TERMS OF SERVICE

 

Hello and welcome to TSH, LLC’s (“TSH”, “we”, “us” and “our”) online website (including all content and functionality available through the www.trybounce domain name, the "Site") and/or mobile application (the “App”). Our Site, App, “bounce” product and features, related data, proprietary software, and content and related documentation and information and any such services provided by us (collectively the “Services”) allows you, our users (the terms “you”, “your”, and “yours” shall refer to any and all users of the Site and/or App (the “Users”)), to virtually connect with other Users and then set up a real-life meeting the same night. Before using the Site, App, and/or the Services, we encourage you to carefully read these Terms of Service (the “Agreement”).

 

We may modify this Agreement at any time, and such modification will be effective immediately upon either posting of the modified Agreement or notifying you. You agree to review this Agreement periodically to ensure that you are aware of any modifications and you agree that your continued access or use of the Site and/or App shall be deemed your conclusive acceptance of the modified Agreement.

 

BY VISITING, DOWNLOADING, REGISTERING FOR AN ACCOUNT (A “BOUNCE ACCOUNT”) ON THE SITE AND/OR APP, ACCESSING OR USING ANY PART OF THE SITE OR THE APP, YOU EXPRESSLY AGREE TO AND CONSENT TO BE BOUND BY (A) THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND (B) OUR privacy policy, which CAN BE found at www.TRYBOUNCE/privacy (THE “PRIVACY POLICY”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT AND/OR THE PRIVACY POLICY, YOU DO NOT HAVE OUR AUTHORIZATION TO USE ANY OF THE SERVICES AND YOU MAY NOT ACCESS OR USE ANY PORTION OF THE SITE OR APP.

 

1. Service Terms and Limitations.

 

1.1 Grant of Limited License. Your access to the Service is licensed and not sold. Subject to the terms of this Agreement, and upon your registration for a Bounce Account, you are hereby granted a revocable, non-exclusive, non-transferable account enabling you to access and use the Services and the App and the Site. All Content (as defined in Section 1.2) that is made available to view and/or download in connection with the Site and App is owned by and is the copyrighted work of TSH and/or our suppliers and is licensed, not sold. You do not have the right to lend, lease, rent or sublicense the Site, the App and/or the Content. Your use of the Services (including the use of the materials that you download in connection with the use of the App, along with any documentation, text, software, photos, video, graphics, and music, sound or other multimedia files that might accompany it (collectively, “Material”)) is governed by the terms of this Agreement. We reserve the right, without notice and in our sole discretion, to terminate your license to use the Site, the App, and Services, and to block or prevent future access to and use of the Site, the App, and Services. You are not permitted, directly or indirectly, and the foregoing license grant does NOT include the right for you to (a) publish, publicly perform or display, or distribute to any third party any Materials, including reproduction on any computer network or broadcast or publications media; (b) market, sell or make commercial use of the Site, App, or any Material; (c) systematically collect and use of any data or content including the use of any data spiders, robots, or similar data gathering, mining or extraction methods; (d) make derivative uses of the Site, App, or the Material; or (e) use, frame or utilize framing techniques to enclose any portion of the Site, App (including the images found at this Site, App, or any text or the layout/design of any page or form contained on a page).

 

1.2 Proprietary Rights. The entire contents displayed on the Site and App (the “Content”) have copyright protection as a collective work under the laws of the United States and other copyright laws. We are the sole exclusive owner of the Content. There may be collective work that is the property of other third parties and such collective work is also protected by copyright and other intellectual property laws. You are allowed to display and, subject to any expressly stated restrictions or limitations relating to specific material, download portions of the Content from the different areas of the Site and/or App only for non-commercial use, unless otherwise permitted. Any redistribution, retransmission or publication of any copyrighted material is strictly prohibited without the express written permission of the copyright owner. You may not change or delete any proprietary notices from materials downloaded from the Site or App. You agree not to use any our logo or any other proprietary graphic or trademark without our express written consent. As between the parties, title, ownership rights, and intellectual property rights in the Content, and any copies or portions thereof, shall remain in TSH and/or its content providers. Third-party trademarks, service marks, and logos contained in the Site are owned and licensed by their respective owners. Any and all rights not expressly granted herein are reserved.

