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Terms & Conditions

Please refer to the “PicScore Terms and Conditions for Publishers” also provided below for use of the Platform by Publishers for creating, using, embedding, and sharing interactive content.

Basic Site Use:

PicScore’s products and services are provided by PicScore Inc. These Terms of Service ("Basic Terms") govern your access to and use of PicScore’s website, products, and services ("Products"). Please read these Terms carefully, and contact us if you have any questions. By accessing or using our Products, you agree to be bound by these Terms and by our Privacy Policy http://picscore.com/privacy.

1. Using PicScore

a. Who can use PicScore

You may use our Products only if you can form a binding contract with Picscore, and only in compliance with these Terms and all applicable laws. When you create your PicScore account, you must provide us with accurate and complete information. Any use or access by anyone under the age of 13 is prohibited. If you open an account on behalf of a company, organization, or other entity, then (a) "you" includes you and that entity, and (b) you represent and warrant that you are authorized to grant all permissions and licenses provided in these Terms and bind the entity to these Terms, and that you agree to these Terms on the entity's behalf. Some of our Products may be software that is downloaded to your computer, phone, tablet, or other device. You agree that we may automatically upgrade those Products, and these Terms will apply to such upgrades.

b. Our license to you

Subject to these Terms and our policies, including our Acceptable Usage Rules (provided in this paragraph below), our Privacy Policy (http://picscore.com/privacy), our DCMA Policy (http://picscore.com/dmca), and our Terms and Conditions for Publishers Policy (also provided below), we grant you a limited, non-exclusive, non-transferable, and revocable license to use our Products.

Acceptable Usage Rules

You aren’t allowed to post anything that:

  • Is sexually explicit or pornographic, exploits or presents minors in a sexual way, or promotes adult sexual services
  • Creates a genuine risk of physical injury or property damage, credibly threatens people or public safety, or organizes or encourages harm
  • Promotes self-harm, eating disorders or hard drug abuse
  • Attacks, bullies or harasses nonpublic people
  • Includes hate speech
  • Is gratuitously violent or gory
  • Infringes anyone's intellectual property, privacy or other rights
  • Is fraudulent or deceptive
  • Is someone else's personal information or requests a minor's personal information
  • Contains any information or content that’s illegal
  • Represents a private person offering to trade or sell drugs, alcohol, tobacco, firearms or other hazardous materials

Things you can’t do:

  • Use PicScore’s name, logo, trademark or branding in a way that confuses people about your affiliation with PicScore.
  • Access, tamper with or use non-public areas of PicScore, our systems or our technical providers' systems
  • Break or circumvent our security measures or otherwise test the vulnerability of our systems or networks
  • Use any undocumented or unsupported method to access, search, scrape, download or change PicScore or anything on it
  • Post large amounts of unwanted or repetitive stuff, post unsolicited commercial messages, etc., or try to artificially boost views, or other metrics. You also can't use cloaking, off-domain redirects, or any other technical measures to do any of these, or to intentionally obscure a post's final destination
  • Use meta tags, hidden text or metadata with our trademark, logo, URL or product name without our written consent
  • Use PicScore user information to forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use PicScore to send altered source-identifying information
  • Try to reverse engineer any of PicScore’s software
  • Try to interfere with any PicScore user, host or network, for example by sending a virus, overloading, spamming or mail-bombing
  • Collect or store personally identifiable information from PicScore or its users without their permission
  • Impersonate or misrepresent your affiliation with any person or entity, including PicScore
  • Do anything that violates applicable law or regulations
  • Share your password, let anyone access your account or do anything that might put your account at risk
  • Sell your username or otherwise transfer it for compensation
  • Create or show ads that look like or could be confused with PicScore content
  • Compensate or incentivize PicScore members to take actions on such as scoring certain images
  • Encourage or help anyone do any of the things on this list

If you run a contest or other type of promotion on PicScore, please encourage authentic behavior, keep PicScore spam-free and be sure to comply with all relevant laws and regulations.

If you come across a posting that seems to break these Acceptable Usage Rules, you can report it to us http://picscore.com/contact. Our team will take a look We may remove anything for any reason, including if we think it goes against any of these rules, our Terms and Conditions, our Privacy Policy, our DCMA Policy, or our Terms and Conditions for Publishers Policy.

c. Commercial use of PicScore

If you want to use our Products for commercial purposes you must agree to our Terms and Conditions for Publishers (provided below) in addition to the Basic Terms.

