Terms of Service
1. Overview
These Terms of Service (“Terms”) set forth the policy of Simplexity Software LLC (“we”, “us”, “our”) with respect to the legal rights, remedies, and obligations of users (“Users”, “you”, “your”) of the kiddo and/or kiddo Creator mobile applications and websites (“Services”). Please read these Terms carefully and in full.
By accessing or using the Services, you are agreeing to the terms and conditions of these Terms (which incorporate and include our Privacy Policy and all other terms, conditions, policies, and agreements referenced throughout these Terms), without modification, and you are entering into a binding contract with us that governs our Services and your use of the Services. Do not access or use the Services if you do not agree to the terms and conditions of these Terms.
IMPORTANT NOTICE: SECTION 10 OF THESE TERMS OF SERVICE CONTAINS A BINDING ARBITRATION AND CLASS ACTION WAIVER THAT MAY AFFECT YOUR LEGAL RIGHTS. PLEASE READ SECTION 10 VERY CAREFULLY TO ENSURE YOU AGREE.
2. Definitions
In addition to the terms defined in Section 1 and throughout the rest of these Terms:
An “Affiliate” of any entity means any person or entity that controls, is controlled by, or is under common control with such entity, whether as of the date of your agreement to these Terms or after. For purposes of this definition, “control” means ownership or control, directly or indirectly, of more than 20% of the outstanding voting stock of an entity, or otherwise possessing the power to direct the management and policies of an entity.
A “Contributor” is a person or entity on whose behalf a Creator posts Happening Details in the Services for a Happening hosted by a third-party person or entity. Such Happening Details may be posted with or without that third party’s knowledge or consent, and regardless of whether or not that third party is an Organizer.
A “Creator” is a User who establishes, edits, or otherwise manages an Organizer or Contributor in the Services, and/or creates, posts, edits, promotes, or otherwise manages Happening Details on behalf of an Organizer or Contributor in the Services.
A “Happening” is an event, activity, experience, function, gathering, get-together, occasion, or similar occurrence primarily focused on, or at least substantially involving, children (persons under the age of eighteen [18] years old).
“Happening Details” are the descriptions, information, specifics, and/or other Material identifying and/or explaining a Happening in the Services. Happening Details are posted in the Services by a Creator on behalf of an Organizer or Contributor, and may be available for a User to view and interact with in the Services.
“Material” includes information, data, text, editorial content, design elements, look and feel, formatting, graphics, images, photographs, videos, movies, music, sounds, and other content and materials.
An “Organizer” is a person or entity on whose behalf a Creator posts Happening Details in the Services for a Happening hosted by that Organizer.
“App and Website Content” refers to Material contained in or delivered via the Services, or otherwise made available by us in connection with the Services.
“Your Content” is any Material that you contribute, provide, post, or make available using the Services, or that you otherwise contribute, provide, post, or make available to us, or that you authorize us to use.
“Your Trademarks” are the trademarks, trade names, service marks, and logos that you contribute, provide, post, or make available using the Services, or that you otherwise contribute, provide, post, or make available to us, or that you authorize us to use.
3. Accepting These Terms
You are contracting with Simplexity Software LLC, a Delaware limited liability company, with a business address of 365 Boston Post Road, Suite 101, PMB 114, Sudbury, MA 01776, File Number 2883609.
When these Terms use “Simplexity Software LLC”, “we”, “us”, or “our”, that refers to Simplexity Software LLC and its Affiliates and subsidiaries, and each of its and their respective officers, directors, managers, agents, partners, and employees.
By agreeing to these Terms, you acknowledge that you have read and agree to the Privacy Policy, which is incorporated by reference into, and is part of, these Terms. All Users must abide by the Platform Guidelines, detailed in Section 17. Please read the Platform Guidelines carefully, as they affect what types of Material and conduct are permitted when using the Services.
We may sometimes provide you with services that are not described in these Terms, and unless we have entered into a separate signed agreement that expressly supersedes these Terms, these Terms will apply to those services, as well.
If you are a Creator using the Services on behalf of an Organizer or Contributor, you agree to these Terms on behalf of that Organizer or Contributor, and its Affiliates, and you represent that you have the authority to do so. In that case, “you” and “your” will refer to that Organizer or Contributor, and its Affiliates, as well as yourself.
If you are a Creator using the Services on behalf of a Contributor, you are not, however, agreeing to these Terms on behalf of the third-party person or entity (Organizer or otherwise) hosting the Happening for which you post Happening Details.
The Services are intended for use within the United States only. Do not access or use the Services if you are not primarily located in the United States. Any Happening whose Happening Details are posted in the Services must take place entirely within the United States, and all attendees and/or participants of such Happening must be within the United States for the full duration of such Happening.
4. Our Role
We offer a platform through which parents and other caregivers can discover and learn about events, activities, and other happenings for their children, in their communities and beyond. Our platform allows a Creator, on behalf of an Organizer or Contributor, to create, post, edit, promote, and otherwise manage Happening Details.
Except where clearly specified in Happening Details, we are not the Organizer or Contributor of any Happening whose Happening Details are viewable in the Services, nor do we participate in any way with a Happening itself, beyond making its Happening Details viewable via the Services for Users, and manageable in the Services for a Creator.
If you are a Creator, whether you are posting Happening Details on behalf of an Organizer or Contributor, you, not we, are solely responsible for ensuring that: (A) Your Content complies with all applicable laws, rules, and regulations; and (B) that the goods and services described in Your Content are delivered as described and in an accurate, satisfactory manner.
The person or entity hosting a Happening, whether or not an Organizer, is solely responsible for ensuring that their Happening complies with all applicable laws, rules, and regulations. We are not responsible in any way for such compliance.
5. Term and Termination
These Terms apply to you as soon as you access the Services by any means, and will continue to apply until they are terminated. There may come a time when either you or we decide to sever our relationship, as described below. When that happens, these Terms will generally no longer apply. However, as also described below, certain provisions will survive termination and always remain applicable both to you and to us.
We may suspend or terminate your right to use the Services at any time, for any reason, including if: (A) you violate or breach these Terms or any other agreement between you and us, or if you fail to pay any amounts when due; (B) you misuse or abuse the Services, or use the Services in a way not intended or permitted by us; (C) you engage in any conduct in or outside of the Services that jeopardizes the safety of our Users or the integrity of the Services, or interferes with the experience of our Users or the Services; or (D) allowing you to access and use the Services would violate any applicable local, state, provincial, national, or other law, rule, or regulation or court order, or would expose us to legal liability.
