TERMS OF SERVICE
Hello and welcome to PairUP! We will use a few terms in these Terms:
- “Terms”: These Terms of Service, which are a legally binding agreement that governs your access to our Services.
- “PairUP”, “we”, “us” or “our”: PairUP, Inc.
- “you” or “your”: you
- “Site”: www.pairup.zone and its subdomains
- “App”: any downloadable applications we make available to you
- “Services”: any software or services we make available to you, including the Site and/or App, as well as any offline services that we provide to you.
- “Activity”: an activity for which you use our Services to find at least one other participant, or that you learn about through our Services where you may join at least one other participant using our Services.
- “Club”: an organization that organizes an Activity for multiple people, which may take place at an organized facility owned or leased by that organization.
- “Content”: text content, notifications, emails, videos, images and audio, any other content or any combination thereof, in each case, that we make publicly available or which we permit you to access, whether created by us or a third party.
Our Services enable you to find other individuals that are interested in joining you for an Activity. By helping you to pair up with other individuals, we hope that our Services will make it easier for you to enjoy your favorite Activities.
Please read THESE TERMS carefully, as THEY contain an Agreement to Arbitrate, which requires that you and PAIRUP, INC. arbitrate certain claims BY BINDING, INDIVIDUAL ARBITRATION instead of going to court and limits class action claims, unless you opt out of the Agreement to Arbitrate as described in the arbitration section (see Section 19 “Agreement to Arbitrate”).
- Acceptance of Terms.
PLEASE REVIEW THESE TERMS BEFORE USING PAIRUP, AS THEY MAY HAVE CHANGED SINCE YOUR LAST VISIT. IF YOU ARE VIEWING THIS ON YOUR MOBILE DEVICE, YOU CAN ALSO VIEW THESE TERMS VIA A WEB BROWSER AT https://www.pairup.zone/terms/. IF YOU DO NOT AGREE TO THESE TERMS, THEN DO NOT USE OUR SERVICES, INCLUDING OUR SITE OR APP. BY USING OUR SERVICES, INCLUDING OUR SITE OR APP, YOU REPRESENT TO US THAT YOU ARE AT LEAST 18 YEARS OLD AND HEREBY INDICATE YOUR UNCONDITIONAL ACCEPTANCE OF THESE TERMS.
PairUP reserves the right to revise these Terms in its sole discretion at any time and without prior notice to you other than by posting the revised Terms on our Site. Revisions to the Terms are effective upon posting. The Terms will be identified as of the most recent date of revision. Your continued use of our Site after a revised version of these Terms has been posted on our Site constitutes your binding acceptance of the revised Terms.
- Our Services.
- Creating an Activity. You may, at any time, create an Activity using our Services. Using our Services, you can specify the type of Activity (for example, rock climbing), your expertise level (for example, intermediate) and a date, time and location in which you plan to engage in that Activity. When you create an Activity, you agree to provide truthful information about that Activity, and agree to specify any charges involved in that Activity. Other users of our Services can see your Activity once you have created it. Other users of our Services may be interested in your Activity, and will have the option to show their interest. You will be able to use some information (for example, level of expertise or age) to select among those interested in your Activity. We may have certain limitations on your ability to use certain information to select among those interested in your Activity, and we update these limitations from time to time. For example, we may permit you to select among individuals of any gender or only of your own gender but may restrict your ability to select individuals of an opposite gender. We encourage you to select individuals who are interested in an Activity reasonably promptly. If we find that you are notifying other individuals who are interested in an Activity without giving sufficient advance notice, we may warn you or limit your ability to set up further Activities, among other actions we may take in our discretion. We may enable additional features regarding the creation of Activities from time to time, such as permitting you to invite a particular person.
- Finding an Activity; Expressing Interest in an Activity. Using our Services, you may find an Activity. For example, you might look for a tennis game that is taking place on next Sunday within a certain distance of where you will be that day. If you find an Activity that is interesting for you, you can express your interest in an Activity. Once you have expressed interest in an Activity, the creator of that Activity will select among individuals who have expressed interest in that Activity. If you are selected but your plans change, please let the creator of that Activity know in advance by retracting your request. If we find that you are not letting creators of Activities know that you cannot attend their Activities with sufficient advance notice, we may warn you or limit your ability to join other Activities, among other actions we may take in our discretion.
