These Terms of Use explain Fanalyze Inc.’s (“Fanalyze” or “we” or “our”) policies governing the use of our Fanalyze iOS and Android Application (the “Mobile App”). Please read these Terms of Use carefully before using our Mobile App. By accessing, viewing or using our Mobile App, you agree to these Terms of Use, which incorporate our Privacy Policy.

IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT USE THE MOBILE APP.

We reserve the right to change these Terms of Use at any time in our sole discretion. If we make any changes to our Terms of Use, we will post a new policy on the Mobile App and update the “last updated” date set forth above. You should check these Terms of Use each time you visit our Mobile App for any changes. If you continue to use the site after any changes to these Terms of Use, you agree to and accept those changes.

REGISTRATION AND ACCESS TO THE MOBILE APP

As a user of our Mobile App, you agree to represent yourself accurately and truthfully at all times. You grant Fanalyze the right to independently verify any information that you post on the Mobile App or provide to Fanalyze about yourself, including any information that you provide in order to make any purchases of services through the Mobile App.

Registration is required to view certain areas of the Mobile App. You must complete the registration process by providing Fanalyze with certain information as prompted by the applicable registration form. The information that you provide is covered by our Privacy Policy. During the registration process, you will choose an email and password. You are responsible for maintaining the confidentiality of your password and for all activities that occur under your password and account. You agree to notify us immediately at our customer support address, dev@fanalyze.com, of any breach of security or unauthorized use of your account or password. Fanalyze will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You may not use anyone else’s account at any time, unless you have their permission and they are a member of your household, and you may not transfer, sell or otherwise grant access to your account to anyone unless they are a member of your household and agree to be bound by these Terms of Use.

Upon cancellation or termination of your access to password protected areas of the Mobile App, Fanalyze reserves the right to deactivate your account and delete your user profile.

YOUR USE OF THE MOBILE APP AND CONDUCT IN CONNECTION WITH THE APP

The Mobile App may include discussion forums or other interactive areas. You agree to use such interactive areas only for non-commercial purposes. You are solely responsible and liable for any materials that you post or transmit to our Mobile App. You are solely liable for any material that you upload or transmit to the discussion forums or interactive areas of the Mobile App. You agree to act responsibly and treat others with respect. You agree not to use the Mobile App to do any of the following: Upload, post, e-mail, transmit, distribute or otherwise publish any message, information, text or other material (“Material”) that may be considered to be unlawful, harmful, libelous, tortious, defamatory, obscene, vulgar, pornographic, indecent, lewd, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, hateful or racially, ethnically or otherwise objectionable; Upload or transmit any Material that would constitute or encourage a criminal offense, violate the rights of any party or that would otherwise create liability or violate any local, state, national or international law; Upload, e-mail, transmit or otherwise make available any Material that might infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party; Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity; Distribute, publish or make available any unsolicited or unauthorized promotions, advertising or solicitations for funds, goods or services, including junk mail, spam and chain letters; Harm minors in any way; or Upload, post, e-mail, transmit or otherwise make available any Material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.

YOUR SUBMISSIONS TO THE MOBILE APP

By submitting any reviews, suggestions, feedback or other items or information, whether or not solicited by Fanalyze, or creating a public presentation, (“Public Submissions”), you hereby grant to Fanalyze and other users of the Mobile App an irrevocable, nonexclusive, perpetual, worldwide, royalty-free right and license with the right to sublicense (“License”) to use, display, publicly perform, modify, reproduce, publish, distribute, make derivative works of, sublicense and otherwise exploit your Public Submissions and all intellectual property rights therein, in any manner or medium now existing or hereafter developed. Public Submissions may be used for any purpose by Fanalyze and/or other users of the Mobile App, and Fanalyze is under no obligation to publish or use any Public Submission. If your Public Submission is published, used and/or posted on the Mobile App or otherwise used by Fanalyze, we may include your name, likeness, photo or biographical information in conjunction with such publication, posting or use. By submitting, disclosing or offering a Public Submission, you hereby grant Fanalyze the right to use your name in connection with the publication, use or posting of your Public Submission. You must include your full name and e-mail address with your Public Submission so that we can contact you if we have any questions about your Public Submission; however, only your name will be published with your Public Submission.

You hereby represent and warrant that you have the authority and right to grant the License and that your Public Submissions do not violate any third party intellectual property rights. You agree to take any necessary steps (such as executing affidavits) requested by Fanalyze as may be needed to confirm or formalize the License. By creating a private presentation (“Private Submission”), you hereby grant to Fanalyze an irrevocable, nonexclusive, perpetual, worldwide, royalty-free right and license to publish your Private Submission to the Mobile App in such a way that it is viewable only by you. Private Submissions will not be made available to other users of the Mobile App or generally over the internet; however, if a Public Submission is later changed to a Private Submission, archival copies of the Private Submission may have been created by search engines while it was a Public Submission, a fact over which Fanalyze has no control. You hereby represent and warrant that your Private Submissions do not violate any third party intellectual property rights. Fanalyze reserves the right at all times to disclose any information that Fanalyze deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any Submissions or other materials, in whole or in part, in Fanalyze’s sole discretion.

