If you do not accept any part of these Terms, you are not permitted to use our Services.
Eligibility and Types of Users
Our Services are community and family friendly, from the inside out. We allow only the right people, at the right time and place, to use the Services.
The services are not available to any users previously suspended or removed from the Services or any person under the age of 13 who signs up to use the Services, but has not been approved by a legal parent or guardian. By registering for the Service, you represent that you are either:
- at least 13 years of age; or
- your parent or guardian has consented to your use of the Services.
Child User. If you are under the age of 18 (“Child User”), you may not register to access or use the Services without consent and approval from your legal parent or guardian. A Child User under the age of 13 that begins the registration process for himself or herself without a Parent User may not complete the registration process until a Parent User approves or assumes responsibility for the Child User account. Additionally, a Child User may use the Services if registered through certain organizations or, in certain cases (as defined below), by Institutional Users (i.e., teachers, advisors, coaches, photographers, etc.) that have entered into a relationship directly with us and through which organization the legal parent or guardian of such Child User has consented to use of the Services. A Child User may use our Services via third party applications that integrate into or with the Services. A Child User that has been invited to register through organizations or third party applications will only be permitted to use the Services for so long as we reasonably believe that the access has been consented to by the Child User’s parent or guardian.
Parent User. If you are the legal parent or guardian of a child that seeks to register as a Child User of the Services, you must register a parent account on the Services as a Parent User. As a Parent User, you may create, register, manage and approve Child User accounts only for your own children. As a Parent User, you provide consent for your child to register with the Services and you agree to be bound by these Terms with respect to your child’s use of the Services. We may validate your registration information, including by engaging third parties to provide verification services. However, we are not obligated to verify the identity of any user, including any user’s claim to be a Parent User, or to verify that a Parent User is actually the parent or guardian of a Child User. We may suspend or take legal actions against anyone who misrepresents personal information or is otherwise untruthful about their identity. A Parent User account, along with all associated Child User accounts, may be terminated at any time and without warning for any failure to abide by these Terms. We cannot guarantee the accuracy of any information submitted by any user.
Institutional User We may make available our Services to certain Institutional Users (such as, for example, representatives of school districts, schools, teachers, and other educators, or representatives of sports organizations,photgraphers, videographers) to work with other users through the Services. If you are an Institutional user, you or someone in your organization must use our Fluid Media Service Agreement for Organizations registration process when registering accounts on the Services. If you are an Institutional User and you register an account for a Child User, you represent and warrant that you have received express consent from such Child User’s parent or legal guardian for you to register the Child User for the Services and for you to provide us the information you disclose in connection with the registration of such Child User. As an Institutional User, you agree to be bound by these Terms with respect to such Child User’s use of the services, for so long as the Child User is not otherwise associated with or assumed by a Parent User account. You hereby agree to indemnify, defend and hold us harmless against any and all claims, losses, liabilities, and expenses relating to (a) your violation of any provision, representation, or warranty of this section; (b) the use of the Services by the Child User; (c) your failure to obtain sufficient parental or legal guardian consent; (d) your registration of the Child User, or (e) any other action related to the Child User.
Your Stuff & Your Permissions
The purpose of our Services is to enable the simple creation and safe, secure, and seamless sharing of media content.
When you use our Services, you provide us with private things like your video, text, audio, and picture files, as well as contact information and so on ("Your Stuff"). Your Stuff is yours. We safeguard Your Stuff and your privacy. These Terms don't give us any rights to Your Stuff except for the limited rights that enable us to offer the Services.
We need your permission to do things like hosting Your Stuff, backing it up, and sharing it when you ask us to. Our Services also provide you with features like collecting, organizing, transmitting, sharing, curating, publishing, and archiving Your Stuff. These and other features may require our systems to access, store and scan Your Stuff. You grant us a license to do those things, and this license extends to trusted third parties we work with (such as, for instance, a printer, or a parcel delivery service). You agree that this permission is royalty free, irrevocable and worldwide for so long as Your Stuff is stored with us.
Sharing Your Stuff
Our Services let you share Your Stuff with others, so please think carefully about what you share. You have the option to place Your Stuff into three types of folders namely, private, shared, and public. Your Stuff placed into a “Private Folder” (such as, for instance, your private stream) cannot be accessed or viewed by other users.