- Inviting a Particular Person. Our Services may permit you to invite a particular person to join an Activity. If we enable a feature that permits you to invite a particular person, you may do so using our Services. We reserve the right to monitor your doing to ensure that you are doing so in an appropriate manner.
- Club Organization. We may enable a Club to organize an Activity. For example, a Club might organize a rock climbing class for which a fee is charged. A Club may restrict an Activity to certain types of individuals. For example, a rock climbing class might be limited to beginners. If we enable a Club to organize an Activity, you can sign up for that Activity, typically on a first-come, first-serve basis. A Club may require you to provide your payment method to such Club in order to engage in such Activity, and may then charge your payment method. If you decide to cancel your attendance at an Activity, the Club may or may not refund your money for that Activity. However, in no event will we be responsible for any refund to you. Please be aware that a Club may pay us for our Services.
- Activity results. After participating in an Activity, we will ask you to provide both a feedback about other participants in that Activity and the results ( if applicable ) of the activity. If needed, we may also ask you to provide comments on other participants in the Activity.
As set forth in Section 4, we reserve the right to alter, suspend or discontinue our Services or your access to our Services in whole or in part, at any time and for any reason, without notice.
As set forth in Section 8, you understand that you are responsible for ensuring that any Activity that you organize complies with all applicable laws and regulations.
Fees. We provide our Services on a model that is commonly referred to as “freemium”. This means that there is a free tier of Services and a paid tier of Services. On our Site, we will describe the usage limitations on our free tier of Services. We may change those limitations from time to time, so please check our Site to continue to use our free Services. If you exceed those limitations, you agree that we have the right to charge you a monthly fee during that month. The amount of the monthly fee will be as set forth on our Site, as we may update the amount of the monthly fee from time to time. We may also summarize information regarding our fees in our App, but please refer to the full schedule of fees on our Site. If you are a commercial user of our Services, such as a Club, you may be subject to a monthly fee, as set forth on our Site. You understand that we adjust the monthly fee for commercial use of our Services from time to time.
Activity Charges. Certain Activities may have fees associated with them. For example, you and another participant may agree to play tennis together at a location where there is a rental fee. If you are creating an Activity, you agree to disclose any such fees to the other participants in the Activity and how you and the other participants will share such fees. If you agree to participate in an Activity where there is a fee but then do not show up for that Activity, you agree to reimburse the creator of that Activity for the fee for that Activity.
Your Payment. You agree that we may charge your payment method for the fees and other amounts described in this Section 3. All payments must be made in United States Dollars.
Credit Cards. We may also charge you a fee for using a credit card, as set forth on our Site or App, and as may be updated by us from time to time. The fee for using a credit card may be a percentage of the fee you have to pay to us, as set forth on our Site or App, and as may be updated by us from time to time.
Refunds or Credits; Reversals of Purchases. Other than as may be expressly set forth on our Site as updated from time to time, we have no obligation to provide refunds or credits, but may grant them in certain circumstances, as a result of specific refund guarantee promotions, or to correct any errors made by us, in each case in our sole discretion.
Scope of Service.
We may change our Services at any time. If you do not like our Services or these Terms, please let us know and provide constructive feedback by sending us an email at customerCare@pairup.zone . We do not promise to make any changes that you suggest, and your sole remedy, if you are dissatisfied with our Services or these Terms, is that you may discontinue your use of our Services at any time.
We may alter, suspend, or discontinue our Services in whole or in part, at any time and for any reason, without notice. Our Services may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons. In order to use our Services, you must have a computer with Internet access that can access our Site or a compatible mobile device enabled with our App.
When using our Services, your telecommunications carrier’s normal rates and charges apply. We are not responsible for any charges you incur from your telecommunications carrier as a result of use of our Services. You are responsible for ensuring that, at all times while using our Services, you are not in violation of your agreement with your telecommunications carrier.
Please note that we are not owned by or owners of any facility where you may enjoy an Activity. However, we may permit a facility owner to sponsor an Activity, and we may have an agreement with the owner of a facility regarding Activities held at that facility.
Subject to these Terms and any other agreement between you and us, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the App on a compatible mobile device for your personal, non-commercial (except as described in the next sentence) purposes and use our Site, in each case, solely in the manner enabled by us. You may use the App and our Site for commercial purposes, such as organizing an Activity for profit, if you are a premium subscriber to a tier of our Services that permits commercial use of our Services.
