The Roll Properties
Roll Properties Description and Use: The Roll Properties have been created to allow creators (“Creators”) and followers (“Followers”) to interact, for creators to create and send social money to Followers that can be redeemed for Follower experiences (the “Service”). Each Creator will create a unique social media money (the “social money”), which may be earned by Followers by completing tasks or contests made by the Creator. Followers then redeem social money for the products or experiences advertised by Creator (the “Offers”). There is no fee associated with signing up for a Roll Account (as defined below).
Modifications to the Roll Properties: Roll reserves the right to modify or discontinue, temporarily or permanently, the Roll Properties (or any part thereof) with or without notice. You agree that Roll will not be liable to you or to any third party for any modification, suspension or discontinuance of the Roll Properties. We have no obligation to retain any part of the Roll Account (as defined below) for any period of time beyond what may be required by applicable law.
Conditions of Use of the Roll Properties
License to Use the Roll Properties: The Roll Properties are to be used solely for the purposes described within these Terms of Services, and may not be exploited in any commercial manner not expressly granted herein. Except for the foregoing limited license, no right, title or interest shall be transferred to you. Unless otherwise expressly authorized herein or in the Roll Properties, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or Upload (as defined below) for any commercial purposes, any portion of the Roll Properties, use of the Roll Properties , or access to the Roll Properties .
Creator Account: The Creator Account is designed for individuals or companies who wish to create social money and connect with Followers. When creating a Creator Account you will be asked for the following information:
- full name or company name
- email address
- photograph to be used as profile image
Creators may only create a Roll Account under a Creator’s individual or company or brand identity. In the event the company or brand identity that is protected by a registered trademark is used to create a Creator Account, only the owner of the registered trademark will be permitted to create the Creator Account.
You will also be required to authenticate your identity from time to time. To do so, Roll reserves the right to require you to submit documentation demonstrating either your identity, your ownership of the company name you register and/or any trademarks associated with that company. After approval of a Creator Account, Creators will then create an image for their Coins and a short-hand symbol to signify the Creator is associated with the Coins. Creators will also set (1) one or more Offers and/or (2) a share or distribution code, which are defined as the means by which a Creator can share the Coins with the Followers,
Follower Account: The Follower Account is designed for individuals wishing to interact and connect with individuals or companies that are Creators. When creating a Follower Account you will be asked for the following information:
- full name
- email address
Followers will also link to the Creators from whom they follow or have received Coins. Followers may use those Coins for Offers.
Dashboard: Roll Accounts shall have access to a dashboard upon login to the Roll Properties (the “Dashboard”) wherein Users can access their Roll Account information. Creators will be able to access the number of Coins they have minted and the balance of their Coins and will be able to share and transfer Coins. Creators will also be able to view their transaction history to view the creation of Coins and prior shares and transfers.
Roll Account, Password and Security: You may only use and access your own Roll Account, and you may not provide another person with the username and password to access your Roll Account. You are fully responsible for any and all activities that occur under your password or Roll Account. You agree to (a) immediately notify Roll of any unauthorized use of your password or Roll Account or any other breach of security, and (b) ensure that you exit from your Roll Account at the end of each session when accessing the Roll Properties. Roll will not be liable for any loss or damage arising from your failure to comply with this Section.
User Conduct: You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials, including Offers and tasks or contests for Distribution (“User Content”) that you upload, post, publish or display (hereinafter, “Upload”) or email or otherwise use via the Roll Properties. The following are examples of the kind of User Content and/or use that is illegal or prohibited by Roll. Roll reserves the right to investigate and take appropriate legal action against anyone who, in Roll’s sole discretion, violates this provision, including without limitation, removing the offending User Content from the Roll Properties, suspending or terminating the Roll Account of such violators and reporting you to the law enforcement authorities.
You agree to not use Roll Properties to:
(a) email or otherwise Upload or share any User Content that:
(i) infringes any intellectual property or other proprietary rights of any party;
(ii) you do not have a right to Upload under any law or under contractual or fiduciary relationships;
(iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(iv) poses or creates a privacy or security risk to any person;
(v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” “contests,” “sweepstakes,” or any other form of solicitation;
(vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or
(vii) in the sole judgment of Roll, is objectionable or which restricts or inhibits any other person from using or enjoying the Roll Properties, or which may expose Roll or its users to any harm or liability of any type;
(viii) constitutes a lottery or violates state or federal sweepstakes regulations.