PROPRIETARY RIGHTS

Fanalyze, its affiliates and its licensors own or control all rights, title and interest in, under and to the Mobile App, including the design, user interface, text, copy, graphics, artwork, videos, photographs, trademarks (including Flickr images) and other trademarks on our Mobile App), logos, sound, music, computer code and other files (“Content”), and the selection, arrangement and “look and feel” of such Content. Our Content is protected by trade dress, trademark, copyright and various other intellectual property laws. Unless otherwise expressly permitted by Fanalyze, you may not copy, reproduce, post, publish, display, republish, distribute, transmit, modify, create derivative works from, upload or otherwise exploit any Content, data or materials on or available through our Mobile App, including “mirroring” to any other computer, without our express prior written consent. You are prohibited from (1) using any automated device, such as a robot, spider, deep linker or page scraper, or the manual equivalent, to access, copy, monitor or scrape any content from our Mobile App or (2) using framing or similar techniques to enclose our Content. You may display and print a single copy of Content from our Mobile App provided that you (1) do so solely for personal, non-commercial use and (2) keep all copyright or other proprietary notice language intact. If you are a public search engine, notwithstanding the above, you may use automated devices to copy Content and other materials available without charge on our Mobile App solely as necessary to make our Mobile App publicly searchable. All of Fanalyze’s, its affiliates’ or its licensors’ rights to the Mobile App, the Content or intellectual property not expressly granted to you are reserved.

NOTICE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT.

Fanalyze respects the intellectual property rights of third parties. Fanalyze will investigate notices of copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (“DMCA”). Pursuant to the DMCA, written notification of claimed copyright infringement must be submitted to the following Designated Agent for the Mobile App: Incorporating Services, Ltd. 3500 South DuPont Hwy. Dover, DE 19901 Telephone Number: 800.346.4646 Fax Number: 302.531.0855 E-Mail: info@incserv.com To be effective, the notification must include the following: a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; identification of the copyrighted work claimed to have been infringed; identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Fanalyze to locate the material; information reasonably sufficient to permit Fanalyze to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

LINKS TO OUR MOBILE AND TO OTHER SITES AND APPS

You are hereby granted a limited, revocable and nonexclusive right to create a hyperlink to any page of the Mobile App so long as the link does not portray Fanalyze, its subsidiaries, affiliates, licensors or partners, or its or their respective services, in a false, misleading, derogatory or otherwise offensive or damaging manner.
We may provide a link to other sites that allow you to leave the Mobile App to access third-party materials (“Linked Materials”). These Linked Materials are made available solely for your convenience. Fanalyze is not responsible for, does not monitor, has no control over and does not endorse the Linked Materials. You access the Linked Materials at your own risk.
Fanalyze may run advertisements and promotions from third parties on the Mobile App. Your correspondence or business dealings with, or participation in promotions of, advertisers other than Fanalyze found on or through the Mobile App, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. Fanalyze is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-Fanalyze advertisers on the Mobile App.

THIRD PARTY COMPONENTS

You acknowledge and agree that use of the Services and the Mobile App requires third party equipment and software (collectively, the “Third Party Components”) that must be provided by you. The Third Party Components include, without limitation, the following: a computer, a connection to the internet, operating system software and a web browser (the necessary version of any of the foregoing may be designated by Fanalyze from time to time). Fanalyze SHALL HAVE NO RESPONSIBILITY TO YOU OR ANY THIRD PARTY WITH RESPECT TO THE THIRD PARTY COMPONENTS.

