Terms Of Service

Thank you for using UReportNow! UReportNow enables you to create original content and stories for your organization, your team, your club or any other group, utilizing custom inputs (“Original Content”). Access to, and use of, this website and its accompanying applications, modules, materials, and content (collectively, the “Service”) is subject to the terms and conditions listed below (the “Agreement”). Please read and review carefully these terms and conditions which govern your use of the Service. Your use of the Service signifies your binding consent to this Agreement. This Agreement supersedes all previous representations, understandings, or agreements regarding the information contained herein.

SCOPE OF THE AGREEMENT

This Agreement is between you and DistrictWON LLC (“DistrictWON”, “Company”, “we”, “our” or “us”) and governs your access to, browsing, viewing and use of the Service. BEFORE USING THE SERVICE, PLEASE READ THIS AGREEMENT CAREFULLY. BY CLICKING ON “ACCEPT” OR OTHERWISE USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT, INCLUDING THE PROVISIONS BELOW UNDER WHICH YOU AGREE NOT TO BRING OR PARTICIPATE IN CLASS ACTION CLAIMS. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN PLEASE DO NOT CLICK “ACCEPT” OR OTHERWISE USE THE SERVICE. IF THE INDIVIDUAL ENTERING INTO THIS AGREEMENT IS DOING SO ON BEHALF OF A SCHOOL, COMPANY OR OTHER LEGAL ENTITY, SUCH INDIVIDUAL REPRESENTS THAT HE OR SHE HAS THE REQUISITE AUTHORITY TO BIND SUCH ENTITY, ITS AFFILIATES AND ALL USERS WHO ACCESS OUR SERVICES THROUGH SUCH ENTITY’S ACCOUNT TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY, ITS AFFILIATES AND USERS ASSOCIATED WITH IT. YOU UNDERSTAND AND AGREE THAT YOUR RELATIONSHIP WITH COMPANY IS LIMITED TO BEING A USER OF THE SERVICE, AND NOT AN EMPLOYEE, AGENT, JOINT VENTURER OR PARTNER OF COMPANY FOR ANY REASON, AND YOU ACT EXCLUSIVELY ON YOUR OWN BEHALF AND FOR YOUR OWN BENEFIT, AND NOT ON BEHALF OF OR FOR THE BENEFIT OF COMPANY.

MODIFICATIONS

We reserve the right to amend or modify this Agreement, or change the features or services offered by the Service, at any time in our sole discretion (the “Changes”). Changes shall be effective: (i) thirty (30) days after we provide you notice of the Changes, whether such notice is provided through the Service user interface, is sent to the e-mail address associated with your account or otherwise; or (ii) when you opt-in or otherwise expressly agree to the Changes or a version of this Agreement incorporating the Changes, whichever comes first.

USER CONTENT

You represent and warrant to us that (a) you own all photographs, content and other materials which you provide to us, including but not limited to any such information you upload or otherwise make available on or to the Service (“User Content”), or otherwise have all necessary rights to do so, and (b) you are in no way violating or infringing upon the intellectual property rights or other rights of others. Upon our request, you agree to provide evidence of all required permissions from the applicable intellectual property owners. Furthermore, you agree to pay all license fees, royalties or any other amounts which may be owed to any person in connection with any User Content which you upload to the Service.

As between the parties to this Agreement, you own your User Content. You hereby grant us a worldwide, perpetual, irrevocable, non-exclusive, transferable, sublicensable, fully-paid and royalty-free license to use, copy, modify, create derivative works of, display, publicly perform, and distribute any User Content for any purpose whatsoever, in any medium or format, on any platform, and via any distribution channel or service. You acknowledge that we cannot prevent users from placing prohibited or inappropriate User Content on the Service. In addition, we do not monitor or review all User Content posted on the Service. If at any point we do choose to monitor the Service, in no event will we have any liability or responsibility for modifying or removing any User Content or for failing to modify or remove any User Content. Under no circumstances will we have any liability or responsibility whatsoever for the conduct of any user on the Service or the content, quality, character or accuracy of any User Content or the use of any User Content by any person. We reserves the right to reject or remove any User Content, messages or other materials from the Service without notice to the user, for any reason or no reason. This includes the right to suspend a user’s ability to access or utilize the Service in our sole discretion and without prior notice. We shall have no liability whatsoever in exercising these rights.

