These
Terms of Use constitute a legally binding agreement made between you, whether personally
or on behalf of an entity (“you”) and
groupy.online
groupy.online website as well as any other media form, media
channel, mobile website or mobile application related, linked, or otherwise connected
thereto (collectively, the “Site”).
Germany
and have our registered office at
Frankfurter Allee
Berlin
10247
.
Supplemental
terms and conditions or documents that may be posted on the Site from time to time are
hereby expressly incorporated herein by reference. We reserve the right, in our sole
discretion, to make changes or modifications to these Terms of Use
The
information provided on the Site 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 us to any registration requirement
within such jurisdiction or country. Accordingly, those persons who choose to access the
Site from other locations do so on their own initiative and are solely responsible for
compliance with local laws, if and to the extent local laws are applicable.
The
Site is not tailored to comply with industry-specific regulations (Health Insurance
Portability and Accountability Act (HIPAA), Federal Information Security Management Act
(FISMA), etc.), so if your interactions would be subjected to such laws, you may not use
this Site. You may not use the Site in a way that would violate the Gramm-Leach-Bliley
Act (GLBA).
Unless
otherwise indicated, the Site is our proprietary
property and all source code, databases, functionality, software, website
designs, audio, video, text, photographs, and graphics on the Site
(collectively, the “Content”) and the trademarks, service marks, and logos
contained therein (the “Marks”) are owned or controlled by us or licensed to
us, and are protected by copyright and trademark laws and various other
intellectual property rights and unfair competition laws of the United States,
international copyright laws, and international conventions. The Content and the Marks
are provided on the
Site “AS IS” for your information and personal use only. Except as expressly provided in
these Terms
of Use, no part of the Site and no Content or Marks may be copied, reproduced,
aggregated, republished, uploaded, posted, publicly displayed, encoded,
translated, transmitted, distributed, sold, licensed, or otherwise exploited
for any commercial purpose whatsoever, without our express prior written
permission.
Provided
that you are eligible to use the Site, you are
granted a limited license to access and use the Site and to download or print a
copy of any portion of the Content to which you have properly gained access
solely for your personal, non-commercial use. We reserve all rights not
expressly granted to you in and to the Site, the Content and the Marks.
By using
the Site, you represent and warrant that:
(1) all registration
information you submit will be true, accurate, current, and complete;
(2) you will maintain
the accuracy of such information and promptly update such registration
information as necessary
;
(3) you have the
legal capacity and you agree to comply with these Terms of
Use;
(4) you are not a minor in the
jurisdiction in which you reside
, or if a minor, you have received parental
permission to use the Site
; (5) you will not access the Site
through automated or non-human means, whether through a bot, script, or otherwise;
(6) you will not use the Site for
any illegal or unauthorized purpose; and (7) your use of the Site will not
violate any applicable law or regulation.
If you
provide any information that is untrue, inaccurate, not current, or incomplete, we
have the right to suspend or terminate your account and refuse any and all current
or future use of the Site (or any portion thereof).
You
may be required to register with the Site. You agree to keep your password
confidential and will be responsible for all use of your account and
password. We reserve the right to remove, reclaim, or change a username you
select if we determine, in our sole discretion, that such username is
inappropriate, obscene, or otherwise objectionable.
You may
not access or use the Site for any purpose other than that for which we make the
Site available. The Site may not be used in connection with any commercial endeavors
except those that are specifically endorsed or approved by us.
As
a user of the Site, you agree not to:
- Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
- Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
- Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.
- Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
- Use any information obtained from the Site in order to harass, abuse, or harm another person.
- Make improper use of our support services or submit false reports of abuse or misconduct.
- Use the Site in a manner inconsistent with any applicable laws or regulations.
- Engage in unauthorized framing of or linking to the Site.
- Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site.
- Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
- Delete the copyright or other proprietary rights notice from any Content.
- Attempt to impersonate another user or person or use the username of another user.
- Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
- Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
- Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.
- Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.
- Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
- Except as permitted by applicable law, decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
- Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site, or using or launching any unauthorized script or other software.
- Use a buying agent or purchasing agent to make purchases on the Site.
- Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
- Use
the Site as part of any effort to compete with us or
otherwise use the Site and/or the Content for any
revenue-generating endeavor or commercial
enterprise.
- Use
the Site to advertise or offer to sell goods and
services.
- Sell
or otherwise transfer your
profile.
6.
USER GENERATED CONTRIBUTIONS
- The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Site, and other users of the Site to use your Contributions in any manner contemplated by the Site and these Terms of Use.
- You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Site and these Terms of Use.
- Your Contributions are not false, inaccurate, or misleading.
- Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
- Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
- Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
- Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
- Your Contributions do not violate any applicable law, regulation, or rule.
- Your Contributions do not violate the privacy or publicity rights of any third party.
- Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
- Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
- Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms of Use, or any applicable law or regulation.
Any
use of the Site in violation of the foregoing violates these Terms of
Use and may result in, among other things, termination or suspension of
your rights to use the Site.
7.
CONTRIBUTION LICENSE
You agree
that we may access, store, process, and use any information and personal data that
you provide following the terms of the Privacy Policy and your choices (including
settings).
By
submitting suggestions or other feedback regarding the Site, you agree that we can
use and share such feedback for any purpose without compensation to you.
We do not
assert any ownership over your Contributions. You retain full ownership of all of
your Contributions and any intellectual property rights or other proprietary rights
associated with your Contributions. We are not liable for any statements or
representations in your Contributions provided by you in any area on the Site. You
are solely responsible for your Contributions to the Site and you expressly agree to
exonerate us from any and all responsibility and to refrain from any legal action
against us regarding your Contributions.
8.
GUIDELINES FOR REVIEWS
We may
provide you areas on the Site to leave reviews or ratings. When posting a review,
you must comply with the following criteria: (1) you should have firsthand
experience with the person/entity being reviewed; (2) your reviews should not
contain offensive profanity, or abusive, racist, offensive, or hate language; (3)
your reviews should not contain discriminatory references based on religion, race,
gender, national origin, age, marital status, sexual orientation, or disability; (4)
your reviews should not contain references to illegal activity; (5) you should not
be affiliated with competitors if posting negative reviews; (6) you should not make
any conclusions as to the legality of conduct; (7) you may not post any false or
misleading statements; and (8) you may not organize a campaign encouraging others to
post reviews, whether positive or negative.
We may
accept, reject, or remove reviews in our sole discretion. We have absolutely no
obligation to screen reviews or to delete reviews, even if anyone considers reviews
objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily
represent our opinions or the views of any of our affiliates or partners. We do not
assume liability for any review or for any claims, liabilities, or losses resulting
from any review. By posting a review, you hereby grant to us a perpetual,
non-exclusive, worldwide, royalty-free, fully-paid, assignable, and sublicensable
right and license to reproduce, modify, translate, transmit by any means, display,
perform, and/or distribute all content relating to reviews.
9.
SUBMISSIONS
You
acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or
other information regarding the Site ("Submissions") provided by you to us are
non-confidential and shall become our sole property. We shall own exclusive rights,
including all intellectual property rights, and shall be entitled to the unrestricted
use and dissemination of these Submissions for any lawful purpose, commercial or
otherwise, without acknowledgment or compensation to you. You hereby waive all moral
rights to any such Submissions, and you hereby warrant that any such Submissions are
original with you or that you have the right to submit such Submissions. You agree there
shall be no recourse against us for any alleged or actual infringement or
misappropriation of any proprietary right in your Submissions.
We
reserve the
right, but not the obligation, to: (1) monitor the Site for violations of
these Terms of Use; (2) take appropriate legal action against anyone who, in
our sole discretion, violates the law or these Terms of Use, including without
limitation, reporting such user to law enforcement authorities; (3) in our sole
discretion and without limitation, refuse, restrict access to, limit the
availability of, or disable (to the extent technologically feasible) any of
your Contributions or any portion thereof; (4) in our sole discretion and
without limitation, notice, or liability, to remove from the Site or otherwise
disable all files and content that are excessive in size or are in any way
burdensome to our systems; and (5) otherwise manage the Site in a manner
designed to protect our rights and property and to facilitate the proper
functioning of the Site.
