Snypr, Inc. Terms of Service
Effective Date: September 9, 2016
THIS TERMS OF SERVICE CONTAINS AN ARBITRATION AGREEMENT, WHICH WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION. UNDER THE ARBITRATION AGREEMENT, (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST SNYPR ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.
Introduction and Eligibility
Snypr, Inc. (“Snypr,” “we,” “us” or “our”), provides creative, competitive and connected training exercises and virtual games for athletes, and fundraisers for teams, clubs and charities, through our mobile application and related information through our website located at snypr.com (collectively, such services, including any new features and applications, and the Snypr website, the “Services”). The Services are provided and made available subject to the terms and conditions contained in these Terms of Service (the “Terms”), which may be modified from time to time.
You understand and agree that we may revise these Terms at any time without prior notice by posting an updated version. Revised Terms will become effective at the time of posting, and you can determine when these Terms were last revised by referring to the “Effective Date” at the top of these Terms. We will notify you (or your parent or guardian, if applicable) of any material changes to these Terms, either through an email notification or through other reasonable means, and such changes will become effective immediately once we provide notice unless otherwise indicated in the form of notice. You should visit this page periodically to review the most current Terms, as your continued use of the Services after a change to these Terms constitutes your binding acceptance of such revised Terms. If any change to these Terms is not acceptable to you, your sole remedy is to cease using the Services.
In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Services from time to time, including, without limitation, the Privacy Policy located at snypr.com/privacy-policy. All such terms are incorporated by reference into these Terms. If you do not agree to these Terms, please do not use the Services.
Section titles in these Terms are for convenience only and have no legal or contractual effect.
Binding Agreement. Please read these Terms carefully before using the Services. By accessing, using, downloading, browsing or otherwise using any of the Services, you agree to follow and be bound by these Terms.
Eligibility. The Services are designed for players ages 8 and older. We strive to follow the principles of the Children’s Online Privacy Protection Act (“COPPA”) and design the Services to obtain verifieable parental consent before asking for or collecting personal information from children under 13 years of age or changing how we use such information, unless the information falls within an exception under COPPA. For more details on our collection and use of information from children, please see our Privacy Policy.
By using the Services, you represent and warrant that you are at least 18 years of age and have reviewed and now consent to the Terms, or, if you are under 18 years of age but 13 years of age or older, then you affirm that you possess the legal consent of your parent or guardian to access and use the Services pursuant to these Terms. If you are under 13 years of age, your parent or guardian must agree to these Terms and provide consent for your use of the Services in the manner set forth in theese Terms and our Privacy Policy before you use any of the Services. If you are a parent or guardian agreeing to the Terms for the benefit of anyone under the age of 18, you represent and warrant that you have reviewed and now consent to the Terms and accept full responsibility for your child’s use of the Services, including all financial charges and legal liability that such child may incur in connection with the use of the Services.
Additional Terms. We may require you (or your parent or guardian, if applicable) to agree to additional terms, rules, policies, guidelines or other conditions of use (collectively, the “Additional Terms”) in order to use particular products, services and/or features, and/or to receive or use some Services that we may offer from time to time. If there is any conflict between the Additional Terms and these Terms, the Additional Terms will supplement or amend these Terms, but only with respect to the matters governed by the Additional Terms.
Rules for Sweepstakes, Contests, Raffles and Other Promotions. In addition to the Terms, any sweepstakes, contests, raffles or similar promotions (collectively, “Promotion(s)”) made available through the Services may be governed by Additional Terms that are separate from these Terms. By participating in any such Promotion, you will become subject to those rules, which may vary from these Terms. We urge you to review any Additional Terms applicable to a particular Promotion, which will be linked from such Promotion, and to review the Snypr Privacy Policy which, in addition to these Terms, governs any information you submit in connection with such activities. To the extent that the Additional Terms of any Promotion conflict with these Terms, the Additional Terms of such Promotion shall control.
