Last updated: January 15, 2021
2.ACCOUNT ELIGIBILITY AND YOUR RESPONSIBILITIES
Before you create an account on Heart Appeal, make sure you are eligible to use our Services. This section also details what you can and cannot do when using the Services, as well as the rights you grant Heart Appeal. To ensure that all our Users enjoy meeting real people with solid backgrounds and who are transparent about their lives, our app will only allow registration after verification of the phone number used through a one-time passcode. We reserve the right to disallow anyone from registering for the Service or to remove their account from our Service after registration.By using our Services, you represent and warrant that:1. You are at least 18 years old,
2. You are legally qualified to enter a binding contract with Heart Appeal,
3. You are single, legally separated, or divorced from your spouse,
4. 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,
5. You are not on any list of individuals prohibited from conducting business with the United States,
6. You are not prohibited by law from using our services,
7. You have not been convicted of or pled no contest to a felony or indictable offense (or crime of similar severity), a sex crime, or any crime involving violence,
8. You are not required to register as a sex offender with any state, federal or local sex offender registry,
9. You do not have more than one account on our Services; and
10. You have not previously been removed from our Services by us; unless you have our express written permission to create a new account.
If at any time you cease to meet these requirements, you must immediately delete your account.
You agree to:• Comply with these Terms, and check this page from time to time to ensure you are aware of any change,
• Comply with all applicable laws, including without limitation, privacy laws, intellectual property laws, anti-spam laws, and regulatory requirements,
• Use the latest version of the Website and/or App,
• Treat other Users in a courteous and respectful manner, both on and off our Services,
• Be respectful when communicating with any of our customer care representatives or other employees,
• Review the Safety Tips,
• Maintain a strong password and take reasonable measures to protect the security of your login information.
You agree that you will not::• Misrepresent your identity, age, current or previous positions, qualifications, or affiliations with a person or entity,
• Use the Services in a way that damages the Services or prevents their use by other Users,
• Use our Services in a way to interfere with, disrupt or negatively affect the platform, the servers, or our Services’ networks,
• Use our Services for any harmful, illegal, or nefarious purpose,
• Harass, bully, stalk, intimidate, assault, defame, harm, or otherwise mistreat any person,
• Post or share Prohibited Content (see below),
• Solicit passwords for any purpose, or personally identifying information for commercial or unlawful purposes from other Users or disseminate another person’s personal information without his or her permission,
• Solicit money or other items of value from another User, whether as a gift, loan, or form of compensation,
• Use another User’s account,
• Use our Services in relation to fraud, a pyramid scheme, or other similar practice; or • Violate the terms of the license granted to you by Heart Appeal (see Section 6 below).
• Disclose private or proprietary information that you do not have the right to disclose,
• Copy, modify, transmit, distribute, or create any derivative works from, any Member Content or Our Content, or any copyrighted material, images, trademarks, trade names, service marks, or other intellectual property, content or proprietary information accessible through our Services without Heart Appeal’s prior written consent,
• Express or imply that any statements you make are endorsed by Heart Appeal,
• Use any robot, crawler, site search/retrieval application, proxy or other manual or automatic device, method or process to access, retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of our Services or its contents,
• Upload viruses or other malicious code or otherwise compromise the security of our Services,
• Forge headers or otherwise manipulate identifiers to disguise the origin of any information transmitted to or through our Services,
• “Frame” or “mirror” any part of our Services without Heart Appeal’s prior written authorization,
• Use meta tags or code or other devices containing any reference to Heart Appeal or the platform (or any trademark, trade name, service mark, logo or slogan of Heart Appeal) to direct any person to any other website for any purpose,
• Modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile, or otherwise disassemble any portion of our Services, or cause others
• Use or develop any third-party applications that interact with our Services or Member Content or information without our written consent,
• Use, access, or publish the Heart Appeal application programming interface without our written consent,
• Probe, scan or test the vulnerability of our Services or any system or network; or
• Encourage, promote, or agree to engage in any activity that violates these Terms.
Prohibited Content—Heart Appeal prohibits uploading or sharing content that:• Is likely to be deemed offensive or to harass, upset, embarrass, alarm, or annoy any other person,
• Is obscene, pornographic, violent, or otherwise may offend human dignity, or contains nudity,
• Is abusive, insulting or threatening, discriminatory or that promotes or encourages racism, sexism, hatred, or bigotry,
• Encourages or facilitates any illegal activity including, without limitation, terrorism, inciting racial hatred or the submission of which constitutes committing a criminal offense,
• Is defamatory, libelous, or untrue,
• Relates to commercial activities (including, without limitation, sales, competitions, promotions, and advertising, solicitation for services, “sugar daddy” or “sugar baby” relationships, links to other websites or premium line telephone numbers),
• Involves the transmission of “junk” mail or “spam”,
• Contains any spyware, adware, viruses, corrupt files, worm programs or other malicious code designed to interrupt, damage or limit the functionality of or disrupt any software, hardware, telecommunications, networks, servers or other equipment, Trojan horse or any other material designed to damage, interfere with, wrongly intercept or expropriate any data or personal information whether from Heart Appeal or otherwise,
• Infringes upon any third party’s rights (including, without limitation, intellectual property rights and privacy rights),
• Was not written by you or was automatically generated, unless expressly authorized by Heart Appeal,
• Includes the image or likeness of another person without that person’s consent (or in the case of a minor, the minor’s parent or guardian), or is an image or likeness or a minor unaccompanied by the minor’s parent or guardian,
• Is inconsistent with the intended use of the Services; or
• May harm the reputation of Heart Appeal or its affiliates.
