Factory Universe Co.
TERMS OF SERVICE
Last Updated: Jul 19, 2023
Welcome to Factory Universe Co (herein after referred to as “Factory or The Factory”)! To make these Terms of Service (the “Terms”) easier to read, we will sometimes refer to Factory Universe Co (including our directors, officers, members, managers, employees, affiliates, successors and assigns (each, a “Factory Representative”), except when acting as a User) as “Factory”, “The Factory”, “our”, “we”, or “us”; we will refer to you as “you” or a derivative of you; and we will refer to a user who creates an account on Factory as a “User(s)”. In some instances when describing interactions between Users we will differentiate between “buyer” Users (each, a “Buyer”) and “seller” Users (each, a “Seller”).
About the App
The Factory is a social media entrepreneur, content producers, & virtual interactive metaverse platform accessible via website and mobile application (cumulatively, the “App”) that connects Buyers and Sellers of certain products (an “Item”), that can result in a purchase of an Item, content, cryptocurrency, NFT’s and/or any application used as a means of exchange created within the metaverse (a “Transaction”). We provide more in-depth information on registering to use the App and Transactions in the sections below.
Eligibility to Use the App
You must be at least 18 years old in order to create an Account or use the App. By using the App, you represent and warrant that you are at least 18 years of age, and meet all of the eligibility requirements of these Terms. If you do not meet these requirements or, if for any reason, you do not agree with all of the terms and provisions of these Terms, you must stop using the App immediately.
The App is a social media sellers marketplace for the Items you can find on the App as aforementioned. For this reason, Factory does not prohibit any Factory Representatives use of the App. All Factory Representatives who are acting as Users must abide by these Terms.
Account Information and Right to Use the App
Account Creation and Profiles
The App allows a User to create a Factory account (“Account”). A User may create an Account by entering their first name and last name and selecting a username and password, which, for the purposes of these Terms, will be considered “User Information”. Once an Account is created, if the User wishes to sell Items, the User will need to create an Account profile (“Profile”) by providing requested information, at which point the User may be allowed, at our discretion, to sell Items on the App.
All Sellers must provide the following information in their Profile: (1) first and last name, (2) email address, (3) physical address, (4) phone number, and (5) all information that we deem necessary to safeguard our users. All Users may provide additional information as requested in your Profile and Account (the foregoing will also be considered “User Information”).
Please Note: While Factory collects User Information, it makes no effort or attempt to verify or ensure such User Information is correct, accurate, complete and not misleading.
Account and User Information Protection
It is your responsibility to protect your personal data and maintain the confidentiality of your User Information. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your Account or User Information, or any unauthorized breach of your Account or User Information.
You also acknowledge that your Account and User Information is personal to you and agree not to allow any other person to access the App or any portion of it using your User Information. In the event you share your Account or User Information with others, you do so at your own risk and still are liable for all use of your Account and User Information, even if such use was not authorized.
We have the right to disable any Account at any time in our sole discretion, for any or for no reason, including if, in our opinion, you have violated any provision of these Terms.
Unauthorized Use of Your Account
Factory Universe Co will not be liable for any loss that you may incur as a result of someone else using your Account or User Information, either with or without your knowledge. To the extent allowable by law, you shall be liable for any expenses, including usage charges and fines, fees, civil judgments, and reasonable attorney’s fees for your failure to safeguard your User Information and/or promptly notify Factory about unauthorized use of your Account or breach of your Account information or password.
No Guarantee of Access
We reserve the right to withdraw or amend the App, and any feature or material we provide as part of the App, in our sole discretion without notice. In addition, the App may automatically be upgraded and updated without notice to you. We will not be liable if for any reason if all or any part of the App is unavailable at any time or for any period.
Use and Access Restrictions
We reserve the right to refuse the use of, or access to, the App to anyone, for any reason, at any time. From time to time, we may restrict access to the App, or any portion thereof, to Users, including registered Users. We may, in our sole discretion, terminate your right to use the App with or without cause at any time, and may prevent your future use of the App. You may terminate this Agreement by simply discontinuing use of the App.
