Dated October 19, 2020
THE TERMS ALSO CONTAIN A BINDING INDIVIDUAL ARBITRATION CLAUSE AND CLASS-ACTION WAIVER PROVISION BELOW. IF YOU ACCEPT THE TERMS, YOU AGREE TO RESOLVE DISPUTES IN BINDING, INDIVIDUAL ARBITRATION AND GIVE UP THE RIGHT TO GO TO COURT INDIVIDUALLY OR AS PART OF A CLASS ACTION. THESE TERMS WILL AFFECT YOUR LEGAL RIGHTS. PLEASE REVIEW THEM CAREFULLY. YOU MAY HAVE A TIME-LIMITED RIGHT TO OPT OUT.
If you are a user in the European Economic Area (“EEA”), or any other country that does not allow such arbitration agreement, the arbitration clause does not apply to you.
The following terms have the following meaning where used herein in the Terms:
“Account” refers to a User Account or a Brand Account as applicable to you.
“Affiliates” means a party’s subsidiaries, successors, assigns, or owners, and any company that has a business relationship with them, including without limitation, managers, entertainers, agents, companies, distributors, vendors, suppliers, licensees and any of their shareholders, officers, directors, employees, attorneys, accountants or other representatives.
A “Brand” refers to any Person who has a user or fan base and is an artist, performer, celebrity, entertainment venue, or company that offers products and/or services for sale.
A “Brand Account” is an account on the Platform intended for Brands with additional functionality to engage with Users through the Platform and reward Users for their engagement and loyalty.
“Person” refers to any individual person, corporation, limited liability company, partnership, sole proprietorship, trust, association or other entity.
“Rewards” include, but are not limited to, unique merchandise, prizes, and experiences furnished by Brands or Geojam-provided rewards and experiences. Both Geojam and Brands have flexibility to use the Platform to offer many kinds of unique prizes and one-of-a-kind Rewards, many of which are not generally for sale or available as a service by the Brand. The place where Users can use Jam Points to get Rewards from Brands and Geojam is referred to herein as the “Jam Shop.”
“Services” means any features, functions, services, content, rewards, offers or other information available on or through the Platform,
“Jam Points” are Geojam’s loyalty reward units used to reward Users for (among other things) engaging with the Platform and performing User actions and used by Users for (among other things) redeeming for Rewards on the Platform. Jam Points are similar to “loyalty points” or a “mileage program” where users can earn and redeem Jam Points like they would with points or miles.
“User” refers to any person, fan, or entity that has a standard account (“User Account”) on the Platform that can be used to earn or redeem Jam Points.
You are referred to herein as “you” or “your” and when we use “you” or “your” we are referring to you and any person, party or entity who accesses the Platform or uses any Services, whether as a User or a Brand, or otherwise.
The words “use” or “using” in these Terms means any time Person, directly or indirectly, with or without the aid of a machine or device, does or attempts to access, interact with, use, display, view, print or copy from the Platform, receives data from or transmits data to, the Platform, or in any way utilizes, benefits, takes advantage of or interacts with any function, service or feature of the Platform, for any purpose whatsoever. These Terms do not cover your rights or responsibilities with respect to third party content or any links on the Platform that may direct your browser or your Internet connection to third party websites or web pages.
If you buy, download, install, or use the Platform, or otherwise use our services, you agree to be bound by the Terms. By agreeing to the Terms, you are confirming you are an adult of legal age, you understand and accept the Terms (including its dispute resolution terms), and you are legally and financially responsible for all actions using or accessing our Platform and services. If you do not or cannot agree to the Terms, you may not buy, download, install, or use the Platform.
BY ACCESSING THE PLATFORM: (I) YOU CERTIFY THAT YOU ARE AT LEAST 13 YEARS OF AGE AND HAVE A PARENT’S OR GUARDIAN’S PERMISSION TO ACCESS THE PLATFORM OR YOU ARE AT LEAST 18 YEARS OF AGE AND (II) YOU (OR YOUR PARENT OR GUARDIAN IF APPLICABLE) UNDERSTAND, ACKNOWLEDGE AND AGREE TO BE BOUND BY THESE TERMS. YOUR REMEDY FOR DISSATISFACTION WITH THE PLATFORM, OR ANY SERVICES, IS TO STOP USING THE PLATFORM AND/OR THOSE PARTICULAR SERVICES. YOUR AGREEMENT WITH US REGARDING COMPLIANCE WITH THESE TERMS BECOMES EFFECTIVE IMMEDIATELY UPON ACCESSING THE PLATFORM.
