. You must use this email address to opt out: eapah, Inc. ATTN: LEGAL – Arbitration Opt-Out, info@eapah.com You must include your name, residence address, and a clear statement that You want to opt out of this arbitration agreement. If the prohibition against class actions and other claims brought on behalf of third parties or arbitration clause contained above is found to be unenforceable or if You opt-out of arbitration then all of the preceding language in this section will be null and void and the Governing Law and Venue section, below, shall control. This arbitration agreement will survive the termination of Your relationship with us.

Governing Law and Venue

This Agreement is governed by the laws of the State of Texas, without regard to its choice of law statutes. Any disputes must be brought in the U.S. District Court for the Western District of Texas, located in San Antonio, Texas. If that U.S. District Court cannot hear the dispute, the dispute shall be brought before the State District Courts of Travis County located in Austin, Texas. The parties agree that venue and jurisdiction is proper in this court and agree not to contest notice from this court. The United Nations Convention on the International Sale of Goods is disclaimed. EACH PARTY WAIVES ANY RIGHT TO JURY TRIAL IN CONNECTION WITH ANY ACTION OR LITIGATION IN ANY WAY RISING OUT OF, OR RELATED TO, THIS AGREEMENT. The parties further agree that the pricing and terms of this Agreement were made in reliance upon agreement to this paragraph.

Miscellaneous

This Agreement, together (if applicable) with any other agreement you may have with us relating to the Website or our Services, constitute the entire agreement between eapah and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of eapah, or by the posting by eapah of a revised version. Any variation to the Agreement or any other agreement relating to eapah’s Services or the Website must be agreed to in writing by eapah. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; eapah may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.