Terms of Service


Thank you for your interest in Apptopia.com, a service provided to you by Apptopia, Inc. This website and any other URLs and websites administered by Apptopia, Inc. and its affiliates (collectively, the “Website”) are offered by Apptopia, Inc. and its affiliates (collectively, “Apptopia” or “we” or “us”) to you, the user, subject to your acceptance of all the terms and conditions set forth below (“Terms of Service”). The terms “you” and “user” refers to all individuals and entities that access the Website(s). Please contact us at Support@apptopia.com with any questions regarding this Agreement. BY USING THIS SERVICE, YOU AGREE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO THE FOLLOWING TERMS AND CONDITIONS.

These Terms of Service set forth the conditions and terms under which users may access and use our services. To take advantage of our services, you must read and accept all of the conditions and terms set forth herein and in our privacy policy (“Privacy Policy”). Any inconsistency between these Terms of Service and the Privacy Policy is unintentional and the Terms of Service shall control. If you do not agree to be bound by the conditions and terms herein, you may not use or access services offered by this website. We reserve the right to refuse or cancel services without prior notice to any user for any or no reason. It is your responsibility to read these Terms and Conditions before using this service.

Privacy Policy

At Apptopia, we respect your privacy and believe you should be informed about how we collect, use and disclose your personal information. Please read our Privacy Policy before using the Website or any services we may offer (“Services”).

Modifications to the Terms of Service

We may make changes to the Terms of Service from time to time in our sole discretion. We will post any such changes on the Website along with a notice on the Website that such changes have been made. All notices of changes will be posted on the Website for thirty (30) days. You are responsible for reviewing the notice and any applicable changes. Your continued use of the Website or our Services following the posting of such changes constitutes your acceptance of any such changes. If you do not agree with the Terms of Service, or any revised versions thereof, you may not use the Website or our Services.

Eligibility

Use of the Website and our Services is limited to parties that lawfully can enter into and form contracts under applicable law. For example, minors are not allowed to use our Services. To register, you must provide your real name, address, phone number, e-mail address, and any applicable business name and address. Our Services are available only in the United States and other countries where permitted by law. The Services may not be available in all geographic areas. The Services and availability of the Services are subject to change without notice. You represent and warrant that: (a) if you are a business, you are duly organized, validly existing and in good standing under the laws of the country in which your business is registered and that you are registering for the services within such country; and (b) you have all requisite right, power, and authority to agree to these Terms and Conditions and perform your obligations hereunder. Users that have been suspended or removed by Apptopia for any reason may not subsequently access the Website or use our Services.

Notice to Parents

Parents or guardians, we want to help you guard your children’s privacy. We encourage you to talk to your children about safe and responsible use of their personal information while using the Internet. Our Services are not available to persons under the age of eighteen (18) for any reason. For more information, please see our Privacy Policy.

Account Creation

We reserve the right, in our sole discretion, to refuse service or access to the Website to any user or to delete accounts created by users for any reason whatsoever. Although registration is not required to gain access to the entire Website, you must complete the registration process if you decide to engage in a transaction. If you choose to register, you must submit a valid email address and select a password during the registration process. Registered users may choose to receive correspondence from us regarding our Service or the Website. You may opt-out of receiving future mailings as part of the registration process or at any time thereafter.

You understand and agree that we will create, issue and verify a digital identification (a “User ID”) for each registered user. This User ID is generated upon your registration on the Website and will be provided to you in a notification email. You agree that your User ID is a valid “Electronic Signature” as defined under the applicable law of the State of Delaware codifying the Uniform Electronic Transactions Act, as generally found in Del. Code tit. 12A§101 et seq.

If you decide to register, you will need to give us certain personally identifiable information, such as a valid email address, your full legal name, your personal address, and any applicable business name and address. You agree that all information provided by you to us is true, accurate, valid, current and complete. For more information on our use of personally identifiable information, please see our Privacy Policy. You can review and change your personally identifiable information or password at any time by going to your account page after logging in.

You are responsible for maintaining the confidentiality of your username and password and personally identifiable information. You are responsible for all authorized and unauthorized use of your account, and any misuse of your account in violation of this Agreement or the Privacy Policy may result in the termination of your account. You agree to notify us immediately of any unauthorized use of your account by email to Support@apptopia.com.