We may modify these Terms at any time, and if we do, we will notify you by email or by posting the modified Terms on the Site or in the App. Please review any modified Terms before you continue using the Platform. If you continue to use the Platform, you are bound by the modified Terms. If you do not agree to be bound by the modified Terms, then you may not use the Platform.
If you breach these Terms we may take action against you, including but not limited to terminating your account and disabling your access to the Platform. You acknowledge that Geojam has no obligation to, and will not, reimburse or refund you for Services lost due to involuntary suspension or termination of your account.
3. USE OF THE PLATFORM
There are portions of the Platform that we make available to the general public without registering for a User or Brand Account and you may visit and browse those portions, including the public geojam.com website, without charge or obligation. Other areas of the Platform are reserved for Brands or Users who open accounts with Geojam (“Reserved Areas”) including services of the Platform such as earning Jam Points, offering Jam Points, or using Jam Points for Rewards in the Jam Shop.
The Platform is offered and made available only to users 13 years of age or older. If your use of the Platform is prohibited or restricted in any way by the laws, regulations, rules or other governmental requirements of the jurisdiction from which you access the Platform or in which you live or reside, or if, for any reason and at any time, you do not agree with all of the terms and conditions contained in these Terms, please discontinue using the Platform immediately.
4. ACCOUNT CREATION
To access and participate with the Platform and our services you will need to create a User Account if you are a User or a Brand Account if you are a Brand. By creating an Account, you agree to: (a) provide accurate, current and complete account information as required, (b) maintain and promptly update from time to time as necessary your account information, (c) maintain the security of your Account, (d) accept all risks of unauthorized access to your account and the information you provide to us, and (e) immediately notify us by using the “Contact Us” or “Help” component of the Platform if you discover or otherwise suspect any security breaches related to the Platform. Your Account is personal to you and you are responsible if you allow others to use it. We are not liable for any direct or indirect harm caused or related to the theft or misappropriation or disclosure of all or any portion of your User ID, or your authorization of anyone else to use your User Account.
As part of the registration process, you will need to provide us with your email address or mobile telephone number and choose a username and a password . Alternatively, Users may choose to create a User Account by authenticating with their personal Facebook, Google, Twitter, Spotify, Apple Music or Amazon Music, and similar accounts “Social Authentication” with the Platform or via some other equivalent method if made available by us. If a User chooses to join and authenticate via Social Authentication, their personal social media user account will serve as their User Account on the Platform. Your User Account must be unique and not previously registered with the Platform, and we may request that you provide other personally identifiable information such as your mobile phone number, or email address. We may choose to utilize two-factor authentication which may be required by us once your account reaches certain milestones or before certain actions are allowed. For two-factor authentication we will send a secret authorization code to the email address or mobile number you provided (or for Users that registered via Social Authentication to the email address associated with their personal social account) to complete the two-factor authentication set-up. You also understand that we might require you complete certain tax forms and provide tax information if we deem it required in its sole discretion. If a User uses Social Authentication as part of their registration process, then such User is subject not only to these Terms, but also to the terms and conditions of the Social Network used for authentication.
5. JAM POINTS
5.1 Collecting or Purchasing Jam Points
Users collect Jam Points in their User Account by performing social and other actions (“User Actions”) for Brands or Geojam or as a reward for participation in Platform or Brand programs. Brands and Geojam may set limits and maximums on the number of actions per User Account per period of time for receiving Jam Points. Users can acquire additional Jam Points directly from Geojam on the Platform at the price posted to use for Platform features that require Jam Points or for attaining a Reward on the Platform which requires more Jam Points than the amount presently in the User’s Geojam Account.
We may also in our discretion give Jam Points out of our inventory to Users, Brands, partners, Affiliates, team members or others for use on the Platform. The receipt or purchase of Jam Points shall not provide the recipient with rights of any kind other than for its intended use on the Platform in redemption of Rewards or for use in Services including not providing any rights with respect to Geojam or Brands or their respective revenues or assets, intellectual property or other financial, ownership, or legal rights. Jam Points which have been earned or purchased by a User is accessible by the User from their User Account on the Platform.
