These Website Terms of Use (“Terms”) apply to (a) your access to and use of Firstup, Inc.’s and its affiliates’ and subsidiaries’ websites (including but not limited to Dynamic Signal, Inc.) on which these Terms are posted, as well as mobile versions thereof and social networking service pages and applications (collectively, the “Site”) and (b) any and all services available on or through the Site (“Services”) except as otherwise set forth herein. Firstup, Inc. (including its affiliates, parent and subsidiaries) (“Firstup”) is the owner, operator and facilitator of the Site. “You,” or “your,”refers to you, a user of the Site or parent or legal guardian (over the age of 18) if such user is a minor in his or her state of residence. By accessing, using, or registering with the Site, you agree to be contractually bound by these Terms of and any other policies, rules or guidelines that may be applicable to the Services on the Site (the “Additional Terms”), as well as all applicable laws and regulations. You may not access the Site if you do not accept these Terms. If you are a customer of Firstup’s platform, products or services (collectively, “Platform Services”), please refer to the agreement entered into between your organization and Firstup for use of the Platform Services (“Platform Terms”). The applicable Platform Terms will govern the use of the Platform Services as between you and your organization and Firstup. If you are an end-user of Firstup’s Platform Services, including via mobile applications, please refer to the terms of use provided within your organization’s instance of the Platform Services, which govern your use of the Platform Services as between you and your organization.
Firstup may revise and update these Terms at any time in its sole discretion. Please periodically review them because your continued usage of the Site indicates your agreement with any such changes. Any changes Firstup makes will be effective immediately upon notice, which Firstup may provide by any means including, without limitation, posting a revised version of these Terms on the Site. If Firstup makes any material changes to these Terms, Firstup will endeavor to notify you in advance of such change, by highlighting the change on the Sites or by sending an email to you at the email address that you have registered with Firstup. You can determine when these Terms were last revised by referring to the “Last Updated” legend at the top of these Terms. You will remain subject to the then-current version of these Terms as long as you are a user of the Site, and in the event of termination of any membership, service or feature, you will still be bound by your obligations under these Terms, including any indemnification obligations, warranties, and limitations of liability.
By using or attempting to use the Site, you certify that (i) if you are a resident of the United States, you are at least 16 years of age or, if under the age of 16, your parent has consented to your use of the Site via Firstup’s consent mechanism as provided to your parent, or (ii) if you are not a resident of the United States you are at least 18 years of age or, if under the age of 18, you have the consent of your parent or guardian (over the age of 18) to use the Site. You also certify that you are not a person barred from receiving Services under the laws of the United States or other applicable jurisdiction. If you do not meet these requirements or, if for any reason, you do not agree with all of the terms and conditions contained in these Terms, you must stop using the Site immediately.
By accepting these Terms, you agree as follows:
1. PROVIDING CONTACT INFORMATION AND PRIVACY POLICY
Please note that your contact details and other information that you provide to Firstup via registration forms available on the Site are subject to Firstup’s Privacy Policy, available at: https://firstup.io/privacy-policy/. Registration forms on the Site may be used to contact Firstup for a demonstration of the Platform, for the employee communication maturity assessment, to download materials or resources, or to receive sales materials from Firstup or in connection with a job application. In each case, by providing your contact information, you consent to Firstup’s collection, use, and disclosure of the information that you provide on the Site in accordance with the Privacy Policy. Your contact information will be used to send communications, details, announcements, promotions and other materials to you related to the Site.
2. YOUR RESPONSIBILITIES
You will not:
- impersonate any other person or present any false associations with Firstup or another entity;
- use the Site to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party publicity or privacy rights;
- interfere with or disrupt the integrity, operation or performance of the Site or any data contained therein;
- attempt to gain unauthorized access to the Site, or to Firstup’s systems or networks;
- use any robot, bot, spider, offline reader, site search/retrieval application or other manual or automatic device or process to retrieve, index, scrape, data extract or data mine, or any related activity, from the Site or otherwise collect information about other Site or its users without their consent or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents without Firstup’s prior written consent, including with respect to any CAPTCHA displayed on the Site.
