BY DOWNLOADING OR USING THE APP, YOU AGREE TO BE BOUND BY THE TERMS CONTAINED HEREIN. IF YOU DO NOT AGREE TO THESE TERMS, OR DO NOT HAVE THE NECESSARY PARENTAL CONSENT, DO NOT INSTALL AND/OR USE THE APP.
Use of our App is prohibited by persons under 13 years of age. Minors 13 years of age or older must obtain parental or guardian consent to download and use our App.
You affirm that you are 18 years of age, or possess legal or parental or guardian consent, and are competent to enter into this agreement.
We reserve the right, in our sole and absolute discretion to make changes to how we operate and provide our App, including adding new features and services, modifying existing features and services, or suspending, discontinuing or terminating your access to any or all portions of the App.
Instasize, in its sole discretion, may refuse to offer the App to any person at any time. Any license granted herein is effective only until terminated. The license will terminate automatically if you fail to comply with any of the Terms or until revoked by Instasize as provided herein. Additionally, Instasize may terminate your license to use our App and block future access to the same in its sole discretion. You agree to only register or download the App for yourself personally.
1.3 Our Access to Your Content. Where permitted by law, we will only access, view, or listen to your Content (defined in section 3.1 below) in limited ways. For example, in order to perform the services, we may need to access, view, or listen to your Content to (a) respond to support requests; or (c) enforce the Terms. Our automated systems may analyze your Content using techniques such as machine learning. This analysis may occur when the Content is sent, received, or stored. From this analysis, we are able to improve the services and to monitor Content that is unlawful or inconsistent with our Terms.
2.1 License. Subject to your compliance with the Terms and the law, you may access and use the services and software.
2.2 Instasize Intellectual Property. We (and our licensors) remain the sole owner of all right, title, and interest in the services or software. Except as stated in the Terms, we do not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in respect to the items in the services or software. We reserve all rights not granted under the Terms.
2.3 Storage. When the services provide storage, we recommend that you also back up your Content elsewhere regularly. We may create reasonable technical limits on file size, storage space, processing capacity, and other technical limits. We may suspend the services until you are within the storage space limit associated with your account. At the end of your license term, we will use commercially reasonable efforts to allow you to transition your Content out of the services. The transition must be completed within 30 days from the date of the termination or expiration of your license term. At the end of this 30-day transition period, we reserve the right to delete your Content.
2.4 User-Generated Content. We may host user-generated content from our users. If you access our services, you may come across user-generated content that you find offensive or upsetting. Your best remedy is to stop viewing the content, and if content is not lawful, report it to Instasize (firstname.lastname@example.org). If available, you may also click on the “Report” button to report the offensive user-generated content to us.
2.5 Sample Files. “Sample Files” means Instasize-provided files such as content images, clip art, stock images, or sounds for use in tutorials, demonstrations, and for other trial purposes, which may be identified as sample files. Sample Files cannot be used for any other purpose than for which they were provided. You cannot distribute Sample Files on a stand-alone basis (i.e., in circumstances in which the Sample Files constitute the primary value of the product being distributed), and you cannot claim any rights in the Sample Files.
2.6 Content Files. "Content Files" means Instasize assets provided as part of the services and software. Unless documentation or specific licenses state otherwise, we grant you a personal, non-exclusive, non-sublicensable, and non-transferable license to use the Content Files to create your end use (i.e., the derivative product/content authored by you) into which the Content Files, or derivations thereof, are embedded for your use ("End Use"). You may modify the Content Files prior to embedding them in the End Use. You may reproduce and distribute Content Files only in connection with your End Use, however, under no circumstances can you distribute the Content Files on a stand-alone basis, outside of the End Use.
User Content. The App includes features that allow you to create, post, and transmit, and/or store content. You understand that this content may be viewable by others including, but not limited to, those with whom you share the content. You agree that you are solely responsible for your content and that Instasize is not responsible or liable for any of this content.
3.1 Content. "Content" means any material, such as audio files, video files, electronic documents, or images, that you upload and import into the services or software in connection with your use of the services.
3.2 Ownership. You retain all rights and ownership of your Content. We do not claim any ownership rights to your Content.