If you place Your Stuff into a “Shared Folder”, (such as, for instance, a community “Group” folder, or a community “Event” folder) then anyone who has permission to access that folder may access, view, and use Your Stuff placed in the folder. By putting Your Stuff in a shared folder, you grant all users having explicit permission to access the Shared Folder a non-exclusive, commercial and non-commercial, worldwide, royalty-free, sub-licensable, perpetual and irrevocable right and license to use and exploit Your Stuff placed in a Shared Folder, including but not limited to, the right to modify, rent, lease, loan, sell, distribute or create derivative works (in whole or in part) from and by using Your Stuff placed in your Shared Folder.
Any of Your Stuff placed into a “Public Folder” (such as, for instance, a “Media Groups” folder, or a “Publication”; any “Group”, “Event”, or “Publication” with permission to share with public, unregistered users or visitors of the system, or in printed form) may be accessed, viewed, and used by anyone. By putting Your Stuff into a Public Folder you grant all users and the public a non-exclusive, commercial and non-commercial, worldwide, royalty-free, sub-licensable, perpetual and irrevocable right and license to use and exploit Your Stuff that you place in a Public Folder, including but not limited to, the right to modify, rent, lease, loan, sell, distribute or create derivative works (in whole or in part) from and by using Your Stuff that you place in a Public Folder.
Moving Your Stuff from a Public Folder to a Private or Shared folder does not revoke the license granted to those users who previously accessed Your Stuff from the Public Folder.
You're responsible for your conduct, Your Stuff and you must comply with our Acceptable Use Policy. Content in the Services may be protected by others' intellectual property rights. Please don't copy, upload, download or share content unless you have the right to do so. IF YOU USE ANY STUFF FROM OR IN A PUBLIC FOLDER OR A SHARED FOLDER, YOU DO SO AT YOUR OWN RISK AS YOUR USE MAY INFRINGE THE RIGHTS OF THE RIGHTFUL OWNER OF THOSE FILES.
We may review your conduct and content for compliance with these Terms and our Acceptable Use Policy. With that said, we have no obligation to do so. We aren't responsible for the content people post and share via the Services.
Please safeguard your password to the Services, make sure that others don't have access to it, and keep your account information current. Finally, parents should always take care when providing any Personal Information concerning children online. We ask any parents who think a child under the age of 18 has provided us with information without the consent of the parent to contact us at firstname.lastname@example.org.
In the United States, if you are an Institutional User of a community that includes children under the age of 13, you (or your organization) assumes the responsibility for complying with the U.S. Children's Online Privacy Protection Act (“COPPA”) and, to the extent applicable, The Family Educational Rights and Privacy Act (“FERPA”). This means that the organization must notify parents/guardians of the information to be collected and obtain parental/guardian consent before collecting and sharing with our Services the personal information of children under the age of 13 in order to establish an account or use the Service. Organizations may under appropriate circumstances provide such consent on behalf of parents/guardians. For more information on complying with COPPA, see the Federal Trade Commission’s website at www.ftc.gov/COPPA.
If you are outside of the United States, please ensure that you are complying with any laws applicable to you before submitting any child’s personal information or permitting any child to submit personal information to us.
Some of our Services allow you to download client software ("Software") which may update automatically. So long as you comply with these Terms, we give you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access the Services. To the extent any component of the Software may be offered under an open source license, we'll make that license available to you and the provisions of that license may expressly override some of these Terms. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so.
The Services are protected by copyright, trademark, patent, and other US and foreign laws. These Terms don't grant you any right, title or interest in the Services, others' content in the Services, Fluid Media trademarks, logos and other brand features. We welcome feedback, but note that we may use comments or suggestions without any obligation to you.
We respect the intellectual property of others and ask that you do too. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported using our DMCA Process. We reserve the right to delete or disable content alleged to be infringing and terminate accounts of repeat infringers. Our designated agent for notice of alleged copyright infringement on the Services is:
Copyright Agent c/o Jordan Walbesser
Hodgson Russ LLP
140 Pearl Street, Suite 100
Buffalo, NY 14202
Billing. You can add paid features to your account (turning your account into a "Paid Account"). We'll automatically bill you from the date you convert to a Paid Account and on each periodic renewal until cancellation. You're responsible for all applicable taxes, and we'll charge tax when required to do so.
No Refunds. You may cancel your Fluid Media Paid Account at any time but you won't be issued a refund.
