Last Updated: March 7, 2014
These Terms and Conditions of use and all other legal documents incorporated by reference (collectively, the “Terms”) set forth the legal contract between each end user (“User” or “you” or “your”) and Go Where I Go, Inc. (“Go Where I Go,” “GWIG,” “we,” or “us”) with respect to access to and use of its services through its mobile application and website (collectively, the “Site”).
Some of GWIG’s other sites, applications, services and tools may have additional terms that we provide to you when you use those sites, applications services or tools.
As used herein, the following capitalized terms not otherwise defined in the Terms shall have the meanings set forth as follows:
“Business Subscriber” means a Registered User that has registered for and entered into a Membership Subscription Agreement with GWIG, which is hereby incorporated by reference.
“Content” means and includes, without limitation, photos, images, artwork, graphics, videos, audios, animations, text, editorials, endorsements, referrals, comments, writings, personal information, and other elements and materials, in any media or format now known or hereinafter devised, whether physical, electronic, digital, analog or otherwise. Content may be owned or controlled by GWIG and/or owned, submitted, uploaded, posted, displayed, or otherwise made available by you as a Registered User (as defined below).
“Feedback” means any information you provide to us about the Site or Services, as a comment or evaluation.
“Member” means a Registered User that is not a Business Subscriber.
“Registered Users” means both Members and Business Subscribers who have set up an Account (as defined below).
“Services” means any and all services, tools, software, developer platform functionalities, mobile applications, and functionalities as may be provided by GWIG from time to time.
“User” means “you”, the user of the Site, whether you are an unregistered visitor (“Visitor”) or a “Registered User.”
GO WHERE I GO SERVICES AND TOOLS
A. Access to Services and Tools
For so long as you agree to these Terms and abide by them, you may use the Site and Services. These Terms apply to all users of the Site and Services. These Terms apply to all Users of the Site the Services, including Visitors and Registered Users who are also contributors of Content. Subject to these Terms, we also grant you a limited, non-exclusive, nontransferable personal license to download, install and operate any tools, software, scripts, music, video, data feeds and any other copyrightable content that we may from time to time have specifically identified within the Site as available for download and subject to the terms of the license accompanying such tools (collectively, “Tools”). As such, you agree that in addition to these Terms, the Tool(s) may be subject to additional licensing terms available to You upon download. You understand that if, upon download of any Tool(s), you are prompted to additional terms applicable to such Tool(s) you must review and accept such additional terms before we allow you to proceed with your download. Please read any additional terms carefully.
Visitors. Visitors may browse the Site in accordance with these Terms, but will not have full access to the Services (which may include, but are not limited to, contributing or viewing Content, downloading Tools, or signing up for special programs) without first becoming “Registered Users.”
Registered Users. In order to use the Services available to a Registered User, You are required to set up an “Account” either directly with GWIG and/or through a third-party sign-on service (e.g., Facebook). When You set up an Account, You are required to enter your first and last name and email address (“User ID”) and password to access the Services (your User ID, password or Account information collectively “Your Account”). You may not transfer to or share Your Account with other persons or entities, and you are solely responsible for maintaining the confidentiality of Your Account. You are solely responsible for any and all use of Your Account and all activities that occur under or in connection with it. You agree (i) to be responsible for any act or omission of any users accessing the Site or Services under your Account that, if undertaken by you, would be deemed a violation of these Terms, and (ii) that such act or omission shall be deemed a violation of these Terms by you.
Please notify us immediately if you become aware that Your Account is being used without authorization. You agree not to register for an Account on behalf of an individual other than Yourself, or register for an Account on behalf of any group or entity unless you are authorized to bind such person, group or entity to these Terms. By registering another person, group or entity you hereby represent that you are authorized to do so. Individuals and/or entities whom access to the Site or use of the Services have previously been terminated by GWIG may not register for a new account, nor may designate other individuals to use an account on its or your behalf.
