STACKER® MEDIA END USER LICENSE AGREEMENT
Last Updated: October 20, 2026
This End User License Agreement (this “License Agreement”) is a legally binding contract between You (as defined in the next paragraph) and Stacker Media, Inc., with offices at 111 Town Square Place, Ste 1205, Jersey City, NJ 07310 (“Stacker Media”). This License Agreement governs Your use of Stacker Media’s proprietary software platform and any related software, mobile apps, systems, or other materials, as well as any updates, modifications, customizations, or improvements thereto, made available to You by Stacker Media or its Affiliates (as defined in Section 17 below) (collectively, the “Platform”).
By clicking on “I agree,” “I accept” or an equivalent message, or by using or accessing the Platform, You accept the terms of this License Agreement without modification and agree that it is binding upon You, Your employees, agents, successors and assigns, as well as any person or entity on whose behalf You use the Platform as well as the employees and contractors of such company (collectively, “You” or as the context requires “Your”). If You do not agree to the terms of this License Agreement, or if You are not authorized to accept these terms on behalf of Your company, You must decline these terms and conditions and You may not access or use the Platform. To the extent there is a written agreement between Your employer and Stacker Media governing Your employer’s access to and use of the Platform (each, an “Additional Agreement”), this License Agreement is in addition to and does not supersede or replace any such Additional Agreement, and Your use of the Platform may be subject to additional terms set form in such Additional Agreements. “Stacker Media Customer” means an entity that has entered into an Additional Agreement with Stacker Media. In the event Your employer is not a Stacker Media Customer, this License Agreement sets forth the entire understanding and agreement between You and Stacker Media and supersedes all other agreements between the parties relating to its subject matter, and You represent and warrant that You have the authority to accept the terms of this License Agreement on behalf of Your employer. In the event of a conflict between this License Agreement and any Additional Agreement, this License Agreement will control with respect to issues arising from the Platform and Your use thereof, and in all other respects the Additional Agreement will control.
1. License. Stacker Media hereby grants You a limited, revocable, worldwide, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform solely to the extent necessary for Your performance of the services for a Stacker Media Customer, solely during the license term set forth in the relevant Additional Agreement (or if not so set forth, for the term stated in the main body of this License Agreement), and solely in accordance with the terms of this License Agreement. Your license to use the Platform automatically terminates upon the expiration or termination of this License Agreement or the applicable Additional Agreement(s) (whichever is earlier). You acknowledge and agree that Your access to and use of the Platform is conditioned upon and subject to Your satisfaction of Your contractual obligations to Stacker Media under this License Agreement and the applicable Additional Agreement(s).
2. Stacker Media’s Rights. You acknowledge and agree that the Platform is proprietary to Stacker Media, its Affiliates or licensors, and are protected under copyright law, trade secret law, patent law, and laws governing confidential information. You shall maintain the confidentiality of the Platform, and any nonpublic information contained within the Platform, irrespective of whether such information is labeled or marked with any proprietary legend or notice indicating their confidential nature. Stacker Media retains all rights, title, and interest in and to the Platform, including (without limitation) all applicable intellectual property rights, as well as all modifications, enhancements, and derivative works thereof. This License Agreement does not convey any title or interest in or to the Platform to You, but only grants a limited right of use that is revocable in accordance with the terms of this License Agreement. Stacker Media and its Affiliates reserve all worldwide rights not expressly granted under this License Agreement. All feedback, suggestions, improvements and similar information relating to the Platform, or Stacker Media’s other products and services provided by You shall be the sole property of Stacker Media, which may freely use them without any obligation to obtain consent or pay compensation.
3. License Restrictions, Reverse Engineering. You may not reproduce, prepare derivative works based on, disclose, publish, distribute, rent, lease, or modify the Platform or any part thereof. You may not reverse engineer, decompile, translate, adapt, or disassemble the Platform. You may not use the Platform in a manner not contemplated by this License Agreement. You may not copy any content from or scrape the Platform or any related software. You may not use the Platform to (i) violate any law or a third-party’s rights; (ii) submit excessive or unsolicited commercial messages or spam any users; (iii) transmit malicious content or viruses, including the introduction of malicious content or viruses into the Platform; (iv) solicit other people’s login information, credit card numbers, or other sensitive information; (v) harass or bully other users; or (vi) transmit content that is hate speech, threatening or pornographic, that incites violence or that contains nudity or graphic or gratuitous violence. You agree not to remove or obliterate any copyright, trademark, or other proprietary rights notices from the Platform. You also agree not to permit any third party acting on Your behalf to engage in any of prohibited activities under this Section 3.