Changes to the Services. Snypr reserves the right to make improvements and/or changes in the Services at any time, at our sole discretion and with or without notice. You agree that we are not liable to you or to any third party in any way for any modification, suspension or discontinuance of all or some of the Services. We may limit the availability of the Services, in whole or in part, to any person, geographic area or jurisdiction that Snypr chooses from time to time and in our sole discretion.
Permission to Use the Services. We grant you permission to use the Services subject to the restrictions in these Terms. Your use of the Services is at your own risk, including the risk that you might be exposed to User Content (as defined below) submitted or posted by other users that is offensive, inaccurate, objectionable or otherwise inappropriate.
Snypr’s Content Ownership and Use
Proprietary Rights. The Services contains material including, but not limited to, software, computer code, designs, text, graphics, images, video, audio files, information, logos, button icons and other content (collectively, the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements we have with third parties. All Content and the compilation (meaning the collection, arrangement and assembly) of all Content are protected by United States and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, trade dress, patent and/or other rights and laws. Except as expressly authorized in writing by Snypr or expressly permitted by these Terms, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based (whether in whole or in part) on the Services or the Content, in whole or in part.
Trademarks. The trademarks, service marks and logos of Snypr (the “Snypr Trademarks”) used and displayed on the Services are registered and unregistered trademarks or service marks of Snypr. Other company, product and service names used and displayed on the Services may be trademarks or service marks owned by third parties (the “Third-Party Trademarks,” and collectively with the Snypr Trademarks, the “Trademarks”). Nothing on the Services or in these Terms should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on the Services without the prior written consent of the Trademark owner for each such use. The Trademarks may not be used to disparage Snypr or the applicable third-party owner, any products or services of Snypr or applicable third parties or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Snypr reserves all rights not expressly granted herein.
Limited License to You. Subject to these Terms, Snypr hereby grants to you a limited, revocable, non-exclusive, non-transferable, non-sublicensable, personal license to use the Services and Content for your own personal use, provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble, scrape or otherwise attempt to discover any source code, or sell, assign, sublicense or otherwise transfer any right in the Services or Content. You may not download, copy or save any Content or any portion of it for any purpose, except as permitted by select Services as provided for in the specific guidelines or Additional Terms applicable to such Services, and in the limited cases where you need to print or save a copy of individual screens or information appearing as part of the Services solely for personal use or records, provided that any logos, marks or other legends that appear on copied screens remain and are not removed from the copy. Any other use is expressly prohibited. This license is revocable at any time without notice and with or without cause. Except for those rights expressly granted in these Terms or any applicable Additional terms, no other rights are granted, whether express or implied.
Your Access to the Services and Account Information
Registration, Usernames and Passwords. You will be required to register with Snypr in order to access certain aspects or areas of the Services. With respect to any such registration, Snypr may refuse to grant you permission to register under a specific username or email address for any reason, at our sole discretion. You are responsible for maintaining the confidentiality of any password you may use to access the Services, and agree not to transfer your password or username, or lend or otherwise transfer your use of or access to the Services, to any third party. You are fully responsible for all interaction with the Services that occurs in connection with your username or password and agree to ensure that you exit from your session, as applicable, at the end of each use when accessing the Services. If you have any reason to believe that any unauthorized use of your username or password or any other breach of security related to your account has occurred, you agree to immediately notify Snypr by emailing us at support@snypr.com. Snypr is not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
Third-Party Integrated Services and Logins. If you are aged 13 or over, we may offer you the opportunity to enable or log in to the Services via various third-party services, such as social media and social networking services like Facebook or other third-party services or applications (collectively, “Third-Party Integrated Services”). You are in no way obligated to use any Third-Party Integrated Service in connection with the Services. By integrating these Third-Party Integrated Services into the Services, we can make your online and mobile experiences richer and more personalized. To take advantage of these features and capabilities, we may ask you to authenticate, register for or log into Third-Party Integrated Services on the websites or mobile applications of their respective providers. As part of such integration, the Third-Party Integrated Services may provide us with access to certain information that you have provided to them, and we will use, store and disclose such information in accordance with our Privacy Policy. If you opt to integrate or use Third-Party Integrated Services with the Services, such Third-Party Integrated Services may gain access to certain information that you have provided to us, including Personal Information (as defined in our Privacy Policy). Please remember that the manner in which Third-Party Integrated Services use, store and disclose your information is governed solely by the policies of such Third-Party Integrated Services, and we have no liability or responsibility for the privacy practices or other actions of any Third-Party Integrated Service that may be enabled within the Services. In addition, we are not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Third-Party Integrated Services. As such, we are not liable for any damage or loss related to or arising out of your use of or reliance on any Third-Party Integrated Service. We enable these features merely as a convenience to our users.