The uploading or sharing of content that violates these terms (“Prohibited Content”) may result in the immediate suspension or termination of your account.
It is important that you understand your rights and responsibilities regarding the content on our Services, including any content you provide or post. You are expressly prohibited from posting inappropriate content. While using our Services, you will have access to: (i) content that you upload or provide while using our Services (“Your Content”); (ii) content that other Users upload or provide while using our Services (“Member Content”); and (iii) content that Heart Appeal provides on and through our Services (“Our Content”). In this agreement, “content” includes, without limitation, all text, images, video, audio, or other material on our Services, including information on Users’ profiles and in direct messages between Users.a.Your ContentYou are responsible for Your Content. Do not share anything that you would not want others to see, that would violate this Agreement, or that may expose you or us to legal liability.
You are solely responsible and liable for Your Content, and, therefore, you agree to indemnify, defend, release, and hold us harmless from any claims made in connection with Your Content.
You represent and warrant to us that the information you provide to us or any other User is accurate, including any information submitted through Facebook or other third-party sources (if applicable), and that you will update your account information as necessary to ensure its accuracy.
The content included on your individual profile should be relevant to the intended use of our Services. You may not display any personal contact or banking information, whether in relation to you or any other person (for example, names, home addresses or postcodes, telephone numbers, email addresses, URLs, credit/debit card or other banking details). If you choose to reveal any personal information about yourself to other Users, you do so at your own risk. We encourage you to use caution in disclosing any personal information online.
Your individual profile will be visible to other people around the world, so be sure that you are comfortable sharing Your Content before you post. You acknowledge and agree that Your Content may be viewed by other Users, and, notwithstanding these Terms, other Users may share Your Content with third parties. By uploading Your Content, you represent and warrant to us that you have all necessary rights and licenses to do so and automatically grant us a license to use Your Content as provided under Section 7 below.
You understand and agree that we may monitor or review Your Content, and we have the right to remove, delete, edit, limit, or block or prevent access to any of Your Content at any time in our sole discretion. Furthermore, you understand agree that we have no obligation to display or review Your Content.
You (and all Users) grant a license to use Your Content, as defined in Section 7.
b.Member ContentWhile you will have access to Member Content, it is not yours and you may not copy or use Member Content for any purpose except as contemplated by these Terms.
Other Users will also share content on our Services. Member Content belongs to the User who posted the content and is stored on our servers and displayed at the direction of that User. You do not have any rights in relation to Member Content, and you may only use Member Content to the extent that your use is consistent with our Services’ purpose of allowing use to communicate with and meet one another. You may not copy the Member Content or use Member Content for commercial purposes, to spam, to harass, or to make unlawful threats. We reserve the right to terminate your account if you misuse Member Content.c.Our ContentHeart Appeal owns all other content on our Services.
Any other text, content, graphics, User interfaces, trademarks, logos, sounds, artwork, images, and other intellectual property appearing on our Services is owned, controlled or licensed by us and protected by copyright, trademark and other intellectual property law rights. All rights, title, and interest in and to Our Content remains with us at all times.
We grant you a limited license to access and use Our Content as provided under Section 6 below, and we reserve all other rights.
4.INAPPROPRIATE CONTENT AND MISCONDUCT; REPORTING
Heart Appeal does not tolerate inappropriate content or behavior on our Services.
We are committed to maintaining a positive and respectful Heart Appeal community, and we do not tolerate any inappropriate content or misconduct. We encourage you to report any inappropriate Member Content or misconduct by other Users. You can report a User directly through the App on a User’s profile. You may also email Heart Appeal Customer Service at email@example.com.
Member Content is subject to the terms and conditions of Sections 512(c) and/or 512(d) of the Digital Millennium Copyright Act 1998. To submit a complaint regarding Member Content that may constitute intellectual property infringement, see Section 12 (Digital Millennium Copyright Act) below.
Privacy is important to us. We have a separate policy about it that you should read.
6.RIGHTS YOU ARE GRANTED BY HEART APPEAL
Heart Appeal grants you the right to use and enjoy our Services, subject to these Terms.
