Fanbravo Terms of Use

Last Updated: 12/12/2025

Welcome to Fanbravo.

These Terms of Use (the “Agreement” or “Terms”) govern your access to and use of the Fanbravo website, mobile applications, and related services (collectively, the “Services”) provided by Fanbravo, Inc. (“Fanbravo,” “we,” “our,” or “us”). By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not use the Services.

Fanbravo is a technology platform that enables individuals (“Fans,” or “Users”) to enter and communicate in message boards, send emails, and show appreciation to third-party creators such as athletes, entertainers, public figures, companies, non-profit organizations, and other (“Creators”) by sending voluntary monetary contributions (“Tips,” “Bravos,” “Appreciation,” or “Support”). Fanbravo provides the platform services and technology to facilitate a social network between ans and Creators, as well as to process voluntary Tips. Fanbravo is not a seller of goods or services offered by Creators, is not a broker, agent, or employer of Creators, and does not control the content or the performance of Creators.

IMPORTANT – PLEASE READ CAREFULLY.  THIS AGREEMENT CONSTITUTES A LEGAL CONSENT BETWEEN YOU AND FANBRAVO. THIS AGREEMENT, ALONG WITH ANY OTHER TERMS THAT MAY BE POSTED ON THE SITE WITH RESPECT TO FANBRAVO PRODUCTS AND SERVICES, AND ANY OTHER WRITTEN AGREEMENTS OR CONTRACTS BETWEEN YOU AND FANBRAVO THAT INCORPORATE THIS AGREEMENT BY REFERENCE, SETS FORTH THE COMPLETE TERMS AND CONDITIONS UNDER WHICH YOU MAY ACCESS AND USE THE SITE AND THE SERVICES.  IF YOU DO NOT AGREE TO THIS AGREEMENT, YOU MAY NOT USE THE SITE OR THE SERVICES.

1. YOUR ACCEPTANCE.  BY USING THE SITE, YOU EXPRESSLY ACCEPT AND CONSENT TO OUR AGREEMENT WITHOUT QUALIFICATION.  FANBRAVO MAY AMEND THE AGREEMENT AND ITS TERMS FROM TIME TO TIME. SHOULD THE TERMS BE MODIFIED IN ANY WAY, A NEW AGREEMENT WILL BE POSTED ON THE SITE.  BY USING THE SITE AFTER THE EFFECTIVE DATE OF ANY MODIFICATION TO THE TERMS, YOU EXPRESSLY CONSENT, WITHOUT QUALIFICATION, TO THE MODIFIED TERMS.

2. PAYMENTS, PAYOUTS, AND TAX RESPONSIBILITY

2.2      Voluntary Support (Tips).

Users acknowledge and agree that all Tips made via the Site are voluntary gifts — gratuitous expressions of appreciation — and are not payments, consideration, or compensation for services, content, or other deliverables. Creators shall not demand, promise, or condition any content, benefit, or access in exchange for Tips.

2.3      No Quid Pro Quo.

Fanbravo operates as an appreciation platform, not a marketplace for the sale of goods or services. Under this classification, no purchase, sale, subscription, or commission-based transaction is taking place on the Platform. By using the Fanbravo platform, each User agrees that: (a) Payments are given without expectation of any reward, deliverable, or access; (b) any content posted by a Fan is user-generated and independent of any Payment; and (c) Fanbravo does not facilitate the sale of goods, digital works, subscriptions, content, or commissions. If Fanbravo determines that a User is offering or accepting Payments in connection with a commercial transaction. In that case, Fanbravo may classify that activity as prohibited use and suspend or terminate the account and/or withhold or reverse payouts to the extent permitted by law and this Agreement.

2.4      Payment Processing; KYC/AML; Chargebacks.

(a) Processors. Payments are processed by third-party payment service providers (e.g., Stripe) acting as Third-Party Settlement Organizations (TPSOs) or equivalent under applicable law (each, a “Processor”). Processors—not Fanbravo—move funds between Fans and Creators. Fanbravo does not hold, escrow, or transmit User funds and is not a money transmitter.

(b) Fees. Fanbravo may deduct a platform fee and applicable charges from each Tip before payout.

(c) Compliance. Your use of payments is subject to the Processor’s terms, onboarding, and ongoing compliance reviews (including identity verification, KYC/AML, sanctions checks). Fanbravo and/or a Processor may place holds, limits, or reserves, delay or refuse transactions, or require additional information to comply with law or risk policies.

(d) Refunds/Disputes. Payments are intended to be final and non-refundable. However, a Processor or card network may reverse a transaction (e.g., chargeback, dispute, reversal, return). You authorize Fanbravo and the Processor to offset or recoup any reversal from future payouts or charge your payment instrument as permitted by law and network rules.

