TERMS OF USE AGREEMENT
ROVR, LLC
Last Updated On May 26th, 2016
This Terms
of Use AGREEMENT ('Agreement') sets forth the terms and conditions that
apply to your use of applications, websites, content, and services offered by
ROVR, LLC, an Arizona limited liability company, or any of its successors,
subsidiary, division or assign (the 'Company'
or 'ROVR').
A.
Definitions.
'Website' means gorovr.com.
'App' means the ROVR App.
'You' refers to the user of the Website, the App and services
related thereto.
'Services' refers to Your use of the Website and/or the App for any
purpose whatsoever.
B.
Services Description.
ROVR
connects people who desire to make friends or find serious relationships. The
App helps individual users ('Users')
find new friends by connecting them with other Users who share similar
interest, experience, and desired qualities. ROVR also provides Users with a
platform to share information with other Users, such as messages, pictures, and
videos.
C.
Platform Nature of the
Services.
The Company
makes available a platform for Users to get to know other Users and meet if
they wish. The Company does not facilitate or provide for meetings and
activities between Users. The Company's responsibilities are limited to
facilitating the availability of the Service to support the interaction of
Users.
YOU
UNDERSTAND AND AGREE THAT THE COMPANY IS NOT A PARTY TO ANY AGREEMENTS ENTERED
INTO BETWEEN USERS, NOR IS THE COMPANY AN AGENT OR INSURER. THE SERVICES ARE
INTENDED TO BE USED TO FACILITATE CONNECTIONS BETWEEN USERS. THE COMPANY DOES
NOT MONITOR ANY OF THE CONTENT CONTAINED IN ANY PROFILES. THE COMPANY HAS NO
CONTROL OVER THE CONDUCT OF OTHER USERS OF THE SERVICES AND DISCLAIMS ALL
LIABILITY IN THIS REGARD. ACCORDINGLY, THE ENTERING OF ANY INTERACTION IS AT
THE USER'S OWN RISK.
D.
Network Access and Devices.
You
are responsible for obtaining the data network access necessary to use the
Services. Your mobile network's data and messaging rates and fees may apply if
you access or use the Services from a wireless-enabled device. You are
responsible for acquiring and updating compatible hardware or devices necessary
to access and use the Services and any updates thereto. The Company does not
guarantee that the Services, or any portion thereof, will function on any
particular hardware or devices. In addition, the Services may be subject to
malfunctions and delays inherent in the use of the Internet and electronic
communications.
E.
Acceptance and Contractual Nature
of this Agreement.
By
registering to access and use the Services, you consent to be bound by the
terms of this Agreement and you consent to receive this Agreement and any
future notices, if any, electronically. ROVR reserves the right revise the
terms of this Agreement from time to time without specific notice to you. Your
continued use of the Service after the date any such revisions become effective
constitutes your acceptance of such new terms. If you do not agree with the
terms set forth in this Agreement, as may be amended from time to time, do not access
or use the Services. Failure to use the Service in accordance with these Terms
may subject you to civil and criminal penalties. Please print a copy of this
Agreement for your records. This Agreement expressly supersedes prior
agreements or arrangements with you. This Agreement includes the Company's
Privacy Policy (the 'Privacy
Policy').
F.
Term and Termination.
The
term of this Agreement commences when you download, install, or use the
Services and will continue in effect until terminated by you or Company in
accordance with this Agreement You may terminate this Agreement by deactivating
your online profile or by deleting the Services and all copies thereof from
your mobile device, computer, or other electronic device. The Company has the
right to terminate this Agreement at any time without notice if it ceases to
support the Services, or for any other reason, with or without cause, which the
Company may do in its sole discretion. Upon termination: i) all rights granted
to you under this Agreement will also terminate; and ii) you must cease all use
of the App and Website and deactivate your account and all copies of the
Services from your mobile device, computer, or other electronic device and
account. Termination will not limit any of Company's rights or remedies at law
or in equity.
G.
Use of Services.
1.
Eligibility.
No
part of the Service is directed to persons under the age of 18. You must be at
least 18 years of age to access and use the Services. Any use of the Service is
void where prohibited. By accessing and using the Services, you represent and
warrant that you have the right, authority and capacity to enter into this
Agreement and to abide by all of the terms and conditions of this Agreement. If
you create an account, you represent and warrant that you have never been
convicted of a felony and that you are not required to register as a sex
offender with any government entity. Using the Services may be prohibited or
restricted in certain areas. The Services are not intended for use outside of
the United States. If you use the Services from outside of the United States,
you are responsible for complying with the laws and regulations of the
territory from which you access or use the Services.
