First Face User Terms of Service

1. Introduction

Welcome to First Face!
First Face App. (“First Face,” “we,” “our,” “us”), owned and operated by Claridgeworks PTY LTD, provides a range of production management and collaboration tools for the fashion and entertainment industries aimed primarily towards fashion shows, photoshoots, theatre and live music (collectively, the “Service”), along with associated websites, including but not limited to www.firstface.app, (the “Website” and/or “Webapp”) and the First Face iOS and Android applications (the “apps”).

These User Terms of Service (“Terms”) constitute a legally binding agreement between you and Claridgeworks PTY LTD (“First Face App”), outlining the rules and guidelines for using our Service and Websites. These Terms apply to all users of the Service, with specific exceptions for different categories of users, which are detailed below in Section 2 (How These Terms Apply). By accessing or using the Service and Websites, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference.

If you do not agree with these Terms, please do not use or access the Service or Websites.

We reserve the right to update or modify these Terms at any time by posting the revised version on our website. If we make significant changes to these Terms, we will provide reasonable notice either by email to the address associated with your account or through alerts on the Service and/or Websites. Your continued use of the Service and Websites following the posting of any changes constitutes your acceptance of those changes. If you do not agree with the updated Terms, you must stop using the Service and Websites.

2. How These Terms Apply

By using First Face, you may fall into one or more of the following categories:

  • “Site Visitors”: Users who visit and browse our Website or Apps.

  • “Free Users”: Users who create an account and free profile.

  • “Managed User”: Users labeled as Core Team Members, Collaborators, Models or Agents who have been invited and added to a team.

  • “Customer” Users who have paid for a subscription for the purpose of creating and managing a show, or creating a Model Agency profile either as an individual or through an entity.

Managed Users

If you are using the Service as part of a paid subscription plan purchased by an entity or individual (the “Customer”) you are considered a “Managed User”.

Customer retains control over the data and content submitted to the Service by Managed Users (“Customer Data”). Customer is responsible for managing permissions, integrating third-party services, and ensuring the lawful handling of Customer Data. As a Managed User, you acknowledge that:

  1. It is the Customer’s responsibility to inform you of any relevant policies and settings impacting Customer Data.

  2. Customer must obtain any necessary rights, permissions, or consents from you for the lawful use of Customer Data.

  3. Customer must ensure the lawful transfer and processing of Customer Data.

  4. Any disputes related to Customer Data or the Service must be resolved by the Customer.

First Face makes no representations or warranties to Managed Users regarding the Service, which is provided on an “as is” and “as available” basis.

3. Eligibility and Scope

To use the Service, Website or Apps you must be at least 16 years old and have the capacity to agree to these Terms. If you are under 16, or if First Face has previously restricted your access to the Service, Website or apps, you may not use the Service, Website or Apps.

4. Account Registration and Use

4.1 Account Registration and Confidentiality

To access the Service and certain features on our Website or Apps, you must register for an account by creating a username and password. You agree to provide accurate, complete, and current registration information. It is your responsibility to maintain the confidentiality of your password and to ensure that others do not access the Service using your account. You are responsible for all activities that occur under your account. If you are an account administrator or have authority over an account, you confirm that you are authorized to make decisions on behalf of the account.

4.2 Unauthorized Account Use

If you become aware of any unauthorized use of your account, you must notify us immediately at hello@firstface.app. We may require additional information to verify your identity and secure your account. We will not be liable for any losses or damages resulting from unauthorized use of your account.

5. License

Subject to your compliance with these Terms, First Face App grants you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use the Service Website and Apps for your internal use. This license is subject to your adherence to these Terms and applicable laws. We may revoke this license at any time, in our sole discretion.

6. Acceptable Use Policy

You agree to comply with these Terms, including the following rules regarding acceptable use of the Service and Websites:

6.1 Disruption of the Service

You may not:

  • Access, tamper with, or use non-public areas of the Service and Websites, First Face’s computer systems, or the technical delivery systems of First Face’s providers.

  • Probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures.

  • Access or search the Service and Websites by any means other than First Face’s publicly supported interfaces.

  • Interfere with or disrupt the access of any user, host, or network, including by sending viruses, overloading, flooding, spamming, or mail-bombing the Service and Websites.

6.2 Misuse of the Service and Websites

You may not use the Service and Websites to carry out, promote, or support:

  • Fraudulent activities.

  • Impersonation of another person or entity.

  • Defamatory, libelous, or threatening activities.

  • Violations of law or third-party rights.

  • Harm or abuse of minors.

