Terms of Use and Conditions
These
Terms of Use are effective on May 1, 2024. To access our previous Terms of Use, please click here.
By accessing or using the Ginicoe website, the Ginicoe service,
or any applications (including mobile applications) made available by Ginicoe
(together, the "Service"), however accessed, you agree to be bound by
these terms of use ("Terms of Use and Conditions"). The Service is owned or
controlled by Ginicoe Corporation ("Ginicoe"). These
Terms of Use affect your legal rights and obligations. If you do not agree to
be bound by all of these Terms of Use and Conditions, do not access or use the Service.
There may be times when we
offer a special feature that has its own terms and conditions that apply in
addition to these Terms of Use and Conditions. In those cases, the terms specific to the
special feature(s) control to the extent there is a conflict with these Terms of
Use and Conditions.
ARBITRATION
NOTICE: EXCEPT IF YOU OPT-OUT AND EXCEPT FOR CERTAIN TYPES OF DISPUTES
DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU
AND GINICOE WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE
YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
Basic Terms
1. You must be at least 13 years old to use the Service.
2. You may not post, publish, or display violent, nude, partially nude, discriminatory,
unlawful, infringing, hateful, pornographic or sexually suggestive photos or
other content via the Service.
3. You are responsible for any activity that occurs through your
account and you agree you will not sell, transfer, license or assign your
account, followers, username, Global Unique Identifier (GUID), or any account rights. With the exception of
people or businesses that are expressly authorized to create accounts on behalf
of their employers or clients, Ginicoe prohibits the creation of and you agree
that you will not create an account for anyone other than yourself. You also
represent that all information you provide or provided to Ginicoe upon
registration and at all other times will be true, accurate, current and complete
and you agree to update your information as necessary to maintain its truth and
accuracy.
4. You agree that you will not solicit, collect or use the login
credentials of other Ginicoe members and/or users.
5. You are responsible for keeping your password secret and secure.
6. You must not defame, stalk, bully, abuse, harass, threaten,
impersonate or intimidate people or entities and you must not post, publish, display private or
confidential information via the Service, including, without limitation, your
or any other person's credit card information, social security or alternate
national identity numbers, physical or IP address, non-public phone numbers or non-public email
addresses.
7. You may not use the Service for any illegal or unauthorized
purpose. You agree to comply with all laws, rules and regulations (for example,
federal, state, local and provincial) applicable to your use of the Service and
your Content (defined below), including but not limited to, copyright laws.
8. You are solely responsible for your conduct and any data, text,
files, information, usernames, images, graphics, photos, profiles, audio and
video clips, sounds, musical works, works of authorship, applications, links
and other content or materials (collectively, "Content") that you
submit, post, publish, or display on or via the Service.
9. You must not change, modify, adapt or alter the Service or
change, modify or alter another website so as to falsely imply that it is
associated with the Service or Ginicoe.
10. You must not access Ginicoe's private API by means other than
those permitted by Ginicoe. Use of Ginicoe's API is subject to a separate set
of terms available here: http://GiniCoe.com/about/legal/terms/api/("API Terms").
11. You must not create or submit unwanted emails, comments, likes or
other forms of commercial or harassing communications (a/k/a "spam")
to any Ginicoe users.
12. You must not use domain names or web URLs or trademark names in your username
without prior written consent from Ginicoe.
13. You must not interfere or disrupt the Service or servers or
networks connected to the Service, including by transmitting any worms,
viruses, spyware, malware, trojans, timebombs or any other code of a destructive or disruptive
nature. You may not inject content or code or otherwise alter or interfere with
the way any Ginicoe page or form is rendered or displayed in a user's browser or device.
14. You must comply with Ginicoe's Community Guidelines, available
here:http://help.GiniCoe.com/customer/portal/articles/xxxxxx-community-guidelines.
15. You must not create accounts with the Service through
unauthorized means, including but not limited to, by using an automated device,
script, bot, spider, crawler, scraper or AI engine.
16. You must not attempt to restrict another user from using or
enjoying the Service and you must not encourage or facilitate violations of
these Terms of Use and Conditions or any other Ginicoe terms.