You agree to register using your real name and you agree that any information you submit about yourself is truthful and accurate. You warrant and represent that all information you provide to us as part of your registration is true, accurate, current and complete, and you agree to maintain and promptly update such information to keep it true, accurate, current and complete. If we believe or suspect that such information is untrue, inaccurate, not current or incomplete, we may deny or terminate your access to the Site or Services (or any portion thereof) and any license(s) to the Tools.
Business Subscribers. Business Subscribers will have access to the Business Subscriber section of the Site (“Business Services”). In addition to these Terms, the Membership Subscription Agreement and any additional terms related to the provision of Business Services apply to all Business Subscribers’ use of the Site.
Age Restriction. You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms. In any case, you affirm that you are at least 14 years of age. If you are under 14 years of age, then please do not use the Site.
D. General Restrictions on Use
When using the Site, you agree not to revise or alter Content posted by others, and you agree not to post or use any Content in any manner that (i) infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others; (ii) violates the privacy, publicity, or other rights of third parties; (iii) is discriminatory, defamatory, obscene, threatening, abusive, or hateful, as determined by GWIG in its sole discretion; (iv) is false or inaccurate; (v) violates any law, civil or criminal, (vi) violates our policies, including posting content in an inappropriate category or areas on the Site.
GWIG hereby grants you permission to access and use the Site as set forth in these Terms, provided, that you agree not to:
-distribute in any medium any part of the Services or the Content without GWIG’s prior written authorization, unless GWIG makes available the means for such distribution through functionality offered by the Site;
-circumvent or manipulate any applicable fee structure, billing process, or fees owed either to us or to our third party providers;
-modify or create any derivative product based on the Site or the Services. You may not decompile, disassemble, reverse engineer or otherwise attempt to obtain or perceive the source code from which any component of the Site or the Services is compiled or interpreted, and nothing in these Terms should be interpreted as granting you any right to obtain or use source code;
-copy, replicate, transcribe or reproduce the ‘look and feel’ of the Site, including its features and functionalities;
-use the Services for any of the following commercial uses unless you obtain GWIG’s prior written approval: (a) the sale of access to the Services; (b) the sale of advertising, sponsorships, or promotions placed on or within the Services or Content; or (c) the sale of advertising, sponsorships, or promotions on any page of an ad-enabled blog or website containing Content delivered via the Services, unless other material not obtained from the Site appears on the same page and is of sufficient value to be the basis for such sales. Prohibited commercial uses do not include: (a) showing Content through ad-enabled blogs or websites, subject to the advertising restrictions set forth above; or (b) any use that GWIG expressly authorizes in writing.
-copy, modify or distribute rights or content (that it is not yours) from the Site, Services or Tools or that infringes our (or our Users’) copyrights and trademarks, including creating derivative works;
-use the Site or the Services for illegal purposes or for promotion of dangerous activities;
forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted or received; or
-upload, post, email, transmit or otherwise make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships.
You agree not to use the Site or the Services to:
-violate any local, state, national or international law, including, but not limited to intellectual property laws, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any other regulations having the force of law;
-stalk, harass or harm another individual;
-impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity;
-provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act;
-interfere with or disrupt the Site, the Services or servers or networks connected to either, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or the Services;
-generate unsolicited email advertisements, chain letters, junk mail, spam or allow, enable, or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations via e-mail (spam);
-attempt to gain unauthorized access to the Site, other accounts, computer systems, or networks connected to the Site through hacking, password mining or any other means, or obtain or attempt to obtain any materials or information through any means not intentionally made available through the Site;
-upload, post, email, transmit, distribute or otherwise make available any material that contains viruses, computer code or any other technologies that may harm us or the interests, Content or property of Visitors or Users or limit the functionality of any software, hardware or other equipment; or
-circumvent, disable or otherwise interfere with security-related features of the Site or Services or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site or Services or the Content therein.
Without our written consent, you may not:
-use any high volume, automated, or electronic means to access the Site or the Services (including, without limitation, robots, offline readers, spiders or scripts); or
-frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages.
Please be aware that it is a federal crime and a violation of 18 U.S.C. § 1030 (The Computer Fraud and Abuse Act) to intentionally access a computer without authorization and to knowingly cause damages.