- submit or link to any content on the Site that:
- infringes or violates the intellectual property or other rights of any person or entity;
- breaches any duty of confidentiality that you owe to anyone;
- provides any nonpublic information about Firstup or any other company or person without authorization (including the names and contact information for Firstup’s employees);
- is, in Firstup’s sole discretion vulgar, offensive, inappropriate, harassing, defamatory, abusive, lewd, pornographic, obscene or otherwise objectionable; or that Firstup rejects for any other reason in Firstup’s sole discretion;
- contains or installs any viruses, worms, bugs, Trojan horses, malware or other malicious code, files or programs designed or having the capability to disrupt, damage or limit the functionality of any software or hardware, or to engage in phishing or other fraudulent activity; or
- contains false or deceptive language, unsubstantiated or comparative claims regarding Firstup’s or others’ products.
Use of the Site is at your sole risk. Firstup may modify the functionality of the Site and its interface and/or remove any or all materials or data at any time in Firstup’s sole discretion, and such modifications may result in a loss of data associated with that functionality.
If you violate any part of these Terms, in Firstup’s sole judgment, Firstup reserves the right to terminate your account and access and remove all of your materials and information from the Site.
3. OWNERSHIP AND RESTRICTIONS ON USE
The information and materials provided on or through the Site, including any content, data, text, designs, graphics, images, photographs, illustrations, audio and video clips, logos, icons and links (collectively, the “Information”) are owned exclusively by Firstup or its licensors, and are intended to inform you about the products and services offered by Firstup. Subject to your compliance with these Terms, Firstup grants you a limited license to use the Site and Information solely for your personal, non-commercial use; provided that you do not remove any copyright or other proprietary notices contained therein and, provided further, that you may not use, reproduce, modify, display, publicly perform, distribute, create derivative works of or circumvent any technological measure that effectively controls access to the Site and/or Information in any way including, without limitation, by manual or automatic device or process, for any purpose. Notwithstanding anything to the contrary herein, all rights not specifically granted in the license set forth above will be reserved and remain always with Firstup. Use of the Site and Information for any purpose other than as expressly authorized in these Terms is a violation of Firstup’s copyrights and other intellectual property rights, and is strictly prohibited.
The Site, including all Site software, databases, proprietary information, documentation, software, contents, computer codes, ideas, know-how and Information (and all modifications and derivative works thereof and any intellectual property and other rights relating thereto or contained therein) is owned and operated by Firstup or its licensors and is and will remain the exclusive property of those parties. You acknowledge that the Site is protected by copyright, trademark, and other laws. You further acknowledge that you do not acquire any ownership rights in the Site or the Information by using the Site or the Information. You will not challenge, contest or otherwise impair Firstup’s ownership of the Site or the Information. The trademarks, logos, and service marks displayed on the Site (collectively, the “Marks”) are the registered and unregistered trademarks of Firstup and Firstup’s advertisers, licensors, suppliers, and others.
The Marks owned by Firstup, whether registered or unregistered, may not be used in connection with any product or service that is not offered by Firstup, in any manner that is likely to cause confusion with customers, or in any manner that may disparage Firstup. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Mark without the express written permission of Firstup, Firstup’s licensors or suppliers, or the third party owner of any such Mark. Misuse of any Mark is prohibited, and Firstup will enforce its intellectual property rights in its Marks.