17. Violation of these Terms of Use and Conditions may, in Ginicoe's sole
discretion, result in termination of your Ginicoe account. You understand and
agree that Ginicoe cannot and will not be responsible for the Content posted on
the Service and you use the Service at your own risk. If you violate the letter
or spirit of these Terms of Use and Conditions, or otherwise create risk or possible legal
exposure for Ginicoe, we can stop providing all or part of the Service to you.
General Conditions
1. We reserve the right to modify or terminate the Service or your
access to the Service for any reason, without notice, at any time, and without
liability to you nothwishstanding the FCRA adverse action requirements. You can deactivate your Ginicoe account by logging into the
Service and completing the form available here: https://GiniCoe.com/accounts/remove/request/. If we terminate your access to the Service or you use the form
detailed above to deactivate your account, your photos, comments, Pedigree Information, GeoLocation Information, Ethnicity, Positive Conversation data, and all other data will no longer be accessible through your
account (e.g., users will not be able to navigate to your username and view
your photos, rate your positive conversations, etc.), but those materials and data may persist and appear within the
Service (e.g., if your Content has been reshared by others).
2. Upon termination, all licenses and other rights granted to you
in these Terms of Use and Conditions will immediately cease.
3. We reserve the right, in our sole discretion, to change these
Terms of Use and Conditions ("Updated Terms")
from time to time. Unless we make a change for legal or administrative reasons,
we will provide reasonable advance notice before the Updated Terms become
effective. You agree that we may notify you of the Updated Terms by posting
them on the Service, and that your use of the Service after the effective date
of the Updated Terms (or engaging in such other conduct as we may reasonably
specify) constitutes your agreement to the Updated Terms. Therefore, you should
review these Terms of Use and Conditions and any Updated Terms before using the Service. The
Updated Terms will be effective as of the time of posting, or such later date
as may be specified in the Updated Terms, and will apply to your use of the
Service from that point forward. These Terms of Use will govern any disputes
arising before the effective date of the Updated Terms.
4. We reserve the right to refuse access to the Service to anyone
for any reason at any time.
5. We reserve the right to force forfeiture of any username for any
reason.
6. We may, but have no obligation to, remove, edit, block, and/or
monitor Content or accounts containing Content that we determine in our sole
discretion violates these Terms of Use and Conditions.
7. You are solely responsible for your interaction with other users (consumers, merchants, banks, government, health care, education) of the Service, whether online or offline. You agree that Ginicoe is not
responsible or liable for the conduct of any user. Ginicoe reserves the right,
but has no obligation, to monitor or become involved in disputes between you
and other users. Exercise common sense and your best judgment when interacting
with others, including when you submit or post Content or any personal or other
information.
8. There may be links from the Service, or from communications you
receive from the Service, to third-party web sites or features. There may also
be links to third-party web sites or features in images or comments within the
Service. The Service also includes third-party content that we do not control,
maintain or endorse. Functionality on the Service may also permit interactions
between the Service and a third-party web site or feature, including
applications that connect the Service or your profile on the Service with a
third-party web site or feature. For example, the Service may include a feature
that enables you to share Content from the Service or your Content with a third
party merchant, which may be publicly posted on that third party's service or
application. Using this functionality typically requires you to login to your
account on the third-party service and you do so at your own risk. Ginicoe does
not control any of these third-party web services or any of their content. You
expressly acknowledge and agree that Ginicoe is in no way responsible or liable
for any such third-party services or features. YOUR CORRESPONDENCE AND BUSINESS
DEALINGS WITH THIRD PARTIES FOUND THROUGH THE SERVICE ARE SOLELY BETWEEN YOU
AND THE THIRD PARTY. You may choose, at your sole and absolute discretion and
risk, to use applications that connect the Service or your profile on the
Service with a third-party service (each, an "Application") and such
Application may interact with, connect to or gather and/or pull information
from and to your Service profile. By using such Applications, you acknowledge
and agree to the following: (i) if you use an Application to share information that exceed the service,
you are consenting to information about your profile on the Service being
shared; (ii) your use of an Application may cause personally identifying
information to be publicly disclosed and/or associated with you, even if
Ginicoe has not itself provided such information; and (iii) your use of an
Application is at your own option and risk, and you will hold the Ginicoe
Parties (defined below) harmless for activity related to the Application.
9. You agree that you are responsible for all transaction charges you incur through use of the Service that is uniquely associated with your social justice outerchange rating (SoJOR).
