Terms and Conditions

Revised: July 20, 2018

Thank you for visiting SocialLadder! SocialLadder is a service that gives registered users (“Ambassadors”) access to offers based on how influential they are on the Web, and to connect Ambassadors with merchants or marketers who want to offer free or discounted products, as well as services and invitations. As with all other online offerings, our application and related services are delivered within a predefined legal framework, as set out in detail below. These Terms and Conditions (these “Terms and Conditions”), together with our Privacy Policy (collectively, the “SocialLadder Terms”) apply to the SocialLadder application along with any related websites, services or products (collectively, the “App”) delivered to you by RKI Apps Inc. (hereinafter referred to as “RKI” or “we”), a corporation registered in the State of Delaware.

ACCEPTANCE OF SOCIALLADDER TERMS

The SocialLadder Terms are entered into by and between you and RKI. Please read the SocialLadder Terms carefully before you start to use the App. By using the App or by clicking to accept or agree to the SocialLadder Terms when this option is made available to you, you accept and agree to be bound by and abide by the SocialLadder Terms. If you do not accept the SocialLadder Terms, you must not access or use the App.

The App is offered and available to users who are 13 years of age or older. By using the App, you represent and warrant that you are of legal age to form a binding contract with the RKI and meet all eligibility requirements. If you do not meet all such requirements, you must not access or use the App.

CHANGES TO THE SOCIALLADDER TERMS

We may revise and update the SocialLadder Terms from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the App thereafter. However, any changes to the dispute resolution provisions set forth in “Governing Law and Jurisdiction” and “Arbitration” below will not apply to any disputes for which parties have actual notice on or prior to the date the change is posted on the App.

Your continued use of the App following the posting of revised SocialLadder Terms means that you accept and agree to the changes. You are expected to check this page frequently so you are aware of any changes, as they are binding on you.

ACCESSING THE APP AND ACCOUNT SECURITY

We reserve the right to withdraw or amend the App, and any services or materials we provide on or through the App, at any time in our sole discretion with or without notice. We will not be liable if for any reason all or any part of the App is unavailable at any time or for any period. From time to time, we may restrict access to portions of the App, or the entire App, to some or all users, including registered users. We have no obligation to provide you with any technical support in connection with your use or attempted use of the App.

To access the App or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the App that all the information you provide on the App is correct, current and complete. You agree that all information you provide to register with this App or otherwise, including but not limited to through the use of any interactive features of the App, is governed by our Privacy Policy and you consent to all actions we take with respect to your information that are not inconsistent with our Privacy Policy.

If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as strictly confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to any portion of the App using your user name, password or other security information. You agree to notify us immediately upon becoming aware of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to reassign and/or disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you may have violated any provision of the SocialLadder Terms.

INTELLECTUAL PROPERTY RIGHTS

The App and its entire contents, features and functionality (including but not limited to all information, software (including any source code and object code), text, displays, images, video and audio, and the design, selection, and arrangement thereof), are owned by the RKI, its affiliates, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights law, as applicable. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on the App, except as follows:

Your computer or mobile device may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials;
You may store files that are automatically cached by your web browser for display enhancement purposes; and
You may print or download one copy of a reasonable number of pages of the App for your own personal, non-commercial use and not for further reproduction, publication or distribution.

You must not:

Modify copies of any materials from this site; or
Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the App in breach of the SocialLadder Terms, your right to use the App will cease immediately and you must, at our option, immediately return or securely destroy any copies of the materials you have made. No right, title or interest in or to the App or any content on the App is transferred to you, and all rights not expressly granted are reserved by RKI. Any use of the App not expressly permitted by the SocialLadder Terms is a breach of the SocialLadder Terms and may violate copyright, trademark and other laws.

TRADEMARKS

The SocialLadder name, logo, and all related names, logos, product and service names, designs and slogans are trademarks of RKI or its affiliates or licensors. You must not use such marks without the prior written permission of RKI. All other names, logos, product and service names, designs and slogans on the App are the trademarks of their respective owners.

PROHIBITED USES

You may use the App only for lawful purposes and in accordance with the SocialLadder Terms. You agree not to use the App:

In any way that violates applicable federal, state, or local law or regulation (including, without limitation, any laws regarding the exporting of data or software to and from the United States);
For the purposes of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise;
To send, knowingly receive, upload, download, use or re-use any material which does not comply with the Content Standards set out in the SocialLadder Terms;
To transmit, or procure the sending of, any advertising or promotional material without prior written consent, including any “junk mail”, “chain letter”, or “spam” or any other similar solicitation;
To impersonate or attempt to impersonate RKI, a RKI employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing); or
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the App, or which, as determined by us in our sole discretion, may harm RKI or users of the App or expose us or them to liability.