Information and User Content Submitted Through the Services
Information Submitted Through the Services. Your submission and our collection of information through the Services is governed by Snypr’s Privacy Policy. You represent and warrant that any Personal Information you provide in connection with your use of the Services is true, accurate and complete, and you will maintain and update such Personally Identifiable Data. You agree that if any Personally Identifiable Data that you provide becomes false, inaccurate, obsolete or incomplete, Snypr may terminate your use of the Services.
User Content Submitted Through the Services. The Services may provide you with the ability to provide information related to your activities (“User Content”). Snypr claims no ownership or control over your User Content. You or a third-party licensor, as appropriate, retain all copyright, patent and trademark rights to any of the content you post on or through the Services. You are responsible for protecting those rights.
Rights to the User Content You Post. You represent and warrant that: (i) you own the User Content posted by you on or through the Services or otherwise have the right to grant the license set forth in these Terms; (ii) the posting and use of your User Content on or through the Services does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person; and (iii) the posting of your User Content on the Services does not result in a breach of contract between you and a third party. You agree to pay for all royalties, fees and any other monies owing any person by reason of content you post on or through the Services. You also acknowledge and agree that your User Content is non-confidential and non-proprietary.
Snypr’s Rights in Your User Content. Except for the rights granted herein, Snypr claims no ownership or control over the User Content you create, post or share through the Services. You or a third-party licensor, as appropriate, retain all copyright, patent and trademark rights to any of the content you post on or through the Services. You are responsible for protecting those rights. By creating, posting or sharing your User Content on or through the Services, and subject to Snypr’s Privacy Policy, you grant Snypr a world-wide, non-exclusive, sub-licensable, royalty-free, transferable license to use, copy, distribute, reproduce, modify, adapt, create derivative works from, publicly perform or display, incorporate or otherwise use your User Content for any purpose without compensation to you, including for the purpose of promoting Snypr and our services. You waive any rights you may have regarding your User Content being altered or manipulated in any way that may be objectionable to you. Snypr reserves the right to refuse to accept, post, display or transmit any User Content in our sole discretion. Notwithstanding the above, we will not make use of your User Content in a manner that is inconsistent with the privacy settings that you establish for your Snypr account.
Other Users’ Permission to Use Your User Content. By creating, posting or sharing your User Content on or through the Services, you also agree to permit any other user to access, display, view, store and reproduce such submissions for personal use.
Content from Other Users and Snypr Licensors. You understand and agree that you will not obtain, as a result of your use of the Services, any right, title or interest in or to others’ content delivered via the Services or in any intellectual property rights (including, without limitation, any copyrights, patents, trademarks, trade secrets or other rights) in the content. Except as provided within these Terms, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display or sell any content appearing on or through the Services.
General Practices Regarding Use and Storage. You acknowledge that Snypr may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Services and the maximum storage space that will be allotted on Snypr’s servers on your behalf. You agree that Snypr has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Services. You acknowledge that Snypr reserves the right to terminate accounts that are inactive for an extended period of time.
