We’ve developed golive.fm (the “Platform”) to help you promote your festival or similar event (the “Event”), by creating and managing smartphone and tablet applications (the “Mobile Apps”) and web widgets (the “Web Widgets”) for use by end users (the “Users”) and to provide you with related hosting and support services (the “Services”).
By signing up on the golive.fm website (the “Site”), the Platform, the Mobile Apps and Web Widgets (collectively “the Products”) and the Services, you are entering into a legal agreement with Greencopper Publishing Inc. (“we”, “us” or “our”) and you agree to be contractually bound by the following terms of service (“Terms of Service”).
The “Event” is the one you described in the process when you signed up for the Services (the “Registration”), which forms part of these Terms of Service. These Terms of Service relate to your adaptation of the Mobile Apps and Web Widgets for the purposes of your Event (the “Adaptation”).
To use our Products and Services, you will need to register for an account containing the information stored in the Platform relating to you and the Adaptation of the Products for the Event (an “Account”).
In connection with your use of the Services, you agree and represent that:
We hereby grant to you, for the term of this agreement, as determined in Section 9 hereto, a non-exclusive operation license authorizing you to use the functionalities and options stated in your Registration.
We agree to grant Users a non-exclusive license to use our Intellectual Property Rights (as hereinafter defined) in the Products authorizing them to download a copy of the application included in the Products, including the Adaptation, in Object Code, which shall be downloaded from the App Store site or from another platform provided for herein on a mobile device belonging to them in order to obtain information about your Event. In order to download the Products, Users must accept the terms and conditions of our license for each Product as well as the terms and conditions of the App Store or the relevant platform, as the case may be.
Subject to the licenses granted herein, all Intellectual Property Rights in the Products and in all Adaptations, whether in Source Code (the software expressed in programming language that must be translated or compiled in order to be executable on a computer) or Object Code (the software in language that is only executable on a computer), shall, at all times, be owned exclusively by us. “Intellectual Property Rights” means all intellectual property rights, including, in particular, all copyright, industrial design rights and registrations and applications in respect thereof, all inventions, patents, patent applications and patent rights (including patents issued as a result of such applications or rights), domain names, rights in trademarks and any other similar rights, anywhere in the world.
In order for us to be able to provide the Products and Services to you, you will need to provide us with Content. “Content” means the information relating to programming and other elements, including artists’ photographs and bios, provided by you to the Platform and required by the Platform for the Adaptation of the Mobile Apps and Web Widgets for the Event.
Content License. You agree to grant us an irrevocable, non-exclusive, worldwide, royalty-free license, including the right to grant sub-licenses to Users in respect of all Intellectual Property Rights in the Content and your trade-marks, for the purposes of developing and publishing the Adaptations provided for in these Terms of Service. You authorize us to incorporate the Content in the product and to render the Content available for the Event.
License to Artist-Related Content. We may also ask you, from time to time to grant us a license to use certain artist-related content we would identify at that time, such as an artist’s photo, bio or another similar element of the Content (the “Artist-Related Content”) to allow third parties to use these elements to promote their own events through our Products. Should you agree, you will be granting us an irrevocable, non-exclusive, worldwide, royalty-free license, including the right to grant sub-licenses to third parties in respect of all Intellectual Property Rights in the identified Artist-Related Content, for the purposes of allowing such third parties to reproduce the Artist-Related Content to promote their own events through our Products. This license will survive the termination of these Terms of Service or the cancellation of your Account.
You represent and warrant that:
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Products or the Services, or access to the Products or Services without our express written permission.
Providers. We will use our registered developer account or an affiliated developer account with Apple Inc. and Google Inc. (each a “Provider”), to the extent that such provider was selected in the Purchase process, and will be the sole publisher of the Mobile Apps for your Event with any platform Provider including, but not limited to, Apple’s online store, the App Store™ (the “App Store”) and Google’s Android Google Play™. We may offer the possibility for you to provide your own account credentials with the Providers. In this case, we may publish the Mobile App under your own account.
Mobile App Approval. We will submit the Mobile App including the Adaptation to the relevant selected Provider(s) to be approved and included in the Provider’s platform according to the submission schedule described during the Purchase Process (subject to any delay resulting from a fault, act or omission by you) and shall, subject to being approved and included in the Provider’s platform, render the Mobile App (including the Adaptation) available to the Users through the Provider’s platform.
Termination for Non-Approval. In the event that the Mobile App including the Adaptation is not approved to be added to the platform of the selected Provider(s), we may terminate these Terms of Service, provided that this lack of approval is not due to our fault.
You are granted the non-exclusive, non-transferrable right to insert any such Launching Code in the HTML code for your website for the sole purpose of accessing and launching the Web Widget on your website pursuant to these Terms of Service. You may not use the Launching Code for any other purpose.
The widget and Launching Code provided by us under these Terms of Service are exclusively owned by us. Copying, alteration, disassembly, translation, decompilation or reverse engineering of such widget or Launching Code is strictly prohibited and you will not attempt to discover any source code, underlying ideas, techniques or know-how relating to the widget or Launching Code.