Your Responsibilities Before and After Termination
Factory Universe Co has no obligation to retain or provide you with copies of your Account Information (as defined below), User Information, or otherwise. “Account Information” is an encompassing term that is meant to include your User Information as well as Transaction history, Items listed for Transactions, conversations with other Users, if and when such functionality becomes available on the App, Payment Account information and similar information concerning the App and your App usage. This list is meant to be illustrative and not exhaustive. Factory shall not be liable to you for any deletion, loss, and corruption or withholding of your Account Information or User Information. You are solely responsible to copy and maintain all Account Information and User Information contained in your Account and Profile.
In the event that you terminate your Account, or we terminate your right to use the App, Factory may restrict your access to any Account Information, User Information or material that you may have used or stored in the App.
You agree that you will not:
- Use the App for any unlawful purpose or for the promotion of illegal activities;
- Use the App to, or to attempt to, harass, abuse, or harm another person or group;
- Provide others with access to or use of your Account, or use the Account or any other User without permission;
- Provide false or inaccurate information in the App or in your Account;
- Use the App for the purpose 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;
- Make any automated use of the App, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on the App;
- Use any manual process to monitor or copy any of the material on the App or for any other unauthorized purpose without our prior written consent;
- Copy, adapt, modify, create derivative works of, distribute, sell, or lease any part of the App or materials we provide as part of the App;
- Reverse engineer or attempt to extract the any source code of the App, unless applicable laws prohibit these restrictions, or you have our written permission to do so;
- Use any software, technology, or device to scrape, spider, or crawl the App or harvest or manipulate data;
- Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
- Bypass any measures we take to restrict access to the App;
- Use the App to solicit sales outside of the App;
- Engage in market manipulation, for example the creation and use of multiple accounts in an effort to create the appearance increased demand for an Item;
- The distribution or sale of counterfeit, unauthorized, stolen, B-grade, or similar non-authentic Items; or
- Otherwise interfere or attempt to interfere with the proper functioning of the App.
Unauthorized use may result in criminal and/or civil prosecution under Federal, State and local law. If you become aware of misuse of our App, please contact us at email@example.com.
Your Rights to Use the App
These Terms permit you to use the App for your personal use only, in accordance with the terms herein. Subject to these Terms, we hereby grant you a limited, revocable, personal, non-sublicensable, non-transferable, and non-exclusive license to access and use the App. You will use the App in full compliance with all applicable laws and regulations with regard to your use of the Apps, including all applicable laws.
If you breach any of these Terms, your right to use the App will stop immediately and you must, at our option, return or 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.
We reserve all rights that are not expressly granted to you under these Terms.
Interactions with other Users
Factory has built the App in order to provide Users with the ability to connect with other Users to coordinate Transactions. The degree to which Users may interact and know each other’s identity or identifying information and the degree to which Factory helps facilitate User interactions may vary from time to time, but at no time shall Factory require that Users interact with each other outside of the App.
YOU SHOULD PROTECT YOURSELF AT ALL TIMES, USE YOUR BEST JUDGEMENT AND TAKE GREAT SAFETY PRECAUTIONS WHEN MEETING OR INTERACTING WITH OTHER USERS. YOU ARE SOLELY RESPONSIBLE FOR YOUR SAFETY AND ANY INTERACTION YOU HAVE WITH ANY OTHER USER.
SUBJECT TO APPLICABLE LAW AND AS FURTHER PROVIDED IN THESE TERMS, Factory IS NOT AND SHALL NOT BE LIABLE FOR, AND YOU HEREBY RELEASE AND HOLD HARMLESS Factory FROM, ANY AND ALL LOSS, DAMAGE, HARM, INJURY, OR CLAIMS THAT ARISE FROM OR ARE RELATED TO USER INTERACTIONS, ENGAGEMENTS, OR OTHER USE OF THE APP.
User Legal Compliance
We require that Users comply with all applicable laws regarding Transactions, which may include licensing, business registration and the like. It is solely the responsibility of each User, and not of Factory, to determine which laws are applicable to them and ensure that they are in compliance with such laws.
Please Note: While we require all Users to comply with applicable law, we make no effort to verify or ensure such compliance.
Pricing Billing and Fees
Factory Universe Subscriptions Fees for premium services:
7 day Free Basic Version trial – (All exclusive features may not be accessible)
Exclusive Features Unlocked with Subscription benefits:
- No Ads, No Targeting, No Data Tracking No BS.
- Factory Universe does not sell your information.
- Freedom of Speech w/o Censorship
- Freedom of Expression
- Free GiveAways
- Unlimited Buying & Selling On Our Live Shopping Platform
- Ability to Opt into REVENUE SHARING
- Unlimited Live Onscreen Auctions
- INCENTIVIZED Social Media
- Unlock Interactive Personal Profiles
- Create Customizable Public / Private Group Pages
- Factory Universe Co – 100% Member Supported app.
- Ability to schedule Live Events in Advance
- Access to Discounted Shipping
- Ability to Monetize your content and get paid Directly.
- No commitment, cancel any time on the next billing cycle.
You authorize Factory and/or its Billing Agent to bill you in a manner consistent with its fee structure found above. Fees and charges that are due as a result of a Transaction are automatically billed to your Account Balance (as defined below), or if there are not enough funds in your Account Balance, to your Payment Account upon a Transaction.
Current Payment Information
You must provide Factory Universe Co with current Payment Account information upon registration, change of Payment Account information, and at Factory’s request. You are solely responsible for maintaining and updating your Payment Account information. Factory is not liable for any non-sufficient funds or other charges incurred by you as a result of such attempts to charge, and/or place holds on, your Payment Account.
The following shall apply if you sign up for an Account:
- You authorize Factory and/or any other company that bills for products or services, or acts as billing agent for Factory (“Billing Agent”) to charge and/or place a hold on your Account Balance for any charges or fees related to your use of the App.
- You authorize Factory and/or Billing Agent to charge and/or place a hold on your Payment Account for any charges related to your use of the App.
- You authorize the party that issued your Payment Account to pay any amounts described herein without requiring a signed receipt, and you agree that your acceptance of these Terms is authorization to the issuer to pay all such amounts.
- You authorize Factory and/or its Billing Agent to continue to attempt to charge your Payment Account all amounts described herein, or any portion thereof, until such amounts are paid in full.
If the Payment Account on file is declined or otherwise rejected for any fee or membership charge, the User shall have 7 days to provide updated information and payment. Failure to cure the within the 7-day grace period may, at Factory’s sole discretion, result in termination of your Account without a refund. If a User wishes to reactivate their Account after deactivation from failure to pay a fee, they will be required to satisfy any debts owed to another User or to Factory before a new Account can be created.
Intellectual Property and Account Information
Intellectual Property Ownership
Factory Universe Co. and its licensors are the sole owners of all right, title, and interest in and to the App, including all software and technology therein, as well as any and all intellectual property rights arising therefrom. Except as otherwise provided herein or as authorized in writing by Factory, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes, in whole or in part, any information, software, products, materials, or services obtained from the App. If you wish to make any use of material provided as part of the App other than as set out in these Terms, please address your request to: firstname.lastname@example.org.
Any use of the App not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws. We reserve all rights that are not expressly granted to you under these Terms.
Cooperation with Law Enforcement
Without limiting any term or provision of these Terms, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any Items on or through the App. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
All material or information that you use post to the App must comply with U.S. copyright law, depending on jurisdiction. If you are the copyright owner or an agent thereof and believe, in good faith, that any materials currently being used in connection with the App infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending the following information in writing to Factory’s designated copyright agent at email@example.com:
- The date of your notification;
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- A description of the material that is claimed to be infringing or to be the subject of infringing activity and information sufficient to enable us to locate such work;
- User Information reasonably sufficient to permit Factory to contact you, such as an address, telephone number, and/or email address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Liability, Indemnification, and Disputes
Assumption of Risk
You agree and acknowledge the world is a dangerous place and you must use a great deal of care and caution in all interactions with other Users, whether such interactions occur by phone call, electronic communication outside of the App, or in-person interactions. While Factory does not encourage and may not even facilitate User communications, in the event that Users do interact, Factory encourages all Users to take proper precautions. If the identity of another User is discovered and leads to an interaction that either User considers inappropriate for any reason, Factory encourages the User to contact us at firstname.lastname@example.org.