4. License Restrictions, Circumvention, Security. “Security Measures” means any of the following: technological measures under the Digital Millennium Copyright Act, copyright protection measures, application enabling mechanisms, passwords, key codes, encryption, or any other security methods or devices. You agree that You will not: (a) attempt to defeat or circumvent any Security Measure, including measures protecting the Platform in violation of applicable laws related to circumvention of technological measures protecting software, copyrighted works, or other intellectual property rights, and (b) traffic in, purchase, manufacture, design, import, offer, sell or distribute any circumvention or hacking device that is designed to unlawfully circumvent or hack the Platform. You are responsible for securing your password and software credentials, and are responsible for controlling access to any PCs, mobile devices, or other end points that You allow to store Your Platform password, or on which you enable a "Remember Me" or similar functionality. Accordingly, You agree that You will be solely responsible for all activities that occur under Your Platform account, including the activities of any individual with whom You share Your Platform account. To protect Your account, You agree to keep Your password confidential. You are responsible for the activity that happens on or through Your account. If You learn of any unauthorized use of Your password, You agree to immediately contact us at contact@stacker.com. You also agree not to permit any third party acting on Your behalf to engage in any of prohibited activities under this Section 4.
5. Confidentiality.
(a) “Confidential Information” means all information disclosed by Stacker Media to You, whether orally or in writing, or otherwise disclosed to or obtained by You in connection with this License Agreement and/or with the Platform. Confidential Information includes information You receive from third parties (including a Stacker Media Customer) subject to obligations of non-disclosure or non-use to Stacker Media. The Platform, and all information related thereto, is the Confidential Information of Stacker Media.
(b) Except as necessary to perform Your obligations or exercise Your rights under this License Agreement, You shall not (i) use Confidential Information, or (ii) disclose Confidential Information to any third party. You shall exercise the same degree of care with Confidential Information as You exercise with Your own confidential and proprietary information, and in no event less than a reasonable degree of care.
(c) Except for personal information protected by applicable law, Confidential Information shall not include any information to the extent that You can reasonably demonstrate, by contemporaneous written evidence, that such information (a) is or becomes part of the public domain, other than as a result of the actions of You or Your employees or contractors, (b) was already rightfully known to You as of the time it is disclosed to or obtained by You, or (c) is subsequently learned from a third party not under a confidentiality obligation to Stacker Media.
(d) You may disclose Confidential Information if disclosure is reasonably necessary in Your opinion to (i) comply with legal or administrative process (including to, civil and criminal subpoenas, court orders or other compulsory disclosures); or (ii) enforce this License Agreement. Disclosure is permitted pursuant to this Section 5(d) provided You give Stacker Media prior written notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at Stacker Media’s cost, if Stacker Media wishes to contest the disclosure. If You are compelled by law to disclose Confidential Information as part of a civil proceeding to which Stacker Media is a party, and Stacker Media is not contesting the disclosure, Stacker Media will reimburse You for Your reasonable cost of compiling and providing secure access to such Confidential Information.