2. Your Content

a. Posting content

PicScore allows you to post content, including photos, titles, labels, tags, ad tags, and other materials. Anything that you post or otherwise make available on our Products is referred to as "User Content." You retain all rights in, and are solely responsible for, the User Content you post to PicScore.

b. How PicScore and other users can use your content

You grant PicScore and its users a non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, store, display, reproduce, re-post, modify, create derivative works, perform, and distribute your User Content on PicScore solely for the purposes of operating, developing, providing, and using the PicScore Products. Nothing in these Terms shall restrict other legal rights PicScore may have to User Content, for example under other licenses. We reserve the right to remove or modify User Content for any reason, including User Content that we believe violates these Terms or our policies.

c. How long we keep your content

Following termination or deactivation of your account, or if you remove any User Content from PicScore, we may retain your User Content for a commercially reasonable period of time for backup, archival, or audit purposes. Furthermore, PicScore may retain and continue to use, store, display, reproduce, modify, create derivative works, perform, and distribute any of your User Content that other users have stored or shared through PicScore.

d. Feedback you provide

We value hearing from our users, and are always interested in learning about ways we can make PicScore more awesome. If you choose to submit comments, ideas or feedback, you agree that we are free to use them without any restriction or compensation to you. By accepting your submission, PicScore does not waive any rights to use similar or related Feedback previously known to PicScore, or developed by its employees, or obtained from sources other than you.

3. Copyright Policy

PicScore has adopted and implemented the PicScore DCMA Policy in accordance with the Digital Millennium Copyright Act. For more information, please read our DCMA Policy (http://picscore.com/dmca).

4. Security

We care about the security of our users. While we work to protect the security of your content and account, PicScore cannot guarantee that unauthorized third parties will not be able to defeat our security measures. Please notify us immediately of any compromise or unauthorized use of your account.

5. Third-Party Links, Sites, and Services

Our Products may contain links to third-party websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by PicScore. We do not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access any third party website, service, or content from PicScore, you do so at your own risk and you agree that PicScore will have no liability arising from your use of or access to any third-party website, service, or content.

6. Termination

PicScore may terminate or suspend this license at any time, with or without cause or notice to you. Upon termination, you continue to be bound by Sections 2 and 6-12 of these Terms.

7. Indemnity

If you use our Products for commercial purposes in violation of Section 1(c), as determined in our sole and absolute discretion, you agree to indemnify and hold harmless PicScore and its officers, directors, employees and agents, from and against any claims, suits, proceedings, disputes, demands, liabilities, damages, losses, costs and expenses, including, without limitation, reasonable legal and accounting fees (including costs of defense of claims, suits or proceedings brought by third parties), in any way related to (a) your access to or use of our Products, (b) your User Content, or (c) your breach of any of these Terms.

8. Disclaimers

The Products and all included content are provided on an "as is" basis without warranty of any kind, whether express or implied.

PICSCORE SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

PicScore takes no responsibility and assumes no liability for any User Content that you or any other user or third party posts or transmits using our Products. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PICSCORE 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 (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE PRODUCTS; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE PRODUCTS, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; OR (C) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL PICSCORE'S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE PRODUCTS EXCEED ONE HUNDRED U.S. DOLLARS (U.S. $100.00).

10. Arbitration

For any dispute you have with PicScore, you agree to first contact us (http://picscore.com/contact) and attempt to resolve the dispute with us informally. If PicScore has not been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms by binding arbitration by the American Arbitration Association ("AAA") under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. The arbitration will be conducted in the San Francisco, California. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND PICSCORE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

11. Governing Law and Jurisdiction

These Terms shall be governed by the laws of the State of California, without respect to its conflict of laws principles. We each agree to submit to the personal jurisdiction of a state court located in San Francisco County, California or the United States District Court for the Northern District of California, for any actions not subject to Section 10 (Arbitration).

Our Products are controlled and operated from the United States, and we make no representations that they are appropriate or available for use in other locations.

