These Terms and Conditions define your rights, responsibilities and benefits as a Member of this Service. By using this Service, you accept these Terms and Conditions in full. If you disagree with these Terms and Conditions in whole or part, you must not use this Service.
We reserve the right to change these Terms and Conditions at any time. Your continued use of the Service after any change is made to these Terms and Conditions indicates your acceptance of that change. If you don’t want to be bound by any change to these Terms and Conditions, you must not use this Service.
1. Service Description; Eligibility
TurnGram, and its applications, are internet services (the “Service”, “we”, “our” or “us”). “You” or “your” means an adult user of any of the services for yourself, and you as parent or guardian for any child under the age of 13 who you expressly invite to the service, for whom you will be held liable and strictly responsible. The Service is generally intended for adults. If you invite a minor to join the service, you are responsible for monitoring the child’s activity on the Service.
2. Use of Service; Security Obligations
In order to create Content, subscribe to the service, invite other users, and other things, you must be a registered member of the Service (a “Member”). To register, you must create a password and provide us with a verifiable email address and in some TurnGram Services, a verifiable phone number. Failure to provide us with accurate, complete and updated registration information will constitute a breach of this Agreement. You may not
1. select or use a username or email address which is, includes or comprises the name of another person, in any case with the intent to impersonate that person;
2. use the username, email address or password of any person other than yourself without authorization; or
3. use a username or email address that we, in our sole discretion, deem offensive.
You are responsible for all usage that originates from your account. You are responsible for the confidentiality of your username and password. You agree to notify us by mail or email of any suspected unauthorized use of your account or breach of security involving your account.
3. Use License
You are licensed to use for personal use only (a) the Service, and (b) the text, photos, video and audio files, links, and other materials (“Content”) which are contributed by other Members of the service and which appear as part of the Service.
When you post Content to the Service, you are granting us the right to host that Content and distribute that Content to other individuals.
The Service is not intended or licensed for commercial use. Any commercial use of the Service is prohibited.
4. Acceptable Use
You agree not to use the Service:
1. for any unlawful purposes;
2. to upload, Post, order for print, email or otherwise transmit any material that is or promotes conduct that is obscene, offensive, blasphemous, pornographic, unlawful, threatening, menacing, abusive, harmful, defamatory, libelous, vulgar or illegal, that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual, that “stalks”, harasses or advocates harassment of another person, or that is otherwise objectionable, in each case as determined by us in our discretion;
3. to upload, Post, order for print, email or otherwise transmit or any material that provides instructional information about illegal activities; this may include, but is not limited to, information about making or buying illegal weapons or providing or creating computer viruses;
4. to upload, Post, order for print, email or otherwise transmit or any material that infringes any copyright, trademark, patent or other intellectual property right or moral right of any person, including TurnGram, or that constitutes an invasion of the privacy or publicity rights of another;
5. to upload, Post, order for print, email or otherwise transmit or communicate any material that you do not have a right to transmit or communicate or that promotes an illegal or unauthorized copy of another person's copyrighted work; this may include, but is not limited to, providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files;
6. to harm minors in any way; this may include, but is not limited to, uploading, posting, ordering for print, emailing or otherwise transmitting or communicating any content that violates child pornography laws, child sexual exploitation laws and laws prohibiting the depiction of minors engaged in sexual conduct;
7. to forge headers or otherwise manipulate identifiers in order to disguise the origin of any content posted to, or otherwise communicated or transmitted through the Service;
8. to upload, Post, email or otherwise transmit any material which is likely to cause harm to our or anyone else's computer systems, including but not limited to that which contains any virus, code, worm, data or other files or programs designed to damage or allow unauthorized access to the Service that may cause any defect, error, malfunction or corruption to the Service;
9. for any activity that involves the transmission of “junk mail,” “chain letters” or unsolicited mass mailing or “spamming”;
10. to promote information that you know or believe to be false or misleading;
11. for any commercial purpose;
12. to impersonate any person or entity, including, but not limited to, an official of TurnGram, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity; or
13. to provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the U.S. government as a foreign terrorist organization pursuant to Section 219 of the Immigration and Nationality Act;
Even though all of the actions described above are strictly prohibited, it is possible that another user may violate these policies and that you may become exposed to material of the type described above. You waive your right to any damages, whether from us or from any third party, arising from or related to such exposure.
You further agree that:
14. You are solely responsible for the Content that you submit, post, publish, display, transmit or communicate (collectively, “Post”) on or using the Service.
15. You will not interfere with or disrupt, or attempt to interfere with or disrupt, the Service or any servers, networks or equipment connected to or employed in conjunction with the Service, or disobey any requirements, procedures, policies or regulations relating to this Service;
16. You will not provide any information to us that is false or misleading, that attempts to hide your identity or that you do not have the right to disclose; and
17. You will not use email, or any other communication information, from us or our affiliates to create “spam” emails.
5. User Content
The content you choose to post with us, or that is printed or emailed on your behalf becomes the property of TurnGram. We retain the right to edit and alter this content on your behalf in accordance with our Privacy Statement.
Members may post and share Content with individuals and may comment on Content shared with them. If you post Content, you affirm, represent and warrant to us that you own or have all rights necessary to post the Content, and to authorize us to use – in accordance with the Privacy Statement above – the Content to provide the Service in the ordinary course in the manner contemplated by the Terms and Conditions. You acknowledge that we have the right, but not the obligation, in our sole discretion, to review, refuse to host and/or remove, any Content that is Posted to or available via the Service. Specifically, and without limiting the foregoing, you acknowledge that we may, but have no obligation to, remove Content that we determine, in our sole discretion, is unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable or which violates any party's intellectual property rights, our site Terms and Conditions or applicable law. Activity or content which appears, in our sole judgment, to violate the law will be brought to the attention of the proper authorities.
6. Member Disputes
You are solely responsible for your interactions with other users or Members of the Service. We reserve the right, but have no obligation, to monitor or to attempt to resolve any dispute or disagreement between you and other Members. We disclaim any liability to any Member arising from or in connection with any such dispute.
All brand, product and service names, including any images or logos, used in conjunction with this Service which identify TurnGram are, in each case, proprietary marks of TurnGram. Nothing in this Service shall be deemed to confer on any person any license from TurnGram with respect to any such brand, product or service name, image or logo.
Please review our Privacy Statement.
9. Service Availability
We employ reasonable measures to try to ensure that the Service is available on a 24 hours a day, 7 days a week basis. However, there will be occasions when the Service will be interrupted for maintenance, upgrades for emergency repairs or due to the failure of telecommunications links or equipment or other circumstances that are beyond our control. Reasonable steps will be taken by us to minimize such disruption where it is within the reasonable control of TurnGram. From time to time, and without notice to you, TurnGram may add or delete certain features or functions from the services we provide. You agree that TurnGram shall not be liable to you for any modification, suspension or discontinuance of any of its Services.
10. Liability Disclaimer
The information, products and services included on this Service may include inaccuracies or typographical errors. Changes are periodically added to the information herein. TurnGram, and its third party suppliers, provide all Content in its Services “AS IS”, and without any warranty of any kind.
NEITHER WE NOR OUR THIRD PARTY SUPPLIERS MAKE ANY REPRESENTATIONS CONCERNING THE SUITABILITY, RELIABILITY OR ACCURACY OF THE CONTENT OR THE SERVICE FOR ANY PURPOSE. WE AND OUR THIRD PARTY SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESSED OR IMPLIED, IN CONNECTION WITH THE CONTENT AND THE SERVICES, INCLUDING CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. IN THE CASE OF GOODS OR SERVICES PURCHASED VIA THE SERVICE, ANY WARRANTY IS SUPPLIED BY THE MANUFACTURER AND WE PROVIDE NO SUCH WARRANTY. IN NO CASE WILL WE OR OUR THIRD PARTY PROVIDERS BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL OR OTHER DAMAGES INCLUDING, WITHOUT LIMITATION, LOST OR DELAY OF USE, LOST PROFITS, LOSS OF DATA OR ANY OTHER DAMAGE IN CONTRACT, TORT, EQUITY OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY THEREOF.
11. Subscription Fees and Payment
TurnGram includes fee-based subscription Services. As a Member who subscribes to a Service (a “Subscriber”), you understand that membership in a Service is on a continuous service basis. This means that once you have become a Subscriber, your subscription will be automatically renewed and your credit card associated with that subscription will be charged based on the subscription program (e.g., annual, monthly, etc.). Credit card charges will be processed within 24 hours after you complete your subscription, or within 24 hours after your product begins to process. If there are special promotions, charges with be subject to the Terms described within the promotion. Any products included with your subscription will be shipped promptly thereafter. Cancellation requests must be received two days before the renewal date for the cancellation to be effective.
We may change our subscription prices at any time and from time to time. Each renewal of your subscription will be at the then standard renewal charge for the subscription period.
The Subscription, which may start with a free trial, will continue month-to month unless and until you cancel your subscription or we terminate it. You must provide us with a current, valid, accepted method of payment (as such may be updated from time to time, "Payment Method") to use the Subscription service. We will bill the monthly subscription fee to your Payment Method. We may change the price for the subscription from time to time, and will communicate any price changes to you. Price changes will take effect at the start of the next subscription period following the date of the price change. By continuing to use the Subscription after the price change takes effect, you accept the new price. Any cancellation of your Subscription will take effect the day after the last day of the current subscription period. However, if you cancel your payment and/or terminate the Terms before the end of the subscription period, we will not refund any fees already paid to us, to the fullest extent permitted under applicable law.
From time to time, promotional codes may be available, including those provided as part of a third party promotion. Promotional codes may be redeemed as described in the specifics of the promotion. Promotional codes can only be used once, cannot be redeemed for cash, and may be subject to certain restrictions as determined by us in our sole discretion. If you received a promotional code through an offer by a third party, additional conditions may apply.
We may offer trials of the Subscription for a specified period without payment (a "Trial"). We reserve the right, in our absolute discretion, to determine your eligibility for a Trial, and to withdraw or to modify a Trial at any time without prior notice and with no liability. For some Trials, we will require you to provide a Payment Method to start the Trial. At the end of such Trials, we may automatically start to charge you for the Subscription on the first day following the end of the Trial, on a recurring monthly basis. By providing a Payment Method in conjunction with the Trial, you agree to this charge. You will not receive a notice from us that your Trial has ended or that the paying portion of your subscription has begun. If you do not want this charge, you must cancel your Subscription contacting customer service at email@example.com before the end of the Trial.
The monthly subscription fee will be billed at the beginning of the paying portion of your subscription and each month thereafter unless and until you cancel your subscription. We automatically bill your Payment Method each month on the calendar day corresponding to the commencement of your paying subscription. Subscription fees are fully earned upon payment. We reserve the right to change the timing of our billing, in particular if your Payment Method has not successfully settled. We may contact you via e-mail if there is a problem with your Payment Method. You may also contact customer service at firstname.lastname@example.org at any time with any billing questions. In the event your paying subscription began on a day not contained in a given month, we may bill your Payment Method on a day in the applicable month or such other day as we deem appropriate. For example, if you started your Subscription on January 31st, your next payment date will likely be February 28th, and your Payment Method would be billed on that date.
Payments are nonrefundable and there are no refunds or credits for partially used subscriptions. At any time, and for any reason, we may provide a refund, discount, or other consideration ("credits"). The amount and form of such credits, and the decision to provide them, are at our sole and absolute discretion. The provision of credits in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future, under any circumstance.
Members acknowledge that certain functionality of the Service may require action(s) on the part of the Member. This includes, but is not limited to, granting the TurnGram service access to the Member’s social media network(s) to allow TurnGram to serve as a Concierge for the Member. Failure of the member to comply with necessary actions or the inability of TurnGram to access necessary content on the Member’s social media network may result in TurnGram unable to fulfill it’s service contract on behalf of the Member. Such failures on the part of the Member does not constitute valid reasons for cancellations or refunds of the Service.