Removal of User Content. At any time you may remove or edit your User Content through your account settings. You may also request that we remove any other User Content that you upload or post to the Services and are unable to remove through your account settings, such as certain information related to your sports activities, by contacting us at support@snypr.com. You acknowledge and agree that some User Content may remain on our servers after it is removed from public view, and that we may use and disclose such User Content and other information related to your account in accordance with our Privacy Policy.
Third-Party Links and Services. The Services may contain links to third-party websites or services (collectively, “Third-Party Links and Services”). Third-Party Links and Services are not under the control of Snypr and Snypr is not responsible for the contents of or any changes or updates to any Third-Party Links and Services. Snypr is not responsible for any form of transmission received from any Third-Party Links and Services. Snypr is providing any such Third-Party Links and Services to you only as a convenience, and the inclusion of such Third-Party Links and Services does not imply endorsement by Snypr of such Third-Party Links and Services or any associated products or services. You agree that your use of Third-Party Links and Services, including without limitation, your use of any content, information, data, advertising, products or other materials on or available through such websites and resources, is at your own risk and is subject to the terms and conditions of use applicable to such Third-Party Links and Services.
No Confidentiality; Sharing Ideas. You may not submit or share confidential or proprietary information or trade secrets through the Services. If you wish to share an idea or suggestion with us, you must submit the idea to us at support@snypr.com. By submitting an idea or suggestion, you grant us an irrevocable and unrestricted license to use, modify, reproduce, transmit, display and distribute it for any purpose whatsoever, commercial or otherwise, with no acknowledgement, payment or other compensation to you.
User Content Disclaimers, Limitations and Prohibitions
Interactions with Other Users or Third Parties. The Services may enable or facilitate limited communications between you and other users or third parties. As a neutral facilitator, we are not directly involved in the actual transactions and/or communications between you and other third parties. We have no control over the truth, accuracy, quality, legality, offensiveness or safety of content or other postings made by other users or third parties. You shall at all times exercise common sense and good judgment when dealing with any other users or third parties through the Services. You are solely responsible for your involvement with other users and third parties and assume all risk associated with dealing with third parties. You agree to resolve disputes directly with the other party and to not involve Snypr in such disputes. We reserve the right, but have no obligation, to monitor disagreements between any users of the Services.
Your Responsibility for Your User Content. You are solely responsible for your User Content on the Services. Snypr does not endorse any, nor is it responsible for, User Content on the Services. You assume all risks associated with your User Content, including anyone’s reliance on its quality, accuracy or reliability. You may expose yourself to liability if, for example, your User Content contains material that is false, intentionally misleading or defamatory; violates third-party rights; or contains material that is unlawful or advocates the violation of any law or regulation.
Rules of Conduct. While using the Services you will comply with all privacy, data protection, intellectual property and other applicable laws. In addition, Snypr expects users of our Services to respect the rights and dignity of others. Your use of the Services is conditioned on your compliance with the rules of conduct set forth in this section. Snypr reserves the right to investigate and take appropriate legal action against anyone who, in Snypr’s sole discretion, violates or fails to comply with the rules of conduct, including without limitation, removing the offending content from the Services, suspending or terminating the account of such violators and reporting the violator to law enforcement authorities.
You understand, acknowledge, agree and warrant that you may not and that you will not:
Post, transmit or otherwise make available through or in connection with the Services anything that is or may be: (a) threatening, harassing, degrading or hateful; (b) defamatory; (c) fraudulent or tortious; (d) obscene, indecent or otherwise objectionable; or (e) protected by copyright, trademark or other proprietary right without the express prior consent of the owner of such right.
Post, transmit or otherwise make available through or in connection with the Services any material that would give rise to criminal or civil liability or that encourages conduct that constitutes illegal activity or a criminal offense.
Use the Services to post, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letter,” “pyramid scheme” or investment opportunity, or any other form of solicitation.
