UpStaged Holdings Terms of Service End User Agreement Terms of Service
Welcome to UpStaged! Use of the content and service offered on this site, including participation in UpStaged competitions and other sponsored events (the “Service”) is offered free of charge to users (“End Users”), with the exception of registration fees for specific UpStaged competitions and events, as applicable. Your use of the Service as an End User is, however, conditioned upon completion and acceptance of these End User Terms of Service (“Terms of Service”), as well as continued compliance with the Terms of Service.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THIS SITE. BY INTERACTING WITH THIS SITE, YOU ACCEPT AND AGREE TO BE BOUND BY ALL OF THE TERMS OF SERVICE CONTAINED HEREIN, WITHOUT LIMITATION OR QUALIFICATION. IF AFTER READING THIS AGREEMENT, YOU DO NOT WISH TO AGREE TO ALL OF THE TERMS OF SERVICE CONTAINED HEREIN, PLEASE DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED THEREIN.
General
This site is operated in part by UpStaged Holdings, Inc., who owns and maintains the Service) offered on this site. End User understands and agrees that the Service is provided to him/her exclusively under these Terms of Service.
By completing the registration process, End User is stating that he/she has read and understands the Terms of Service, and that he/she agrees to be bound by them. UpStaged Holdings may modify these Terms of Service at any time, and may terminate End User’s use of the Service or otherwise revise any or all aspects of the Service in its sole discretion and without prior notice. End User’s continued use of the Service now, or following the posting of notice of any changes in these Terms of Service, will constitute a binding acceptance by End User of such rules, changes or modifications.
End User represents that he/she is at least 13 years of age and, if acting on behalf of a group or organization, that End User has the authority to do so. Any minor using the system shall do so only with the consent of a supervising parent or guardian who shall agree to these Terms of Service on behalf of such minor. End User is responsible for all use of the Service under End User’s password. End User acknowledges that he/she is aware that any areas accessible on or through the Service may contain material that is unsuitable for minors (persons under 18 years of age). End User, or parent or guardian, as the case may be, agrees to supervise usage of the Service by minors, if any, whom End User permits to use the Service.
End User Responsibilities
End User is responsible for obtaining and maintaining all telephone, computer hardware and other equipment required for access to and use of the Service and all charges related thereto.
End User acknowledges and agrees that he/she is solely responsible for maintaining the confidentiality of his/her account number and/or password. End User agrees that he/she is entirely responsible for any and all uses of his/her account, notwithstanding whether such use is authorized or not by End User. End User agrees to notify UpStaged Holdings immediately of any unauthorized use of his/her account.
End User agrees to ensure that any content or information he/she provides will at all times be accurate, complete and will not in any way or form be misleading. End User agrees not to place on this site any content of any sort whatsoever that violates, plagiarizes or infringes upon the rights of others, including copyright, trademark, the right of privacy or the right of publicity, or that would be abusive, profane, obscene, indecent, threatening, defaming, slanderous, libelous, offensive, or otherwise illegal.
End User agrees not to solicit the performance of any activity that is prohibited by law. End User agrees to comply with all applicable laws, rules and regulations in connection with these Terms of Service. End User agrees not to use the Service in connection with surveys, junk email, spamming, phishing, or any duplicative or unsolicited messages (commercial or otherwise). End User agrees not to restrict or inhibit any other legitimate End User or End Users from using and enjoying the Service. If End User uses this site from outside the United States of America, he/she is entirely responsible for compliance with applicable local laws, including, without limitation, the export and import regulations of other countries in relation to the Service.
Privacy
As part of the registration process, End User will provide certain personal information to UpStaged Holdings. Except as provided herein, UpStaged Holdings agrees to use the End User individualized information only for UpStaged Holdings’ internal purposes; UpStaged Holdings may, however, provide the End User’s information, in an aggregate form along with the information of other End Users, to third parties, but only in such a way so that the End User’s individual privacy is protected. UpStaged Holdings may contact End User periodically to provide him/her with news, other information, or offers which UpStaged Holdings believes would be of interest to End User. Opt-out mechanisms are available if End User prefers not to provide his/her information to third parties. All uses of End User information will at all times be in accordance with the provisions of UpStaged Holdings’ Privacy Policy.
Content and Monitoring
UpStaged Holdings has the right, but not the obligation, to monitor and review the content on the Service (“Content”), including Content posted to the Service by End User, and End User’s account to determine compliance with the conditions of use and operating rules established by UpStaged Holdings, to satisfy any law, regulation, or authorized government request, or for any other reasonable purpose or purposes. If UpStaged Holdings becomes aware of any use of the Service by End User which may be considered inappropriate, UpStaged Holdings will respond accordingly, which response may include, but is not limited to, sharing the individual names and contact information of End Users of the Service with appropriate law enforcement agencies.