3.3 Licenses to Your Content in Order to Operate the services and software. We require certain licenses from you to your Content in order to operate and enable the services and software. When you upload Content to the services and software, you grant us a nonexclusive, worldwide, royalty-free, sublicensable, and transferable license to use, reproduce, publicly display, distribute, modify (so as to better showcase your Content, for example), publicly perform, and translate the Content as needed in response to user driven actions (such as when you choose to share your Content with others). This license is only for the purpose of operating or improving the services and software.
3.4 Sharing Your Content.
(a) Sharing. Some services and software may provide features that allow you to Share your Content with other users or to make it public. “Share” means to email, post, transmit, upload, or otherwise make available (whether to us or other users or the general public) through your use of the services and software. Other users may use, copy, modify, or re-share your Content in many ways. Please carefully consider what you choose to Share or make public as you are responsible for the Content that you Share. Posting of a Web- story will Share your content on the world wide web and certain aspects may be searchable making it more likely that it appears in web search engine search results. Web-story content is no private and may be viewed by anyone.
(b) Level of Access. We do not monitor or control what others do with your Content. You are responsible for determining the limitations that are placed on your Content and for applying the appropriate level of access to your Content. If you do not choose the access level to apply to your Content, the system may default to its most permissive setting. It is your responsibility to let other users know how your Content may be shared and to adjust the setting related to accessing or sharing your Content.
(c) Comments. The services and software may allow you to comment on Content. Comments are not anonymous, and may be viewed by other users. Your comments may be deleted by you, other users, or us.
3.5 Termination of License. You may revoke this license to your Content and terminate our rights at any time by removing your Content from the Service. Some copies of your Content may be retained as part of our routine backups, however.
3.6 Feedback. You have no obligation to provide us with ideas, suggestions, or proposals (“Feedback”). If you submit Feedback to us however, then you grant us a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to make, use, sell, have made, offer to sell, import, reproduce, publicly display, distribute, modify, and publicly perform the Feedback.
3.7 Selling Your Content. We may allow you to license your Content to other users through our services after agreeing to separate terms.
3.8 Deleting Your User Content. You understand and agree that Instasize may retain, but not display or distribute, server copies of User Content that have been removed or deleted; provided that in certain cases, such as if User Content has been curated by Instasize for display on Instasize’s contests or marketing or included in printed content, the above licenses granted by you with respect to such User Content will not terminate and such User Content may continue to be used, displayed, distributed, and performed indefinitely.
3.9 Content Review. You acknowledge that Instasize has no obligation to pre-screen User Content, including, but not limited to, your User Content, but Instasize reserves the right in its sole discretion to pre-screen, refuse, or remove any User Content. If Instasize reviews Content in connection with its Service or software, you acknowledge that Instasize does so for Instasize’s own benefit.
4.1 Instasize services. Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the services for your personal use only as permitted by the features of the services.
4.2 Software. Subject to the terms and conditions of this Agreement, Instasize hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the software on mobile devices owned, leased, or controlled solely by you, for your personal use. To use the software you must have a mobile device that is compatible with the software. You acknowledge that Instasize may from time to time issue or require you to upgrade to an upgraded versions of the software. You agree that the terms and conditions of this Agreement will apply to all such upgrades. The foregoing license grant is not a sale of the software or any copy thereof, and Instasize or its third party partners or suppliers retain all right, title, and interest in the software (and all copies thereof). You may not rent, lease, lend, sell, redistribute or sublicense this App.
4.3 Beta services. We may make available certain services, including software, that allow you to access and use certain features, technologies, and/or services that are not yet generally commercially released (collectively referred to as the “Beta services”). In addition to the other provisions in this Agreement, the following additional provisions in this subsection apply to the Beta services.
5.1 Instasize Property. Except for your User Content, the services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the “Instasize Property”), and all intellectual property rights therein or thereto, are the exclusive property of Instasize or its licensors (including other Users who post User Content to the Service). Except as explicitly provided herein, nothing in this Agreement will be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Instasize Property. Use of Instasize Property for any purpose not expressly permitted by this Agreement is strictly prohibited. Instasize, and all related graphics, logos, service marks and trade names used on or in connection with the services (“Instasize Marks”) are the trademarks of Instasize and may not be used without permission in connection with your or any third-party products or services.