Use the Services to advertise or offer to sell or buy any goods or services without Snypr’s express prior written consent.
Use the Services for any fraudulent or unlawful purpose.
Harvest or collect email addresses or other Personal Information about other users of the Services.
Solicit Personal Information from anyone under the age of 18.
Impersonate any person or entity, including any representative of Snypr or our affiliates or business partners; falsely state or otherwise misrepresent your affiliation with any person or entity; or express or imply that Snypr endorses any statement you make.
Interfere with or disrupt the operation of the Services or the servers or networks used to make the Services available; or violate any requirements, procedures, policies or regulations of such networks.
Restrict or inhibit any other person from using the Services (including by hacking or defacing any portion of the Services).
Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of or access to the Services (including any Content, product, service and other materials available through the Services).
Modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Services (including any content and other materials available through the Services), except as and solely to the extent expressly authorized under applicable law overriding any of these restrictions.
Remove any copyright, trademark or other proprietary rights notice from the Services or content and other materials originating from the Services.
Frame or mirror any part of a Services without Snypr’s express prior written consent.
Create a database by systematically downloading and storing all or any Content.
Upload, post or transmit to the Services any virus, worm, Trojan horse or other computer code, file or program that is harmful or invasive or may or is intended to damage or hijack the operation of any hardware or software.
Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Services, without Snypr’s express prior written consent.
Mobile Applications
App End User Licenses. Subject to these Terms, Snypr grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use one copy of a given Snypr mobile application (an “App”) per device that you own or control, downloaded directly from a legitimate marketplace (such as Apple’s iTunes Store or Google Play), solely in object code format and solely for your personal, non-commercial use for lawful purposes.
Restrictions. You understand and agree that you shall only use an App in a manner that complies with any and all applicable laws and restrictions in the jurisdictions in which you use the App. Consistent with the Rules of Conduct provided above, you may not:
Modify, disassemble, decompile, translate, scrape or reverse engineer any App or any portion thereof, except to the extent that such restriction is expressly prohibited by law;
Create derivative works based on any App in whole or in part and in any form;
Use any App for any purpose except as permitted by these Terms;
Sell, lease, rent, assign, license, disclose, perform, broadcast, distribute or otherwise transfer or make available any App or any copy of the App, in whole or in part and in any form, to any third parties;
Remove or alter any proprietary notices or marks on the App or any portion thereof.
App Updates. You acknowledge and agree that we may from time to time develop patches, bug fixes, updates, upgrades and other modifications to improve the performance of the App and related Services. You consent to these updates and agree such updates may be automatically installed without providing any additional notice or receiving any additional consent from you. If you do not want such updates, your remedy is to stop using the App. You acknowledge that you may be required to install updates to use the App and related Services, and you agree to promptly install any updates Snypr provides if the update does not automatically install. By continuing to use an App after an update, you renew your agreement to these Terms.
Apple- and Google-Related Terms. You acknowledge that these Terms are between Snypr and you only, and not with Apple Inc. or third parties that operate using the Android operating system, which is owned by Google Inc. (collectively, the “Marketplace Provider(s)”), and that as between Snypr and the Marketplace Provider, Snypr is solely responsible for Snypr Apps and Content. You may not use any Content or Apps in any manner that is in violation of or inconsistent with the usage rules set for the Services in any applicable market place terms of service (the “App Store Terms of Service”).
Your end user license to use an App is limited to a non-transferable license to use the App on an iOS product or Android-based product, as applicable, that you own or control, as permitted by the usage rules set forth in the App Store Terms of Service. The Marketplace Provider has no obligation whatsoever to provide any maintenance or support services with respect to the App, or to address any claims of you or any third party relating to the App. The Marketplace Provider is not responsible for any product warranties, whether express or implied by law. If you have any questions, complaints or claims with respect to an App, they should be directed to Snypr at support@snypr.com.
