Terms and Conditions for FameUp Mobile Application

1. INTRODUCTION

These Terms and Conditions (“Terms”) constitute a legal agreement between you and FameUp, Inc., a company incorporated and existing under the laws of the State of Delaware and having its headquarters in the United States located at 3500 South DuPont Highway, County of Kent, Dover DE 19901, state of Delaware.

All rights on FameUp Mobile Application belong to INOVATIE ALIA SRL., a company incorporated and existing under the laws of Romania, registered with the Trade Registry under no. J22/410/2016, sole registration number 35663871 and having its headquarters located at 12 Păcurari Alley, block G2, staircase B, room 4, 2nd floor, apartment 10, Iaşi City, Iași County, Romania (“Company”), which allows free use of the App by FameUp, its partners and its influencers.

Use of the Application implies compliance with the terms established by the Company, and these Terms govern your use of mobile application available for download at: https://play.google.com/store/apps/details?id=net.fameup.app and https://apps.apple.com/tt/app/fameup/id1510511383 (“FameUp App”) and any content or features available through the FameUp App (“Materials”) .

In addition, the use of the Application implies compliance with these Terms.

Throughout these Terms we will refer to you as “you” or “your”, and we will refer to FameUp, Inc. as “us”, “we” or “FameUp US”.

Your use of the FameUp App and the Materials are further subject to the General Terms and Conditions for Digital Services available at https://fameup.com/en/terms-and-conditions/ (“General Terms”), which are incorporated herein by reference. In the event of any conflict or inconsistency between these Terms and the General Terms, these Terms will control with respect to your use of the FameUp App.

These Terms apply to you as soon as you first download and access the FameUp App on your device, and you are deemed to have agreed to be bound by them upon such first access. When accepted by you, these Terms form a legally binding agreement between you and FameUp.

READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE FAMEUP APP. YOU MUST AFFIRMATIVELY ACCEPT THESE TERMS BY CLICKING “ACCEPT” BELOW IN ORDER TO ACCESS OR USE THE FAMEUP APP. IF YOU DO NOT ACCEPT THESE TERMS, YOU MAY NOT ACCESS OR USE THE FAMEUP APP, AND WE RESERVE THE RIGHT TO TERMINATE YOUR ACCESS TO OR USE OF THE FAMEUP APP. You promise that you are at least 13 years of age. If you are not yet 18 years old, you must have the permission of an adult to use the FameUp App and agree to these Terms, and that adult must be a parent or guardian who is willing to be responsible for your use of the FameUp App. You acknowledge that these Terms are for your benefit and your entering into these Terms is conditional upon your parent or guardian agreeing to be a party to these Terms. In the event you disaffirm these Terms after acceptance, your parent or guardian will be liable and we may seek to enforce the performance of any of your obligations damages from your parent or legal guardian and seek damages from them for any liabilities arising under these Terms.

1. ADDITIONAL TERMS

The following additional terms and conditions apply with respect to the FameUp App that we provide to you designed for use on an Apple iOS-powered mobile device (an “iOS App”):

• You acknowledge that these Terms are between you and us only, and not with Apple, Inc. (“Apple”).
• Your use of our iOS App must comply with Apple’s then-current App Store Terms of Service.
• We, and not Apple, are solely responsible for our iOS App and Materials available thereon. you acknowledge that Apple has no obligation to provide maintenance and support services with respect to our iOS App. To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to our iOS App.
• You agree that we, and not Apple, are responsible for addressing any claims by you or any third-party relating to our iOS App or your possession and/or use of our iOS App, including, but not limited to: (i) product liability claims; (ii) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation, and all such claims are governed solely by these Terms and any law applicable to us as provider of the iOS App.
• You agree that we, and not Apple, shall be responsible, to the extent required by these Terms, for the investigation, defense, settlement and discharge of any third-party intellectual property infringement claim related to our iOS App or your possession and use of our iOS App.
• You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
• You agree to comply with all applicable third-party terms of agreement when using our iOS App (e.g., you must not be in violation of your wireless data service terms of agreement when using the iOS App).
• The parties agree that Apple and Apple’s subsidiaries are third-party beneficiaries to these Terms as they relate to your license of our iOS App. Upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as they relate to your license of the iOS App as a third-party beneficiary thereof.

The following additional terms and conditions apply with respect to any FameUp App that we provide to you designed for use on an Android-powered mobile device (an “Android App”):

• You acknowledge that these Terms are between you and us only, and not with Google, Inc. (“Google”).
• Your use of our Android App must comply with Google’s then-current Android Market Terms of Service.
• Google is only a provider of the Android Market where you obtained the Android App. We, and not Google, are solely responsible for our Android App and the Services and Content available thereon. Google has no obligation or liability to you with respect to our Android App or these Terms.
• You acknowledge and agree that Google is a third-party beneficiary to the Terms as they relate to our Android App.