  • Sending unsolicited communications or spam.

  • Sharing malicious content.

  • Competing with First Face.

6.3 User Content

You may not post any User Content on the Service or Websites that:

  • Is illegal, fraudulent, or deceptive.

  • Contains viruses or harmful code.

  • Violates third-party rights.

  • Is offensive, defamatory, or pornographic.

  • Contains personal or sensitive information without proper authorization.

6.4 Artificial Intelligence

If you use any AI features provided by First Face, you agree to:

  • Implement appropriate safeguards.

  • Remain responsible for decisions made based on AI outputs.

  • Evaluate AI outputs for accuracy.

  • Comply with all applicable laws and policies.

6.5 Acceptable Use Violations

If we believe that you have violated this Acceptable Use Policy, we may suspend or terminate your access to the Service and Websites without liability. We reserve the right to notify the applicable account administrator of any such violations.

7. Proprietary Rights

First Face and its licensors exclusively own all intellectual property rights in the Service, Website and Apps. You agree to abide by all applicable copyright and other laws. All rights, including trade secrets, patents, copyrights, trademarks, service marks, and other proprietary rights, remain the sole property of First Face and its licensors.

8. User Content and Feedback

8.1 User Content

The Service allows you to submit content, such as show production documents, images, tasks and associated information (“User Content”). User Content is subject to the following terms:

8.2 Free User Content

Free Users retain ownership of the content they submit. By submitting content, Free Users grant First Face a license to use, copy, reproduce, process, adapt, publish, and display the content in order to provide the Service. We reserve the right to remove content that violates these Terms.

8.3 Managed User Content

Content submitted by Managed Users is considered Customer Data and is controlled by the Customer.

8.4 Feedback

The Service, Website or Apps may allow you to submit comments and feedback. First Face may use such feedback for any purpose without compensation to you. We reserve the right to remove any feedback posted in public forums.

8.5 Representations

You represent and warrant that you have all necessary rights to submit User Content and Feedback. First Face is not responsible for User Content or Feedback and does not control the content posted by other users.

9. Warranties, Disclaimer, and Limitation of Liability

The Service and Websites are provided “as is” without warranties of any kind. First Face disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. First Face does not guarantee that the Service, Website or Apps will be error-free or uninterrupted.

In no event shall First Face and Claridgeworks PTY LTD be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with the Service, Website or Apps. Our aggregate liability will not exceed $AUD80.

10. Subscription, Fees, Upgrades, and Renewals

10.1. Order Form

The Services may be purchased via an order form, such as a sales order, purchase document, or any other instrument designated by us, which can be completed and submitted online, in-app, offline, or in any other format we provide ("Order Form"). This Order Form will list, at a minimum, the Services ordered, the associated fees, the subscription plan, and the subscription term, as applicable.

10.2. Subscription

Unless otherwise stated in an Order Form, the Services are provided on a subscription basis for the term specified in the Order Form, in accordance with the applicable subscription plan ("Subscription Term" and "Subscription Plan," collectively the "Subscription").

10.3. Fees

In consideration for the provision of the Services (excluding any trial services), the Customer shall pay the applicable fees as outlined in the Order Form ("Fees"). Unless otherwise indicated, all Fees are in the customers local currency. The Customer authorizes First Face App, either directly or through its payment processing service or affiliates, to charge such Fees via the Customer’s selected payment method on the due date or shall otherwise remit payment to First Face upon the due date. Except as expressly provided herein, the Fees are non-cancellable and non-refundable. We reserve the right to change the Fees at any time, upon notice to the Customer, if such change may affect the Customer’s existing subscriptions upon renewal. In the event of failure to collect the Fees owed by the Customer, we may, at our sole discretion, retry to collect at a later time and/or suspend or cancel the Account, without notice.

10.4. Upgrades

Customers may upgrade or enhance their Services by (i) adding Users; (ii) adding additional shows; (iii) adding additional services, products, Add-Ons, features, or functionalities; and/or (iv) extending the Subscription Term ("Upgrades"). Some Upgrades or changes may be considered a new purchase, restarting the Subscription Term for some or all of the Services, as indicated within the Services or Order Form. Upon an Upgrade, the Customer will be billed for the additional Fees at our then-current rates (unless otherwise specified in an Order Form), either prorated for the remainder of the current Subscription Term or, if the Subscription Term is restarted, with the Fees already paid by the Customer reduced from the new upgraded Fees. Any difference shall be due upon the Upgrade date. "Add-Ons" refers to additional enhancements and functionalities for the purchased Services that may incur additional Fees.