Snypr and you acknowledge and agree that the applicable Marketplace Provider(s) and their subsidiaries are third-party beneficiaries of these Terms with respect to Snypr Apps that you download, access or use on your mobile device, and that, upon your acceptance of these Terms, the applicable Marketplace Provider(s) will have the right (and will be deemed to have accepted the right) to enforce these Terms against you with respect to any such App as a third party beneficiary thereof.
Additional App Considerations. To use or otherwise access an App, you must have a mobile device that is compatible with the Services and the App. We do not warrant that any App will be compatible with your mobile device. You may be obligated to pay some fees for use of certain Apps. Further, a wireless carrier’s normal messaging, data and other rates and fees may apply to your use of an App. In addition, downloading, installing or using Apps may be prohibited or restricted by your wireless carrier, and not all Apps may work with all carriers or devices.
Communications
Messaging Consents. By using the Services, you expressly agree that we may communicate with you regarding features or games available through the Services or other matters via in-App notifications, and that certain information about your usage of the Apps may be communicated to us. We may also use in-App notifications to facilitate your interactions with others through the Services, such as notifying you when another user wishes to initiate a game or challenge with you.
Electronic Notices. By using the Services or providing Personal Information to us, you agree that we may communicate with you (and/or your parent or guardian, if applicable) electronically via email regarding security, privacy and administrative issues relating to your use of the Services. If we learn of a security system’s breach, we may attempt to notify you electronically by posting a notice on the Services or sending an email to you and/or your parent or guardian, if applicable. You may have a legal right to receive this notice in writing. To receive free written notice of a security breach (or to withdraw your consent from receiving electronic notice), please notify us at support@snypr.com.
Monitoring and Consequences of Violating These Terms
Monitoring. Snypr reserves the right, but has no obligation, to monitor use of the Services and/or any activities conducted through or in any way related to the Services. Snypr may review and remove any User Content at any time for any reason, including activity which, in our sole judgment: violates these Terms; violates applicable laws, rules or regulations; is abusive, disruptive, offensive or illegal; or violates the rights of, or harms or threatens the safety of, users of the Services.
Termination. Snypr reserves the right, in our sole discretion, to restrict, suspend or terminate your account and your access to all or part of the Services for any reason. We reserve the right to restrict, suspend or terminate your account and your access to all or part of the Services in the future. You are responsible for any claims, fees, fines, penalties and other liability incurred by us or others caused by or arising out of your breach of these Terms and your use of the Services.
LIMITATION OF LIABILITY AND DISCLAIMER OF WARRANTIES
Disclaimer of Warranties. SNYPR AND/OR OUR PARENTS, SUBSIDIARIES, AFFILIATES AND LICENSORS AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES (COLLECTIVELY, THE “SNYPR PARTIES”) MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SERVICES OR CONTENT FOR ANY PURPOSE. THE SNYPR PARTIES DO NOT WARRANT THAT THE SERVICES OR CONTENT WILL MEET ANY REQUIREMENTS OR NEEDS YOU MAY HAVE, OR THAT THE SERVICES WILL OPERATE IN AN ERROR-FREE OR UNINTERRUPTED MANNER, OR THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED.
THE SNYPR PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. THE SNYPR PARTIES SHALL NOT BE LIABLE FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO YOU OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN.
YOU AGREE THAT YOU USE THE SERVICES AND THE CONTENT AT YOUR OWN RISK AND THAT THE SERVICES AND CONTENT ARE OFFERED ON AN “AS IS” BASIS AND NO WARRANTY, EITHER EXPRESS OR IMPLIED, IS GIVEN. YOU AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF THE SERVICES OR ANY CONTENT. THE SNYPR PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW THE WAIVER OR EXCLUSION OF IMPLIED WARRANTIES, SO SOME PORTIONS OF THIS PARAGRAPH MAY NOT APPLY TO YOU.