User Conduct

As a condition to your use of this Website and our Services, you agree not to:

  • Upload, post, email, transmit or otherwise make available any information, materials or other content that is contrary to the business interests of Apptopia, including but not limited to content that is illegal, harmful, threatening, abusive, harassing, defamatory, offensive, invades another’s privacy, or promotes bigotry, racism, hatred or harm against any individual or group;
  • Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • Falsely claim to be any type of professional or to possess a degree or certification that is relevant to any type of industry, including but not limited to financial, technical, legal, or medical.
  • Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Website;
  • Cover or obscure the banner advertisements on any page listing your application or pages on the Website via HTML/CSS or any other means;
  • Upload, post, email, transmit or otherwise make available any information, materials or other content infringing upon another’s rights, including any intellectual property rights (including but not limited to, copyrights, patents, trademarks, or trade secrets);
  • Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
  • Upload, post, email, transmit or otherwise make available any material that 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;
  • Reverse engineer, decompile or disassemble any of the software used to provide this Website or our Services;
  • Interfere with or disrupt the Website, our Services, or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website;
  • Obtain, collect, store or modify the personal information about other users, to harass or stalk any user or member of the Website in any way;
  • Use automated means, including spiders, robots, crawlers, data mining tools, or the like to “meta-search” the Website or download data from the Website for competitive or commercial purposes (we reserve the right to take actions intended to block such automated programs that do not comply with these restrictions); or
  • Take information from the Website and reformat and display it, or mirror Apptopia’s brand/design/formatting on a competitive or commercial web site (users that want to make competitive or commercial uses of Apptopia must enter into an agreement with us to do so – please contact us for more information at Support@apptopia.com).

We reserve the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Apptopia may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement. All actions that occur under your account, with or without your knowledge, are your own responsibility.

You acknowledge that we have no obligation to pre-screen or monitor your access to or use of this Website or our Services or any information, materials or other content provided or made available through this Website, but that we have the right to do so for the purpose of operating this Website and services, to ensure your compliance with this Agreement, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. You hereby agree that we may, in our sole discretion, remove or delete any postings, information, materials or other content that violates this or any other agreement or that is otherwise objectionable.

Ownership of the Website

The Website and all aspects thereof, including but not limited to all copyrights, trademarks, and other intellectual property rights therein, are owned by Apptopia or its licensors. You acknowledge that the Website and any underlying technology used in connection with it contain our intellectual property and proprietary information. You may not reproduce, distribute, modify or create derivative works of, publicly display (including by framing any content), or commercially exploit any part of the Website except as necessary to view the content on the Website and create a reasonable number of copies of portions of such content (without modification) for your personal, non-commercial use. All rights in the Website not expressly granted by Apptopia to you are retained by us.

User Generated Content

You understand that all postings, listings, messages, text, files, images, photos, video, audio or other materials (“Content”) posted on, transmitted through, or linked from the Website are the sole responsibility of the person or organization from whom such Content originated. You also understand that we do not control and are not responsible for Content made available through the Website and that, by using the Website; you may be exposed to Content that is offensive, indecent, inaccurate, misleading or otherwise objectionable. You acknowledge that we do not pre-screen or approve Content and that such Content is principally provided by users and that information is obtained by us from application marketplaces, including but not limited to marketplaces created and maintained by Apple, Inc. and Google, Inc.

Furthermore, the Website and Content made available through the Website may contain links to other web sites or other types of information that are completely independent of Apptopia or those application marketplaces. We make no representation or warranty as to the accuracy, completeness or authenticity of the information obtained therefrom. Under no circumstances will we be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, linked or otherwise made available via the Website.

You are fully responsible for any Content you post on the Website or provide from a third party, including but not limited to download data for any referenced applications, and for the consequences that result from any such Content. You understand and agree that any uploading or posting will be at your sole risk and that we shall not be responsible to you in any way. Further, we do not provide any warranty as to your use of third-party content or software that you obtain from the Website. We reserve and shall have the right (but not the obligation) in our sole discretion to refuse, delete or move any Content that is available via the Website for violating the letter or spirit of this Agreement or for any other reason.

You agree that by posting Content on the Website, you automatically grant and you represent and warrant that you have the rights a) to grant us an irrevocable, perpetual, nonexclusive, royalty-free, worldwide license to use, copy, perform, display and distribute said Content, b) to prepare derivative works of, or incorporate into other works, said Content and make uses under an equivalent license, and c) to grant and authorize sublicenses through multiple tiers of the foregoing. You also understand and agree that Apptopia, in its sole discretion, may delete any Content for any reason.