12. General Terms

Notification Procedures and changes to these Terms. PicScore reserves the right to determine the form and means of providing notifications to you, and you agree to receive legal notices electronically if we so choose. We may revise these Terms from time to time and the most current version will always be posted on our website. If a revision, in our sole discretion, is material we will notify you. By continuing to access or use the Products after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using the Products.

Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by PicScore without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

Entire Agreement/Severability. These Terms, together with the Privacy Policy and any amendments and any additional agreements you may enter into with PicScore in connection with the Products, shall constitute the entire agreement between you and PicScore concerning the Products. If any provision of these Terms is deemed invalid, 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.

No Waiver. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and PicScore's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

PicScore Terms and Conditions for Publishers
(for use of the PicScore Platform by Publishers using, creating, embedding, and sharing interactive content)

Effective as of October 1, 2016

PicScore Inc. (“PicScore” or “Licensor“) makes available the PicScore platform which provides functionality for creating, embedding and sharing interactive content on websites and apps offered by online content publisher (the “Platform“). These Terms and Conditions (these “Terms“) in addition to the “Basic Terms” provided on the Platform Site govern the implementation and use of the Platform by any Publisher and they describe the terms and conditions on which Licensor offers the Publisher or other entities access to the Platform and/or to any related website, application, service and mobile application on or to which these Terms and Conditions are linked or referenced (the “Services”).

In these Terms, “Publisher” refers to any third party that downloads, implements or makes use of the Platform and/or the Services.

In these Terms, “Publisher Site” refers to any website, application, mobile app or other online presence offered by the Publisher where the Platform can be embedded or used in accordance with the Terms.

1. License and Service

Subject to the terms and conditions hereof, PicScore (a) provides Publisher with a non-exclusive license during the term of the parties’ engagement to use the PicScore Platform and Services and implement the Platform and/or SDK on the Publisher Site and (b) shall allow Publisher to access and use the Platform during the Term on a non-exclusive basis. PicScore may also provide the Service by way of cloud-based service, in which case, all references herein to SDK license shall be irrelevant. PicScore may also provide the Service by way of a downloadable code to place on Publishers Site or by way of Word Press plugins. Publisher shall use the Platform only to display Content (as defined below) on its own Publisher Sites, but shall not use the Platform to display Content on the Internet websites of any third party. Publisher will clearly and conspicuously identify or label all content provided through the Platform (including any recommended or promoted content) in accordance with all applicable laws and regulations.

2. Registration

In order to use the Platform, Publisher will be required to register with PicScore. Publisher must provide all information as requested by PicScore in the registration process, and Publisher represents and warrants that all such information shall be accurate and complete. Publisher shall keep such information up-to-date. Publisher shall immediately notify PicScore if there is a security breach of its account. Publisher is responsible for all uses of its account, including by any unauthorized users.

3. Restrictions

Except as set forth expressly herein, Publisher shall not, and shall not permit any third party, to (a) reverse engineer, decompile or attempt to find the underlying code of, the Platform, Services or the PicScore SDK; (b) modify the Platform, Services or the PicScore SDK, or circumvent any security or access control measures of the Platform, Services or the PicScore SDK; (c) copy, frame or mirror the Platform, or Services or use the Platform or Services or the PicScore SDK to provide service to any third party; (d) use the Platform or Services or the PicScore SDK to store or transmit any viruses, worms, time bombs, Trojan horses, or any other harmful or malicious code, files, scripts, agents or programs; (e) sublicense, distribute, or provide any third party with access to the Platform, Services or the PicScore SDK; or (f) use the Platform, Services or the PicScore SDK in any manner not permitted under the terms of these Terms. To the extent any of the restrictions set forth in this Section are not enforceable under applicable law, Publisher shall inform PicScore in writing in each instance prior to engaging in the activities set forth above.

Publisher will not in any way be concerned, directly or indirectly, in fraudulent traffic. Fraudulent traffic includes, but is not limited to, using scripts or other devices to artificially inflate traffic counts, encouraging users to click on content or a banner or pop-under via points, inserting material on any page that automatically reloads or forwards to another page without interaction from the visitor of the Publisher Site or on pages not visible to the general public or other reward system, auto-spawning of multiple browsers and automatic redirects.