You may not modify the widget or Launching Code. If for any reason whatsoever you do modify the widget or Launching Code, in addition to the same being a breach of these Terms of Service, you recognize that we shall be the owner of all rights, including all copyrights, in and to all modifications.
You will not remove any copyright, proprietary or licensing notices from the widget or Launching Code provided by us. You shall not duplicate the widget or Launching Code and shall not sell, loan, lease or otherwise make the widget or Launching Code available to any third party, except as stated in the next sentence.
You may share the Launching Code with others who are interested in receiving your Content from the Service to enable them to obtain and launch the Web Widget on their website, provided that:
We may limit the number of service calls that your Widget may make to the Platform, the volume of Content that may be accessed, or anything else about the Services as we deem appropriate, in our sole discretion, without notice. We may use technical measures to prevent over-usage or stop usage of the Platform.
Services Availability. We will use reasonable efforts to ensure that the Services are available 24 hours a day, 7 days a week. However, there will be occasions when the Site and/or Services will be interrupted for maintenance, upgrades and emergency repairs or due to failure of telecommunications links and equipment. YOU AGREE THAT WE WILL NOT BE LIABLE IN ANY EVENT TO YOU OR ANY OTHER PARTY FOR ANY SUSPENSION, MODIFICATION, DISCONTINUANCE OR LACK OF AVAILABILITY OF THE SERVICE, YOUR CONTENT OR OTHER CONTENT. We retain the right to create limits on use and storage in our sole discretion at any time with or without notice.
Excess Usage. We reserve the right to temporarily disable your Account if your usage significantly exceeds the average usage of other customers of the Services. We will give you prior notice before taking such an action, except where the level of use may negatively impact the performance of the Services for other customers.
You agree to indemnify us and hold us, our affiliates, and our respective directors, officers, employees and representatives (each an “Indemnified Party”) harmless against any claim based on your breach of your obligations or representations under these Terms of Service. In the event of claim under this Section 7, you shall assume all costs and damages, including reasonable legal fees, resulting from such claim, provided:M
In the event of a claim described in this Section 7 occurs or, in our opinion, may occur against an Indemnified Party, you authorize us, in our discretion to replace or modify the Products and for the Adaptation so that the Users may continue to use them.
A party under these Terms of Service will not incur any liability in relation to indirect damages, whatever the cause. Our liability to you under these Terms of Service shall not exceed the amount you paid for the Services, except for our liability for material damages resulting from our willful or gross negligence or for bodily damages resulting from our own fault.
Term. These Terms of Service come into effect as of their acceptance and shall remain in force for a period of one (1) year from the initial payment date or upgrade date.
Payment. Payment will be made through the payment services provider (the “Payment Services Provider”) you selected during the Purchase Process (which currently include Stripe). This requires you to have an account with the selected Payment Services Provider, which is subject to the terms and conditions of the selected Payment Services Provider in this respect.
Payment Billing Period. Each billing period is a one-year term from the initial payment date or upgrade date. The Services are billed in advanced on a yearly basis and are non-refundable. There will be no refunds or credits for set-up fees, partial years of service, upgrade/downgrade refunds, or refunds for a period unused with an open Account. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities and you are responsible for payment of such taxes, levies or duties, excluding only Canadian (federal or provincial) taxes.
Renewal. If you wish to continue using the Service for another year, you will have to renew your Account before the end of the one-year billing period. You will be able to renew the Services directly from https://admin.golive.fm. The renewal price will be the price of the current plan.
Failure to renew. If you do not renew your Account in time, your Account will be considered as being inactive. After 14 days of being inactive with no renewal, we will disable the ability to publish content revisions to Mobile apps and Web widgets for your Account. We may also remove the Mobile apps from Sales on Apple App Store and Android Google Play and also disable Web widgets. If you still wish to continue using the service after your Account has become inactive, you will be able to renew your account from https://admin.golive.fm. You will be able to continue using the service as soon as your Account is renewed.
Upgrade. Any upgrade to a higher-level plan, will result in the price of the upgraded plan less the prorated amount for the unused period of the current plan less the value of the Coupon (as set out in Section 10) if one was used for the Payment of the current plan. The billing period for the newly upgraded plan will begin on the day of upgrade and the billing period will be one year.
Downgrade. If you choose to downgrade, then you will still be able to benefit from the benefits of your current plan until the end of the billing period. Downgrading your Services may cause the loss of features or capacity of your Account. We do not accept any liability for such loss.
At our discretion, we may emit coupons to allow you to have a price reduction when you proceed to payment for a new plan or a plan upgrade (each, a “Coupon”).
The Coupon will expire on the date (and at the time, if any) stated on the Coupon. The time quoted is the time that the payment must be submitted by online and acknowledged by the Platform.
