222 TERMS OF SERVICE
last updated: August 16th, 2023
Hi, welcome to 222.
This page explains the terms and conditions that apply to your use of our service, including our website (our “Site”), any experiences or events you hear about through us (collectively, “Events”), and any software, materials, and other services we make available (our Site, any Events, and everything else that we described in this sentence is, collectively, our “Service”). Whenever you see the word “Terms”, it refers to all the terms and conditions on this page. Whenever you see the word “222”, “we”, “our”, or “us”, it refers to us – TwoTwoTwo Inc.
Before using our Service, please read these Terms carefully.
By signing up and checking a box or clicking a button (or something similar) indicating your acceptance of these Terms, or by accessing or using our Service, you indicate that you have read and understood and you agree to be bound by these Terms, whether or not you are a registered user of our Service. You also acknowledge that you have read and understood how your personal information will be collected, used, and shared, as set forth in our Privacy Notice (our “Privacy Notice”). We reserve the right to modify these Terms and will provide notice of these changes as described below. These Terms apply to all visitors, users, and others who access our Service (collectively, “Users”).
PLEASE READ THESE TERMS CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THESE TERMS CONTAIN A MANDATORY INDIVIDUAL ARBITRATION PROVISION IN SECTION 20(B) BELOW AND CLASS ACTION/JURY TRIAL WAIVER IN SECTION 20(C) BELOW THAT REQUIRE, UNLESS YOU OPT OUT PURSUANT TO THE INSTRUCTIONS IN SECTION 20(B), THE EXCLUSIVE USE OF FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES BETWEEN YOU AND US, INCLUDING WITHOUT LIMITATION ANY CLAIMS THAT AROSE OR WERE ASSERTED BEFORE YOU AGREED TO THESE TERMS. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU EXPRESSLY WAIVE YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS, AS WELL AS YOUR RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, PRIVATE ATTORNEY GENERAL OR REPRESENTATIVE ACTION OR PROCEEDING.
- Eligibility and Requirements
These Terms are a contract between you and us. You must read and agree to these Terms before using our Service. If you don’t agree, you can’t use our Service. You may only use our Service if you’re able to form a legally binding contract with us, and only in compliance with these Terms and all applicable laws, rules and regulations.
To use our Service, you must be at least 18 years old and by using our Service, you represent to us that you are at least 18 years old.
Our Service is not available to any Users we previously removed from our Service. As further described in Section 3 below, 222 has the right to terminate or suspend any member at any time for any reason.
- Your Account
Your account on our Service (your “Account”) gives you access to parts of our Service that we make available from time to time (in our sole discretion). We may maintain different types of Accounts for different types of Users. By connecting to our Service with a third-party service, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service.
When creating your Account, you must provide accurate and complete information, and you must keep this information up to date. You are solely responsible for the activity that occurs through your Account, email, phone number, or other credentials (collectively, your “Credentials”). You must notify us immediately of any breach of security or unauthorized use of your Credentials by emailing us at firstname.lastname@example.org. We’re not liable for, and expressly disclaim any responsibility for, anything caused by any unauthorized use of your Credentials.
Also, you may never use another User’s Account. 222 is designed to cater to each member’s personality; to get the most out of our Service, please answer our questions and represent yourself accurately.
You can delete your Account whenever you want by emailing us at email@example.com. If your Account is deleted or terminated, we will de-activate your Account and handle retention of your content in accordance with these terms, our Privacy Notice and applicable laws. Note that these Terms will continue to apply even if you terminate your Account.
You’re responsible for your interactions with other Users on our Service – not us. We might (in our sole discretion) choose to help, but we’re not obligated to monitor interactions between Users or resolve any disputes or other issues.
- Changes to our Service
Things change. We may, with or without prior notice—and without any liability to you—change our Service; stop providing our Service (or features of our Service), to you or to Users generally; or create usage limits for our Service. We may also permanently or temporarily terminate or suspend your access to your Account and/or our Service with or without notice, for any reason, including if (in our sole determination) you violate these Terms, or for no reason.