INTELLECTUAL PROPERTY; CONFIDENTIALITY

As between you and us, we own all worldwide right, title and interest, including all intellectual property and other proprietary rights, in and to the Service, all templates, images, videos and other content available in connection therewith (excluding User Content) and all usage and other data generated or collected in connection with the use thereof (the “Company Materials”). Company grants you a limited, nonexclusive, nontransferable, revocable right to access and use the Company Materials solely for the purpose of generating Original Content, according to the terms and conditions of this Agreement and of underlying agreement(s), if any, between us and you. Company grants you a limited, nonexclusive, nontransferable, revocable right to use, copy, modify, create derivative works of, display, publicly perform, and distribute Original Content solely for the purpose of publishing Original Content for your organization via designated social media channels. All other rights to Company Materials and Original Content not expressly granted herein are reserved by us. Under no circumstances may you resell the Company Materials or Original Content or otherwise use them for commercial purposes, unless expressly authorized to do so by us. You agree not to reverse-engineer, decompile, disassemble or otherwise attempt to discover the source code, algorithm or programs underlying the Service or the Company Materials. The Company reserves the right to modify the Service or any version(s) thereof at any time in its sole discretion, with or without notice. The Service contains non-public information and images confidential and proprietary to us, including, but not limited to, marketing information, product information, advertising and user data (“Confidential Information”). Accessing, using, copying, distributing, disseminating and changing Confidential Information is subject to our policies, restrictions and procedures regarding confidentiality, including, but not limited to, the policies set forth herein. Only our employees, our authorized subscribers, and such other persons as we may designate, in our sole discretion from time to time (“Authorized Users”), may access and/or use the Confidential Information contained in the Service. You agree to keep strictly confidential and not use for any unauthorized purpose any Confidential Information. If you have accessed the Service without authorization, you are unlawfully and wrongfully doing so. By proceeding to use the Service, you represent that you are an Authorized User and that you have no personal or proprietary interest in the Confidential Information. If you do not agree to such terms, you are prohibited from using and accessing the Service. You have been given access to the Confidential Information based upon your representation that you have a need for such access and that you will only use such Confidential Information for authorized use. You shall not allow any unauthorized person or entity access to the Service (including, but not limited to, the Confidential Information) under your personal username and/or security password. You understand that any violation of these terms could result in disciplinary, legal and/or other action against you. You assume any and all liability for the acts of any unauthorized user to whom you provided access to this website and its accompanying materials and content. If disclosure of any of the Confidential Information is requested pursuant to any subpoena or as part of any legal proceeding, deposition or cause of action, you will assert the privilege applicable to confidential business and proprietary information and will refuse to respond (to the fullest extent allowed by law). You will promptly advise your employer (or the party providing you with access to the Service) and us in writing of any such request for disclosure. Unless otherwise prohibited by law, you agree to indemnify and hold us harmless from and against all liabilities, injuries, damages, losses, costs (including, but not limited to, court costs and attorneys’ fees), fines, penalties and expenses directly or indirectly resulting from the input of unsolicited Confidential Information saved in free-form text entry fields by yourself or any other person authorized to enter information on your behalf.

USAGE POLICY

Authorized Users may use Company Materials solely for their personal use. Failure to comply with your underlying agreement with us (if any) or this Agreement may subject you and/or your company to immediate termination of access rights to the Service and/or any other actions we may deem appropriate. Upon expiration of your subscription, all Authorized User accounts associated with your subscription will be automatically inactivated.

FEES; SUBSCRIPTION PERIOD

You will be charged on an annual basis for your use of the Service, unless we have agreed to a different subscription length, different payment scenario, or if you are using a ”Free Trial” account. You agree and understand that failure to pay the Company in a timely fashion may result in immediate suspension or cancellation of your account and access to the Service, without notice or liability. No refunds will be provided under any circumstances.