2.5      Tax Reporting and User Responsibility.

Fanbravo does not guarantee, and does not represent, that Tips will be treated as gifts under all applicable tax laws. Each Creator is responsible for evaluating and reporting their taxable income (if any), and for complying with all applicable tax laws — including gift, income, or self-employment tax. Because Payments are voluntary and not payments for goods or services: (i) Fanbravo does not issue IRS Forms 1099-K or 1099-NEC for Payment transactions; and (ii) a Processor may independently issue a Form 1099-K only if the User’s activity qualifies as payment for goods or services under applicable law or network rules. Each User is solely responsible for determining and satisfying any tax obligations arising from use of the platform, including, without limitation, income, gift, or self-employment taxes, and for maintaining adequate records. Fanbravo makes no representations or warranties regarding the tax characterization of Payments and recommends that you consult a qualified tax professional. If Fanbravo is legally required to report or withhold in any jurisdiction, you authorize Fanbravo and/or the Processor to do so.

2.6      Gift/Donation Classification; No Charitable Receipts.

Users acknowledge and agree that Payments are intended to be gratuitous gifts within the meaning of Internal Revenue Code § 102(a). If a Creator uses Fanbravo as part of a commercial activity or provides any value in return for Tips, the Creator—not Fanbravo—is responsible for reclassifying and reporting such amounts as taxable income and for complying with any applicable invoicing, consumer-protection, or tax rules. Tips are not tax-deductible charitable contributions, and Fanbravo does not issue charitable donation receipts.

2.7      International Taxes; Withholding.

If you reside outside the United States, you are responsible for all applicable local taxes (including VAT/GST, digital services taxes, or withholding) related to your receipt or transfer of funds on Fanbravo. Where required by law, Fanbravo and/or a Processor may withhold amounts from payouts or collect tax information to satisfy reporting or remittance obligations.

2.8      Acceptable Use.

Subject to your compliance with this Agreement, Fanbravo hereby grants you permission to access and use the Site and the Services, provided that you shall not (and shall not allow any third party to): (a) engage in commercial use of the Site or any content on the Site; (b) access or use any portion of the Site if you are a direct or indirect competitor of Fanbravo; (c) provide, disclose, or transmit any content from the Site to any direct or indirect competitor of Fanbravo; (d) reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use any portion of the content offered on the Site for other than your own personal, non-commercial use; (e) remove any copyright, trademark or other proprietary rights notices contained in or on the Site or Service or in or on any content or other material obtained via the Site or the Services; (f) use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape or index any portion of the Site or the Services; (g) collect or harvest any information about Clients or other Users (including usernames and/or email addresses) for any purpose; (h) reformat or frame any portion of the web pages or mobile applications that are part of the Site or the Services; (i) create User accounts by automated means or under false, misleading, or fraudulent pretenses; (j) create or transmit unwanted electronic communications such as “spam” to Clients or other Users of the Site or the Services or otherwise interfere with Clients’ or other Users’ enjoyment of the Site or the Services; (k) transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature; (l) use the Site or the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material, including any material that may be deemed threatening or obscene; (m) copy or modify the software or code used to generate pages on the Site; (n) use any device, software, or procedure that interferes with the proper working of the Site or the Services, or otherwise attempt to interfere with the proper working of the Site or the Services; (o) take any action that imposes, or may impose in Fanbravo’s sole discretion, an unreasonable or disproportionately large load on our IT infrastructure; (p) modify, adapt, translate, or reverse engineer any portion of the Site or the Services; or (q) use the Site or the Services, intentionally or unintentionally, to violate any applicable international, national, federal, state, provincial, or local law or regulation.

3. CONTENT AND SERVICES NOT PROVIDED.

3.1      Fanbravo has no responsibility or duty to review, approve, or pre-screen any content submitted to or posted on the Site by any third party, and Fanbravo is not responsible for such content.  You understand that all postings, messages, text, voice commands, images, photos, files, video, and other information, materials, or documents submitted to or posted on the Site or transmitted through or in connection with the Services by Users, Clients, advertisers, or others (the “Non-Fanbravo Content”) are the sole responsibility of the Users, Clients, advertisers, or others from whom such Non-Fanbravo Content originated.  FANBRAVO DISCLAIMS ANY AND ALL LIABILITY RELATING TO THE NON-FANBRAVO CONTENT.  FANBRAVO DOES NOT GUARANTEE, AND YOU SHALL NOT HOLD FANBRAVO RESPONSIBLE FOR, THE NON-FANBRAVO CONTENT (INCLUDING THE ACCURACY OR TRUTH OF SUCH NON-FANBRAVO CONTENT).

3.2      Fanbravo reserves the right, but does not have any obligation, in its sole discretion, to delete or refuse to post any Non-Fanbravo Content that violates the letter or spirit of any applicable policies of Fanbravo or agreements between Fanbravo and the Clients, Users, advertisers, or others submitting, posting, or seeking to submit or post any content, or for any other reason.