- Phone Calls and Text Messages from 222
When you sign up, you’ll be asked to provide your phone number. By providing your phone number, you expressly consent and agree that we can contact you at that phone number, including by manual dialing, leaving pre-recorded or artificial voice messages, or using an automatic dialing system (a) to call or to send text messages to that phone number as necessary to provide our Service or enforce these Terms, our policies, or applicable law, and (b) to send text messages to that phone number notifying you of changes or updates to features of our Service or your Account – even if the phone number you give us is registered on any federal or state Do-Not-Call registry. We need to be able to make these kinds of calls and send you these kinds of text messages to provide our Service. If you decide you’re not okay with that, no problem – just send us an email at firstname.lastname@example.org and we’ll delete your Account. For purposes of clarity, the calls and text messages described in this paragraph are transactional, not promotional.
You certify that any phone number(s) you provide to us are true and accurate and that you are authorized to enroll such phone number(s) to receive calls and text messages as described above. Additionally, you consent to receive SMS messages from 222 to provide updates on your participation. Message frequency depends on your activity. You may opt-out by texting "STOP". Message and data rates apply. We are not responsible for any delays upon sending or receiving text messages.
- Emails from 222
When you sign up, you’ll also be asked to provide your email address. By providing your email address, you consent to our using that email address to send you notices related to our Service, including any notices required by applicable law, in lieu of communication by postal mail. We may also use your email address to send you other messages related to your Account and your use of our Service, such as messages notifying you of feature updates and changes to features (such emails, “Service-related Emails”). If you do not want to receive these kinds of emails, you can opt out by clicking on the “unsubscribe” link in the email message received or shooting us an email at email@example.com.
Heads up – opting out of Service-related Emails may prevent you from receiving important emails about updates and information about your Account and our Service.
- Restrictions and Acceptable Use
This section contains the rules you’re required to follow when using our Service. There’s a lot here, but please review these rules and make sure you don’t do anything that is prohibited. If you break these rules or help someone else to break these rules, we may (in our sole discretion) terminate or suspend your Account (in addition to any other remedies that are available to us).
You agree that you will:
- read and follow any rules and policies we make available to you, including any third-party venue rules for the events you attend;
- not impersonate another person or misrepresent your affiliation with a person or entity, hide or attempt to hide your identity, or otherwise use our Service for any invasive or fraudulent purpose;
- not share your credentials, or otherwise circumvent the measures we may use to prevent or restrict access to our Service;
- not use our Service in any manner that (A) violates or promotes the violation of any applicable law, regulation, legal requirement, contractual obligation or right of any person including intellectual property rights and rights of privacy, (B) is fraudulent, false, deceptive or defamatory, (C) promotes hatred, violence or harm against any individual or group, or (D) otherwise may be harmful or objectionable (in our sole discretion) to us, our providers, our suppliers, our users, or any other third party;
- not disassemble, reverse engineer, decode or decompile our website, online services, or any software we provide;
- not use any robot, spider, scraper, data mining tool, data gathering or extraction tool, or any other automated or manual means, to access, collect, copy or record data from our Service;
- use our name, trademarks, logos, domain names or other distinctive 222 brand features or any copyright or other proprietary rights associated with us or our Service for any commercial purpose without our express written consent;
- not use our Service in any manner that impacts (A) the stability of our Service or (B) the operation or performance of our Service or other users’ use of our Service; and
- not use our Service in competition with us, to develop competing products or services, for benchmarking or competitive analysis of our Service, or otherwise to our detriment or disadvantage (as we determine in our sole discretion).
- Our Rights to User Content
This section contains the rules that apply to any content you provide to us or available through our Service (collectively, “User Content”). Please review these rules and make sure you do not provide any User Content that breaks these rules. At a high level, if you provide your User Content to us, you must make sure you have the rights to do so. Whether you own the content you provide, or it’s owned by someone else – you are responsible for getting the necessary permissions.
If you submit User Content that you own, it’s still yours –we don’t own it. However, you give us permission to use your User Content in connection with our Service. You give us a license to use your User Content to (A) provide our Service, (B) to create and publish content from Events, including, without limitation, to promote our Service, in any media format and through any media channel, and (C) for other purposes described in our Privacy Notice. Here are some more detailed explanations about the license you’re granting us, in each case only within the scope of (A), (B) or (C):
● Royalty-Free: We need to be able to use your User Content as described in these Terms without having to pay you a fee for each use.