1.3. User’s Restrictions. You are not permitted, directly or indirectly, to (a) modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), create derivative works based on the Material; (b) copy the Material, the Content or any User Submitted Content or engage in any acts inconsistent with the principles of copyright protection and fair use, as codified in 17 U.S.C. Sections 106-110, without obtaining the express written consent of TSH and/or the copyright owner; (c) distribute, display (except for the purposes set forth in Section 2), rent, lease, transfer or otherwise transfer rights to, or in any way exploit, the Content, the Material, or any Submitted Content, in whole or in part; or (d) remove any proprietary notices or labels on the Material, the Content or any User Submitted Content.

 

1.4 User Agreement.

 

(a)             Eligibility. You must be at least 18 years of age to access and use the Service. By accessing the Services, you represent and warrant that you are not legally married or in a relationship, or if married, you represent and warrant that you are currently separated from your spouse. You represent and warrant that you have never been convicted of or pled no contest to a felony, a sex crime, or any crime involving violence and that you are not required to register as a sex offender with any government entity.  YOU UNDERSTAND AND AGREE THAT WE DO NOT, AND WE ARE NOT REQUIRED TO, CONDUCT CRIMINAL BACKGROUND SCREENINGS ON USERS. WE ALSO DO NOT INQUIRE INTO THE BACKGROUNDS OF USERS OR, EXCEPT AS OTHERWISE SET FORTH IN SECTION 1.4(B) REGARDING VERIFICATION OF A USER’S FB WEBSITE PROFILE, ATTEMPT TO VERIFY THE INFORMATION OR STATEMENTS OF USERS. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS. However, we reserve the right to conduct any criminal background check, at any time and using available public records, to confirm your compliance with the terms of this Agreement. Any use of the Service is void where prohibited. By accessing and using the Site and/or App, 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.

 

(b)          Bounce Account. In order to access the Service, you will be required to register for a Bounce Account. To register for a Bounce Account, you must first have or create, and allow us to access your name and other profile information through an existing Facebook account (the “FB Website”, and your FB Website profile, the “FB Website Profile”) and you may be requested to provide such other information as photographs of yourself, your e-mail address, your education, your background and your Location (as defined in Section 1.6). Once you have provided the required information and we have verified your FB Website Profile, we will then permit you to register for a Bounce Account. You agree to: (i) provide true, accurate, current and complete information about yourself when registering for a Bounce Account, including, but not limited, to a live, real and verifiable FB Website Profile, true photographs of yourself, and any credit card information (your “Credit Card”) as applicable; (ii) authorize TSH and, if applicable, its Processor (as defined in Section 1.7(b)) to charge your Credit Card for any and all fees incurred by you for your use of the Services; (ii) maintain and promptly update your Bounce Account to keep it true, accurate, current and complete; and (iv) create only one unique Bounce Account and profile. If you provide any information that is untrue, inaccurate, not current or incomplete, or TSH has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your Bounce Account and refuse any and all current or future use of the Services (or any portion thereof). You understand and agree that, while we do our best to verify Users through their FB Website Profile, we cannot be and are not responsible or liable TO YOU in any way, for Users who create or provide us with a fake, misleading or inaccurate FB Website Profile, including any information contained in such FB Website Profile.

 

 

(c)           Use of the App. You understand and agree that (i) your use of the App is conditioned upon your acceptance of the terms of this Agreement; (ii) the App contains copyrighted material, trade secrets, and other proprietary materials of TSH and its licensors; (iii) you will only use the App to access and/or use the Services; (iv) you will not use any software or services in conjunction with the Service or authorized third-party software which modifies or reroutes, or attempts to modify or reroute, the Service; (v) you will not authorize any third party to access and/or use the Service on your behalf using any automated process such as a BOT, a spider or periodic caching of information stored by the Service on your behalf without a separate written agreement with us; (vi) you will not use any software or hardware that reduces the number of Users directly accessing or using the Service (sometimes called 'multiplexing' or 'pooling' software or hardware); (vii) you will not lend, lease, rent or sublicense the App; (viii) you will permit us to send and deliver updates and notifications to you as part of your use of the App; (ix) you will allow the App to automatically download and install updates from time to time from us which are designed to improve, enhance and further develop the App and may take the form of bug fixes, enhanced functions, new software modules and completely new versions; and (x) in order to protect those proprietary materials, except as expressly permitted by applicable law, neither you nor a third party acting on your behalf will: (A) decompile, disassemble or reverse engineer the App; (B) modify or create derivative works of the App; (C) use the App in any manner to provide service bureau, commercial time-sharing or other computer services to third parties; (D) transmit the App or provide its functionality, in whole or in part, over the Internet or other network (except as expressly permitted above); (E) sell, distribute, rent, lease, sublicense or otherwise transfer the App to a third party; or (F) use components of the App to run applications not running on the App.