We will use reasonable efforts to provide you with notice of our termination of your access to the Services, if we believe that failure to do so would materially prejudice you. You agree that we will not be liable to you or any third party as a result of our termination of your right to use or otherwise access the Services.
We may choose to stop offering the Services, or any particular portion or feature of the Services, or modify or replace any aspect or feature of the Services, at any time and in our sole discretion.
If you are a User, your only option to voluntarily sever your relationship with us, and thus for these Terms to no longer apply (except for those provisions which, as described below, survive termination and always remain applicable both to you and to us), is to stop accessing the Services indefinitely. So long as you continue to access the Services, with or without a kiddo or kiddo Creator account, these Terms remain in effect. If there is a separate agreement between you and us governing your use of the Services, and that agreement terminates or expires, these Terms (as unmodified by such agreement) will govern your use of the Services after such termination or expiration.
All provisions of these Terms that, by their nature, should survive termination of these Terms will survive (i.e., they will continue to apply to you and, if relevant, to us), including all limitations on liability, releases, indemnification obligations, disclaimers of warranties, agreements to arbitrate, choices of law and judicial forum, and intellectual property protections and licenses.
6. Export Controls and Restricted Countries
We comply with certain export controls and economic sanctions laws. You should familiarize yourself with these restrictions, regardless of your location or the location of any Happening whose Happening Details you post in the Services. You represent and warrant that: (A) you are not located in, and you are not a national or resident of, any country to which the United States has embargoed goods and/or services of the same type as the Services, including Cuba, Iran, North Korea, Syria, or the Crimea region of Ukraine; and (B) you are not a person or entity, or owned by, under the control of, or affiliated with, a person or entity that: (i) appears on the U.S. Office of Foreign Assets Control’s Specially Designated Nationals List, Foreign Sanctions Evaders List, or Palestinian Legislative Council List, the U.S. Department of State’s Terrorist Exclusion List, or the Bureau of Industry and Security’s Denied Persons, Entity, or Unverified List; (ii) is subject to sanctions in any other country; or (iii) is engaged in the design, development, or production of nuclear, biological, or chemical weapons, missiles, or unmanned aerial vehicles.
7. Release and Indemnification
You hereby agree to release us (collectively with our Affiliates and subsidiaries, and each of our and their respective officers, directors, managers, agents, co-branders, licensors, vendors, other partners, independent contractors, and employees, the “Simplexity Software Released Parties”) from all damages (whether direct, indirect, incidental, consequential, or otherwise), losses, liabilities, costs, and expenses of every kind and nature, known and unknown (including reasonable attorneys’ and accounting fees), arising out of a dispute between you and a third party (including other Users) in connection with any of the following: (A) the Services or any Happening whose Happening Details are posted in the Services, including a Happening whose Happening Details you post; (B) your Licensure (defined below), any failure to obtain or maintain any Licensure, or any error in obtaining or maintaining any Licensure; (C) any Feedback (defined below) that you give or receive; or (D) Your Content or Your Trademarks (including Material owned or controlled by a third-party person or entity hosting a Happening whose Happening Details you post, with or without their knowledge or consent. This includes, for example, Happening Details you post as a Creator, on behalf of a Contributor, for a third-party person or entity hosting a Happening that has no knowledge of your actions and has not explicitly given you consent to post such Happening Details).
You also waive any applicable law or statute which says, in substance, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS, HER, OR THEIR FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM, HER, OR THEM MUST HAVE MATERIALLY AFFECTED HIS, HER, OR THEIR SETTLEMENT WITH THE RELEASED PARTY.”
You agree to defend, indemnify, and hold harmless the Simplexity Software Released Parties from any and all damages (whether direct, indirect, incidental, consequential, or otherwise), loss, liability, cost, and expenses of every kind and nature, known and unknown (including reasonable attorneys’ and accounting fees), resulting from any claim, demand, suit, proceeding (whether before an arbitrator, court, mediator, or otherwise), or investigation made by any third party (each a “Claim”) relating to or arising out of: (A) your breach of these Terms (including any terms, conditions, policies, or agreements incorporated into these Terms); (B) your unauthorized use of the Services; (C) your Licensure, any failure to obtain or maintain any Licensure, or any error in obtaining or maintaining any Licensure; (D) any Feedback that you give or receive; (E) your breach of any applicable local, state, provincial, national, or other law, rule, or regulation, or the rights of any third party; (F) our collection and remission of taxes; (G) any Happening whose Happening Details are posted in the Services; and (H) if you are a Creator, any Happening Details you post, and Your Content and Your Trademarks. For avoidance of doubt, this indemnification will apply even if the Claim arises out of our gross negligence or willful misconduct.
We will use reasonable efforts to provide notice to you of any such Claim, but our failure or delay in providing such notice will not limit your indemnification obligations, except to the extent that you are materially prejudiced by such failure. Also, in certain circumstances, we may choose, in our sole discretion, to handle the Claim ourselves, in which case you agree to cooperate with us in any reasonable way we request.
8. Disclaimer of Warranties and Assumption of Risks by You
To the extent allowed under applicable laws, the Services are provided on an “as is” and “as available” basis. We expressly disclaim all warranties of any kind, express or implied, including implied warranties of merchantability, title, non-infringement, and fitness for a particular purpose. For example, we make no warranty that: (A) the Services (or any portion or feature of the Services) will meet your requirements or expectations; (B) the Services will be uninterrupted, timely, secure, or error-free; or (C) the results that may be obtained from the use of the Services will be accurate or reliable.
We have no control over and do not guarantee the: (A) quality, safety, success, accuracy, or legality of any Happening or Material associated with a Happening (including its Happening Details); (B) accuracy of any information provided by Users (including Feedback); or (C) ability of a Creator to complete a transaction (for example, to promote Happening Details).
We are not liable for the acts or omissions of any third parties, including third parties: (A) that help us provide the Services; (B) that the host of a Happening chooses to assist with such Happening (including, but not limited to, a Contributor posting Happening Details on behalf of the host, with that host’s knowledge and consent), or; (C) that you choose to use or contract with when using the Services.
A Happening may carry inherent risks, and by attending and/or participating in a Happening, you choose to assume those risks voluntarily. For example, a Happening may carry risk of illness, bodily injury, disability, or death, and you freely and willfully assume those risks by choosing to attend and/or participate in that Happening.
