Version dated 4/10/2021
THESE TERMS OF SERVICE CONTAIN A BINDING ARBITRATION REQUIREMENT AND CLASS ACTION WAIVER THAT IMPACT YOUR LEGAL RIGHTS TO RESOLVE DISPUTES UNLESS YOU OPT OUT. PLEASE READ IT CAREFULLY.
1. Interpretation and Definitions
The words of which the initial letter is capitalized have meanings. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
Us (or “We”, “Our”, “Company”, “GeoPic”) means GeoPic, LLC.
You (or “Your”, “User”, “Member”, “Consumer”) means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable. Under GDPR (General Data Protection Regulation), You can be referred to as the Data Subject or as the User as you are the individual using the Service.
Account means a unique account created for You to access our Service.
Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Business Partners means a company or individual with whom We have entered into an agreement to provide services, supplies, support or consultation to GeoPic, LLC.
By creating a GeoPic Account or by Using any of Our services (or “Service”), whether through a mobile application or computer you agree to be bound by these Terms of Service (or "Terms"). Please read this carefully before Using Our mobile applications or Website. This is a contract between you and GeoPic, LLC.
If at any time you do not accept and agree to be bound by all of these Terms you are not authorized to Use this Service. Please delete your account and uninstall the GeoPic mobile application from your device.
We may make changes to this Terms and to the Service from time to time. We may do this for a variety of reasons including to reflect changes in or requirements of the law, new features, or changes in business practices. The most recent version of Our Terms will be posted in the GeoPic mobile application in settings under menu item: Terms of Service and online at geopic.io/tos. You should frequently check for the most recent version. The most recent version is the version that applies. If the changes include material changes that affect your rights or obligations, We will notify you in advance of the changes by reasonable means, which could include notification through the Service or via email. If you continue to Use the Service after the changes become effective, then you agree to the revised Terms. You agree that these Terms of Service shall supersede any prior Terms (except as specifically stated herein), and shall govern your entire relationship with Us, including but not limited to conduct preceding your acceptance of this Terms.
2. Eligibility to Use the Service
You must be at least 13 years of age in the United States, or 16 years of age in countries subject to the EU General Data Protection Regulation (the “GDPR”), unless exempted by individual country exceptions, to Use the Services or submit any information to GeoPic, LLC. If you are between 13 and 18 years of age, you may only Use the Services under the supervision of a parent or legal guardian who agrees to be bound by the Terms of Service. If you are under 13, or 16 where applicable, please do not attempt to register for the Service or send any personal information about yourself to Us. If We learn that We have collected personal information from a child under the required minimum age, We will delete that information as quickly as possible. If you believe that a child under the required minimum age may have provided Us personal information, please contact Us at: [email protected]
By creating a GeoPic Account and using Our service you acknowledge and agree to the following:
a.) You are not a person who is barred from receiving Our Service under the laws of the United States or any other applicable jurisdiction.
b.) You are not designated a terrorist or on the terrorist watch list as designated by the United States.
c.) You are not a convicted sex offender.
d.) You will comply with these Terms and all applicable local, state, national, and international laws, rules, and regulations.
e.) You met the requirement in age and other restrictions to enter into this Agreement with GeoPic, LLC.
By Using the Service, you agree to: (a) maintain the security of your account by not sharing your password or other access credentials with others; (b) restrict access to your account and your computer or mobile device; (c) notify GeoPic at [email protected] if you discover or otherwise suspect any security breaches related to the Service; and (d) take responsibility for all activities that occur under your account and accept all risks of unauthorized access; and (e) comply with these Terms of Service.
3. Rights We Grant You
GeoPic, LLC grants you a personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable, and non-sublicensable license to access and Use of the Service. This license is for the sole purpose of letting you Use and enjoy the Service benefits in a way that the Agreement allows.
4. You Agree
You agree that your Use of the GeoPic Service will not violate any law, contract, intellectual property or other third-party right, or constitute a tort. You are solely responsible for your conduct while on the Service and you Use the Service at your own risk. You agree that all information that you submit upon creation of your account, is accurate and truthful and you have the right to submit this information on the Service and grant the license to GeoPic, LLC.