Publisher is solely responsible for ensuring that any use of the Platform (including, without limitation, any use in the manner contemplated by any Monetization Agreement between PicScore and Publisher) is in compliance with any applicable law and does not violate any third party rights.

4. Content

The Platform or Services may allow Publisher to post or upload content to be included in the interactive templates provided as part of the Platform. In these Terms, “Content” includes any material or content that is uploaded, transferred, posted or made available by a Publisher through the Platform or Services, including any textual, graphic, visual or audio content. Publisher shall remain at all times solely responsible for its Content. Publisher represents and warrants that no Content infringes the intellectual property rights, privacy rights, moral or other rights or any third party or violates any applicable law. PicScore reserves the right, at its sole discretion, to remove (or caused to be removed) any Content that violates these Terms or terminate any account that repeatedly posts Content in violation of these Terms, without prior notice. PicScore does not claim ownership of Publisher’s Content. However, by sending any Content Publisher automatically grants PicScore a worldwide, non-exclusive, royalty-free, sub licensable and transferable perpetual license of all worldwide rights to use, edit, modify, include, incorporate, adapt, record, perform, display and reproduce such Content including, without limitation, all trademarks associated therewith, in any manner whatsoever, in or out of context, in all languages, in all media now known or hereafter created, including without limitation, for the purpose of improving and/or commercially promoting PicScore or the Platform. Publisher will not post or make available any Content that: (a) posts, stores, transmits, offers, or solicits anything that contains, or that it knows contains links to: (i) offensive material (including material promoting or glorifying hate, violence, bigotry, or links to any entity principally dedicated to such causes or items associated with such an entity); (ii) material that is racially or ethnically insensitive, material that is defamatory, harassing or threatening; (iii) pornography (including any obscene material, and anything depicting children in sexually suggestive situations whether or not depicting actual children) or may be harmful to a minor; (iv) any security hole, virus, worm, Trojan horse, or other harmful or disruptive component; (v) anything that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or regulation or is otherwise inappropriate; (b) Obtains or solicits another person’s password or other personal information under false pretences; (c) Violates the legal rights of others, including defaming, abuse, stalking or threatening users; (d) Infringes (or results in the infringement of) the intellectual property, moral, publicity or privacy rights of any third party; or (e) Is (or Publisher reasonably believes to be) illegal, fraudulent, or unauthorized, or in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or Publisher reasonably believes to involve) any stolen, illegal, counterfeit, fraudulent, pirated, or unauthorized material.

5. Monetization; Commercialization

PicScore and Publisher may agree from time to time on manners of monetization of the Platform, such as by delivery of advertisements, promotional material, etc. Any such agreement requires a prior written agreement between the parties (a “Monetization Agreement“).

Under no circumstances may Publisher commercialize the Platform in any way absent a fully executed Monetization Agreement. Such restriction specifically includes (but not limited to) a full restriction on display of any advertisements or using any Content (as defined in Section 4) in any manner that is for the benefit of any third party, such as Content that is promotional in any way, or which may refer visitors to websites of others, etc.; all whether or not any such third party specifically pays Publisher or provides Publisher or makes available to Publisher any benefit of whatever sort or kind.

Under no circumstances may Publisher, using the Platform, place any Ads without the prior written consent and approval of PicScore.

6. Intellectual Property

As between the parties, PicScore shall have all right, title and interest in the Platform and Services, and all software that provides the Platform, and all features, templates and content made available by PicScore to Publisher through the Platform or Services. PicScore does not request feedback regarding the Platform or Services. Notwithstanding the foregoing, if Publisher provides PicScore with any feedback regarding the Platform or Services, PicScore and its affiliates may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback. Nothing in these Terms shall be interpreted to provide Publisher any rights in the Platform or Services except the limited right to use the Platform or Services subject to the terms and conditions hereof. As between the parties, Publisher owns all rights in its Publisher Sites and any content made available through the Publisher Sites, and any Content provided by Publisher to be made available to third parties through the Platform.

