Buildbox Terms of Service

These Terms of Service (the “Terms”) govern your use of the website located at www.buildbox.com (the “Site”) owned or operated by AppOnboard, Inc.. (“AppOnboard” “we” or “us”), and any other Buildbox-branded websites or mobile applications, interactive features, widgets, and resources offered by AppOnboard through traditional Internet websites, mobile devices or social media platforms (all of which are collectively referred to as the “Buildbox Service” or “Service”). Please read these Terms carefully. By using the Buildbox Service, you affirm that you have read and understand, and agree to be bound by, these Terms. If you do not agree to these Terms, you may not use the Buildbox Service.

Your use of certain portions of the Service, including your entry in any AppOnboard competitions or contests, may be subject to additional terms and conditions (“Additional Terms”). Where Additional Terms apply, we will make them available for you to read through your use of that portion of the Service. By using that portion of the Service, you agree to the Additional Terms.

1. Your Responsibilities.

In order to access some features of the Buildbox Service, you must register to become a member. When you register, AppOnboard collects certain personal information about you. You agree that AppOnboard may use information AppOnboard obtains about you in accordance with the provisions of AppOnboard’s Privacy Policy You also agree that the information you provide (e.g., at registration) will be true, accurate, and complete and you will update such information so that it remains up to date and accurate at all times.

As part of the registration process, you may be asked to select a username and password. AppOnboard may refuse to grant you a username or revoke your username for any reason in its sole discretion, including if we determine that such username impersonates someone else, is illegal, vulgar or otherwise offensive, or is protected by trademark or other proprietary rights law, or otherwise may cause confusion. You will be responsible for the confidentiality and use of your username and password and agree not to transfer or resell your use of or access to the Service to any third party. YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND FOR ANY AND ALL ACTIVITIES THAT ARE CONDUCTED THROUGH YOUR ACCOUNT. NEITHER APPONBOARD NOR ITS AFFILIATES WILL BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO ADEQUATELY SAFEGUARD YOUR PASSWORD OR FOR ANY ACTIONS OCCURRING UNDER YOUR PASSWORD.

We value the integrity of the AppOnboard community. To protect this community, you agree not to use the Buildbox Service to:

violate any local, state, national or international law or regulation;
create or transmit any material that is abusive, harassing, tortious, defamatory, vulgar, pornographic, obscene, libelous, invasive of another’s privacy, hateful or racially, ethnically or otherwise objectionable;
stalk, harass, bully, or harm another individual;
create or transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation;
knowingly create or transmit any material that contains adware, malware, spyware, 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;
defeat or interfere with any security feature of the Buildbox Service, or attempt to do so;
impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity;
interfere with or disrupt the Buildbox Service or servers or networks connected to the Buildbox Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Buildbox Service; or
alter or modify any content or component of the Buildbox Service, other than User Content and User Submissions (as defined below).

You also agree not to use or launch any automated system, including, without limitation, “robots,” “spiders,” “offline readers” or the like, that access the Buildbox Service. AppOnboard reserves the right to revoke these exceptions either generally or in specific cases.

If you use the Service, you agree that you shall not modify, block or otherwise interfere with any monetization mechanism employed by AppOnboard, its Affiliates, or its business partners. To learn more about these systems, see Section 5 below.

2. Ownership of Buildbox Content; Restrictions on Use.

The content on the Buildbox Service, other than “User Content” and “User Submissions” (as defined below), including, without limitation, software, scripts, graphics, sounds, music, interactive features videos, clips, photos, text, and the like (collectively, the “Buildbox Content”) and the “AppOnboard” and “Buildbox” word marks and the AppOnboard and Buildbox design marks, as well as certain other of the names, logos and materials displayed on or through the Buildbox Service that constitute trademarks, tradenames, service marks or logos (the “Marks”) are owned by AppOnboard, its Affiliates, or its licensors and are subject to copyright, trademark, and other intellectual property rights under U.S. and international laws.

Except as authorized by these Terms or as otherwise intended or authorized by AppOnboard through the Service, you agree not to copy, sell, resell, modify, translate, decompile, disassemble, reverse engineer or exploit for any purposes the Buildbox Service or any portion of the Buildbox Service, including, without limitation, the Buildbox Content and the Marks.