5.2 Feedback. You may choose to or we may invite you to submit feedback, modifications, suggestions, improvements, comments, ideas, or the like about Instasize, the services, or Instasize’s other products or services, including without limitation about how to improve the services or our other products or businesses (“Ideas”). You hereby grant to Instasize a world-wide, royalty free, irrevocable, perpetual license to use, incorporate, or otherwise exploit any Ideas you share or communicate to Instasize in any manner that we see fit.
5.3 Partners’ Intellectual Property. Our App my also display or contain certain intellectual property that is owned by our business or marketing partners. Nothing in this Agreement grants you any license or right to copy, modify, sell, reproduce, republish, display, post, create derivative works, reverse-engineer, including in-line linking or mirroring, any of our business or marketing partners intellectual property.
6.1 Responsible Use. The Instasize communities often consist of users who expect a certain degree of courtesy and professionalism. You must use the services and software responsibly.
6.2 Misuse. You must not misuse the services or software. For example, you must not: (a) copy, modify, host, stream, sublicense, or resell the services or software;
(b) enable or allow others to use the services or software using your account information; (c) use the software to construct any kind of database;
(d) access or attempt to access the services or software by any means other than the interface we provide or authorize;
(e) circumvent any access or use restrictions put into place to prevent certain uses of the services or software;
(f) share Content, or engage in behavior that violates anyone’s intellectual property rights (“Intellectual Property Rights” means copyright, moral rights, trademark, trade dress, patent, trade secret, unfair competition, right of privacy, right of publicity, and any other proprietary rights);
(g) upload or sharing any Content or User Content that is unlawful, physically harmful, threatening, abusive, tortious, defamatory, libelous, vulgar, lewd, profane, or invasive of another’s privacy;
(h) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(i) attempt to disable, impair, or destroy the services and software;
(j) upload, transmit, store, or make available any Content or code that contains any viruses, malicious code, malware, or any components designed to harm or limit the functionality of the services or software;
(k) disrupt, interfere with, or inhibit any other user from using the services or software (such as stalking, intimidating, or harassing others, inciting others to commit violence, or harming minors in any way);
(l) engage in chain letters, junk mails, pyramid schemes, phishing, spamming, or other unsolicited messages; (m) place an advertisement of any products or services in the services except with our prior written approval; (n) use any data mining or similar data gathering and extraction methods in connection with the services; or (o) violate applicable law (including, but not limited to, where applicable, COPPA).
6.3 Use of Music. The App includes features that allow you to incorporate audio, including copywritten audio files stored on your mobile device (“Music”). You agree not to use the App in any manner that violates the terms of your license for the Music. Also, you agree not to use the App with any Music for which you do not possess a valid license to use the Music in the manner in which you use it. Additionally, you agree to indemnify and hold Instasize harmless for all liabilities that it may incur as a result of your use of Music in connection with the App.
6.4 Prohibited Activities. You agree not to use our App in any manner that could interfere, disrupt, negatively affect, or inhibit others users from fully enjoying the App. You may not send any unsolicited or unauthorized advertising, solicitation, or promotional materials. You may not use any robot, spider, crawler, scraper, or other automated means to extract data from our App. You may not use or attempt to use another’s user account. You are not permitted to access or use our App in any jurisdiction or country if it would be contrary to the law or regulation of that jurisdiction. We reserve the right to limit the availability of our App to any geographical area or jurisdiction. You may not use our App in any manner that infringes on the rights of any third party. If you believe, in good faith, that any of our content infringes your intellectual property rights, you may send a notice of infringement by email or snail mail to:
Attention: Legal Counsel
Büro Coconut Grove
2980 McFarlane Road
Miami, Florida 33133
6.5 Compliance with Laws. You agree to use the App in accordance with all applicable laws, including, but not limited to, local laws where the App is used and those of the United States of America.
7.1 Account Security. You accept any responsibility for any activity that occurs while logged into your account. You are responsible for making sure that you keep your password safe and secure. You agree not to allow others to use your account or take, or fail to take, actions that will jeopardize the security of your account. If you believe that your account is no longer secure, notify us immediately at email@example.com.