7. Privacy

Publisher at all times shall maintain updated privacy policies on the Publisher Site, such privacy policies shall comply with applicable law and regulations. Publisher’s privacy policy shall clearly explain how Publisher collects, uses, stores and distributes any data collected from end users of the Publisher Site(s). Without limitation, Publisher assumes sole responsibility for providing any notices to users and obtaining any user consents that may be required under applicable privacy, data protection and/or other laws, in order to enable PicScore to collect and process information as described in these Terms and Conditions and the PicScore Privacy Policy. Without limitation, Publisher is obligated to notify the user of the Publisher Site regarding the use of cookies in accordance with applicable laws, and Publisher shall in particular notify the user that it has implemented the Platform and shall provide a clearly visible hyperlink to PicScore’s current privacy policy, which PicScore may amend in its sole discretion, the current versions of which is available at this page: http://picscore.com/privacy

The following is suggested language which Publisher may include in Publisher’s privacy policy in order to notify users of Publisher’s use of PicScore and PicScore’s use of personal information:

“On our website we implement interactive content (including but not limited to: online quizzes, questionnaires, feedback applications or other features) provided to us by PicScore Ltd. (“PicScore”). If you decide to interact with in any such content, PicScore may collect certain information that may qualify as personal information under applicable data protection law. For further information regarding PicScore’s collection of data by cookies and the use of collected data, please refer to PicScore’s Privacy Policy at: http://PicScore.com/privacy.”

Publisher is aware of, acknowledges and agrees with PicScore’s collection, use and storage of data as set forth in the PicScore privacy policy. All data collected via the Platform shall be exclusively owned by Licensor.

8. Limited Warranties; Disclaimers

Each party represents and warrants to the other that: (i) it has all right, power, and authority necessary to enter into these Terms. Nothing in these Terms shall be construed as a promise of any sort of minimum traffic volumes, clicks or usage or any other such commitments by PicScore. EXCEPT AS EXPRESSLY SET FORTH HEREIN, PUBLISHER ACCEPTS THE SDK AND THE PLATFORM “AS IS”. EXCEPT AS EXPRESSLY SET FORTH HEREIN, PICSCORE MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE SDK OR THE PLATFORM AND DISCLAIMS ALL IMPLIED AND STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NO OTHER DOCUMENT OR ORAL STATEMENTS MADE BY PICSCORE OR ITS REPRESENTATIVES SHALL BE DEEMED TO PROVIDE ANY WARRANTY OR REPRESENTATION UNLESS EXPRESSLY SET FORTH HEREIN. PICSCORE MAKES NO WARRANTIES REGARDING ANY REVENUES, PROFITS, PAGE VIEWS OR OTHER BENEFITS THAT PUBLISHER MAY OBTAIN THROUGH ITS USE OF THE PLATFORM.

9. Indemnification

Publisher shall defend, indemnify and hold harmless PicScore (and its affiliates, officers, directors and employees) from and against any and all damages, costs, losses, liabilities or expenses (including court costs and reasonable attorneys’ legal fees) which PicScore may suffer or incur in connection with any actual claim, demand, action or other proceeding by any third party arising from or relating to Publisher’s use of the Platform (or Services) or any breach of these Terms by Publisher. Publisher may not settle or compromise such suit without the written consent of PicScore. PicScore may be represented in any such suit by counsel of its own choosing at its own expense.

10. Limitation of Liability

IN NO EVENT SHALL PICSCORE (OR ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, SHAREHOLDERS, ADVISORS AND THIRD PARTY DATA SERVICE PROVIDERS) HAVE ANY LIABILITY FOR ANY DAMAGE (DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES) ARISING OUT OF OR RELATING TO THE SERVICES OR THE ARRANGEMENTS CONTEMPLATED HEREIN, INCLUDING IN RESPECT OF LOST PROFITS, LOST BUSINESS OPPORTUNITIES OR LOST DATA. WITHOUT DEROGATING FROM THE ABOVESAID, IN NO EVENT SHALL THE LIABILITY OF PICSCORE (OR ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, SHAREHOLDERS, ADVISORS AND THIRD PARTY DATA SERVICE PROVIDERS) FOR THE SDK OR THE PROVISION OF THE SERVICES OR UNDER ANY PROVISION OF THESE TERMS EXCEED THE AMOUNT OF PAYMENT RECEIVED BY PICSCORE FROM PUBLISHER IN THE 12 MONTHS PRECEDING THE APPLICABLE CLAIM. PicScore shall have no liability for any content provided by any end users of the Publisher Sites or any actions taken by any end users of the Publisher Sites.