As a Registered User you may submit Content. You understand that GWIG does not guarantee any confidentiality with respect to any Content you submit. Your Content will be able to be viewed by other users of the Service and through third party services and websites. You should only provide Content that you are comfortable sharing with others under the terms of these Terms. All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on the Services. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit; and you license to GWIG all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Services pursuant to these Terms.
For clarity, you retain all of your ownership rights in your Content. However, by submitting Content to GWIG, you hereby grant GWIG a worldwide, perpetual, non-exclusive, royalty-free, sublicenseable through multiple tiers and transferable license to use, copy, reproduce, process, adapt, modify, publish, transmit, distribute, prepare derivative works of, display, and perform the Content in connection with the Services and GWIG’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels (now known or later developed). We may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media. You also hereby grant each user of the Site a non-exclusive license to access your Content, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Site and under these Terms. The above licenses granted by you in Content you submit to the Site will survive even if you remove or delete your Content from the Site. The above licenses granted by you in user comments you submit are perpetual and irrevocable.
You further warrant that Content you submit to the Services will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have rightful authorization to use it or you are otherwise legally entitled to post the material and to grant GWIG all of the license rights granted herein.
GWIG does not endorse any Content submitted to the Site or Services by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and GWIG expressly disclaims any and all liability in connection with Content. GWIG does not permit copyright infringing activities and infringement of intellectual property rights on the Site, and GWIG will remove Content if properly notified that such Content infringes on another’s intellectual property rights. GWIG reserves the right to remove Content without prior notice.
Content is provided by GWIG to you AS IS. You may access Content for your information and use solely as intended through the provided functionality of the Site and the Services and as permitted under these Terms. You shall not download any Content unless you see a “download,” “stream” or similar button or link displayed by GWIG on the Site or the Services for that Content. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of GWIG or the respective licensors of the Content. GWIG and its licensors reserve all rights not expressly granted in and to the Site, the Services and the Content.
You understand that when using the Site and the Services, you will be exposed to Content from a variety of sources, and that GWIG is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content.
Nothing in these Terms shall be deemed to confer any rights or benefits to third parties.
F. Feedback; Diagnosis of Problems
Your Feedback is welcomed and encouraged. You agree, however, that (i) by submitting ideas to GWIG, you automatically forfeit your right to any intellectual property rights in those ideas; and (ii) ideas submitted to GWIG or any of its employees or representatives automatically become the property of GWIG. If we solicit your Feedback or opinion regarding any areas of our business, the Site or the Services, and if you want to send us your Feedback (and we hope you do) we simply request that you send it to us by emailing email@example.com. You agree that any Feedback you provide to GWIG shall be deemed to be non-confidential. GWIG shall be free to use such information on an unrestricted basis. You agree not to take any action that may undermine any Feedback or ratings systems that we establish as part of the Site or the Services. This includes not displaying, importing, exporting or using any Feedback information off of the Site, regardless of purpose. You hereby expressly permit GWIG or its authorized contractors and partners to access Your Account and Content in order investigate and diagnose actual or potential defects or other technical problems with the Site.
G. Ownership of the Site
As between you and us, we and/or our vendors and suppliers, as applicable, retain all right, title and interest in and to the Site, the Services, the Content, and all tools, and all related intellectual property rights. The Site as a whole is copyrighted as a collective work, and individual works or content appearing on or accessible through the Site owned by or licensed to GWIG or its content providers are likewise subject to copyright protection domestically and internationally. Likewise, all software, code, proprietary methods and systems used to provide the Site or the Services (“Our Technology”) may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors. You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Technology. Nothing in these Terms grants You any right to receive delivery of a copy of Our Technology or to obtain access to Our Technology except as generally and ordinarily permitted through the Site according to these Terms. Certain of the names, logos, distinctive features, source identifiers and other materials displayed on the Site or in the Services, including its “look and feel”, constitute trademarks, trade names, service marks, trade dress or logos (“Marks”) of us or other entities. All Marks not owned by GWIG that appear on the Site are the property of their respective owners. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities. Unless you first obtain the copyright owner’s prior written consent, you may not copy, distribute, publicly perform, publicly display, digitally perform (in the case of sound recordings), or create derivative works from any copyrighted work made available or accessible via the Site or the Services.