There is currently no market for the re-sale or exchange of Jam Points and the only current use for Jam Points is for use on the Platform, to be awarded to Users of the Platform for performing User Actions or other activities and for use in the Jam Shop or for other Platform benefits. Jam Points may be subdivided and used in fractions. The value of Jam Points on the Platform at the time of the User Action or redemption is used to determine the amount of Jam Points Users receive for User Actions or the amount of Jam Points needed to attain Rewards. Once you acquire Jam Points, you may not transfer them to another individual or account. Any such sale, transfer, or exchange (or attempt to do so) is prohibited, is a violation of these Terms and may result in cancellation of such Jam Points or the termination of your User Account. You agree that you will only obtain Jam Points from us and through means provided by us through the Platform, and not from any third party unless expressly authorized.
The value of Jam Points on the Platform for User Actions or Reward Redemptions has been arbitrarily set at 1 cent USD per Jam Points. When purchasing Jam Points, the price will be posted at the time of sale. You acknowledge that you do not acquire any ownership rights in or to Jam Points. Any balance of Jam Points does not necessarily reflect any stored value and you agree that Jam Points have no monetary value and do not constitute currency or property of any type outside of the Platform. You understand and agree we may modify or discontinue Jam Points and Rewards at any time.
5.2 Using Jam Points and Accessing Rewards on The Platform
Users can redeem Jam Points towards Rewards offered on the Platform by Geojam or Brands and also for other features on the Platform. Users, including users in the same household, are limited to four (4) Jam Shop orders per 30 days rolling period. Brands may offer various Rewards that are not typical services provided by the Brands. Rewards may be one-off or unique prizes, without an established fair market value, which may not be otherwise available in the broad market, outside of the Geojam Platform or as a service by the Brand. A decision by a Brand to offer a Brand Reward, the quantity and the value is at the discretion of the Brand. Likewise, the decision to redeem Jam Points towards a Reward or on the Platform is at the discretion of the User. Jam Points received from one Brand or Geojam may be used on the Platform to redeem for Rewards offered by that Brand or for Rewards offered by other Brands or Geojam.
Brand Rewards are subject to availability and Brands reserve the right to impose quantity limits on any order, to reject all or part of an order and to discontinue Rewards without notice, even if a User has already placed an order in which case the User will be refunded. The inclusion of a Reward on the Platform at a particular time does not imply or warrant that such Reward will be available at all times.
It is possible that Reward information may contain errors, inaccuracies, or omissions.
EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, GEOJAM, BRANDS AND OUR AFFILIATES EXPRESSLY DISCLAIM ANY AND ALL LIABILITY ARISING FROM OR RELATING IN ANY WAY TO ANY AND ALL REWARDS. EXCEPT AS SPECIFICALLY SET FORTH IN WRITING, GEOJAM, BRANDS AND OUR AFFILIATES EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES OF ANY AND EVERY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY AND ALL REWARDS, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE.
Notwithstanding anything to the contrary, the respective Brand, not Geojam, is responsible for the Brand Rewards that they post and for resolving complaints related to Brand Rewards or any harm caused or related to fulfillment or information errors. To correct, repair or replace defective Brand Rewards, Users must communicate with the specific Brand. Users agree that their sole and exclusive remedy for defective Brand Rewards lies with the specific Brand and not Geojam. Notwithstanding anything to the contrary, Users agree that their sole and exclusive remedy for defective or non-delivered Rewards is a refund up to a maximum of the amount spent by the User towards the Reward.
5.3 Fees and Taxes
Geojam shall also be entitled to recoup from or pass on to a User any third-party transaction fees (including but not limited to debit card, credit card, PayPal fees) and to the extent applicable sales tax amounts incurred from your use of the Platform.
You are responsible for compliance with any and all tax obligations arising from your use of the Platform, Jam Points and Rewards and are advised to consult with a tax advisor regarding your specific state, local, federal requirements for your jurisdiction or country. We shall bear no liability or responsibility with respect to any non-Geojam tax obligation. Geojam reserves the right in its absolute and sole discretion if we deem it is within our obligation for compliance with laws to issue you tax forms or disclosures, including but not limited to, Form 1099’s and also to require that you complete any such additional information as may be required for us to comply with governmental requirements. In the event you fail to complete such information in a timely fashion, upon our request to do so, then we may Suspend Earnings on your Account in accordance with the policy described in the section entitled Account Suspensions and Termination. You agree to indemnify, defend and hold Geojam, Brands and Affiliates of Geojam and Brands harmless from and against any and all claims, actions, losses, expenses, damages and costs (including reasonable attorneys’ fees), resulting from your failure to provide required documentation or pay any appropriate taxes to the proper governmental authorities.