When Using the Service, You further agree not to:
a.) Use the Service in any manner that could inhibit other Users from fully enjoying the Service or that could damage or impair the functioning of the Service.
b.) Engage in any discriminatory, defamatory, hateful, harassing, abusive, obscene, threatening, physically dangerous, or otherwise objectionable conduct.
c.) Attempt to indicate that you are an employee or have any relationship with GeoPic, LLC or that We have endorsed you.
d.) Send any unsolicited advertising or promotional materials or collect the email addresses or other contact information of other Users from the Service for the purpose of sending commercial messages or Use any domain name or URL in any account Username or nickname.
e.) Attempt to reverse engineer any aspect of the Service or do anything that might circumvent measures employed to prevent or limit access to any area, content or code of the Services (except as otherwise expressly permitted by law).
f.) Use or attempt to Use another’s account without authorization from such User and GeoPic.
g.) Develop any third-party application that interacts with the Services without GeoPic’s prior written consent.
h.) Use any automated means or interface to access or manipulate Our Service or content (for example: Using bots, crawlers, scripts, auto-responders or "spam", or any processes that run or are activated while you are not logged into the Service).
i.) Tamper with, or Use non-public areas of the Service, probe, scan, or test any system or network, or otherwise attempt to breach or circumvent any security or authentication measures of the Service.
j.) Use the Service for anything other than their intended purpose or in a way that violates the Terms of Service.
k.) Other Users will also share content on Our Service. User Content belongs to the User who posted the content and is stored on Our servers and displayed at the direction of that User. You do not have any rights in relation to other User Content, and you may only Use User Content to the extent that your Use is consistent with Our Agreement. You may not copy the User Content or Use User Content for commercial purposes, to spam, to harass, or to make unlawful threats. We reserve the right to terminate your account if you misuse User Content.
5. Rights You Grant Us
The GeoPic Service allows registered Users to post photos or videos to a public or private forum. In addition, Users may comment or like photos or videos posted on GeoPic. Users may also contact other Users directly or in a group within the Service Using chat, comments and messaging features. When you do these activities on the GeoPic Service, you retain ownership rights to that content, but you grant Us a license to Use that content.
Within the areas of the Service where the content provided by the User voluntarily is posted by the User to public forums this content becomes Public Content. The license you grant Us for this content is broad. For Public Content, you grant GeoPic, LLC, Our affiliates and business partners a perpetual license to create derivative works from, promote, exhibit, broadcast, syndicate, publicly perform, and publicly display Public Content in any form and in any and all media or distribution methods (now known or later developed). When you appear in, create, upload, post, public content, you also grant GeoPic, LLC, Our affiliates, and Our business partners the unrestricted, worldwide, perpetual right and license to Use your name, likeness, and voice, including in connection with commercial or sponsored content. This means, among other things, that you will not be entitled to any compensation from GeoPic, LLC, Our affiliates or Our business partners if your name, likeness, or voice is conveyed through the Service, either on the Service or on one of Our affiliates or business partners.
While We’re not required to do so, We may access, review, screen, and delete your content at any time and for any reason, including to provide and develop the Service or if We think your content violates the Terms of Service. You alone, though, remain responsible for the content you create, upload, post or send through the Service.
6. Safety; Your Interactions with Other Users
Our Service offer Users the ability to communicate and interact with one another. At GeoPic, We encourage respectful User interaction. Due to the geographic nature of the Service and the potential to interact with other Users outside of the Service, it is highly encouraged that you only accept friend requests and communicate with Users you know. We are not responsible for the conduct of any User both on or outside of the Service. You agree to Use your own judgement in communication with other Users and We request you Use extreme caution in all interactions with other Users, especially if you decide to communicate outside of the Service or meet in person.
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER MEMBERS. YOU UNDERSTAND THAT GEOPIC, LLC DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS ON ITS USERS OR OTHERWISE INQUIRE INTO THE BACKGROUND OF ITS USERS. WE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS ON OUR SERVICE. HOWEVER, GEOPIC, LLC RESERVES THE RIGHT TO CONDUCT, AND YOU AUTHORIZE US TO CONDUCT, ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS AT ANY TIME USING AVAILABLE PUBLIC RECORDS OBTAINED BY IT OR WITH THE ASSISTANCE OF A CONSUMER REPORTING AGENCY, AND YOU AGREE THAT ANY INFORMATION YOU PROVIDE MAY BE USED FOR THAT PURPOSE.