We very rarely host a Happening, but if and when you participate in a Happening that is hosted by us (whether or not its Happening Details are posted in the Services), you assume all risks. When you attend a Happening hosted by us, you waive any and all claims and causes of action against the Simplexity Software Released Parties, the Happening producers and presenters, and their insurers for liability, including for personal injury, property damage, or wrongful death, in connection with your attendance and/or participation.
The disclaimers in these Terms apply to the maximum extent permitted by law. If any warranties are required by applicable law, they will be limited to the shortest duration allowed.
9. Limitation of Liability
To the extent permitted by applicable laws, the Simplexity Software Released Parties will not be liable to you or any third party for: (A) any indirect, incidental, special, consequential, punitive, or exemplary damages, including damages for loss of profits, goodwill, use, data, opportunity costs, intangible losses, or the cost of substitute services, even if we have been advised of the possibility of such damages; (B) any Feedback that you give or receive; or (C) Your Content or Your Trademarks.
In addition, the Simplexity Software Release Parties’ maximum aggregate liability is limited to: (A) for a Creator that has promoted Happening Details in the Services on behalf of an Organizer or Contributor, the amounts paid to us for such promotions (net of any processing fees, such as Apple App Store fees, and refunds) in the three-month (3-month) period immediately preceding the circumstances giving rise to their claim; or (B) for other Users, one U.S. cent (USD $0.01).
Some jurisdictions may not allow the exclusion of certain warranties or conditions on, or the limitation of, liability for loss or damage caused by willful acts, negligence, breach of contract, or breach of implied terms, or incidental or consequential damages. Only those liability and other limitations which are lawful in your jurisdiction (if any) will apply to you, and our liability is limited to the maximum extent permitted by law.
10. IMPORTANT: BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS
PLEASE READ THIS SECTION CAREFULLY, AS IT AFFECTS YOUR RIGHTS. ANY DISPUTE OR CLAIM UNDER THESE TERMS OF SERVICE, OR WITH RESPECT TO THE SERVICES, WILL BE SETTLED BY BINDING ARBITRATION OR IN SMALL CLAIMS COURT (TO THE EXTENT THE CLAIM QUALIFIES) AND WILL TAKE PLACE ON AN INDIVIDUAL BASIS ONLY. YOU AGREE THAT CLASS, CONSOLIDATED (EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED BELOW), OR REPRESENTATIVE ARBITRATIONS AND CIVIL ACTIONS ARE NOT PERMITTED, AND ANY RIGHTS TO BRING SUCH ACTIONS ARE WAIVED BY EACH PARTY.
The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation, and the right to discovery may be more limited in arbitration than in court.
You agree that if you have a question or concern about the Services or these Terms, including any terms, conditions, policies, or agreements incorporated into these Terms, you will contact us first, prior to initiating any legal proceeding. Our team will take reasonable and appropriate steps to try to answer your question or resolve your concern.
In the unlikely event that our team is unable to resolve your concern, you and we each agree to resolve all disputes and claims between you and us, including any arising under or relating to these Terms, your use of the Services, or your and our relationship, through binding arbitration or (to the extent the claim qualifies) in small claims court, instead of in courts of general jurisdiction. As explained below, the appointed arbitrator will have authority to enter all relief that would be available in court, to the extent warranted by the claims. All arbitrations and small claims proceedings will proceed only on an individual basis. In no event may either we or you seek to resolve a dispute with the other as part of any purported class, consolidated, or representative proceeding, except as provided for below. Binding arbitration is subject to very limited review. Only the appointed arbitrator, and not any court, will have the authority to resolve any dispute relating to these Terms, including any dispute regarding the scope, enforceability, and arbitrability of these Terms. This arbitration provision will survive termination of these Terms and any other agreement between you and us. These Terms evidence a transaction in interstate commerce, and the interpretation and enforcement of this Section 10 is governed by the Federal Arbitration Act, notwithstanding the choice of law set forth below.
This agreement to arbitrate applies to all legal disputes between you and us. It includes, but is not limited to: (A) all claims relating to any aspect of the relationship between you and us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; (B) all claims that arose before this or any prior agreement (including claims related to advertising); and (C) all claims that may arise after termination of these Terms or your use of the Services.
Notwithstanding this agreement to arbitrate, you or we may choose to bring: (A) an action on an individual basis in small claims court (to the extent the applicable claim qualifies); or (B) enforcement actions, validity determinations, or claims relating to theft, piracy, or unauthorized use of intellectual property in state or federal court in the U.S. Patent and Trademark Office to protect your or our patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights.
We each agree to use the “rank and strike” process for selecting an arbitrator. In this process, the American Arbitration Association (“AAA”) will propose at least ten candidates to potentially serve as the arbitrator. We will each respond directly to AAA (without carbon copying one another) in a writing that: (A) “strikes” up to three of those candidates (that is, removes them from further consideration); and (B) ranks the remaining candidates in order of preference. AAA will average each of our rankings for each non-stricken candidate and select as the arbitrator the candidate with the highest ranking.
YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. EXCEPT AS PROVIDED FOR BELOW, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT PRESIDE OVER ANY FORM OF CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY, IF WARRANTED, ISSUE ALL OF THE SAME RELIEF THAT WOULD BE AVAILABLE IN COURT, INCLUDING PUBLIC INJUNCTIVE RELIEF, IN FAVOR OF THE PARTY SEEKING SUCH RELIEF, BUT ONLY TO THE EXTENT AUTHORIZED BY LAW AND WARRANTED BY THE PARTY’S CLAIMS.
You and we each acknowledge that different arbitrations may present overlapping factual and/or legal issues. As such, to the fullest allowable extent, and subject to the similar claims provisions below, you and we each agree that, in the event one of you or us initiates an arbitration against the other, and we determine, in our sole discretion, that such arbitration presents one or more questions of fact and/or law that are also at issue in a pending arbitration between us and a third party (a “Similar Arbitration”), the arbitration involving you will, at our request and in our sole discretion, be assigned to the same arbitrator presiding over the Similar Arbitration, and/or will be paused until the Similar Arbitration is resolved. Any rulings in any Similar Arbitration will not be binding in the arbitration involving you.