1. INTELLECTUAL PROPERTY

For the purposes of these Terms, “Intellectual Property Rights” means any intellectual property rights (including industrial property rights) as well as any other similar rights which may exist anywhere in the world (worldwide), including but not limited to, copyright, neighbouring rights, rights similar to the copyright, sui-generis rights, including sui-generis rights over databases, other rights which may be subsequently acknowledged over databases, any rights in any computer software, any rights in any software and hardware configurations, rights to inventions, rights to a patent, rights arising out of a patent application, rights arising out of a patent certificate, rights related to a technical accomplishment, rights in utility models, rights arising out of an utility model application, rights arising out of an utility model certificate, rights arising out of a trademark application, rights arising out of a trademark certificate, rights in a geographical indication, rights arising out of a geographical indication certificate, rights in ornamental designs, rights arising out of ornamental designs applications, rights arising out of ornamental designs certificates, rights in topographies of semiconductors, rights arising out of certificates of topographies and semiconductors, commercial/trade name rights, domain names rights, know-how rights, rights in confidential information (including but not limited to trade secrets), as well as any other intellectual property rights and other similar or equivalent rights which exist or shall arise in the future worldwide, regardless of whether they are registered or not, together with their renewals, extensions, restitutions as well as all applications related to such rights (whether registered or not), all registrations and pending registrations regarding any of the above-mentioned rights, the benefit of any pending registration and the right to file for the registration of such rights, as well as all action-related rights, powers or benefits arising or resulting thereof, regarding any of the above-mentioned rights, including actions against infringement and the right to sue for recovering any damages for past infringements.

By accessing and/or using the FameUp App, you understand that FameUp and/or its affiliated companies are the owners of all Intellectual Property Rights in and to the FameUp App and the Materials.  Nothing in these Terms shall be construed as granting you any rights in or to any Intellectual Property Rights in the FameUp App.

By using the FameUp App, you understand that we grant you a limited, personal, non-exclusive, non-transferable right to use the FameUp App in order to facilitate access (a) if you represent a Brand (as defined in the General Terms), to create marketing campaigns or posts on social networks through influencers and (b) if you are an Influencer (as defined in the General Terms), to promote products and/or services published by the Brands (1) by participating in the campaigns as a Brand and you, as an Influencer, may mutually agree, or (2) by electing to participate in a Brand’s campaign that FameUp has proposed to you.  Your right to use the FameUp App and Materials is conditioned on your compliance with these Terms. You have no other rights in the FameUp App .or any Materials, and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the FameUp App or Materials in any manner.

We may provide modifications, enhancements, improvements, updates or patches to the FameUp App at any time.  You must update the FameUp App on your mobile device in order to make use of any new or updated features or functionality made available through any such modifications, enhancements, improvements, updates or patches.  We are not liable for any results, losses. vulnerabilities or inability to use the FameUp App due to your failure to install any modifications, enhancements, improvements, updates or patches that we make available to you.

THE FAMEUP APP ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, and we give no warranty that it will be free of defects and / or faults.  THE FAMEUP APP IS PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY) WITH RESPECT TO THE FAMEUP APP OR ANY USE THEREOF, WHICH INCLUDES BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.

THIS MEANS THAT WE DO NOT PROMISE YOU THAT THE FAMEUP APP IS FREE OF PROBLEMS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO WARRANTY THAT FAMEUP APP WILL MEET YOUR REQUIREMENTS OR THAT THE FAMEUP APP WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE OR THAT DEFECTS IN THE FAMEUP APP WILL BE CORRECTED. WE MAKE NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE FAMEUP APP OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE FAMEUP APP. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE FAMEUP APP OR FROM US OR OUR SUBSIDIARIES/OTHER AFFILIATED COMPANIES SHALL CREATE ANY WARRANTY. WE DISCLAIM ALL EQUITABLE INDEMNITIES.

We accept no liability for any disruption or non-availability of the FameUp App resulting from external causes including, but not limited to, equipment failure, communications network failure, power failure, natural events, acts of war, or legal restrictions and censorship.

To the maximum extent permitted by law, we accept no liability for any direct or indirect loss or damage, foreseeable or otherwise, including any indirect, consequential, incidental, exemplary or special damages arising from your access and/ or use of the FameUp App or any information contained in it, and you use the FameUp App and their content at your own risk.  Our aggregate, cumulative liability to you for your use of the FameUp App in connection with any Collaborations (as defined in the General Terms) in which you  participate is limited to the total amounts that we receive from that Collaboration in the twelve months prior to the date of the circumstances causing the claim.

1. LIABILITY

You shall be liable to us for any loss or damage suffered by us as a result of any breach of these General Terms and Conditions, any subsequent agreement entered into, or of any access and/or use of the FameUp App that is illegal.

WE SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THE FAMEUP APP OR ANY MATERIALS, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE FAMEUP APP AND MATERIALS IS TO STOP USING THE FAMEUP APP AND MATERIALS. TO THE EXTENT ANY ASPECTS OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, THE MAXIMUM AGGREGATE LIABILITY OF COMPANY TO YOU WITH RESPECT TO YOUR USE OF THESE FAMEUP APP IS THE GREATER OF (I) $100 (ONE HUNDRED DOLLARS) OR (II) THE AMOUNTS YOU PAID US FOR USE OF, OR IN CONNECTION WITH, THE FAMEUP APP.

1. TERMINATION

We may terminate your access to the FameUp App by a termination notice to your email address with an immediate effect, without any other judicial or extrajudicial formality, if we deem that you are abusing or modifying the FameUp App in any way, that you have made fraudulent or inaccurate representations, and/or that you have violated these Terms, or if at any time FameUp decides to no longer make the FameUp App available.

1. ASSIGNMENT

We may assign our rights and/or obligations under these Terms without your prior consent .

1. NO PARTNERSHIP OR AGENCY

These Terms shall not be construed so as to create a partnership or joint venture between you and us.

1. NO WAIVER

In the event that either you or we fail to exercise any right or remedy contained in these General Terms and Conditions, that does not mean you or we (as applicable) have waived that right or remedy.

1. SEVERABILITY

If any provision of these Terms shall be judicially determined to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions thereof shall not in any way be affected or impaired thereby.

1. GOVERNING LAW AND DISPUTES

These Terms and the relationship between you and us created by it shall be governed by and construed in accordance with the laws of the State of Delaware without regard to its conflict of law rules.