11.
PRIVACY
POLICY
We
care about data privacy and security. By using the Site, you agree
to be bound by our Privacy Policy posted on the Site, which is
incorporated into these Terms of Use. Please be advised the Site
is hosted in
Germany
Germany
Germany
Germany
These
Terms of Use shall remain in full force and effect while you use the Site. WITHOUT
LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE
DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE
(INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO
REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR
COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY
TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE
YOUR ACCOUNT AND
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME,
WITHOUT WARNING, IN OUR SOLE DISCRETION.
If
we terminate
or suspend your account for any reason, you are prohibited from registering and
creating a new account under your name, a fake or borrowed name, or the name of
any third party, even if you may be acting on behalf of the third party. In
addition to terminating or suspending your account, we reserve the right to
take appropriate legal action, including without limitation pursuing civil,
criminal, and injunctive redress.
We
reserve the right to change, modify, or remove the contents of the Site at any time or
for any reason at our sole discretion without notice. However, we have no obligation to
update any information on our Site. We also reserve the right to modify or discontinue
all or part of the Site without notice at any time. We will not be liable to you or any
third party for any modification, price change, suspension, or discontinuance of the
Site.
We
cannot guarantee
the Site will be available at all times. We may experience hardware, software,
or other problems or need to perform maintenance related to the Site, resulting
in interruptions, delays, or errors. We
reserve the right to change, revise, update, suspend, discontinue, or otherwise
modify the Site at any time or for any reason without notice to you. You agree that we
have no liability
whatsoever for any loss, damage, or inconvenience caused by your inability to
access or use the Site during any downtime or discontinuance of the Site. Nothing in
these Terms of Use will be
construed to obligate us to maintain and support the Site or to supply any
corrections, updates, or releases in connection therewith.
These
conditions are governed by and interpreted following the laws of Germany
groupy.online and yourself both agree to submit
to the non-exclusive jurisdiction of the courts of Berlin
, which means that you may make a claim to defend your consumer protection
rights in regards to these Terms of Use in
Germany
Informal
Negotiations
To
expedite resolution and control the cost of any dispute, controversy, or
claim related to these Terms of Use (each "Dispute" and collectively,
the “Disputes”) brought by either you or us (individually, a “Party” and
collectively, the “Parties”), the Parties agree to first attempt to
negotiate any Dispute (except those Disputes expressly provided below)
informally for at least thirty (30) days before initiating
arbitration. Such informal negotiations commence upon written notice
from one Party to the other Party.
Any dispute arising from
the relationships between the Parties to this contract shall be determined by one
arbitrator who will be chosen in accordance with the Arbitration and Internal Rules of
the European Court of Arbitration being part of the European Centre of Arbitration
having its seat in Strasbourg, and which are in force at the time the application for
arbitration is filed, and of which adoption of this clause constitutes acceptance. The
seat of arbitration shall be Berlin , Germany
English or German
. Applicable rules of substantive law shall be the law of Germany
The
Parties agree that any arbitration shall be limited to the Dispute between
the Parties individually. To the full extent permitted by law, (a) no
arbitration shall be joined with any other proceeding; (b) there is no right
or authority for any Dispute to be arbitrated on a class-action basis or to
utilize class action procedures; and (c) there is no right or authority for
any Dispute to be brought in a purported representative capacity on behalf
of the general public or any other persons.