End User assumes all risk and liability with respect to use of the Service, including End User’s continued compliance with the Term and Conditions. By using the Service, End User irrevocably grants UpStaged Holdings and its assigns a non-exclusive, perpetual, irrevocable, royalty-free license to: (i) copy, display, distribute, publish, and create derivative works from, communicate to the public, perform and display the Content (in whole or in part) worldwide and/or to incorporate in other works in any form, media or technology now known or later developed, solely in connection with fulfilling its obligations in these Terms of Service, and (ii) to use and disclose the Content in aggregated form, including, but not limited to, analysis and extrapolation of the Content and the demographic trends resulting therefrom for marketing and other geo-targeting purposes; provided, however, that such use shall not personally identify End User, except as otherwise expressly noted on this site.
End User is hereby authorized to use the Content solely for his/her noncommercial, personal use. Except as otherwise provided by copyright law, all other copying, redistribution, or publication of the Content must be with the express written permission of the owner of such material. Copying, redistribution, or publication of copyrighted material, or changes to or deletion of author attribution or copyright notice are prohibited. Downloaded software may not be reverse engineered unless specifically authorized by owner of the software. End User may download public domain content for his/her own use. End User assumes all legal or otherwise associated risks regarding the determination of whether any content is in public domain.
Third Party Interaction
This site may be linked to other sites on the World Wide Web or Internet which are not under the control of or maintained by UpStaged Holdings. Such links do not constitute an endorsement by UpStaged Holdings of those sites.
End User agrees that UpStaged Holdings is providing these links to End User only as a convenience, and further agrees that UpStaged Holdings is not responsible for the content of such sites. In End User’s use of this site, he/she may enter into correspondence with, purchase goods and/or services from, or participate in promotions of advertisers, sponsors and other users of this site. Any such correspondence, purchase or participation, including the delivery of and the payment for goods and/or services, and any other term, condition, warranty or representation associated with such correspondence, purchase or participation is solely between End User and the applicable third party. End User agrees that UpStaged Holdings has no liability, obligation or responsibility for any such correspondence, purchase or participation between End User and any third party.
Trademarks
Certain of the names, logos, and other materials displayed in the Service constitute trademarks or intellectual property of UpStaged Holdings or other entities. End User is not authorized to use any such marks. Ownership of all such trademarks and other intellectual property remains with UpStaged Holdings or those other entities. No permission is granted to hyperlink other Internet sites with any page in this site. End User agrees not to “frame” or “mirror” any of the contents or pages contained on or accessible from this site on any other server or Internet-based device without the advance written authorization of UpStaged Holdings, as applicable. This authorization terminates automatically, without notice to the End User, if he/she breaches any of the Terms of Service.
Disclaimer of Warranty; Limitation of Liability
END USER EXPRESSLY AGREES THAT USE OF THE SERVICE IS AT END USER’S SOLE RISK. NEITHER UPSTAGED HOLDINGS NOR ANY OF UPSTAGED HOLDINGS’ INFORMATION OR CONTENT PROVIDERS, SERVICE PROVIDERS, LICENSORS, EMPLOYEES, OR AGENTS WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES UPSTAGED HOLDINGS, NOR ANY OF UPSTAGED HOLDINGS’ INFORMATION OR CONTENT PROVIDERS, SERVICE PROVIDERS, LICENSORS, EMPLOYEES OR AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE. THE SERVICE IS DISTRIBUTED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE TERMS OF SERVICE. NEITHER UPSTAGED HOLDINGS NOR ANY OF UPSTAGED HOLDINGS’ INFORMATION OR CONTENT PROVIDERS, SERVICE PROVIDERS, LICENSORS, EMPLOYEES OR AGENTS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF (A) DAMAGES RESULTING FROM ANY ACCESSING, ALTERING, OR DESTROYING OF DATA; (B) DAMAGES FROM THE INACCURACY OF THE SOFTWARE EITHER NOW OR IN THE FUTURE; (C) DAMAGES FROM LOSS OF BUSINESS, PROFITS, OR BUSINESS OPPORTUNITIES; (D) DAMAGES FROM THE INTRODUCTION OF COMPUTER VIRUSES OR MALWARE; OR (E) LOSSES FROM INTERRUPTION, TERMINATION, OR FAILED OPERATION OF THE INTERNET, PRIVATE INTRANET OR OF THIRD PARTY TELECOMMUNICATION SERVICES.
