Effective as of: June 30, 2016
Welcome to the Sapio singles dating service (the “Service”) operated by Humanist Dating LLC, a Florida limited liability company (the “Company” or “Sapio”). This is a legal agreement between you and the Company. The following Terms of Service (the “Agreement”) apply when you view or use the Service via a link through our website located at www.getsapio.com (the “Website”) or by accessing the Service directly through clicking on the Sapio application (the “app”) on your mobile device. Please review the following terms carefully. By accessing or using the Service, you signify your agreement to these Terms of Service provided to you in electronic format, whether or not you register for the Service. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU MAY NOT ACCESS OR USE THE SERVICE. We recommend that you print a copy of these Sapio Terms of Service for your records.
ABOUT THE SERVICE
The Service is a singles dating service that allows you to locate singles utilizing user generated content.
REGISTRATION; RULES FOR USER CONDUCT AND USE OF THE SERVICE
ADULT USERS ONLY: This service is not intended for persons under the age of 18. You need to be at least 18 years old to register for and use the Service. If you use this Service, you represent that you have never been convicted of any felony and that you are not required to register as a sex offender by any governmental entity. Use of this Service and access to the Website and app are void where prohibited. Use of this Service may be prohibited or restricted outside of the United States. If you access the Service from outside of the United States, you are responsible for compliance with the laws of the country, state or region from which you access the Service. USERS OF THIS SERVICE ACKNOWLEDGE THAT THE COMPANY DOES NOT CURRENTLY CONDUCT BACKGROUND INVESTIGATIONS OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, CRIMINAL BACKGROUND SCREENINGS, BUT RESERVES THE RIGHT TO CONDUCT BACKGROUND INVESTIGATIONS, INCLUDING CRIMINAL BACKGROUND CHECKS BASED ON PUBLIC RECORDS AT ANY TIME. BY AGREEING TO THESE TERMS AND CONDITIONS YOU HEREBY AUTHORIZE THE COMPANY TO INITIATE ANY SUCH BACKGROUND CHECK. YOU FURTHER ACKNOWLEDGE THAT THE COMPANY DOES NOT VERIFY ANY OF THE INFORMATION POSTED BY USERS OF THE SERVICE.
Use of the basic Sapio Service is free, but if you determine to register for future paid upgrades to the Service, the following terms and conditions will apply: To become a paying subscriber to the specific upgrade, you agree to maintain current and accurate payment information and authorize us to obtain updated expiration dates and credit or debit card numbers for you and otherwise agree to the terms and conditions of payment and billing disclosed, or in the future disclosed, on the Website and/or app.
Your permission to use the Service is conditioned upon the following Use Restrictions and Conduct Restrictions: You agree that you will not under any circumstances:
POSTING AND CONDUCT RESTRICTIONS.
When you create your own personalized account, you will be able to provide information about yourself (“User Content”). You are solely responsible for the User Content that you post, upload, link to or otherwise make available via the Service. You agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. The Company, however, reserves the right to remove any User Content from the Service at its discretion.
The following rules pertain to User Content. By transmitting and submitting any User Content while using the Service, you agree as follows:
You understand and agree that any liability, loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service is solely your responsibility. The Company is not responsible for any public display or misuse of your User Content. The Company does not, and cannot, pre-screen or monitor all User Content. However, at our discretion, we, or technology we employ, or third parties hired by us, may monitor and/or record your interactions with the Service.RISK ASSUMPTION AND NO GUARANTIES
You acknowledge that you are assuming all risks when using the Service, including all risks of on-line and off-line communications or interactions with other users. You are advised to take precautions when meeting other users and follow recommendations set forth in the Company’s Safety Tips, which may be found here. http://www.getsapio.com/safety.html The Company does not guarantee that you will meet individuals through the Service, nor meet compatible individuals through the Service, and you acknowledge and agree that the Company makes no warranty, express or implied, regarding the individuals you may meet through use of the Service.ONLINE CONTENT DISCLAIMER
Opinions, advice, statements, offers, or other information or content made available through the Service, but not directly by the Company, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. The Company does not guarantee the accuracy, completeness, or usefulness of any information on the Service and neither does the Company adopt nor endorse, nor is the Company responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than the Company. The Company takes no responsibility and assumes no liability for any User Content that you or any other user or third party posts or sends over the Service. Under no circumstances will the Company be responsible for any loss or damage resulting from anyone’s reliance on information or other content posted on the Service, or transmitted to users.