The
Parties agree that the following Disputes are not subject to the above
provisions concerning informal negotiations and binding arbitration: (a) any
Disputes seeking to enforce or protect, or concerning the validity of, any
of the intellectual property rights of a Party; (b) any Dispute related to,
or arising from, allegations of theft, piracy, invasion of privacy, or
unauthorized use; and (c) any claim for injunctive relief. If this provision
is found to be illegal or unenforceable, then neither Party will elect to
arbitrate any Dispute falling within that portion of this provision found to
be illegal or unenforceable and such Dispute shall be decided by a court of
competent jurisdiction within the courts listed for jurisdiction above, and
the Parties agree to submit to the personal jurisdiction of that
court.
There
may be
information on the Site that contains typographical errors, inaccuracies, or
omissions, including descriptions, pricing, availability, and various other
information. We reserve the right to
correct any errors, inaccuracies, or omissions and to change or update the
information on the Site at any time, without prior notice.
THE
SITE IS PROVIDED
ON AN AS-IS AND AS-AVAILABLE BASIS. YOU
AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE
FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT
THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY
WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY
FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2)
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM
YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF
OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION
TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH
MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY
ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF
ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR
OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE,
OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A
THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE
APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A
PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU
AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE
PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU
SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
IN
NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY
FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE
DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM
YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN,
OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION, WILL AT ALL TIMES BE LIMITED TO
THE
AMOUNT PAID, IF ANY, BY YOU TO US
DURING
THE six (6) mONTH
PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING
. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW
LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN
DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR
LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
You
agree to
defend, indemnify, and hold us harmless, including our subsidiaries,
affiliates, and all of our respective officers, agents, partners, and
employees, from and against any loss, damage, liability, claim, or demand, including
reasonable attorneys’ fees and expenses, made by any third party due to or
arising out of:
(1) use of the Site; (2) breach of these Terms of Use; (3) any breach of your representations and
warranties set forth in these Terms of Use; (4) your violation of the rights of a third
party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other
user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we
reserve the right, at your expense, to assume the exclusive defense and control of any
matter for which you are required to indemnify us, and you agree to cooperate, at your
expense, with our defense of such claims. We will use reasonable efforts to notify you
of any such claim, action, or proceeding which is subject to this indemnification upon
becoming aware of it.
We
will maintain
certain data that you transmit to the Site for the purpose of managing the
performance of the Site, as well as data relating to your use of the Site. Although we
perform regular routine backups
of data, you are solely responsible for all data that you transmit or that
relates to any activity you have undertaken using the Site. You agree
that we shall have no liability to you for any loss or corruption of any such
data, and you hereby waive any right of action against us arising from any such
loss or corruption of such data.
Visiting
the Site, sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree that all
agreements, notices, disclosures, and other communications we provide to you electronically,
via email and on the Site, satisfy any legal requirement that such communication be in
writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER
RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS
INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements
under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which
require an original signature or delivery or retention of non-electronic records, or to
payments or the granting of credits by any means other than electronic means.
If
any complaint
with us is not satisfactorily resolved, you can contact the Complaint
Assistance Unit of the Division of Consumer Services of the California
Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N
112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916)
445-1254.
These
Terms of Use and any policies or operating rules posted by us on the Site or in respect to
the Site constitute the entire agreement and understanding between you and us. Our failure
to exercise or enforce any right or provision of these Terms of Use shall not operate as a
waiver of such right or provision. These Terms of Use operate to the fullest extent
permissible by law. We may assign any or all of our rights and obligations to others at any
time. We shall not be responsible or liable for any loss, damage, delay, or failure to act
caused by any cause beyond our reasonable control. If any provision or part of a provision
of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision
or part of the provision is deemed severable from these Terms of Use and does not affect the
validity and enforceability of any remaining provisions. There is no joint venture,
partnership, employment or agency relationship created between you and us as a result of
these Terms of Use or use of the Site. You agree that these Terms of Use will not be
construed against us by virtue of having drafted them. You hereby waive any and all defenses
you may have based on the electronic form of these Terms of Use and the lack of signing by
the parties hereto to execute these Terms of Use.
In
order to resolve a complaint regarding the Site or to receive further information
regarding use of the Site, please contact us at: