Terms of Service
Last updated 02.01.2021
1. Introduction; Your Agreement to these Terms of Service
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A BINDING CONTRACT.
Welcome to Action Face and the services operated by Action Face, Inc. (“Action Face” or “We”) consisting of the websites, software applications, or any other products or services offered by Action Face ( in sum “Action Face Software & Services”).
The Terms of Service apply whether you are a user that registers an account with Action Face Software & Services or an unregistered user. You agree that by registering, downloading, accessing, or using Action Face Software & Services, you are entering into a legally binding agreement between you and Action Face regarding your use of the Action Face Software & Services. You acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not agree to these Terms of Service, do not access or otherwise use any of Action Face Software & Services.
2. Use of Action Face Services by Minors and Blocked Persons
Action Face Software & Services are not available to persons under the age of 13. If you are between the ages of 13 and the age of legal majority in your jurisdiction of residence, you may only use Action Face Software & Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms of Service.
Action Face Software & Services are also not available to any users previously removed from Action Face Software & Services by Action Face or to any persons barred from receiving them under the laws of the United States (such as its export and re-export restrictions and regulations) or applicable laws in any other jurisdiction.
BY DOWNLOADING, INSTALLING, OR OTHERWISE USING ACTION FACE SOFTWARE & SERVICES, YOU REPRESENT THAT YOU ARE AT LEAST 13 YEARS OF AGE, THAT YOUR PARENT OR LEGAL GUARDIAN AGREES TO BE BOUND BY THESE TERMS OF SERVICE IF YOU ARE BETWEEN 13 AND THE AGE OF LEGAL MAJORITY IN YOUR JURISDICTION OF RESIDENCE, AND THAT YOU HAVE NOT BEEN PREVIOUSLY REMOVED FROM AND ARE NOT PROHIBITED FROM USING ACTION FACE SOFTWARE & SERVICES.
3. Privacy Notice
In order to interact with Action Face Software & Services you may be required explicitly or implicitly to open an account. You are solely responsible for maintaining the confidentiality of your account and for restricting access to your computer and mobile device(s). If you permit others to use your account or device(s) in connection with Action Face Software & Services, you agree to these Terms of Service on behalf of all other persons who use Action Face Software & Services under your account or with your device(s), and you are responsible for all activities that occur under your account or with your device(s).
Please make sure that the information you provide to Action Face is true, accurate, current, and complete to the best of your knowledge at all times.
Unless expressly permitted in writing by Action Face, you may not sell, rent, lease, share, or provide access to your account to anyone else, including without limitation, charging anyone for access to your account. Action Face reserves all available legal rights and remedies to prevent unauthorized use of the Action Face Services, including, but not limited to, technological barriers, IP mapping, and, in serious cases, directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.
5. Use of Devices and Services
Access to the Action Face Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing Action Face Software & Services.
6. Modification of these Terms of Service
Action Face may amend any of the terms of these Terms of Service by posting the amended terms. Your continued use of the Action Face Services after the effective date of the revised Terms of Service constitutes your acceptance of the terms.
Action Face Software & Services are owned and operated by Action Face. Unless otherwise indicated, all content, information, and other materials, including, without limitation, Action Face’s trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, information, data, sound files, other files, and the selection and arrangement thereof (collectively, the “Materials”) are protected by relevant intellectual property and proprietary rights and laws. All Materials are the property of Action Face or affiliated companies and/or third-party licensors. Unless otherwise expressly stated in writing by Action Face, by agreeing to these Terms of Service you are granted a limited, non-sublicensable license (i.e., a personal and limited right) to access and use Action Face Software & Services for your personal use only.
Action Face reserves all rights not expressly granted in these Terms of Service. This license is subject to these Terms of Service and does not permit you to engage in any of the following: (a) resale or commercial use of Action Face Software & Services or the Materials; (b) distribution, public performance or public display of any Materials; (c) modifying or otherwise making any derivative uses of Action Face Software & Services or the Materials, or any portion of them; (d) use of any data mining, robots, or similar data gathering or extraction methods; (e) downloading (except page caching) of any portion of Action Face Software & Services, the Materials, or any information contained in them, except as expressly permitted by Action Face Software & Services; or (f) any use of Action Face Software & Services or the Materials except for their intended purposes. Any use of Action Face Software & Services or the Materials except as specifically authorized in these Terms of Service, without the prior written permission of Action Face, is strictly prohibited and may violate intellectual property rights or other laws. Unless explicitly stated in these Terms of Service, nothing in them shall be interpreted as conferring any license to intellectual property rights, whether by estoppel, implication, or other legal principles. Action Face can terminate this license as set out in Section 14.
8. User Content
Action Face allows you to create and store 3D models, photographs, custom figurines and digital avatars of yourself (“User Content”).
Unless otherwise agreed to in a written agreement between you and Action Face that was signed by an authorized representative of Action Face, if you submit, transmit or store User Content using the Action Face Services, you grant Action Face and its sub-licensees, to the furthest extent and for the maximum duration permitted by applicable law (including in perpetuity if permitted under applicable law), an unrestricted, worldwide, irrevocable, fully sub-licenseable, nonexclusive, and royalty-free right to: (a) use, reproduce, modify, adapt, publish, create derivative works from, distribute, and display such User Content (including without limitation for promoting and redistributing part or all of Action Face Software & Services (and derivative works thereof) in any form, format, media, or media channels now known or later developed or discovered; and (b) use the name, identity, likeness, and voice (or other biographical information) that you submit in connection with such User Content. Should such User Content contain the name, identity, likeness (or other biographical information) of third parties, you represent and warrant that you have obtained the appropriate consents and/or licenses for your use of such features and that Action Face and its sub-licensees are allowed to use them to the extent indicated in these Terms of Service.
Action Face uses reasonable security measures in order to attempt to protect User Content against unauthorized access. However, Action Face does not guarantee that any unauthorized access of User Content by third parties will not take place. To the furthest extent permitted by applicable law, you hereby agree that Action Face shall not be liable for any unauthorized access of User Content by third parties and release and forever waive any claims you may have against Action Face for any such unauthorized access of the User Content, under any theory. THE SECURITY MEASURES TO PROTECT USER CONTENT USED BY ACTION FACE HEREIN ARE PROVIDED AND USED “AS-IS” AND WITH NO WARRANTIES, GUARANTEES, CONDITIONS, ASSURANCES, OR OTHER TERMS THAT SUCH SECURITY MEASURES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS OR THAT THERE WILL BE NO CRACKS, DISABLEMENTS, OR OTHER CIRCUMVENTION OF SUCH SECURITY MEASURES.
9. Prohibited Content
You agree to not violate any law, contract, intellectual property, or other third-party right; not to commit a tort, and that you are solely responsible for your User Content while using Action Face Software & Services.
Action Face, the Action Face logos, and any other product or service name, logo, or slogan used by Action Face, and the look and feel of Action Face Software & Services, including all page headers, custom graphics, button icons, and scripts, are trademarks or trade dress of Action Face, and may not be used in whole or in part in connection with any product or service that is not Action Face’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Action Face, without our prior written permission.
All other trademarks referenced by Action Face Software & Services are the property of their respective owners. Reference in Action Face Software & Services to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by us or any other affiliation.
11. Idea Submission
By submitting ideas, suggestions, documents, and/or proposals (the “Submissions”) to Action Face or its employees, you acknowledge and agree that Action Face shall be entitled to use or disclose such Submissions for any purpose in any way without providing compensation or credit to you.
To the fullest extent permitted by applicable law, Action Face reserves the right, without notice and in our sole discretion, to terminate your license to use Action Face Software & Services and to block or prevent your future access to and use of Action Face Software & Services, including where we reasonably consider that: (a) your use of Action Face Software & Services violates these Terms of Service or applicable law; (b) you fraudulently use or misuse Action Face Software & Services; or (c) we are unable to continue providing Action Face Software & Services to you due to technical or legitimate business reasons.
