HaYaChat - The Incognito Chat App

1. Acknowledgement and Acceptance of Terms of Service

HaYaChat.com Ltd (“HaYa,” “we,” “us,” “our”) provides its System (as described below) to you through its website located at www.hayachat.com (the “Site”) and through its mobile applications (the “App”) and related services (“Services”), including any new services, subject to your acceptance of all the terms and conditions contained in this Terms of Service (as amended from time to time). In addition, when using the System, you shall be subject to any additional terms, guidelines or rules applicable to such Services that may be posted on the System from time to time, including, without limitation, the Privacy Policy located at hayachat.com/privacy and the App, in addition to those in the Terms of Service. By using the System, you acknowledge that you have read, understood, and agree to the Terms of Service. If you do not agree with this Terms of Service, you must not accept this Terms of Service and may not use the System.

We reserve the right, at our sole discretion, to modify this Terms of Service, or any portion thereof at any time with or without notice to you. If we do this, we will post the changes on this page and will indicate on this page the date these terms were last revised. We may also notify you, either through the System user interface, in an email notification (if you have registered on the System with an email address) or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the System or changes made for legal reasons will be effective immediately. Your continued use of the System after the date any such changes become effective constitutes your acceptance of the new Terms of Service.

2. Access and Use of the System

Services Description

The System is a platform designed to connect individual users, connect groups of users and connect individuals to registered Organizations, based on various factors, without sharing any personal or unique or identifiable information. The System requires no registration or creation of a user profile or have a public user ID.

Use of multimedia

The sharing of multimedia WILL require the users to verify their User Key, via email, prior to the user being able to send or receive multimedia.

The exceptions are:

If the user joins a Group Chat then they will be able to receive multimedia from other users who have verified their User Key, but will not be able to send multimedia without first verifying their User Key.
If the user joins an Open Group where multimedia cannot be used under any circumstances.
If they contact an Organization. If a user contacts an Organization they will be able to send and receive multimedia without having to verify their User Key.

Any multimedia that is reported to HaYa, by other users, WILL be investigated by HaYa and if it is deemed to be illegal in nature it will be reported to the relevant authorities as well as disclosing to the authorities your email address and Apple App Store App download ID or Google Play Store App download ID.

Special Note About User Interactions

This is important! You are solely responsible for all of your communications and interactions with other users of the Site, App and Services and with any other persons with whom you interact as a result of using the HaYa System and you agree that HaYa will have no liability and responsibility in any way, directly or indirectly, with respect thereto. You also understand the HaYa does not screen, inquire into the background and verify the identity of any user of the Site or App or Service and nor does HaYa make any attempt to verify the statements of users of the System and therefore HaYa shall have no liability or responsibility to do any of the foregoing.

HaYa strongly recommends that you DO NOT disclose any personal information to other users or members. HaYa does not recommend or encourage its users of its System to solicit other users to meet in person. HaYa makes no representations or warranties as to the conduct of users of the Site, App or Services, current and future. You agree to take reasonable precautions in all communications and interactions with other users of the Site, App and Services and any persons with whom you communicate and interact with, online and in person, as a result of using the Site, App or Services. When on the Site, App or Service, you feel uncomfortable in any way, HaYa recommends that you immediately disconnect from the chat and/or use the report abuse button if necessary.

You understand that when using the Site, App and Service, you will be exposed to content from a variety of sources and that HaYa is not responsible for the accuracy, usefulness or safety of anything relating to such content. You further understand that the by using the System you may be exposed to content that you deem offensive, indecent, objectionable or sexually explicit and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against HaYa with respect thereto.

Your Registration Obligations and Age Requirement

You may use the System without registering any information about yourself. The system may only be used by Adults as described in the Terms of Apple App Store and Google Play Store when the App is installed on your device. Verification of your User Key will require you to provide HaYa with a valid email address and HaYa will retain this email address for the purposes of contacting you in case you breach any of the Terms of Service regarding the use of multimedia. Registration data and certain other information about you are governed by our Privacy Policy.