8.1 Subscription. The fee for a Subscription will be billed by the Apple iTunes Store or Google Play Store (“Distributor”) at the start of your Subscription or, if applicable, at the end of any free trial period, and at regular intervals in accordance with your elections at the time of purchase. The timing of billing may change at any time. Your Subscription will continue to automatically renew indefinitely, including if you terminate your Account, until your Subscription is canceled in accordance with the Terms of the Disributor.
8.2 Free Trials. Certain Subscription offerings may offer a free trial prior to charging your payment method. If you decide to cancel your Subscription before Instasize starts charging your payment method, you must cancel the Subscription a day before the free trial ends. Otherwise, you will be responsible for payment for the full term of the Subscription period.
8.3 No Refunds. Instasize does not issue any refunds for any products or services purchased on or through Distributor, and we are not obligated to provide any credits for partially used periods.
8.5 Taxes and Third-Party Fees. You must pay any applicable taxes and third-party fees (including, for example, telephone toll charges, mobile carrier fees, ISP charges, data plan charges, credit card fees, foreign exchange fees, and foreign transaction fees). We are not responsible for these fees.
9.1 Termination by You. You may stop using the services and software at any time. Termination of your account does not relieve you of any obligation to pay any outstanding fees.
9.2 Termination by Us. If we terminate the Terms, or your use of the Service(s) for reasons other than for cause, we will make reasonable efforts to notify you at least 3 days prior to termination via the email address you provide to us with instructions on how to retrieve your Content. Unless stated in any Additional Terms, we may, at any time, terminate your right to use and access the services or software if:
(a) you breach any provision of the Terms (or act in a manner that clearly shows you do not intend to, or are unable to, comply with the Terms);
(b) you fail to make the timely payment of fees for the services or software, if any;
(c) you materially breach any provision of the Terms, and (i) the breach cannot be corrected; or (ii) we notify you of the breach and you fail to correct it within 14 days of the notice;
(d) you physically, verbally, or through other means abuse, threaten, bully, or harass us or our personnel (in such circumstances, we may alternatively suspend or restrict your access to the services or software);
(e) you have repeatedly made complaints in bad faith;
(f) we are required to do so by law;
(g) we elect to discontinue the services or software, in whole or in part; or (h) there has been an extended period of inactivity in your free account.
10.1 You Promise. By uploading your Content to the services or software, you agree that you have: (a) all necessary licenses and permissions to use and Share your Content; and (b) the rights necessary to grant the licenses in the Terms.
10.2. Disclaimers of Warranties.
9.1 services and software are provided “AS-IS.” To the maximum extent permitted by law, we disclaim all warranties, express or implied, including the implied warranties of non-infringement, merchantability, and fitness for a particular purpose. We make no commitments about the content within the services. We further disclaim any warranty that (a) the services or software will meet your requirements or will be constantly available, uninterrupted, secure, or error-free; (b) the quality of the services or software will meet your expectations; or (c) any errors or defects in the services or software will be corrected.
9.2 If you post your Content on our servers to publicly Share through the services, we are not responsible for: (a) any loss, corruption, or damage to your Content; (b) the deletion of Content by anyone other than Instasize; or (c) the inclusion of your Content by third parties on other websites or other media.
11.2 Liability Limit. Our total liability in any matter arising out of or related to the Terms is limited to US $20 or the aggregate amount that you paid for access to the Service and software during the three-month period preceding the event giving rise to the liability, whichever is larger. This limitation will apply regardless of the form or theory of liability.
11.3 Basis of the Bargain. The limitations of damages set forth above are a critical inducement for the bargain between Instasize and you. The limitations on liability contained herein apply whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Instasize knows of the possibility of such damage. The foregoing limitation of liability applies to the fullest extent permitted by applicable law.
Except as provided by these Terms, you may not, and you agree not to or enable others to, copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of the App, or any part thereof.
12.1 No Modifications, Reverse Engineering. Except as expressly permitted in the Terms, you may not (a) modify, port, adapt or translate any portion of the services or software; or (b) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or any portion of any Service or software. If the laws of your jurisdiction give you the right to decompile the software to obtain information necessary to make the software interoperable with other software, you must first request such information from us.