Though the Company strives to enforce these Terms of Service, you may be exposed to User Content that is inaccurate or objectionable. The Company reserves the right, but has no obligation, to monitor the materials posted in the public areas of the Service or to limit or deny a user’s access to the Service or take other appropriate action if a user violates these Terms of Service or engages in any activity that violates the rights of any person or entity or which we deem unlawful, offensive, abusive, harmful or malicious. The Company shall have the right to remove any such material that in its sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, or that might violate the rights, harm, or threaten the safety of users or others. Messages sent between you and other subscribers through our Service are viewable by the Company for compliance purposes and should not be considered to be private. Unauthorized use may result in criminal and/or civil prosecution under Federal, State and local law. If you become aware of misuse of our Service, please contact us at: firstname.lastname@example.org or by mail at:
Humanist Dating LLC
Attn: Customer Support
601 N. Congress Ave, Suite 206
Delray Beach, FL 33445
As part of the Service, the Company may provide you with convenient links to third party website(s) (“Third Party Sites”) as well as content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). These links are provided as a courtesy to Service subscribers. The Company has no control over Third Party Sites and Third Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third Party Sites or Third Party Applications, Software or Content. Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by the Company, and the Company is not responsible for any Third Party Sites accessed through the Website or app or any Third Party Applications, Software or Content posted on, available through or installed from the app or Website, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Applications, Software or Content. Inclusion of, linking to or permitting the use or installation of any Third Party Site or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by the Company. If you decide to leave the Website or app and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies do not govern them. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the app or Website or relating to any applications you use or install from the app or Website.
COPYRIGHT COMPLAINTS AND COPYRIGHT AGENT
(a) Termination of Repeat Infringer Accounts. The Company respects the intellectual property rights of others and requests that its users do the same. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, the Company has adopted and implemented a policy that provides for the termination in appropriate circumstances of users of the Service who are repeat infringers. The Company may terminate access for participants or users who are found repeatedly to provide or post protected third party content without necessary rights and permissions.
(b) DMCA Take-Down Notices. If you are a copyright owner or an agent thereof and believe, in good faith, that any materials provided on the Service infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending the following information in writing to the Company’s designated copyright agent at the following address:
Designated Copyright Agent Humanist Dating LLC 601 N. Congress Ave, Suite 206 Delray Beach, FL 33445
(c) Counter-Notices. If you believe that your User Content that has been removed from the Website or app is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content in your User Content, you may send a counter-notice containing the following information to our copyright agent using the contact information set forth above:
Your physical or electronic signature;
If a counter-notice is received by the Company copyright agent, the Company may send a copy of the counter-notice to the original complaining party informing such person that the Company may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may (in the Company’s discretion) be reinstated on the app and Website in 10 to 14 business days or more after receipt of the counter-notice.
By posting any User Content via the Service, you expressly grant, and you represent and warrant that you have a right to grant, to the Company a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, photo, image and/or likeness as contained in your User Content, if applicable, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use by the Company for any purposes as it may deem necessary or desirable. You expressly acknowledge that the license granted to the Company does not terminate when you cease using the Service, or you suspend or terminate your account or when we terminate your account for any reason in the Company’s sole discretion.
You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to the Service, including applicable copyrights, trademarks, patents, and other proprietary rights. Other product and company names that are mentioned on the Service may be trademarks of their respective owners. We reserve all rights that are not expressly granted to you under this Agreement.
E-MAIL MAY NOT BE USED TO PROVIDE NOTICE
Communications made through the Service’s e-mail and messaging system, will not constitute legal notice to the Company or any of its officers, employees, agents or representatives in any situation where notice to the Company is required by contract or any law or regulation.
USER CONSENT TO RECEIVE COMMUNICATIONS IN ELECTRONIC FORM
For contractual purposes, you (a) consent to receive communications from the Company in an electronic form via the e-mail address you have submitted; and (b) agree that all Terms of Service, agreements, notices, disclosures, and other communications that the Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.