2.
Registration.
You are
required to register with the Company in order to access and use certain
features of the Services. In order to use ROVR, you must sign in using your
Facebook login. If you do so, you authorize ROVR to access and use certain
Facebook account information including, but not limited to, your public
Facebook profile and information about Facebook friends you might share in
common with other ROVR Users. If you choose to register for the Services, you
agree to provide and maintain true, accurate, current and complete information
about yourself as prompted by the Services' registration form. Registration
data and certain other information about you are governed by our Privacy Policy.
3.
Non-commercial Use by Users.
The
Services are for personal use only. Users may not use the Services or any
content contained in the Services (including, but not limited to, content of other
Users, designs, text, graphics, images, video, information, logos, software,
audio files and computer code) in connection with any commercial endeavors,
such as (i) advertising or soliciting any User to buy or sell any products or
services not offered by the Company or (ii) soliciting others to attend parties
or other social functions, or networking, for commercial purposes. Users of the
Service may not use any information obtained from the Service to contact,
advertise to, solicit, or sell to any other User. Organizations, companies,
and/or businesses may not use the Services for any purpose except with the
Company's express prior written consent (such as for promoted profiles or other
advertisements), which the Company may provide or deny in its sole discretion.
The Company may investigate and take any available legal action in response to
illegal and/or unauthorized uses of the Services, including collecting
usernames and/or email addresses of users by electronic or other means for the
purpose of sending unsolicited email and unauthorized framing of or linking to
the Services.
4.
Account Maintenance and
Security.
You
are responsible for maintaining the confidentiality of your username, password,
and account, if any, and are fully responsible for any and all activities that
occur under your password or account. You agree to (i) immediately notify the
Company of any unauthorized use of your password or account or any other breach
of security, and (ii) ensure that you exit from your account at the end of each
session when accessing the Services. You can notify the Company of any
disclosure or unauthorized use of your username or password or any other breach
of security at [email protected]. The Company will not be liable for any loss
or damage arising from your failure to comply with this Section 7(d).
Your failure to maintain accurate, complete, and up-to-date account
information, may result in your inability to access and use the Services or the
Company's termination of this Agreement with you. Unless otherwise permitted by
the Company in writing, you may only possess one account.
5.
User Conduct.
You
agree to comply with all applicable laws when using the Services, and you may
only use the Services for lawful purposes (e.g., no exchanging of
unlawful or hazardous materials). You will not in your use of the Services
cause nuisance, annoyance, inconvenience, or property damage, whether to the
Company, other Users, or any other party.
a.
User-Provided Content.
You
are solely responsible for the content and information that you post, upload,
publish, link to, transmit, record, display or otherwise make available
(hereinafter, 'post') on the Services or transmit to other users,
including text messages, chat, videos (including streaming videos),
photographs, or profile text, whether publicly posted or privately transmitted
(collectively, 'Content'). You may not post as part of the Services, or
transmit to the Company or any other User (either on or off the Services), any
offensive, inaccurate, incomplete, abusive, obscene, profane, threatening,
intimidating, harassing, racially offensive, or illegal material, or any
material that infringes or violates another person's rights (including
intellectual property rights, and rights of privacy and publicity). You
represent and warrant that (i) all information that you submit upon creation of
your account, including information submitted from your Facebook account, is
accurate and truthful and that you will promptly update any information
provided by you that subsequently becomes inaccurate, incomplete, misleading or
false and (ii) you have the right to post the Content on the Service and grant
the licenses set forth below.
By
providing Content to the Company, you grant the Company a worldwide, perpetual,
irrevocable, transferrable, royalty-free license, with the right to sublicense,
to use, copy, modify, create derivative works of, distribute, publicly display,
publicly perform, and otherwise exploit in any manner such Content in all
formats and distribution channels now known or hereafter devised (including in
connection with the Services and the Company's business and on third-party
sites and services), without further notice to or consent from you, and without
the requirement of payment to you or any other person or entity. You represent
and warrant that: (i) you either are the sole and exclusive owner of all
Content or you have all rights, licenses, consents and releases necessary to
grant the Company the license to the Content as set forth above; and (ii)
neither the Content nor your submission, uploading, publishing or otherwise
making available of such Content nor the Company's use of the Content as permitted
herein will infringe, misappropriate or violate a third party's intellectual
property or proprietary rights, or rights of publicity or privacy, or result in
the violation of any applicable law or regulation. You agree to not provide
Content that is defamatory, libelous, hateful, violent, obscene, pornographic,
unlawful, or otherwise offensive, as determined by the Company in its sole
discretion, whether or not such material may be protected by law. The Company
may, but shall not be obligated to, review, monitor, or remove Content, at the
Company's sole discretion and at any time and for any reason, without notice to
you. You understand and agree that the Company may, but is not obligated to,
monitor or review any Content you post as part of a Service. The Company may
delete any Content, in whole or in part, that in the sole judgment of the
Company violates this Agreement or may harm the reputation of the Service or
the Company.You agree that any Content you place on the Service may be viewed
by other Users and may be viewed by any person visiting or participating in the
Services.