Limitation of Liability. IN NO EVENT SHALL THE SNYPR PARTIES BE LIABLE FOR ANY SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF INFORMATION YOU HAVE PROVIDED IN CONNECTION WITH YOUR USE OF THE SERVICES OR UNAUTHORIZED INTERCEPTION OF ANY SUCH INFORMATION BY THIRD PARTIES, WHETHER IN AN ACTION OF EQUITY, CONTRACT, NEGLIGENCE, TORTIOUS ACTION OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SERVICES OR CONTENT, EVEN IF ADVISED IN ADVANCE OF SUCH DAMAGES OR LOSSES. IN PARTICULAR, AND WITHOUT LIMITATION, THE SNYPR PARTIES WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SERVICES OR FROM ANY CONTENT POSTED ON THE SERVICES BY SNYPR OR ANY THIRD PARTY. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES. THE MAXIMUM LIABILITY OF THE SNYPR PARTIES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO SNYPR TO ACCESS AND USE THE SERVICES.
THESE LIMITATIONS AND EXCLUSIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OF DAMAGES AND/OR EXCLUSIONS OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN SUCH JURISDICTIONS, THE LIABILITY OF THE SNYPR PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
Indemnification. You agree to defend, indemnify and hold harmless the Snypr Parties from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of these Terms or your access to, use or misuse of the Services or Content. The Snypr Parties shall provide notice to you of any such claim, suit or proceeding. The Snypr Parties reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests to assist the Snypr Parties in defense of such matter.
Dispute Resolution By Binding Arbitration: PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS.
Agreement to Arbitrate. This Dispute Resolution by Binding Arbitration section is referred to in this Terms of Service as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Snypr, whether arising out of or relating to this Terms of Service (including any alleged breach thereof), the Services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Terms of Service, you and Snypr are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND SNYPR AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND SNYPR AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).
Pre-Arbitration Dispute Resolution. Snypr is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at support@snypr.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Snypr should be sent to Snypr, Inc., 1420 Orange Ave., San Carlos, CA USA (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Snypr and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Snypr may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Snypr or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Snypr is entitled.
Arbitration Procedures. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless Snypr and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Snypr agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Snypr will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Snypr will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Snypr will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
Severability. If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (2) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (2) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Service will continue to apply.
Future Changes to Arbitration Agreement. Notwithstanding any provision in this Terms of Service to the contrary, Snypr agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending Snypr written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
Miscellaneous Terms
Compliance with Applicable Laws. Snypr is based in the United States. Snypr makes no claims concerning whether the Services or Content may be downloaded, viewed or be appropriate for use outside of the United States. If you access the Services or Content from outside the United States, you do so at your own risk. Whether inside or outside the United States, you are solely responsible for ensuring compliance with the laws and regulations of your specific jurisdiction.
The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading any Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export or re-export of the Content.
General. These Terms constitute the entire agreement between you and Snypr with respect to our Services and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and the Snypr with respect to the Services. Any failure to enforce any provision of these Terms shall not constitute a waiver thereof or of any other provision hereof. If any provision of these Terms is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision. Snypr will not be responsible for failures to fulfill any obligations due to causes beyond our control.
Governing Law and Arbitration Provision. Except as otherwise provided in Section X (Dispute Resolution By Binding Arbitration) above, these Terms and the relationship between you and Snypr shall be governed by the laws of the state of California without regard to its conflict of law provisions. You agree that regardless of any statute or law to the contrary, you must file any such claim within one (1) year after such claim arises or it is forever barred. Notwithstanding anything to the contrary in these Terms, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. You agree that Snypr may recover reasonable attorneys’ fees from you if Snypr prevails in an action for injunctive relief against you.
Contact Information
Please contact us at support@snypr.com to report any violations of these Terms or ask any questions regarding these Terms or the Services.
Snypr, Inc.
1420 Orange Avenue
San Carlos, California 94070
United States