Your license to use our Services is automatically revoked if you violate these Terms. From time to time, we may upgrade our Services or make improvements to our Services. You agree that these Terms will apply to all such upgrades or improvements. The foregoing license grant is not a sale of the App or the Site or a sale of a copy of the App or the Site, and we and our partners and suppliers retain all rights and interest in our Services. Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in these Terms, is void. We reserve all rights not expressly granted under these Terms.
PairUP Content; Uploaded Content.
Subject to these Terms and any other agreement between you and us, we hereby grant you a limited, personal, non-transferable, non-exclusive, non-sublicensable, revocable license to access and use Content that we make available through our Services, solely for your personal and non-commercial use, and subject to any restrictions on certain types of Content set forth in these Terms. You understand that the Content that is posted on our Services is used by you at your own risk.
We reserve the right to make changes to Content, descriptions or specifications of our Services, or other information without obligation to issue any notice of such changes.
Nothing contained on our Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use our Services or any Content, through the use of framing or otherwise, except: (a) as expressly permitted by these Terms; or (b) with our prior written permission or the permission of the third party that may own the trademark or copyright of material displayed on our Services.
As a condition of your use of our Services, you will not use our Services for any purpose that is unlawful or prohibited by these Terms. You are responsible for ensuring that any Activity that you organize is in compliance with all applicable laws and regulations. For example, some public tennis courts may not permit you to charge a fee to other users of the tennis courts. You agree to comply with any such restrictions.
You may not use our Services in any manner that in our sole discretion could damage, disable, overburden, impair or interfere with any other party’s use of our Services. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through our Services. You agree not to use false or misleading information in connection with your user account or impersonate any other person living or dead, and acknowledge that we reserve the right to disable any user account with a profile which we reasonably believe is false or misleading (including a profile that impersonates a third party).
In addition, you agree that you will not and will not authorize or facilitate any attempt by another person to use our Services to:
Transmit any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, offensive, obscene, pornographic, lewd, lascivious, or otherwise objectionable, as determined by PairUP.
Use a name or language that we, in our sole discretion, deem offensive.
Post defamatory statements.
Post hateful or offensive content or content that disparages any ethnic, racial, sexual, gender, religious, or other groups.
Post content that depicts or advocates the use of illegal drugs.
Post content that characterizes violence as acceptable, glamorous or desirable.
Post content which infringes another’s copyright, trademark or trade secret.
Post unsolicited advertising or unlawfully promote products or services.
Harass, threaten, stalk or intentionally embarrass or cause distress to another person or entity.
Promote, solicit, or participate in any multi-level marketing or pyramid schemes.
Exploit children under 18 years of age.
Engage in disruptive activity, such as sending multiple messages in an effort to monopolize a forum.
Invade the privacy of any person, including without limitation posting personally identifying or otherwise private information about a person without their consent (or their parent’s consent in the case of a child under 13 years of age).
Solicit personal information from children under 13 years of age.
Create a false identity or impersonate another person or entity.
Encourage conduct that would constitute a criminal or civil offense.
In addition, you will not post any content to any of our social media accounts that is any of items (a)-(p), above.
Our Services are not intended to be a dating service. You agree not use our Services as a dating service.
We reserve the right to consider other conduct to be prohibited; the restrictions above are intended to be illustrative.
You agree not, and will not permit any person or entity, to: (i) use, or allow the use of, our Services for any unfair or deceptive practices or in contravention of any federal, state, local, foreign, or other applicable law, or rules and regulations of regulatory or administrative organizations; (ii) act in a fraudulent, tortious, malicious, or negligent manner when using our Services; (iii) obtain unauthorized access to any computer system through our Services; (iv) circumvent, remove or otherwise interfere with any security-related features of our Services, features that prevent copying or using any part of our Services or features that enforce limitations on the use of our Services or any Content; (v) introduce viruses, worms, Trojan horses and/or harmful code to our Services; or (vi) use any robot, spider, site search/retrieval application, or other automated device, process, or means to access, retrieve, scrape, or index any portion of our Services or any Content, except as permitted by our robots.txt file.
We reserve the right, without prior notice and in our sole discretion, to decide whether your use of our Services violates these Terms for any of the above reasons or for any other reason, and if we do so, we may terminate your access to our Services.
By using our Services, you hereby agree to indemnify and hold harmless us and our officers, directors, employees, and agents from any claims, damages, losses, liabilities, and all costs and expenses of defense (collectively, “Claims”), including without limitation attorneys’ fees, resulting directly or indirectly from a claim by a third party that arises in connection with (i) your provision of any Content, (ii) your use of our Services and/or (iii) any user or other third party’s use of any Content that you submit via our Services. At our option, you agree to defend us from any such Claims.