12. Special Admonitions for International Use
Recognizing the global nature of the Internet, you agree to comply with all applicable local laws, including but not limited to those regarding online conduct, privacy, copyright and content. Specifically, and without limiting the foregoing, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
Except to the extent specifically provided above under “Special Admonitions for International Use”, this Agreement is governed by the law of the State of Delaware, without regard to any otherwise applicable conflicts of law principles, and the federal law of the United States of America. Any action to enforce this Agreement shall be brought in the federal or state courts located in Delaware, Maryland.
Official correspondence must be sent via postal mail to:
Attn: Customer Service
25 First St. #303
Cambridge, MA 02141
Have questions? Email us at support@TurnGram.com
By completing the TurnGram Partners Program Signup form located at (https://docs.google.com/forms/d/e/1FAIpQLScmJPBe51L3EAljmYdlplCcCook0tPZmUjMH368kgBPLBtc0g/viewform), both parties agree to the following terms and provisions:
This Agreement, made between TurnGram, Inc. (“TurnGram”) and form registrant (“Creator”):
WHEREAS, TurnGram is an online business that provides a photo concierge service; and
WHEREAS, Creator desires to engage the services of TurnGram to provide concierge photo selection, photo printing, photo shipping, and payment collection services and TurnGram desires to provide Creator with concierge photo selection, photo printing, photo shipping, and payment collection services;
NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants and agreements set forth herein, TurnGram and Creator hereby agrees as follows:
TurnGram will provide Creator with the ability to earn revenue from supporters of Creator’s work. TurnGram will do this by creating a custom webpage for the Creator, which will allow a supporter to subscribe and receive a monthly print(s) of the Creator’s work. Each month, the subscriber (“Subscriber”) will be shipped 4x4 print(s) taken from Creator’s Instagram account (or other shared repository). Creator will set the monthly subscription rate, and TurnGram will provide user signup, payment collection, Creative Work selection, Creative Work printing, and shipping services. Each month, TurnGram will send payment to Creator based on the number of Subscribers for the previous month
Creator agrees to provide the following services to TurnGram:
1. Access to a shared repository (“Repository) of printable work (“Creative Work”). This can be in the form of a public or private Instagram account, or any other shareable repository.
2. Creator agrees to post new content to the Repository on a monthly basis to allow TurnGram to fulfill selection and order fulfillment requirements of this Agreement.
3. Instructions regarding what type of Creative Work the Creator would like delivered to their subscribers.
4. Updated contact information, including email address and mailing address
TurnGram agrees to provide the following services to the Creator:
1. Custom branded web page (“Creator’s Site”), hosted on www.TurnGram.com, which will allow subscribers to register and provide their payment information. TurnGram will be responsible for site uptime, maintenance, and PCI compliance.
2. Photo selection services & printing; TurnGram will use instructions provided by Creator to select and print photos from the Repository on a monthly basis. Photos will have 4x4 dimensions and be printed on professional photo paper.
3. Shipping services and logistics; TurnGram will be responsible for packing, shipping, and delivery
4. Payment collection; TurnGram will be responsible for monthly subscriber payment collection.
5. Creator compensation; TurnGram will pay the Creator monthly based on the number of subscribers the Creator had the previous month.
6. Customer service; TurnGram will handle customer service matters as related to user account changes, payment collection alterations or errors, and customer questions regarding billing and shipping.
Services not provided:
1. Marketing and promotions; This Agreement does not bind TurnGram to any marketing or promotion on behalf of the Creator. While there may be opportunities for promotions and collaborative marketing, the responsibility of marketing and promotion of Creator’s Site is the sole responsibility of Creator.
2. Term of the Agreement
Subject to Section 8 (Termination), this Agreement shall commence effective as of the date hereof and continue until such time that the agreement is terminated by either participating party.
