Jovial Terms of Service

Last updated: October 28, 2016

WELCOME! BY SIGNING UP AND USING THE Jovial WEB SITE AND RELATED PRODUCTS, SERVICES, AND APPLICATIONS ("Services"), YOU ACKNOWLEDGE YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY ALL OF THE FOLLOWING TERMS AND CONDITIONS ("Agreement"). PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICES.

Jovial, Spc (referred within this Agreement as "Jovial", "we", or "us") is a State of Washington Social Purpose Corporation providing the Services subject to this Agreement, which may be updated by Jovial from time to time with or without notice to you. You may review the most current version of this Agreement by visiting http://www.jovial.org and clicking on the "Legal Notices" link located near the bottom of your web browser window.

This Agreement is the complete agreement regarding your usage of the Services, and supersedes any oral or written communication between you and any employee, officer, or affiliate of Jovial. Any waiver of any provision of this Agreement will be effective only if in writing and signed by Jovial. You may also be subject to additional terms and conditions that may apply when you use other optional Jovial services, third-party content, or third-party software.

This Agreement and the relationship between you and Jovial shall be governed exclusively by the laws of the State of Washington without regard to its conflict of law provisions, and to the federal laws of the United States of America as applicable. You and Jovial agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within King County, Washington, United States. You and Jovial agree to conduct all legal proceedings exclusively in the English language. The failure of Jovial to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.

1. ACCESS TO THE SERVICE

In order to use the Services, you must obtain access to the Internet, either directly or through appropriate devices, and pay any service fees associated with such access. In addition, you must provide, at your expense, all equipment necessary to make such connection to the Internet, including, but not limited to, a computer and modem or other access device.

2. LIMITATION OF RELIABILITY AND ENDORSEMENTS

Jovial does not represent or endorse the accuracy or reliability of any of the information, content, messages, graphics, drawings, reviews, or advertisements contained on, distributed through, or linked, downloaded or accessed from the Services, nor the quality of any products or services, information or other materials displayed, purchased, or obtained by you as a result of a review, an advertisement, or any other information or offer in or in connection with the Services. You acknowledge that any reliance upon any of the information, content, messages, user reviews, or advertisements contained on the Services shall be at your sole risk.

Your correspondence or business dealings with, or participation in promotions of, merchants, advertisers, or users found on or through Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such merchant, advertiser, or user. You agree that Jovial shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers, merchants, or users on the Services. In the event that you have a dispute with one or more users or merchants, you release Jovial (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and 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.

Jovial does not monitor or edit messages or any other content submitted by users. You hereby agree and acknowledge that Jovial is merely a service provider under Section 230 of the 1996 Communications Decency Act and any other applicable law. You further acknowledge and agree that we have no obligation to edit or delete content which you may find objectionable, offensive, or that you may allege to be defamatory. You further acknowledge and agree that content submitted by users are the sole opinion and responsibility of such users, and agree not to hold Jovial or its officers, agents, employees, directors, or affiliates liable in any way for any such content. Jovial will remove content if requested by the original author or his/her authorized agent, or if ordered by a court of law with relevant jurisdiction, or at Jovial's own sole discretion. You expressly agree to reimburse Jovial for all costs (including attorney costs) we incur in defending from any action you or any of your agents pursue against Jovial, its agents, employees, directors, officers, or affiliates in contradiction of this Article 2. You further expressly agree to reimburse Jovial for all costs (including attorney costs) we incur arising from any actions you or any of your agents take against any third parties under this Article 2.

3. ERRORS AND OMISSIONS

Jovial is not responsible for any errors or omissions, or for any losses you or any other third party might incur as a result of our errors or omissions, even if we have been previously advised of such errors or omissions. If you believe there is an error in the functionality or content within the site, you may contact us. However, we are under no obligation to investigate your request, or to make any changes you may suggest. Jovial reserves the right, in its sole discretion and without any obligation, to make improvements to, or correct any error or omissions in any portion of the Services with or without notice to you.