To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Action Face, its affiliated companies, and each of our respective contractors, employees, officers, directors, agents, third-party suppliers, licensors, and partners (individually and collectively, the “Action Face Parties”) from any claims, losses, damages, demands, expenses, costs, and liabilities, including legal fees and expenses, arising out of or related to your access, use, or misuse of Action Face Software & Services, any User Content you submit, store, or otherwise transmit in or through Action Face Software & Services, your violation of the rights of any third party, any violation by you of these Terms of Service, or any breach of the representations, warranties, and covenants made by you herein. You agree to promptly notify the Action Face Parties of any third-party claim, and Action Face reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Action Face, and you agree to cooperate with Action Face’s defense of these claims.
b. Disclaimers; No Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) ACTION FACE SOFTWARE & SERVICES AND THE CONTENT AND MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY ACTION FACE; (B) THE ACTION FACE PARTIES DISCLAIM ALL OTHER WARRANTIES, STATUTORY, EXPRESS, OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO ACTION FACE SOFTWARE & SERVICES, INCLUDING ANY INFORMATION, CONTENT, OR MATERIALS CONTAINED THEREIN; (C) WHILE ACTION FACE ATTEMPTS TO MAKE YOUR ACCESS AND USE OF ACTION FACE SERVICES SAFE, ACTION FACE CANNOT AND DOES NOT REPRESENT OR WARRANT THAT ACTION FACE SERVICES OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ACTION FACE OR THROUGH ACTION FACE SOFTWARE & SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
c. Limitation of Liability and Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL ACTION FACE OR THE ACTION FACE PARTIES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE ACTION FACE SOFTWARE & SERVICES, THE CONTENT OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM ACTION FACE, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO ACTION FACE’S RECORDS, PROGRAMS, OR SERVICES; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ACTION FACE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE ACTION FACE SOFTWARE & SERVICES EXCEED ONE HUNDRED DOLLARS. TO THE EXTENT THAT APPLICABLE LAW PROHIBITS LIMITATION OF SUCH LIABILITY, ACTION FACE SHALL LIMIT ITS LIABILITY TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW.
d. Applicable Law and Venue
i. To the fullest extent permitted by applicable law, you and Action Face agree that if you are a consumer resident of a jurisdiction other than those in (ii) below, the following governing law and arbitration provision applies:
PLEASE READ THE FOLLOWING CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH ACTION FACE AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM ACTION FACE.
You and Action Face agree to arbitrate any dispute arising from these Terms of Service or your use of Action Face Software & Services, except that you and Action Face are not required to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and Action Face agree that you will notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Action Face shall be sent to: 1400 Shattuck Ave Ste 12, Berkeley, CA 94709 You and Action Face further agree: to attempt informal resolution prior to any demand for arbitration; that any arbitration will occur in Santa Clara County, California; that arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of JAMS; and that the state or federal courts in Santa Clara County, California have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by this Agreement and the laws of the State of California and applicable United States law, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. Whether the dispute is heard in arbitration or in court, you and Action Face will not commence against the other a class action, class arbitration, or other representative action or proceeding.
ii. If you are a resident in any jurisdiction in which the provision in the section above is found to be unenforceable, then any disputes, claims, or causes of action arising out of or in connection with these Terms of Service will be governed by and construed under the laws of your jurisdiction of residence, and shall be resolved by competent civil courts within your jurisdiction of residence.
YOU AND ACTION FACE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO ACTION FACE SOFTWARE & SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
If we fail to exercise or enforce any right or provision of these Terms of Service, it will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Service will be effective only if in writing and signed by the relevant party.
If any provision of these Terms of Service is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms of Service to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Action Face without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.
Upon termination of these Terms of Service, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 7, 8, 11, 12, and 13.
e. Entire Agreement
The Terms of Service, which incorporate the Terms of Sale and the Community Guidelines, is the entire agreement between you and Action Face relating to the subject matter herein and will not be modified except by a writing signed by authorized representatives of both parties, or by a change to these Terms of Service made by Action Face as set forth in Section 6 above.