Last Updated: September 19, 2022
THESE TERMS & CONDITIONS OF USE AGREEMENT (“AGREEMENT”) IS A LEGAL AGREEMENT BETWEEN YOU, A PERSON 18 YEARS OR OLDER (“YOU”, “YOUR”) AND Michael Rose Holdings LLC (“FIRST LAUNCH”, “WE”, “US”, “OUR”). REFERENCES TO “THIS AGREEMENT” MEAN THIS AGREEMENT PLUS ANY OTHER AGREEMENTS, POLICIES OR OTHER FIRST LAUNCH TERMS INCORPORATED BY REFERENCE HEREIN INCLUDING, WITHOUT LIMITATION, THE PRIVACY POLICY.
This Agreement governs Your access and/or use of the First Launch website and/or application (“Website” and “App”, respectively and, together, “First Launch Offerings”).
You accept this Agreement by clicking on “I AGREE” or by using any First Launch Offerings, whichever occurs first. We reserve the right to modify this Agreement at any time and will post such modified agreement on the Website and/or in the First Launch App. We encourage you to review this Agreement periodically. Your use of First Launch Offerings after any such modification is deemed to be Your acceptance of such modification.
1.1. First Launch Offerings; Fees. First Launch is a mobile application tool, helping parents and guardians of young entrepreneurs to assist those young entrepreneurs in managing and operating their small business. First Launch is provided to You to try without any subscription fee. If a user transacts through the program monthly revenue of $50-500 there will be a .99 fee for that month. If revenues exceed $500 there is a $1.99 fee for that month. Fee’s are calculated on a monthly basis and there is no fee for any month where revenue is below $50. Credit card processing fees are added to a customer’s payment if the customer pays with a credit card through a link in the App to a third party payment processor (“Payment Processor”). The processing fee is retained by the Payment Processor only if a customer makes payment via a credit card. Customers are not required to make payment through First Launch or to use a credit card in order for You to use and access First Launch. First Launch does not request, collect or store any customer credit card information or any bank information of any party and First Launch does not process any payments; payments will be deposited in Your account from the Payment Processor. Once payment is made by a customer, it is non-cancellable and non-refundable by First Launch and/or the Payment Processor. Payment Processor fees may be viewed via a link displayed in First Launch.
1.2. License. Subject to the terms and conditions of this Agreement, First Launch hereby grants You a non-exclusive, non-transferable, limited right to use and access First Launch Offerings, as such use is described herein. You may use First Launch Offerings only as described herein, and only for Your personal use.
1.3. Content. First Launch Offerings may contain information, articles, communications, photos, text, video, graphics, music, sounds, images and other content and materials available to You and/or available on or in First Launch Offerings (all of the foregoing, “Content”), which is generally provided by First Launch or other third parties, or by licensors of any of the foregoing. Content is not part of Your Information, as defined below.
1.4. Enhancements. First Launch reserves the right to implement new versions, releases, enhancements, modifications, updates, upgrades, corrections and bug-fixes to the design, operation, method, technical specifications, systems, servers and other functions and features (together, “Enhancements”) of First Launch Offerings. If and when implemented, Enhancements become part of First Launch Offerings hereunder. First Launch is not obligated to make Enhancements with any particular frequency, or to make them at all. Notwithstanding anything herein to the contrary, You understand and agree that First Launch reserves the right to modify or change First Launch Offerings including, without limitation, adding, changing, removing, or otherwise modifying Content and/or Enhancements, at any time with or without notice. We do not guarantee that any and all Content, or other features or functionality of First Launch Offerings will always be available, or that any of the foregoing will be available at all times. We reserve the right to charge for new or additional features or functionality.