3.3      You acknowledge and agree that Fanbravo provides only the Services as described in this Agreement or as otherwise expressly provided on the Site by Fanbravo; Fanbravo does not provide, and bears no responsibility or liability for, any other content or services.

4. ADDITIONAL REQUIREMENTS.

4.1      Certain aspects of the Services may be subject to additional requirements, guidelines, other technical and non-technical specifications, or other rules or policies of Fanbravo in addition to those set forth in this Agreement (the “Fanbravo Requirements”).  All such Fanbravo Requirements will be posted in appropriate locations on the Site and, by this reference, are incorporated into this Agreement.  In the event of a conflict between the Fanbravo Requirements and this Agreement, the Fanbravo Requirements shall take precedence.

4.2      In some cases, third parties may impose their own additional requirements on Users in connection with transactions and activities facilitated through the Site.  Any such requirements are imposed solely by those third parties; are the sole and exclusive responsibility of the third parties imposing them; are wholly unrelated to any Fanbravo Requirements; and Fanbravo shall have no responsibility of any kind for such requirements imposed by those third parties.

4.3      NIL Compliance & Legal Guidance (For Student-Athletes). For any Creator who is a student-athlete governed by applicable athletic-association rules (e.g., pursuant to the National Collegiate Athletic Association (“NCAA”) or other similar regulatory or state athletic-governing bodies), Tips shall be subject to the following additional restrictions, which constitute material obligations under this Agreement. Fanbravo to NIL Compliance includes: (i) Tips must be strictly voluntary funds from individual Fans — no institutional, booster, school staff, coach, athletic-department official, or third-party “sponsor” may contribute on behalf of another or facilitate Tips, (ii) Tips must not be offered as inducements, compensation, endorsement, or reward for athletic performance, recruiting, participation in events, or any athletics-related benefit (i.e. no pay-for-play, no recruiting inducements, no tie to performance), (iii) annual aggregate Tips per User per individual student scholarship athlete shall be no more than US$599 per calendar year (or other cap consistent with applicable athletic-association rules), (iv) creators must fully control their account and the receipt of Tips — no third-party control, no institutional routing or co-ownership, no “agent” or “booster” involvement, and (v) any attempt to circumvent these restrictions (e.g. via multiple Fan accounts, proxies, third-party routing, or aggregated donations) constitutes a material breach. Fanbravo reserves the right to immediately suspend or terminate the relevant account(s), forfeit any pending payments, and — if required — report to applicable athletic-governing authorities.

4.4. Creators who are student-athletes must confirm, upon registration and periodically thereafter, that they have read, understood, and agree to abide by these NIL compliance rules.

4.5. Fanbravo may, at its discretion, monitor Tip activity, request periodic disclosure, or require additional documentation to ensure compliance. Creators consent to such monitoring and to the disclosure of relevant records to universities, athletic associations, or regulators if required.

FANBRAVO MAKES NO REPRESENTATION OR GUARANTEE THAT RECEIPT OF TIPS WILL BE PERMISSIBLE UNDER THE RULES OF ANY PARTICULAR ATHLETIC ASSOCIATION OR GOVERNING BODY. CREATORS ARE RESPONSIBLE FOR VERIFYING THEIR OWN COMPLIANCE WITH ATHLETIC ASSOCIATION BYLAWS, STATE LAWS, OR OTHER APPLICABLE REGULATIONS.

5. MODIFICATIONS.  Fanbravo may modify or update this Agreement from time to time, in its sole discretion, and reserves the right at any time and from time to time to modify, suspend, or discontinue, temporarily or permanently, the Site or any part thereof, or any or all of the Services, or any Site features, with or without notice and without liability to you.  You agree that Fanbravo has no responsibility or liability for the failure of the Site and the deletion of content submitted to, posted on, or maintained or transmitted by the Site.  You further agree that Fanbravo shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site.  Modifications to this Agreement, including but not limited to any Fanbravo Requirements, will be posted on the relevant area of the Site and will be effective immediately upon posting.  You can review the most current version of this Agreement at any time by clicking on the link located on the Site.  You agree to review this Agreement from time to time to ensure you are updated as to any modifications.  By continuing to use the Site or Services following any such modification, you accept and agree to be bound by such modifications.  IF ANY MODIFICATION IS NOT ACCEPTABLE TO YOU, YOUR SOLE AND EXCLUSIVE REMEDY AND RECOURSE IS TO DISCONTINUE USE OF THE SITE AND THE SERVICES.

6. ACCOUNT REGISTRATION AND USE.  In order to use certain features of the Site or the Services, you will have to register and create a password-protected account (“Your Account”).  You may also be asked to submit text messages, documents, photos, files, recordings, and other information or materials (collectively, “Information and Material”).  If Fanbravo has granted access to all or certain portions of the Site or Services free of charge, Fanbravo reserves the right to establish charges for use of the Site or Services at any time in Fanbravo’s sole discretion.  Fanbravo will use reasonable efforts to inform you of such charges, and you may elect to cancel Your Account rather than pay the charges.  You understand that your continued use of the Site and Services following notice from Fanbravo may result in charges to you for use of the Site or Services and that Fanbravo may terminate or suspend your Account until you have paid the charges.

6.1       Your Account.  You agree to: (a) provide true, accurate, current, and complete information as prompted by the registration form; and (b) maintain and update such information to keep it true, accurate, current, and complete at all times.  Fanbravo reserves the right to delete Your Account and refuse any and all current or future use of the Site (or any portion thereof) without notice if you are found to have misrepresented your age, identity, or any other information submitted in connection with Your Account or if Fanbravo has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete, or not current.  You are responsible for maintaining the confidentiality of your password, your email address, and Your Account, and are fully responsible for all activities that occur under your password and Your Account.  You agree to: (i) immediately notify Fanbravo of any unauthorized use of your password or account, or any other breach of security, (ii) immediately change your password if you become aware that Your Account has been compromised, and (iii) ensure that you fully exit from Your Account at the end of each session.  You agree and acknowledge that you will not allow others to utilize Your Account and that you will not disclose your Fanbravo password to anyone.  You will be solely responsible for safeguarding your password and also for any actions under your password and Account, whether authorized by you or not.  If you lose control of your password, you may lose substantial control of your personal information and could potentially be subject to legally binding actions taken on your behalf.  You further agree not to use anyone else’s password on the Site or attempt to gain access to the Fanbravo account of any other User.  FANBRAVO CANNOT AND WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO COMPLY WITH THIS SECTION.

6.2       Privacy Policy and Your Information and Material.  By submitting Information and Material and in order for Fanbravo to provide you with the Services, you hereby consent to Fanbravo’s use and sharing of your Information and Material as described in this Agreement and the applicable Fanbravo Privacy Policy, which is incorporated into this Agreement by this reference.  The Fanbravo Privacy Policy can be accessed by clicking on the “Privacy Policy” link located on the Site.  Except for the use and disclosure of Information and Material in accordance with our Privacy Policy and this Agreement, we will not share any of the information you provide to us with any third parties other than as required by law or with your consent.

In connection with NIL compliance, Fanbravo may disclose transaction records, account details, and related information to universities, conferences, the NCAA, or government regulators as required by law or athletic policy. Users consent to such disclosures as a condition of use.

The Services allow you to upload, submit, store, and send Information and Material, including photos, videos, text-based posts, and documents.  Information and Material uploaded by Users that features Creators are jointly owned by the uploading User and the featured Creator. Creators may earn revenue from User-submitted Information and Material featured on their profiles.  While Fanbravo does not own your Information and Material, by uploading, submitting, or entering your Information and Material to the Site, you (and any Creators featured therein) are giving Fanbravo a limited worldwide license to use, host, store, reproduce, translate, communicate, and distribute your Information and Material as necessary for us to operate the Site and provide the Services to you and our Clients.  By using the Site and Services to submit Information and Material to us or to a third party, you authorize us, Clients, and others acting on our or their behalf, to use the Information and Material, including summarizations, excerpts, quotations, and derivative works thereof, together with your name, likeness, photograph, and biographical information, in connection with the Services.  You release Fanbravo, Clients, and others acting on our or their behalf from any claims related to use of the Information and Material you submit using the Site.  As part of the Services, Fanbravo assembles and retains aggregate statistics and anonymized data for the purposes of benchmarking and providing comparative and other generalized analyses and reports (“Benchmarking”).  By uploading, submitting, or entering your Information and Material to the Site, you are giving Fanbravo permission to retain and use such Information and Material for Benchmarking.

You hereby represent and warrant that your Information and Material: (a) do not and will not, directly or indirectly, violate, infringe, or breach any duty toward or rights of any person or entity, including without limitation any copyright, trademark, service mark, trade secret, other intellectual property, publicity, or privacy right; (b) are not fraudulent, misleading, hateful, tortious, defamatory, slanderous, libelous, abusive, violent, threatening, profane, vulgar, or obscene; (c) do not harass others, promote bigotry, racism, hatred or harm against any individual or group, promote discrimination based on race, sex, religion, nationality, sexual orientation or age, or otherwise interfere with another party’s use of the Site or the Services; and (d) do not promote illegal or harmful activities. We have a zero-tolerance policy for objectionable content or abusive users, and if we deem you have violated our policy, you may be permanently removed from the Site in our sole discretion.

6.3      Client Use of Your Information and Material.  By using the Site and Services to submit Information and Material to Clients or other third parties, you acknowledge that we have no control over how such Clients or other third parties use such Information and Material.  You acknowledge that it is the sole responsibility of such Clients or other third parties to manage such Information and Material and to take all measures necessary to comply with applicable privacy laws.