All Content
collected through or in connection with the Service is subject to our Privacy
Policy. By downloading, installing, using and providing information to or
through the Services, you consent to all actions taken by the Company with
respect to your information in compliance with our Privacy Policy.
b.
Prohibited Conduct.
The
Company reserves the right to investigate, suspend and/or terminate your
account if you have misused the Services or behaved in a way the Company
regards as inappropriate or unlawful, including actions or communications that
occur off the Services but involve Users you meet through the Services. Without
limitation, you may not use the Services to:
i.
impersonate any person or entity;
ii.
promote racism, bigotry, hatred or physical harm of any
kind against any group or individual;
iii.
advocate harassment or intimidation of another person;
iv.
request money from, or is intended to otherwise defraud,
other users of the Service;
v.
involve the transmission of 'junk mail', 'chain letters,'
or unsolicited mass mailing or 'spamming' (or 'spimming', 'phishing',
'trolling' or similar activities);
vi.
promote information that is false or misleading, or
promotes illegal activities or conduct that is defamatory, libelous or
otherwise objectionable;
vii.
promote an illegal or unauthorized copy of another
person's copyrighted work, such as providing pirated computer programs or links
to them, providing information to circumvent manufacture-installed copy-protect
devices, or providing pirated images, audio or video, or links to pirated
images, audio or video files;
viii.
post video, audio photographs, or images of another
person without his or her permission (or in the case of a minor, the minor's
legal guardian);
ix.
post restricted or password only access pages, or hidden
pages or images (those not linked to or from another accessible page);
x.
post material that exploits people in a sexual, violent
or other illegal manner, or solicits personal information from anyone under the
age of 18;
xi.
post any nude content;
xii.
post instructional information about illegal activities
such as making or buying illegal weapons or drugs, violating someone's privacy,
or providing, disseminating or creating computer viruses;
xiii.
post viruses, time bombs, trojan horses, cancelbots,
worms or other harmful, or disruptive codes, components or devices;
xiv.
impersonate, or otherwise misrepresents affiliation, connection
or association with, any person or entity;
xv.
post information or data you do not have a right to make
available under law or under contractual or fiduciary relationships (such as
inside information, proprietary and confidential information);
xvi.
disrupt the normal flow of dialogue, cause a screen to
'scroll' faster than other users are able to type, or otherwise negatively
affects other users' ability to engage in real time exchanges;
xvii.
solicit passwords or personal identifying information for
commercial or unlawful purposes from other Users or disseminate another
person's personal information without his or her permission;
xviii.
publicize or promote commercial activities and/or sales
without our prior written consent such as contests, sweepstakes, barter, advertising,
and pyramid schemes;
xix.
express or imply that any statements you make are
endorsed by the Company without our specific prior written consent of the
Company;
xx.
use the Service in an illegal manner or to commit an
illegal act; access the Service in a jurisdiction in which it is illegal or
unauthorized;
xxi.
ask or use users to conceal the identity, source, or
destination of any illegally gained money or products;
xxii.
use any robot, spider, site search/retrieval application,
or other manual or automatic device or process to retrieve, index, 'data mine',
or in any way reproduce or circumvent the navigational structure or
presentation of the Service or its contents;
xxiii.
interfere with or disrupt the Service or the servers or
networks connected to the Service;
xxiv.
forge headers or otherwise manipulate identifiers in
order to disguise the origin of any information transmitted to or through the
Service (either directly or indirectly through use of third party software);
xxv.
'frame' or 'mirror' any part of the Service, without the
Company's prior written authorization;
xxvi.
use meta tags or code or other devices containing any
reference to the Company or the Service (or any trademark, trade name, service
mark, logo or slogan of the Company) to direct any person to any other website
for any purpose;
xxvii.
modify, adapt, sublicense, translate, sell, reverse
engineer, decipher, decompile or otherwise disassemble any portion of the
Service any software used on or for the Service, or cause others to do so; or
xxviii.
post, use, transmit or distribute, directly or
indirectly, (e.g. screen scrape) in any manner or media any content or
information obtained from the Service other than solely in connection with your
use of the Service in accordance with this Agreement.