● Sublicensable: Some of our service providers need to access your User Content to help us provide our Service. We also need your permission to make your User Content available to other Users on our Service.
● Copy, Store, Modify, Distribute, and Display: We may make copies of and store your User Content. Additionally, we may modify your User Content, for example so that your User Content can be displayed on our Service.
You also affirm, represent, and warrant the following for your User Content:
● you have the written consent of each and every identifiable person in your User Content (if any), to use that person’s name or likeness in the manner contemplated by our Service and these Terms;
● you have obtained (and are solely responsible for obtaining) all consents required by applicable law to make available any of your User Content that relates to third parties, and your User Content will not violate any law or infringe any rights of any third party, including but not limited to any intellectual property rights and privacy rights; and
● we may exercise the rights to your User Content granted to us in these Terms without liability for payment of any guild fees, residuals, payments, fees, or royalties.
We’re not responsible or liable for any User Content that you or any other User or third party submits, displays, provides, or otherwise makes available on or through our Service. You’re responsible for your User Content and the consequences of making it available – not us. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, or inappropriate.
When you attend Events, you agree that we may create and publish photos and videos of the Events and you give us permission to use your name, likeness and voice as recorded for those photos and videos, including any materials you might share during or in connection with those Events. Since your User Content may be published, you should not include anything in your User Content that is confidential or sensitive, and it is solely your responsibility if you do.
We want to ensure a positive and safe user experience, and we can (in our sole discretion) delete your User Content or terminate or suspend your Account if we need to in order to comply with laws or remove harmful or objectionable content, or for any other reason.
If we’ve published any of your User Content and you’d like us to remove it, just let us know by sending us an email at firstname.lastname@example.org.
- DMCA Notice
We respect content owner rights, and it is our policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).
If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via our Service, please notify our copyright agent identified below (our “DMCA Agent”) as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide all of the following information in writing:
● an electronic or physical signature of a person authorized to act on behalf of the copyright owner;
● identification of the copyrighted work that you claim has been infringed;
● identification of the material that is claimed to be infringing and where it is located on our Service;
● information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, e-mail address;
● a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
● a statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
The above information must be submitted to our DMCA Agent using the following contact information:
2108 N ST STE 4801
Sacramento, CA 95816
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.
In accordance with the DMCA and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, users who are deemed to be repeat infringers. We may also at our sole discretion limit access to our Service and/or terminate the Accounts of any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
- Usage Data
We may collect, maintain, process, and use, or you may provide to us, diagnostic, technical, usage, and related information, including information about your devices (collectively, “Usage Data”). Usage Data doesn’t include any of your User Content.
You agree that all Usage Data is owned solely and exclusively by us (and, to the extent any ownership rights in or to the Usage Data vest in you, you hereby assign to us all rights, title, and interest in and to the same). We may use the Usage Data or any portion thereof for any lawful purpose, including, without limitation: (A) to provide, maintain, develop and improve our Service; (B) to monitor your use of our Service; (C) for research and analytics and for our other business purposes; and (D) to share analytics and other derived Usage Data with third parties, solely in deidentified or aggregated form.
You may decide to give us comments or thoughts about our Service (collectively, “Feedback”). You’re not required to give us Feedback, but if you do, then you agree that Feedback is non-confidential, and you hereby grant, and you represent and warrant that you have all rights necessary to grant, to us a non-exclusive, perpetual, irrevocable, transferable, royalty-free, and worldwide license, with the right to grant and authorize sublicenses, to implement, use, modify, and otherwise exploit, in any way without restriction, such Feedback, without any fees, attribution, or other obligations to you or any third party.
If we ask, you agree to help us respond to requests and inquiries relating to your Account and/or your use of our Service, including, without limitation, by providing us with all information and assistance we may reasonably require, and/or responding promptly and accurately to any such requests and inquiries.
- Our IP Rights
Except for your User Content, all other aspects of our Service are owned by us or our partners and licensors. You agree not to take or use any aspect of our Service, including information, technology, or code, other than as permitted in these Terms.
- Privacy and Security
By using our Service, you’re also agreeing to our Privacy Notice. Please read it carefully.
We care about protecting your information and have measures in place to keep it secure; however, no system is perfect, and we cannot guarantee that your data will be 100% safe.