6. DISCLAIMERS. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE HEREIN, THE PLATFORM IS LICENSED AND PROVIDED SOLELY ON AN “AS IS” AND “WITH ALL FAULTS” BASIS, AND STACKER MEDIA, ITS AFFILIATES AND ANY THIRD PARTY SUPPLIERS AND LICENSORS HEREBY EXPRESSLY DISCLAIM, AND YOU EXPRESSLY WAIVE, RELEASE AND RENOUNCE, ALL WARRANTIES ARISING BY LAW OR OTHERWISE WITH RESPECT TO THE PLATFORM, INCLUDING, BUT NOT LIMITED TO: ANY IMPLIED WARRANTY OF ACCURACY, MERCHANTABILITY, FREEDOM FROM VIRUSES OR OTHER HARMFUL CODE, LOSS OF DATA, OR FITNESS FOR A PARTICULAR PURPOSE; ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR TRADE USAGE; ANY WARRANTY OF TITLE OR NON-INFRINGEMENT; AND, ANY OTHER WARRANTY ARISING UNDER ANY THEORY OF LAW, INCLUDING TORT, NEGLIGENCE, STRICT LIABILITY, CONTRACT OR OTHER LEGAL OR EQUITABLE THEORY. STACKER MEDIA MAKES NO COMMITMENTS ABOUT THE DATA OR CONTENT WITHIN THE PLATFORM. ADDITIONALLY, STACKER MEDIA SHALL HAVE NO LIABILITY WHATSOEVER ARISING FROM ANY THIRD PARTY SOFTWARE OR COMPONENTS. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT INCLUDING, BUT NOT LIMITED TO, STATEMENTS REGARDING SUITABILITY FOR USE, SHALL BE DEEMED TO BE A WARRANTY BY STACKER MEDIA OR ANY OF ITS AFFILIATES OR THIRD-PARTY SUPPLIERS. STACKER MEDIA DOES NOT WARRANT THAT THE PLATFORM IS ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.
7. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL STACKER MEDIA, ITS AFFILIATES OR ITS THIRD PARTY SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR TO ANY THIRD PARTIES FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING ANY LOSS OR DAMAGE CAUSED BY THE PLATFORM; ANY PARTIAL OR TOTAL FAILURE OF THE PLATFORM; LOST PROFITS, LOSS OF DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, OR LOSS OF USE OF EQUIPMENT OR SERVICES OR DAMAGES TO BUSINESS OR REPUTATION ARISING FROM THE PERFORMANCE OR NON-PERFORMANCE OF ANY ASPECT OF THE PLATFORM, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND WHETHER OR NOT STACKER MEDIA, ITS AFFILIATES OR ITS THIRD PARTY SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL STACKER MEDIA’S CUMULATIVE LIABILITY TO YOU OR TO ANY OTHER PARTY FOR ANY LOSSES OR DAMAGES RESULTING FROM ANY CLAIMS, LAWSUITS, DEMANDS, OR ACTIONS ARISING FROM OR RELATING TO THIS LICENSE AGREEMENT EXCEED $1,000 USD.
8. Updates and Maintenance. “Updates” means modifications, corrections, or enhancements to the Platform. Stacker Media will provide Updates to the Platform at its sole discretion from time to time. You agree that any Updates will be considered part of the Platform as defined in this License Agreement and they shall be governed by the terms and conditions of this License Agreement.
9. Termination; Suspension.
(a) This License Agreement shall remain in force and effect until terminated in accordance with this Section 9. This License Agreement shall terminate in the event of a material breach by You, which is not cured to Stacker Media’s satisfaction with fifteen (15) days of Your receipt of written notice of such material breach. This License Agreement will also terminate automatically upon the expiration or termination of the Additional Agreement without the uninterrupted replacement by subsequent Additional Agreement or the occurrence of any other condition for termination of Your rights to use the Platform under the Additional Agreement. For the avoidance of doubt, Your failure to timely pay amounts due to Stacker Media shall constitute a material breach of this License Agreement. Stacker Media may also terminate this License Agreement for no or any reason upon thirty (30) days’ prior notice to You. Additionally, a party may terminate this License Agreement immediately upon written notice to other party in the event that the other party becomes the subject of a petition for bankruptcy or any other proceeding relating to insolvency, receivership, or liquidation which is not dismissed within 60 days, or if the other party makes an assignment for the benefit of creditors.
(b) Upon any termination of this License Agreement, all license grants to You shall automatically terminate; all access to and use of the Platform shall be immediately terminated and removed from any of Your systems. Except as expressly provided in this License Agreement, no refunds shall be available for any reason.
(c) Without limiting the foregoing, Stacker Media may also suspend Your use of the Platform, with or without notification to You, for any reason.
(d) Notwithstanding anything to the contrary, You acknowledge and agree that Your access to the Platform may be monitored, regulated, and/or suspended or terminated (in accordance with the terms of this License Agreement) by Stacker Media through a license management tool.
