These Terms of Service ("Terms") govern your access to and use of the services provided by Markover Inc., d/b/a Poptip (“Poptip”), including Poptip’s various websites, email notifications, applications, buttons, and widgets, (the "Services"), and any information, text, graphics, photos or other materials uploaded, downloaded or appearing on the Services (collectively referred to as "Content"). Your access to and use of the Services are conditioned on your acceptance of and compliance with these Terms. By accessing or using the Services you agree to be bound by these Terms. Poptip reserves the right to revise these Terms in its sole discretion at any time and without prior notice to you other than by posting the revised Terms on the Services. Any revisions to the Terms are effective upon posting. Your continued use of the Services after a revised version of these Terms has been posted by Poptip to the Services constitutes your binding acceptance of such revision and the revised Terms. Notwithstanding the preceding sentences of this paragraph, no revisions to these Terms will apply to any dispute between you and Poptip that arose prior to the date of such revision.
You are responsible for your use of the Services, for any Content you post to the Services, and for any consequences thereof. The Content you submit, post, or display will be able to be viewed by other users of the Services and through third party services and websites. You should only provide Content that you are comfortable sharing with others under these Terms.
You may use the Services only if you can form a binding contract with Poptip and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations. The Services are not intended for children under the age of 13. IF YOU ARE UNDER 13 YEARS OF AGE, YOU MUST NOT USE OR ACCESS THE SERVICES. By using the Services, you represent and warrant that you are at least 18 years of age.
The Services that Poptip provides are always evolving and the form and nature of the Services that Poptip provides may change from time to time without prior notice to you. In addition, Poptip may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally and may not be able to provide you with prior notice. We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.
The Services may include advertisements, which may be targeted to the Content or information on the Services, queries made through the Services, or other information. The types and extent of advertising by Poptip on the Services are subject to change.
If you are operating using free Services, in consideration for Poptip granting you access to and use of the Services, you agree that Poptip and its third party providers and partners may place such advertising on the Services or in connection with the display of Content or information from the Services whether submitted by you or others. Advertising will not be displayed to paid users.
You are responsible for safeguarding the password that you use to access the Services and for any activities or actions under your password. We encourage you to use "strong" passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. Poptip cannot and will not be liable for any loss or damage arising from your failure to comply with the above.
All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We do not monitor or control the Content posted via the Services and, we have no responsibility for such Content. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk.
You agree, represent, and warrant that any Content you upload or transmit to or through the Services is truthful, accurate, not misleading, and offered in good faith, and that you have all rights, licenses, permissions, and authorizations necessary to upload and transmit the Content to and through the Services and grant the rights to the Content as set forth in these Terms. You must not upload or transmit any Content to or through the Services that you consider to be confidential or proprietary or the rights to which have not been cleared by you. Any Content uploaded or transmitted to or through the Services will be considered non-confidential and non-proprietary, and treated as such by Poptip, and may be used by Poptip for any purpose or disclosed by Poptip to any third party with or without notice to you and without any liability to Poptip.
We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services.
You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will Poptip be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere. Any content, data, information or conclusions surmised from the use of Poptip are the representation of the owner of the original content and Poptip does not hold them to be valid or accurate.
You retain your rights to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, publicly display, communicate to the public, publicly perform (including by means of digital audio transmission), creative derivative works from, distribute and otherwise use and exploit your Content in any and all media or distribution methods (now known or later developed).
You agree that this license includes the right for Poptip to provide, promote, and improve the Services and to make Content submitted to or through the Services available to other companies, organizations or individuals who partner with Poptip for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to our terms and conditions for such Content use.
Poptip has an evolving set of rules for how ecosystem partners can interact with your Content. These rules exist to enable an open ecosystem with your rights in mind. But what’s yours is yours -- you own your Content (and your photos are part of that Content).
Such additional uses by Poptip, or other companies, organizations or individuals who partner with Poptip, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services.
We may modify or adapt 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 are responsible for your use of the Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and our third party partners. You understand that your Content may be syndicated, broadcast, distributed, or published by our partners and if you do not have the right to submit Content for such use, it may subject you to liability. Poptip will not be responsible or liable for any use of your Content by Poptip in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit.
Poptip gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to access and use the software that is provided to you by Poptip as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Poptip, in the manner permitted by these Terms.
All right, title, and interest in and to the Services (excluding Content provided by users) are and will remain the exclusive property of Poptip and its licensors. The Services are protected by copyright and other laws of both the United States and foreign countries. Nothing in the Terms gives you a right to use the Poptip name or any of the Poptip trademarks, logos, domain names, and other distinctive brand features without expressed written consent.