1.5. Suspension. Notwithstanding anything in this Agreement to the contrary, You understand that We may immediately terminate or suspend Your (and any of Your users’ and/or customers’) access or use of First Launch Offerings, without notice, if: (a) You fail to comply with the provisions of this Agreement; and/or (b) We reasonably determine that the security or integrity of First Launch Offerings is at risk. First Launch shall have no liability whatsoever for any claim or damage arising directly or indirectly from the termination or suspension provided in this Section. First Launch’s right to terminate or suspend is in addition to any other rights or remedies We may have hereunder, or otherwise in law or equity. However, We will use reasonable efforts to notify You of such termination or suspension, and provide You with an opportunity to cure the violation or other circumstances that led to the termination or suspension.
1.6. U.S. Use Only. First Launch Offerings is intended for use solely by and on behalf of individuals located in the United States. If You are located in the European Union or other country outside the United States, please click here.
2.1. Registered User. In order to use First Launch Offerings, First Launch must receive, at a minimum, Your name, address, email address and phone number. We also need the “link” to Your bank information that is provided to Us by the Payment Processor, as follows: Your bank information is collected and stored by the Payment Processor; First Launch receives a “link” to that data but never has access to it. First Launch does not collect, receive, store or transmit the bank or credit card information of any person. Once First Launch receives this information, You will be provided with instructions for registering and using First Launch Offerings. Although You do not need to become a registered user to access and/or use some features and functionality of First Launch Offerings, certain features and functionality are available only to registered users. You understand that Your access and/or use of any part of First Launch Offerings constitutes Your acceptance of this Agreement, regardless of whether You become a registered user.
You understand that You must be 18 years of age or over to register to use First Launch Offerings; persons under the age of 18 may only access and use First Launch Offerings under the supervision of the parent or guardian registering to access and use the First Launch Offerings. In addition, We do not knowingly collect personal information from children under the age of 13. However, We cannot prevent minors from visiting or using First Launch Offerings. First Launch requires all of Your Information (defined below) be provided only by individuals 18 years old or older. EACH TIME YOU USE FIRST LAUNCH OFFERINGS OR PROVIDE ANY OF YOUR INFORMATION, YOU ARE REPRESENTING THAT YOU ARE 18 YEARS OF AGE OR OLDER AND/OR THAT YOU ARE SUPERVISING ANY USE OR ACCESS OF FIRST LAUNCH OFFERINGS BY MINORS. ANY USE OR ACCESS OF FIRST LAUNCH OFFERINGS BY PERSONS YOUNGER THAN 18 YEARS OF AGE REQUIRES THE PERMISSION AND SUPERVISION OF AN ADULT PARENT OR GUARDIAN. IF YOU PERMIT ANY USE OR ACCESS OF FIRST LAUNCH OFFERINGS THROUGH YOUR ACCOUNT BY ANYBODY ELSE, INCLUDING BY PERSONS YOUNGER THAN 18 YEARS OF AGE, YOU ACKONWLEDGE AND REPRESENT THAT YOU, AND NOT FIRST LAUNCH, IS RESPONSIBLE FOR ALL USE, MISUSE OR ABUSE OF FIRST LAUNCH OFFERINGS BY ANY PERSON (REGARDLESS OF AGE) TO WHOM YOU PROVIDE OR PERMIT ACCESS TO FIRST LAUNCH OFFERINGS THROUGH YOUR ACCOUNT.
2.2. Your Information. In addition to Your name and email, First Launch Offerings provides You with the ability to upload and/or provide other information, for Your convenience. Any documents, information or other materials You upload or otherwise provide to us are referred to in this Agreement as “Your Information”. Your Information refers to the parent or guardian’s registration information, or the customer information provided by You or a customer. You are not required to provide any of Your Information (other than the registration information described above, if applicable) but if You do, You will be able to use First Launch Offerings more fully. We will handle Your Information as described in the Privacy Policy. You agree not to provide us with any information, documents, or other materials, including any portion of Your Information, that You do not have sufficient rights in to so use and provide to Us. We are not liable or responsible for the accuracy or completeness of any of Your Information. Bank/credit card information is not collected or stored by First Launch and First Launch does not have access to the bank or credit card information of any person. This means that, for the purposes of First Launch, the First Launch Offerings and this Agreement (including the Privacy Policy), Your Information does not include any bank or credit card information; We encourage You to review the privacy policy of the Payment Processor to learn more about how it collects and secures bank and credit card information. Upon the expiration or termination of this Agreement, or if You have not used the App in the prior twelve (12) months, Your account, including Your Information and any other information You have uploaded to a First Launch Offering, may be delete by First Launch. We do not have any liability to any party for deleting Your account, Your Information or any other information You have uploaded.