4. EXTERNAL SITES AND RESOURCES

Because Jovial has no control over external sites and resources, Jovial is not responsible for the availability, accuracy, intellectual property compliance, legality or decency of material contained in sites listed in any section or in any other external link, including advertisers, that you may access from the Services. You further acknowledge and agree that Jovial shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such external content, goods or services.

5. INTELLECTUAL PROPERTY

Jovial respects the intellectual property rights of others, and we ask our users to do the same. All information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials, whether publicly posted or privately transmitted, are the sole responsibility of the person from which it originated. You, and not Jovial, are entirely responsible for anything you upload, email, post, or otherwise transmit to us. You agree not to transmit any information to our Services in any way that violates the intellectual property rights of any third party, including copyright infringement. If any page within the Jovial web site or within the Services contains what you believe to be your work in a way that constitutes copyright infringement, please notify us immediately by following the procedure set forth below.

It is our policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act. Please submit such notices in written form, postage pre-paid, to:

Jovial, Spc
Attn: DMCA department
PO Box 99155
Seattle, WA 98139

DMCA notices must contain the following information in order to be processed:

- Identification of the copyrighted work claimed to have been infringed.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity. In order to comply with this requirement, please include at least a link to the relevant portion(s) of the Jovial web site that contain the alleged infringing material.
- The address, telephone number, and e-mail address of the complaining party.
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- A statement, under penalty of perjury, that the information in the notification is accurate, and that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Please note that making a false statement can lead to very expensive civil fines, litigation, and legal fees.
- A physical signature of a person authorized to act on behalf of the copyright owner that is allegedly infringed.

6. REGISTRATION, PRIVACY, AND PAYMENTS

There are certain areas within the Services that require registration. By using these areas, you agree to provide true and accurate information as requested, and to make timely updates if any of your personal information changes. You are fully responsible for all activity that occurs under your password or account, and you agree to keep your password and account confidential.

You are hereby notified that we record your email address, IP address, and other personal identifying information and usage data when you use our Services, including our web site. You acknowledge that you have reviewed and agreed to our Privacy Policy, located at http://www.jovial.com/legal/privacy.

There are certain features and functions within the Services that require the payment of usage fees. Jovial will advise you if any fees are required in connection with your contemplated or actual use of the Services or portions thereof. You agree that all fees paid to Jovial are non-refundable, and to timely pay any such fees when due.

7. OUR RIGHT TO MODIFY OR DISCONTINUE SERVICE

Jovial reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services with or without notice. You agree that Jovial shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services. You agree that Jovial, in its sole discretion, may modify or terminate your account and your access to the Services for any reason whatsoever, with or without notice. You agree that Jovial shall not be liable to you or any third party for any modification or termination of your access.

8. OUR PROPRIETARY CONTENT

You acknowledge and agree that the Services contain proprietary and confidential information ("Content") that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content presented to you through the Services, advertisers, merchants, or users is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. You agree not to copy, modify, rent, lease, loan, sell, distribute or create derivative works based on the Services, in whole or in part. You grant to Jovial a non-exclusive, worldwide, irrevocable, royalty-free, perpetual license to use in any way, sell, display, perform, copy, sublicense, transmit, create derivative works, and otherwise dispose of, messages, images, and other data, including name, photo, likeness, and other related information, if you transmit or cause to have transmitted such data to the Jovial web site or any of our Services. You agree and acknowledge that all data you submit to us becomes part of the Content of Jovial, unless you take explicit steps to remove such data after transmitting it to the Services, either by using any available removal functions on the Services, or by sending us a written request.

We welcome your ideas to improve our Services. However, if you choose to submit suggestions to improve our service, you acknowledge that you do so voluntarily, and in doing so you agree to assign to Jovial all rights to any and all such suggestions (including patentable inventions), and to make best efforts to assist Jovial in the filing, prosecution, or other perfection of any such intellectual property rights. You further agree not to assert any claims against Jovial under any intellectual property rights you may have obtained that are based in whole or in part on any voluntary suggestions you may have submitted to us, or to permit others to assert any such claims.