Intellectual Property Rights.
You agree and acknowledge that the structure, organization, and code used in conjunction with our Services are proprietary to us. You shall not, and shall not permit any person or entity to (i) use our Services on a service bureau, time-sharing or any similar basis, or for the benefit of any other person or entity; (ii) alter, enhance, or make derivative works of our Services or any Content available through the foregoing; or (iii) reverse engineer, reverse assemble or decompile, or otherwise attempt to derive source code from our Services. You shall not sell, transfer, publish, disclose, display or otherwise make available our Services including any modifications, enhancements, derivatives and other software and materials provided hereunder by us or copies thereof to others in violation of these Terms.
Unless otherwise noted, all Content contained on our Services is the property of us and/or our affiliates or licensors and is protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions and other intellectual property laws. Product names are trademarks or registered trademarks of their respective owners.
Links to Third Party Sites.
Providers of Third Party Platforms.
You hereby acknowledge and agree that all of our licensors, suppliers or other third parties: (i) are not parties to these Terms; (ii) has no obligation whatsoever to furnish any maintenance or support services with respect to PairUP; (iii) are not responsible for addressing claims by you or any third party relating to our Services, including without limitation any product liability claims, claims under consumer protection laws or claims under any other law, rule or regulation; and (iv) have no responsibility to investigate, defend, settle or discharge any claim that our Services or use thereof infringes any third party intellectual property rights.
Under no circumstances will we be liable for any loss or damage caused by failed delivery or receipt of Content, your reliance on information from our Services including information about any Activity, information provided by another user or by your use of our Services. It is your responsibility to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through our Services.
OUR SERVICES AND ALL CONTENT ON OR ACCESSIBLE FROM OUR SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, WE DO NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE THROUGH OUR SERVICES IS FREE OF ERRORS; (ii) THE FUNCTIONS OR SERVICES (INCLUDING WITHOUT LIMITATION MECHANISMS FOR THE DOWNLOADING AND TRANSMITTING CONTENT) PROVIDED BY OUR SERVICES WILL BE UNINTERRUPTED, SECURE OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THAT OUR SERVERS OR THE SERVER(S) THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
WE AND OUR AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
Limitation of Liability; Release.
Disclaimer. IN NO EVENT SHALL WE BE LIABLE TO YOU, ANY OTHER USER OF OUR SERVICES, THIRD PARTY PROVIDERS OR ANY OTHER PERSON OR ENTITY FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES) ARISING OUT OF THE USE, INABILITY TO USE, UNAUTHORIZED ACCESS TO OR USE OR MISUSE OF OUR SERVICES, YOUR CONTACT INFORMATION, CONTENT OR ANY INFORMATION CONTAINED THEREON, WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
Limitation. OUR AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM THESE TERMS SHALL NOT EXCEED THE GREATEST OF (I) $100.00; OR (II) THE AGGREGATE AMOUNT YOU HAVE PAID TO US IN FEES, IF ANY, IN THE THEN-PRIOR TWELVE (12) MONTH PERIOD.
Exclusions. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU BUT SHALL INSTEAD APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
- Release. Our Services are only a means of connecting users, and except to the extent, if any, that we serve as a communications platform between users to facilitate the organization of an Activity, we do not take part in the interaction between or among users. As a result of our limited involvement in the actual contact between or among users, in the event that you have a dispute with one or more users, you hereby release us, and our officers, directors, employees, agents, investors, subsidiaries and contractors from any and all claims, demands or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. We expressly disclaim any liability or claims that may arise between or among users of our Services. You waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.” You waive any other similar provision of applicable law that applies to you.
Modifying and Terminating Service.
We may terminate your access to our Services, in our sole discretion, for any reason and at any time, upon electronic notice to you at the email address provided by you at registration. You agree that we are not liable to you or any third party for any termination of your access to our Services. We may change and update our Services from time to time. We may add or remove features including without limitation making free Services into paid Services and vice versa. We will give you appropriate advance notice about any major changes, although you understand that we may stop, suspend or change our Services at any time without prior notice.
If you have a poor rating or we determine that you are using our Services inappropriately, we may suspend or terminate your account at any time with no notice. If we do so, you may contact us at customerCare@pairup.zone and we may consider any concerns that you express regarding the suspension or termination of your account.