6.4      Communications.  Although Fanbravo provides a platform through the Site and the Services through which Users may communicate with Clients and various other Users or entities (the “communications”), Fanbravo is not involved in those third-party communications and is not responsible or liable under any circumstances for the content of any third-party communications, or for any absence of communications by a third-party.  The contents of such communications are determined solely by the party responsible for the communications, and not Fanbravo.  Fanbravo is only responsible for the content of information issued directly by Fanbravo.  You acknowledge and agree that you will address any issues or concerns about third-party communications with the responsible third-party by contacting the third-party directly and not Fanbravo.  Fanbravo shall not become involved in any matters pertaining to third-party communications except where the issue is solely attributable to a malfunction or error occurring on the Site or in connection with the Services.

7. SITE CONTENT GENERALLY.  It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, statements, representations, services, and other information provided through the Site.  Fanbravo does not endorse or represent the reliability, accuracy, or quality of any information, goods, services, or products displayed or advertised on the Site.  We make no representations or warranties, express or implied, with respect to the information provided on the Site.

8. THIRD-PARTY LINKS, PRODUCTS, AND SERVICES.  The Site may contain links or voice accessibility to third-party websites or resources.  Access to such third-party websites, services, or resources is included solely for the convenience of Users, and does not constitute any endorsement or approval by Fanbravo of the third parties, anyone sponsoring these sites or their products or services, or the products or services themselves.  We make no representations or warranties, express or implied, with respect to the information provided on the Site or any third-party website or service which may be accessed from the Site, including any representations or warranties as to accuracy or completeness.  You acknowledge and agree that Fanbravo is not responsible or liable for, and does not endorse, the availability, accuracy, completeness, or authenticity of information available through such websites, resources, products, or services, your use or your exchange of any information with such websites or services, or the content, statements, representations, advertising, products, services, or other materials available on such third-party sites.  You acknowledge and agree that Fanbravo shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused in connection with your use or reliance on any such content, information, goods, or services available on or through any such site or resource.  If you decide to access any such third-party websites, products, resources, or services, or to transact with any such third party for their products or services, you do so entirely at your own risk.  By leaving the Site, you may be subject to the terms and conditions and the privacy policies or other terms and conditions of such third-party websites.

9. OWNERSHIP.  You acknowledge and agree that the Site and the Services use and contain content, information, and proprietary and confidential technology owned by or licensed to Fanbravo, and protected by applicable intellectual property and other laws and international treaties (collectively, “Fanbravo Content”).  The Fanbravo Content displayed on or through the Site and Services, including, without limitation, information, data, text, software, photographs, graphics, video, messages, tags, or other materials, is copyrighted by Fanbravo and its licensors under United States and international copyright laws, and all rights are reserved.  You agree not to reproduce, copy, display, store, perform, re-post, publish, transmit, distribute, sell, offer for sale, license, modify, create derivative works, or otherwise use or exploit for any commercial purposes any or all of the Fanbravo Content, the Site, or access to the Site in any way without the prior written permission of Fanbravo.  All content on the Site that is not Fanbravo Content is the property and responsibility of other parties.  You must abide by all copyright notices, information, or restrictions contained in or attached to any Fanbravo Content.  The names and logos of Fanbravo and all other registered and unregistered marks used in connection with the Site and the Services (the “Fanbravo Marks”) are trademarks, trade names, or service marks of Fanbravo unless otherwise indicated.  You are not authorized to use or display the Fanbravo Marks without the prior express written permission of Fanbravo.  Ownership of all Fanbravo Marks and the goodwill associated therewith remains with Fanbravo.  All other trademarks are the property of their respective owners.

License Grant: Subject to your compliance with this Agreement, Fan Bravo, Inc. grants you a limited, non-exclusive, non-transferable, revocable license to download, install, and use our software solely for personal, non-commercial purposes in connection with the Services. You may not reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of the software, nor may you sublicense, rent, or lease the software. All rights not expressly granted are reserved by Fan Bravo, Inc.

Creators and Fans retain ownership of their posted content. By submitting content to Fanbravo, you grant Fanbravo a non-exclusive, worldwide, royalty-free license to display, host, promote, and distribute such content for purposes of operating and promoting the Services, and you further represent that your submitted content does not infringe any third-party rights.

Use of the Fanbravo mobile application is also subject to the terms of service of the app store from which it was downloaded (e.g., Apple App Store, Google Play Store). In the event of any conflict between such app store terms and this Agreement, the stricter provision shall govern to the extent permitted by law.