- Fees and Payment
Some parts of our Service may require to pay fees. For example, we may offer subscriptions to our Service, as further described in the section titled “Subscriptions” below. If you use the parts of our Service that require you to pay fees, you agree to pay us the required amount, provide accurate payment information that is up-to-date and valid, and to any other payment terms that we make available to you beforehand. All fees paid are non-refundable unless we, in our sole and absolute discretion, agree otherwise in writing. Payment must be received prior to us having any obligation to provide you with paid portions of our Service.
By agreeing to these Terms, you also represent and warrant that: (a) the payment information you provide to us or to Stripe, as applicable, is true, correct, and complete; (b) you are duly authorized to use your chosen payment method; (c) you will pay any charges that you incur in connection with our Service, including any applicable taxes; and (d) you will pay all charges incurred by you at the posted prices, including all applicable taxes, if any.
You’re responsible for any sales, use, value-added withholding, or similar taxes. We can change our fees, the parts of our Service that require you to pay a fee, and our payment terms at any time. As a general rule, you will not receive a refund for any of your payments.
We may run promotions. Not everyone will be able to take advantage of our promotions, but we will let you know who is eligible and the other applicable rules. We can decide who gets to take advantage of our promotions and we can change our promotional offers and any other offers we send you.
We may make certain portions of our Service available on an automatically renewing subscription basis (“Subscription Services”) for recurring fees (“Subscription Fees”). For the most current information about our Subscription Fees, please review the pricing and payment terms that we make available to you on our Site or through other communication channels described in these Terms (“Pricing and Payment Terms”), which are incorporated by reference herein. We may make any portion of our Service available on a subscription basis, discontinue subscriptions for Subscription Services, or add or amend Subscription Fees at our sole discretion. When we add or amend Subscription Fees, we will update our Pricing and Payment Terms. Any change to our Pricing and Payment Terms shall become effective in the Subscription Term (as defined below) following notice of such change to you as provided in these Terms; provided however, that if we have offered a specific duration and specified Subscription Fees for your use of the Subscription Services, we agree that the Subscription Fees will remain in force for that duration. YOUR SUBSCRIPTION TO ANY SUBSCRIPTION SERVICES WILL AUTOMATICALLY RENEW AT THE END OF THE SUBSCRIPTION TERM SPECIFIED FOR YOUR ACCOUNT FOR SUBSEQUENT TERMS EQUAL IN LENGTH TO THE INITIAL SUBSCRIPTION TERM (EACH A “SUBSCRIPTION TERM”) UNLESS AND UNTIL YOU CANCEL YOUR SUBSCRIPTION SERVICES IN ACCORDANCE WITH THE CANCELLATION PROCEDURES IDENTIFIED IN THE SECTION TITLED “CANCELLATION PROCEDURES” BELOW.
- Automatic Billing and Policies
By purchasing Subscription Services, you agree that: (A) we and/or Stripe are authorized to charge you, at the beginning of each Subscription Term, the applicable Subscription Fees for those Subscription Services, any applicable taxes, and any other charges you may incur in connection with your purchase and use of those Subscription Services, subject to adjustment in accordance with these Terms, for as long as your subscription continues; and (B) your subscription will continue until you cancel it or the Subscription Services, or your subscription to the Subscription Services, is suspended, discontinued or terminated in accordance with these Terms. You acknowledge and agree that the amount billed may vary due to promotional offers, changes to the Subscription Fees, and changes in applicable taxes, and you authorize us to charge your chosen payment method for the changed amounts.
- Cancellation Procedures
You may cancel your subscription to Subscription Services at your sole discretion; however, fees paid are non-refundable unless we, in our sole and absolute discretion, agree otherwise in writing.
To cancel your subscription to the Subscription Services, you must notify us prior to the start of the next Subscription Term using the appropriate functionalities of our Service or by contacting us at email@example.com. You will continue to have access to the Subscription Services through the end of your billing period. YOU UNDERSTAND THAT UNLESS AND UNTIL YOU NOTIFY US OF YOUR CANCELLATION, YOUR SUBSCRIPTION AND ALL CORRESPONDING FEES WILL AUTOMATICALLY RENEW, AND YOU AUTHORIZE US OR STRIPE (WITHOUT NOTICE TO YOU, UNLESS REQUIRED BY APPLICABLE LAW) TO CHARGE YOU THE APPLICABLE SUBSCRIPTION FEES AND ANY TAXES, USING ANY ELIGIBLE PAYMENT METHOD WE OR STRIPE HAVE ON RECORD FOR YOU.