PRIVACY

Our Privacy Policy, at UReportNow.com/privacy-policy (the “Privacy Policy”), describes the collection, use and disclosure of data and information (including usage data) by us in connection with the Service. The Privacy Policy, as may be updated by the Company from time to time in accordance with its terms, is hereby incorporated into this Agreement, and you hereby agree to the collection, use and disclosure practices set forth therein. We employ commercially reasonable security measures to safeguard data, including user data. However, the safety and security of your data also depends on you. You should not upload or send to us any sensitive information via email. You are also responsible for keeping account usernames and passwords confidential. You agree to notify us if you become aware that data has been lost, stolen, or used without permission; we may disable access to an account in order to prevent an unauthorized third party from obtaining access to the same. Except as expressly provided in this Agreement, neither us nor our successors or assigns shall have any liability for the breach of our privacy and security measures or the integrity of our hosting services, unless caused by our willful misconduct. We expressly disclaim any warranty that data exchanges are or will be secure.

CHILDREN

The Services are not for persons under the age of 13. If you are under 13 years of age, then you are not authorized to use the Service. By clicking the "I Agree" button or by otherwise using or registering an account for the Service, you represent that you are at least 13 years of age. Please be aware that you are responsible to determine the appropriateness of content that you provide to us, including, but not limited to, any personally identifiable information (PII) (including any PII that may be protected under FERPA, 20 U.S.C. § 1232g), and for obtaining the appropriate consents where required.

ADVERTISEMENTS

You agree that you have no right to publish Original Content except via a channel expressly authorized by us. Likewise, you agree that you shall have no right to commercialize Original Content, including the right to advertisement or sponsorship in connection with any Original Content, except as expressly authorized by us. For the sake of clarity and the avoidance of doubt, we retain all advertising and sponsorship rights in relation to the Service, including but not limited to any type of advertising or sponsorship that may appear within Original Content (e.g., logos, written acknowledgements, underwriters or any form of marketing exposure within the system). If you do not wish to be affiliated with a particular advertiser or sponsor, you may notify us of that and we will endeavor to accommodate you if, in our sole discretion, we elect to do so. Also for the sake of clarity and the avoidance of doubt, you may seek sponsors or advertisers who may wish to place advertisements or sponsorships in connection with Original Content to help defray your subscription cost, and we will endeavor to accommodate any such underwriting advertisements or sponsorships if requested by you, which accommodation we may elect to do or not do, at our sole discretion. We will not be a party to any agreements between you and any such sponsors or advertisers.

FEEDBACK; IMPROVEMENTS

You agree that we will have all rights in any feedback or suggestions that you provide to us, including but not limited to any suggested features, functionality, methods and techniques, regarding your use of the Service (hereinafter, “Feedback”). You hereby presently assign to us all right, title, and interest to any Feedback.

THIRD PARTIES

You acknowledge and agree that we are not responsible and shall have no liability for the content of any third party sites and services, products or services made available through them, or your use of or interaction with them. The Service may include features or functionality that interoperate with online services operated by third parties (such services, “Third-Party Services”), through application programming interfaces or other means of interoperability made generally available by the third party operators (“Third-Party APIs”) which we do not control. Third-Party Agreements and Third-Party APIs (and the policies, terms and rules applicable to Third-Party APIs) may be modified, suspended or terminated at any time. We shall have no liability with respect to any such modification, suspension or termination. You are responsible for ensuring that your use of the Service in connection with any Third-Party Service complies with all agreements, policies, terms and rules applicable to such Third-Party Service.

PROHIBITED USES

As a condition of your use of the Service, except as otherwise provided above, you agree not to: (a) use the Service for any unlawful, offensive, harmful, invasive, infringing, defamatory, misleading, abusive, disruptive, or fraudulent purpose or to transmit content which is defamatory, obscene, harassing, pornographic, violent or otherwise objectionable or in violation of this Agreement; (b) use the Service in any manner that, in our sole discretion, could damage, disable, overburden, impair or interfere with any other party’s use of it (including by distributing viruses, worms, Trojan horses, corrupted files, hoaxes, time-bombs, cancelbots or other malicious software code); (c) obtain or attempt to obtain any materials or information through any means not intentionally made available through the Service; (d) not to scrape or otherwise use automated means to access or gather information from the Service, and agree not to bypass any robot exclusion measures we may put into place; (e) not to use false or misleading information in connection with your user account, and acknowledge that we reserve the right to disable any user account with a profile which we believe (in our sole discretion) is false or misleading (including a profile that impersonates a third party); (f) violate or misappropriate the legal rights of others, including, but not limited to, privacy rights and intellectual property rights, or expose trade secrets or other confidential information of others; (g) use the Service to sell fraudulent goods or services or to offer or promote money-making schemes; (h) reproduce, duplicate, copy or resell any part of the Service; (i) distribute, publish, send or facilitate the sending of unsolicited mass email or other messages, promotions, advertising or solicitations (such as “spam”), including commercial advertising and informational announcements; (j) circumvent any aspect of the Service, including, but not limited to, permitting or facilitating unauthorized access to the Service or avoiding any usage, storage license restrictions; (k) probe, scan, penetrate, reverse-engineer, monitor or test the vulnerability of any Company system, software or network (unless authorized in writing by us) or breach our security measures, whether directly or indirectly; or (l) use the Service in any other manner not authorized by us or in any manner that we reasonably believe to be damaging to our reputation, business, system or network or may result in retaliation or legal action against us by an offended party.