10.5 Adding Users

Changes to the number of Users within an Account may restart the Subscription Term for some or all Services, with applicable additional Fees billed at our current rates, and any Fees already paid deducted from the new additional Fees, unless agreed otherwise in an Order Form, in which case Users may be added on a prorated basis for the remainder of the Subscription Term.

10.6. Excessive Usage

We reserve the right to offer Services at different pricing or impose additional fees or restrictions if we, at our sole discretion, believe that the Customer or its Users have misused the Services or used them excessively compared to anticipated standard use (e.g., excessive number of guests, excessive file uploads, etc.). This may include restrictions on third-party services, network traffic, bandwidth, content size or length, content quality or format, content sources, download volume, storage, etc.

10.7. Billing

By registering or submitting billing information for the Services, the Customer agrees to provide us with updated, accurate, and complete billing information. The Customer authorizes us (directly or through our affiliates or third parties) to charge, request, and collect payment (or take other billing actions) from the Customer’s payment method or designated bank account and to make any necessary inquiries to validate the Customer’s payment account or financial information, including receiving updated payment details from the Customer’s credit card company (e.g., updated expiry date or card number).

10.8. Subscription Auto-Renewal

To prevent any interruption or loss of services, the Customer’s Subscription includes an automatic renewal option by default. Unless the Customer cancels their Subscription before its expiration the Subscription will automatically renew for a period equal to the original Subscription Term at the same price (subject to tax changes and excluding any first-term discounts or promotions). If the Customer wishes to avoid auto-renewal, they must cancel their Subscription before expiration through Account settings or by contacting Customer Support. If a Customer cancels during a Subscription Term, the Subscription will not renew, but no refund or credit will be issued for any unused period.

10.9. Discounts and Promotions

Unless otherwise stated in a separate agreement, if the Customer received a discount or promotional offer, the Customer acknowledges that upon renewal, the Subscription will renew at the full applicable Fee at the time of renewal.

10.10. Payment through Partner

If the Customer purchased Services from an authorized reseller, distributor, or intermediary ("Partner"), and any conflict arises between these Terms and the Partner agreement, these Terms shall prevail. Any additional rights granted in the Partner agreement that are not in these Terms apply only between the Customer and the Partner. The Customer must seek redress from the Partner, not First Face. Access to Services is subject to payment receipt from the Partner. We reserve the right to assign billing of Fees directly to us, in which case the Customer shall pay us directly.

11. Indemnification

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD FIRST FACE APP, CLARIDGEWORKS PTY LTD, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, CONTRACTORS, OR REPRESENTATIVES HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES, MADE IN CONNECTION WITH OR ARISING OUT OF YOUR USE OF THE SERVICE AND WEBSITES, YOUR CONNECTION TO THE SERVICE, WEBSITE AND APPS YOUR VIOLATION OF THESE TERMS, YOUR VIOLATION OF ANY APPLICABLE LAW, YOUR SUBMISSION, POSTING, OR TRANSMISSION OF USER CONTENT TO THE SERVICE, WEBSITE AND APPS, AND/OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER INDIVIDUAL OR ENTITY. WE RESERVE THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF SUCH DISPUTES, AND IN ANY EVENT, YOU WILL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES..

12. Third-Party Links and Services

The Service, Website and Apps may contain links to third-party websites and services. First Face is not responsible for the content or practices of these third-party sites. Your interactions with third-party sites are governed by their terms and policies.

13. General Terms

13.1 Modifications

We reserve the right to modify or discontinue the Service, Website and Apps at any time without notice. We will not be liable for any modifications or discontinuation.

13.2 Governing Law

These Terms are governed by the laws of Queensland, Australia, without regard to conflict of law principles. However, some countries (including those in the European Union) have laws that require agreements to be governed by the local laws of the consumer’s country.  This paragraph does not override those laws.

13.3 Dispute Resolution

Most disputes can be resolved informally. If a dispute arises, you agree to first try to resolve it by contacting us at hello@firstface.app. If a resolution is not reached, the dispute will be resolved by binding arbitration.

13.4 Entire Agreement

These Terms, along with the Privacy Policy, constitute the entire agreement between you and First Face regarding your use of the Service, Website and Apps. These Terms supersede all prior agreements.

13.5 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.

13.6 Waiver

No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or any other term, and First Face’s failure to enforce any right or provision will not constitute a waiver of such right or provision.

1. Contact Us

If you have any questions about these Terms, please contact us at hello@firstface.app.