Any Content created using the Website shall be owned by us. For example, all copyrights in reviews, ratings, rankings, charts, blogs, forums, community pages, newsletters, broadcasts, XML, and RSS shall be owned by us and licensed to you and other users of the Website pursuant to the terms herein. The compilation of content comprising the Services and the Website are the exclusive property of Apptopia and are protected by U.S. and international copyright laws. To the extent ownership does not manifest for Apptopia in either the Content or any compilation thereof, you hereby grant us a license with equivalent rights to that of the Content you post on the Website.

You can remove your Content at any time by deleting your account. Deletion of your account will not terminate any Content licenses granted to us prior to deletion of your account, but we will no longer associate said Content on the Website with a deleted account.

Maintenance

There will be occasions when the Website or our Services will be interrupted whether for maintenance, upgrades, emergency repairs or otherwise. You agree that Apptopia shall not be liable to you or any third party for any interruptions leading to modification, suspension or discontinuance of the Website or our Services. We are not responsible for any damages caused by disruption inherent in the operation of the Internet and World Wide Web, including but not limited to viruses, worms, Trojans, or denial of service attacks.

Information on the Website

While we try to provide helpful and accurate information on the Website, we cannot verify, endorse or vouch for the information, services or recommendations available through the Website, including but not limited to the functionality of or number of downloads for any application that is for sale. We are not responsible for the accuracy, reliability, effectiveness, or correct use of information you receive through the Website. Similarly, we are not responsible for and cannot verify, endorse, or vouch for any information or content on the site including listings, links, messages, advertisements and reviews.

Security

We understand the sensitivity of the information we store and work hard to protect it. We use SSL technology utilizing 128 bit encryption to ensure that data is always transmitted securely between your browser and our servers. Your credentials are encrypted using technology approved by the U.S. government and stored on our secure servers. As technology continues to evolve in this area, we will attempt to ensure your information remains protected by actively seeking and implementing new security technologies.

We have also implemented a security system requiring a User ID and a password to complete transactions on the Website. You agree not to give your password to any other person or entity and to protect it from being used or discovered by anyone else.

Applications Posted for Sale

Any application posted to the Website can be viewed by anyone who visits the Website (whether or not such visitors are registered users), but applications may only be purchased or sold by registered users. Any user that posts an application is not an employee, agent, joint venturer or partner of Apptopia, and such user in no way has authority to bind us to any type of legal obligation for purchase or sale of an application or to otherwise engage in conduct that violates this Agreement or any applicable laws.

Apptopia does not endorse any application or any information posted on the Website, and Content presented by users does not necessarily reflect the views of Apptopia. Information pertaining to any application should not be taken as a recommendation, and we are not responsible for such information or for editing any factual errors or making any type of corrections to such information. Any action taken by you based on information presented on the Website is done at your own risk.

In using the Website to buy or sell an application, you agree to follow our guidelines, which include the following provisions:

  1. Respect everyone’s opinions and present your constructive opinions in a respectful manner. Give everyone the same courtesy you would expect in return.
  2. Do not post profane or explicit content.
  3. Do not post inappropriate images.
  4. Do not post communications that could be interpreted as threatening or harassment.
  5. Do not post advertise or promote products commercially.
  6. If you have made a comment that you desire to be removed, please contact us at Support@apptopia.com. We may determine in our sole discretion whether to comply with your request.
  7. We have the right (but not the obligation) to remove a post on any page if it does not meet these standards or for any other reason we deem appropriate.

Intellectual Property Rights

Users that post an application for sale warrant that user a) is the owner or an authorized agent of the owner of the application, b) has all requisite right, power, and authority to effectively transfer the application to a third party, and c) that the application does not violate copyright laws, trademark laws, the laws of privacy and publicity, and/or civil and criminal statutes. When posting third party content, including references to reports and articles appearing on other sections of the Website, please post only a few sentences for the reader’s information and reference and include a link to the rest of the content on the original site. Do not post articles, news reports, photographs, graphics, images, audio, or other copyrighted material in their entirety (or substantial portions thereof) unless you have obtained written permission from the relevant copyright owner(s) or you may be violating copyright laws, trademark laws, the laws of privacy and publicity, and/or civil and criminal statutes. User will be responsible for any liability arising from such violations and hereby agrees to indemnify Apptopia for any damages suffered related to these actions.