To the maximum extent permitted by applicable law, in no event will UpStaged Holdings, or any person or entity involved in creating, producing, or distributing the Service or the Content included therein, be liable to End User or any third party in contract, in tort (including for its own negligence) or under any other legal theory (including strict liability) for any damages, including, without limitation, direct, indirect, extraordinary, exemplary, incidental, special, punitive, consequential or similar damages, including, without limitation, business interruption, loss of data, lost profits or revenues, loss of use or similar economic loss, arising out of the use of or End User’s inability to use the Service. End User hereby acknowledges that the provisions of this section shall apply to all use of and Content on the Service. End User acknowledges that the content on the Service, by its nature, may involve a level of risk, including, without limitation, personal injury, property damage or other dangers. In no event shall UpStaged Holdings’ total liability to End User for all damages, losses and causes of action whether in contract, tort (including its own negligence) or under any other legal theory (including strict liability) exceed the amount paid by End User, if any, for accessing the Service. This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, inaccuracy, interruption, deletion, defect, delay in operation or transmission, computer virus or malware, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of the Service and content therein, under any legal theory or cause of action.
Indemnification
End User agrees to indemnify, defend and hold harmless UpStaged Holdings, its affiliates, licensors, officers, directors, employees, consultants, licensees, and agents from and against any and all claims, demands, liability, damages, and/or costs (including, but not limited to, investigation and reasonable attorneys’ fees) arising from End User’s use (or any user of End User’s account) of the Service or content therein, their violation of the Terms of Service, or their infringement, or infringement by any other user of their account, of any intellectual property or other right of any person or entity.
Miscellaneous
The Terms of Service will inure to the benefit of UpStaged Holdings’ successors and assigns. Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by UpStaged Holdings. If any provision of these Terms of Service is held by a court of competent jurisdiction to be contrary to generally recognized law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties, with all other provisions remaining in full force and effect. The failure of UpStaged Holdings to enforce any right or provision in these Terms of Service shall not constitute a waiver of such right or provision unless acknowledged and agreed to by UpStaged Holdings in writing. These Terms of Service constitute the entire agreement between End User and UpStaged Holdings with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding this subject matter. UpStaged Holdings reserves the right to revise these Terms of Service at any time without notice by updating this posting, and End User agrees that their continued use of the Service after such revisions have been posted constitutes their acceptance of such revised Terms of Service. Neither party may assign or transfer these Terms of Service to any other person or entity without the prior written consent of the other party, (which consent shall not be unreasonably withheld), provided however that UpStaged Holdings may assign these Terms of Service to another entity: (i) owning a majority of its outstanding stock; (ii) into which it merges, or (iii) which acquires all or substantially all of its assets.
The provisions of this Terms of Service are for the benefit of UpStaged Holdings and their contractors, information providers, service providers, licensors, employees, licensees, and agents; and each shall have the right to assert and enforce such provisions directly on its own behalf. Any acknowledgment of an e-mail or other communication from End User that is in any way inconsistent with, or adds to, the provisions of these Terms of Service is null and void. Neither the course of conduct between parties nor trade practice shall act to modify the provisions of these Terms of Service.
UpStaged Holdings may authorize or allow its contractors and other third parties to provide to UpStaged Holdings and/or to End User any services necessary or related to making the Service available and to perform obligations and exercise rights of UpStaged Holdings under these Terms of Service. Any obligations or duties which by their nature extend beyond the termination of these Terms of Service shall survive any expiration or termination of these Terms of Service. UpStaged Holdings and/or third parties may from time to time send e-mail messages to End User containing advertisements, promotions and other such information. UpStaged Holdings makes no representation or warranty with respect to the content of such email messages or any goods or services which may be obtained from such third parties, and End User agrees that neither UpStaged Holdings nor such third party shall have any liability with respect thereto. Recognizing the above, End User chooses to voluntarily enter this space and to use the Service and to not hold UpStaged Holdings responsible for any action or inaction on either of their parts. End User chooses to use the service and to abide by the terms and conditions set forth in these Terms of Service.
End Users who elect to participate in UpStaged competitions or other sponsored events may be required to enter into agreements specific to such events (“Event Agreements”), including acceptance of rules and regulations regarding eligibility and the conduct of such events. To the extent the terms of such Event Agreements conflict with these Terms of Service, the terms of such Event Agreements shall control.