2.3. Access and Use; Messsaging. You may use First Launch Offerings in accordance with the terms of this Agreement. First Launch Offerings permit Your customers to pay online for Your services and/or products. All such payment is handled and processed by third party vendors with which We have contracted for Your convenience and, if Your customer elects to pay You online, such customer will be automatically directed to a third party processor; such automatic direction shall be prominently disclosed to the customer, including any related Fees. First Launch does not receive, transmit or maintain any credit card or other financial information of Your customers. You may elect to input Your customers’ name and other information to better use the features and functionality of First Launch; if You do, then such information is considered to be Your Information and handled in accordance with this Agreement and the Privacy Policy. You (and not First Launch) are solely responsible for the payment of any taxes related to payments You receive; no tax statements are provided by First Launch. In addition, the App may include messaging functionality between You and Your customers. We may, but are not obligated, to monitor any messages or information uploaded; all users of the App are required to comply with this Agreement, including Section 2.4, but We are not responsible for any information uploaded or messages between any parties. You are strongly encouraged to closely monitor the information uploaded by any person, and/or any messaging between any persons, who are using the First Launch Offerings through Your account. To assist You in monitoring such information and messaging, First Launch will provide You with a copy of all such items upon request. You understand that it is Your responsibility (and not First Launch’s) to monitor the activity between Your users and customers and to take appropriate action with respect to such information and messaging. You also have the ability to prevent the uploading of information and/or to disengage the messaging functionality.
2.4. Acceptable Use. You agree to use First Launch Offerings only for lawful purposes. You are expressly prohibited from transmitting through First Launch Offerings any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically or otherwise objectionable material of any kind, including without limitation, any material that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national or international law, including without limitation, any material You do not have the right to use (collectively, “Prohibited Conduct”). Prohibited Conduct expressly includes, and You are expressly prohibited from, using a false e-mail address or other identifying information and from using First Launch Offerings in any way to send unsolicited emails or other messages to people or other entities. You agree and acknowledge that First Launch is not responsible or liable to You or any other party for any Prohibited Conduct by any user of First Launch Offerings at any time. Notwithstanding anything in this Agreement to the contrary, We are not in any way obligated to monitor any user’s use of First Launch Offerings, or to monitor, retain, review and/or edit any information provided by any user. However, First Launch does reserve the right, at any time, to monitor, review, retain, edit and/or disclose any information (including Your Information) as We determine necessary, in Our sole discretion, to: (i) satisfy any applicable law, regulation, legal process or governmental request; (ii) protect and defend First Launch’s rights and property; (iii) enforce this Agreement; (iv) protect against misuse or unauthorized use of First Launch Offerings; and (v) protect the interests of First Launch Offerings’ users or the public.
2.5. Keep Your Account Safe. You agree that You will not: (a) permit any third party (other than minors under Your supervision) to access First Launch Offerings using Your login credentials or to otherwise use Your account; (b) create derivate works based on First Launch Offerings or any Content; (c) copy, frame or mirror any part or Content of First Launch Offerings; (d) reverse engineer First Launch Offerings; or (e) access First Launch Offerings in order to build a competitive product or service, or to copy any features, functions or graphics of First Launch Offerings.
2.6. No Competitive Use. You may not accept this Agreement or access First Launch Offerings: (a) if You are Our direct competitor; or (b) in order to monitor First Launch Offerings for availability, functionality, features, performance or operation, or for any other competitive purpose including, without limitation, benchmarking.
3.1. Your Information. As between First Launch and You, You exclusively own all rights, title and interest in and to all of Your Information. We may use and share certain of Your Information with third parties for payment or other processing, in accordance with the provisions of this Agreement and the Privacy Policy. Bank/credit card information is not collected or stored by First Launch and First Launch does not have access to the bank or credit card information of any person. This means that, for the purposes of First Launch, the First Launch Offerings and this Agreement (including the Privacy Policy), Your Information does not include any bank or credit card information; We encourage You to review the privacy policy of the Payment Processor to learn more about how it collects and secures bank and credit card information.
3.2. Content and Enhancements. You understand and agree that all right, title and interest in and to First Launch Offerings, and all Enhancements and Content, and any derivative works of any of the foregoing, is owned exclusively by First Launch, even if developed by or in conjunction with You or any third party. Notwithstanding the fact that First Launch permits access to the Content, You acknowledge and agree that First Launch Offerings, Content, and/or the use of any Content and/or First Launch Offerings is protected by patents, copyrights, trademarks, and other proprietary and intellectual property rights, that these rights are valid and protected in all media now existing or later developed, and that Your use of First Launch Offerings and/or Content shall be governed and constrained by applicable patent, copyright, trademark and other intellectual property laws. Modification or use of First Launch Offerings and/or the Content or any portion thereof for any commercial purpose is a violation of patent, copyright, trademark and other proprietary and intellectual property rights owned by First Launch and third parties. Without limiting any of the foregoing, You understand and agree that if You copy any Content or portion thereof for any purpose not expressly permitted in this Agreement, whether or not such copying or use is for Your commercial gain, You are violating the rights of First Launch and/or its licensors, and that You may be subject to criminal and/or civil prosecution. All rights in and to First Launch Offerings and/or Content not expressly granted to You are reserved to First Launch.
3.3. Additional Proprietary Rights. In addition to Our and our licensors’ rights in individual elements of Content, We own a copyright in the selection, coordination, arrangement and enhancement of the First Launch Offerings (including Content, Website(s) and the App). First Launch Offerings may permit You to download and/or print certain Content and You may do so, and You may make a limited, reasonable number of copies of such downloaded and/or printed Content solely for Your own personal use and no other purpose whatsoever, provided that all such copies are a complete and accurate copy of the downloaded and/or printed Content and further provided that all such copies include any proprietary notices of Ours or the applicable owner; all such copies (whether printed or electronic) are considered Content hereunder, and subject to the terms of this Agreement. Except for this limited right to download, print and/or copy as described in this section, and notwithstanding anything else herein to the contrary, You understand that You may not otherwise copy, modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, incorporate into another website or printed materials, or in any other way exploit First Launch Offerings and/or any of the Content (in whole or in part) and/or incorporate any of the foregoing in other works in any form, media, or technology now known or later developed (collectively, “Use”), even if You attribute such Content or Use to First Launch or the applicable licensors.
3.4. Feedback. If You contact Us with information including, without limitation, feedback data (e.g., questions, comments, suggestions or the like) regarding First Launch Offerings, including the Content (collectively, “Feedback”), the Feedback is deemed to be proprietary to and exclusively owned by First Launch and We will have no obligation to You or any other party of any kind with respect to the Feedback. In addition, You agree and acknowledge that We are free to use and distribute the Feedback to others without limitation, and to authorize others to do the same. Further, We are free to use any ideas, concepts, know-how or techniques contained in the Feedback for any purpose whatsoever, including, without limitation, developing, manufacturing and marketing products and other items incorporating the Feedback. We will not owe any compensation for the use or disclosure of the Feedback or be liable to any party for the use of the Feedback by any party.
The privacy and security of Your Information is described in Our Privacy Policy. In general, We have established administrative, physical and technical safeguards in compliance with applicable law and general industry standards. As further described in the Privacy Policy, We may use and disclose Your Information as required by law, as You may permit, or in connection with a reorganization, merger, sale or all or some of Our assets, or other corporate change, including for transaction due diligence (collectively, “Corporate Change”). In the event of a Corporate Change (either during due diligence or upon the consummation of the Corporate Change), We may transfer Your Information, in whole or in part, to the relevant third part(ies) and, if the Corporate Change actually occurs, Your Information will then be subject to the privacy policies of such third part(ies).