Poptip reserves the rights to change paid account rates and payment policies at any time; however these changes will not reflect retroactively on any previous paid account for the remainder of their previously agreed upon term.
Any feedback, comments, or suggestions you may provide regarding Poptip, or the Services is entirely voluntary and we will own, and be free to use, such feedback, comments or suggestions as we see fit and without any obligation to you.
We understand that third party services who you choose to work with will have access to audit or view internal Poptip Dashboard data, however we do not take responsibility for the counting, collection, or tabulation performed by these third party services over the Poptip data.
We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services, to suspend or terminate users, and to reclaim usernames without liability to you. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of Poptip, its users and the public.
You may not do any of the following while accessing or using the Services: (i) access, tamper with, or use non-public areas of the Services, Poptip’s computer systems, or the technical delivery systems of Poptip’s providers; (ii) remove, disable, damage, circumvent or otherwise interfere with any security-related features of the Services, features that prevent or restrict the use or copying of any part of the Services or any content on the Services, or features that enforce limitations on the use of the Services or any content on the Services (including probing, scanning, or testing the vulnerability of any system or network or breaching or circumventing any security or authentication measures); (iii) use any scraper, spider, robot or other automated means of any kind to access the Services, except and solely to the extent permitted by these Terms and through the currently available published interfaces provided by Poptip and features of the Service, deep-link to any feature or content on the Services, crawl the Services in any manner other than in accordance with the robots.txt file, or bypass any other measures we may use to prevent or restrict access to the Services; (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information; (v) send, post, transmit or otherwise make available any virus, worm, spyware or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Services or communications equipment and computers connected to the Services; (vi) overload, flood, spam, mail-bomb the Services, or script the creation of Content in such a manner as to interfere with or create an undue burden on the Services; (vii) create a false identity or impersonate another person or entity in any way; (viii) upload or otherwise transmit to or through the Services any information or content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; (ix) upload or otherwise transmit to or through the Services any unlawful, harmful, harassing, defamatory, threatening, vulgar, sexually explicit, hateful or otherwise objectionable material of any kind, any material that can cause harm or delay to the Services or computers of any kind; (x) upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise); (xi) restrict, discourage or inhibit any person from using the Services, disclose personal information about a third person on the Services or obtained from the Services without the consent of such person; (xii) undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of any aspect of the Services or any part thereof, or attempt to do any of the foregoing, except and solely to the extent permitted by these Terms, the authorized features of the Service, or by law, or otherwise attempt to use or access any portion of the Services other than as intended by Poptip; (xiii) gain unauthorized access to the Services, to other users’ accounts, names or personally identifiable information, or to other computers or websites connected or linked to the Services; (xiv) reproduce, distribute, publicly display, publicly perform, sell, trade, resell or exploit any portion of the Services, use of the Services, access to the Services or content obtained through the Services, for any purpose other than expressly permitted by these Terms, including, by way of example and not limitation, by doing or engaging in any of the following without Poptip’s express written consent: (a) copying, caching or reformatting any Content not owned by you for commercial purposes in any fashion whatsoever, whether by copying to physical or electronic media for purposes of buffering delivery or converting transmissions from the Services to alternate delivery formats; (b) framing, embedding and/or passing off Content obtained from the Services in such a manner as to present them as originating from a source other than the Services; (c) altering, defacing, mutilating or otherwise bypassing any approved software through which the Services are made available; and (d) using any trademarks, service marks, design marks, logos, photographs or other content belonging to Poptip or obtained from the services; (xv) interfere with, or disrupt, (or attempt to do so), the Services, networks or servers connected to the Services or violate the regulations, policies or procedures of such networks or servers; (xvi) violate any applicable federal, state or local laws or regulations or these Terms; or (xvii) assist or permit any persons in engaging in (or attempting to do so) any of the activities described in this Section 8.
A. PROCEDURE FOR REPORTING CLAIMED INFRINGEMENT
Poptip respects the intellectual property rights of others and expects users of the Services 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 us with the following information: (i) a physical or electronic signature of the copyright owner of the work(s) that has/have been allegedly infringed, or a person authorized to act on their behalf; (ii) identification of the works or materials being infringed, or, if multiple works are covered by a single notification, a representative list of such works; (iii) identification of the specific 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 Poptip to locate the material; (iv) information reasonably sufficient to permit Poptip to contact you, such as an address, telephone number, and if available, an email address at which you may be contacted; (v) a statement that you have a good faith belief that the 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 owner of an exclusive right that is allegedly infringed.
You should consult your own lawyer and/or see 17 U.S.C. §512 to confirm your obligations to provide a valid notice of claimed infringement.