The
Company reserves the right, in its sole discretion, to investigate and take any
legal action against anyone who violates the terms of this Agreement, including
removing the offending communication from the Services and terminating or
suspending the account of such violators.
c.
Disclosure of User Information and Content by the Company.
You
agree that the Company may access, preserve and disclose your account
information and Content if required to do so by law or in a good faith belief
that such access, preservation or disclosure is reasonably necessary, such as
to: (i) comply with legal process; (ii) enforce this Agreement; (iii) respond
to claims that any Content violates the rights of third parties; (iv) respond
to your requests for customer service or allow you to use the Service in the
future; or (v) protect the rights, property or personal safety of the Company
or any other person. Please refer to our Privacy Policy for more information on
our policies regarding the disclosure of your information.
H.
Interactions With Other
Users.
YOU
ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND
THAT THE COMPANY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS OF
THE USERS. THE COMPANY DOES NOT INQUIRE INTO THE BACKGROUNDS OF THE USERS OR
ATTEMPT TO VERIFY THE STATEMENTS POSTED BY THE USERS. THE COMPANY MAKES NO
REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OR THEIR COMPATIBILITY
WITH ANY CURRENT OR FUTURE USERS. NOTWITHSTANDING THE FOREGOING, THE COMPANY
RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS
(SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND WITHOUT NOTICE.
The
Company is not responsible for the conduct of any user. As noted in this
Agreement, in no event shall the Company, its managers, members, agents, affiliates
or its partners be liable (directly or indirectly) for any losses or damages
whatsoever, whether direct, indirect, general, special, compensatory,
consequential, and/or incidental, arising out of or relating to the conduct of
you or anyone else in connection with the use of the Services including,
without limitation, death, bodily injury, emotional distress, and/or any other
damages resulting from communications or meetings with other users or persons
you meet through the Service. You agree to take all necessary precautions in
all interactions with other Users. You understand that the Company makes no
guarantees, either express or implied, regarding your ultimate compatibility
with other Users. You should not provide your financial information (for
example, your credit card or bank account information), or wire or otherwise
send money, to other Users.
I.
Updates And Modifications
to Service.
1. Updates.
The
Company may from time to time in its sole discretion develop and provide
updates, which may include upgrades, bug fixes, patches and other error
corrections and/or new features (collectively, including related documentation,
'Updates'). Updates may also modify
or delete in their entirety certain features and functionality. Updates may be
automatic or may require you to acknowledge and complete downloads before
completion. You agree that the Company has no obligation to provide any Updates
or to continue to provide or enable any particular features or functionality.
You shall promptly download and install all Updates and acknowledge and agree that
the Services or portions thereof may not properly operate should you fail to do
so. You further agree that all Updates will be deemed part of the Services and
be subject to all terms and conditions of this Agreement.
2. Modifications
to Services.
The
Company reserves the right at any time to modify or discontinue, temporarily or
permanently, the Services (or any part thereof) with or without notice. You
agree that the Company shall not be liable to you or to any third party for any
modification, suspension or discontinuance of the Services. To protect the
integrity of the Services, the Company reserves the right at any time in its
sole discretion to block Users from accessing the Services.
J.
User License and
Restrictions.
1. License.
Subject
to your compliance with these Terms, the Company grants you a limited,
non-exclusive, non-sublicensable, revocable, non-transferrable license to:
a.
access, download, install and use the App on your
personal device solely in connection with your use of the Services; and
b.
access, stream, download, and use any content, including User
content, to which you are permitted to access, information and related
materials that may be made available through the Services; in each case solely
for your personal, noncommercial use. Any rights not expressly granted herein
are reserved by the Company.
2. License
Restrictions.