10. INDEMNITY.  You agree to indemnify, defend, and hold Fanbravo and its officers, directors, employees, shareholders, successors, agents, affiliates, subsidiaries, and relevant third parties including advertisers, distribution partners, referral partners, service providers, licensors, licensees, consultants, and contractors (collectively, the “Fanbravo Entities”) harmless from and against any claims, liabilities, losses, costs, damages, or expenses including reasonable attorneys’ fees and costs, directly or indirectly, arising out of or in any way relating to: (a) your negligence or misconduct; (b) your information or material contributed to or submitted through the Site or the Services, including without limitation information associated with Your Account; (c) your conduct, including your use of the Site and the Services; (d) your connection to the Site; (e) any violation or breach of this Agreement; or (f) any violation or infringement of any intellectual property, privacy, publicity, confidentiality, or proprietary rights of any third party as a result of your use of the Site or Services (collectively, the “Claims”).  You are solely responsible for defending any such Claims, and for payment of losses, costs, damages, or expenses resulting from the foregoing to both a third party and to the Fanbravo Entities.  Fanbravo shall have the right, in its sole discretion, to select its own legal counsel to defend Fanbravo from any Claims (but by doing so shall not excuse your indemnity obligations) and you shall be solely responsible for the payment of all of Fanbravo’s reasonable attorneys’ fees incurred in connection therewith.  You shall notify Fanbravo immediately if you become aware of any actual or potential claims, suits, actions, allegations, or charges that could affect your or Fanbravo’s ability to fully perform their respective duties or to exercise their rights under this Agreement.  You shall not, without the prior written approval of Fanbravo, settle, dispose of, or enter into any proposed settlement or resolution of any Claim (whether having been finally adjudicated or otherwise) brought against you, if such settlement or resolution results in any obligation or liability for Fanbravo.

11. DISCLAIMER OF WARRANTIES.  YOU EXPRESSLY UNDERSTAND AND AGREE:

11.1      YOUR USE OF THE SITE AND THE SERVICES IS AT YOUR SOLE RISK.  THE SITE AND THE SERVICES AND ALL OTHER MATERIALS, INFORMATION, PRODUCTS, AND SERVICES INCLUDED THEREIN, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. WITH RESPECT TO THE SITE AND INFORMATION AND MATERIAL IN THE SITE, FANBRAVO AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING, OR COURSE OF PERFORMANCE.

11.2      FANBRAVO AND ITS LICENSORS MAKE NO REPRESENTATION OR WARRANTY: (A) REGARDING THE SECURITY, ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, AND PERFORMANCE OF THE SITE OR THE SERVICES; (B) REGARDING THE SERVICES, ADVICE, INFORMATION, OR LINKS OBTAINED THROUGH THE SITE; (C) THAT THE SITE OR THE SERVICES, OR ANY INFORMATION AND MATERIALS THEREIN, WILL MEET YOUR REQUIREMENTS; (D) THAT THE SITE OR THE SERVICES, OR ANY FUNCTIONS CONTAINED IN THE SITE, WILL BE ERROR-FREE, SECURE, TIMELY, OR UNINTERRUPTED; (E) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR INFORMATION AND MATERIALS THEREIN WILL BE ACCURATE, RELIABLE, OR AVAILABLE; (F) THAT ANY ERRORS IN THE SITE OR INFORMATION OR MATERIALS THEREIN WILL BE CORRECTED; OR (G) THAT THE SITE AND ITS CONTENTS AND SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF ANY VIRUSES OR OTHER HARMFUL COMPONENTS.

11.3      NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FANBRAVO OR FROM YOUR USE OF THE SITE OR SERVICES, SHALL CREATE ANY REPRESENTATION OR WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN REPRESENTATIONS OR WARRANTIES.  ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

12. LIMITATION OF LIABILITY.  THE FANBRAVO ENTITIES WILL NOT BE LIABLE FOR (A)     ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF USE, DATA OR PROFITS, COST OF SUBSTITUTE PRODUCTS, OR BUSINESS INTERRUPTION), WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, YOUR ACCESS AND USE OF OR INABILITY TO ACCESS OR USE THE SITE AND/OR SERVICES, ANY MATERIALS AVAILABLE TO YOU FROM OR THROUGH THE SITE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT THE FANBRAVO ENTITIES, OR ANY OF THEM, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (B) THE CONTENTS OF ANY COMMUNICATION, MESSAGE, OR INFORMATION POSTED BY YOU OR OTHER THIRD PARTIES; (C) THE CONTENT OF ANY WEBSITE NOT CONTROLLED, OWNED, OR OPERATED BY FANBRAVO THAT IS ACCESSED FROM OR LINKED TO THIS SITE; AND/OR (D) ANY DAMAGES OR INJURY CAUSED BY, INCLUDING BUT NOT LIMITED TO, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OF TRANSMISSION, COMPUTER VIRUS, OR LINE FAILURE.

13. TERMINATION.  You agree that Fanbravo, in our sole discretion and with or without notice, may terminate your use of the Site or any part thereof, or any or all of the Services, for any reason, including without limitation, for lack of use by you or if Fanbravo believes that you have violated or acted inconsistently with the letter or spirit of this Agreement.  Fanbravo may also, in its sole discretion and at any time, discontinue providing the Site, or any part thereof, or any or all of the Services with or without notice.  You agree that any termination of your access to the Site under any provision of this Agreement may be affected without prior notice, and acknowledge and agree that Fanbravo may immediately bar any further access to the Site.  Further, you agree that Fanbravo shall not be liable to you or any third party for any termination of your access to the Site or the Services.