You may terminate these Terms at any time by ceasing to use our Services or by closing your account. On our Services, we will include instructions on how to close your account. We may update these instructions and our process to close your account from time to time. Please follow the instructions on our Services to close your account if you would like to do so.
The following Sections of these Terms and any accrued obligations will survive any termination of these Terms: 1, 3, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19 and 20.
Unsolicited Ideas and Feedback.
We welcome your feedback, ideas, and suggestions (collectively, “Suggestions”). It is important to be aware of the following restrictions with regards to your Suggestions. If you send us any Suggestions, you agree that: (1) your Suggestion(s) become our property and you are not owed any compensation in exchange; (2) none of the Suggestion(s) contain confidential or proprietary information of any third party; (3) we may use or redistribute Suggestion(s) for any purpose and in any way; (4) there is no obligation for us to review your Suggestion(s); and (5) we have no obligation to keep any Suggestions confidential.
Governing Law; Dispute Resolution.
These Terms, and any dispute between you and us, shall be governed by the laws of the Commonwealth of Massachusetts, USA, without regard to principles of conflicts of law that would result in the application of the law of any other jurisdiction, except that the Federal Arbitration Act shall govern the interpretation and enforcement of the arbitration provisions set forth below. Unless you and we agree otherwise, in the event that Section 19 is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt-out of the Arbitration Procedures (as defined below) or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and us must be resolved exclusively by a state or federal court located in Boston, Massachusetts, USA, except that you or we are permitted (1) to bring small claims actions in state court in the county in which you reside if such court has a small claims procedure; (2) to bring claims for injunctive relief in any court having jurisdiction over the parties; or (3) to seek enforcement of a judgment in any court having jurisdiction over the parties. To the extent permitted by law, you and we agree to waive trial by jury in any court proceeding.
Agreement to Arbitrate; Waiver of Class Action.
You may opt out of this Agreement To Arbitrate. If you do so, neither you nor we can require the other to participate in an arbitration proceeding. To opt out, you must notify us in writing within thirty (30) days of the date that you first became subject to this arbitration provision. The opt-out notice must state that you do not agree to the Agreement To Arbitrate and must include your name, address, phone number, your PairUP account to which the opt-out applies and a clear statement that you want to opt out of this Agreement To Arbitrate. You must sign the opt-out notice for it to be effective. This procedure is the only way you can opt out of the Agreement To Arbitrate. You must use this address to opt out:
PairUP, Inc. ATTN: Arbitration Opt-out, 7 Laverdure Circle, Framingham, MA 01701
Notwithstanding any provision in these Terms to the contrary, you and we agree that if we make any change to the Arbitration Procedures (other than a change to any notice address or Site link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against us prior to the effective date of the change. Moreover, if we seek to terminate the Arbitration Procedures from these Terms, such termination shall not be effective until thirty (30) days after the version of these Terms not containing the Arbitration Procedures is posted to our Site, and shall not be effective as to any claim that was filed in a legal proceeding against us prior to the effective date of removal.
In accordance with Section 19, this Arbitration section will survive the termination of your relationship with us.
You may not assign or transfer your rights or obligations under these Terms in whole or in part to any third party without our consent. These Terms shall bind and inure to the benefit of the parties to these Terms and their respective successors, permitted transferees and permitted assigns. We and you are independent contractors and are not partners, joint venturers, agents, employees or representatives of each other. These Terms contain the entire understanding of the parties with respect to the transactions and matters contemplated herein, supersede all previous communications, understandings and agreements (whether oral or written) other than any click-through or end user license agreement provided by us, and cannot be amended except by a writing signed by both parties or by our posting of an amended version of these Terms on our Site. The headings and captions used in these Terms are used for convenience only and are not to be considered in construing or interpreting these Terms. If any part of these Terms is held to be unlawful, void, or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions.
Our Services are available only to, and may only be used by, individuals who are 18 years and older and who can form legally binding contracts under applicable law. If you are a parent or guardian and you discover that your child has created an unauthorized account on our Services, please contact us at customerCare@pairup.zone and we will remove the account.
For Additional Information.
If you have any questions about these Terms, please contact us at customerCare@pairup.zone or https://www.pairup.zone/contact_us/.
Copyright © 2019, PairUP Inc., All Rights Reserved.
Updated: Feb 1, 2019