6. OWNERSHIP AND PROPRIETARY RIGHTS
You agree and acknowledge that Geojam owns all right, title and interest in and to the Platform, including, without limitation, any and all code, algorithms, analytics or metrics derived from performing Services (“Geojam IP”), and that no licenses or other rights to the Geojam IP are granted to you by these Terms or otherwise except as specifically granted in Section 7 (LICENSE AND ACCESS) below.
Unless otherwise authorized by Geojam, you shall not sublicense, distribute, transfer, copy, reproduce, download, modify or timeshare the Geojam IP or any portion thereof, or use the Geojam IP as a component of or a base for products or services prepared for commercial sale, sublicense, lease, access or distribution. You shall not prepare any derivative work based on the Geojam IP, nor shall you translate, reverse engineer, decompile or disassemble the Geojam IP. The Platform, including all content, media, web applications, mobile applications, materials, intellectual property, design, text, images, photographs, illustrations, audio and video material, media files, artwork, graphic material, articles, databases, proprietary information, writings, music, animations, videos, sound recordings, voices, computer graphics and visual effects, as well as any accompanying documentation or other written materials, tangible or intangible, and all copyrightable or otherwise legally protectable elements of the Platform, including, without limitation, the selection, sequence and ‘look and feel’ and arrangement of items, and all derivative works, translations, adaptations or variations of same, regardless of the medium, format or form, now known or hereinafter developed or discovered, and regardless of where produced, (all of the foregoing, individually and/or collectively, is referred to herein as “Content”), are the property of Geojam and/or where applicable the participating Brands. All Geojam IP and Content on the Platform is legally protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, regulations and treaties. As such, you should assume that all Geojam IP and Content contained in the Platform is either: the copyrighted property of Geojam, unless otherwise noted, or the copyrighted property of third parties.
The names, logos, trade names, trademarks, service marks and other distinctive identifications on or off the Platform, including, without limitation, GEOJAM and / or our stylized logo, and the name of our Platform rewards program JAM POINTS, and our stylized token logo (collectively “Marks”) are the trademarks and intellectual property of and are proprietary to Geojam. In addition, the Brands may have their own trademarks and logos. You have no right to use any of our Marks or those of the Brands, or any confusingly similar marks thereto, for any purpose without the express, prior, written consent of Geojam or the respective Brands.
7. LICENSE AND ACCESS
Geojam grants you a non-exclusive, non-assignable, non-sublicensable, non-transferable, limited, revocable right and license (“License”) to use the Platform and access the Content solely for your limited use of the Platform and Content and for no other purpose whatsoever. Geojam presumes that if you permit your minor child to go online and access your User Account, or if you establish a User Account for any minor child, then such minor child has your approval and express permission to have independent access to the Platform or any other subpage on the Platform. You understand and agree that if you do not wish your minor child to have independent access to the Platform, it is your duty to make sure that you do not give your minor child the User ID to a User Account or establish a User Account for them. Remember, even if a minor child has a User ID and password, you can change it.
As an express condition of your use of the Platform, you represent and warrant to us that you shall not use the Platform for any unlawful purpose or purpose prohibited by these Terms or the laws or regulations in the jurisdiction in which you live or reside or where you may engage in any activity with the Platform. Any violation of any of the above representations and warranties, including use in contravention of these Terms, may subject you to civil liability, criminal prosecution, termination of your User account and all associated benefits as provided herein. . If you violate any part of these Terms, then your License to use the Platform and Content may be terminated by Geojam in its sole and absolute discretion.
Geojam makes no representation that any portion and part of the Platform is legal or appropriate for use outside of the United States of America or may be exported from the United States of America or for import into any foreign country. You are solely responsible for complying with all import and export laws and regulations and all applicable laws of any jurisdiction inside and outside of the United States of America from which you may access the Platform, including without limitation such laws governing rewards, offers, sweepstakes, gift cards, coupons and gift certificates with expiration dates that are associated with any offer or Reward.
8. ACCOUNT SUSPENSIONS AND TERMINATION
In the event that a User is deemed to be or have been non-compliant with the Terms, Geojam reserves the right in its sole discretion to Suspend Earnings, Suspend Transactions, Suspend Access and subsequently Terminate their User Account as provided herein.
If we elect to “Suspend Earnings” on a User Account, then for the duration of the suspension User will not earn any Jam Points for User Actions taken for one or more specific Brands or all Brands or for any other activity on the Platform (“Suspended Actions”), as determined by us at our sole discretion. User will be able to continue to use the Platform to complete actions that are not Suspended Actions and to access their User Account to redeem rewards, manage account options and access other features. If and when the Suspension is removed, there will be no retroactive compensation provided to User for any Suspended Actions or other activities. We will notify User that we Suspended Earnings on their User Account via their designated email address and/or other contact options provided by User and User can contact us through our normal support options to investigate and if possible, resolve the Suspension.
If we “Suspend Transactions” on a User Account then all the restrictions and provisions of Suspend Earnings will apply and, additionally, User will be unable to complete any action that results in Jam Points used on the Platform. User may be able to access their User Account and take other actions such as checking their Account balance or managing their User profile and data privacy settings. We will notify User that we Suspended Transactions on their User Account via their designated email address and/or other contact options provided by User and User can contact us through our normal support options to investigate and if possible, resolve the suspension.
If we “Suspend Access” to a User Account, then User will be fully blocked from accessing their User Account and all the restrictions and provisions of Suspend Earnings and Suspend Transactions will also apply. We will notify User that we Suspended Access on their User Account via their designated email address and/or other contact options provided by User and User can contact us through our normal support options to investigate and if possible, resolve the Suspension. If the suspension remains unresolved, a second notice will be sent 30 days after we Suspend Access, informing User that their User Account is pending termination. If your User Account access remains suspended for more than 180 days, then we may Terminate the User Account.
If we Terminate a User Account, we will permanently close the account and Jam Points held in User’s Account at such time shall be held for the User until processed as pursuant to local, State or Federal laws in our sole and absolute discretion based on facts in each instance and may include forfeiture of Jam Points as pursuant to local, State or Federal laws. No compensation will be provided to User for forfeit Jam Points.
In addition, a User shall be deemed by us to have an “Abandoned User Account” if such User does not login to his or her account at least one time in any given twenty-four-month period. If a User’s account becomes an Abandoned User Account, then we will attempt to notify such User via email and/or other contact options provided by User. If the User does not login to their account at least one time within the subsequent twelve-month period, the User Account may be Terminated, and Jam Points held in User’s Account may become subject to forfeiture as pursuant to local, State or Federal laws.
9. PROCEDURE FOR MAKING COPYRIGHT INFRINGEMENT CLAIMS
Geojam has adopted the following Copyright Compliance Policy. If you or any User or Brand believes its copyrights have been infringed, the copyright owner (“Complaining Party”) should send notification to our Designated Agent (as identified below) immediately. To be effective, the notification must include:
a. A physical or electronic signature of the Complaining Party or such person authorized to act on behalf of the Complaining Party;
b. Identification of the copyrights claimed to have been infringed;
c. Information reasonably sufficient to permit us to contact the Complaining Party or such person authorized to act on behalf of the Complaining Party, such as address, telephone number and, if available, an electronic mail address at which the Complaining Party may be contacted;
d. Identification of the material that is claimed to be infringing or to be subject to infringing activity on the Complaining Party’s copyrights that is to be removed and information reasonably sufficient to permit us to locate such materials;
e. A statement that the Complaining Party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, agent, or by law; and
f. A statement that the information in the notification is accurate and, under penalty of perjury, the Complaining Party or such person authorized to act on behalf of the Complaining Party is the owner of an exclusive copyright that is allegedly infringed.
Pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c) (“DMCA”), our Designated Agent for notice of claims of copyright infringement can be reached as indicated below.