H. Use of Third-Party Offerings
These Terms will become effective and binding when you use the Services, when you voluntarily provide any information about yourself to us, or when you indicate your agreement by following any instructions we place on the Site (such as buttons labeled “I Agree”). You do not need to inform us if you wish to stop using the Site or Services. We reserve the right to terminate these Terms and your access to the Site and the Services at any time without notice. Your rights under these Terms will automatically and immediately terminate if you fail to comply with your promises and obligations stated in these Terms. You understand and agree that upon termination of these Terms or your use of the Services, we retain the license rights granted to us upon any Content uploaded or provided on our Site. Notwithstanding the foregoing, it is our policy to retain all information provided to us and stored in your Account for ten (10) years after the termination of your Account. After ten (10) years, we may delete your information from our servers except as required by law. You understand that if you want to use our Services after termination of Your Account, you may need to re-register and provide us with your information anew.
Without limiting other remedies, we also reserve the right to limit or partially terminate or suspend the Services and Accounts, prohibit access to the Site and its Content, services and tools, delay or remove any Content, take technical and legal steps to keep any Visitors or Users off the Site if we think that they are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our policies. For example, GWIG will terminate a user’s access to the Service if, under appropriate circumstances, the user is determined to be a repeat infringer.
GWIG reserves the right to decide whether Content violates these Terms for reasons other than copyright infringement, such as, but not limited to, obscenity or excessive length. GWIG may at any time, without prior notice and in its sole discretion, remove such Content and/or terminate a user’s account for submitting such material in violation of these Terms. You hereby understand and agree that in addition to the above listed causes, GWIG reserves the right, at all times, to remove Content and/or terminate Accounts if we consider, at our sole discretion, such Content or Account to be immoral, unprofessional, dishonest, indecent, obscene, unethical, unprincipled, spurious, strange, outlandish or in violation of the standards of excellence and professionalism that we strive for at our Site. We may, but are not obligated to, terminate user accounts and/or remove Content from the Site if we determine or suspect that those accounts or Content violate these Terms. We take no responsibility for your exposure to Content on the Site whether it violates our content policies or not.
The provisions of the sections entitled “Definitions”, “General Restrictions on Use”, “Content”, “Feedback; Diagnosis of Problems”, “Ownership of the Site”, “Termination”, “Disclaimers, Limitations and Exclusions of Liability”, and “Miscellaneous Matters” will survive the termination of these Terms.
IV. DISCLAIMERS, LIMITATIONS AND EXCLUSIONS OF LIABILITY
A. No Warranties
THE SERVICES, THE SITE, THE TOOLS AND ALL INFORMATION, CONTENT, MATERIALS AND SERVICES RELATED TO THE FOREGOING ARE PROVIDED ‘AS IS.’ TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, GWIG DISCLAIMS ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, NON INTERFERENCE, SYSTEM INTEGRATION AND ACCURACY OF DATA. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. GWIG AND ITS AFFILIATES DO NOT WARRANT THAT YOUR USE OF THE SITE AND/OR SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR VIRUS FREE. THE SUBMISSION OF ANY PERSONAL INFORMATION AND THE DOWNLOAD OR UPLOAD OF ANY CONTENT THROUGH THE GWIG SERVICES AND/OR SITE IS DONE AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT MAY RESULT FROM THE DOWNLOAD OR UPLOAD OF ANY SUCH CONTENT OR FROM RELIANCE UPON THE SUCH CONENT, AND YOU ARE ADVISED TO MAINTAIN OFFLINE BACKUP COPIES OF ALL CONTENT. GWIG IS NOT THE PROVIDER OF, AND MAKES NO WARRANTIES WITH RESPECT TO, ANY THIRD-PARTY OFFERINGS. GWIG DOES NOT GUARANTEE THE SECURITY OF ANY INFORMATION TRANSMITTED TO OR FROM THE SITE; AND YOU AGREE TO ASSUME THE SECURITY RISK FOR ANY INFORMATION YOU PROVIDE USING THE SERVICES.