YOU UNDERSTAND AND AGREE THAT UNLESS WE, IN OUR SOLE AND ABSOLUTE DISCRETION, AGREE OTHERWISE IN WRITING, YOU SHALL RECEIVE NO REFUND FOR ANY UNUSED TIME ON YOUR SUBSCRIPTION OR ANY PRE-PAYMENTS MADE FOR SUBSCRIPTION SERVICES IN THE EVENT THAT: (A) WE SUSPEND OR TERMINATE YOUR SUBSCRIPTION TO THE SUBSCRIPTION SERVICES, YOUR ACCOUNT OR THESE TERMS; OR (B) YOU CANCEL YOUR SUBSCRIPTION TO THE SUBSCRIPTION SERVICES.
- Free Trials
We may, from time to time in our sole discretion, offer free trials to particular paid portions of our Service. For any free trial, we or Stripe will automatically bill your chosen payment method on the later of the day your free trial ends or the day you start your paid subscription, and on each recurring billing date thereafter, subject to these Terms. If you wish to avoid charges to your payment method, you must cancel your subscription prior to the last day of your free trial period. If you cancel your subscription during a free trial, cancellation may be effective immediately.
UNLESS REQUIRED BY APPLICABLE LAW OR WE EXPRESSLY AGREE IN WRITING OTHERWISE, WE DO NOT PROVIDE REFUNDS FOR ANY SUBSCRIPTION SERVICES; NOR DO WE PROVIDE CREDIT, REFUNDS, OR PRORATED BILLING FOR CANCELLED SUBSCRIPTIONS.
- Events and Third-Party Information and Services
Events that you hear about from us take place at locations owned and operated by third parties; also, when you use our Service, you might see links to third-party websites and services, and content and other materials that are not owned or controlled by us (collectively, “Third-Party Services”). We don’t endorse or assume any responsibility for any Third-Party Services, including any Events, nor for any information, materials, products, or services made available by third parties. If you attend an Event or access or use any other Third-Party Service from our Service, you do so at your own risk. You acknowledge that a Third-Party Service may revoke your right to use and/or access that Third-Party Service at any time (including by removing you, or restricting you from accessing, an Event).
We don’t own or control any Third-Party Services (including any Event locations) and are not liable if you or any other User is injured, or for any theft, loss, or other damage or loss that might occur. Your interactions with any third parties that you might come into contact with through our Service are solely between you and that third party, and you expressly relieve us from any and all liability arising from your use of and/or access to any Third-Party Services.
- Mobile Apps
Our mobile applications (our “Apps”) may be available on third-party app stores. You are responsible for any charges from your mobile device plan if you download our Apps on your devices. We may update our Apps and the Apps may update automatically on your device, and you consent to such automatic updates and agree that these Terms will apply to all such updates. Any third-party code that may be incorporated in the Apps is covered by the applicable open source or third-party license, if any, authorizing use of such code.
To use our Apps, you must have a compatible mobile device. We don’t guarantee that our Apps will be compatible with your mobile device.
If you download any of our Apps, you must use them in compliance with these Terms and the applicable app store terms.
Apple App Store Apps. The following additional terms apply to any Apps you acquire from the Apple App Store (“Apple Apps”): You acknowledge and agree that these Terms are solely between you and us, not Apple, Inc. (“Apple”) and that Apple has no responsibility for the Apple Apps or content thereof. Your use of the Apple Apps must comply with the Apple App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Apple Apps. In the event of any failure of the Apple Apps to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple Apps to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple Apps, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by these Terms and any law applicable to us as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the Apple Apps or your possession and/or use of the Apple Apps, including, but not limited to: (A) product liability claims; (B) any claim that the Apple Apps fail to conform to any applicable legal or regulatory requirement; and (C) claims arising under consumer protection or similar legislation; and all such claims are governed solely by these Terms and any law applicable to us as provider of the software. You acknowledge that, in the event of any third-party claim that the Apple Apps or your possession and use of the Apple Apps infringes that third party’s intellectual property rights, we, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms. You and we acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms as applicable to the Apple Apps, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as applicable to the Apple Apps against you as a third-party beneficiary thereof.