Designated Agent for Claimed Infringement:
Attention DMCA Notice
Once notice is received, we will act expeditiously to review and, if necessary, to remove content on the Platform that infringes the copyrights of others and may disable the access to the Platform and its Services of anyone who uses them to repeatedly infringe the copyrights of others. We are not liable for any such removal and the claims of the Complaining Party may be referred to the United States Copyright Office for adjudication as provided in the DMCA. We take the protection of copyrights, both our own and others, very seriously.
10. SOCIAL MEDIA INTEGRATION AND POSTINGS
You understand, acknowledge and agree that postings originating from any User ID are the sole responsibility of the individual associated with that User ID. THIS MEANS THAT YOU (AND NOT US, BRANDS, THE PLATFORM OR THE THIRD PARTY SOCIAL MEDIA SITE) ARE RESPONSIBLE WHATSOEVER FOR THE CONSEQUENCES OF ALL POSTINGS ON THE PLATFORM OR THIRD PARTY SOCIAL MEDIA SITES ORIGINATING FROM YOUR USER ID. User postings do not reflect the views of Geojam, Brands or any Affiliate of Geojam or any Brand. In no event shall Geojam, Brands or any of their Affiliates have or be construed to have any responsibility or liability for or in connection with any User posting whatsoever; provided, however, if we determine, in our sole and absolute discretion and judgment, that any posting does or may violate any of the terms of these Terms, we reserve the right, at any time and without limiting any and all other rights we may have under these Terms, at law or in equity, to: (a) refuse to allow you to post; (b) notify the third party social media site, or (c) use any technological, legal, operational or other means available to us to enforce the provisions of these Terms, including, without limitation, Suspending Access or Terminating your Account on Geojam. If a posting originates from you or your User ID, you hereby: (a) represent and warrant that (i) the posting is original to you or fully cleared for use by the copyright owner as contemplated herein, (ii) the posting does not and will not, in any way, violate or breach any of the terms of these Terms or any other Third Party platform, (iii) the posting does not contain libelous, tortious, or otherwise unlawful information, infringe or violate any copyright or other personal right, or contain any matter the publication or sale of which will violate any law, regulation or other governmental requirement or restriction, (iv) the posting does not contain content which would be deemed unlawful or restricted by law, and (v) the posting shall not be damaging or injurious to Geojam, Brands any Affiliates or any User. In addition, if your posting incorporates the name, logo, brand, service or trademark, voice, likeness or image of any person, firm or enterprise, you specifically represent and warrant that you have the right to make such posting.
You can also submit feedback, comments, and suggestions for improvements to the Platform (“Feedback”) by reaching out to us on social media or support channels. “Feedback” means suggestions, comments, ideas, and all other types of information, including software and code, that you provide, publish, or otherwise communicate directly or indirectly to us that relates to the Platform. If you provide us with any Feedback, you hereby grant Geojam a non-exclusive, fully paid, royalty-free, worldwide, perpetual, irrevocable, sublicensable, transferable, and assignable license to use, reproduce, distribute, modify, adapt, prepare derivative works based on, publicly perform, publicly display, make, have made, use, sell, offer to sell, import, and otherwise exploit any and all Feedback for any purposes, for all current and future methods and forms of exploitation.