If you feel that any content posted on the Website or otherwise engaged in our Services infringes your copyrights or other intellectual property rights or is otherwise unlawful, please see our Notification Policy.

Notification Policy

To notify Apptopia of infringing or unlawful content, please provide us with the following information at Support@apptopia.com:

  • Your name, address, telephone number and email address;
  • A description of the exact location on the website of the content;
  • A description of the claimed infringing or unlawful content, specifying which parts you belief infringe or are unlawful and which parts you believe should be removed;
  • In the event that you believe that the content infringes your rights, please include a detailed statement specifying your asserted rights and why the content infringes them;
  • In the event that you believe that the content is unlawful, please include a detailed statement specifying why you believe that the content breaches a particular law; and
  • A sworn and signed statement that the information provided is accurate and that you are directly or indirectly damages by the content.

Apptopia takes such notices very seriously. We will evaluate the provided notice and, if appropriate based on our sole discretion, remove the content or disable access to the content. Based on our judgment, we may notify the source of the content of your complaint and our actions in response to your complaint. We reserve the right in our sole discretion to restore such content if the source of such content provides evidence that the content should not have been removed. We encourage you to seek the advice of an independent attorney before filing an intellectual property notice or responding to a notice filed by another user.

Description of the Services

The core Services of Apptopia are Internet-based transaction management services performed by us, in which we act as an escrow agent to facilitate the completion of transactions under the terms of this Agreement and the applicable Purchase and Sale Agreement. To facilitate the completion of these transactions and ensure customer satisfaction to the degree reasonably practicable, Apptopia will provide the name of a transfer specialist as the direct contact person for the management of these transactions through completion. All questions regarding the transaction should be directed to this contact person unless a user is otherwise notified.

An additional service of Apptopia is an optional referral to a quality assurance service provider through the Website at the time of purchasing an application or shortly thereafter. You may contract with such professionals for services at your sole discretion. We make no representations about the veracity, experience or qualifications of such professionals, and you enter into any relationship with them at your own risk.

Limits on the Services

The Services are only available for lawful transactions and transactions not otherwise prohibited by this Agreement. Funds utilized for transactions are limited to U.S. currency. We do not handle currency conversions. Other limitations on the Services may apply to each transaction and can be found on the Website. Only registered users may use the Services. In order to register, you must supply all information required for the type of account selected and used. Applicable state or federal laws and regulations may further limit the Services.

Anti-Money Laundering Policy

It is Apptopia’s policy to discourage money laundering and any activity that facilitates money laundering or the funding of terrorist or criminal activities by complying with all applicable requirements under the law. We will respond to any request to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body by searching our records to determine whether we have maintained any account for, or have engaged in any transaction with, each individual, entity or organization named therein. We will maintain documentation that we have performed the required search according to our internal processes. We will not disclose if or when any official actor has requested or obtained information from us, except to the extent necessary to comply with the information request and to satisfy legal protections regarding the protection of users’ nonpublic information. User hereby warrants that user is not engaged in money laundering and any activity that facilitates money laundering or the funding of terrorist or criminal activities, and user agrees to fully indemnify Apptopia for any damages incurred, including but not limited to attorneys’ fees, for such investigations if user is found to be or admits being in violation of laws relevant thereto.

Prohibited Transactions

Users shall not utilize the Website or the Services in connection with any transaction that is illegal, involves any illegal items, is for any illegal purpose or involves a party with which a transaction is illegal or otherwise prohibited (including but not limited to parties that are listed as barred by the Office of Foreign Assets Control). In addition, we may, in our sole discretion, refuse to complete any transaction that we have reason to believe is unauthorized or made by someone other than you, may violate any law, rule or regulation, or if we have reasonable cause not to honor it. User hereby warrants that user is not engaged in such transactions and agrees to indemnify and hold Apptopia harmless for incurred, including but not limited to attorneys’ fees, if user is found to be or admits being in violation of laws relevant thereto.

Payment of Funds

Apptopia will follow accepted business procedures to facilitate all transactions. We are NOT responsible for any delays in delivery or payments for transactions due to postal time, banking service time, errors in transmission, or errors in information provided to us by users. Since the use of a bank account, credit card or debit card account or the making of a wire transfer or an electronic fund transfer may be limited by your agreement with your financial institution and/or by applicable law, we are not liable to any user if we do not complete a transaction as a result of any such limit or if a financial institution fails to honor any credit or debit to or from an account.