SHOULD YOU FEEL THREATED, HARRASSED, BULLIED OR UNSAFE IN ANY WAY WE RECOMMEND YOU CONTACT LOCAL LAW ENFORCEMENT AUTHORITIES IMMEDIATELY AND EMAIL US AT [email protected]
7. Content Policy
Most of the content on Our Service is produced by Users, and other third parties. Whether that content is posted publicly or sent privately, the content is the sole responsibility of the person or organization that submitted it. We reserve the right to review or remove all content that appears on Our Service. However, We do not review all content posted to Our Service.We do not take responsibility for any content that others provide through Our Service. Every User has the ability to flag content posted to the GeoPic Service. Any content flagged for violating Our Terms of Service will be removed from the Service until it has been reviewed to determine if it is in compliance with GeoPic’s Terms of Service, Privacy Policy and Community Guidelines. If the flagged content is determined to be in compliance it will be made visible on the Service. If the content is deemed in violation of any provision of the GeoPic Agreement the content will be permanently removed from the Service.
8. Community Guidelines
All Users are required to accept and comply with the Community Guidelines published by Our Service. At GeoPic, We seek to operate a respectful, inclusive Service free of harassment, intimidation or bullying. In an effort to achieve these goals We have created a standard of conduct to be observed by all Users. This policy defines how Users are required to treat one another on Our Service in addition to other standards of conduct. Please review the Community Guidelines here.
9. How We Respond to Violations to the Terms of Service
Removal of User Content; Suspending or Terminating Account
To prevent abuses or violations of the Service or these Terms, GeoPic, LLC has the right to monitor your Use of the Service. We will investigate activity related to your Use of the Service Using any means legally available and, where appropriate, may provide information about your Use of the Service to law enforcement authorities and other third parties. As permitted and explained in Our Privacy Policy, We may Use and disclose data derived from your Use of the Service to provide or improve the Service as Well as to enforce these Terms.
As explained in Section 10 Termination, GeoPic, LLC has an absolute right to stop providing the Service, or to suspend or terminate a User’s account at any time. We also have the right to delete or remove any User Content that We, in Our sole discretion, view as violating these Terms, or for any other reason. Removal of User Content and/or terminating access to Services can be done without prior notice to the User.
Without limiting GeoPic’s absolute rights of termination or removal (see Section 10 below), there are certain actions that will result in immediate removal of User Content and/or account termination. User Content that poses a legal risk, is a threat to other Users, or violates these Terms will be immediately removed. In addition, if We receive notice that User Content is alleged to infringe a third party’s intellectual property or proprietary rights, it will be immediately removed, and you will be notified.
If you are determined to be a repeat offender, GeoPic will terminate your access to Our Service. A repeat offender is a User who has been notified at least three times that they engaged in prohibited activity and/or has had User Content removed from the Service.
If your account has been suspended or terminated, and you wish to dispute it, please contact Us at: [email protected]
10. Termination
GeoPic, LLC reserves the right, without notice and in its sole discretion, to terminate your license to Use the Services and/or Service Materials at any time and to block or prevent your future access to, and Use of, the Services and/or Service Materials, for any or no reason. GeoPic also has the right to remove prohibited User Content at any time, without prior notice and at its sole discretion.
When you request to delete content or your account, the deletion process will automatically begin no more than 30 days after your request. It may take up to 90 days to delete content after the deletion process begins. While the deletion process for such content is being undertaken, the content is no longer visible to other Users, but remains subject to this Agreement. After the content is deleted, it may take Us up to another 90 days to remove it from backups and disaster recovery systems.
11. Arbitration
PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM GEOPIC, LLC.
Any dispute, claim, or cause of action arising out of or relating in any way to this Term of Service or Use of the Service (We call these “Disputes”), shall be resolved by confidential binding arbitration on an individual basis, rather than in court, except as otherwise stated herein. You and GeoPic each waive your respective rights to a jury trial for Disputes. This arbitration provision is governed by the Federal Arbitration Act.