A party who intends to seek arbitration must first send to the other a written notice of dispute (“Dispute Notice”). The Dispute Notice to us must be addressed to the following address and must be sent by Certified Mail: Simplexity Software LLC, Attn: Legal Department, 365 Boston Post Road, Suite 101, PMB 114, Sudbury, MA 01776. Any Dispute Notice to you will be addressed to the postal address we have for you in our records, and must be sent by Certified Mail. If we do not have a postal address for you in our records, our Dispute Notice to you may be delivered to an email address we have for you in our records. The Dispute Notice must: (A) describe the nature and basis of the claim or dispute; and (B) set forth the specific relief sought. If we and you do not reach an agreement to resolve the claim within sixty (60) calendar days after the Dispute Notice is sent, we or you may commence an arbitration proceeding.
Any arbitration proceedings will be governed by the Commercial Arbitration Rules of the AAA, or, if the actions giving rise to the dispute or claim relate to your personal use of the Services (rather than business use), the Consumer Arbitration Rules of the AAA (in each case, the “AAA Rules”), as modified by this Section 10, and will be administered by the AAA and settled by a single arbitrator. (The AAA Rules are available online or by calling the AAA at 1-800-778-7879.) All issues in dispute between the parties are for the arbitrator to decide, including issues relating to the scope, enforceability, and arbitrability of this Section 10.
Any arbitration hearings will take place (at our option) either in Boston, Massachusetts or by phone or videoconference, as permitted by the AAA Rules. In the case of a Batch arbitration, per the similar claims provisions below, the hearings will take place either in Boston, Massachusetts or by phone or videoconference, at the option of the AAA.
If your claim is for ten thousand dollars (USD $10,000) or less, the arbitration will be conducted solely on the basis of documents submitted to the arbitrator or through a telephonic hearing. If your claim exceeds ten thousand dollars (USD $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 will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which any award is based. All decisions by the arbitrator will be final and binding, and judgment on the award rendered may be entered in any court having jurisdiction.
To ensure efficient resolution, if within a ninety-day (90-day) period, five (5) or more claimants submit Dispute Notices or file arbitrations raising similar claims (i.e., with the same or similar facts or events and/or legal issues) and are represented by the same or coordinated counsel, the disputes must be arbitrated in batches of up to ten (10) claimants each (“Batch”). Specifically, upon notice from either side, AAA must group the arbitrations into: (A) a single Batch (if there are five to ten [5-10] claimants); or (B) more than one (1) Batch of ten (10) claimants each, with a smaller, final Batch consisting of any remaining claimants (in the event there are more than ten [10] claimants). AAA shall thereafter provide for the resolution of each Batch as a single consolidated arbitration with a single arbitrator appointed by AAA, one set of arbitration fees, and one (1) hearing (if any) per Batch, to be held in Boston, Massachusetts or by phone or videoconference, at the option of the arbitrator. We both agree to cooperate in good faith to implement this process, and minimize the time and costs of arbitration. Any challenges to administrative determinations by AAA shall be heard by a single process arbitrator. If this paragraph is deemed unenforceable as to a particular claimant or Batch, then it will be severed as to that claimant or Batch, and those parties must arbitrate in individual proceedings.
Payments of all filings, administration, and arbitrator costs and expenses imposed by AAA will be governed by AAA Rules. The party initiating the arbitration will be responsible for paying all filing, administrative, and arbitration costs and expenses imposed by AAA, subject to reimbursement as set forth below.
As in any court proceeding, each party will initially bear its own attorneys’ fees and expenses in connection with any arbitration. Should either party be determined to have substantially prevailed in the arbitration, then upon such party’s request, the arbitrator will award such prevailing party a reimbursement from the non-prevailing party of the reasonable attorneys’ fees and expenses that the prevailing party incurred in connection with the arbitration.
In the event that any provisions of this Section 10 are found to be invalid or unenforceable for any claim or issue, then the entirety of this Section 10 will be null and void only with respect to such claim or issue, and the section below titled “Applicable Law and Jurisdiction” will apply to such claim or issue in lieu of this Section 10. For the avoidance of doubt, for all claims and/or issues for which this Section 10 is not found to be invalid or unenforceable: (A) this Section 10 shall apply in full to all such claims and/or issues; and (B) arbitration of all such claims and/or issues shall commence and be completed prior to any litigation on any non-arbitrable claims and/or issues, including in the event that arbitrable and non-arbitrable claims and/or issues present overlapping factual and/or legal questions.
You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth in this Section 10 by sending (from the email address we associate with you as a User) written notice of your decision to opt out to legal [at] simplexitysoftware [dot] com. Please include the following in the subject line: “ARBITRATION AND CLASS ACTION WAIVER OPT OUT”. Such notice must be sent within thirty (30) days of your first access to or use of the Services, or your agreement to these Terms (whichever is earlier); otherwise, you will be bound to arbitrate disputes in accordance with the terms of these provisions. Note that if you opt out of these arbitration and class action waiver provisions, we also will not be bound by them.
11. License to the Services
We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to use the Services, solely to: (A) access the Services; (B) browse the Services; (C) search for, view, and/or interact with Happening Details posted in the Services; (D) establish, edit, or otherwise manage an Organizer or Contributor in the Services; and (E) create, post, edit, promote, or otherwise manage Happening Details on behalf of an Organizer or Contributor in the Services.
Your use of the Services must comply with these Terms and all applicable local, state, provincial, national, and other laws, rules, and regulations.
In addition to any other restrictions, limitations, and prohibitions that we impose (in these Terms or elsewhere), you agree that you will not directly or indirectly: (A) copy, modify, reproduce, translate, localize, port, or otherwise create derivatives of all or any part of the Services; (B) reverse engineer, disassemble, decompile, or otherwise attempt to discover the source code or structure, sequence, or organization of all or any part of the Services; (C) rent, lease, resell, distribute, or use the Services for other commercial purposes not contemplated, or otherwise exploit the Services in any unauthorized manner; (D) remove or alter any proprietary notices in the Services; (E) engage in any activity that interferes with or disrupts the Services; (F) attempt to gain unauthorized access to the Services, or the servers or networks used to make the Services available; or (G) post, transmit, or release viruses, spyware, bots, or other software that may be harmful or is intended to damage or hijack the operation of, or monitor the use of, any hardware, software, or equipment used by us to operate the Services or our business.
You agree that all App and Website Content may be protected by copyrights, trademarks, service marks, trade secrets, or other intellectual property and other proprietary rights and laws. We may own the App and Website Content, or portions of the App and Website Content may be made available to us through arrangements or agreements with third parties. App and Website Content that is included in or made available through the Services is our exclusive property and is protected by copyright laws. You agree to use the App and Website Content only for purposes that are permitted by these Terms and any applicable local, state, provincial, national, or other law, rule, or regulation. Any rights not expressly granted in these Terms are reserved.