 

1.5 User Representations. You represent and warrant to TSH that you will (a) maintain the security of your user identification, password and other confidential information relating to your Bounce Account; (b) maintain the security, confidentiality and integrity of all messages and the content that you receive, transmit through or store on the Service; (c) maintain all charges resulting from the use of your Bounce Account, including but not limited to, unauthorized use of your Bounce Account prior to you notifying TSH in writing of such use and taking steps to prevent its further occurrence by changing your password; (d) comply with the terms set forth herein; and (e) comply with all applicable U.S. and international laws, statutes, ordinances, rules, regulations, contracts and applicable licenses regarding your use of the Services or Site.

 

You further represent and warrant that (i) you are over the age of 18 and have the power, authority or consent to enter into and perform your obligations under the Agreement; (ii) all information provided by you to TSH, is truthful, accurate and complete; (iii) you shall comply with all terms and conditions of this Agreement; (iv) you have provided and will provide accurate and complete registration information, including, without limitation, your legal name, email address and Phone Number; and (v) each time you upload Submitted Content (as defined herein) on the Site, App or through the Service, you own or otherwise control the rights or have the necessary consents to upload or post such Submitted Content and to enable inclusion and use of the Submitted Content in the manner contemplated by the Site and/or App.

1.6          Use of the Services.

 

(a)           Getting a Match. After registering for a Bounce Account, and once you’re ready to use our Services to meet up with a User in real life (“Bounce”), you must enable location services on your mobile phone and select surrounding neighborhoods located in New York, New York, U.S.A., in which you are able and willing to meet with a Bounce Match (your “Location”). You understand that as Bounce Meetings are arranged within one hour of making a Bounce Match, you represent and warrant that you are physically located in or nearby your Location and that you will timely make it to your Bounce Meeting. Your location will not be shared with any Users and the Location will only be used to locate Users within or nearby who are ready to Bounce. Based on your Location, our Services will provide you with the profiles of other Users in or nearby your Location who are also ready to Bounce. You will then have 60 seconds to review a User’s profile and determine whether you want to Bounce with a specific User or not. If you choose not to, the profile of a new User will be shown to you. Our Services will continue showing you User profiles until the earlier of 15 minutes has elapsed (the “Session”) or you choose to meet with another User who also chooses to meet you (your “Bounce Match”). Once a Bounce Match is found, we’ll suggest a public meeting place and a time for you and your Bounce Match to meet or you and your Bounce Match can mutually select and agree upon a public meeting place and time (the “Bounce Meeting”). Only one Bounce Match will be made per 24 hour period, per Bounce Account. You understand, represent and warrant that (i) it is your responsibility to decide whether the location of the Bounce Meeting is suitable for you, taking into account any and all applicable restrictions you may have (e.g. your personal food allergies, religious restrictions, gluten tolerance, vegetarianism, etc. (collectively, the “Restrictions”)); (ii) the final decision to choose a certain Bounce Meeting is up to you and we are not responsible or liable in any way to you for such decision, including, but not limited to, any adverse, harmful or injurious reactions you may experience at a Bounce Meeting due to your Restrictions; and (iii) you will not use or create multiple Bounce Accounts in order to set up more than one Bounce Match per 24 hour period or attempt to use the Services in any way to set up more than one Bounce Meeting per 24 hour period.