3. Fees, Expenses and Invoices
3.1 Fees TurnGram shall pay to Creator the fees specified in Schedule A (the "Fees"). The Fees shall be exclusive of any and all taxes, and Creator agrees to pay any and all federal, state and local sales and use taxes, ad valorem taxes, tariffs, duties, commissions or other charges, whether domestic or foreign that may be a part of Creator’s legal obligation.
4. Intellectual Property, Ownership, and Copyright
4.1 Intellectual Property & Ownership This Agreement makes no transfer of Intellectual Property or ownership rights of Creative Work. All work posted in the Repository shall be owned by the Creator, and Creator is responsible for ensuring proper ownership, copyrights, and intellectual property rights of all Creative Work.
4.2 Copyrights All copyrights associated with work created by Creator in connection with Creator’s engagement belongs to the Creator. It is the Creator’s responsibility to ensure proper copyright ownership as defined in the Copyright Act of 1976 (the “Act”). TurnGram is a selection and printing service acting on behalf of the Creator. All rights and ownership of the Creative Work remain with and are the responsibility of the Creator. By agreeing to this Agreement, Creator is giving TurnGram the right to select, print, and deliver photos in the associated Repository.
6. Independent Service Provider Status
6.1 Creator is an independent Service Provider and agrees to defend, indemnify, and hold harmless TurnGram, TurnGram's officers, directors, employees and agents, and the administrators of TurnGram's benefit plans, from and against any claims, liabilities, or expenses relating to such compensation, tax, insurance, or benefit matters.
6.2 As Creator is not a TurnGram employee, TurnGram shall not take any action or provide Creator with any benefits or commitments inconsistent with Creator's undertaking to perform services as an independent Service Provider including, without limitation, the following:
- TurnGram shall not withhold or pay FICA (Social Security) or Medicare or similar such withholdings or payments with respect to any sums due under this Agreement;
- TurnGram shall not make state or federal unemployment insurance contributions on behalf of Service Provider;
- TurnGram shall not withhold or pay federal, state or local income taxes (domestic or foreign) with respect to any sums due under this Agreement;
- TurnGram shall not make disability insurance contributions on behalf of Creator; and
- TurnGram shall not obtain workers' compensation insurance or make workers' compensation insurance contributions on behalf of Creator.
Service Provider agrees to defend, indemnify, and hold harmless TurnGram, TurnGram's officers, directors, employees, agents, and insurers, from and against any and all claims, demands, and actions, and any liabilities, damages or expenses resulting therefrom, including but not limited to court costs and reasonable attorney fees, whether in contract, tort or otherwise, actually or allegedly arising out of or relating to: (a) the negligence of, or negligent performance, non-performance or breach of this Agreement by Creator (including its employees, agents, and contractors); (b) any nonconformity, defect or breach of the warranty as to the services provided by the Creator in accordance with this Agreement;
8.1 By TurnGram TurnGram may terminate this Agreement at any time under the following conditions:
in the event of any default, breach or threatened breach by Creator of any of the terms and conditions of this Agreement, which default or breach is incapable of cure, or if capable of cure, has not been cured within 7 days after Creator receives written notice of the default or breach from TurnGram;
in the event of any execution, attachment, or levy against or upon any substantial part of the property of Creator which is not stayed or discharged within 30 days; Creator's insolvency or Creator's admission that Creator cannot pay Creator's debts as they come due; the appointment of a receiver, trustee, or liquidator for any substantial part of the property of Creator; any assignment for the benefit of creditors; the calling of a meeting of creditors; and the filing of a petition in bankruptcy, or the commencement of any proceedings under any bankruptcy or insolvency laws; the cessation of the active conduct of Creator’s business; or the effecting by Creator of the assignment of this Agreement to another party;
for any reason or no reason upon written notice to Creator, provided that such termination under this subsection (c) shall not affect either party's obligations accrued as of the date notice of termination was received by Creator.
In the event of Termination, TurnGram reserves the right to continue Creator’s Subscriber subscriptions to uphold TurnGram’s duties and obligations as part of this agreement. Under such scenario, TurnGram will not be responsible for sending any payments to Creator, and Creator agrees to forfeit any payments owed after the date of Termination. In the event of Termination, TurnGram also reserves the right to cancel Creator’s Subscriber subscriptions.