You must abide by all copyright notices, trademark notices, information, and restrictions contained in or associated with any Buildbox Content. You must not remove, alter, interfere with, or circumvent any copyright, trademark or other proprietary notices marked on the Buildbox Content or any digital rights management mechanism, device, or other content protection or access control measure associated with the Buildbox Content.

3. Fees; Payment; Cancellation.

Paid subscriptions are based on a yearly commitment. If you sign up for a paid Subscription Plan, you will be responsible for paying the fees applicable to the plan you select. AppOnboard may modify the fees from time-to-time by providing at least 30 days’ prior notice (which may be to the email account you provide at registration). Licensee’s continued use of the Software following notice of a change to the fees will constitute Licensee’s acceptance of such modifications.

Unless otherwise agreed by AppOnboard in writing, you will be charged the applicable fees annually in advance using the credit card information provided at registration. You are responsible for keeping your credit card information up to date. All payments shall be in U.S. Dollars. You are solely responsible for all taxes, fees, duties and governmental assessments (except for taxes based on AppOnboard net income) that are imposed or become due in connection your use of the Service.

Any subscription you purchase will automatically renew on a month-to-month or year-to-year basis (depending on subscription purchased.) You cancel your subscription, downgrade, or upgrade by emailing support@buildbox.com. Except where prohibited by applicable law, all payments are non-refundable (including if you cancel or downgrade your Subscription Plan, even if your subscription or rights to use services and/or products of the Company is terminated by the Company, provided such termination was due to your breach of these Terms and Conditions.

4. User Content and User Submissions.

The Buildbox Service enables users, among other things, design, build, and launch mobile games. You own the content you create or incorporate into such games (“User Content”), excluding for avoidance of doubt, any Buildbox Content incorporated therein.

The Buildbox Service also enables users to post and share comments, messages, and other content to the Buildbox Service (“User Submissions”). User Submissions will generally be available to all users of the Buildbox Service. When you provide AppOnboard with a User Submission, you grant to AppOnboard and its affiliates and their successors and assigns, a non-exclusive, fully-paid, royalty- free, transferable, sublicensable, worldwide license, to display, publicly perform, distribute (including, without limitation, through third- party websites), store, transcode, broadcast, transmit, reproduce, edit, modify, create derivative works and otherwise use and reuse your User Submissions (or any portions or derivative works thereof) in any manner, in any medium now known or hereinafter created, for any purpose. You acknowledge and agree that you have no expectation of confidentiality of any nature with respect to any User Submissions. Because of the viral nature of social media, you should not submit any content to the Buildbox Service that you do not want to be viewed by others. AppOnboard does not necessarily pre-screen any User Submissions uploaded by you or other users of the Buildbox Service but may do so for a variety of reasons, including, without limitation, for compliance with these Terms and any Additional Terms. AppOnboard may in its sole discretion to refuse or remove any User Submissions.

You represent and warrant that you own all rights in your User Content and User Submissions or, alternatively, you have acquired all necessary permissions and rights in your User Content and User Submissions; and (b) your User Content and User Submissions do not infringe the copyright, trademark, patent or other intellectual property rights, privacy rights, publicity rights or any other legal or moral rights of any third party.

5. Monetization Systems

Games and applications that you create using the Service are subject to monetization mechanisms employed by AppOnboard, its Affiliates, and/or its business partners. You may not opt out of, add to, modify, remove, or interfere with any of these monetization mechanisms (ad placements inside of the games and applications) unless given explicit permission by AppOnboard or as otherwise permitted in your license tier. If your games or applications monetize through your distribution channels, you will be paid in accordance with the payment policies of those channels, typically based on a percentage of ad revenue through the game or application. These payments to you will be net of any charges and fees payable to third parties, including AppOnboard and its affiliates. AppOnboard has no obligation to share with you any of the revenue it receives through such monetization mechanisms.

6. Feedback.

You agree that AppOnboard and its affiliates are free to use for any purpose whatsoever, ideas, know- how, concepts, techniques, comments, criticisms, reports, or other feedback (collectively, “Feedback”) that you may voice about the Site or the Service including Feedback that you send to AppOnboard or its affiliates. You acknowledge and agree that you have no expectation of compensation or confidentiality of any nature, and that neither AppOnboard nor its affiliates have any duties to you (including any duty to compensate you for your Feedback), with respect to such Feedback.