You shall not:
a.
copy the Services, except as expressly permitted by this
license; use, copy, adapt, modify, prepare derivative works based upon,
distribute, license, sell, transfer, publicly display, publicly perform,
transmit, broadcast or otherwise exploit the Services;
b.
reverse engineer, disassemble, decompile, decode or
otherwise attempt to derive or gain access to the source code of the Services
or any part thereof;
c.
remove, delete, alter or obscure any trademarks or any
copyright, trademark, patent or other intellectual property or proprietary
rights notices from the Services, including any copy thereof;
d.
link to, mirror or frame any portion of the Services;
e.
rent, lease, lend, sell, sublicense, assign, distribute,
publish, transfer or otherwise make available the Application or any features
or functionality of the Services, to any third party for any reason, including
by making the Services available on a network where it is capable of being
accessed by more than one device at any time;
f.
remove, disable, circumvent or otherwise create or
implement any workaround to any copy protection, rights management or security
features in or protecting the Application; and shall not
g.
cause or launch any programs or scripts for the purpose
of scraping, indexing, surveying, or otherwise data mining any portion of the
Services or unduly burdening or hindering the operation and/or functionality of
any aspect of the Services;
h.
attempt to gain unauthorized access to or impair any
aspect of the Services or its related systems or networks;
i.
use the App or the Website in, or in association with,
the design, construction, maintenance or operation of any hazardous
environments or systems, including any power generation systems; aircraft
navigation or communication systems, air traffic control systems or any other
transport management systems; safety-critical applications, including medical
or life-support systems, vehicle operation applications or any police, fire or
other safety response systems; and military or aerospace applications, weapons
systems or environments.
No
licenses or rights are granted to you by implication or otherwise under any
intellectual property rights owned or controlled by the Company.
K.
Reservation of Rights in
Intellectual Property.
The Company owns and retains all proprietary
rights in the Services, and in all content, trademarks, trade names, service
marks and other intellectual property rights related thereto. You acknowledge
and agree that the Services are provided under license, and not sold, to you.
You do not acquire any ownership interest in the Services under this Agreement,
or any other rights thereto other than to use the Services in accordance with
the license granted, and subject to all terms, conditions and restrictions,
under this Agreement. The Company and its licensors and service providers
reserve and shall retain their entire right, title and interest in and to the Service,
including all copyrights, trademarks and other intellectual property rights
therein or relating thereto, except as expressly granted to you in this Agreement.
The Service contains the copyrighted material, trademarks, and other
proprietary information of the Company and its licensors. You agree to not
copy, modify, transmit, create any derivative works from, make use of, or
reproduce in any way any copyrighted material, trademarks, trade names, service
marks, or other intellectual property or proprietary information accessible
through the Service, without first obtaining the prior written consent of the
Company or, if such property is not owned by the Company, the owner of such
intellectual property or proprietary rights. You agree to not remove, obscure
or otherwise alter any proprietary notices appearing on any content, including
copyright, trademark and other intellectual property notices.
L.
Copyright Law.
The Company respects copyright law and expects its Users and other users
to do the same. It is the Company's policy to terminate in appropriate
circumstances the accounts of Users who repeatedly infringe or are believed to
be repeatedly infringing the rights of copyright holders.
1. Notice and Procedure for Making Claims of
Copyright Infringement.
If you
believe that your work has been copied and posted on the Services in a way that
constitutes copyright infringement, please provide to the email address
provided below with the following information:
a.
an electronic or physical signature of the person
authorized to act on behalf of the owner of the copyright interest;
b.
a description of the copyrighted work that you claim has
been infringed;
c.
a description of where the material that you claim is
infringing is located on the Service (and such description must be reasonably
sufficient to enable the Company to find the alleged infringing material, such
as a url);
d.
your address, telephone number and email address;
e.
a written 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
f.
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.
Notice
of claims of copyright infringement should be provided to [email protected].
M.
Limitation of Liability.
THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES
AND ANY CONTACT YOU HAVE WITH OTHER ROVR USERS WHETHER IN PERSON OR ONLINE
REMAINS WITH YOU TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. FURTHERMORE,
IN NO EVENT WILL THE COMPANY OR ANY OF ITS AFFILIATES, OR ANY OF ITS OR THEIR
RESPECTIVE MEMBERS, MANAGERS, AGENTS, LICENSORS OR SERVICE PROVIDERS, HAVE ANY
LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE
SERVICES FOR:
1. PERSONAL OR
BODILY INJURY, EMOTIONAL DISTRESS, PROPERTY DAMAGE, LOST PROFITS, LOSS OF DATA,
LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION OR ANY
OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE
DAMAGES EVEN IF THE COMPANY HAS BEEN ADVISED ABOUT THE POSSIBILITY OF SUCH
DAMAGES;
2. YOUR USE OF
OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES;
3. ANY INTERACTION
OR RELATIONSHIP BETWEEN YOU AND ANY ROVR USER OR OTHER THIRD PARTY, EVEN IF THE
COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES RESULTING FROM ANY
INTERACTION OR RELATIONSHIP; OR
4. DIRECT DAMAGES IN
AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE
APPLICATION.
5. THE
FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF
CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE AND REGARDLESS OF WHETHER
SUCH DAMAGES WERE FORESEEABLE OR THE COMPANY WAS ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.
6. YOU AGREE THAT
REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION
ARISING OUT OF OR RELATED TO USE OF THE SERVICES OR THE TERMS OF THIS AGREEMENT
MUST BE FILED WITHIN ONE YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE
FOREVER BARRED.
The Services are based in the state of Arizona in the United States and
provided for access and use only by persons located in the United States. You
acknowledge that you may not be able to access all or some of the Content and
Services outside of the United States and that access thereto may not be legal
by certain persons or in certain countries. If you access the Content and
Services from outside the United States, you are responsible for compliance
with local laws.
O.
Indemnification.
You agree to indemnify and hold the Company
and its officers, directors, employees, and agents, successors, and assigns
harmless against any and all claims, demands, losses, deficiencies, actions,
judgments, settlements, interests, awards, penalties, fines, liabilities, and
expenses (including reasonable attorneys' fees), arising out of or in
connection with: (i) your access to, and use of, the Services; (ii) your misuse
of the Services; (iii) your breach or violation of any of the terms of this
Agreement; (iv) your User Content and the Company's use thereof; or (v) your
interaction with, and violations of, the rights of any third party, including Users. Furthermore, you agree that the Company assumes no responsibility
for the content you submit or make available through this Application.
The Company reserves
the right to assume the exclusive defense and control of any matter otherwise
subject to indemnification by you, in which event you will fully cooperate with
the Company in connection therewith.
P.
Third Party Services and
Content.
The Services may be
made available or accessed in connection with third party services and content
(including advertising) that the Company does not control. You acknowledge that
different terms of use and privacy policies may apply to your use of such third
party services and content. The Company does not endorse such third party
services and content and in no event shall the Company be responsible or liable
for any products or services of such third party providers.
The Services may
contain, and the Services or third parties may provide, advertisements and
promotions offered by third parties and links to other web sites or resources.
You acknowledge and agree that the Company is not responsible for the
availability of such external websites or resources, and does not endorse and
is not responsible or liable for any content, information, statements,
advertising, goods or services, or other materials on or available from such
websites or resources. Your correspondence or business dealings with, or
participation in promotions of, third parties found in or through the Services,
including payment and delivery of related goods or services, and any other
terms, conditions, warranties or representations associated with such dealings,
are solely between you and such third party. You further acknowledge and agree
that the Company shall not be responsible or liable, directly or indirectly,
for any damage or loss caused or alleged to be caused by or in connection with
the use of, or reliance upon, any such content, information, statements,
advertising, goods or services or other materials available on or through any
such website or resource.
Q.
Dispute Resolution.
You and the Company agree that any dispute,
claim or controversy arising out of or relating to these Terms or the breach,
termination, enforcement, interpretation or validity thereof, or to the use of
the Services (collectively, "Disputes")
will be settled by binding arbitration, except that each party retains the
right to seek injunctive or other equitable relief in a court of competent
jurisdiction to prevent the actual or threatened infringement, misappropriation
or violation of a party's copyrights, trademarks, trade secrets, patents, or
other intellectual property rights. You acknowledge and agree that you are
waiving the right to a trial by jury or to participate as a plaintiff or class
member in any purported class action or representative proceeding. Further,
unless both you and the Company otherwise agree in writing, the arbitrator may
not consolidate more than one person's claims, and may not otherwise preside
over any form of any class or representative proceeding. If this specific
paragraph is held unenforceable, then the entirety of this "Dispute
Resolution" section will be deemed void. Except as provided in the
preceding sentence, this "Dispute Resolution" section will survive
any termination of this Agreement.
1. Arbitration Rules and Governing Law.
The
arbitration will be administered by the American Arbitration Association
("AAA") in accordance with the Commercial Arbitration Rules and the
Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except
as modified by this "Dispute Resolution" section. (The AAA Rules are
available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.)
The Federal Arbitration Act will govern the interpretation and enforcement of
this section.
2. Arbitration Process.
A
party who desires to initiate arbitration must provide the other party with a
written Demand for Arbitration as specified in the AAA Rules. (The AAA provides
a form Demand for Arbitration and a separate form for California
residents) The arbitrator will be either a retired judge or an attorney
licensed to practice law in the State of Arizona and will be selected by the
parties from the AAA's roster of consumer dispute arbitrators. If the parties
are unable to agree upon an arbitrator within seven (7) days of delivery of the
Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with
the AAA Rules.