Fanbravo may also suspend or terminate access if a User is subject to investigation by an athletic association, university compliance office, or governmental body, or if payment processing disputes remain unresolved beyond 30 days.

14. INTERACTIVE AREAS.

14.1      Use of Interactive Areas.  On the Site or as part of the Services, Fanbravo may provide areas that allow for User interaction, including bulletin boards, chat areas, forums, blogs, instant messaging, frequently asked questions, or other message and communication features (the “Interactive Areas”) for posting User feedback, comments, messages, or other input (“Comments”).  You acknowledge that all Interactive Areas are public and not private and that any information or content, including Information and Material, that you post to an Interactive Area may be read by others and that Fanbravo has no obligation to protect such information.  Fanbravo recommends that you do not post or otherwise disseminate any personally identifiable information in the Interactive Area.  Additionally, you agree to post only Comments that are proper, lawful, and related to the particular discussion or the Interactive Area itself.  Without limitation, you may not post Comments or engage in any other activity on the Site that:

(a) defames, threatens, abuses, violates the legal rights of others, or otherwise constitutes illegal activity;

(b) is harmful to children, profane, obscene, indecent, or racially or ethnically offensive;

(c) infringes another’s rights to intellectual property, publicity, or privacy;

(d) collects or stores personal information about other Site Users or impersonates any person or entity or misrepresents your connection or affiliation with a person or entity;

(e) contains advertisements, promotions, commercial solicitations, contests, or surveys (unless you have our written consent to do so);

(f) contains, transmits, or disseminates spam, chain letters, viruses, corrupted files, or any other similar software or program that may damage or adversely affect the operation of another’s computer, the Site, or any software, hardware, or other related equipment; or

(g) contains nudity or sex related content or services.

14.2 SUBMISSIONS TO INTERACTIVE AREAS.  You understand and acknowledge that, subject to and pursuant to the licenses set forth hereunder, Fanbravo may display your Comments on the Site and use them for other marketing and business activities.  In addition, Fanbravo reserves the right in its sole discretion to reject use of Comments, delete Comments from the Site for any reason, and edit Comments for both content and format.  Fanbravo further reserves the right to terminate your access to the Site or to any Interactive Area at any time without notice for any reason whatsoever.  Fanbravo does not endorse or control the Comments or information found in any Interactive Area and, therefore, Fanbravo specifically disclaims any liability with regard to the Interactive Areas and any actions resulting from your participation in them.

14.3      COPYRIGHT POLICY.

Reporting Copyright Infringement Claims

Fanbravo respects the intellectual property of others, and we ask our Users and Clients to do the same.  Fanbravo has implemented procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Digital Millennium Copyright Act, 17 U.S.C. Section 512 (“DMCA”).

If a third party believes that its work has been copied in a way that constitutes copyright infringement, or its intellectual property rights have been otherwise violated, it should provide the designated agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (ii) a description of the copyrighted work or other intellectual property that it claims has been infringed; (iii) a description of where the material that it claims is infringing is located on the Site; (iv) its address, telephone number, and email address; (v) a statement that it has a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement made under penalty of perjury that the above information in the notice is accurate and that it is the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

DMCA Notices should be sent to our designated copyright agent: Jeff Tinker at jtinker@bellnunnally.com.

Counter-Notification: If you believe your removed content is not infringing, you may submit a counter-notification pursuant to the DMCA. Upon receipt, Fanbravo may restore the removed content in accordance with the DMCA unless the complainant files an action seeking a court order to restrain you from engaging in the infringing activity.

Repeat Infringers

It is Fanbravo’s policy, in appropriate circumstances, to terminate the accounts of parties who are repeat infringers or are repeatedly charged with infringement.

15. GENERAL.

15.1    Governing Law.  For all legal proceedings arising out of the use of the Site or the Services, this Agreement, or the relationship between you and Fanbravo, shall, irrespective of any choice of laws or rules, be governed by and construed in accordance with the laws of the State of Texas.  You and Fanbravo hereby irrevocably and unconditionally submit to the jurisdiction of courts located in the County of Dallas, Texas or the court of competent jurisdiction closest thereto if no court of competent jurisdiction resides therein, and the parties consent to the personal jurisdiction of such courts and expressly waive any right they may otherwise have to cause any such action or proceeding to be brought or tried elsewhere.  You and Fanbravo irrevocably waive, to the fullest extent permitted by law, any objection that you may now or hereafter have to the laying of the venue of any proceeding brought in any such court or any claim that a legal proceeding commenced in such court has been brought in an inconvenient forum.