Modifications to System

HaYa reserves the right to modify or discontinue, temporarily or permanently, the System (or any part thereof) with or without notice. You agree that HaYa will not be liable to you or to any third party for any modification, suspension or discontinuance of the System.

General Practices Regarding Use and Storage

You acknowledge that HaYa may establish general practices and limits concerning use of the System, including without limitation the maximum period of time that data or other content will be retained by the System and the maximum storage space that will be allotted on HaYa’s servers on your behalf. You agree that HaYa has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the System. You acknowledge that HaYa reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that HaYa reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

3. Conditions of Use

User Conduct

Subject to the terms and conditions of this Terms of Service, your use of the System is subject to all applicable laws and regulations. You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials (“content”) that you upload, post, publish or display (hereinafter, “upload”) or email or otherwise use via the System. The following are examples of the kind of content and/or use that is illegal or prohibited by HaYa. HaYa reserves the right to investigate and take appropriate legal action against anyone who, in HaYa’s sole discretion, violates this provision, including without limitation, removing the offending content from the System, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You may not use the Service to:

Use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any manual process to access, acquire, copy or monitor any portion of the System or any Content or obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Sites;
Attempt to gain unauthorised access to any portion of the System or any Content, or any systems or networks connected to the Site, by hacking, password “mining” or any other illegitimate means;
Probe, scan or test the vulnerability of the System or any Content, or any system or network connected to the Site;
Reverse look-up or trace any information of any other user or visitor or otherwise use the System for the purpose of obtaining information of any user or visitor;
Use any device, software or process to interfere with, or attempt to interfere with, the proper working of the System or any Content, or any systems or networks connected to the System, or with any other person’s use of the System;
Post, upload, publish, broadcast, stream, display, submit or transmit any text, words, statements, conversations, graphics, images, software, music, audio, video, information or other material that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, unless this is being reported to an Organization for the purposes of whistleblowing; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, illegal, offensive or infringes on an individuals rights to privacy; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
Bully, abuse, harass, stalk, demean, threaten or discriminate against others;
Discuss the intent to commit illegal activity;
Ask for or offer sexually explicit images, and/or material harmful to children;
Send or broadcast any unsolicited or unauthorised advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
Impersonate or misrepresent your affiliation with any person or entity; or
Use the System or any Content for any purpose that is unlawful or prohibited by the Terms of Service.

Any unauthorised use of the System or any Content may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties. HaYa has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. HaYa may involve and cooperate with law enforcement authorities, Apple and Google in prosecuting users who violate these Terms of Service. You acknowledge that HaYa has no obligation to monitor your access to or use of the Site, System or Content or to review or edit any User Content, but has the right to do so for the purpose of operating the Site and System, to ensure your compliance with these Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. HaYa reserves the right, at any time and without prior notice, to remove or disable access to any Content, for any reason, including any User Content that HaYa, at its sole discretion, considers to be in violation of these Terms of Service or otherwise harmful to the Site or System, or for no reason at all.

User Content Transmitted Through The Service

Any and all content, comments, views, information, data, text, video, image, captions, music, sound, graphics, photos, software, code, audio, sound, music, audio visual combinations, interactive features, feedback, documentation, photographs, discussions, news, articles, messages, postings, listings, and other materials, viewed on, accessed through, displayed on, posted to, transmitted, streamed, or distributed or otherwise made available through the System by users or other third parties (“User Content”) are strictly those of the person from which such User Content originated, who is solely responsible for its content. Use of or reliance on User Content is entirely at your own risk and HaYa expressly disclaims any and all liability in connection with User Content. By posting your User Content on or through the System, you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein.