4. IDEAS AND FEEDBACK
The Site may allow for posting comments, ideas, suggestions, documents, proposals, and/or feature requests for Firstup’s products and services on the Site (collectively, “Feedback”). By submitting Feedback, you acknowledge and agree that: (a) your Feedback is gratuitous, unsolicited and without restriction; (b) the Feedback does not contain confidential or proprietary information; (c) Firstup is not under any obligation of confidentiality, express or implied, with respect to the Feedback; (d) Firstup will be entitled to use or disclose (or choose not to use or disclose) such Feedback for any purpose, in any way, in any media worldwide; (e) Firstup may have something similar to the Feedback already under consideration or in development; (f) you hereby grant to Firstup an irrevocable, transferable, worldwide, and perpetual license to use the Feedback for any purpose whatsoever, without any obligation of Firstup to you; and (g) you are not entitled to any compensation or reimbursement of any kind from Firstup under any circumstances related to the Feedback. You further understand that posting Feedback does not cause Firstup to undertake any obligation, such as, for example, to develop, implement, release, use, or not use a feature request.
5. NO WARRANTY
CONTENT POSTED BY ANYONE OTHER THAN FIRSTUP ON THE SITE IS THE SOLE RESPONSIBILITY OF THE ORIGINATOR OF THAT CONTENT. FIRSTUP IS NOT RESPONSIBLE FOR ANY CONTENT POSTED BY YOU OR ANY THIRD PARTY, WHETHER OR NOT FIRSTUP REVIEWED OR MODERATED SUCH CONTENT. CONTENT POSTED BY FIRSTUP ON THE SITE IS NOT PART OF ANY LEGAL AGREEMENT. THE SITE, INCLUDING THE CONTENT AND INFORMATION CONTAINED THEREIN, IS PROVIDED ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, EXCLUSIVE OF ANY EXPRESS OR IMPLIED WARRANTIES WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. FIRSTUP DOES NOT MAKE ANY REPRESENTATION AS TO THE CONTENT’S AND INFORMATION’S QUALITY OR ACCURACY, AND FIRSTUP SPECIFICALLY DISCLAIMS THE COMPLETENESS, RELIABILITY, USEFULNESS, OR ORIGINALITY OF SUCH CONTENT OR INFORMATION.
6. LIMITATION OF LIABILITY
You agree that you bear all risks associated with using the Site or relying upon the Information contained therein. IN NO EVENT WILL FIRSTUP HAVE ANY LIABILITY HEREUNDER TO YOU FOR ANY LOSSES OR DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR DAMAGES BASED ON LOST PROFITS, DATA OR USE, HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Firstup’s aggregate liability, together with the liability of Firstup’s affiliates, directors, officers, employees, contractors, representatives, agents, successors and assigns (collectively, the “Firstup Parties”), arising out of these Terms and your use of the Site (when aggregated with all other claims against the Firstup Parties arising out of these Terms and your use of the Site), regardless of the type of claim(s) or the nature of the cause(s) of action, will not exceed one hundred U.S. Dollars ($100).
7. THIRD PARTY LINKS
The Site may contain links to third party sites. Any such linked sites are not under Firstup’s control, and Firstup makes no representations as to the quality, suitability, functionality or legality of any sites to which Firstup may provide links. Firstup is not responsible for the content, goods or services provided on or through any linked site or any link contained in a linked site, or for any updates or changes to such sites, for your use or inability to use such sites, or the privacy or other practices of such sites. Firstup reserves the right to remove any links at any time. Firstup does not endorse the companies or products to which it links and reserves the right to note such on its web pages. If you decide to access any of the third-party sites linked from the Site, you do so entirely at your own risk.
YOU AGREE THAT YOUR USE OF WEBSITES AND OTHER RESOURCES NOT CONTROLLED BY FIRSTUP, INCLUDING WITHOUT LIMITATION, YOUR USE OF ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH WEBSITES AND OTHER RESOURCES, IS AT YOUR OWN RISK. ANY SUCH USE IS SUBJECT TO THE TERMS AND CONDITIONS APPLICABLE TO SUCH SITES AND OTHER RESOURCES.