10. We prohibit crawling, scraping, caching, AI engines, or otherwise accessing
any content on the Service via automated means, including but not limited to,
user profiles and photos (except as may be the result of standard search engine
protocols or technologies used by a search engine with Ginicoe's express
consent).
Rights
1. Ginicoe does not claim ownership of any Content that you post on
or through the Service. Instead, you hereby grant to Ginicoe a non-exclusive,
fully paid and royalty-free, transferable, sub-licensable, worldwide license to
use the Content, image, likeness, and biometric that you post on or through the Service, subject to the Service's
Privacy Policy, available herehttp://GiniCoe.com/legal/privacy/, including but not limited to sections 3 ("Sharing of Your
Information"), 4 ("How We Store Your Information"), and 5
("Your Choices About Your Information"). You can choose who can view
your Content and activities, including your photos, images, likeness, as described in the Privacy
Policy.
2. Some of the Service is supported by advertising revenue and may
display advertisements and promotions, and you hereby agree that Ginicoe may
place such advertising and promotions on the Service or on, about, or in
conjunction with your Content, image, or likeness. The manner, mode and extent of such advertising
and promotions are subject to change without specific notice to you.
3. You acknowledge that we may not always identify paid services,
sponsored content, or commercial communications as such.
4. You represent and warrant that: (i) you own the Content, image, likeness, and biometric posted
by you on or through the Service or otherwise have the right to grant the
rights and licenses set forth in these Terms of Use and Conditions; (ii) the posting and use
of your Content on or through the Service does not violate, misappropriate or
infringe on the rights of any third party, including, without limitation,
privacy rights, publicity rights, copyrights, trademark and/or other
intellectual property rights; (iii) you agree to pay for all royalties, fees,
and any other monies owed by reason of Content, images, likeness, or biometrics that you post on or through the
Service; and (iv) you have the legal right and capacity to enter into these
Terms of Use and Conditions in your jurisdiction.
5. The Service contains content owned or licensed by Ginicoe
("Ginicoe Content"). Ginicoe Content is protected by copyright,
trademark, patent, trade secret and other laws, and, as between you and
Ginicoe, Ginicoe owns and retains all rights in the Ginicoe Content and the
Service. You will not remove, alter, reverse engineer, or conceal any copyright, trademark,
service mark or other proprietary rights notices incorporated in or
accompanying the Ginicoe Content and you will not reproduce, modify, adapt,
prepare derivative works based on, perform, display, publish, distribute,
transmit, broadcast, sell, license, lease or otherwise exploit the Ginicoe Content.
6. The Ginicoe name and logo are trademarks of Ginicoe, and may not
be copied, imitated or used, in whole or in part, without the prior written
permission of Ginicoe, except in accordance with our brand guidelines,
available here: http://help.GiniCoe.com/customer/portal/articles/xxxxxx. In addition, all page headers, custom graphics, button icons
and scripts are service marks, trademarks and/or trade dress of Ginicoe, and
may not be copied, imitated, reverse engineered or used, in whole or in part, without prior written
permission from Ginicoe.
7. Although it is Ginicoe's intention for the Service to be
available as much as possible, there will be occasions when the Service may be
interrupted, including, without limitation, for scheduled maintenance or
upgrades, for emergency repairs, or due to failure of telecommunications links
and/or equipment. Also, Ginicoe reserves the right to remove any Content from
the Service for any reason, without prior notice. Content removed from the
Service may continue to be stored by Ginicoe, including, without limitation, in
order to comply with certain legal obligations, but may not be retrievable
without a valid court order. Consequently, Ginicoe encourages you to maintain
your own backup of your Content. In other words, Ginicoe is not a backup
service and you agree that you will not rely on the Service for the purposes of
Content backup or storage. Ginicoe will not be liable to you for any
modification, suspension, or discontinuation of the Services, or the loss of
any Content. You also acknowledge that the Internet including WiFi or cellular connections may be subject to breaches
of security and that the submission of Content or other information may not be
secure.
8. You agree that Ginicoe is not responsible for, and does not
endorse, Content posted, published, or displayed within the Service. Ginicoe does not have any
obligation to prescreen, monitor, edit, or remove any Content beyond our liveness detection and similar authentication systems. If your Content
violates these Terms of Use and Conditions, you may bear legal responsibility for that Content.