Additionally, you agree not to:

Use the App in any manner that could disable, overburden, damage, or impair the App or interfere with any other party’s use of the App, including any other party’s ability to engage in real time activities through the App;
Use any robot, spider or other automatic device, process or means to access the App for any purposes, including monitoring, copying or harvesting any of the material on the App;
Use any manual process or monitor to copy any of the material on the App or for any other unauthorized purpose without our prior written consent;
Use any device, software or routine that interferes with the proper working of the App;
Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful;
Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the App, the server(s) on which the App and any related data is stored, or any server, computer, or database connected to the App;
Attack the App via a denial-of-service attack or a distributed denial-of-service attack; or
Otherwise attempt to interfere with the proper working of the App.

USER CONTRIBUTIONS

The App may contain personal profiles and other interactive features (collectively, “Interactive Services”) that allow users to post, submit or transmit to other users or to affiliates (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the App.

All User Contributions must comply with the Content Standards set out in the SocialLadder Terms.

Any User Contribution you post to the App, or using the App, will be considered non-confidential and non-proprietary, unless otherwise specifically noted by us. By providing any User Contributions on the App, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material.

You represent and warrant that:

You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns; and
All of your User Contributions do and will comply with the SocialLadder Terms.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not RKI, have full responsibility for such content, including its legality, reliability, accuracy and appropriateness.

We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any user of the App. RKI reserves the right, but has no obligation, to monitor or become involved in any dispute between you and any other user. You should exercise common sense and your best judgment when interacting with others, including when you submit or post content or any personal or other information.

MONITORING AND ENFORCEMENT; TERMINATION

We have the right to:

Remove or refuse to post any User Contributions for any or no reason in our sole discretion;
Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contributions violate the SocialLadder Terms, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the App or the public or could create liability for RKI or any third party;
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or privacy rights;
Take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the App; and/or
Terminate or suspend your access to all or any part of the App for any or no reason, including, without limitation, any violation of the SocialLadder Terms.

Without limiting the foregoing, we have the right to fully cooperate with any governmental authorities (e.g., law enforcement) or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the App. YOU WAIVE AND HOLD HARMLESS RKI AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM AND AGAINST ANY AND ALL CLAIMS RESULTING FROM ANY AND ALL ACTIONS TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM AND AGAINST ANY AND ALL ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR GOVERNMENTAL AUTHORITIES.

We do not undertake to review all material before it is posted on or transmitted through the App, and we cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for our performance or nonperformance of the activities described in this section.

CONTENT STANDARDS

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must comply with all applicable federal, state and local laws and regulations in all respects. Without limiting the foregoing, User Contributions must not, in RKI’s sole discretion:

Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person or entity;
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with the SocialLadder Terms;
Be likely to deceive any person;
Promote any illegal activity, or advocate, promote or assist any unlawful act;
Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person;
Impersonate any person, or misrepresent your identity or affiliation with any person or organization;
Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter or advertising, except in accordance with the Ambassador Guidelines set forth below; or
Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

AMBASSADOR GUIDELINES

Because Ambassadors may have opportunities from time to time to publicize, promote and/or endorse certain products and services of third parties (“Brands”) in exchange for certain incentives, it is important that Ambassadors comply with these SocialLadder Ambassador Guidelines to ensure appropriate disclosure when tweeting, blogging or otherwise publishing content about a Brand’s products or services.

All activities as an Ambassador must comply with applicable laws and regulations, including the Federal Trade Commission Guides Concerning the Use of Endorsements and Testimonials in Advertising.

When tweeting, blogging or otherwise publishing content about a Brand’s products or services in your role as an Ambassador, you must clearly and conspicuously disclose any material connections that you may have with that Brand. A material connection is one that could affect the credibility a consumer would give to your statements. Examples of material connections include monetary compensation, free products or services, loaner products, in-kind gifts or rewards, or special access privileges provided to you, directly or indirectly, by a Brand. Disclosure must be clear, prominent, and in close proximity to any applicable statements that you make about a Brand or its products or services. A consumer should not be required to scroll down, click on or mouse over a link in order to see the disclosure. Where space is limited (e.g., on Twitter or Instagram), disclosure can be made via hashtags “#ad” or “#sponsored” at the beginning of the post.