DISCLAIMER

YOUR USE OF THE SITE AND SERVICES PROVIDED THEREIN IS AT YOUR SOLE RISK UNLESS EXPLICITLY STATED OTHERWISE. UNLESS EXPLICITLY STATED OTHERWISE, THE SITE, INCLUDING THE SERVICES PROVIDED THEREIN, ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. UNLESS EXPLICITLY STATED OTHERWISE OR REQUIRED UNDER APPLICABLE LAW, Fanalyze DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OR CONDITION OF ACCURACY, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Fanalyze MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES AS TO THE USEFULNESS, QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE SITE OR THE SERVICES PROVIDED THEREIN. Fanalyze MAKES NO WARRANTY OR REPRESENTATION THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, SECURE, ERROR-FREE OR FREE OF ANY VIRUSES, TROJAN HORSES OR WORMS.
UNLESS EXPLICITLY STATED OTHERWISE, YOU ASSUME ALL RISKS CONCERNING THE SUITABILITY AND ACCURACY OF THE INFORMATION WITHIN THE SITE. THE SITE MAY CONTAIN TECHNICAL INACCURACIES, TYPOGRAPHICAL ERRORS OR OMISSIONS. Fanalyze ASSUMES NO RESPONSIBILITY FOR AND DISCLAIMS ALL LIABILITY FOR ANY SUCH INACCURACIES, ERRORS OR OMISSIONS.
Fanalyze DOES NOT ENDORSE OR CLAIM OWNERSHIP OF, AND IS NOT LIABLE FOR, ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, DATA, TEXT, INFORMATION, USERNAMES, GRAPHICS, IMAGES, PHOTOGRAPHS, PROFILES, AUDIO, VIDEO, ITEMS AND LINKS POSTED BY YOU, OTHER USERS OR OUTSIDE PARTIES ON THE SITE), INCLUDING WITH RESPECT TO (a) THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE OR STATEMENT MADE THROUGH THE SITE BY ANY PARTY; OR (b) THE CAPABILITIES OR RELIABILITY OF ANY PRODUCT OR SERVICE OBTAINED FROM THE SITE, OTHER THAN AS REQUIRED UNDER APPLICABLE LAW. UNDER NO CIRCUMSTANCE WILL Fanalyze BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A USER’S RELIANCE ON INFORMATION, PRODUCTS OR SERVICES OBTAINED THROUGH THE MOBILE OR A LINKED WEBSITE OR APP. IT IS THE RESPONSIBILITY OF THE USER TO EVALUATE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY OPINION, ADVICE, PRODUCTS OR OTHER CONTENT AVAILABLE THROUGH THE SITE OR THE SERVICES. YOU ASSUME COMPLETE RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY LINKED SITES.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, Fanalyze, ITS AFFILIATES AND ANY OTHER OF ITS OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE SITE OR THE SERVICES, EVEN IF FANALYZE HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING, WITHOUT LIMITATION, DAMAGES DUE TO: (a) THE USE OF OR THE INABILITY TO USE THE SITE OR SERVICES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES RESULTING FROM ANY DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SITE; (c) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE, INCLUDING, WITHOUT LIMITATION, UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR (d) CONTENT OR INFORMATION THAT YOU MAY DOWNLOAD, USE, MODIFY OR DISTRIBUTE. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, FANALYZE’S AGGREGATE LIABILITY, AND THE AGGREGATE LIABILITY OF ITS LICENSORS, TO YOU OR ANY THIRD PARTIES FOR ANY CLAIMS ARISING OUT OF THE USE OF THIS SITE OR ITS SERVICES IS LIMITED TO THE AMOUNT OF ANY PAYMENTS YOU MADE TO Fanalyze. TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.

INDEMNIFICATION

You will indemnify, defend and hold Fanalyze, and its subsidiaries, affiliates, predecessors, successors in interest, officers, managers, agents, licensors and employees, harmless from any claims, demand, loss or expense, including reasonable attorneys’ fees, made by any third party relating to or arising out of your use of the Mobile App, your violation of these Terms of Use or your violation of any third party’s rights, including the infringement of a third party’s intellectual property rights by your Submissions. You agree not to hold Fanalyze responsible for any action, inaction, omission or misstatement made by other users or for any harm arising from the Services or the Mobile App.

VIOLATIONS OF THESE TERMS OF USE; TERMINATION

Without prior notice and in our sole discretion, Fanalyze reserves the right to terminate your account and access to our Mobile App without refund and to block future access to our Mobile App for any violations of these Terms of Use. WAIVER AND SEVERABILITY Any express waiver or failure to exercise promptly any right under these Terms of Use will not create a continuing waiver or any expectation of non-enforcement. If any provision of these Terms of Use is held invalid by any law or regulation of any government, or by any court or arbitrator, the parties agree that such provision will be replaced with a new provision that accomplishes the original business purpose, and the other provisions of these Terms of Use will remain in full force and effect.

DISPUTES; GOVERNING LAW

All matters relating to the Mobile App and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Mobile App shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York. By using the Mobile App, you waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. You are responsible for resolving disputes with other users. Fanalyze has no obligation with respect to disputes among users but may, in its sole discretion, intervene. You agree to promptly report any user misconduct to Fanalyze. You hereby release Fanalyze, its officers, employees, agents, predecessors, successors, parents, subsidiaries, assigns and affiliates from claims, demands and damages, actual and consequential, of every kind and nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes, our Services or property or space made available through the Mobile App. If you are a California resident, you waive California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”

HEADINGS

Headings used herein are for convenience of reference only and will in no way affect the interpretation of these Terms of Use.

MISCELLANEOUS

You shall not assign the Terms of Use or any of your rights or obligations hereunder, and any purported assignment of the Terms of Use by you in contravention of the foregoing shall be null and void. No agency, partnership, employment, or joint venture is created through the

Terms of Use.

Fanalyze shall not be liable for any failure or delay in its performance under the Terms of Use (including, without limitation, provision of the Services) due to any cause beyond its reasonable control, including acts of war, acts of God, earthquake, flood, embargo, riot, sabotage, labor shortage or dispute, governmental acts, acts of third parties, failures of third party software or equipment (including, without limitation, Third Party Components), power or electrical failures, internet protocol packet loss or misrouting, and any internet connectivity failures. These Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and Fanalyze with respect to the Mobile App and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Mobile App. If you have not already done so, you should print or save a copy of the Terms of Use for your future reference.