 

(b)           Bounce Meeting. You understand and agree that we are not responsible for the conduct of any User. In setting up a Bounce Meeting, we will suggest, and recommend that if you suggest the location of a Bounce Meeting, picking a populated and public place and never a private residence or a remote location. We also recommend that you take necessary precautions prior to all Bounce Meetings, including, but not limited to, (i) informing your friends and family of your plans, including the specifics of the Bounce Meeting and the Bounce Match you’re meeting up with; (ii) arranging for and controlling your own transportation to and from the Bounce Meeting; and (iii) avoiding the consumption of alcohol and/or drugs which may impair your judgement and potentially put you in danger. You understand and agree that the preceding are only recommendations from TSH, and we, our officers, employees, directors, stockholders, contractors, information providers, licensors, suppliers and affiliates (our “Affiliates”), are not responsible and liable in any way for your or your Bounce Match’s actions, interactions, communications and conduct prior to, during or after any Bounce Meeting. You further understand that we make no guarantees, either express or implied, regarding your ultimate compatibility with Bounce Matches you meet through the Service. 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.

 

(c)           Cancellations. If you are using the Services and are ready to Bounce, you agree that you will be ready to and can meet with a Bounce Match within one hour of starting a Session. Given the short time period between getting a Bounce Match and showing up at the Bounce Meeting, you agree that, absent unavoidable emergencies or events beyond your control (e.g. traffic accidents, family emergencies, train derailment, etc.), you will not cancel a Bounce Meeting for any reason. You further understand and agree that, in the event that you are required to cancel a Bounce Meeting, after three such cancellations, your Bounce Account will be suspended or terminated, at our discretion, and you will be prohibited from using the Services. However, if your Bounce Account was suspended or terminated, you can contact us at support@trybounce.com to discuss whether reactivation of your Bounce Account will be allowed. We encourage you to report any Bounce Match that cancels a Bounce Meeting with you.

 

1.7 Fees; Third Party Payment Processor.

(a)           Fees. Use of the Services is charged on a monthly, subscription basis (the “Subscription”). We may bill any fees in connection with your Subscription (the “Fees”) to you through your Bounce Account or, if applicable, through a Processor, for use of the Service. You agree to pay us all Fees at the prices you agreed to for any use of the Service by you or other persons (including your agents) using your Bounce Account, and you authorize us to charge your Credit Card for all Fees. You agree to make payment using that selected Credit Card. We may correct any billing errors or mistakes that we make even if it has already requested or received payment. If you initiate a chargeback or otherwise reverse a payment made with your Credit Card, we may in our discretion terminate your Bounce Account immediately. If we successfully dispute the reversal, and the reversed funds are returned, you are not entitled to a refund or to have your Bounce Account reinstated. Your Subscription will continue indefinitely until canceled by you or terminated by us. After your initial Subscription commitment period, and again after any subsequent Subscription period, your Subscription will automatically continue for an additional equivalent period, at the price you agreed to when subscribing. You agree that your Bounce Account will be subject to this automatic renewal feature unless your Bounce Account is terminated by you. If you cancel your Subscription, you may use your Subscription until the end of your then-current subscription term; your Subscription will not be renewed after your then-current term expires. However, you won’t be eligible for a prorated refund of any portion of the Subscription Fee paid for the then-current subscription period. By subscribing, you authorize us to charge your Credit Card now and again at the beginning of any subsequent subscription period. You also authorize us to charge you for any sales or similar taxes that may be imposed on your subscription payments. Upon the renewal of your Subscription, if we do not receive payment from your Credit Card, you agree to pay all amounts due on your Bounce Account upon demand and/or you agree that we may either terminate or suspend your Subscription and continue to attempt to charge your Credit Card until payment is received (upon receipt of payment, your Bounce Account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received). Notwithstanding the foregoing, if, in any one month calendar period (a “Month”) you are not matched with a Bounce Match and do not attend a Bounce Meeting (a “Non-Match Month”), no Fees will be charged to your Bounce Account for such Month; provided, however, if you are matched with a Bounce Match and fail to show up or cancel the Bounce Meeting, this will not constitute as a Non-Match Month and you will be charged Fees for such Month. During any Month, if you are matched with a Bounce Match and attend the Bounce Meeting, but (i) your Bounce Match fails to show up or cancels the Bounce Meeting; (ii) you notify us that your Bounce Match failed to show up or cancelled the Bounce Meeting; and (iii) you are not matched with any other Bounce Match and do not attend a Bounce Meeting during the Month, such Month shall be deemed a Non-Match Month and you will not be charged Fees for that Month.