The trademarks, service marks, and logos of Simplexity Software LLC, our Affiliates and subsidiaries, and our brands (including, but not limited to, kiddo) (collectively, the “Simplexity Software Trademarks”) that are used and displayed in connection with the Services may be registered or unregistered trademarks or service marks of Simplexity Software LLC. Other company, product, and service names or logos used in connection with the Services may be trademarks or service marks owned by third parties (together with Simplexity Software Trademarks, the “Trademarks”). Your license to use the Services does not include, by implication, estoppel, or otherwise, any license or right to use any Trademarks displayed in connection with the Services without our prior written consent for each such usage.
You must not use the Trademarks to disparage us, any third party, or our or such third party’s products or services, or in any manner that may damage any goodwill in the Trademarks. You must not use any Trademarks as part of a link to or from any application or website unless we approve such use by prior written consent for each such link. All goodwill generated from the use of any Simplexity Software Trademarks will inure to our benefit. Certain issued patents and patents pending may apply to the Services. App and Website Content may also be protected by copyrights owned by us and/or third parties. Please note that if you copy portions of the Services, you are violating these patent rights and copyrights.
12. Licenses and Permits Hosts Must Obtain
If you are Creator posting Happening Details on behalf of an Organizer, along with your other representations and warranties, you represent and warrant to us that: (A) you will obtain, before the posted start time of a given Happening, all applicable licenses, permits, and authorizations (individually and collectively, “Licensure”) for that Happening. Licensure includes state, county, municipal, or other local authority’s authorization of the Happening, traffic engineering authorizations, fire department inspection reports, fire marshal permits, authorization to receive minors, sanitary authorization, and property operation permits; (B) you will comply, and will ensure that the venue(s) for your Happening comply, with all applicable laws, rules, regulations, and ordinances; (C) you will maintain throughout the use of the Services the applicable Licensure to promote, produce, sponsor, host, and sell tickets for any Happening whose Happening Details are posted in the Services; and (D) you promptly will provide evidence of Licensure and related information to us upon our reasonable request from time to time.
If you are a Creator posting Happening Details on behalf of a Contributor, along with your other representations and warranties, you represent and warrant to us that the host of any given Happening whose Happening Details you post in the Services will comply with the Licensure requirements enumerated above, as if that host were an Organizer, and as if you were posting Happening Details on behalf of that Organizer.
13. Trademark and Copyright Policy
We take intellectual property rights seriously. For that reason, we have created a process to handle complaints of alleged infringement of certain third-party intellectual property rights in the Services. This process covers allegations of infringement of copyrights (for example, written text, photographs, sound recordings, and video clips) and trademarks and service marks (for example, logos, slogans, and names identifying a good or service).
All Material contained in Happening Details, or otherwise related to a Happening posted in the Services, is posted not by us, but rather by a Creator on behalf of an Organizer or Contributor, or by Users (for example, in comments displayed alongside Happening Details) (collectively, “Third-Party Content”). This section sets forth the process by which any third party who believes that their copyrights and/or trademarks are being infringed by Third-Party Content may request that we remove the allegedly infringing Third-Party Content.
If you believe in good faith that any Third-Party Content that we make available in connection with the Services infringes your copyright or trademark rights, you (or your agent) may send us a takedown notice requesting that the Third-Party Content be removed, or access to it be disabled. Your takedown notice needs to contain the following information in order for us to be able to take action: (A) information that allows us to contact you (at least your full name, physical address, and telephone number or email address); (B) sufficient information to identify the copyrighted works or trademarks that are allegedly being infringed, including registration number(s) and registration location(s)/office(s), if applicable; (C) sufficient information for us to identify and locate the allegedly infringing Third-Party Content, including its location in the Services (for example, Happening Details with a certain title, town/city, and dates, and a description of the allegedly infringing Material, such as “the second photograph in the carousel”); (D) a statement that you have a good-faith belief that the use of the Third-Party Content is not authorized by the owner of such content, its agent, or the law; (E) a statement of the accuracy of the takedown notice, and under penalty of perjury, a statement that you are the owner of the allegedly infringing Third-Party Content, or you are authorized to act on behalf of such owner; and (F) your signature, which may be provided by electronically typing your name.
The simplest and most efficient way to send a written takedown notice is by reporting the infringement to our team by emailing dmca [at] simplexitysoftware [dot] com with the information enumerated above. Please note that by sending a takedown notice, the information you provide is generally subject to our Privacy Policy. You also agree that we may provide a copy of such takedown notice to the alleged infringer, which may include your name and contact information, and that the alleged infringer may contact you directly to discuss the allegation. In addition, you will be liable for any damages (including costs and attorneys’ fees) incurred by us or the alleged infringer in the event you knowingly and materially misrepresent that Third-Party Content is infringing (taking into consideration copyright defenses such as fair use, as well as other exceptions). If you are unsure whether the Third-Party Content you are reporting is infringing, you should contact an attorney before sending a takedown notice. We cannot provide you with legal advice as to whether or not you are entitled to send a takedown notice.
Upon receiving a valid and fully completed takedown notice that identifies an infringement of copyright and/or trademark rights, we will, within a reasonable amount of time, remove or disable access to the allegedly infringing Third-Party Content, and notify the alleged infringing party. If you have a good-faith believe that Third-Party Content removed or disabled by us as a result of a notification of an alleged infringement involves a misidentification or other mistake, you may send a counter-notice to us at dmca [at] simplexitysoftware [dot] com. A counter-notice must include all of the following information: (A) your full name, physical address, and telephone number or email address; (B) identification of the Third-Party Content that has been removed, or to which access has been disabled; (C) a statement made under penalty of perjury that you have a good-faith believe that the material was removed or disabled as a result of a misidentification or other mistake; (D) a statement that you consent to the jurisdiction of the Federal Court for the judicial district in which you are located, or, if you are located outside the United States, for any judicial district in which we are located, and that you will accept service of process from the person who provided the original notification, or an agent of such person; and (E) your signature, which may be provided by electronically typing your name.
If you misrepresent in a counter-notice that the material is not infringing, you may be liable for damages (including costs and attorneys’ fees). If you are not sure whether or not the material is infringing, please contact an attorney before sending a counter-notice to us. Fraudulent or abusive counter-notices or other misuses of the policies contained within this section may result in our terminating your access to the Services, and/or other legal consequences.