BY USING THE APP AND ENTERING INTO A TRANSACTION YOU ARE ACKNOWLEDGING THAT YOU ARE AWARE OF THE RISKS ASSOCIATED WITH USING THE APP AND ENTERING INTO AN TRANSACTION.
THE APP, AND ANY CONTENT OR INFORMATION THEREIN, AS WELL AS ANY ITEM VERIFICATION, Factory HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY Factory IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. Factory MAKES NO EXPRESS OR IMPLIED WARRANTIES REGARDING THE APP, THE USE OR PERFORMANCE OF THE APP, ITEM VERIFICATION, Factory HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY Factory. WITHOUT LIMITING THE FOREGOING, WITH RESPECT TO THE APP (INCLUDING ANY CONTENT AND INFORMATION THEREIN), ANY ITEM VERIFICATION, Factory HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY Factory, Factory EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, Factory MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE APP, ITEM VERIFICATION, Factory HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY Factory WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR USE OF THE APP OR FROM ANY ITEM VERIFICATION, Factory HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY Factory.
SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF WARRANTY, SO THIS PROVISION MAY NOT APPLY TO YOU.
Factory IS NOT RESPONSIBLE FOR THE ACCURACY OF ANY PAYMENT INSTRUMENT INFORMATION, INCLUDING, BUT NOT LIMITED TO, WHETHER SUCH INFORMATION IS UP-TO-DATE. Factory HAS NO DUTY OR RESPONSIBILITY TO ENSURE THAT A USER HAS A SUFFICIENT ACCOUNT BALANCE TO CONDUCT A TRANSACTION, OR TO DETERMINE IF A USER’S PAYMENT INSTRUMENT IS IN GOOD STANDING AND SUFFICIENT TO CONDUCT A TRANSACTION. USERS UNDERSTAND THAT THEY MAY INCUR FEES AND/OR CHARGES AS A RESULT OF Factory TRANSACTIONS UNDER THE TERMS OF AGREEMENTS WITH PAYMENT INSTRUSMENT ISSUERS, OR Factory MAY BE UNABLE TO FACILITATE SOME TRANSACTIONS.
FOR ALL CLAIMS ARISING OUT OF OR RELATING TO TRANSFERS FROM USER’S ACCOUNT BALANCE, THE SOLE REMEDY AGAINST Factory SHALL BE LIMITED TO THE AMOUNT OF FUNDS TO BE TRANSFERRED PLUS FEES AND CHARGES. IN NO EVENT SHALL Factory BE LIABLE FOR DAMAGES FOR DLEALYS, NONPAYMENT, OR UNDERPAYMENT OF A PAYMENT, WHETHER CAUSED BY AN ACT OR OMISSION OF MERCARI OR OTHERWISE, OR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, EXCEPT AS OTHERWISE PROVIDED BY APPLICABLE LAW OR REGULATION.
Disclaimers of Liability
IN NO EVENT SHALL Factory BE LIABLE TO YOU FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, LOSS OF PROFIT, LOSS OF DATA, OR PUNITIVE DAMAGES, HOWEVER ARISING.
Factory SHALL NOT BE RESPONSIBLE TO YOU OR ANY OTHER PARTY FOR ANY LIABILITY OR DAMAGES ARISING FROM OR IN RELATION TO YOUR USE OF THE APP, WHETHER ARISING FROM A TRANSACTION OR OTHERWISE, OR ANY ITEM VERIFICATION, Factory HISTORICAL SALES DATA, ESTIMATED VALUE OR ANY OTHER PRODUCT OR SERVICE PROVIDED BY Factory; THIS DISCLAIMER INCLUDES ANY AND ALL LIABILITY AND DAMAGE ARISING FROM HARM OR LOSS TO YOU, YOUR ITEM(S), YOUR REAL OR PERSONAL PROPERTY. ADDITIONALLY, Factory SHALL NOT BE LIABLE TO YOU FOR ANY LOSSES ARISING FROM ANY SUSPENSION OR TERMINATION OF YOUR ACCOUNT, INABILITY TO ACCESS YOUR ACCOUNT BALANCE, ABILITY TO USE THE APP, OR ANY FAILURE, ERROR, OMISSION, INTERRUPTION, OR DEFECT OF THE APP.