Google Play Store Apps. The following additional terms apply to any Apps you acquire from the Google Play Store (“Play Store Apps”): (A) you acknowledge that these Terms are between you and us only, and not with Google, Inc. or its affiliates (“Google”); (B) your use of the Play Store Apps must comply with Google’s then-current Google Play Store Terms of Service; (C) Google is only a provider of the Google Play Store where you obtained the Play Store Apps; (D) we, and not Google, are solely responsible for the Play Store Apps; (E) Google has no obligation or liability to you with respect to the Play Store Apps or these Terms; and (F) Google is a third-party beneficiary to these Terms applicable to the Play Store Apps.
You agree to defend, indemnify and hold us and our affiliates, agents, suppliers or licensors (and our and their employees, contractors, agents, officers and directors) harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (A) your access to or use of our Service; (B) your violation of any aspect of these Terms, including without limitation your breach of any of your representations and warranties; (C) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (D) your violation of any applicable law, rule or regulation; (E) your User Content; or (F) any third party’s access to or use of our Service with your Credentials.
- No Warranty; Disclaimers
OUR SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOUR USE OF OUR SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OUR SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, WE, OUR AFFILIATES, AND OUR PARTNERS, SUPPLIERS AND LICENSORS DO NOT WARRANT THAT ANY CONTENT PROVIDED ON OR THROUGH OUR SERVICE IS ACCURATE, RELIABLE OR CORRECT; THAT OUR SERVICE WILL MEET YOUR REQUIREMENTS; THAT OUR SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT OUR SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF OUR SERVICE. YOU MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.
WE ALSO DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH OUR SERVICE, INCLUDING IN CONNECTION WITH ANY EVENTS, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY INTERACTIONS OR TRANSACTIONS BETWEEN YOU AND ANY THIRD PARTIES.
FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, PARTNERS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, OUR SERVICE. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF OUR SERVICE OR YOUR CREDENTIALS, ACCOUNT OR THE INFORMATION CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (C) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE; (D) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (E) ANY ERRORS, MISTAKES, INNACCURACIES OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF OUR SERVICE; AND/OR (F) YOUR DATA OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.
IN NO EVENT WILL WE OR OUR AFFILIATES, PARTNERS, SUPPLIERS OR LICENSORS (OR OUR OR THEIR EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS OR DIRECTORS) BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO US HEREUNDER OR $1000.00, WHICHEVER IS GREATER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
- Governing Law; Arbitration; Class Action/Jury Trial Waiver
- Governing Law
These Terms are governed by the laws of the state of Delaware without giving effect to any choice or conflict of law provision or rule. Notwithstanding the preceding sentence, the Federal Arbitration Act (9 U.S.C. §§ 1-16) (“FAA”) governs the interpretation and enforcement of the arbitration provision in Section 20(b) below (the “Arbitration Provision”) and preempts all state laws to the fullest extent permitted by law. If the FAA is determined to not apply to any issue that arises from or relates to the Arbitration Provision, then that issue shall be resolved under and governed by the law of your state of residence. You agree to submit to the exclusive personal jurisdiction of the federal and state courts located in the State of Delaware for any actions for which we 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 our copyrights, trademarks, trade secrets, patents, or other intellectual property rights or other proprietary rights, as set forth in the Arbitration Provision, including without limitation any provisional relief required to prevent irreparable harm. You agree that the State of Delaware is the proper and exclusive forum for any appeals of an arbitration award or for trial court proceedings in the event that the Arbitration Provision is found to be unenforceable.
READ THIS SECTION (THIS “ARBITRATION PROVISION”) CAREFULLY BECAUSE IT REQUIRES THE USE OF ARBITRATION IN ANY DISPUTES WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
This Arbitration Provision applies to and governs any dispute, controversy, or claim between you and us that arises out of or relates to, directly or indirectly: (i) these Terms, including without limitation the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability of these Terms; (ii) access to or use of our Service, including without limitation the receipt of any advertising, marketing, or other communications from us; (iii) any transactions through, by, or using our Service; or (iv) any other aspect of your relationship or transactions with us, directly or indirectly (“Claim” or collectively, “Claims”). The Arbitration Provision shall apply, without limitation, to all Claims that arose or were asserted before or after your consent to these Terms.