15.2      ASSIGNMENT.  You may not assign or transfer this Agreement, in whole or in part, without the prior written consent of Fanbravo, which may be granted or withheld by Fanbravo in its sole discretion.  Any attempted assignment in violation of this Section will be null and void and of no force or effect.  Fanbravo may assign this Agreement freely at any time without notice.  Subject to the foregoing, this Agreement will bind and inure to the benefit of each party’s permitted successors and assigns.

15.3      WAIVER.  The failure to exercise or enforce any right or provision shall not affect Fanbravo’s right to exercise or enforce such right or provision at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself.

15.4      Severability.  If any portion of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in such provision, and, notwithstanding such finding, the remaining provisions of this Agreement shall remain in full force and effect.

15.5      ENTIRE AGREEMENT.  This Agreement, the terms incorporated herein, and any other terms agreed to in writing by the parties or by way of your use of the Site or the Services shall constitute the entire and exclusive understanding and agreement between you and Fanbravo regarding this subject matter and shall supersede any and all prior or contemporaneous representations or understandings relating to this subject matter.

15.6      Time Limitation.  You agree that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement or use of the Site or Services must be filed within one year after such claim or cause of action arose or be forever barred.

15.7      FANBRAVO’S TEXT MESSAGE SYSTEM.  The message you received on your phone was sent to you because you signed up to receive messages when you registered with one of our Clients, because you opted in to receive SMS messages, or another means.  Message and data rates may apply.  The number of text messages you receive will vary depending on the Service and the frequency of usage by you and such Client.

If you believe the message reached you in error, please do one of the following:

● Reply HELP for help

● Reply STOP to end all communication via text message

16. AGREEMENT TO MEDIATE.  The parties agree that good-faith informal efforts to resolve disputes often can result in a prompt, low-cost, and mutually beneficial outcome. The parties therefore agree that, before an arbitration demand is submitted to an arbitration provider, the party bringing the claim shall first attempt to mediate with the other party, in good faith, to reach a resolution of the dispute, claim, or controversy between the parties.  Either party may initiate dispute resolution by serving a written “Demand for Mediation” on the other party. The mediation will be administered by the American Arbitration Association (“AAA”), and except as provided in this Agreement, will be under its Commercial Mediation Procedures.  Each party will pay its own costs, including attorneys’ fees, and Fanbravo will pay the cost of the mediator.  If the mediator determines that the mediation is unsuccessful, then within five business days of that determination, the mediator will become the arbitrator and conduct binding arbitration of the parties. If either party serves on the opposing party an objection to the mediator becoming the arbitrator, then the arbitrator will be selected according to the selection process set for below. Engaging in mediation is a condition precedent that must be fulfilled before commencing individual arbitration.

17. ARBITRATION AGREEMENT. Any dispute, controversy, or claim between a User and Fanbravo related in any way to this Agreement or the Services shall be resolved by confidential and binding arbitration administered by the AAA and conducted pursuant to the rules then in effect of the AAA governing employment disputes. The arbitration hearing shall take place in Dallas, Texas (or a location mutually agreed upon by the parties). The arbitration shall be heard by one arbitrator who shall be selected through the alternate strike process in the event the parties cannot mutually agree on an arbitrator within 21 days of initiating arbitration. Any award rendered shall be final and conclusive upon the parties to the arbitration and not subject to judicial review, and the judgment thereon may be entered in the highest court of the forum (state or federal) having jurisdiction over the issues addressed in the arbitration, but entry of such judgment will not be required to make such award effective. The administration fees and expenses of the arbitration shall be paid by Fanbravo; provided that each party shall pay for and bear the cost of its own experts, evidence (including deposition costs), and attorney’s fees. The prevailing party in any arbitration hearing shall be entitled to recover its costs and attorneys’ fees as allowable by applicable state or federal law. The arbitrator shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Agreement, including any claim that all or part of this Agreement is void or voidable and any claim that an issue is not subject to arbitration. All proceedings conducted pursuant to this Agreement, including any order, decision or award of the arbitrator, shall be kept confidential by all parties except to the extent such disclosure is required by law, or in a proceeding to enforce any rights under this Agreement. 

CLASS AND COLLECTIVE ACTION WAIVERS: This Agreement and User agree to bring any claim on an individual basis only. Accordingly, USER AND FANBRAVO WAIVE ANY RIGHT FOR ANY DISPUTE TO BE BROUGHT, HEARD, DECIDED, OR ARBITRATED AS A CLASS OR COLLECTIVE ACTION, AND THE ARBITRATOR WILL HAVE NO AUTHORITY TO HEAR OR PRESIDE OVER ANY SUCH CLAIM (“Class Action Waiver”).  Additionally, no arbitration proceeding under this Agreement may be consolidated or joined in any way with an arbitration proceeding involving different Users.

18. CONTACT.  We welcome any questions or comments you might have about the Site or Services.  If you have any questions, please contact us by telephone or email as follows:

Fanbravo’s Email: Legal@fanbravo.com

Fanbravo’s telephone number: (712) 272-8663