IF YOU ARE IN ANY WAY CONCERNED ABOUT ANOTHER USERS SUITABILITY FOR THIS APP, PLEASE LET US KNOW IMMEDIATELY.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
ANY DISPUTE THAT ARISES BETWEEN YOU AND ANOTHER USER IS TO BE RESOLVED BY YOU AND SUCH USER. Factory HAS NO RESPONSIBILITY TO RESOLVE ANY USER DISPUTE AND SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY SUCH USER DISPUTE. AS SUCH, YOU HEREBY RELEASE Factory FROM ANY AND ALL CLAIMS, DEMANDS, DAMAGES AND LOSSES OF EVERY KIND ARISING FROM ANY USER DISPUTE.
Limitation of Liability
Factory’S LIABILITY TO YOU FOR DAMAGES FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT (EVEN IF A FUNDAMENTAL BREACH), TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, WILL BE LIMITED TO THE TOTAL FEES PAID BY YOU TO Factory IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT THAT GAVE RISE TO SUCH LIABILITY; PROVIDED THAT IF YOU HAVE PAID NO SUCH AMOUNTS, Factory MAXIMUM LIABILITY TO YOU SHALL BE THE GREATER OF USER’S TOTAL FEES TO Factory FOR THE 12 MONTHS PRIOR TO THE CLAIM; OR $100.00.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
Indemnification by You
YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS Factory (INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND AGENTS) FROM AND AGAINST ANY AND ALL LIABILITIES, COSTS, EXPENSES, LOSSES, OR OTHER AMOUNTS (INCLUDING REASONABLE ATTORNEYS’ FEES) INCURRED BY Factory THAT ARISE FROM ANY CLAIM, DEMAND, OR CAUSE OF ACTION RELATING TO (1) YOUR USE OF THE APP, INCLUDING WITH RESPECT TO ANY TRANSACTION IN WHICH YOU ARE INVOLVED, (2) OUR USE OF YOUR ACCOUNT INFORMATION, (3) YOUR DISPUTES WITH OTHER USERS, (4) ANY OTHER USER’S ACTIONS OR OMISSIONS, AS THEY RELATE TO YOU, (5) YOUR BREACH OF THESE TERMS, (6) YOUR BREACH OF THE OTHER POLICIES, (7) YOUR MISUSE OF THE APP, (8) YOUR VIOLATION OF ANY LAW, OR (9) YOUR VIOLATION OF ANY OTHER USER’S OR THIRD PARTY’S RIGHTS.
AS STATED THROUGHOUT, Factory SHALL NOT BE LIABLE, AND SHALL BEAR NO LIABILITY, IN CONNECTION WITH ANY TRANSACTION. Factory DOES NOT BUY OR SELL ITEMS OR PARTICIPATE IN ANY TRANSACTIONS BETWEEN USERS. ANY TRANSACTION IN WHICH A Factory REPRESENTATIVE IS ACTING AS A USER SHALL BE CONSTRUED AS A USER TO USER TRANSACTION AND NOT AS A TRANSACTION INVOLVING Factory. ANY DAMAGES OR LIABILITIES THAT ARISE FROM OR IN CONNECTION WITH A TRANSACTION WILL BE YOUR SOLE RESPONSIBILITY.
Limitation on Time to File Claims
YOU AGREE THAT ANY CAUSE OF ACTION RELATED TO OR ARISING OUT OF YOUR USE OF THE APP MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Factory SHALL HAVE NO LIABILITY FOR DELAYS OR FAILURE TO MEET RESPONSIBILITIES FROM ANY CONDITION OR EVENT THAT IS BEYOND ITS REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO GOVERNMENTAL ACTION, ACTS OF TERRORISM, ACTS OF NATURE INCLUDING EARTHQUAKES, FIRE, FLOOD, OR OTHER ACTS OF GOD; OR LABOR CONDITIONS. THIS LIST IS MEANT TO BE ILLUSTRATIVE AND IS NOT EXHAUSTIVE.