The Coupon will either have a monetary value, or grant a stated percentage of discount off the plans identified on the Coupon. The Coupon cannot be used against non-qualifying plans. The Coupon may be associated with a limit of the number of times the Coupon can be redeemed. If the maximum number redemption has been reached then the Coupon is not valid anymore.
We reserve the right not to give a coupon discount if the Platform is not operational for any reason.
The Coupon may not be used in conjunction with other coupon offers. Only one applicable coupon promotion may be used for each online payment. A Coupon cannot be combined with other promotions unless specifically stated.
The Coupon discount will be applied during the online payment process after correct submission of relevant information (including completing the Coupon code). The Coupon discount will be included in the price prior to your submission of the online payment.
If you upgrade to a higher plan, the refunded pro-rated amount will be the purchase price paid LESS the value of the Coupon. The Coupon may not be redeemed for cash and is nontransferable. Taxes, shipping, handling, and other fees are extra, vary and are not subject to discount, unless otherwise specified.
We may consider a Coupon as invalid (for example, if it was issued due to a golive.fm staff mistake when generating the Coupon, fraud, or any other reason), even if the Coupon was accepted by the Platform during the payment process. In this latter case, we may decide to invalidate the payment for which an invalid Coupon was used. Coupons are void if taxed, restricted or prohibited by law.
In connection with the Products and Services, either you or we may need to provide the other with Confidential Information from time to time. “Confidential Information” means any information of a confidential nature that one party may, from time to time, communicate or make known to the other party and shall include, without limitation, any secret, trade secret, know-how of such party or any information relating to such party or to any person, legal person or other entity with which the party has a business relationship, that is not known to others outside the party, including the identity of the clients of such party, any information, process or idea that is not generally known outside such party, all financial information and information relating to ownership rights of such party, all information relating to the production and manufacturing of the products of such party, including product specifications, information relating to product pricing and product sourcing, all software including algorithms, specifications, information flow-charts, lists, source and object code owned by such Party or to which such party has access and would like to keep confidential, all information relating to software, whether existing or in development and client lists and records.
You and we shall refrain from disclosing any Confidential Information of the other to any third party and shall maintain it as confidential in the same manner and to the same extent as we preserve the confidential nature of our own information of the same nature, and using no less than reasonable care. Neither we nor you may use the Confidential Information for purposes other than those expressly stated herein.
Notwithstanding the foregoing, the following shall not be considered as Confidential Information:
The provisions of this Section 10 shall survive the termination of these Terms of Service for any reason.
You are solely responsible for properly deleting your Account. Account deletion requests must be submitted via https://admin.golive.fm. Deletion requests by phone or sent via any other means will not be considered valid.
All of your Content may be removed from the Services upon Account deletion. You will not be able to recover this information once these Terms of Service are terminated or have expired or your Account is deleted or cancelled.
If you delete your Account before the end of your current paid up year, your cancellation will take effect immediately.
We, in our sole discretion, have the right to suspend or terminate your Account and refuse any and all current or future use of the Services, or any other of our services, for any reason at any time. The reasons we might do this include your violation of these Terms of Service. Such termination of the Services will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all Content in your Account. We reserve the right to refuse service to anyone for any reason at any time.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without prior notice.
Prices for the Services are subject to change upon 30 days’ notice from us. Such notice may be provided at any time by posting the changes to the Site or via the Services itself.
From time to time, we may issue an update to the Services which may add, modify, and/or remove features from the Services. These updates may be pushed out automatically with little or no notice, although we will make commercially reasonable efforts to notify you in advance of an upcoming update, including details on what the update includes.
The following is a partial list of the kinds of activities that are prohibited on or through the Services:
You understand that we use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Services. Consequently, the personal information of the Users may be transferred to third party service providers located in other jurisdictions and become subject to the laws of such jurisdictions.
Assignment. These Terms of Service and the rights granted by us to you hereunder shall not be assigned by you without our prior written consent. We may assign our rights and obligations hereunder or our Intellectual Property Rights in the Products to a third party. The licenses provided for in these Terms of Service shall survive such an assignment.
Governing Law and Forum. These Terms of Service are governed by the laws of the Province of Quebec, without reference to its conflict of laws provisions and the federal laws of Canada applicable therein. Any dispute shall be instituted before a court of competent jurisdiction of the judicial district of Montreal, Province of Quebec.
Force majeure. Unless expressly provided to the contrary herein, all obligations hereunder shall be automatically suspended for the period during which either you or we are prevented from performing our obligations by reason of circumstances beyond our control.
Amendments. These Terms of Service constitute the entire agreement between us and, except as specifically stated herein, shall not be amended other than by a written agreement of the parties. Any waiver of a provision of these Terms of Service may only be granted through a writing signed by the party granting such waiver.
Successors. These Terms of Service shall bind you and us and ensure to the benefit of you and us and our respective heirs, assignees, successors and assigns.
If you have any questions or concerns about these Terms of Service, please send them to firstname.lastname@example.org.