9. Except as otherwise described in the Service's Privacy Policy,
available at http://GiniCoe.com/legal/privacy/ , as between you and Ginicoe, any
Content will be non-confidential and non-proprietary and we will not be liable
for any use or disclosure of Content. You acknowledge and agree that your
relationship with Ginicoe may be considerd a confidential, fiduciary, or other type of
special relationship as governed by the FCRA and a consumer investigate report, and that your decision to submit any Content does not
place Ginicoe in a position that is any different from the position held by
members of the general public, including with regard to your Content. None of
your Content will be subject to any obligation of confidence on the part of
Ginicoe outside of best privacy practices and pursaunt to the FCRA, and Ginicoe will not be liable for any use or disclosure of any
Content you provide.
10. It is GiniCoe's policy not to accept or consider content,
information, ideas, suggestions or other materials other than those we have
specifically requested and to which certain specific terms, conditions and
requirements may apply. This is to avoid any misunderstandings or unsolicited materials if your ideas
are similar to those we have developed or are developing independently.
Accordingly, Ginicoe does not accept unsolicited materials or ideas, and takes
no responsibility for any materials or ideas so transmitted. If, despite our
policy, you choose to send us content, information, ideas, suggestions, or
other materials, you further agree that Ginicoe is free to use any such
content, information, ideas, suggestions or other materials, for any purposes
whatsoever, including, without limitation, developing and marketing products
and services, without any liability or payment of any kind to you.
Reporting Copyright and Other IP Violations
1. We respect other people's rights, and expect you to do the same.
2. We provide you with tools to help you protect your intellectual
property rights. To learn more about how to report claims of intellectual
property infringement, visit: http://help.GiniCoe.com/customer/portal/articles/xxxxxx
3. If you repeatedly infringe other people's intellectual property
rights, we will disable your account when appropriate.
Disclaimer of Warranties
THE SERVICE, INCLUDING,
WITHOUT LIMITATION, GINICOE CONTENT, IS PROVIDED ON AN "AS IS",
"AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TO THE FULLEST
EXTENT PERMISSIBLE BY LAW, NEITHER GINICOE NOR ITS PARENT COMPANY NOR ANY OF
THEIR EMPLOYEES, MANAGERS, OFFICERS OR AGENTS (COLLECTIVELY, THE "GINICOE
PARTIES") MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY
KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE SERVICE; (B) THE GINICOE
CONTENT; (C) USER CONTENT; OR (D) SECURITY ASSOCIATED WITH THE TRANSMISSION OF
INFORMATION TO GINICOE OR VIA THE SERVICE. IN ADDITION, THE GINICOE PARTIES
HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED
TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND
FREEDOM FROM COMPUTER VIRUS.
THE GINICOE PARTIES DO NOT
REPRESENT OR WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED; THAT
DEFECTS WILL BE CORRECTED; OR THAT THE SERVICE OR THE SERVER THAT MAKES THE
SERVICE AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT
LIMITATION, VIRUSES. THE GINICOE PARTIES DO NOT MAKE ANY REPRESENTATIONS OR
WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE SERVICE IS
ACCURATE, COMPLETE, OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICE IS
AT YOUR SOLE RISK. THE GINICOE PARTIES DO NOT WARRANT THAT YOUR USE OF THE
SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE GINICOE PARTIES
SPECIFICALLY DISCLAIM SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW
THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT
APPLY TO YOU TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOU AND
THESE TERMS OF USE AND CONDITIONS.
BY ACCESSING OR USING THE
SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY
JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE.
THE GINICOE PARTIES DO NOT
ENDORSE CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO
ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL,
PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR
CHARACTER BASED UPON OR RESULTING FROM ANY CONTENT.
Limitation of Liability; Waiver
UNDER NO CIRCUMSTANCES
WILL THE GINICOE PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND
(INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY,
SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE
DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SERVICE; (B) THE GINICOE CONTENT;
(C) USER CONTENT; (D) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE
SERVICE; (E) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE
GINICOE PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER
PARTY'S USE OF THE SERVICE; (F) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT
OR OTHER INTELLECTUAL PROPERTY OWNERS; (G) ANY ERRORS OR OMISSIONS IN THE
SERVICE'S OPERATION; OR (H) ANY DAMAGE TO ANY USER'S COMPUTER, MOBILE DEVICE,
OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY
SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION,
INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR
NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK
STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF
FORESEEABLE OR EVEN IF THE GINICOE PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE
KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT,
NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER
CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS
FAILURE, OR THEFT OR DESTRUCTION OF THE SERVICE). IN NO EVENT WILL THE GINICOE
PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING,
WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE
LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT WILL THE GINICOE
PARTIES TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OR ACTION
EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00).