3. Arbitration Location and Procedure.
If
your claim does not exceed $10,000, then the arbitration will be conducted
solely on the basis of documents you and the Company submit to the arbitrator,
unless you request a hearing or the arbitrator determines that a hearing is
necessary. If your claim exceeds $10,000, your right to a hearing will be
determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have
the discretion to direct a reasonable exchange of information by the parties,
consistent with the expedited nature of the arbitration.
4. Arbitrator's Decision.
The
arbitrator will render an award within the time frame specified in the AAA
Rules. The arbitrator's decision will include the essential findings and conclusions
upon which the arbitrator based the award. Judgment on the arbitration award
may be entered in any court having jurisdiction thereof. The arbitrator's award
damages must be consistent with the terms of the "Limitation of
Liability" section above as to the types and the amounts of damages for
which a party may be held liable. The arbitrator may award declaratory or
injunctive relief only in favor of the claimant and only to the extent
necessary to provide relief warranted by the claimant's individual claim. If
you prevail in arbitration you will be entitled to an award of attorneys' fees
and expenses, to the extent provided under applicable law. The Company will not
seek, and hereby waives all rights it may have under applicable law to recover,
attorneys' fees and expenses if it prevails in arbitration.
5. Fees.
Your
responsibility to pay any AAA filing, administrative and arbitrator fees will
be solely as set forth in the AAA Rules.
6. Changes.
Notwithstanding
other provisions of this Agreement, if the Company changes this "Dispute
Resolution" section after the date you first accepted these Terms (or
accepted any subsequent changes to these Terms), you may reject any such change
by sending the Company written notice (including by email) within 30 days of
the date such change became effective, as indicated in the "Last Updated
Date" above or in the date of the Company's email to you notifying you of
such change. By rejecting any change, you are agreeing that you will arbitrate
any Dispute between you and the Company in accordance with the provisions of
this "Dispute Resolution" section as of the date you first accepted
these Terms (or accepted any subsequent changes to these Terms).
R.
No Endorsement.
The Company does not
endorse any User. Users are required by these Terms to provide accurate
information, and although the Company may undertake additional checks and
processes designed to help verify or check the identities or backgrounds of Users,
it does not make any representations about, confirm, or endorse any User or the
User's purported identity or background. The Company therefore recommends that
you always exercise due diligence and care when deciding whether to interact
with other Users. By using the Service, you agree that any legal remedy or
liability that you seek to obtain for actions or omissions of other Users or
other third parties will be limited to a claim against the particular User or
other third parties who caused you harm. You agree not to attempt to impose
liability on or seek any legal remedy from the Company with respect to such
actions or omissions.
S.
Notices.
Any
notices or other communications permitted hereunder will be in writing and
given by the Company (i) via email (in each case to the address that you
provide) (ii) by posting via the Application, (iii) SMS, (iv) MMS, (iv) or
other text message, and the date of transmission will be deemed the date on
which such notice is received.
T.
Customer Service.
The
Company provides assistance and guidance through its customer care
representatives. When communicating with our customer care representatives, you
agree to not be abusive, obscene, profane, offensive, sexist, threatening,
harassing, racially offensive, or to not otherwise behave inappropriately. If
we feel that your behavior towards any of our customer care representatives or
other employees is at any time threatening or offensive, we reserve the right
to immediately terminate your account.
U.
Controlling Law and
Jurisdiction.
This
Agreement and your use of the Services will be interpreted in accordance with
the laws of the State of Arizona and the United States of America, without
regard to its conflict-of-law provisions. You and we agree to submit to the
personal jurisdiction of a state court located in Maricopa County, Arizona or a
United States District Court, District of Arizona located in Phoenix, Arizona
for any actions for which the parties retain the right to seek injunctive
or other equitable relief in a court of competent jurisdiction to prevent the
actual or threatened infringement, misappropriation or violation of a party's
copyrights, trademarks, trade secrets, patents, or other intellectual property
rights, as set forth in the Dispute Resolution provision above.
V.
Severability.
If any
provision of this Agreement is illegal or unenforceable under applicable law,
the remainder of the provision will be amended to achieve as closely as
possible the effect of the original term and all other provisions of this
Agreement will continue in full force and effect.
W.
Waiver.
No
failure to exercise, and no delay in exercising, on the part of either party,
any right or any power hereunder shall operate as a waiver thereof, nor shall
any single or partial exercise of any right or power hereunder preclude further
exercise of that or any other right hereunder. In the event of a conflict
between this Agreement and any applicable purchase or other terms, the terms of
this Agreement shall govern.
X.