10. Compliance with Law. You agree to use the Platform in accordance with applicable United States laws, the applicable laws of the jurisdiction in which You are formed, and the applicable laws of the jurisdiction where the Platform is used, including foreign trade control laws and regulations, copyright laws and other intellectual property laws. The Platform may be subject to export and other foreign trade controls that restrict resale and/or transfers to other countries and parties. By accepting the terms of this License Agreement, You acknowledge that You understand that the Platform may be subject to such controls, including, but not limited to, the Export Administration Regulations and/or the foreign trade control regulations of the Treasury Department of the United States. Platform shall always remain subject to applicable U.S. laws. IT IS SOLELY YOUR RESPONSIBILITY TO PROVIDE ALL NOTICES AND OBTAIN ALL CONSENTS AND PERMISSIONS NECESSARY TO COLLECT, STORE, USE, DISCLOSE, AND DELETE ALL DATA AND INFORMATION USING THE PLATFORM, INCLUDING, WITHOUT LIMITATION, ALL NOTICES, CONSENTS AND PERMISSIONS REQUIRED UNDER APPLICABLE PRIVACY LAWS, INCLUDING BIOMETRIC PRIVACY LAWS, OR ANY OTHER APPLICABLE LAWS.
11. Your Data. “Your Data” refers to any text, multimedia, graphics, data, and other information provided by You, including through the Platform, to Stacker Media for use with and display through the Platform. You hereby grant to Stacker Media a perpetual, royalty-free, worldwide, non-exclusive, transferable, sublicensable, and irrevocable license to use, reproduce, modify, transmit, distribute and display Your Data in furtherance of Stacker Media’s business activities, including in connection with Your performance of Your services for Stacker Media Customers. You further expressly agree that Stacker Media may use Your Data, as well as other data generated or derived from Your use of the Platform, for the purposes of (i) generating analytics, metrics, and statistical information, all of which shall be deemed proprietary information of Stacker Media, and (ii) inputting such information into artificial intelligence and machine learning algorithms for Stacker Media’s business purposes.
12. Indemnification.
(a) You agree to defend, indemnify and hold harmless Stacker Media and its Affiliates, and its and their respective officers, directors, shareholders, members, employees, agents and representatives from and against all out-of-pocket costs, damages, losses, judgments, fines, and expenses (including reasonable attorneys’ fees) (collectively, “Out-of-Pocket Costs”) arising from Your breach of this Agreement, Your use of the Platform, or any third-party demand, claim or proceeding (each of the foregoing, a "Claim") arising from or in connection with the Your Data or Your use of the Platform.
(b) Stacker Media will promptly provide written notice to You of any Claim for which it seeks indemnification under this License Agreement and You shall assume the defense thereof; provided, however, that failure of the Stacker Media to provide such notice will not release You from any of Your indemnity obligations except to the extent that Your ability to defend such Claim is materially prejudiced by such delay. You shall not settle or compromise any such Claim without the full release of Stacker Media from all liabilities and obligations associated with the claim except for any obligations to which Stacker Media has consented to in writing. Additionally, You shall not admit liability or wrongdoing, or take any action that imposes any obligation on Stacker Media (including the payment of any amount), on behalf of Stacker Media without Stacker Media’s prior written consent in each instance. Stacker Media has the right to participate, at its own expense, in the defense of any Claim covered under this provision with counsel of its own choosing.
13. Severability and Waiver. If any provision of this License Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, all other terms of this License Agreement shall remain in full force and effect. The terms or conditions of this License Agreement may only be waived in writing and signed by both parties. The failure of either party at any time to require performance of any provision hereof shall not affect its rights to enforce the same later. No waiver by either party of any condition or term shall be deemed a continuing waiver of such condition or term or of any other condition or term.
14. Modifications. This License Agreement may be updated or amended by Stacker Media from time to time by providing written notice to You or by including such updates or amendments in a Platform update.
15. Assignment. You shall not assign any of Your rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of Stacker Media. Stacker Media may assign this License Agreement without Your prior consent to (i) an Affiliate, or (ii) any successor to substantially all of its business or assets whether through merger, reorganization, combination, consolidation, purchase of assets or any other means, or to any party acquiring substantially all of the assets or business of the relevant business unit to which this License Agreement relates. “Affiliate” means any entity directly or indirectly controlling, controlled by or under common control with a party. The term “control” means ownership or the ability to direct at least fifty percent (50%) of the voting interests in such entity.