As an exception to the arbitration requirement, the following disputes may be brought in court: (i) any dispute that seeks injunctive or other equitable relief for the alleged unlawful Use of intellectual property (such as copyrights, trademarks, trade names, logos, trade secrets, or patents) may be brought in court; (ii) any claim of interference or attempted interference with Our Services; and (iii) disputes regarding the scope and enforceability of this arbitration provision. In addition, either party may assert the Dispute in small claims court if the Dispute qualifies.
You and GeoPic, LLC agree that Disputes are personal and therefore, class actions and class arbitrations are not permitted. Neither you nor GeoPic, LLC will commence against the other a class action, class arbitration or other representative action or proceeding that would affect other Users of the Services. The arbitrator does not have the authority to conduct a class arbitration or a representative action, and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.
Any arbitration under this provision shall be held in Fishers, IN, (or, alternatively, via telephone or video conference) before and in accordance with the applicable rules of JAMS, which are available on the JAMS Website. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason. Arbitrations shall be conducted in English. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be Used by the recipient for any purpose other than for the arbitration or the enforcement of the arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.
As limited by the Federal Arbitration Act, these Terms, and the applicable JAMS rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any individual Dispute and to grant any remedy that would otherwise be available in court (excluding class arbitrations or representative actions as noted above). Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
You and GeoPic, LLC agree that you will notify each other in writing of any dispute within thirty (30) days of when it arises before filing for arbitration. Notice to GeoPic, LLC must be sent to [email protected]. If the Dispute is not resolved informally between the parties within thirty (30) days of the date of notice, then either party may initiate arbitration in accordance with these Terms.
Any Dispute must be filed within eighteen months after it arose; otherwise, your claim is permanently barred. Opt-Out of Arbitration: You have the right within thirty (30) days of first accepting these Terms to decline this agreement to arbitrate. To do so, you must send written notice with your name, address, Username, email address or phone number that you Use for your Service account, identify the Service(s) you Use, and clearly state that you want to opt out of the Terms of Service arbitration agreement. Send this notice to: GeoPic, LLC, 12175 Visionary Way, Suite 830, Fishers, IN 46038.
If you choose to file an arbitration proceeding after providing GeoPic, LLC the required notice, GeoPic, LLC will pay the filing fees, administration and hearing costs, and arbitrator fees if the arbitration seeks less than US $10,000 and the Dispute is not determined to be frivolous or improper by the arbitrator. We will also pay the fees and costs for any arbitration that We initiate. For all other Disputes, the fees and costs shall be paid according to the JAMS rules, including rules regarding frivolous or improper claims. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
12. Data Charges and Mobile Devices
Viewing and uploading photos and videos on a mobile device requires extensive data Usage. You are responsible for any data charges that you may incur for Using Our Service, including data charges. If you’re unsure what those charges may be, you should ask your service provider before Using the Service.
13. Intellectual Property Rights
All material contained on Our Service, unless otherwise indicated, is protected by law including, but not limited to, United States copyright and trademark law, as Well as other state, national, and international laws and regulations. Except as expressly provided herein, GeoPic, LLC does not grant any express or implied right to you. Nothing in this Agreement grants you any right to Use any trademark, service mark, or logo of GeoPic, LLC. The Service and any necessary software Used therein contain proprietary and confidential information that is protected by law. Except as permitted by Us in writing, you agree not to reproduce, distribute, modify, prepare derivative works of, translate, reverse engineer, reverse compile or disassemble the Service in whole or in part.
14. DMCA Copyright Policy
GeoPic, LLC has adopted the following policy toward copyright infringement on the Services in accordance with the Digital Millennium Copyright Act (the "DMCA"). The address of GeoPic’s Designated Agent for copyright takedown notices ("Designated Agent") is listed below. You may submit a notice under the DMCA Using Our copyright notice form.
Reporting Instances of Copyright Infringement:
If you believe that Content residing or accessible on or through the Service infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent at the address below:
Identification of the work or material being infringed.
Identification of the material that is claimed to be infringing, including its location, with sufficient detail so that We are capable of finding it and verifying its existence.
Contact information for the notifying party (the "Notifying Party"), including name, address, telephone number, and email address.
A statement that the Notifying Party has a good faith belief that the material is not authorized by the copyright owner, its agent or law.
A statement made under penalty of perjury that the information provided in the notice is accurate and that the Notifying Party is authorized to make the complaint on behalf of the copyright owner.