(b) interfere with or disrupt the Roll Properties or servers or networks connected to the Roll Properties, or disobey any requirements, procedures, policies or regulations of networks connected to the Roll Properties;
(c) violate any applicable local, state, national or international law, or any regulations having the force of law;
(d) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(e) solicit personal information from anyone under the age of 18;
(f) harvest or collect email addresses or other contact information of other users from the Roll Properties by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
(g) advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
(h) further or promote any criminal activity or enterprise or provide instructional information about illegal activities;
(i) obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Roll Properties;
(j) causes damage to the Roll Properties or impair the availability of access to the Roll Properties; (k) decompile, reverse engineer, disassemble or otherwise reduce the Roll Properties, except to the extent that such activity is expressly permitted by applicable law;
(l) copy, store, host, transmit, send, use, publish or distribute any material that consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit and/or other harmful code or malicious software;
(m) conduct any systematic or automated data collection activities, including, but not limited to scraping, data mining, data extraction or data harvesting on or in relation to the Roll Properties without Roll’s express written permission;
(n) transmit or send any unsolicited commercial communications; or
(o) for any third-party marketing without Roll’s express written permission.
User Content: You represent and warrant that you own all right, title and interest in and to User Content, including, without limitation, all copyrights and rights of publicity contained therein. By Uploading any User Content you hereby grant and will grant Roll, its affiliated companies and partners, a nonexclusive, worldwide, royalty free, fully paid up, transferable, sub-licensable, perpetual, irrevocable license to copy, display, upload, adapt, perform, publish, distribute (through multiple tiers of distribution and partnerships), store, modify and otherwise use and fully exploit your User Content in any and all media, form, medium, technology or distribution methods now known or later developed and for any and all purposes (commercial or otherwise).
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information relevant to the Roll Properties (“Submissions”), provided by you to Roll, its affiliated companies or partners are non-confidential and Roll, its affiliated companies and partners will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Rules for User Content. By submitting or posting User Content, you agree to the following rules:
- You have or own the necessary rights, consents, releases, licenses, and/or permissions for the User Content;
- The User Content will not damage you, us, or any third party;
- The User Content is accurate and complete;
- The User Content does not solicit business without the prior written consent of Roll; and
- You will not do or attempt to do anything to harm, disrupt, or interfere with Roll’s security, system, accounts, passwords, servers, data, or networks.
Defamatory Comments. You agree and understand that you may be held legally responsible for damages suffered by other users or third-parties as the result of your remarks, information, feedback or other User Content uploaded or made available on the Roll Properties that is deemed defamatory or otherwise legally actionable. Roll is not legally responsible, nor can it be held liable for damages of any kind, arising out of or in connection to any defamatory or otherwise legally actionable remarks, information, feedback or other content posted or made available on the Roll Properties.
Intellectual Property Rights
Roll owns all rights in (1) the Roll Properties (2) all content on the Roll Properties, other than User Content (3) any technology associated with the Roll Properties, and (4) Roll’s trademarks and any goodwill, derivative works, improvements and/or intellectual property associated with the Roll Properties (collectively the “Roll IP”). Users will not copy, modify, distribute, sell, or lease the Roll Properties or the Roll IP or any part thereof or attempt to unlock or bypass any encryption or other protections used by Roll. Users acknowledge that the Roll Properties and Roll IP constitutes Roll trade secrets and confidential information. Users will not use any such information to duplicate the Roll Properties or the results of the Roll Properties or to develop a similar Roll Properties, or to enable any third party to do any of the foregoing. Users shall not develop or use any alternative app or website that is substantially similar to the Roll Properties. Any violation of this provision shall be deemed to be an infringement of Roll’s intellectual property and may result in termination of your Roll Account at Roll’s sole discretion and/or taking any legal action that Roll may deem necessary.
The following uses of the Roll Properties and Roll IP are not permitted:
- Republication of content from the Roll Properties, unless content is specifically and expressly made available for republication;
- Sale, rental or sub-license of any content from the Roll Properties ;
- Reproduction or duplication of any content on the Roll Properties for commercial purposes;
- Modification of any content on the Roll Properties, unless content is specifically and expressly made available for modification;
- Redistribution of content of the Roll Properties, unless content is specifically and expressly made available for redistribution.
If you are a copyright owner and you believe that any User Content has infringed upon your copyrights, you may submit a notification to Roll, pursuant to the Digital Millennium Copyright Act (“DMCA”), by providing a written statement to our Copyright Agent at email@example.com pursuant to 17 U.S.C. § 512(c)(3) that includes:
(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(ii) Identification 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.
(iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Roll to locate the material.
(iv) Information reasonably sufficient to permit Roll to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
(v) A statement that the complaining party has 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.
(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If the notification does not include all of the above listed requirements, it may not be valid.
If you believe the content at issue in any DMCA notice does not infringe or you have authorization from the copyright owner, you may file a counter-notice with Roll’s Copyright Agent pursuant to 17 U.S.C. § 512(g)(3) that includes:
(i) Your physical or electronic signature.
(ii) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
(iii) A statement under penalty of perjury that you had a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
(iv) Your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court in the Southern District of New York and a statement that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
If Roll’s Copyright Agent receives a Counter-Notice, Roll will use its discretion as to whether it will send the counter-notice to the party who sent the DMCA. If the party who sent the DMCA does not respond or file an action seeking a court order, Roll may replace any removed content within fourteen (14) business days of receipt of the counter-notice.
Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Roll has adopted a policy of terminating, in appropriate circumstances and at Roll ‘s sole discretion, any Users of the Roll Properties who are deemed to be repeat infringers. Roll may also at its sole discretion limit access to the Roll Properties and/or terminate the Roll Account of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
Indemnity and Release
Disclaimer of Warranties
YOUR USE OF THE ROLL PROPERTIES IS AT YOUR SOLE RISK. THE ROLL PROPERTIES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ROLL EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
ROLL MAKES NO WARRANTY THAT (I) THE ROLL PROPERTIES WILL MEET YOUR REQUIREMENTS, (II) THE ROLL PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE ROLL PROPERTIES WILL MEET YOUR EXPECTATIONS.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT ROLL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ROLL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE ROLL PROPERITES; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE ROLL PROPERTIES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE ROLL PROPERTIES; OR (V) ANY OTHER MATTER RELATING TO THE ROLL PROPERTIES. IN NO EVENT WILL ROLL’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID ROLL IN THE LAST THREE (3) MONTHS.
Governing Law: For claims not subject to the Dispute Resolution section above, this Agreement will be governed by the laws of the State of New York, without reference to its conflict of law principles and jurisdiction of any and all such disputes will lie in the state and federal courts sitting in New York County, New York. User consents to personal jurisdiction in the state and federal courts located therein and hereby waives all defenses of lack of personal jurisdiction and forum non-conveniens.
No Class Actions: We all agree that we can only bring a claim against each other on an individual basis. That means: (a) neither you nor Roll can bring a claim as a plaintiff or class member in a class action, consolidated action or representative action; (b) an arbitrator cannot combine more than one person’s claim into a single case, and cannot preside over any consolidated, class or representative arbitration proceeding (unless we both agree to change this); (c) an arbitrator’s decision or award in one person’s case can only impact the person who brought the claim, not other Users, and cannot be used to decide other disputes with other Users.
International Use. Roll makes no representation that the Roll Properties are appropriate or available for use in locations outside of the United States. If you access the Roll Properties from other locations, you do so at your own risk and are responsible for compliance with local laws.
You agree that you are solely responsible for your interactions with any other user in connection with the Roll Properties and Roll will have no liability or responsibility with respect thereto. Roll reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Roll Properties.
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU ACKNOWLEDGE AND UNDERSTAND THAT ROLL HAS NOT, AND DOES NOT, IN ANY WAY: (A) SCREEN THE USERS OF THE ROLL PROPERTIES; (B) INQUIRE INTO THE BACKGROUNDS OF ITS USERS OF THE ROLL PROPERTIES; OR (C) REVIEW OR VERIFY THE STATEMENTS OF ITS USERS OF THE ROLL PROPERTIES. YOU HEREBY AGREE TO EXERCISE REASONABLE PRECAUTION IN ALL INTERACTIONS WITH OTHER USERS, PARTICULARLY IF YOU DECIDE TO MEET ANOTHER USER. ROLL DOES NOT REPRESENT, WARRANT, ENDORSE OR GUARANTEE THE CONDUCT OF ITS USERS. IN NO EVENT SHALL ROLL BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO ANY USER’S CONDUCT IN CONNECTION WITH SUCH USERS’ USE OF THE ROLL PROPERTIES, INCLUDING, WITHOUT LIMITATION, BODILY INJURY, PROPERTY DAMAGE, WRONGFUL DEATH, EMOTIONAL DISTRESS, LOSS OF PRIVACY OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS BETWEEN USERS.
Questions? Concerns? Suggestions?
Last updated: July 22, 2019