Following our receipt of a counter-notice in compliance with this section, we will send a copy of the counter-notice to the sender of the takedown notice. For a period of ten (10) days following our receipt of the counter-notice, we will keep the allegedly infringing Third-Party Content removed, or access to it disabled. If, during this ten-day (10-day) period, the sender of the takedown notice sues the alleged infringer for copyright and/or trademark infringement, and provides us with a court-stamped copy of the complaint, the allegedly infringing Third-Party Content will remain removed, or access to it disabled. However, if no suit is filed during this ten-day (10-day) period, we will restore or reactivate, and allow access to, the allegedly infringing Third-Party Content.
Please note that we reserve the right to enforce a repeat-infringer policy, where we may disable or terminate access to the Services for Users who repeatedly post infringing Material.
If you do not wish to send your takedown notice or counter-notice electronically, you may send either in writing to Simplexity Software LLC, Attn: DMCA Agent, 365 Boston Post Road, Suite 101, PMB 114, Sudbury, MA 01776.
14. Fees and Refunds
Accessing, using, and creating an account in the Services is free, as is posting Happening Details on behalf of an Organizer or Contributor, except to the extent that Users must generally have access to and use of a device and Internet connection capable of accessing the Services.
We only charge fees to promote, in the Services and/or in App and Website Content (for example, in emails sent by us to Users), the Happening Details for a given Happening. These fees may vary for each individual Creator, Organizer, or Contributor, as well as at different times. These fees are generally meant to defray costs incurred by us, but may in some cases include an element of profit, and in some cases may include an element of loss. We do not control (and cannot disclose) fees levied by your bank and/or credit card company, including fees for purchasing promotions in foreign currencies. Be sure to check with your bank or credit card company prior to purchasing a promotion to understand all applicable fees, credit card surcharges, and currency conversion rates (if relevant).
If you are a Creator and purchase a promotion for Happening Details posted on behalf of an Organizer or Contributor, no refund for that promotion will be given under any circumstances if the Happening Details are approved (versus rejected) by us, even if, for example, the Happening identified by the Happening Details is rescheduled or canceled, or the Happening Details are later removed from the Services by us for any reason. If said Happening Details are rejected by us, you may request a refund via Apple’s established process for in-app purchase refunds.
15. Your Account in the Services
We may require you to create an account to access certain features or functions of the Services. As such, you agree to the following: (A) despite the fact that a Happening is primarily focused on, or at least substantially involves, children, the Services are not targeted at children. You must be the legal age of majority where you reside to use the Services; (B) you must provide accurate, current, and complete information about yourself (“Account Information”), and you must update this Account Information if it changes; (C) if there is a dispute between two or more persons regarding account ownership, we will be the sole arbiter of that dispute, and our decision (which may include suspension or termination of the account) will be final and binding; (D) if you are a Creator using the Services on behalf of an Organizer or Contributor, you represent and warrant that you have the authority to legally bind that Organizer or Contributor, and grant us all permissions and licenses provided in these Terms; (E) all rules, terms, and conditions applicable to your account will apply to all third parties to whom you grant access to your account; (F) you will immediately notify us of any unauthorized use of your account, or any other breach of security. You are responsible for any and all activities that occur while using your account; and (G) you will not use the Services to collect any sensitive personal information, such as health information (including “protected health information” as defined in 45 C.F.R. §160.103), social security numbers, financial information, payment card numbers, driver’s license numbers, or passport numbers, unless otherwise permitted by these Terms, or if we have explicitly consented to the collection of such information in writing.
16. Your Content and Your Trademarks
You are solely responsible for Your Content and Your Trademarks. You hereby grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sublicensable right and license to access, use, reproduce, transmit, adapt, modify, perform, display, distribute, translate, publish, and create derivative works based on: (A) Your Content (including your Account Information), in whole or in part, in any media, for (i) the purpose of operating the Services (including our marketing, advertising, and promotional activities, which may include promotion of you, and any Happening Details you post, on a third-party website or other media, including via our social media accounts or emails), and (ii) our internal purposes (such as employee communications); and (B) Your Trademarks, (i) in connection with our use of Your Content, and (ii) for the purpose of identifying you as an existing or past User of the Services, or Organizer or Contributor in the Services, both in the Services and in our marketing, advertising, and promotional materials.
You hereby waive any and all moral rights in connection with our use of Your Content in accordance with the rights and licenses granted in this Section 16. Aside from these rights and licenses, we do not claim, and you do not transfer, any ownership rights in any of Your Content or Your Trademarks, and nothing in these Terms will restrict any rights that you may have to use and exploit Your Content and Your Trademarks outside of the Services.
You represent and warrant that you have all the necessary rights, power, permission, and authority necessary to grant the foregoing license, and that all Your Content and Your Trademarks: (A) do not infringe, violate, misappropriate, or otherwise conflict with the rights of any third party; (B) comply with all applicable local, state, provincial, national, and other laws, rules, and regulations; and (C) do not violate these Terms.
Your Content must be accurate and truthful. We reserve the right to remove Your Content from the Services, and/or disable access to Your Content in the Services, if we believe that Your Content, any Happening Details you post, or any Happening identified by such Happening Details violate these Terms, or for any other reason, in our sole discretion. Your Content and Your Trademarks may be displayed in the Services in proximate distance to any App and Website Content or any third-party Material, including Material that is substantially similar to or competing with yours, and we do not guarantee to any Organizer or Contributor exclusivity in any part of the Services. Without limiting the generality of the foregoing, the Services are provided on a nonexclusive basis. We may preserve Your Content, Your Trademarks, Account Information, and all other data associated with your use of the Services, and may also disclose Your Content, Your Trademarks, Account Information, and all other data associated with your use of the Services if required to do so by law, or in the good-faith belief that such preservation or disclosure is reasonably necessary to: (A) comply with a legal process; (B) respond to claims that any of Your Content or Your Trademarks violate the rights of third parties; (C) enforce or administer these Terms; and/or (D) protect the rights, property, and/or safety of us, our Users, and/or the public, including fraud prevention.
You understand that the technical processing and transmission of the Services, including that of Your Content and Your Trademarks, may involve transmissions over various networks, and/or changes to conform and adapt to the requirements of connecting networks or devices.
17. Platform Guidelines
The Platform Guidelines explained and enumerated in this Section 17 describe the Material and Happening types we allow and do not allow in, or in connection to, the Services. We reserve the right to reject, remove, disable access to, or restrict access to any Material we determine, in our sole discretion, violates these Platform Guidelines or other terms and conditions of these Terms, or for any other reason.