11. RULES OF CONDUCT FOR POSTING
Your use of the Platform is subject to all applicable local, state, national laws, rules and regulations and, in some cases, international treaties. You are solely responsible for all of your postings on third party social media, and all other activities, acts and omissions that occur in, from, through or under your User ID. You agree to abide by these Rules of Conduct. You shall not use, allow, encourage or enable others to use, or knowingly condone the use of the Platform in any manner that is, attempts to, or is likely to:
a. be libelous, defamatory, bullying, or harmful in any way that is deemed unlawful or restricted by law;
b. interfere with, disrupt, or inhibit others from fully enjoying the Platform, or that could damage, disable, overburden or impair the functioning of the Platform in any manner;
c. send junk email chain letters, duplicative or unsolicited messages or transmissions deemed “spamming” or “phishing”;
d. transmit, distribute or upload programs or material that contain malicious code, such as viruses, time bombs, cancel-bots, worms, Trojan horses, spyware, or other potentially harmful programs or other material or information;
e. use any deep-link, page-scrape, robot, crawl, index, spider, offline reader, macro programs, internet agent, or other automatic device, program, algorithm or methodology which does the same thing, to use, access, generate impressions, input information, or generate postings on social media sites;
f. forge any TCP/IP packet header or part of the header information in any email or message, forum, tweet, comment or other social media posting for any reason or otherwise provide false or misleading information to Geojam;
g. use the Platform or Jam Points for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms or violates any laws, regulations (including, without limitation, laws regarding the transmission of technical data or software exported from the United States of America), judicial or governmental order, any appropriate treaties or violates or infringes upon any intellectual property rights, rights of publicity or privacy, or any other rights of Geojam, Brands, Affiliates or of any other person, firm or enterprise or to use the Platform to carry out any illegal activities, including, but not limited to, money laundering, terrorist financing or deliberately engaging in or encouraging others to engage in such activities;
h. gain unauthorized access to the Platform or parts of the site not authorized for your use or attempt to use another’s Account without proper authorization, or to use the Platform in any manner which violates or is inconsistent with the terms and conditions of these Terms; or
i. modify, disrupt, impair, alter or interfere with the use, features, functions, operation or maintenance of the Platform or reverse engineer any aspect of the Platform, or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any Content, area or code of the Platform;
j. discrimination or make discriminatory comments of any form or manner, including without limitation on the basis of race, gender, religion, sex, gender identity, age, disability, ethnic origin, or sexual orientation when using the Platform;
k .disparage, defame, name-call, or engage in any form of intimidation against another user, including swearing or use of any other inappropriate or offensive language, or making offensive or insensitive remarks of any kind when using the Platform;
l. make or post any sexually explicit remarks or images, or engage in any act of sexual misconduct, including but not limited to sexual innuendo, sharing sexually explicit content, or making offensive or inappropriate advances or comments to other users when using the Games or in any User Content;
m. reveal personally identifying information of other users or infringe on the privacy of other users when using the Platform;
n. harassing, stalking, spamming, or making any other inappropriate comments or actions towards other users when using the Platform;
o. violate any applicable law or regulation; or
p. encourage or enable any other individual to do any of the foregoing.
You agree to indemnify, defend and hold Geojam, Brands and their Affiliates and its and their respective officers, directors, employees, agents, licensors, representatives, advertisers, service providers, suppliers and Brands or other Users harmless from and against any and all claims, actions, losses, expenses, damages and costs (including reasonable attorneys’ fees), resulting from any breach or violation of these Terms by you, or resulting from your social media postings or any content you provide, submit or make available on or through the Platform or your unauthorized use of any Content. Geojam reserves the right to assume, at its sole expense, the exclusive defense and control of any such claim, defense or action and all negotiations for settlement or compromise, and you agree to fully cooperate with Geojam in the defense of any such claim, action, settlement or compromise negotiations, as requested by Geojam.
12. DISCLAIMER AND LIMITATIONS OF LIABILITY
THE PLATFORM AND ALL SERVICES, REWARDS AND CONTENT THEREON ARE MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THE PLATFORM WILL BE AVAILABLE FOR USE, OR THAT ALL SERVICES, REWARDS, FEATURES, FUNCTIONS OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. Without limiting the foregoing, none of Geojam, Brands nor any Affiliates, suppliers or collaborators are responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the Platform. 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 Services, features and functions of the Platform.
While Geojam strives to keep the Platform operating 24/7/365, Geojam cannot guarantee continuous service and access to the Platform without interruption or delay. It also is expected that occasional planned outages will be required to maintain and enhance the Platform. These updates and releases are done in the interest of improving the Geojam Platform functionality for the Brand and experience for the User. Geojam will take reasonable commercial efforts to minimize any downtime. If the Platform is unreachable then you will not be able to access the Platform to perform actions or access or use your Jam Points on the Platform while the Platform is not available. You may also not have access to your Account due to a violation of the Terms resulting in an Earning, Transaction or Account Access Suspension or Account Termination. You indemnify Geojam against any losses associated with an inability to use or access the Platform based on such system unavailability or limitation of access or functionality.
In some cases, Geojam integrates directly with third parties, including but not limited to, online merchant platforms, mailing list platforms, and social media platforms (“Third Party APIs”). You acknowledge that Geojam has no control over the uptime and functionality made available through Third Party APIs and as such certain aspects of the platform could incur an outage outside of Geojam’s control, and certain aspects of the Platform’s functionality could be impacted by changes of features made available through Third Party APIs.