In addition to the link(s) to the Payment Processor, First Launch Offerings may contain links to other websites and information solely for Your convenience. First Launch does not endorse nor make any warranties or representations about any website or information You may access through a link from First Launch Offerings. You agree and acknowledge that You (and not First Launch) assume all risk for any dealings or transactions of any nature, including without limitation, the purchase of any products or services from, or the reliance upon any information or materials contained in, such linked sites. Please note that such other websites may have terms of use and/or privacy policies different from Ours and any use of such other websites and/or any information You provide to or through such other websites will be subject to the terms or use and privacy policies of those other websites and not First Launch’s. First Launch has no responsibility or liability for acts or omissions of any party (including You, any customer or any person using the First Launch Offerings through Your account) with respect to such other websites and information, or any such party’s use or inability to use such other websites and/or information.
6.1. Term and Termination. This Agreement commences on the date You accept it, as described above, and continues until terminated, as provided herein. Either party may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to the other party; termination shall also be deemed to after a twelve (12) month period of inactivity with respect to the App. Upon termination for any reason, any pending payments to You will be processed and paid to You as usual, but Your license to use and access First Launch Offerings will immediately cease. All Fees paid to First Launch and the Payment Processor are non-refundable and non-cancellable; any refunds due a customer for any reason are between You and the customer. Neither First Launch nor the Payment Processor provide refunds to any customer. Your sole and exclusive remedy in the event of any dissatisfaction with First Launch Offerings or a breach of this Agreement by First Launch is to terminate this Agreement and cease using First Launch Offerings. Those Sections which by the nature are intended to survive, shall survive the termination or expiration of this Agreement.
6.2. Warranties. Notwithstanding anything to the contrary in this Agreement, First Launch Offerings (including without limitation, all Content) is provided to You “AS IS”, without any warranties or indemnities of any kind. To the fullest extent permissible pursuant to applicable law, First Launch disclaims all warranties, express or implied, including, but not limited to, warranties of merchantability, title, fitness for a particular purpose and non-infringement. Furthermore, First Launch, its affiliates and licensors do not warrant that any use of First Launch Offerings and/or Content and/or any features or functionality in any of the foregoing, will meet Your requirements, be uninterrupted, available at any time or from any particular location, secure or error-free, that defects will be corrected, or that the First Launch Offerings is free of viruses or other potentially harmful components. We do not guarantee that any aspect of First Launch Offerings (including without limitation, all Content) is timely, accurate or complete. First Launch Offerings (including without limitation, all Content) is not intended to offer legal, tax, investment or other professional advice. All use of First Launch Offerings (including without limitation, all Content) is solely at Your own risk. YOU ACKNOWLEDGE AND AGREE THAT FIRST LAUNCH HAS NOT REPRESENTED ITSELF OR FIRST LAUNCH OFFERINGS AND/OR THE CONTENT OR ANY PORTION OF ANY OF THE FOREGOING, AS HAVING THE ABILITY TO PROVIDE LEGAL, TAX, INVESTMENT OR OTHER PROFESSIONAL ADVICE, OR TO PERFORM ANY OTHER TASKS THAT CONSTITUTE THE PRACTICE OF ANY LICENSED PROFESSIONAL.
6.3. Liability. You understand that First Launch, its affiliates and licensors shall have no liability whatsoever to You or any other party for any damages or claims arising under this Agreement or otherwise related to Your use of First Launch Offerings and/or any Content. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL WE OR OUR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THOSE RESULTING FROM LOST PROFITS, LOST DATA OR LOST SAVINGS) ARISING OUT OF OR RELATED TO THIS AGREEMENT, OR TO THE USE OR ACCESS, OR INABILITY TO USE OR ACCESS, OR THE RESULTS OF ACCESS OR USE ,OF FIRST LAUNCH OFFERINGS OR ANY CONTENT, WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF A REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW. IN THE EVENT FIRST LAUNCH IS LIABLE TO YOU FOR ANY DIRECT DAMAGES UNDER ANY THEORY OF LAW, SUCH LIABILITY IS LIMITED TO $100, IN AGGREGATE.