7. Publicity Rights.

You grant AppOnboard and its affiliates the right to reference the applications and User Content created using the Service that you publish or make publicly available (e.g., in public forums or in app stores). In particular, you agree that we may reference by name and link to your publicly available applications and User Content and copy and display screen shots and clips, including in our marketing materials, on our Web sites and social media platforms, and in other informational and promotional materials.

8. Infringement Notice Procedures – Copyrights and Trademarks.

Copyright Infringement Notification. AppOnboard respects the intellectual property rights of others. Upon proper notice, AppOnboard will remove or disable access to User Submissions that violate copyright law and may suspend access to the Buildbox Service of any user who uses the Buildbox Service in violation of copyright law and may terminate the accounts of repeat infringers.

AppOnboard has implemented procedures for receiving written notification of claimed copyright infringement (each, a “Notification”) and for processing such claims in accordance with such law.

If you are the owner of any exclusive right under copyright laws, or are authorized to act on behalf of such an owner, and you believe your work has been copied in a way that constitutes copyright infringement, please send AppOnboard’s copyright agent a Notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single Notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit AppOnboard to locate the material on the Buildbox Service; (c) information reasonably sufficient to permit AppOnboard to contact you, such as an address, telephone number, and, if available, an e-mail address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (e) a statement by you, made under penalty of perjury, that the above information in your Notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (f) your physical or electronic signature. Please provide us with a Notification that includes all of the above enumerated information and e-mail or mail it to the following AppOnboard copyright agent:

AppOnboard, Inc.

11620 Wilshire Blvd.

Suite 600

Los Angeles, CA 900025

Attn: Copyright Manager

E-mail: copyright@apponboard.com

Please do not send notices or inquiries unrelated to alleged infringement to AppOnboard’s designated agent.

9. Termination.

AppOnboard reserves the right, in its sole discretion, to terminate your access to all or part of the Buildbox Service, for any reason, with or without notice. FURTHER, YOU AGREE THAT NEITHER APPONBOARD NOR ITS AFFILIATES SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR SUSPENDING OR TERMINATING YOUR (OR ANY OTHER PERSON’S) ACCESS TO THE BUILDBOX SERVICE (OR ANY PORTION THEREOF).

10. Modifications to Buildbox Service.

AppOnboard reserves the right to modify or discontinue the Buildbox Service with or without notice to you. AppOnboard shall not be liable to you or any third party should AppOnboard exercise its right to modify or discontinue the Buildbox Service.

11. Links.

The Buildbox Service may contain links to third-party websites and other Internet resources that are not owned or controlled by AppOnboard (“Third-Party Materials”). AppOnboard’s provision of a link to any Third-Party Materials is for your convenience only and does not signify AppOnboard’s endorsement of such other website or resource or its contents. NEITHER APPONBOARD NOR ITS AFFILIATES SHALL HAVE ANY RESPONSIBILITY OR LIABILITY FOR ANY CONTENT, INFORMATION, SOFTWARE, MATERIALS OR PRACTICES OF ANY THIRD-PARTY MATERIALS INCLUDING ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE BUILDBOX SERVICE OR ANY LINKED WEBSITE OR FEATURED IN ANY ADVERTISING.

12. Disclaimer of Warranties.

YOU USE THE BUILDBOX SERVICE AT YOUR SOLE RISK. THE BUILDBOX SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, APPONBOARD AND ITS AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE BUILDBOX SERVICE (INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE AND NON-INFRINGEMENT).

AppOnboard and its affiliates make no warranties or representations about the accuracy or completeness of Buildbox Content available on or through the Buildbox Service or the content of any websites linked to the Buildbox Service and assume no liability or responsibility for any: (a) errors, mistakes or inaccuracies of content or confidentiality; (b) personal injury or property damage, of any nature whatsoever, resulting from your access to or use of the Buildbox Service; (c) any unauthorized access to or use of our servers and/or any and all personal information and/or financial information stored therein (including any and all User Submissions); (d) any interruption or cessation of transmission to or from the Buildbox Service; (e) any bugs, viruses, Trojan horses or the like which may be transmitted to or through the Buildbox Service by any third party; and/or (f) for any loss or damage of any kind incurred as a result of the use of any content posted, e-mailed, transmitted or otherwise made available on or through the Buildbox Service.