YOU AGREE THAT IN THE
EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF GINICOE'S
ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR
SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY
WEB SITE, SERVICE, PROPERTY, PRODUCT OR OTHER CONTENT OWNED OR CONTROLLED BY
THE GINICOE PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE
DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION
OF ANY WEB SITE, PROPERTY, PRODUCT, SERVICE, OR OTHER CONTENT OWNED OR
CONTROLLED BY THE GINICOE PARTIES.
BY ACCESSING THE SERVICE,
YOU UNDERSTAND AND HEREBY MAKE A 'CONSCIOUS CHOICE' THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE
AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU
ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE AND RELEASE, THE
BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF NEW YORK, AND ANY SIMILAR LAW OF
ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "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."
GINICOE IS NOT RESPONSIBLE
FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU
RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND
DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY
CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.
Indemnification
You (and also any third
party for whom you operate an account or activity on the Service) agree to
defend (at Ginicoe's request), indemnify and hold the Ginicoe Parties harmless
from and against any claims, liabilities, damages, losses, and expenses,
including without limitation, reasonable attorney's fees and costs, arising out
of or in any way connected with any of the following (including as a result of
your direct activities on the Service or those conducted on your behalf): (i)
your Content or your access to or use of the Service; (ii) your breach or
alleged breach of these Terms of Use and Conditions; (iii) your violation of any third-party
right, including without limitation, any intellectual property right,
publicity, confidentiality, property or privacy right; (iv) your violation of
any laws, rules, regulations, codes, statutes, ordinances or orders of any
governmental and quasi-governmental authorities, including, without limitation,
all regulatory, administrative and legislative authorities; or (v) any
misrepresentation made by you. You will cooperate as fully required by Ginicoe
in the defense of any claim. Ginicoe reserves the right to assume the exclusive
defense and control of any matter subject to indemnification by you, and you
will not in any event settle any claim without the prior written consent of
Ginicoe.
Arbitration
Except if you opt-out or
for disputes relating to: (1) your or Ginicoe's intellectual property (such as
trademarks, trade dress, domain names, trade secrets, copyrights and patents);
(2) violations of the API Terms; or (3) violations of provisions 13 or 15 of
the Basic Terms, above ("Excluded Disputes"), you agree that all disputes
between you and Ginicoe (whether or not such dispute involves a third party)
with regard to your relationship with Ginicoe, including without limitation
disputes related to these Terms of Use and Conditions, your use of the Service, and/or rights
of privacy and/or publicity, will be resolved by binding, individual
arbitration under the American Arbitration Association's rules for arbitration
of consumer-related disputes and you and Ginicoe hereby expressly waive trial
by jury. As an alternative, you may bring your claim in your local "small
claims" court, if permitted by that small claims court's rules. You may
bring claims only on your own behalf. Neither you nor Ginicoe will participate
in a class action or class-wide arbitration for any claims covered by this agreement.
You also agree not to participate in claims brought in a private attorney
general or representative capacity, or consolidated claims involving another
person's account, if Ginicoe is a party to the proceeding. This dispute
resolution provision will be governed by the Federal Arbitration Act. In the
event the American Arbitration Association is unwilling or unable to set a
hearing date within one hundred and sixty (160) days of filing the case, then
either Ginicoe or you can elect to have the arbitration administered instead by
the Judicial Arbitration and Mediation Services. Judgment on the award rendered
by the arbitrator may be entered in any court having competent jurisdiction.
Any provision of applicable law notwithstanding, the arbitrator will not have authority
to award damages, remedies or awards that conflict with these Terms of Use and Conditions.
You may opt out of this
agreement to arbitrate. If you do so, neither you nor Ginicoe can require the
other to participate in an arbitration proceeding. To opt out, you must notify
Ginicoe in writing within 30 days of the date that you first became subject to
this arbitration provision. You must use this address to opt out:
Ginicoe Corporation ATTN: Arbitration Opt-out Lenore F. Hutton, P.O. Box 12521
East Cleveland, Ohio 44112
You must include your name
and residence address, the email address you use for your Ginicoe account, and
a clear statement that you want to opt out of this arbitration agreement.