Downgrades. Your Paid Account will remain in effect until it's cancelled or terminated under these Terms. If you don't pay for your Paid Account on time, we reserve the right to suspend it or reduce your features to free levels.
Changes. We may change the fees in effect but will give you advance notice of these changes via a message to the email address associated with your account.
Fluid Media for Organizations (Pro Account)
Using Fluid Media for Organizations. If you access our Services through an organization as an Institutional User, you must use our Services in compliance with your organization’s terms and policies. Please note that your organization account is subject to your organization’s control. Your administrators may be able to access, disclose, restrict, or remove information in or from your Institutional User account. They may also be able to restrict or terminate your access to an Institutional User account. For more details, please see the Fluid Media for Organizations Agreement.
You're free to stop using our Services at any time. We also reserve the right to suspend or end the Services at any time at our discretion and without notice. For example, we may suspend or terminate your use of the Services if you're not complying with these Terms, or use the Services in a manner that would cause us legal liability, disrupt the Services or disrupt others' use of the Services. Except for Paid Accounts, we reserve the right to terminate and delete your account (including Your Stuff) if you haven't accessed our Services for 12 consecutive months. We'll of course provide you with notice via the email address associated with your account before we do so.
Services "AS IS"
We strive to provide great Services, but there are certain things that we can't guarantee. TO THE FULLEST EXTENT PERMITTED BY LAW, FLUID MEDIA AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states don't allow the disclaimers in this paragraph, so they may not apply to you.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL FLUID MEDIA, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT FLUID MEDIA HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B) YOU ACKNOWLEDGE AND AGREE THAT FLUID MEDIA IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE AND ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU; (C) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE GREATER OF $20 OR THE AMOUNTS PAID BY YOU TO FLUID MEDIA FOR THE PAST 12 MONTHS OF THE SERVICES IN QUESTION. Some states don't allow the types of limitations in this paragraph, so they may not apply to you.
You agree at your expense to defend, indemnify, and hold Fluid Media, its offcers, directors, employees and agents harmless from and against any loss, damage, liability, demand, lawsuit, debt, charge, action, penalty, interest, claim, cost, tax or expense whatsoever, including without limitation any and all out-of-pocket costs and actual legal and accounting fees, indemnities, duties, accounts, bonds, covenants, claims over, claims for contribution or indemnity, warranties, either at law or in equity, which Fluid Media may incur, suffer or be required to pay as a result of or relating to, arising out of, or in connection with (a) your use of the Services; (b) your violation of the Terms; (c) your violation of any third party right, including, but not limited to, any intellectual property right, right of attribution, association, integrity, publicity, confidentiality, property or privacy right; or (d) any claim that Your Stuff, or your use the Stuff of others, may have caused or did cause damage to a third party, including, but not limited to, claims that Your Stuff, or your use of the Stuff of others, infringe the rights of others or caused damages to others.
You also agree to indemnify Fluid Media for reasonable legal and accounting fees, costs, and expenses incurred in enforcing the rights of Fluid Media against You under these Terms.
Let's Try To Sort Things Out First. We want to address your concerns without needing a formal legal case. Before filing a claim against Fluid Media, you agree to try to resolve the dispute informally by contacting dispute-notice@FLUIDMEDIA.com. We'll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or Fluid Media may bring a formal proceeding
We Both Agree To Arbitrate. You and Fluid Media agree to resolve any claims relating to these Terms or the Services through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States or any other location we agree to.
No Class Actions. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed.
Judicial forum for disputes. In the event that the agreement to arbitrate is found not to apply to you or your claim, you and Fluid Media agree that any judicial proceeding will be brought in the federal or state courts of Erie County, NY. Both you and Fluid Media consent to venue and personal jurisdiction there.
These Terms will be governed by New York law except for its conflicts of laws principles. You represent that you have suffcient authority and all right and full power to agree to Terms and to perform your respective obligations under these Terms on behalf of yourself or on behalf of the organization for whom you are acting, as the case may be.
These Terms constitute the entire agreement between you and Fluid Media with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.
Waiver, Severability & Assignment
Fluid Media's failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. Fluid Media may assign its rights to any of its affliates or subsidiaries, or to any successor in interest of any business associated with the Services.
We may revise these Terms from time to time, and will always post the most current version on our website. If a revision meaningfully reduces your rights, we will notify you (by, for example, sending a message to the email address associated with your account, posting on our blog or on this page). By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.