8. THIRD-PARTY PROMOTIONAL EMAILS
Firstup and/or third parties may, from time to time, send email messages to you containing advertisements, promotions, etc. pursuant to the Privacy Policy. Firstup makes no representation or warranty with respect to the content of any such email messages or any goods or services which may be obtained from such third parties, and you agree that, to the extent permitted by law, neither Firstup nor such third party shall have any liability with respect thereto. You agree not to forward any such email messages to other persons who are not named recipients of the original email.
9. REMOVAL OF MATERIAL UNDER U.S. DIGITAL MILLENNIUM COPYRIGHT ACT
If you wish to submit an allegation of infringement under the U.S. Digital Millennium Copyright Act of 1998 (DMCA) please see Firstup’s DMCA Policy. If Firstup receives a notice alleging that material or content you posted on the Site infringes another party’s copyright, Firstup may remove that material in accordance with Title II of the DMCA (Section 512 of the U.S. Copyright Act).
10. SEVERABILITY
If any provision of these Terms is held by a court of competent jurisdiction to be contrary to law, the provision will be deemed null and void, and the remaining provisions of these Terms will remain in effect.
11. ARBITRATION
Unless you opt-out, in accordance with the instructions below, or for disputes relating to your or Firstup’s intellectual property (such as trademarks, trade names, domain names, trade secrets, copyrights, and patents (“Excluded Disputes“)), you agree that all disputes between you and Firstup (regardless of whether such dispute involves a third party) with regards to these Terms, the Site, and/or rights of privacy and/or publicity, will be resolved by binding, individual arbitration under the American Arbitration Association’s (“AAA”) Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes of the AAA (collectively, the “AAA Rules”), and you and Firstup hereby expressly waive trial by jury. You may bring claims only on your own behalf. You agree not to participate in a class action or class-wide arbitration for any claims covered by these Terms. You also agree not to participate in claims brought by a private attorney, in a general or representative capacity, or consolidated claims involving another person’s account for claims where Firstup is party to the proceeding. This arbitration provision will be governed by the Federal Arbitration Act. In the event that the AAA is unwilling or unable to set a hearing date within one hundred and twenty (120) days of filing the case, then Firstup or you can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services (“JAMS”). 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 these Terms. Unless both parties agree otherwise, any arbitration hearings will take place in San Francisco, California, or another location mutually agreeable to the parties. THE PARTIES UNDERSTAND THAT, EXCEPT AS EXPLICITLY SET FORTH TO THE CONTRARY HEREIN, THEY ARE WAIVING ANY RIGHT TO A JURY TRIAL WITH RESPECT TO DISPUTES.
You may opt out of this agreement to arbitrate, as specified herein. If you do so, neither you nor Firstup can require the other to participate in an arbitration proceeding. To opt out, you must notify Firstup in writing within 30 days of the date that you first became subject to this arbitration provision. You must use the below address to opt out:
Firstup, Inc.
ATTN: Legal Team
1 Montgomery St., Ste. 2150
San Francisco, CA 94104
You must include your name and residence address, your email and phone number and a clear statement that you want to opt out of this arbitration provision.
If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all the preceding language in this Arbitration section will be null and void. This arbitration provision will survive the termination of these Terms.
12. MISCELLANEOUS
These Terms do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between you and Firstup. You may not assign your rights or obligations under these Terms, whether by operation of law or otherwise, without Firstup’s prior written consent.
These Terms will be governed by the laws of the State of California, without giving effect to the conflict of law provisions thereof. Neither the United Nations Convention of Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act will apply to these Terms.
Neither party will incur any liability to the other party on account of any loss, claim, damage, or liability to the extent resulting from any delay or failure to perform all or any part of these Terms, if and to the extent such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the reasonable control and without any negligence on the part of the party seeking protection under this Section, including delays or failures, acts of God, strikes, lockouts, riots, acts of war, terrorism, earthquake, fire, or explosions.
If you are using the Site to register for Firstup COMMunity, the Firstup COMMunity Terms of Service, available at: https://onfirstup.com/community/community/policies/terms, will govern your participation in Firstup COMMunity.
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