(b)           Third Party Payment Process. You understand that we may use a third-party service provider (the “Processor”) (e.g., Stripe, Bill.com, etc.) for payment services (e.g., credit card transaction processing, merchant settlement, and any related service fees) to process the Fees. By using the Site, App or Services, you agree to be bound by Processor’s Terms of Use and Processor’s Privacy Policy. You hereby consent to provide and authorize us and Processor to share any information and payment instructions you provide to the extent required to complete the payment transactions in accordance with this Agreement, including personal, financial, credit card payment, and transaction information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED TO PAY ANY FEE OR CHARGE. By providing us or Processor with your payment information, you agree that Processor is authorized to immediately invoice you for all fees and charges due and payable to us hereunder and that no additional notice or consent is required. You agree to immediately notify us and Processor (as applicable) of any change to your payment information. You will be responsible for paying any applicable taxes relating to your payments and credits received and will indemnify and hold harmless TSH, our Affiliates, and Processor from any and all taxes, including sales tax, based on any payments made or received by you in connection with the Services.

2. ONLINE COMMUNICATIONS.

 

2.1 Submitted Content. You are solely responsible for the information, and other content including video content and textual content that you post, upload, publish, link to, transmit, record, display or otherwise make available (hereinafter, "post") on the Service or transmit to other Users, including emails, videos, photographs, voice notes, recordings or profile text, whether publicly posted or privately transmitted  (collectively, the “Submitted Content”).  You understand the Site and App is available to the public. Therefore any information you consider confidential should not be posted to the Site or App. We do not share or post your information; provided, however, you understand and agree that by posting Submitted Content, we may reveal your identity and whatever information we know about you to (a) other Users, (b) Bounce Matches, or (c) any law enforcement agent or official in the event of legal action arising from your conduct in using the Services and/or any Submitted Content posting by you. Your participation in on-line communications occurs in real time and is not edited, censored, or otherwise controlled by us. We cannot and do not screen content provided by you or any other User to the Site, the App or through the Services. Notwithstanding the foregoing, we reserve the right to monitor content on the Site and App and to remove content, which we, in our sole discretion, determines to be harmful, offensive, or otherwise in violation of this Agreement or our operating policies for Users. You may send and receive electronic mail ("email"), engage in conferences and chats, download and upload files and otherwise use Site and App as permitted by this Agreement, our operating policies and applicable law. Our operating policies relating to online conduct, storage and deletion of email and uploaded files, conferences, and other matters are available online on the Site. We reserve the right in our sole discretion to change such policies at any time. Uploaded files may be subject to posted limitations on usage, reproduction and/or dissemination, and you are responsible for adhering to such limitations if you download them.

 

2.2 User Warranties and Representations. You warrant, represent and agree that you will not contribute any Submitted Content or otherwise use the Services, Site or App in a manner that:

 

·      infringes the intellectual property rights or proprietary rights, or rights of publicity or privacy, of any third party;

·      violates any law, statute, ordinance or regulation;

·      you should know is harmful, threatening, abusive, harassing (sexually or otherwise), tortious, defamatory, vulgar, racist, obscene, libelous, fraudulent, deceptive, or misleading or otherwise objectionable;

·      adversely affects or reflects negatively on TSH’s and our Affiliates’ goodwill, name or reputation or causes duress, distress or discomfort to TSH or anyone else, or discourages any person, firm or enterprise from using all or any portion, feature, or function of the Site or App, or from advertising, liking or becoming a supplier to use in connection with the Site or App;

·      send or result in the transmission or junk e-mail, chain letters, duplicative or unsolicited messages, or so-called “spamming”;

·      transmit, distribute or upload programs or material that contain malicious code, such as viruses, timebombs, cancelbots, worms, trojan horse, spyware, or other potentially harmful programs or other material or information;

·      falsely report to an employee or agent of TSH;