HaYa does not validate, monitor, or endorse any User Content of any user or other licensor, or any opinion, recommendation, or advice expressed therein nor vouch for their reliability. Under no circumstances will HaYa or its suppliers or agents be liable in any way for any User Content. You acknowledge that creating, submitting or sharing your User Content may give rise to various types of legal liabilities and you represent that your User Content complies at all times (both when first submitted and throughout its accessibility on the Service) with the Terms of Service and all applicable laws. You understand that HaYa does not pre-screen User Content and is not liable for the content (including User Content) transmitted by users, including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You agree that you may not download, reproduce, modify, display, perform, transfer, distribute or otherwise use the System, except as provided under these Terms of Service, and you agree to take all reasonable steps to prevent the unauthorized use of the System. Without limiting the foregoing, HaYa and its designees will have the right to remove any content that violates these Terms of Service or is deemed by HaYa, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the System (“Submissions”), provided by you to HaYa are non-confidential and HaYa will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that HaYa may preserve content and may also disclose content 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 legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of HaYa, its users and the public. You understand that the technical processing and transmission of the System, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Third Party Sites and Interactions with Third Parties

The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet (”Third-Party Sites“). HaYa has no control over Third-Party Sites or other Internet resources. These resources, content and services are provided to you ”as is“ to facilitate your web browsing. HaYa does not endorse any Third-Party Sites. HaYa is providing these links to you only as a matter of convenience, and in no event will HaYa be responsible for any content, products, or other materials on or available from such Third-Party Sites. In your use of the System, you may enter into correspondence with, purchase goods and/or services, or participate in promotions of advertisers or sponsors showing their goods and/or services through the System. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third party. HaYa will have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third party. HaYa reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service.

Third Party Services

You may enable various online services, such as social networking sites, office productivity suites and other 3rd Party Services, to be directly integrated into your HaYa experience. By directly integrating these services into the System, we make your online experiences richer, and more personalized. To take advantage of these features, we may ask you to authenticate, register for or log into the services on the websites of their respective providers. By enabling third party services within the System, you are allowing us to pass your log-in information to these service providers for this purpose. For more information about the implications of activating these third party services and HaYa’s use, storage and disclosure of information related to you and your use of such services within HaYa, please see our Privacy Policy at www.hayachat.com/privacy. However, please remember that the manner in which third party services use, store and disclose your information is governed solely by the policies of such third parties, and HaYa will have no liability or responsibility for the privacy practices or other actions of any third party site or service that may be enabled within the System. In addition, HaYa is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with third party services. As such, HaYa is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third party service. HaYa enables these features merely as a convenience and the inclusion of such features does not imply an endorsement or recommendation.

Posting and Sharing Content

You may post and share content through the System. When posting or sharing content it is your responsibility to clearly and truly identify its nature to ensure its classification in the proper category. This is necessary for the respectful operation of the System and in order to protect other users by identifying content that may be inappropriate. You acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against HaYa relating thereto.

Commercial Use

Unless otherwise expressly authorized herein or in the System, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or transmit for any commercial purposes, any portion of the System, use of the System, or access to the System. The System is for your personal use and may not be used by you for direct commercial endeavours.

4. Account Information

The System requires you to have a User Key, generate a password and, if applicable, validate your User Key with an email address. You are responsible for taking all steps to ensure that no unauthorised person shall have access to your User Key, password or email, if any, and are fully responsible for any and all activities that occur under your User Key. It is your sole responsibility to: (i) control the dissemination and use of your User Key and password; (ii) ensure that you exit from your User Key at the end of each session when accessing the System. We are not liable for any harm related to the theft or disclosure of passwords and/or any loss or damage arising from your failure to comply with this Section. You are solely responsible for any damage resulting from the use of your User Key.

5. Apple/Google-Enabled Software Applications

HaYa offers Software applications that are intended to be operated in connection with products made commercially available by Apple Inc. and Google Inc. (“Apple”, “Google”), among other platforms. With respect to Software that is made available for your use in connection with an Apple/Google-branded product (such Software, “Apple/Google-Enabled Software”), in addition to the other terms and conditions set forth in this Terms of Service, the following terms and conditions apply:

HaYa and you acknowledge that this Terms of Service are concluded between HaYa and you only, and not with Apple/Google, and that as between HaYa and Apple/Google, HaYa, not Apple/Google, is solely responsible for the Apple/Google-Enabled Software and the content thereof.
You may not use the Apple/Google-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple/Google-Enabled Software in, or otherwise be in conflict with, the App Store/Play Store Terms of Service.
Your license to use the Apple/Google-Enabled Software is limited to a non-transferable license to use the Apple/Google-Enabled Software on an iOS/Android Product that you own or control, as permitted by the Usage Rules set forth in the App Store/Play Store Terms of Service.
Apple/Google has no obligation whatsoever to provide any maintenance or support services with respect to the Apple/Google-Enabled Software.
Apple/Google is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple/Google-Enabled Software to conform to any applicable warranty, you may notify Apple/Google, and Apple/Google will refund the purchase price for the Apple/Google-Enabled Software to you, if any; and, to the maximum extent permitted by applicable law, Apple/Google will have no other warranty obligation whatsoever with respect to the Apple/Google-Enabled Software, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, which will be HaYa’s sole responsibility, to the extent it cannot be disclaimed under applicable law.
HaYa and you acknowledge that HaYa, not Apple/Google, is responsible for addressing any claims of you or any third party relating to the Apple/Google-Enabled Software or your possession and/or use of that Apple/Google-Enabled Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple/Google-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
In the event of any third party claim that the Apple/Google-Enabled Software or the end-user’s possession and use of that Apple/Google-Enabled Software infringes that third party’s intellectual property rights, as between HaYa and Apple/Google, HaYa, not Apple/Google, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claim.
You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
You accept that Apple and Google have your HaYa Chat App download ID and can pass this information to relevant authorities if asked.
If you have any questions, complaints or claims with respect to the Apple/Google-Enabled Software, they should be directed to HaYa as follows: haya@hayachat.com

HaYa and you acknowledge and agree that Apple/Google, and Apple/Google’s subsidiaries, are third party beneficiaries of this Terms of Service with respect to the Apple/Google-Enabled Software, and that, upon your acceptance of the terms and conditions of this Terms of Service, Apple/Google will have the right (and will be deemed to have accepted the right) to enforce this Terms of Service against you with respect to the Apple/Google-Enabled Software as a third party beneficiary thereof.

6. System Assets

All text, graphics, user and visual interfaces, photographs, trademarks, logos, sounds, music, videos, artwork, applications, computer code and associated documentation (collectively, the “System Assets”), including but not limited to the design, structure, arrangement and “look and feel” of such Content, are owned by or licensed to HaYa and are protected by copyright, trademark and other intellectual property rights and laws. Except as expressly provided in the Terms of Service, you agree that no part of the System Assets may be copied, reproduced, sold, republished, transmitted, displayed, reposted or otherwise distributed for public or commercial purposes. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. Any use of the System or the System Assets other than as specifically authorized herein is strictly prohibited. The technology and software underlying the System are the property of HaYa, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by HaYa.

The HaYa name and logos are trademarks and service marks of HaYa (collectively the “HaYa Trademarks”). Other company, product, and service names and logos used and displayed via the System may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to HaYa. Nothing in this Terms of Service or the System should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of HaYa Trademarks displayed on the System, without our prior written permission in each instance. All goodwill generated from the use of HaYa Trademarks will inure to our exclusive benefit.

7. Copyright Complaints

HaYa respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify HaYa of your infringement claim in accordance with the procedure set forth below.

HaYa will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to HaYa’s Copyright Agent at haya@hayachat.com.

To be effective, the notification must be in writing and contain the following information:

an electronic or physical signature of the person authorised to act on behalf of the owner of the copyright or other intellectual property interest;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorised by the copyright or intellectual property owner, its agent, or the law;
a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorised to act on the copyright or intellectual property owner’s behalf.

Counter-Notice

If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:

your physical or electronic signature;
identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of a court in the United Kingdom and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, HaYa will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it 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 be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

Repeat Infringer Policy

In accordance with the DMCA and other applicable law, HaYa has adopted a policy of terminating, in appropriate circumstances and at HaYa’s sole discretion, users who are deemed to be repeat infringers. HaYa may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

8. Privacy

Our Privacy Policy applies to the use of the System and its terms are made a part of this Terms of Service by this reference. To view our Privacy Policy, visit www.hayachat.com/privacy. By using the Services, you consent to our collection and use of personal data as outlined therein.