We may also use your e-mail address, to send you other messages, including information about the Company, the Service and special offers. You may not opt out of Service related e-mails (e.g. account verification, changes/updates to features of the Service, technical and security notices). You may, however, opt out of promotional e-mails by either utilizing the unsubscribe feature on an e-mail or by sending an e-mail to: email@example.com or regular mail to the following mailing address:
Humanist Dating LLC
Attn: Customer Support/Privacy
601 N. Congress Ave, Suite 206
Delray Beach, FL 33445
Opting out may prevent you from receiving messages regarding the Company or special offers.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, IS PROVIDED “AS IS,” AS AN ACCOMMODATION AND WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SERVICE INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY OR REPRESENTATION THAT ACCESS TO OR OPERATION OF THE SERVICE WILL BE SECURE, UNINTERRUPTED, WILL MEET YOUR REQUIREMENTS, OR BE ERROR FREE. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, CONTENT OR OTHER MATERIAL OBTAINED FROM THE SERVICE. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF WARRANTY, SO THIS PROVISION MAY NOT APPLY TO YOU.
LIMITATION OF DAMAGES; RELEASE
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, DIRECTORS, AGENTS OR EMPLOYEES, OR ITS LICENSORS OR PARTNERS, BE LIABLE TO YOU FOR ANY LOSS OF PROFITS, USE, OR DATA, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, BODILY INJURY, EMOTIONAL DISTRESS AND/OR OTHER DAMAGES ARISING OUT OF OR RELATING TO COMMUNICATIONS OR MEETINGS WITH OTHER USERS OF THE SERVICE, HOWEVER ARISING, THAT RESULT FROM (A) THE USE, DISCLOSURE, OR DISPLAY OF YOUR USER CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICE; (C) THE SERVICE GENERALLY, OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SERVICE AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH THE COMPANY OR ANY OTHER USER OF THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WILL THE COMPANY’S AGGREGATE LIABILITY, IN ANY CAUSE OF ACTION RELATING TO THIS AGREEMENT OR THE USE OF THE SERVICE, EXCEED THE PRICE PAID BY YOU FOR YOUR ACCOUNT, OR IF YOU HAVE NOT PAID THE COMPANY FOR THE USE OF THE SERVICE, THE TOTAL AMOUNT OF TWENTY-FIVE DOLLARS (US) ($25.00). SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF LIABILITY, SO THIS PROVISION MAY NOT APPLY TO YOU.
If you have a dispute with one or more users, you release us (and our officers, directors, agents, members, subsidiaries, affiliates, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
INDEMNIFICATION BY YOU
You agree to indemnify, defend and hold the Company, and each of its subsidiaries and affiliates and each of their officers, directors, agents, employees and related parties, harmless for any claims, losses, damages, liabilities and costs, including reasonable attorneys’ fees with or without resorting to litigation or arbitration, arising out of or relating to any third party claim based in whole or in part on: (i) your breach or failure to comply with this Agreement; (ii) your use or inability to use the Service; (iii) anything you post in the Service, or (iv) your violation of any rights of a third party or any applicable laws, rules or regulations. The Company reserves the right, at its own expense, to assume the exclusive defense and control of such third party claim(s) and you agree to cooperate with the Company in the defense of such action(s).
MODIFICATION OF TERMS OF SERVICE
WE CAN AMEND THESE TERMS OF SERVICE AT ANY TIME AND WILL UPDATE THESE TERMS OF SERVICE IN THE EVENT OF ANY SUCH AMENDMENTS. IT IS YOUR SOLE RESPONSIBILITY TO CHECK THE SITE FROM TIME TO TIME TO VIEW ANY SUCH CHANGES IN THE AGREEMENT. IF YOU CONTINUE TO USE THE SITE, YOU SIGNIFY YOUR AGREEMENT TO OUR REVISIONS TO THESE TERMS OF SERVICE. HOWEVER, WE WILL NOTIFY YOU OF MATERIAL CHANGES TO THE TERMS BY: POSTING A NOTICE ON OUR HOMEPAGE, OR PROVIDING NOTICE UPON YOUR SIGN IN TO THE APP OR WEBSITE, OR REQUIRING YOUR ACCEPTANCE OF THE REVISED TERMS OF SERVICE BEFORE PERMITTING YOU TO FURTHER ACCESS THE SERVICE, OR SENDING YOU AN E-MAIL TO THE E-MAIL ADDRESS YOU PROVIDED TO US UPON REGISTRATION. FOR THIS ADDITIONAL REASON, YOU ARE REQUIRED TO KEEP YOUR CONTACT AND PROFILE INFORMATION CURRENT. ANY CHANGES TO THESE TERMS (OTHER THAN AS SET FORTH IN THIS PARAGRAPH) OR WAIVER OF THE COMPANY’S RIGHTS HEREUNDER SHALL NOT BE VALID OR EFFECTIVE EXCEPT IN A WRITTEN AGREEMENT BEARING THE PHYSICAL SIGNATURE OF AN OFFICER OF THE COMPANY. NO PURPORTED WAIVER OR MODIFICATION OF THIS AGREEMENT BY THE COMPANY VIA TELEPHONIC OR E-MAIL COMMUNICATIONS SHALL BE VALID.
STATE LAW PROVISIONS APPLICABLE FOR CERTAIN SUBSCRIBERS
For Subscribers residing in various states for which state law provides for a statutory right to cancel this Terms of Service, the following provisions are added to this Agreement:
You, the buyer, may cancel the Agreement, without penalty or obligation, at any time prior to midnight of the third business day following the original date of this Agreement, excluding Sundays and holidays. To cancel this Agreement, please follow these instructions:
To cancel this Agreement, send a letter or signed notice by mail or overnight delivery service which states that you, the buyer, wish to cancel this Agreement or words of similar effect. Please include your e-mail address associated with your account. This letter or notice should be sent to:
Humanist Dating LLC
601 N. Congress Ave, Suite 206
Delray Beach, FL 33445
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed consistent with applicable law. The remaining portions will remain in full force and effect. Any failure on the part of the Company to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement.
BINDING ARBITRATION AND GOVERNING LAW:
You and the Company agree that except for: 1) the Company’s right to obtain extraordinary relief as described below, and 2) claims of infringement, dilution or misappropriation of the Company’s copyright, patent, trademark, service mark, trade secret, trade dress or other intellectual property or proprietary rights (“Intellectual Property Infringement Claims”) which the Company may elect to have resolved by means other than arbitration, any and all other disputes arising out of or relating to the Service or this Agreement will be subject to individual BINDING ARBITRATION administered by the American Arbitration Association before a single arbitrator with the Arbitration Proceeding to be located in Palm Beach County, Florida, which is the county where the Company’s corporate headquarters are located. In the Company’s sole discretion, the Company may seek extraordinary relief exclusively in either the state courts located in Palm Beach County, Florida or in the federal courts of the United States District Court for the Southern District of Florida, to enjoin any behavior which the Company believes would cause the Company irreparable harm, and therefore, you agree that Sapio will be entitled to seek extraordinary relief in court, including, but not limited to, preliminary injunctions, temporary restraining orders, injunctions and permanent injunctions without the necessity of posting any bond, in addition to, and not in lieu of, any other rights or remedies available to the Company.
This Agreement shall be governed by and construed in accordance with the internal laws of the State of Florida without regard to conflicts of law principles and, to the extent this Agreement involves any statute of the United States or rule thereunder, in accordance with the laws of the United States. The Company appreciates the opportunity to resolve disputes amicably and the Company encourages users to contact us prior to initiating any arbitration.
You agree that any Arbitration related to or arising out of your relationship with the Company must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Your failure to file an arbitration claim within the one year period constitutes a waiver of that claim.
YOU AGREE THAT REGARDLESS OF THE CIRCUMSTANCES, YOU WILL NOT COMMENCE, MAINTAIN OR PARTICIPATE IN ANY CLASS ACTION OR OTHER REPRESENTATIVE ACTION OR PROCEEDING IN ANY COURT OR IN ANY ARBITRATION PROCEEDING.
Any proceeding to enforce this Arbitration provision, or the arbitrator’s award, may exclusively be brought in any court of competent jurisdiction located in Palm Beach County, Florida.
BY AGREEING TO THE ARBITRATION PROVISIONS OF THIS AGREEMENT, YOU VOLUNTARILY AND KNOWINGLY GIVE UP YOUR RIGHT TO GO TO COURT BEFORE A JUDGE OR JURY TO ASSERT OR DEFEND ANY CLAIMS BETWEEN YOU AND THE COMPANY (EXCEPT FOR THE EXTRAORDINARY RELIEF OR INFRINGEMENT CLAIMS AS SET FORTH ABOVE).