Obligations of Users

Users give us permission to act as an agent in facilitating the transfer of funds from one user to another in accordance with this Agreement. Each user authorizes Apptopia and its agents to initiate the transfer of funds to facilitate transactions done on the Website.

Fees

Unless otherwise agreed upon by each user in the transaction, the buyer agrees to pay the escrow fees for the Services, as well as any other fees, including, without limitation, third party service fees (e.g. banking fees, credit card fees). Seller agrees to pay escrow fees for any application sold within fifteen (15) days of the application’s listing on the Website or through our Services, whether or not the application is sold through the Website or our Services. Our fees may change from time to time in our absolute and sole discretion. We are not responsible for payment of any sales, use, personal property or other governmental tax or levy imposed by or otherwise arising from using our Services.

Sellers’ Fees and Payment Terms

Sales are governed by the applicable Purchase and Sale Agreement for each transaction. Please review the fee schedule and payment terms contained therein for the fees associated with your transaction. All listing fees are in U.S. dollars unless stated otherwise and are incorporated herein by reference. The terms are likely to vary from transaction to transaction. The fee schedule and payment terms in effect on the date of sale of the item shall govern the transaction. You should check the fees and terms each time you engage in and finalize a transaction. All fees, including but not limited to transaction fees due to us, are payable from the moneys received from buyer. If buyer’s payment does not clear, our transaction fees are due upon demand to you via an authorized credit card, a wire transfer, an automated clearing house payment, or another form of payment when we have given our express written consent. By listing an application for sale on the Website, you authorize us withhold the fee for our Services from the sale price and to charge your credit card for amounts due when necessary.

Buyers’ Payment Terms

Sales are governed by the applicable Purchase and Sale Agreement for each transaction. When a sale is completed through either our auction Services or our immediate purchase Services, you understand that the total sale price is due immediately upon demand via an authorized credit card, a wire transfer, an automated clearing house payment, or another form of payment when we have given our express written consent. By purchasing an application on the Website, you authorize us to charge you for amounts due for the total sale and to otherwise assist us in making the financial transactions necessary to complete payment. All listings are in U.S. dollars unless stated otherwise. The terms are likely to vary from transaction to transaction. The fee schedule and payment terms in effect on the date of sale of the item shall govern the transaction. You should check the fees and terms each time you engage in and finalize a transaction.

Transfer Dispute

Users shall notify us through the applicable transfer specialist provided to them to request, dispute or deny payment or transfer of the application for sale on the Website per the process detailed in their Purchase and Sale Agreement. If parties do not reach an amenable solution within the time allotted, we will keep the money in escrow until the parties resolve their dispute as outlined therein.

Return of Funds

Sellers authorize us to return the escrowed funds (excluding our fees) to the requesting party in the event that a) seller agrees to release the funds back to the requesting party, b) seller fails to respond within the allotted time period, or c) we are directed by an order or judgment from binding arbitration or from a court of competent jurisdiction to return escrow funds to the requesting party. Seller remains liable to us for any charges that we incur in processing the payments for the sale of the application and the return of the money to the buyer if we do not recover such payments from buyer.

Return of the Application

Buyers authorize us to return the application to the requesting party in the event that a) buyer agrees to return the application back to the requesting party, b) buyer fails to respond within the allotted time period, or c) we are directed by an order or judgment from binding arbitration or from a court of competent jurisdiction to return the application to the requesting party. Buyer remains liable to us for any charges that we incur in processing the payments for the sale of the application and the return of the money to the buyer if we do not recover such payments from seller.

Our Responsibilities

We are obligated to perform only those duties expressly described herein. We shall not be liable for any error in judgment, for any act taken or not taken, or for any mistake of fact or law, except for gross negligence or willful misconduct (subject to the limitations set forth below). We may rely upon any notice, demand, request, letter, certificate, agreement or any other document which purports to have been transmitted or signed by or on behalf of a User indicated as the sender or signatory thereof and shall have no duty to make any inquiry or investigation. In the event that we are uncertain as to our duties or rights under this Agreement or receive any instruction, demand or notice from any user or financial institution which, in our opinion, is in conflict with any of the provisions of this Agreement, or any dispute arises with respect to this Agreement or the escrowed funds, we may a) consult with counsel of our choice (including our own attorneys) and any actions taken or not taken based upon advice of counsel shall be deemed consented to by you, b) refrain from taking any action other than to retain the funds we may hold in escrow for delivery in accordance with the Purchase and Sale Agreement or a final judgment from a court of competent jurisdiction, or c) discharge our duties under this Agreement by depositing all funds with a court of competent jurisdiction in accordance with our internal procedures. We may, at any time, give notice of our intent to resign as escrow agent. If, within ten (10) days of such notice, we have not received notice from all users in a transaction that they have designated a substitute escrow agent (which notice shall identify the substitute escrow agent), we may discharge our duties under this Agreement by depositing all escrowed funds with a court of competent jurisdiction. If an alternate escrow agent is so designated, we shall be discharged from our duties under this Agreement, by delivering all escrowed funds to such person or entity. Upon payment of the escrowed funds pursuant to this Agreement, we shall be fully released from any and all liability and obligations with respect to the escrow funds and the transaction.

Limitation & Termination of Service

You acknowledge that Apptopia may establish limits concerning use of the Website or our Services at any time and for any reason, in our sole discretion. Except as warranted by risk to the security, privacy or integrity of the Services, we will attempt to provide you with prior notice of the suspension or termination of the Services by sending you an email, but we are not obligated to do so. You agree that we have no responsibility or liability for the deletion or failure to store any Content maintained or transmitted on/through the Website. We reserve the right at any time to modify or discontinue any Service or the Website (or any portion thereof) with or without notice. We shall not be liable to you or any third party for any modification, suspension or discontinuance of any Service or the Website.

You agree that Apptopia, in its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of our Services or the Website (or any part thereof), immediately and without notice. Further, Apptopia, in its sole discretion, has the right (but not the obligation) to remove and discard any Content within the Website for any reason, including without limitation, if we believe that you have acted inconsistently with this Agreement. You agree that we shall not be liable to you or any third party for any termination of your access to the Website or removal of any Content. Further, you agree not to attempt to use the Website or our Services after we terminate your access. On termination, you must destroy all materials belonging to Apptopia and any associated documentation obtained from the Website and all copies of such materials.

You shall remain liable for all transactions you initiate through the Services prior to such termination, and the performance of your obligations, including but not limited to the payment of all amounts you owe prior to termination or discontinuation. You agree to pay all costs and expenses (including reasonable attorneys’ fees) that we may incur in order to collect any amounts you owe under this Agreement.

Questions about the Services

You may inquire about payments made through our Services by calling the phone number which appears on the Website or by emailing us at Support@apptopia.com. You agree to call or send an email as soon as possible, but no later than forty-eight (48) hours after you became aware of an error, if you believe an error has been made or there has been any unauthorized use of your account or our Services. When you contact us, please be prepared to provide your legal name, contact information, and any identification information we require, if applicable.

Direct Contact Between Users

Some of our users will make their contact information available if they wish to be contacted regarding interests or goals unrelated to applications listed on the Website. We are not responsible for the content of correspondence sent to you by our users or from a third party. If you use this information, you agree not to a) contact users about purchasing or selling any applications on the Website outside of Apptopia’s Services, b) transmit “spam” or other unwanted solicitations, or c) transmit any material that is harassing, threatening, offensive, obscene, abusive, harmful, defamatory, invasive of another’s privacy, infringing of another’s intellectual property rights, or otherwise illegal. Users found using information in this manner may be stripped of their account and will be liable for any damages incurred by us or for which we are held responsible. To report any unauthorized use of contact information on the Website, please send us an email at Support@apptopia.com.

Disclaimers

You expressly agree that use of our Services is at your sole risk. The Services are provided on a strictly “as is” and “as available” basis. WE MAKE NO WARRANTY WITH REGARD TO THE UNDERLYING TRANSACTION, OR ANY ITEMS OBTAINED BY YOU THROUGH THE USE OF THE SITE OR THE SERVICES, THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES OR THE SITE WILL BE UNINTERRUPTED, TIMELY, OR ERROR FREE. FURTHERMORE, APPTOPIA DOES NOT WARRANT THAT USE OF THE WEBSITE WILL BE UNINTERRUPTED, AVAILABLE AT ANY TIME OR FROM ANY PARTICULAR LOCATION, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER POTENTIALLY HARMFUL COMPONENTS.

We expressly disclaim any and all express and implied warranties, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We shall not be liable or responsible for those guarantees, warranties and representations, if any, offered by any seller of goods or services who utilizes our Website or Services. No advice or information, whether oral or written, obtained by you from us or through the Services shall create any warranty not expressly made herein.