13.1 Applicable Law, Forum, and Venue. Any dispute between you and Instasize will be governed by these terms and the laws of the State of Utah and applicable international laws of the United States of America, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. Any lawsuit or arbitration, if any and as permitted herein, by you or Instasize against the other will occur in state or federal courts located in Salt Lake City, Utah, USA. You and Instasize agree that the jurisdiction and venue as stated herein is exclusive. These Terms and the license granted herein shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is express excluded.
13.2 Trade Control Laws. The services or software and your use of the services and software, are subject to U.S. and international laws, restrictions, and regulations that may govern the import, export, and use of the services and software. You agree to comply with all the laws, restrictions, and regulations.
14.1 Process. If you have any concern or dispute, you agree to first try to resolve the dispute informally by contacting us. If a dispute is not resolved within 30 days of submission, any resulting legal actions must be resolved through final and binding arbitration, except that you may assert claims in small claims court if your claims qualify.
14.2 Injunctive Relief. Notwithstanding the foregoing, in the event of your or others’ unauthorized access to or use of the services or software in violation of the Terms, you agree that we are entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
14.3 Arbitration. PLEASE READ THIS PARAGRAPH (“Arbitration Agreement”) CAREFULLY BECAUSE IT LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM INSTASIZE. You and Instasize agree to arbitrate any disputes arising from these Terms or your use of the App, except that you are not required to arbitrate any disputes in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secretes or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR HAVING A JURY TRIAL. You agree that any arbitration will occur in Salt Lake City, Utah, and will be conducted confidentially by a single arbitrator in accordance with the rules of American Arbitration Association.
14.4 Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the services, to any products sold or distributed through the services, or to any aspect of your relationship with Instasize, will be resolved by binding arbitration, rather than in court, except that: (a) you may assert claims or seek relief in small claims court if your claims qualify; and (b) you or Instasize may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
14.5 Waiver of Jury Trial. YOU AND INSTASIZE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Instasize are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 14.3 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
14.6 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: firstname.lastname@example.org, within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Instasize username (if any), the email address you used to set up your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
14.7 No Class Actions. You may only resolve disputes with us on an individual basis, and you may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. If a decision is issued stating that applicable law precludes enforcement of any of this subsection’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of Utah. All other disputes, claims, or requests for relief shall be arbitrated.
15.1 Waiver. Instasize’s failure to enforce any of its rights or act with respect to a breach of the terms of this Agreement by you or others does not constitute a waiver of any rights and will not limit Instasize’s rights with respect to that breach or any subsequent breaches. No waiver by Instasize shall be of any force or effect unless made in writing and signed by a duly authorized officer of Instasize.
15.2 Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Instasize without restriction. Any attempted transfer or assignment in violation hereof will be null and void.
15.4 Communications. You agree that any communications, ideas, or other information transmitted to Instasize becomes the sole property of Instasize. Instasize will be entitled to use these communications in any way its sees fit. You waive any rights you may have to these communications. If you feel that you have an idea that you expect to be paid for or want to continue to own, then do not communicate them with Instasize.
15.5 Limitation Period. YOU AND INSTASIZE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE TERMS, THE SERVICES OR THE CONTENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
15.6 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Instasize agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Salt Lake County, Utah.
15.8 Governing Law. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF UTAH, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.
15.9 Notice to Instasize. You may send notices to us at the following address: Instasize, Inc., Attention: Legal, 11650 S. State Street, Suite 103, Draper, Utah 84020, USA.
15.10 Notice to You. We may notify you by email, postal mail, postings within the services, or other legally accepted means.
15.11 English Version. The English version of the Terms will be the version used when interpreting or construing the Terms.
15.12 Headings. Headings used in these General Terms or Additional Terms are provided for convenience only and will not be used to construe meaning or intent.
15.13 Severability. If any provision contained in these Terms are deemed unlawful, void, or unenforceable, then that provision shall be severed from these Terms and shall not affect the validity or enforceability of the remaining provisions.
15.14 Complete Agreement. The Terms of this agreement supersede all prior understandings. This agreement represents the completed agreement and understanding of the parties.
15.15 Questions or Comments. Instasize welcomes your comments or questions. Please send emails to email@example.com.
Last Updated: October 20, 2020