NO REPRESENTATION OR WARRANTY IS MADE THAT THE SITE OR SERVICES PROVIDE COMPREHENSIVE OR ACCURATE INFORMATION. WE RESERVE THE RIGHT TO FILTER, MODIFY OR REMOVE CONTENT, MEDIA, INFORMATION OR ANY OTHER MATERIAL FROM THE SITE OR THE SERVICES AND FROM THE OUTPUT OF THE SERVICES.
B. Limitation of Liability
USE OF THE GWIG SERVICES, THE SITE, TOOLS AND ANY CONTENT IS AT YOUR OWN RISK. IN NO EVENT WILL GWIG BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES IN CONNECTION WITH THESE TERMS, WHETHER OR NOT SUCH DAMAGES WERE FORESEEABLE AND EVEN IF GWIG WAS ADVISED THAT SUCH DAMAGES WERE LIKELY OR POSSIBLE. IN NO EVENT WILL THE AGGREGATE LIABILITY OF GWIG TO YOU FOR ANY AND ALL CLAIMS ARISING IN CONNECTION WITH THESE TERMS EXCEED ONE HUNDRED U.S. DOLLARS (U.S.D. $100.00). YOU ACKNOWLEDGE THAT THIS LIMITATION OF LIABILITY IS AN ESSENTIAL TERM BETWEEN YOU AND GWIG RELATING TO THE PROVISION OF THE SITE, THE SERVICES, AND ANY CONTENT TO YOU, AND GWIG WOULD NOT PROVIDE THE SITE OR SERVICES TO YOU WITHOUT THIS LIMITATION. YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SITE OR SERVICES OR DELETION OF YOUR ACCOUNT OR CONTENT.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless GWIG, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Site, Services, Content and/or Tools; (ii) your violation of any term of these Terms; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms and your use of the Site, Tools, Content and/or the Services.
V. MISCELLANEOUS MATTERS
If you believe your copyright has been violated by Content or Third-Party Offerings accessible on the Site, please contact us by email at firstname.lastname@example.org.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by GWIG without restriction.
Please report any problems, offensive content, policy violations and/or abuse to us at email@example.com.
D. Modifications to Terms
E. Modifications to Services.
We reserve the right to modify the Site and/or Services at any time without notice. If you object to any changes to the Site or Services, your sole recourse will be to cease using them. Continued use of the Site or Services following posting of any such changes will indicate your acknowledgement of such changes and satisfaction with the Services as so modified. We also reserve the right to discontinue the Site and/or Services at any time without notice. We will not be liable to you or any third-party should we exercise our right to modify or discontinue the Site or the Services.
These Terms will be subject to and construed in accordance with the laws of the State of South Carolina, United States of America, excluding its rules regarding conflicts of law. You agree that any claim or dispute you may have against GWIG must be resolved exclusively by a state or federal court located in the State of South Carolina, except as otherwise agreed by the parties or as described in the Arbitration subsection below. You agree to submit to the personal jurisdiction of the courts located in South Carolina for the purpose of litigating all such claims or disputes.
For any claim (i) raised by a resident of a country other than the United States of America; or (ii) where the total amount of the award sought is less than ten thousand dollars ($10,000.00), you agree that GWIG may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event GWIG elects arbitration, you hereby agree to move any claims to the exclusive jurisdiction of an arbitration procedure, which shall be initiated through an established alternative dispute resolution (“ADR”) provider chosen by GWIG. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Arbitration expressly excludes claims for injunctive or other equitable relief.
G. General Agreement
You agree to comply with all laws, rules and regulations that apply to your use of the Site, the Services and the Tools.
If you are located outside the United States of America and choose to provide information, upload Content to or register an Account with GWIG, you acknowledge and agree that the information is processed and transferred in the United States of America. Your submission of information represents your agreement to this. You acknowledge and accept that the laws regarding processing of personal information may be less stringent in the United States of America than the laws in your country. By using this Site you acknowledge and accept that your information may be used in and be subject to the privacy laws of the United States of America.