ADDITIONAL TERMS

When you use certain features or materials on the Service, or participate in a particular promotion, event or contest through the Service, such use or participation may be subject to additional terms and conditions posted on the Service. Such additional terms and conditions are hereby incorporated into this Agreement, and you agree to comply with such additional terms and conditions with respect to such use or participation.

TERMINATION

You agree that we, in our sole discretion and for any or no reason, may terminate this Agreement at any time with appropriate notice, provided that you will be able to continue to use the Service for the duration of your subscription. We may also in our sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that we shall not be liable to you or any third-party for any such termination. Those sections herein which are naturally read to survive termination, including but not limited to those sections directed to confidentiality, disclaimers of liability and warranty, but expressly not including the licenses granted to you, shall survive any termination of this Agreement.

DISCLAIMERS; NO WARRANTIES

THE SERVICE, THE COMPANY MATERIALS AND ANY MEDIA, INFORMATION OR OTHER MATERIALS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE COMPANY AND ITS LICENSORS, SERVICE PROVIDERS AND PARTNERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. THE COMPANY AND ITS LICENSORS, SERVICE PROVIDERS AND PARTNERS DO NOT WARRANT THAT THE FEATURES AND FUNCTIONALITY OF THE SERVICE OR ANY THIRD-PARTY SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVERS THAT MAKE AVAILABLE THE FEATURES AND FUNCTIONALITY THEREOF ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. No oral or written information or advice given by us shall create a warranty and you may not rely on any such information or advice.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL THE COMPANY OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR THIRD PARTY PARTNERS, LICENSORS OR SERVICE PROVIDERS, BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES THAT ARISE OUT OF OR RELATE TO THE SERVICE, INCLUDING YOUR USE THEREOF, OR ANY OTHER INTERACTIONS WITH THE COMPANY, EVEN IF THE COMPANY OR A COMPANY AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU, IN WHICH CASE THE COMPANY’S LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IN NO EVENT SHALL THE TOTAL LIABILITY OF COMPANY OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR THIRD PARTY PARTNERS, LICENSORS OR SERVICE PROVIDERS TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE SERVICE EXCEED THE AMOUNT YOU PAID FOR THE SERVICE DURING THE 3-MONTH PERIOD PRECEDING THE CLAIM Our products and services are controlled and operated from US-based facilities and we make no representations that they’re appropriate or available for use in other locations. If you access or use the Service from other jurisdictions, you understand that you’re entirely responsible for compliance with all applicable international, United States and local laws and regulations, including but not limited to export and import regulations. We do not target marketing campaigns or other marketing activities to individuals or organizations outside of the US.

MISCELLANEOUS

Under this Agreement, you consent to receive communications from us electronically. This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio, without giving effect to any principles of conflicts of law. You agree not to bring any claims as a plaintiff or class member in any purported class or representative action or proceeding. The failure of any party at any time to require performance of any provision of this Agreement shall in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision of this Agreement shall not be construed as a continuing waiver of other breaches of the same or other provisions of this Agreement. If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. This is the entire agreement between us relating to the subject matter herein and shall not be modified except in a writing, signed by both parties, or by a change to this Agreement made by us as set forth herein.

CONTACT

The services hereunder are offered by DistrictWON LLC address: 19071 Old Detroit Rd., #200, Rocky River, OH 44116.

Last Revised: March 17, 2024

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