9. PROHIBITED CONTENT AND USES

You agree that your use of the Services shall not in any way: (1) violate any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, antidiscrimination or false advertising); (2) be fraudulent, false, misleading, or inaccurate; (3) involve the swapping of counterfeit or stolen items; (4) infringe upon any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (5) be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (6) be obscene or contain child pornography or be otherwise adult in nature or harmful to minors; (7) cause, create, or transmit any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (8) create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers; (9) send unsolicited commercial or bulk e-mail or any other method of distributing electronic messages to recipients who have not requested them, otherwise known as "spam"; 10) attempt in any way to access, modify, or utilize the Jovial web site in any way not intended, otherwise known as "hacking"; 11) violate any Code of Conduct applicable to any portion of the Services you may choose to use; or 12) transmit or cause to transmit any information subject to the HIPPA. You agree that Jovial may immediately terminate, without any warning, your account and your access to Jovial if you conduct these activities, even if you paid a fee to use any of the Services. You expressly agree to indemnify us against any and all liability arising from you conducting these activities, as set forth in Section 11 of this Agreement. You may not engage in any activity (or consummate any transaction that was initiated using the Services) that could cause us to violate any applicable law, statute, ordinance or regulation, or that violates any of our restrictions or prohibitions. Jovial reserves the right to disclose any violations publicly on any of its Services or on any website or other service offered by any third party, with or without notice to you. Jovial further reserves the right to report violations to the proper government authorities, Internet service providers, Internet control organizations, trade organizations, credit bureaus, or any enforcement authority, with or without notice to you.

10. PAYMENT PROCESSING SERVICES

Jovial offers optional payment processing services provided by Stripe, a third-party payment processing service. Such use of the payment processing services is subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By signing up and continuing to use the payment processing services, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Jovial enabling payment processing services through Stripe, you agree to provide Jovial accurate and complete information about you and your business/school, and you authorize Jovial to share it and transaction information related to your use of the payment processing services provided by Stripe. You agree to maintain a non-negative account balance at all times. In the event of a negative balance (which may arise due to chargebacks, refunds, and the like), you authorize Jovial to debit your account to cover said balance, and in any event you agree to promptly deposit funds into your Jovial account to remove said negative balance. You further agree the payment processing services are offered at Jovial's sole discretion. Jovial reserves the right to not offer you payment processing services, and also reserves the right to restrict or terminate your use of the payment processing services at any time.

11. INDEMNIFICATION

You agree to indemnify, defend and hold harmless Jovial, its affiliates, officers, directors, employees, shareholders, consultants and agents from any and all third party claims, allegations, liability, damages, and/or costs (including, but not limited to, attorneys fees) arising from your use of the Services, your violation of this Agreement, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity. This Agreement will inure to the benefit of Jovial's successors, assigns and licensees.

12. WARRANTIES, EXCLUSIONS, AND LIMITATIONS

THE SERVICES ARE PROVIDED BY Jovial ON AN "AS IS" BASIS, AND Jovial EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL Jovial BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER WITH RESPECT TO THE SERVICES.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. Jovial EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT Jovial MAKES NO WARRANTY THAT
(I) THE SERVICES WILL MEET YOUR REQUIREMENTS,
(II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE,
(III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE,
(IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND
(V) ANY ERRORS IN ANY SOFTWARE RELATED TO THE SERVICES WILL BE CORRECTED.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Jovial OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT Jovial SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF Jovial HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM:
(I) THE USE OR THE INABILITY TO USE THE SERVICES;
(II) 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 SERVICES;
(III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA;
(IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR
(V) ANY OTHER MATTER RELATING TO THE SERVICES. 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.