RELIANCE ON INFORMATION POSTED

The information presented on or through the App is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the App or by anyone who may be informed of any of its contents.

The App may include content provided by third parties. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by RKI, are solely the opinions and responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of RKI. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

CHANGES TO THE APP

We may update the content of the App from time to time, but its content is not necessarily complete or up-to-date. Any material on the App may be out of date at any given time, and we are under no obligation to update such material.

INFORMATION ABOUT YOU AND YOUR USE OF THE APP; CONSENT TO COMMUNICATIONS

All information we collect through the App is subject to our Privacy Policy. By using the App, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. Youhereby consent to receiving communications in any form from RKI in connection with the App, including but not limited to the following: by mail, by electronic mail, by telephone (landline or wireless) and by text messages (i.e., SMS and/or MMS communications). Furthermore, you hereby consent to receiving calls or text messages from RKI in connection with the App made to wireless telephone numbers that are automatically dialed and/or include pre-recorded messages.

LINKS FROM THE APP

If the App contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and we accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to the App, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

DATA CHARGES

You hereby acknowledge and agree that you are responsible for any and all data charges you incur through the use of the App.

DISCLAIMER OF WARRANTIES

You understand and agree that we cannot and do not guarantee or warrant that files available for downloading from the internet or the App will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the App for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUS OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON THE APP, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE APP, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP IS AT YOUR OWN RISK. THE APP, ITS CONTENTS AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER RKI NOR ANY PERSON ASSOCIATED WITH RKI MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE APP. WITHOUT LIMITING THE FOREGOING, NEITHER RKI NOR ANYONE ASSOCIATED WITH RKI REPRESENTS OR WARRANTS THAT THE APP, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL BE ACCURATE, RELIABLE, ERROR- FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE APP OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE APP OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APP WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

RKI HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND RELATED TO THE APP, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

IN NO EVENT WILL RKI, ITS AFFILIATES OR ITS OR THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE APP, ANY WEBSITES LINKED TO IT, OR ANY CONTENT ON THE APP OR SUCH OTHER WEBSITES, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

INDEMNIFICATION

You agree to defend, indemnify and hold harmless RKI, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any actual or alleged claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including attorneys’ fees) arising out of or relating to your violation of the SocialLadder Terms or your use of the App, including, but not limited to, your User Contributions, any use of the App’s content, services and products other than as expressly authorized in the SocialLadder Terms or your use of any information obtained from the App.

GOVERNING LAW AND JURISDICTION

All matters relating to the App and the SocialLadder Terms, 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 Commonwealth of Pennsylvania without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Pennsylvania or any other jurisdiction).

Any legal suit, action or proceeding arising out of, or related to, the SocialLadder Terms or the App shall be instituted exclusively in the federal courts of the United States or the courts of the Commonwealth of Pennsylvania in each case located in the City of Philadelphia and County of Philadelphia. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

ARBITRATION

At our sole discretion, we may require you to submit any disputes arising from the SocialLadder Terms or the App, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Pennsylvania law and taking place in Philadelphia, Pennsylvania.

LIMITATION ON TIME TO FILE A CLAIM

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE SOCIALLADDER TERMS OR THE APP MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

WAIVER AND SEVERABILITY

No waiver by RKI of any term or condition set forth in the SocialLadder Terms shall be deemed a further or continuing waiver of such term or condition or waiver of any other term or condition, and any failure of RKI to assert a right or provision under the SocialLadder Terms shall not constitute a waiver of such right or provision.

If any provision of the SocialLadder Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the maximum extent such that the remaining provisions of the SocialLadder Terms will continue in full force and effect.

ENTIRE AGREEMENT

Unless explicitly stated in a separate private agreement between you and RKI, the SocialLadder Terms constitute the sole and entire agreement between you and RKI with respect to the App and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the App. If a separate contract is made between you and RKI with respect to the App, the terms of the separate contract control in the event that those terms may be in conflict with the SocialLadder Terms.

YOUR COMMENTS, QUESTIONS AND CONCERNS

The App is operated by RKI Apps Inc., located at 3401 Market St., Suite 200, Philadelphia, PA 19104

All feedback, comments, requests for technical support and other communications relating to the App or the SocialLadder Terms and related practices should be directed to: socialladder@socialladderapp.com.