·      circumvent, disable or otherwise interfere with security-related features of the Site, the App or its features that prevent or restrict use or copying of any content;

·      intercept or attempt to intercept email or other private communications not intended for you;

·      causes the Site and/or App to be used for commercial or business purposes, including, without limitation, advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other Site or web pages;

·      requests money from, or is intended to otherwise defraud, other Users of the Site, App or Service;

·      contains 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);

·      provides material that exploits people in a sexual, violent or other illegal manner, or solicits personal information from anyone under the age of 18;

·      impersonates, or otherwise misrepresents affiliation, connection or association with, any person or entity;

·      posts or transmits any message, data, image or program which is indecent, obscene or pornographic;

·      uses the Site or App to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; and/or

·      deletes any author attributions, legal notices or proprietary designations or labels in a file that you upload to the Site or App.

 

While it is not our intent to discourage you from reporting problems about the Services, nonetheless, we reserve the right to take such actions as it deems appropriate and/or to remove any content from the Site and App at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such content or if we are concerned that you may have breached any term of this Agreement), or for no reason at all.

 

2.3 License Grant. By posting any Submitted Content on the Site or the App or as part of the Services, you automatically grant (or warrant that the owner of such content has expressly granted) to us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use, copy, sublicense, reproduce, distribute, redistribute, modify, adapt, publish, edit, translate, transmit, create derivative works of, publish and/or broadcast, publicly perform or display any materials or other information (including without limitation, ideas contained therein for new or improved products or services) you submit, alone or as part of other works in any form, media, or technology whether by any means and in any media now known or hereafter developed, in connection with the Services and to sublicense such rights through multiple tiers of sublicenses.  You further acknowledge and agree that your name, likeness, and/or FB Website Profile may be associated your Submitted Content and you hereby grant us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use your name, likeness, and/or FB Website Profile in association with your Submitted Content. You agree that you shall have no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your communication to us. You hereby agree to also grant each User a non-exclusive license to access your Submitted Content through the Site and/or the App, and to use, reproduce, distribute, display and perform such Submitted Content as permitted through the functionality of the Site, the App and under this Agreement. Further, when you post any Submitted Content on the Site and/or the App, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of such content on the Site.  You may remove any Submitted Content you post from the Site and App at any time. If you choose to remove your Submitted Content, the license granted above will automatically expire, however you acknowledge that we may retain archived copies of the Submitted Content. In the event we allow you to provide feedback, suggestions or comments (collectively, “Feedback”) to us in connection with the Site, the App and/or the Services, you agree that no compensation will be paid to with respect to our use of your Feedback.


 

3. OPERATION. We reserve complete and sole discretion with respect to the operation of the Site and the App. We may, among other things: (a) delete email or private messages if it has not been accessed by a User within the time established by our policies; (b) subject to Section 1, make available to third parties information relating to the Users; and (c) withdraw, suspend or discontinue any functionality or feature of the Site and/or the App. We may, in our complete and sole discretion, review uploaded files, conferences, forums, and chats and authorize restrictions on access thereto. We will not review the contents of email or private messages except as required or allowed by applicable law or legal process. You acknowledge and agree that from time to time the Service may be inaccessible or inoperable for any reason, including, without limitation: (x) equipment malfunctions; (y) periodic maintenance procedures or repairs which we may undertake from time to time; or (z) causes beyond our control or which are not reasonably foreseeable by us.

 

4. CONTENT AND GENERAL DISCLAIMERS

 

4.1 General Disclaimer. THE SITE AND THE APP ARE PROVIDED BY TSH ON AN "AS IS" BASIS. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE APP OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE OR THE APP. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES THAT ACCESS TO OR USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THESE TERMS. WE CANNOT AND DO NOT WARRANT AGAINST HUMAN AND MACHINE ERRORS, OMISSIONS, DELAYS, INTERRUPTIONS OR LOSSES, INCLUDING LOSS OF DATA. WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE SITE OR THE APP WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. WE DO NOT WARRANT OR GUARANTEE THAT THE FUNCTIONS OR SERVICE ACCESSED THROUGH THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITE OR APP WILL BE CORRECTED. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THESE TERMS. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE. WE MAY CHANGE THE SERVICE OR THE FEATURES IN ANY WAY, AND AT ANY TIME AND FOR ANY REASON. Although we have attempted to provide accurate information on the Site and App, we assume no responsibility for the accuracy or completeness of the information.