Arbitration Agreement, Jury Trial Waiver, Class Action Waiver and Dispute Resolution
THIS SECTION PROVIDES YOUR AGREEMENT TO ARBITRATE (“Arbitration Agreement”) ANY CLAIMS, SUBJECT TO LIMITED EXCEPTIONS, THAT YOU AND Factory HAVE AGAINST EACH OTHER. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND RELIEF AGAINST Factory THROUGH ARBITRATION, AND NOT THROUGH ANY ACTION IN COURT, BY JURY TRIAL, OR IN ANY CLASS PROCEEDING. PLEASE REVIEW THIS SECTION CAREFULLY.
Except as prohibited by law and subject to any right you have to bring a claim against Factory in small claims court in the county in which you reside, or in Los Angeles, CA, you agree and acknowledge that the exclusive means for resolving any dispute or claim arising from the Terms or your use of the App shall be binding arbitration. Any action to enforce an arbitration decision, including any proceeding to confirm, modify, or vacate an arbitration decision, may be commenced in any court of competent jurisdiction, pursuant to the Governing Law and Jurisdiction section below.
You can decline the provisions of this Arbitration Agreement within 30 days of accepting these Terms by emailing Factory at: email@example.com. Your opt out email must include your name and a statement manifesting your intent to opt out of the arbitration provisions of this Arbitration Agreement.
By agreeing to arbitration under the Rules, you agree that the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive power to rule on the interpretation, applicability, and enforceability of the Arbitration Agreement, as well as on all substantive and procedural claims involved in the relevant dispute. Additionally, the arbitrator shall have the authority to grant any remedy that would be available if the dispute were instead being resolved in a court of competent jurisdiction.
All arbitration shall be conducted by a neutral arbitrator under the Consumer Arbitration Rules (“Rules”) of the American Arbitration Association (“AAA”). Except as limited by applicable law, You and Factory each hereby agree to equally share all filings, administrative and arbitrator fees to conduct the arbitration. Notwithstanding the foregoing sentence, Factory will reimburse you for filing fees and pay all arbitrator fees if (1) the total amount of your claims against Factory is less than $10,000 and (2) the claims arbitrated by you are resolved in your favor, as determined by the arbitrator. Each party will be solely responsible for any and all fees incurred by such party in connection with the arbitration.
Unless you exercise your right to an oral hearing, arbitration shall be conducted by written submissions. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claims or disputes to Factory at the address specified in the Contact Information section of these Terms. If we begin arbitration proceedings against you, we will provide you notice using your User Information. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules, except as provided in this Arbitration Agreement. The AAA’s Rules and filing instructions are available at www.adr.org or by calling 1-800-778-7879.
If any term or provision of this Arbitration Agreement is held invalid or unenforceable, such term or provision shall be severed from this Arbitration Agreement, and the remainder of the terms and provisions shall remain in full force and effect.
BY ACCEPTING THESE TERMS AND UNLESS OTHERWISE PROVIDED FOR HEREIN, YOU ARE (1) AGREEING TO THE TERMS OF THE ARBITRATION AGREEMENT IN THIS ARBITRATION AGREEMENT, (2) WAIVING YOUR RIGHT TO HAVE ANY DISPUTE OR CLAIM WITH Factory RESOLVED IN COURT BY A JUDGE OR JURY, (3) OPTING TO HAVE ALL DISPUTES OR CLAIMS WITH Factory RESOLVED BY A NEUTRAL ARBITRATOR, AND (4) WAIVING YOUR RIGHT TO PARTICIPATE IN A CLASS PROCEEDING.
Class-Action Waiver and Jury Trial Waiver
YOU AGREE THAT YOU WILL NOT COMMENCE, MAINTAIN, OR PARTICIPATE IN ANY CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE ACTION OR PROCEEDING AGAINST Factory (“Class Proceeding”) . TO THE EXTENT ANY CLAIM OR DISPUTE HEREUNDER PROCEEDS IN COURT RATHER THAN IN ARBITRATION, Factory AND YOU EACH WAIVE ANY RIGHT TO A JURY TRIAL.