11. Term and Termination

These Terms shall be effective as of the date that they are accepted by Publisher and shall continue in effect unless and until terminated by either party in writing. PicScore may terminate these Terms and Publisher’s right to use the Platform or Services at any time with or without cause or notice to you. If PicScore has reason to believe that Publisher is in breach of any provision of these Terms or is using the Platform in an improper, unlawful or illegal manner, PicScore will terminate. PicScore may also suspend the use of the Platform at any time to the extent necessary to prevent the spread of malware or viruses, or upgrades in software. Upon any termination or expiration of these Terms, (a) PicScore will cease providing the Platform and all service provided through the Platform and (b) Publisher will delete all copies of the SDK and remove all content provided through the Platform from all of Publisher’s Internet web Publisher Sites and apps. Sections 6, 8 – 14 of these Terms shall survive any termination or expiration thereof for any reason.

12. Publicity

Publisher agrees that PicScore have the right to reveal the fact that Publisher is using the Platform, including by displaying Publisher’s name and/or logo in PicScore’s website and other marketing materials.

13. Force Majeure

Neither party shall be liable to the other by reason of failure or delay in the performance of its obligations hereunder on account of Acts of God, fires, storms, war, governmental action, labor conditions, earthquakes, natural disasters, interruption in internet service or any other cause which is beyond the reasonable control of such party.

14. Changes to Terms

The effective date of these Terms is set forth at the top of this webpage. We reserve the right to modify these Terms. If required under applicable law, we will provide you with written notice of our changes by posting them on PicScore site. We will not make changes that have a material retroactive effect unless we are legally required to do so. Your continued use of the Services after the Effective Date constitutes your acceptance of the amended Terms. The amended Terms supersede all previous versions of or agreements, notices or statements of or about the Terms.

15. Arbitration

For any dispute you have with PicScore, you agree to first contact us (http://picscore.com/contact) and attempt to resolve the dispute with us informally. If PicScore has not been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms by binding arbitration by the American Arbitration Association ("AAA") under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. The arbitration will be conducted in the San Francisco, California. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND PICSCORE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

16. Miscellaneous

These Terms represent the entire agreement between the parties regarding the subject matter hereof and supersedes any and all other agreements between the parties, whether written or oral, regarding the subject matter hereof. PicScore may make updates, modifications or improvements to the Technology or Service from time to time in its sole discretion. Except as expressly set forth herein, these Terms may not be modified or amended except in a writing executed by both parties. All waivers must be in writing. A waiver of any default hereunder or of any of the terms and conditions of These Terms shall not be deemed to be a continuing waiver or a waiver of any other default or of any other term or condition, but shall apply solely to the instance to which such waiver is directed. PicScore may provide Publisher with notices required hereunder by contacting Publisher at any email address Publisher provided, including in its registration information. PicScore may assign its rights or obligations pursuant to These Terms. Publisher agrees not to assign (including, without limitation, by operation of law, merger, reorganization, or as a result of an acquisition or change of control) any rights under These Terms; any attempted assignment shall be null and void. If any part of These Terms shall be invalid or unenforceable, such part shall be interpreted to give the maximum force possible to such terms as possible under applicable law, and such invalidity or unenforceability shall not affect the validity or enforceability of any other part or provision of These Terms which shall remain in full force and effect. These Terms shall be governed by the laws of the State of California, without respect to its conflict of laws principles. We each agree to submit to the personal jurisdiction of a state court located in San Francisco County, California or the United States District Court for the Northern District of California, for any actions not subject to Section 15 (Arbitration). Our Products are controlled and operated from the United States, and we make no representations that they are appropriate or available for use in other locations.

The parties are independent contractors, and nothing in These Terms will be construed to create a partnership, joint venture, agency or other relationship between the parties. Except with respect to payment obligations, neither party will be liable for any failure to perform due to causes beyond the party’s reasonable control. The headings herein and in these Terms are for the convenience of reference only and have no legal effect.

17. Contact

In case you have any comments or questions about our Platform, Services or Terms, please don’t hesitate to contact PicScore’s team at http://picscore.com/contact.