Disclaimer of Warranties.
IF YOU
CHOOSE TO USE THE SERVICE, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND
AGREE THAT THE COMPANY DOES NOT HAVE AN OBLIGATION TO CONDUCT
BACKGROUND OR REGISTERED SEX OFFENDER CHECKS ON ANY USER BUT MAY CONDUCT SUCH
BACKGROUND OR REGISTERED SEX OFFENDER CHECKS IN ITS SOLE DISCRETION.
THE
SERVICES ARE PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EITHER
EXPRESS OR IMPLIED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE
COMPANY EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES
ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
THE
COMPANY MAKES NO WARRANTY THAT THE SERVICE AND COLLECTIVE CONTENT, WILL MEET
YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE
BASIS. THE COMPANY MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY,
TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY COLLECTIVE CONTENT
OBTAINED THROUGH THE SERVICES.
NO
ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE COMPANY OR
THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU
ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH
OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR
INTERACT AS A RESULT OF YOUR USE OF THE SERVICE, INCLUDING ANY OTHER USERS. YOU
UNDERSTAND THAT THE COMPANY DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS
OF USERS OF THE SERVICE. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS
TO THE CONDUCT OF USERS OF THE SERVICE OR THEIR COMPATIBILITY WITH ANY CURRENT
OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN
ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICE AND WITH
OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF
THE SERVICE. NOTWITHSTANDING THE COMPANY'S FACILITATION OF INTERACTION BETWEEN USERS,
THE COMPANY EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USER
OR OTHER THIRD PARTY.
You acknowledge and agree that neither the Company
nor ANY OF its MEMBERS, MANAGERS, AGENTS, affiliates and third party partners
are responsible for and shall not have any liability, directly or indirectly,
for any loss or damage, including personal injury or death, as a result of or
alleged to be the result of (i) any incorrect or inaccurate Content posted in
the Service, whether caused by users or any of the equipment or programming
associated with or utilized in the Service; (ii) the timeliness, deletion or
removal, incorrect delivery or failure to store any Content, communications or
personalization settings; (iii) the conduct, whether online or offline, of any
user; (iv) any error, omission or defect in, interruption, deletion,
alteration, delay in operation or transmission, theft or destruction of, or
unauthorized access to, any user or user communications; or (v) any problems,
failure or technical malfunction of any telephone network or lines, computer
online systems, servers or providers, computer equipment, software, failure of
email or players on account of technical problems or traffic congestion on the
Internet or at any website or combination thereof, including injury or damage
to users or to any other person's computer or device related to or resulting
from participating or downloading materials in connection with the Internet
and/or in connection with the Service.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH
THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU
WILL BE SOLELY RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES
OF ACTION WITH RESPECT TO ANY DAMAGE TO YOUR DEVICE, COMPUTER SYSTEM, INTERNET
ACCESS, DOWNLOAD OR DISPLAY DEVICE, OR LOSS OR CORRUPTION OF DATA THAT RESULTS
OR MAY RESULT FROM THE DOWNLOAD OF ANY SUCH MATERIAL. IF YOU DO NOT ACCEPT THIS
LIMITATION OF LIABILITY, YOU ARE NOT AUTHORIZED TO DOWNLOAD OR OBTAIN ANY
MATERIAL THROUGH THE SERVICE.
From time to time, the Company may make third party
opinions, advice, statements, offers, or other third party information or
content available through the Service. All third party content is the
responsibility of the respective authors thereof and should not necessarily be
relied upon. Such third party authors are solely responsible for such content.
THE COMPANY DOES NOT: (I) GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS
OF ANY THIRD PARTY CONTENT PROVIDED THROUGH THE SERVICE, OR (II) ADOPT, ENDORSE
OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION,
ADVICE, OR STATEMENT MADE BY ANY PARTY THAT APPEARS IN THE SERVICE. UNDER NO
CIRCUMSTANCES WILL THE COMPANY OR ITS AFFILIATES BE RESPONSIBLE OR LIABLE FOR
ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION OR OTHER CONTENT
POSTED IN THE SERVICE, OR TRANSMITTED TO OR BY ANY USERS.
Any advice that may be posted in the Service is for
informational and entertainment purposes only and is not intended to replace or
substitute for any professional financial, medical, legal, or other advice. The
Company makes no representations or warranties and expressly disclaims any and
all liability concerning any treatment, action by, or effect on any person
following the information offered or provided within or through the Service. If
you have specific concerns or a situation arises in which you require
professional or medical advice, you should consult with an appropriately
trained and qualified specialist.