We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, Poptip will also terminate a user’s account if the user is determined to be a repeat infringer. Our designated copyright agent for notice of alleged copyright infringement appearing on the Services is: Markover Inc. Attn: Copyright Agent 20 W. 22nd. St Unit 614 New York, NY 10010 Email: email@example.com
B. COUNTER NOTIFICATION If you receive a notification from Poptip that your Content has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Poptip with what is called a “Counter Notification.” To be effective, a Counter Notification must be in writing, provided to PopTip’s Designated Agent through one of the methods identified in Section 9(A), and include substantially the following information: (i) your physical or electronic signature; (ii) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (iii) a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and (iv) your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which Poptip may be found, and that you will accept service of process from the person who provided notification under Section 9(A) above or an agent of such person.
A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. §512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.
C. FALSE NOTIFICATIONS OF CLAIMED INFRINGEMENT OR COUNTER NOTIFICATIONS. The Copyright Act provides that: “[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. §512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, shall be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright onwer or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [Poptip] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.”
17 U.S.C. §512(f).
Poptip reserves the right to seek damages from any party that submits a notification of claimed infringement or counter notification in violation of the law.
The Terms will continue to apply until terminated by either you or Poptip as follows.
You may end your legal agreement with Poptip at any time for any reason by deactivating your accounts and discontinuing your use of the Services. You do not need to specifically inform Poptip when you stop using the Services.
If you are an upgraded paid Services account, you are bound to the agreed upon terms of your Poptip service agreement.
If you stop using the Services without deactivating your accounts, your accounts may be deactivated due to prolonged inactivity.
We may suspend or terminate your accounts or cease providing you with all or part of the Services at any time for any reason, including, but not limited to, if we reasonably believe: (i) you have violated these Terms, (ii) you create risk or possible legal exposure for us; or (iii) our provision of the Services to you is no longer commercially viable. We will make reasonable efforts to notify you by the email address associated with your account or the next time you attempt to access your account. In all such cases, the Terms shall terminate, including, without limitation, your license to use the Services, except that the following sections shall continue to apply: 4, 5, 7, 8, 10, 11, and 12. Nothing in this section shall affect Poptip’s rights to change, limit or stop the provision of the Services without prior notice, as provided above in Section 1.
Please read this section carefully since it limits the liability of Poptip and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “Poptip Entities”). Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.
A. The Services are Available "AS-IS"
Your access to and use of the Services or any Content are at your own risk. You understand and agree that the Services are provided to you on an "AS IS" and "AS AVAILABLE" basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE POPTIP ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
The Poptip Entities make no warranty and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Services or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services or any Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; and (iv) whether the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the Poptip Entities or through the Services, will create any warranty not expressly made herein.
B. Links The Services may contain links to third-party websites or resources. You acknowledge and agree that the Poptip Entities are 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 the Poptip Entities of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
C. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE POPTIP ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; OR (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE POPTIP ENTITIES EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNT YOU PAID POPTIP, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.
THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE POPTIP ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
D. INDEMNIFICATION You agree to indemnify, defend, and hold harmless the Poptip Entities from all damages, injuries, liabilities, costs, fees and expenses (including, but not limited to, attorneys’ fees and court costs) arising from or in any way related to: (i) your use or misuse of the Services; (ii) your Content; (iii) your breach or other violation of these Terms including any representations, warranties and covenants herein; or (iv) your violation of the rights of any other person or entity, including, but not limited to, claims that any Content infringes or violates any third-party intellectual property rights or other proprietary rights.
A. Waiver and Severability
The failure of Poptip to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.
B. Controlling Law and Jurisdiction These Terms and any action related thereto will be governed by the laws of the State of New York without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in the federal or state courts located in New York City, New York, United States, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
If you are a federal, state, or local government entity in the United States using the Services in your official capacity and legally unable to accept the controlling law, jurisdiction or venue clauses above, then those clauses do not apply to you. For such U.S. federal government entities, these Terms and any action related thereto will be governed by the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of New York (excluding choice of law).
We may revise these Terms from time to time, the most current version will always be at available via email. Simply send: subject line: Current Terms Release to firstname.lastname@example.org . If the revision, in our sole discretion, is material we will notify you via an @Poptip update or e-mail to the email associated with your account. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.
These Services are operated and provided by Markover, Inc., 20 W. 22nd St, Unit 614, New York, NY 10010. If you have any questions about these Terms, please contact us. Effective: January 1, 2012 Last Updated: May 1, 2013
By using the Poptip Services you have agreed to all of the above. However, if for internal reasons, you wish to maintain a signed copy, the signature area follows.