If you are a new User, you can reject and opt-out of this Arbitration Provision within thirty (30) days of accepting these Terms by emailing us at firstname.lastname@example.org with your first and last name and stating your intent to opt-out of this Arbitration Provision. Opting out of this Arbitration Provision does not affect the binding nature of any other part of these Terms, including without limitation the provisions regarding controlling law or in which courts any disputes must be brought.
For any Claim, you agree to first contact us at email@example.com and attempt to resolve the dispute with us informally. In the unlikely event that we have not been able to resolve a Claim after sixty (60) days, each of you and we agree to resolve the Claim through binding arbitration by the American Arbitration Association (“AAA”), under the Expedited Procedures then in effect for AAA (the “Rules”), except as provided herein. In the event of any conflict between the Rules and this Arbitration Provision, this Arbitration Provision shall control. AAA may be contacted at www.adr.org, where the Rules are also available. The arbitration will be conducted in the U.S. county where you live or the State of California, unless you and we agree otherwise. If you are an individual using our Service for non-commercial purposes: (i) AAA may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from AAA; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. You and we agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Provision, including without limitation any claim that all or any part of this Arbitration Provision is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including without limitation any issues relating to whether any provision of these Terms is unconscionable or illusory and any defense to arbitration, including without limitation waiver, delay, laches, unconscionability, or estoppel.
NOTHING IN THIS ARBITRATION PROVISION WILL BE DEEMED AS: PREVENTING US FROM SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM THE COURTS AS NECESSARY TO PREVENT THE ACTUAL OR THREATENED INFRINGEMENT, MISAPPROPRIATION, OR VIOLATION OF OUR DATA SECURITY, INTELLECTUAL PROPERTY RIGHTS OR OTHER PROPRIETARY RIGHTS; OR PREVENTING YOU FROM ASSERTING CLAIMS IN SMALL CLAIMS COURT, IF YOUR CLAIMS QUALIFY AND SO LONG AS THE MATTER REMAINS IN SUCH COURT AND ADVANCES ON ONLY AN INDIVIDUAL (NON-CLASS, NON-COLLECTIVE, AND NON-REPRESENTATIVE) BASIS.
If this Arbitration Provision is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, shall be severed. Severance of the void, unenforceable, or unlawful provision, in whole or in part, shall have no impact on the remaining provisions of the Arbitration Provision, which shall remain in force, or either party’s ability to compel arbitration of any remaining claims on an individual basis pursuant to this Arbitration Provision. Notwithstanding the foregoing, if the class action/jury trial waiver in Section 20(c) below is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in a civil court of competent jurisdiction. All other claims for relief subject to arbitration under this Arbitration Provision shall be arbitrated under its terms, and each party agrees that litigation of any dispute regarding the entitlement to public injunctive relief shall be stayed pending the outcome of any individual claims in arbitration.
- Class Action/Jury Trial Waiver
WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED OUR SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AND WE AGREE THAT THE ARBITRATOR MAY AWARD RELIEF ONLY TO AN INDIVIDUAL CLAIMANT AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF ON INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED MAY NOT AFFECT OTHER USERS. YOU AND WE AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
If we need to send you a notice, we will notify you via email, mail or through posting a notice on our website. You can choose not to receive certain communications from us as described in these terms and in our Privacy Notice. If you use an automatic email filter or if you’ve unsubscribed from Service-related Emails, we aren’t responsible if you do not receive our notices.
- Changes to these Terms
We may change these Terms from time to time. Often, these will be unimportant changes, but if we make any significant changes, we will let you know. If you do not agree to any new or changed terms, you must stop using our Service.
Only these Terms govern your use of our Service and our relationship with each other.
If any portion of these terms is invalid, the rest of these Terms will still be valid and enforceable.
If we waive our right to enforce any part of these Terms, that does not mean that we cannot enforce that part in the future. Similarly, if we do not enforce any part of these Terms, that does not mean we cannot enforce that part now or in the future.
Please reach out to us at firstname.lastname@example.org with any questions about these Terms or our Service. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.