If the prohibition against
class actions and other claims brought on behalf of third parties contained
above is found to be unenforceable, then all of the preceding language in this
Arbitration section will be null and void. This arbitration agreement will
survive the termination of your relationship with Ginicoe.
Time Limitation on Claims
You agree that any claim
you may have arising out of or related to your relationship with Ginicoe must
be filed within one year after such claim arose; otherwise, your claim is
permanently barred.
Governing Law & Venue
These Terms of Use and Conditions are
governed by and construed in accordance with the laws of the State of Ohio,
without giving effect to any principles of conflicts of law AND WILL
SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR
THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE. For any action at law
or in equity relating to the arbitration provision of these Terms of Use and Conditions, the
Excluded Disputes or if you opt out of the agreement to arbitrate, you agree to
resolve any dispute you have with Ginicoe exclusively in a state or federal
court located in Cleveland, Ohio and to submit to the personal jurisdiction
of the courts located in Cuyahoga County for the purpose of litigating all
such disputes.
If any provision of these
Terms of Use and Conditions is held to be unlawful, void, or for any reason unenforceable
during arbitration or by a court of competent jurisdiction, then that provision
will be deemed severable from these Terms of Use and Conditons and will not affect the
validity and enforceability of any remaining provisions. Ginicoe's failure to
insist upon or enforce strict performance of any provision of these Terms will
not be construed as a waiver of any provision or right. No waiver of any of
these Terms will be deemed a further or continuing waiver of such term or
condition or any other term or condition. Ginicoe reserves the right to change
this dispute resolution provision, but any such changes will not apply to
disputes arising before the effective date of the amendment. This dispute
resolution provision will survive the termination of any or all of your
transactions with Ginicoe.
Entire Agreement
If you are using the
Service on behalf of a legal entity, you represent that you are authorized to
enter into an agreement on behalf of that legal entity. These Terms of Use and Conditions constitute the entire agreement between you and Ginicoe and governs your use of
the Service, superseding any prior agreements between you and Ginicoe. You will
not assign the Terms of Use and Conditions or assign any rights or delegate any obligations
hereunder, in whole or in part, whether voluntarily or by operation of law,
without the prior written consent of Ginicoe. Any purported assignment or
delegation by you without the appropriate prior written consent of Ginicoe will
be null and void. Ginicoe may assign these Terms of Use and Conditions or any rights hereunder
without your consent. If any provision of these Terms of Use and Conditions is found by a
court of competent jurisdiction to be invalid or otherwise unenforceable, the
parties nevertheless agree that such portion will be deemed severable from
these Terms of Use and Conditions and will not affect the validity and enforceability of the
remaining provisions, and the remaining provisions of the Terms of Use and Conditions remain
in full force and effect. Neither the course of conduct between the parties nor
trade practice will act to modify the Terms of Use and Conditions. These Terms of Use and Conditions do not
confer any third-party beneficiary rights.
Territorial Restrictions
The information provided
within the Service is not intended for distribution to or use by any person or
entity in any jurisdiction or country where such distribution or use would be
contrary to law or regulation or which would subject Ginicoe to any
registration requirement within such jurisdiction or country. We reserve the
right to limit the availability of the Service or any portion of the Service,
to any person, geographic area, or jurisdiction, at any time and in our sole
discretion, and to limit the quantities of any content, program, product,
service, map, demographic data or other feature that Ginicoe provides.
Software related to or
made available by the Service may be subject to United States export controls.
Thus, no software from the Service may be downloaded, exported or re-exported:
(a) into (or to a national or resident of) any country to which the United
States has embargoed goods; or (b) to anyone on the U.S. Treasury Department's
list of Specially Designated Nationals or the U.S. Commerce Department's Table
of Deny Orders. By downloading any software related to the Service, you
represent and warrant that you are not located in, under the control of, or a
national or resident of, any such country or on any such list.
The effective date of
these Terms of Use and Conditions is May 1, 2024. These Terms of Use and Conditions were written in English
(US). To the extent any translated version of these Terms of Use and Conditions conflicts with
the English version, the English version controls.