8.2 By Creator Creator may terminate this Agreement if TurnGram fails to pay the Fees and expenses in accordance with this Agreement and if the default is not cured by TurnGram within 60 days after TurnGram receives written notice of the default from Creator. Creator may terminate this Agreement for any reason or no reason upon written notice to TurnGram, provided that such termination under this subsection (c) shall not affect either party's obligations accrued as of the date notice of termination was received by Creator.
8.3 Force Majeure In the event either party is unable to perform any of its obligations under this Agreement or to enjoy any of its material benefits because of natural disaster, fire, acts of God, or actions or decrees of governmental bodies, the party whose performance is affected shall immediately give notice to the other party and shall do everything possible to resume performance. Upon receipt of notice, all obligations under this Agreement shall be immediately suspended. If the period of nonperformance exceeds 15 days after the receipt of notice, then the party whose performance has not been affected may by giving written notice to the other, terminate this Agreement. In the event of termination under this Section, TurnGram shall only be responsible for paying Creator a pro rata portion of the Fees set forth in this Agreement representing compensation rendered as of the date notice of termination was sent by the party whose performance was affected.
9. Limitation of Liability TurnGram's liability, if any, to Creator for breach of TurnGram's obligations hereunder shall be limited to the total Fees paid to Creator hereunder. In no event shall TurnGram be liable to Creator for any special, incidental, consequential, or exemplary damages, even if advised of the possibility of such damages.
10.1 This Agreement shall be binding upon and inure to the benefit of TurnGram and its successors and assigns.
10.2 This Agreement sets forth the entire agreement and understanding of the parties relating to the subject matter hereof and supersedes any and all prior oral and written agreements, understandings and quotations relating thereto. No waiver, alteration, modification, or cancellation of any of the provisions of this Agreement shall be binding unless made in writing and signed by the parties.
10.3 This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute a single agreement.
10.4 The Section headings are for organizational purposes only, and shall not affect the construction or interpretation of this Agreement.
10.5 This Agreement will be governed by and construed and enforced in accordance with, the substantive laws of the Commonwealth of Massachusetts. If any provision of this Agreement is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired thereby.
Fees, Rates, and Payment Schedule:
a. TurnGram charges subscribers a base rate for its subscription service. The rates vary based on the plan, and are currently $3.99/month for 1 photo and $4.99/month for 5 photos. These rates are subject to change based on logistics and overhead costs incurred. TurnGram will be responsible for notifying Creator with a minimum of 10 days notice to any fee change.
b. TurnGram does not charge the Creator a setup or ongoing maintenance fee. This is subject to change based on operation costs and/or overhead in the future. TurnGram will be responsible for notifying Creator with a minimum of 10 days notice to any fee change.
a. Creator is responsible for setting their own rates. When on boarded, Creator will markup TurnGram’s base subscription rate in whole dollar amounts. The markup chosen will be the revenue the Creator will earn each month per subscriber.
b. Creator may change their rates from time to time by contacting TurnGram support. Any rate change will only apply for new subscribers after the rate change takes effect. It will not be applied retroactively to any existing subscribers.
a. TurnGram agrees to pay Creator on a monthly basis, on the last day of each month. Payment will be made in the form of a check mailed out to the address on file for the Creator. The amount will be equal to the Creator’s subscription rate, less TurnGram’s base fee, times the number of subscribers the Creator has. Form of currency will be United States dollars (USD).
a. TurnGram will attempt to pay Creator on a monthly basis according to the method listed in Schedule A under the section titled ‘Payment Schedule’. In the event the Creator does not cash the check sent, TurnGram in its sole discretion shall decide if an alternative method of payment is possible. TurnGram is not responsible for providing an alternative method of payment, but may choose to do so from time to time upon request of the Creator. If Creator has failed to claim the funds payed to Creator by TurnGram for one (1) calendar year, funds will thereby be forfeited by the Creator and will be eligible to be recognized as TurnGram revenue.