You acknowledge and agree that we do not endorse the website of any third party, or assume responsibility or liability for the accuracy of any material contained therein, or any infringement of third party intellectual property rights arising therefrom, or any fraud or other crime facilitated thereby. In no event will we be liable for any act or omission of any third party, including, but not limited to, your financial institution, any payment system, any third party service provider, any provider of telecommunications services, Internet access or computer equipment or software, any mail or delivery service, any payment or clearing house system, or for any circumstances beyond our control (including but not limited to, fire, flood or other natural disaster, war, riot, strike, act of civil or military authority, equipment failure, computer virus, infiltration or hacking by a third party, or failure or interruption of electrical, telecommunications or other utility services).

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER APPTOPIA NOR ITS AFFILIATES SHALL BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL, RELATING TO YOUR USE OF THE SITE OR THE SERVICES OR YOUR INABILITY TO USE THE SITE OR THE SERVICES. THE AGGREGATE LIABILITY OF APPTOPIA, ARISING FROM OR RELATING TO THE WEBSITE (REGARDLESS OF THE FORM OF ACTION OR CLAIM, E.G. CONTRACT, WARRANTY, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL THEORY) IS LIMITED TO $100. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Beta Releases

The Website and our Services or portions thereof may be labeled Beta. All disclaimers and limitations of liability set forth herein apply to any such portion so labeled Beta. Further, you specifically agree that you understand that any item labeled Beta may not perform with complete functionality, may be undergoing testing, may be inconsistently available, may have software bugs and may have other issues affecting availability and functionality. In addition to all other disclaimers and limitations of liability herein, you specifically agree that we are not responsible or liable for any error, problem, omission, malfunction, interruption, defect, delay, or failure in any regard concerning any item labeled Beta.

Non-Transferability of the Services

You may not assign this Agreement to any other person or entity. Your right to use the Services shall not be sold or transferred to any other person or entity without our prior written consent. We may assign this Agreement upon notice to you. Any assignment or transfer in violation of this provision shall be null and void.

Indemnification

You agree to indemnify and hold us, our affiliates and their respective officers, directors, shareholders, employees and assigns, harmless from any claim, demand, expense or damage, including reasonable attorneys’ fees and court costs, arising from or relating to your use of the Services or any violation of this Agreement, the rules contained on the Website or any applicable Purchase and Sale Agreement to which you are a party, including but not limited to payment of our fees and any charge backs from a credit card organization or reversal or nonpayment of any credit or debit entry.

Dispute Resolution

Except as otherwise provided herein, any dispute arising out of this Agreement or the use of our Services or the Website shall be submitted to American Arbitration Association (AAA) for binding arbitration. The arbitration shall be scheduled to take place in Suffolk County, Massachusetts, unless agreed otherwise in writing by the parties, and all of the fees and costs of the arbitration shall be shared equally by the parties. Attorneys’ fees may be awarded to the prevailing party or parties at the discretion of the arbitrator, but the arbitrator shall have no power to alter or amend this Agreement or to award any relief inconsistent with the provisions herein or unavailable in a court of law. Any legal action or proceeding related to our Services or the Website or this Agreement, including but not limited to enforcement of any applicable arbitration award, shall exclusively be brought in a federal or state court of competent jurisdiction sitting in Suffolk County, Massachusetts, and you agree to submit to the personal and exclusive jurisdiction of such courts.

Advice of Counsel

Each party to this Agreement represents and warrants to the other party that such party has read and fully understands the terms and provisions hereof, has had an opportunity to review this Agreement with legal counsel, and has executed this Agreement based upon such party’s own judgment and advice of independent counsel, if sought.

Notices

Notices from us to you may be given by e-mail, regular mail, telephone or any means which is convenient to us. You may contact us by emailing us at Support@apptopia.com or by regular mail to Apptopia, Inc., 71 Summer St., 4th Floor, Boston, MA 02110.

General

This Agreement and the resolution of any dispute related to our Services or the Website shall be governed by and construed in accordance with the laws of the State of Delaware. If any provision(s) of this Agreement is found to be contrary to law, such provision(s) will be construed as nearly as possible to reflect the intentions of the parties with the other provisions remaining in full force and effect. Our failure to exercise or enforce any right or provision herein will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. These terms and conditions constitute the entire agreement between us with respect to the subject matter herein and supersede any and all prior or contemporaneous oral or written agreements. If you would like to request additional information regarding this Agreement, please contact us at Support@apptopia.com.