We are committed to providing a safe, inclusive, and respectful platform for parents and other caregivers to discover and learn about events, activities, and other happenings for their children, in their communities and beyond. A Happening whose Happening Details are posted in the Services, by its very nature, must be primarily focused on, or at least substantially involve, children (persons under the age of eighteen [18] years old). For the avoidance of doubt, that means we do not allow the posting of Material pertaining to events, activities, and other happenings intended primarily for adults (even if those happenings include or involve children). We make such a determination on a case-by-case basis, and in our sole discretion, based primarily (but not exclusively) on the Material submitted to us (such as the Happening Details).
As a reminder, the Services are intended for use within the United States only. Any Happening whose Happening Details are posted in the Services must take place entirely within the United States, and all attendees and/or participants of such Happening must be within the United States for the full duration of such Happening.
While the list below is not exhaustive, and we may add to it or improve upon it, we explicitly do not allow any of the following Material or Happening types in, or in connection to, the Services:
(A) Sexual content, including: pornography or links to pornographic sites; adult nudity or imagery that may result in sexual arousal, or that which is posited in a sexualized context; content relating to sexual solicitation, the selling of sexual activities and services, strip services, sexual massages, and/or escort services; explicit content about sexual fetishes; and/or content that would be considered Child Sexual Abuse Material (CSAM), which includes material that depicts the sexual abuse and exploitation of children under the age of eighteen (18) years old (we treat instances of CSAM very seriously and, when identified, report them to the National Center for Missing and Exploited Children [NCMEC], as required by law)
(B) Animal abuse content, including that related to: the trafficking, trade, or other illegal commercial exploitation of endangered animals and their products; illegal hunting; sexual abuse of animals; and/or the maiming, multilation, torture, wounding, or killing of animals outside of standard practices such as food preparation and legal hunting
(C) Cannabis content, including that related to: cannabis or cannabis-infused products (including CBD) provided for free, for sale, or as part of admission to a Happening (including free samples, infused food or beverages, gift bags, product discounts, and giveaways); attendee sharing of cannabis; teaching how to grow or extract cannabis (including infused cooking classes); and/or dispensary tours
(D) Bullying content, including that related to: online bullying, shaming, blackmailing, or abusive or threatening treatment of others; statements claiming intent of violence, or calls for action of violence toward any person(s); and/or promoting, encouraging, or providing instructions for self-harm, suicide, or eating disorders
(E) Hateful or dangerous content, including that which: discriminates against, harasses, disparages, threatens, or otherwise targets individuals or groups based on their actual or perceived race, ethnicity, religion, national origin, immigration status, gender identity, sexual orientation, disability, age, veteran status, or any other protected class; and/or incites or encourages violence against anyone, including, but not limited to, by or via organized criminal activity and/or terrorist symbols, activities, and/or organizations
(F) Human trafficking content, including that related to: using force, fraud, or coercion to exploit a person for labor, services, or commercial sex act(s), including sex trafficking, forced human labor, orphanage trafficking, and/or forced marriage
(G) Illegal activities content, including that related to: illegal gambling; the sale or ingestion of illegal drugs or other illegal substances; pyramid schemes; and/or intellectual property infringement (including the uploading, distributing, reproducing, duplicating, and/or removing of the copyright or trademark of any Material in the Services that you do not have to right to under any law, which includes, but is not limited to, all Material posted by you in Happening Details)
(H) Misinformation content, including: misleading content that promotes fear, hate, and/or prejudice, and/or encourages violence against an individual or specific group of people; scientifically or medically unsubstantiated health advice that may have detrimental effects on public safety or the health of Happening attendees and/or participants; and/or content that originates from misinformation campaigns targeted at us, our Services, or other platforms
(I) Misrepresentation content, including that which: impersonates any person or entity, including, without limitation, any governmental officials or public figures; falsely states, implies, or otherwise misrepresents your affiliation with any person or entity; expresses or implies that we endorse any statement you make, without our explicit written approval to do so; and/or states that the location of a Happening is a venue or other location for which you do not have the appropriate authorization or permission to use
(J) Unacceptable business practices content, including that which is considered: spam, such as unsolicited advertising, promotional material, links to unsafe websites, email marketing spam or junk mail, chain letters, surveys, investment opportunities, or any other form of commercial solicitation; multi-level marketing; primarily designed to promote commercial products or services, whether your own or a third party’s, that are not relevant to the posted Happening; and/or scams such as “get rich quick” schemes, fake credit repair services, or other fraudulent and deceptive services
(K) Weapons content, including that related to: firearms, firearm parts or hardware, and ammunition; and/or weapons and other devices designed to cause physical injury
If you encounter or learn of any Happening Details or other Material (including comments) that you in good faith believe may violate these Platform Guidelines or Terms, please contact us right away at legal [at] simplexitysoftware [dot] com. In the case of Happening Details, you may also use the “Report This Happening” functionality that may be available in the top right corner of the Happening Details (typically indicated by a flag icon). In the case of comments, you may also use the “Report This Comment” functionality that may be available by long-pressing on a comment and selecting “Report this comment”. We will review each report, and, depending on the nature of the report, we may or may not follow up with you.
It is also important to remember that we encourage a diverse community; Material that you find offensive or controversial may not violate our Platform Guidelines. That means that if you report such Material, that report may not result in our removing or disabling access to it.
If you are a Creator and believe our removal or disabling of access to any Material you have posted in Happening Details is an error, please let us know by replying to the email we sent regarding the removal or disabling of access to such Material. We may or may not respond to your reply, and our decision to either uphold or reverse the removal or disabling of access to the Material is final and binding.
If you are a User and believe our removal or disabling of access to any Material you have posted (such as a comment) is an error, please let us know by emailing us at legal [at] simplexitysoftware [dot] com. We may or may not respond to your email, and our decision to either uphold or reverse the removal or disabling of access to the Material is final and binding.
To determine if Material or a Happening whose Happening Details are posted in the Services violate our Platform Guidelines, we review the Material submitted to us, as well as relevant Material previously submitted to us. We also consider Material available outside the Services about, involving, mentioning, associated with, or otherwise related or pertaining, directly or indirectly, to a User, Creator, Organizer, Contributor, or Happening, such as Material on related websites and social media properties, and/or found via a web search.