 

4.2 Informational Purposes Only. Any opinions expressed on the Site or the App are the personal opinions of the original author and not of TSH, even though the original author may be employed by TSH. The Content is provided for informational and entertainment purposes only and is not an endorsement or representation by TSH or any other party. TSH does not assume any responsibility or liability for any Submitted Content posted on the Site, the App or any third party website linked to the Site or App and makes no express or implied warranty or guarantee about the accuracy, copyright compliance, legality, or any other aspect of the Content.

 

4.3 Disclaimer of Third Party Information. You understand that when using the Site and/or the App, you may be exposed to Submitted Content and third party content from a variety of sources and that TSH is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Submitted Content or third party content. You further understand and acknowledge that you may be exposed to Submitted Content and third party content that may be offensive, indecent, inaccurate, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against TSH with respect thereto. You acknowledge that statements made in the Site, the App and/or Submitted Content reflect only the views of their authors.

 

4.4 Links to Third Party Sites. The Site and/or App may contain links to third party websites. You agree that access to any other Internet Site linked to the Site is done at your own risk and TSH is not responsible for the accuracy, availability or reliability of any information, goods, data, opinions, advice or statements made available on these other websites. You understand these links may lead unintentionally to websites containing information that you or others may find inappropriate or offensive. These links are not under the control of TSH and as such, you agree that TSH is not liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third party websites. These links are provided by TSH merely for convenience and the inclusion of these links does not imply an endorsement or recommendation by TSH. You agree that TSH is not responsible for any form of transmission received from any link, nor is TSH responsible if any of these links are not working appropriately. It is your responsibility when viewing to abide by any privacy statements and terms of use posted in connection with these links.

 

5. INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS TSH AND ITS AFFILIATES FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES, AND COSTS, INCLUDING REASONABLE ATTORNEY'S FEES, RESULTING FROM ANY VIOLATION OF THIS AGREEMENT, BREACH OF YOUR REPRESENTATIONS CONTAINED HEREIN, OR ANY ACTIVITY RELATED TO YOUR BOUNCE ACCOUNT (INCLUDING INFRINGEMENT OF THIRD PARTIES' WORLDWIDE INTELLECTUAL PROPERTY RIGHTS OR NEGLIGENT OR WRONGFUL CONDUCT) BY YOU OR ANY OTHER PERSON ACCESSING THE SITE OR THE APP USING YOUR BOUNCE ACCOUNT.

 

6. WAIVER AND RELEASE. YOU AGREE THAT NEITHER TSH NOR AFFILIATES SHALL HAVE ANY LIABILITY TO YOU UNDER ANY THEORY OF LIABILITY OR INDEMNITY OR LOSS OR DAMAGE, INCLUDING PERSONAL INJURY AND DEATH, AS A RESULT OF OR IN CONNECTION WITH (A) YOUR USE OF THE SITE, THE APP, THE SERVICE, OR THE CONTENT, (B) the conduct, whether online or offline, of any USER, INCLUDING A BOUNCE MATCH, OR (C) YOUR ATTENDANCE AT A BOUNCE MEETING. YOU SPECIFICALLY ACKNOWLEDGE THAT TSH SHALL NOT BE LIABLE FOR SUBMITTED CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER OR THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU HEREBY RELEASE AND FOREVER WAIVE ANY AND ALL CLAIMS YOU MAY HAVE AGAINST TSH AND ITS AFFILIATES (INCLUDING BUT NOT LIMITED TO CLAIMS BASED UPON THE NEGLIGENCE OF TSH OR ITS AFFILIATES) FOR LOSSES OR DAMAGES YOU SUSTAIN IN CONNECTION WITH YOUR USE OF THE SITE, THE APP, THE SERVICE, OR THE CONTENT.