A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed.
Please also note that the information provided in a notice of copyright infringement may be forwarded to the User who posted the allegedly infringing content. After removing material pursuant to a valid DMCA notice, GeoPic will immediately notify the User responsible for the allegedly infringing material that it has removed or disabled access to the material. GeoPic, at Our discretion, will terminate the account of a User who uploaded copyright materials to the GeoPic Service. If you repeatedly infringe other people's intellectual property rights We can, remove or block content or information shared on Our Service, or stop providing all or part of the Service if We determine that doing so is reasonably necessary to avoid or mitigate adverse legal or regulatory impacts on Us. If you believe your account has been terminated in error, or you want to disable or permanently delete your account, contact Us at: [email protected].
Submitting a DMCA Counter-Notification:
If you believe you are the wrongful subject of a DMCA notification, you may file a counter-notification with GeoPic by providing the following information to the Designated Agent at the address below:
The specific URLs of material that GeoPic has removed or to which We have disabled access.
Your name, address, telephone number, and email address.
A statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located (or the federal district courts located in New York County, New York if your address is outside of the United States), and that you will accept service of process from the person who provided the original DMCA notification or an agent of such person.
The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled."
Your signature.
Upon receipt of a valid counter-notification, GeoPic will forward it to Notifying Party who submitted the original DMCA notification. The original Notifying Party (or the copyright holder he or she represents) will then have ten (10) days to notify Us that he or she has filed legal action relating to the allegedly infringing material. If GeoPic does not receive any such notification within ten (10) days, We may opt to restore the material to the Service.
Designated Agent
GeoPic, LLC
12175 Visionary Way, Suite 830
Fishers, IN 46038
Attn: Copyright Agent
In addition, so that GeoPic, LLC can prevent the Use of your Content outside of Our Service, you authorize GeoPic, LLC to act on your behalf with respect to infringing Uses of your Content taken from Our Service by other Users or third parties. This expressly includes the authority, but not the obligation, to send notices pursuant to 17 U.S.C. § 512(c)(3) (i.e., DMCA Takedown Notices) on your behalf if Your Content is taken and Used by third parties outside of Our Services. GeoPic, LLC is not obligated to take any action with regard to Use of your Content by other Users or third parties.
15. Warranty Disclaimer; Services Available on an "AS IS" Basis
Your access to and Use of the Service or any Content contain herein is at your own risk. YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. WITHOUT LIMITING THE FOREGOING, TO THE FULL EXTENT PERMITTED BY LAW, GEOPIC, LLC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. GeoPic, LLC makes no representations or warranties of any kind with respect to the Service, including any representation or warranty that the Use of the Service will (a) be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system, or data, (b) meet your requirements or expectations, (c) be free from errors or that defects will be corrected, (d) be free of viruses or other harmful components; or (e) be entirely secure or that the information you share with Us will be secure. GeoPic, LLC also makes no representations or warranties of any kind with respect to Content; User Content, in particular, is provided by and is solely the responsibility of the Users providing that Content. No advice or information, whether oral or written, obtained from GeoPic, LLC, will create any warranty not expressly made herein.
16. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GEOPIC, LLC SHALL NOT BE LIABLE FOR: (A) ANY INDIRECT, INCIDENTAL, EXEMPLARY PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (B) LOSS OF: PROFITS, REVENUE, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES; (C) DAMAGES RELATING TO YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICE; (D) DAMAGES RELATING TO ANY CONDUCT OR CONTENT OF ANY THIRD PARTY OR USER USING THE SERVICE, INCLUDING WITHOUT LIMITATION, DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OR CONTENT; AND/OR (E) DAMAGES IN ANY MANNER RELATING TO ANY CONTENT. THIS LIMITATION APPLIES TO ALL CLAIMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, WHETHER OR NOT GEOPIC, LLC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND FURTHER WHERE A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OF GEOPIC, LLC, FOR ANY CLAIM UNDER THIS AGREEMENT, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE GREATER OF ONE HUNDRED DOLLARS (US $100.00) OR THE AMOUNT YOU PAID US TO USE THE APPLICABLE SERVICE.
THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION 16 SHALL APPLY EVEN IF YOUR REMEDIES UNDER THIS AGREEMENT FAIL WITH RESPECT TO THEIR ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
17. Export Control
The Services may be subject to U.S. export and re-export control laws and regulations or similar laws applicable in other jurisdictions, including the Export Administration Regulations (“EAR”) maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department’s Office of Foreign Assets Control (“OFAC”), and the International Traffic in Arms Regulations (“ITAR”) maintained by the Department of State. You warrant that you: (1) are not located in any country to which the United States has embargoed goods or has otherwise applied any economic sanctions; and (2) are not a denied party as specified in any applicable export or re-export laws or regulations or similar laws applicable in other jurisdictions.
You agree to comply with all applicable export and reexport control laws and regulations, including the EAR, trade and economic sanctions maintained by OFAC, and the ITAR. Specifically, you agree that you shall not – directly or indirectly – sell, export, reexport, transfer, divert, or otherwise dispose of any products, software, or technology (including products derived from or based on such technology) received from GeoPic, LLC or the Service to any destination, entity, or person prohibited by any applicable laws or regulations of the United States or any other jurisdiction without obtaining prior authorization from the competent government authorities as required by those laws and regulations.
18. Indemnification
You agree to defend, indemnify and hold harmless GeoPic, LLC, its parents, subsidiaries or affiliates, service providers, independent contractors, and consultants, and their respective members, directors, officers, employees, and agents (collectively, “GeoPic Parties”), from and against any third-party claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or in any way connected to, directly or indirectly: (a) your Use of the Service; (b) your User Content or Submissions; (c) these Terms of Service which includes Our Privacy Policy and Community Guidelines; (d) your violation of any third party’s rights; and/or (e) your conduct in connection with the Service.
GeoPic, LLC, and/or the applicable GeoPic Parties, reserve the right to assume the exclusive defense and control of any matter that is subject to this indemnification. If this right is exercised, you will cooperate with GeoPic, LLC in the defense of any claim as We require. In no event shall you settle any claim without Our prior written consent.
19. Applicable Law and Venue
These Terms and your Use of the Service shall be governed by and construed in accordance with the laws of Indiana without resort to its conflict of law provisions. To the extent the arbitration requirement does not apply (if ever), you agree that any action at law or in equity for any Dispute shall be filed only in the state and federal courts located in Marion County, Indiana and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding for any Dispute and waive any claim that such courts constitute an inconvenient forum.
20. Severability
If any provision, or part thereof, in this Agreement shall be deemed unlawful, void or for any reason unenforceable, then the unenforceable provision or part thereof, shall be deemed severable from this Agreement and shall not affect the validity and enforceability of the rest of the provision and any remaining provisions in this Agreement.
21. Changes to Agreement
If We make changes to these Terms, We will provide notice by posting a notice on the Service and will give you an opportunity to review the changes before they go into effect. We will also update the "Last Updated" date on the first page once the Terms take effect. Your continued Use of the Service after notice, will confirm your acceptance of the changes. If you do not agree to the updated Terms, you may delete your account.
22. Force Majeure
Neither party will be liable for failure or delay in performing its obligations because of causes beyond its reasonable control, including without limitation, acts of God, terrorism, war, riots, fire, natural disasters, outbreaks or pandemics, or degradation or failure of third party networks or communications infrastructure.
23. Entire Agreement
This Terms of Service, which includes the Privacy Policy and Community Guidelines (or “Agreement”) contains the entire Agreement between you and GeoPic, LLC regarding your relationship with GeoPic, LLC and the Use of the Service, with the following exception: anyone who opted out of the agreement to arbitrate on a going forward basis. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. The failure of GeoPic, LLC to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. No failure or delay by GeoPic, LLC in exercising any of its rights under this Agreement shall be deemed a waiver of those or any other rights. You agree that your GeoPic, LLC account is non-transferable and all of your rights to your account and its Content terminate upon your death. No agency, partnership, joint venture, fiduciary or other special relationship or employment is created as a result of this Agreement and you may not make any representations on behalf of or bind GeoPic, LLC in any manner.
24. Contact Us
If you have any questions or concerns about these Terms of Service, please contact Us using the information provided below.
GeoPic, LLC
Attn: Legal
12175 Visionary Way
Suite 830
Fishers, IN 46038
[email protected]