16. Governing Law and Forum.
(a) This License Agreement and any disputes arising out of or related hereto, will be governed exclusively by the internal laws of the State of Delaware, without regard to its conflicts of laws rules. The state and federal courts (including the appellate courts) located in New York, NY, will have exclusive jurisdiction over any dispute relating to this Agreement, and You consent to the exclusive jurisdiction of those courts.
(b) Notwithstanding anything to the contrary in Section 16(a) above, You acknowledge that a breach of Your confidentiality obligations in this License Agreement or infringement of Stacker Media’s intellectual property rights may cause irreparable damage to Stacker Media, the exact amount of which may be difficult or impossible to determine, and that the remedies at law for any such breach may be inadequate. Accordingly, You agree that in the event of a breach or threatened breach of Your confidentiality obligations in this License Agreement or infringement of Stacker Media intellectual property rights, in addition to any other remedy which may be available at law or in equity, Stacker Media shall be entitled to seek injunctive relief from any court of competent jurisdiction.
17. ADDITIONAL COMMITMENTS BY YOU. BY ACCEPTING THIS LICENSE AGREEMENT, YOU: (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS LICENSE AGREEMENT; (B) REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS LICENSE AGREEMENT; (C) AGREE THAT THIS LICENSE AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY LEGAL ENTITY THAT OBTAINED THE PLATFORM AND ON WHOSE BEHALF IT IS USED; AND, (D) AGREE TO PERFORM THE OBLIGATIONS OF THIS LICENSE AGREEMENT.
18. Notices. All notices under this License Agreement shall be made in writing. All notices to Stacker Media hereunder shall be addressed to Stacker Media, and mailed to 111 Town Square Place, Ste 1205, Jersey City, NJ 07310. Notices required to be given to You shall either be sent to (i) the email address provided to Stacker Media in connection with Your use of the Platform, or (ii) by certified or registered mail to the mailing address provided to Stacker Media by You. Either method of notification used by Stacker Media shall be considered effective upon dispatch. You agree to notify Stacker Media of any change in Your email or mailing addresses in the manner set forth above.
19. Third Party Software Notifications and Licenses. The copyrights for certain software components or other components of the Platform may be owned or licensed by other third parties (“Third Party Software”) and used and distributed under license. used and distributed under license. Such third-party licenses include the acknowledgements, notices, and licenses for the Third-Party Software (“Third-Party Notices”). The Third-Party Notices are included with the distribution of this License Agreement on a display, online, or elsewhere. The Third-Party Software is licensed according to the applicable Third-Party Software license notwithstanding anything to the contrary in this License Agreement.
20. Force Majeure. In no event will Stacker Media be liable for any unavailability of the Platform or other breach by Stacker Media of this License Agreement to the extent caused by any delay or failure of performance resulting from any cause beyond Stacker Media’s reasonable control, including but not limited to any strike, lockout, earthquake, hurricane, flood, fire, or other acts of God or nature, war, rebellion, civil disorders, laws, regulations, acts of civil or military authorities (including the denial or cancellation of any necessary license), epidemics, pandemics, and other public health emergencies, criminal or malicious acts of third parties, unavailability of materials, carriers or communications facilities, and Internet and network disruptions (collectively, a "Force Majeure Event").
21. Miscellaneous.
(a) The parties hereto are licensor/licensee with respect to each other. Each party is not and shall not be deemed to be an employee, agent, contractor, partner or legal representative of the other for any purpose and shall not have any right, power or authority to create any obligation or responsibility on behalf of the other.
(b) There are no third-party beneficiaries to this License Agreement.
(c) The terms or conditions of this License Agreement may be waived only in writing and signed by both parties. The failure of either party at any time or times to require performance of any provision hereof shall in no manner affect its rights at a later time to enforce the same. No waiver by either party of any condition or term shall be deemed as a continuing waiver of such condition or term or of another condition or term.
(d) Stacker Media reserves the right, upon reasonable notice and during normal business hours, to conduct an audit of Your books and records related to the access and use of the Platform to verify compliance with this License Agreement.