You understand that Geojam shall not be liable to you or any third party for any claims or damages which may be suffered by you or any third party, including, but not limited to, losses or damages of any and every nature, resulting from the inability to access the Internet, inability to access the Platform, or inability to transmit or receive information, caused by, or resulting from, delays, non-deliveries, or service interruptions whether or not caused by the fault or negligence of Geojam.
EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY GEOJAM OR BRANDS, REWARDS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. GEOJAM AND BRANDS DISCLAIM ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO ANY REWARDS CONTAINED ON THE PLATFORM. GEOJAM DOES NOT REPRESENT OR WARRANT THAT REWARDS ON THE PLATFORM ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. GEOJAM WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN – OR TAKEN IN RELIANCE – ON MATERIAL OR INFORMATION, CONTAINED ON THE PLATFORM DESCRIBING REWARDS. WHILE GEOJAM ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE PLATFORM SAFE, GEOJAM CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD FROM THE PLATFORM. GEOJAM CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR GROSS NEGLIGENCE.
YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT JAM POINTS IS AN INTANGIBLE DIGITAL ASSET. JAM POINTS EXISTS ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED BY GEOJAM IN ITS LEDGER ON ITS COMPUTER NETWORK.
13. ADS AND MALWARE
We are always on the lookout for technical glitches that affect how the Platform works. When we find them on our end, we will make reasonable efforts to fix them. Unfortunately, your computer may cause some glitches that affect how you see the Platform — and that is totally beyond our control.
If you experience any unusual behavior, content or ads on the Platform, it may be the result of Malware on your computer. Malware — short for ‘Malicious Software’ — is a term used to broadly classify a form of software which is installed in a computer system with malicious intentions, usually without the owner’s knowledge or permission. Malware includes computer viruses, keyloggers, malicious active content, rogue programs and dialers, among others. While we continuously work closely with our partners to ensure that everything on the Platform is working properly, sometimes Malware programs on your personal computer or devices may interfere with your experience on the Platform and on other sites that you visit. If you do discover any Malware on your system, we suggest you speak with a qualified computer technician. If you even suspect that there is any kind of Malware on the Platform or servers, please use the Contact Us and notify us immediately.
14. INTERNATIONAL USE
Although the Platform may be accessible worldwide, we make no representation that materials thereon are lawful, appropriate or available for use in locations outside the United States of America, and accessing them from territories where its content or your participation on the Platform is illegal is strictly prohibited. Those who choose to access the Platform from other locations outside the United States of America do so on their own initiative and are solely responsible for compliance with all local laws including but not limited to tax and securities laws. Any offer for any Reward, Service, and/or information made in connection with the Platform is void where prohibited.
This section only applies to the extent permitted by applicable law. If you are prohibited by law from entering into the indemnification obligation below, then you assume, to the extent permitted by law, all liability for all claims, demands, actions, losses, liabilities, and expenses (including attorneys’ fees, costs and expert witnesses’ fees) that are the stated subject matter of the indemnification obligation below.
16. DISPUTE RESOLUTION
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. THE ARBITRATION PROCEEDINGS IN THIS SECTION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS ONLY.
Arbitration is an alternative dispute-resolution procedure that allows us to resolve issues without the formality of going to court. If you live in the United States or another jurisdiction which allows you to agree to arbitration, you and Geojam agree to arbitrate all Disputes (defined below) regardless of whether the Dispute is based in contract, statute, regulation, ordinance, tort (including fraud, misrepresentation, fraudulent inducement, or negligence), or any other legal or equitable theory, except that each party retains the right: (a) to bring an individual action in small claims court and (b) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
You and Geojam shall cooperate in good faith to resolve any dispute, controversy or claim arising out of, relating to or in connection with these Terms, including with respect to the formation, applicability, breach, termination, validity or enforceability thereof (a “Dispute”). If you and Geojam are unable to resolve a Dispute within ninety (90) days of notice of such Dispute being received by both parties, such Dispute shall be finally settled by Binding Arbitration as defined below.
Geojam will pay its arbitration costs as required by the Arbitration Rules and, in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of your arbitration filing and hearing fees as the arbitrator deems is necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation. Each side shall pay his, her, or its own attorneys’ fees and costs unless the claim(s) at issue permit the prevailing party to be paid its fees and/or litigation costs, in which case the arbitrator shall award fees or costs as required