If we determine that the Material or Happening whose Happening Details are posted in the Services violates our Platform Guidelines, we may remove or disable access to only the relevant Material, remove or disable access to the entirety of the Material (including the Happening Details), or take alternative action that we determine, in our sole discretion, to be appropriate given the circumstances surrounding the Material. If the abuse of our Services is serious and severe (in our sole discretion), we may also suspend or terminate access to the Services for the associated User, Creator, Organizer, and/or Contributor. Certain Material, while not in violation of our Platform Guidelines, may not be appropriate for our Services, as determined in our sole discretion. In these cases, we reserve the right to reject, remove, disable access to, or restrict access to such Material, in any way we deem appropriate, in our sole discretion.
If we believe there is a legitimate risk of physical harm to someone or a group of people, or direct threats to public safety, we will not only take the actions described above, but will also work with law enforcement, as appropriate and in our sole discretion. If you or someone you know is in immediate danger as a result of Material posted in the Services, please first contact your local law enforcement agency. Once you’ve reported the issue to law enforcement, please report the issue directly to us by emailing legal [at] simplexitysoftware [dot] com.
18. Notices
Notices may be sent to you by email or mail at the postal address listed in our records (if any). We may also, but are not required to, provide notices of changes to these Terms by displaying notices or links to notices in the Services.
If you wish to contact us or deliver any notice to us, you can do so by emailing legal [at] simplexitysoftware [dot] com, or by sending mail to Simplexity Software LLC, Attn: Legal Department, 365 Boston Post Road, Suite 101, PMB 114, Sudbury, MA 01776.
19. Changes to These Terms of Service
The Services and our business will evolve over time. As a result, it occasionally may be necessary for us to make changes to these Terms. We reserve the right, in our sole discretion, to at any time update or modify these Terms (which become the “Modified Terms”). Once in effect, the Modified Terms will be available in the Services with a change to the “Version” number and date at the bottom of these Terms. In certain circumstances, we may, but need not, provide you with additional notice of the changes reflected in the Modified Terms, such as via email or via notifications in the Services.
Please review these Terms periodically. These Terms were updated on the date indicated below. Your continued use of the Services beginning on the date listed at the bottom of any Modified Terms constitutes your acceptance of the changes reflected therein. If any change to these Terms or any Modified Terms is not acceptable to you, you should stop accessing and using the Services. In certain circumstances, we may seek a change to these Terms that will only apply to you. This type of change must be in writing and signed by both parties (you and us).
Because we are constantly evolving the Services to better meet the needs of our Users, we cannot guarantee the availability of certain features or functionality of the Services. We reserve the right to modify, replace, or discontinue any part of the Services, or the entire Services, at any time and for any reason, in our sole discretion.
20. Assignment
We may, without your consent, freely assign these Terms and our rights and obligations under these Terms, to an Affiliate, subsidiary, or other entity, in connection with a business transaction (including, but not limited to, a corporate sale, merger, reorganization, dissolution, or similar event [involving all or part of our business]), or for any other lawful reason we determine in our sole discretion warrants such an action.
21. Entire Agreement
Except as otherwise stated in these Terms, these Terms are the entire agreement between you and us, and govern your use of the Services, superseding any prior or contemporaneous agreements, proposals, discussions, or communications between you and us related to the subject matter of these Terms.
22. Applicable Law and Jurisdiction
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. These laws will apply no matter where in the world you live, but if you live outside of the United States, you may be entitled to the protection of the mandatory consumer protection provisions of your local consumer protection law.
Simplexity Software LLC is a Delaware company. Any legal action against us related to the Services and not subject to the arbitration provisions in Section 10 of these Terms will take place in Delaware. By agreeing to these Terms, you submit to the personal jurisdiction of the state or federal courts (as applicable) in Delaware.
23. Feedback
We welcome and encourage you to provide feedback, comments, and suggestions related to the Services, as well as feedback, comments, and suggestions related to any Happening whose Happening Details are posted in the Services (collectively, “Feedback”). Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sublicensable, perpetual license to use, publish, and exploit that Feedback for any purpose, with or without your name, without compensation to you. We may collect testimonials, reviews, and ratings related to App and Website Content, the Services, and, if you are a Creator, Your Content and any Happening whose Happening Details you post in the Services. These testimonials, reviews, and ratings will be considered Feedback. We retain full discretion on whether, when, where, with whom, and how Feedback is shared and/or published.
24. Third-Party Applications, Websites, and Resources
The Services or Users may provide links to third-party applications, websites, or resources available on the Internet. Because we have no control over such applications, websites, or resources, you agree that we are not responsible for the availability of such applications, websites, or resources. Further, we do not endorse and are not responsible or liable for any App and Website Content, advertising, offers, products, services, or other Material on or available from such applications, websites, or resources, and are not responsible for any damages or losses related to such applications, websites, or resources, even if such applications, websites, or resources are owned or operated by our partners, vendors, or third-party service providers. For example, if you purchase tickets for a Happening from a third party linked to from Happening Details, your contractual relationship is with that third-party ticket seller, not with us.
25. Additional Miscellaneous Provisions
If we fail to enforce any part of these Terms, such failure will not amount to a waiver of our right to later enforce that or any other part of these Terms. Except as expressly set forth in these Terms, the exercise by us of any of our remedies under these Terms will not preclude us from exercising our other remedies under these Terms or otherwise. No oral waiver, amendment, or modification of these Terms will be effective. If any provision of these Terms is found to be unenforceable, such provision will be limited to the minimum extent necessary, and the other provisions of these Terms will remain in full force and effect. Section titles in these Terms are for convenience only, have no legal or contractual effect, and do not amount to legal advice.
When we say in these Terms that we “may” or have the right, are permitted, authorized, or allowed to perform an action, that means we may, but are not obligated to, exercise the applicable rights or options, or take the applicable actions, as we determine in our sole discretion. Any determinations, decisions, or beliefs by us under these Terms may be made by us in our sole discretion. As used in these Terms, “including” means “including, but not limited to”. When these Terms say that you “will” take an action, that means you are agreeing to take such action, and that you must take that action.
Your obligations, duties, warranties, representations, releases, and waivers explained and/or enumerated throughout these Terms are also the obligations, duties, warranties, representations, releases, and waivers of your Affiliates.
No independent contractor, agency, partnership, joint venture, or other such relationship is created by these Terms. We may freely assign any of our rights and obligations under these Terms. We may translate these Terms into other languages for your convenience, but if there is a conflict between the English version and a translated version, the English version will control.
Version 1.1 • February 14, 2024