6.4. Indemnification. You agree to indemnify Us, our affiliates, employees, agents and representatives harmless from and against any claim, demand, suit, or proceeding (“Claim”) made or brought against Us, our affiliates, employees, agents and representatives by a third party alleging that Your Information, or Your use or access of First Launch Offerings is in violation of this Agreement, or infringes or misappropriates the intellectual property rights of a third party, or violates applicable law. You agree to pay for any settlements, or damages awarded against Us, and for reasonable attorney’s fees incurred by Us, our affiliates, employees, agents and representatives in connection with any such Claim provided that We give You prompt written notice of the Claim and give You a reasonable opportunity to participate in the defense of such Claim.
6.5. Copyright Infringement. If you believe that Your copyrighted work has been copied in a way and that constitutes copyright infringement, please provide our Copyright Agent with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that You claim has been infringed; a description of where the material that You claim is infringing is located on Our website; Your address, telephone number, and email address; a statement by You that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and a statement by You, made under penalty of perjury, that the above information in your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner’s behalf. Please contact our Copyright Agent for Notice of Claims of Copyright Infringement at: Copyright Agent, First Launch: firstlaunchapp@mystudentbusiness.com
6.6. Miscellaneous. This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of Illinois, without regard to its principles of conflicts of laws. Venue and jurisdiction shall be exclusively in the state and federal courts located in Cook County, Illinois. We may provide notices to You electronically, via email to the address provided by You, or if such notice is applicable to all users generally, We may post such notice on First Launch Offerings. Except when this Agreement indicates that You may provide notice to Us via email, any notices provided by You to Us shall be made in writing and will be effective upon the first business day after delivery to a nationally recognized courier for next-business day delivery. Notices to First Launch shall be addressed to: firstlaunchapp@mystudentbusiness.com. Failure of either party to enforce a right under this Agreement shall not act as a waiver of any rights or a waiver of that right or the ability to later assert that right relative to the particular situation involved. If any provision of this Agreement is alleged to be invalid or unenforceable, the provision shall be construed to have the broadest interpretation that would make it valid and enforceable. Invalidity or unenforceability of one provision shall not affect any other provision of this Agreement. First Launch Offerings and technology underlying it may be subject to export laws and regulations of the United States and other jurisdictions. Each party shall comply with the export laws and regulations of the United States and other applicable jurisdictions in providing and using First Launch Offerings. We are not responsible for any delay or failure in performance caused by flood, riot, insurrection, fire, earthquake, strike, communication line failure, internet service provider failure, hosting service provider failure, power line failure, computer attacks, denial of service attacks, explosion, acts of terrorism, act of God, acts (or failure or delay to act) of any third party, including payment processors, or any other force or cause beyond our reasonable control. The division of this Agreement into Sections, and the insertion of captions and headings, are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. You may not assign this Agreement without Our prior written consent. Any attempted assignment in violation of the foregoing shall be null and void, and of no force or effect. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties. You may not use Our name, logo or trademark for any reason without Our prior written consent. This includes, by way of example and not limitation, any reference or link to First Launch Offerings in any blog. You may notify Us of any desired use of Our name, logo or trademark and We would be pleased to consider Your interest in referencing Us or linking from Your blog to First Launch Offerings. There are no third party beneficiaries of this Agreement. This Agreement, consisting of all of the pages of this instrument, together with all of the pages of the Privacy Policy and any other exhibits and attachments, if any, sets forth the entire, final and exclusive agreement between the parties as to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, between the parties. You may not amend this Agreement without Our written consent. We reserve the right to modify or amend this Agreement at any time as described above.