9. Disclaimer of Warranties

Your use of this System is totally at your sole risk. The System, the Site and the App and all content, including user content, are provided “as is” and “as available” basis without any warranty or guarantee of any kind, either express or implied.

HaYa makes no warranty or guarantee that: 1) The System will meet your requirements. 2) The System will be uninterrupted, secure or error-free. 3) The results from the use of the System will be accurate and reliable. 4) The quality of any material purchased or obtained by you through the System will meet your expectations.

10. Limitation of Liability

Your sole remedy against us for dissatisfaction with the System or any content is to stop using the System or any such content. In no event shall we or our officers, directors, employees, agents, licensors or content providers (our “affiliates”) be liable to you or any third party for any indirect, consequential, special, exemplary, incidental or punitive damages, or damages for loss of profits including but not limited to, damages for loss of goodwill, use, data or other intangible losses (even if HaYa has been advised of the possibility of such damages), resulting from: (1) The use or inability to use the System or the content, whether based on warranty, contract, tort, or any other legal theory, (2) The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the System; (3) Unauthorized access to or alteration of your transmissions or data; (4) statements or conduct of any third party on the System; or (5) any other matter relating to the System.

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 set forth above may not apply to you. If you are dissatisfied with any portion of the service or with these Terms of Service, your sole and exclusive remedy is to discontinue use of the System.

11. Termination

You agree that we may, at any time, and at our sole discretion, terminate your account or suspend or prohibit your access to the System without prior notice to you for violating any of the Terms of Services or for any other reason whatsoever, including, without limitation, for lack of use or if HaYa believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. HaYa may also in its sole discretion and at any time discontinue providing the System, or any part thereof, with or without notice. You agree that any termination of your access to the System under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that HaYa may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the System. Further, you agree that HaYa will not be liable to you or any third party for any termination of your access to the System.

12. Indemnification and Release

You agree to release, indemnify, and hold HaYa and our Affiliates harmless from and against any demands, loss, liability, claims or expenses (including legal fee) made against us by any third party due to or arising out of your use of the System, any User Content, your connection to the System, your violation of these Terms of Service or your violation of any rights of another.

13. Arbitration

At HaYa’s or your election, all disputes, claims, or controversies arising out of or relating to the Terms of Service or the System that are not resolved by mutual agreement may be resolved by binding. Unless otherwise agreed by the parties, arbitration will be held in England, United Kingdom before a single arbitrator mutually agreed upon by the parties. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator’s decision and award will be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on actual compensatory, direct damages set forth in the Terms of Service and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Terms of Service, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys’ fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction.

14. Notices

We may send you notice with respect to the Site, App or System by sending an email message to the email address listed in your account or by posting on the Site or App. Any notices will be deemed delivered to the party receiving such communication: (i) the date of transmittal if sent via email; or (ii) the date we post the notice to the Site or App.

15. Governing Law, International Use

This Terms of Service will be governed by and construed in accordance with the internal laws of England and Wales, without regard to its conflicts of law provisions. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. Although the Services may be accessible worldwide, we make no representation that materials on the Services are appropriate or available for use in locations outside United Kingdom. Accessing the Services from territories where its use is illegal is prohibited.

16. Entire Agreement

The Terms of Service represent the entire agreement between you and us with respect to the subject matter addressed herein and supersedes all prior to contemporaneous agreements or understandings, written or oral. The Terms of Service shall be binding upon and inure to the benefit of the parties hereto and their respective successors and lawful assigns.

17. Waiver

Any failure by us to enforce or exercise any provisions of the Terms of Service shall not constitute a waiver of that right or provision. Our failure to act with respect to a breach by you or others does not waive our rights to act with respect to subsequent or similar breaches.