13. LIMITATION OF LIABILITY.

TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL APPONBOARD, ITS AFFILIATES, OR ITS OR THEIR OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, SUBSIDIARIES, AFFILIATES, AGENTS OR LICENSORS BE LIABLE UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STATUTORY OR OTHERWISE) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES WERE ADVISED OF, KNEW OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM YOUR (OR ANYONE USING YOUR ACCOUNT’S) USE OF THE BUILDBOX SERVICE.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent AppOnboard may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent ofAppOnboard’s liability shall be the minimum permitted under such applicable law.

14. Indemnification.

You agree to indemnify, defend and hold harmless AppOnboard, its subsidiaries, affiliates, officers, directors, employees, consultants and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and costs) that they may incur as a result of or arising from: (a) your User Content and any information (including, without limitation, your User Submissions, Feedback or any other content) you submit, post or transmit on or through the Buildbox Service or otherwise provide to us; (b) your use of the Buildbox Service; (c) your violation of these Terms or any Additional Terms established by us; or (d) the violation of any rights of any other person or entity, including, without limitation, any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity, by you, your User Content, or your User Submissions. AppOnboard reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with AppOnboard in asserting any available defenses.

15. Minors; Ability to Accept Terms of Service.

The Buildbox Service is not intended for children under 13 years of age. If you are under 13 years of age, please do not use the Buildbox Service.

You affirm that you are the applicable age of majority in your jurisdiction of residence or older, or that you have obtained the consent of your parent or legal guardian to use the Buildbox Service or that you are an emancipated minor. If you are a parent or guardian agreeing to the terms for the benefit of a child 13 or older, then you agree to and accept full responsibility and legal liability for that child’s use of the Services.

16. Choice of Law; Arbitration.

These Terms, any Additional Terms, and any dispute arising from or relating to these Terms, the Additional Terms or the provision or use of the Service, shall be governed exclusively by, and construed in accordance with the laws of the United States and the State of California, without reference to any conflict of laws principles. Any controversy, claim, or dispute arising out of or related to these Terms (or the interpretation, performance, or breach of them), the Site or the Services (a “Dispute”) shall be solely and exclusively resolved according to the procedures set forth in this paragraph. If we are unable to resolve any Dispute through informal means, either party may initiate binding arbitration of such Dispute. The arbitration shall be initiated and conducted according to the JAMS/Endispute Comprehensive Arbitration Rules and Procedures in effect as of the date hereof, including the Optional Appeal Procedure provided for in such rules (the “Arbitration Rules”). The arbitration shall be conducted in Los Angeles County, California before a single neutral arbitrator appointed in accordance with the Arbitration Rules. The arbitrator’s decision shall be controlled by these Terms and any applicable Additional Terms. No Disputes may be arbitrated on a class or representative basis. Arbitration can decide only the individual Dispute and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. BY ENTERING INTO THESE TERMS, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THESE TERMS MUST BE ASSERTED INDIVIDUALLY. The arbitrator shall not have the power to award punitive damages against any party.

17. International Use.

We do not represent or warrant that the Buildbox Service, or any part of it, is appropriate or available for use in any particular jurisdiction. You access the Buildbox Service on your own initiative and at your own risk, and are responsible for complying with all local laws, rules and regulations. We may limit the availability of Buildbox Service, in whole or in part, to any person, geographic area or jurisdiction we choose, at any time and in our sole discretion.

18. Miscellaneous.

These Terms and any Additional Terms constitute the entire and exclusive and final statement of the agreement between you and AppOnboard and govern your use of the Buildbox Service. The failure of AppOnboard to exercise or enforce any right or provision of these Terms or any Additional Terms shall not constitute a waiver of such right or provision. If for any reason any provision of these Terms or any Additional Terms is found to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the original intent of that provision, and the remainder of these Terms and any Additional Terms shall continue in full force and effect. The section titles in these Terms and any Additional Terms are for convenience only and have no legal or contractual effect.

19. Modifications to Terms.

AppOnboard may, in its sole and absolute discretion, change these Terms from time to time. All changes to the Terms or the Privacy Policy will be effective when posted, and we will provide notification of such changes to you via the Service or contact information you may have provided to AppOnboard upon registration. Your continued use of the Service following any changes to the Terms or the Privacy Policy will constitute your agreement to be bound by such changes. If you object to any such changes, your sole recourse shall be to stop using the Buildbox Service.