Governing Law and Jurisdiction
Any claim relating to the App shall be governed by the laws of the State of Delaware, without regard to any conflict of law provisions; provided, however, that the Arbitration Agreement above shall be governed by the Federal Arbitration Act. In the event that any or all of the arbitration decision is held to be unenforceable, any litigation against Factory may be commenced only in the federal or state courts located in the State of Delaware. You hereby irrevocably consent to the jurisdiction of those courts for such purposes.
From time to time, Factory may offer promotional contests (a “Factory Drop”). The rules of a Factory Drop are subject to change from time to time, and Users are responsible for reviewing these Terms and any other rules, terms, or notices provided to further educate Users with regards to Factory Drops. Below is an example of a Factory Drop.
Description: Factory Drops are giveaways that run for a limited period of time. The duration of a Factory Drop may vary, and will be designated for each Factory Drop. Factory INC., is the sponsor of each Factory Drop. Each User who engages in a Factory Drop acknowledges and accepts that Factory is responsible for the collection and processing of User entries, and should there be any questions, Users are encouraged to reach out to Factory at firstname.lastname@example.org.
How to: Factory creates various opportunities for Users to enter Factory Drops. Users may have the opportunity to enter multiple times, but if Factory suspects that any User is attempting manipulate a Factory Drop, suspected manipulation may result in (i) the removal of all entries tied to the User; (ii) a ban from current and future Factory Drops; (iii) removal of any or all User’s Items on the App; (iv) cancellation of any or all of User’s pending Transactions on the App; (v) withholding of any payments due to User; and (vi) limitations on User’s ability to buy and/or sell Items.
Prizes: Factory Drop prizes shall be determined solely by Factory. The value of Factory Drops may vary. Factory reserves the right to substitute an advertised Factory Drop prize with a prize of equal or greater value than the advertised prize. This determination is at Factory’s sole discretion, is final, and cannot be challenged or appealed.
All state, federal and local taxes, fees, and charges apply and are the sole responsibility of the Factory Drop winner. Failure to comply with these Terms may result in forfeiture of a Factory Drop prize.
Factory Universe Co is the official legal name of Factory, and we are a Delaware corporation. Please send all feedback, comments, requests for technical support, and other communications relating to the App to: email@example.com.
Even if Factory does not require strict compliance with these Terms in each instance, you are still obligated to comply with these Terms. Our failure to enforce, at any time, any of the provisions, conditions, or requirements of these Terms, or the failure to require, at any time, performance by you of any of the provisions of these Terms, will in no way waive your obligation to comply with any of the provisions of these Terms, or our ability to enforce each and every such provision as written.
Any and all waivers by Factory of any provision, condition, or requirement of these Terms will only be effective against Factory if it is in writing and signed by an authorized officer of Factory. No waiver by Factory of any term or condition set out herein shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Factory to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
Links to Third-Party Websites, Applications, Software, or Content
As part of the App, we may provide you with convenient links to third-party website(s) as well as content or items belonging to or originating from third-parties (collectively, “Third-Party Content”). These links are provided as a courtesy to Users. Factory has no control over Third-Party Content or the promotions, materials, information, goods or services advertised by or available from Third-Party Content. Such Third-Party Content is not investigated, monitored or checked for accuracy, appropriateness, or completeness by Factory.
We are not responsible for any Third-Party Content posted on, available through or installed from the App, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third-Party Content. Our inclusion of, linking to, or permitting the use or installation of any Third-Party Content does not imply approval or endorsement by Factory. If you decide to leave the App and access or use any Third-Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any third-party site or application to which you navigate from the App.
Entire Agreement & Severability
Email and Legal Notice
Communications made through the Factory e-mail and messaging system, if and when available, will not constitute legal notice to Factory in any situation where notice to Factory is required by contract or any law or regulation.
You Consent to Receive Electronic Communications
We May Amend the App and these Terms
We may update the App (including its content, materials, and features) from time to time. Please be advised that any content contained on the App may not necessarily be complete or up-to-date. Any of the material on the App may be out of date at any given time, and we are under no obligation to update such material.
We may revise and update these Terms from time to time in our sole discretion. All changes become effectively immediately when we post them and upon your continued use of the App.