 

7. LIABILITY LIMITATION. NOTWITHSTANDING THE FOREGOING PARAGRAPH TSH AND ITS AFFILIATES WILL NOT BE LIABLE UNDER ANY THEORY OF LAW, FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OF THE SERVICE, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA OR COSTS OF REPLACEMENT GOODS, ARISING OUT OF THE USE OR INABILITY TO USE THE SITE, THE APP, THE SOFTWARE OR RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION PRESENTED, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF TSH MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. The Site and the app are controlled and offered by TSH from its facilities in the United States of America. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. The Site and App are controlled and offered by TSH from its facilities in the United States of America. TSH makes no representations that the Site and App are appropriate or available for use in other locations. Those who access or use the Site and App from other jurisdictions do so at their own volition and are responsible for compliance with local law.

 

8. Copyright or Intellectual Property Infringement NotificationTSH respects the intellectual property rights of others. You can notify TSH of possible copyright infringement, and TSH will review all claims of copyright infringement received and remove content deemed to have been posted or distributed in violation of any such laws. To make a claim, please provide the following:

 

(a)   A physical or an electronic signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed; 

(b)   A description of the copyrighted work or other intellectual property that you claim has been infringed; 

(c)   A description of where the material that you claim is infringing is located on the Site reasonably sufficient to permit TSH to locate the material; 

(d)   Your contact information, including your address, telephone number, and email; 

(e)   A statement by you 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 the law; and 

(f)   A statement by you that the above information in your notice is accurate and that you, made under penalty of perjury, are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf. 

Contact the agent designated to receive and act on copyright violations under the Digital Millennium Copyright Act ("DMCA"). Claims can be directed to us at (646) 389-7923 or support@trybounce.com.

 

9. Term and Termination. Either you or TSH may terminate this Agreement at any time and for any reason. In addition, this Agreement will terminate immediately, without notice, if you fail to comply with the terms of this Agreement. TSH also reserves the right to terminate or suspend your Bounce Account and access to the Site and Services without prior notice. The provisions of Sections 1.2 (Proprietary Rights), 1.3 (Use of the App), 1.4 (User Agreement), 1.5 (User Representations), 2 (Online Communications), 4 (Content and General Disclaimers), 5 (Indemnification), 6 (Waiver and Release), 7 (Limitation of Liabilities), 9 (Term and Termination), 11 (Export Controls), 12 (Miscellaneous), and 13 (Notice) shall survive any termination of this Agreement. 

 

10. Privacy Rights. TSH is firmly committed to protecting your privacy, the privacy of Users, and the information that TSH gathers. In registering for the Services, you represent and agree that you will not use the Services to track or collect personally identifiable information of Users. For TSH’s complete policy on privacy, please visit and review TSH’s Privacy Policy at www.trybounce/privacy.

 

11. EXPORT CONTROLS. You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control (“OFAC”), or other United States or foreign agency or authority, and not to export, or allow the export or re-export of the Material in violation of any such restrictions, laws or regulations. By downloading or using the Material, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any restricted country or on any such list.

 

12. Miscellaneous. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. You agree that any legal action or proceeding between TSH and you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a court of competent jurisdiction sitting in Kings County, New York, United States. Any cause of action or claim you may have with respect to TSH must be commenced within one (1) year after the claim or cause of action arises. TSH failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver. This Agreement, together with the Privacy Policy and License Agreement, constitutes the complete and exclusive statement of the agreement between the parties with respect to the Service and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning the Service. If any action in law or in equity is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled. The provisions of this Agreement are severable, and in the event any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof. No provisions of this Agreement are intended, nor will be interpreted, to provide or create any third party beneficiary rights or any other rights of any kind in any Nonprofit User, client, customer, affiliate, or any party hereto or any other person unless specifically provided otherwise herein, and except as so provided, all provisions hereof will be personal solely between the parties to this Agreement; except that Sections 5, 6, and 7 are intended to benefit TSH and its officers, directors, employees, agents, licensors, and suppliers. TSH may assign its rights and duties under this Agreement to any party at any time without notice to you.

 

13. Notice. TSH may deliver notice to you under this Agreement by means of electronic mail, a general notice on the Site or the App, or by written communication delivered by first class U.S. mail to your address on record in your Bounce Account. You may give notice to TSH at any time via electronic mail to the Site at the following address:

 

ATTN: Member Services

support@trybounce.com