For as long as you comply with these Terms, Heart Appeal grants you a personal, worldwide, non-assignable, non-exclusive, revocable, and non-sublicensable license to access and use our Services for purposes as intended by Heart Appeal and permitted by these Terms and applicable laws.
7.RIGHTS YOU GRANT HEART APPEAL
You own all the content you provide to Heart Appeal, but you also grant us the right to use Your Content as provided in this Agreement.
By creating an account or using the Services, you grant to Heart Appeal a worldwide, perpetual, transferable, sub-licensable, royalty-free, non-revokable right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, translate, modify, and distribute Your Content, including any information you authorize us to access from Facebook, Google, LinkedIn, or any other third-party source (if applicable), in whole or in part, and in any format or medium currently known or developed in the future. Heart Appeal’s license to Your Content shall be non-exclusive, except that Heart Appeal’s license shall be exclusive with respect to derivative works created through use of our Services. For example, Heart Appeal would have an exclusive license to screenshots of our Services that include Your Content. In addition, so that Heart Appeal can prevent the use of Your Content outside of our Services, you authorize Heart Appeal to act on your behalf with respect to infringing uses of Your Content taken from our Services by other Users or third parties. This expressly includes the authority, but not the obligation, to send notices pursuant to 17 U.S.C. § 512(c)(3) (i.e., DMCA Takedown Notices) on your behalf if Your Content is taken and used by third parties outside of our Services. Heart Appeal is not obligated to take any action with regard to use of Your Content by other Users or third parties. Heart Appeal’s license to Your Content is subject to your rights under applicable law (for example, laws regarding personal data protection to the extent the content contains personal information as defined by those laws). In consideration for Heart Appeal allowing you to use our Services, you agree that we, our affiliates, and our third-party partners may place advertising on our Services. By submitting suggestions or feedback to Heart Appeal regarding our Services, you agree that Heart Appeal may use and share such feedback for any purpose without compensating you. You agree that Heart Appeal may access, preserve, and disclose your account information, including Your Content, if required to do so by law or upon a good faith belief that such access, preservation, or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms; (iii) respond to claims that any content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of the Company or any other person.
8.PURCHASES AND AUTOMATICALLY RENEWING SUBSCRIPTIONS
You will have the opportunity to purchase products and services from Heart Appeal. If you purchase a subscription, it will automatically renew—and you will be charged—until you cancel.
Heart Appeal offers products and services for purchase through credit card or other payment processors inside the App (“Internal Purchases”). If you purchase a subscription, it will automatically renew until you cancel, in accordance with the terms disclosed to you at the time of purchase, as further described below. If you cancel your subscription, you will continue to have access to your subscription benefits until the end of your subscription period, at which point it will expire.
Because our Services may be utilized without a subscription, canceling your subscription does not remove your profile from our Services. If you wish to fully terminate your membership, you must terminate your membership as set forth in Section 9.
a.Internal Purchases and SubscriptionsInternal Purchases, including subscriptions, are processed using the Payment Method you provide on the Website or App. Subscriptions automatically renew until you cancel.
If you make an Internal Purchase, you agree to pay the prices displayed to you for the Services you have selected as well as any sales or similar taxes that may be imposed on your payments (and as may change from time to time), and you authorize Heart Appeal to charge the payment method you provide (your “Payment Method”). Heart Appeal may correct any billing errors or mistakes even if we have already requested or received payment. If you initiate a chargeback or otherwise reverse a payment made with your Payment Method, Heart Appeal may terminate your account immediately in its sole discretion, on the basis that you have determined that you do not want a Heart Appeal subscription. In the event that your chargeback or other payment reversal is overturned, please contact Customer Care.
If your Internal Purchase includes an automatically renewing subscription, your Payment Method will continue to be periodically charged for the subscription until you cancel. After your initial subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for the price and period you agreed to when subscribing, until you cancel. To cancel a subscription, log in to the App and go to the Settings. If you cancel a subscription, you may continue to use the cancelled service until the end of your then-current subscription term. The subscription will not be renewed when your then-current term expires.
You may edit your Payment Method information by using the Settings. If a payment is not successfully processed, due to expiration, insufficient funds, or otherwise, you remain responsible for any uncollected amounts and authorize us to continue billing the Payment Method, as it may be updated. This may result in a change to your payment billing dates.
In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for your credit or debit card as provided by your credit or debit card issuer. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer, or other provider of your chosen Payment Method. Certain Users may be entitled to request a refund. See Section 8(c) for more information.
b.Virtual ItemsVirtual items are non-refundable and subject to certain conditions.
From time to time, you may have the opportunity purchase a limited, personal, non-transferable, non-sublicensable, revocable license to use or access special limited-use features such as “Ad Hoc Coaching Credits” (“Virtual Item(s)”) from Heart Appeal. You may only purchase Virtual Items from us or our authorized partners through our Services. Virtual Items represent a limited license right governed by this Agreement, and, except as otherwise prohibited by applicable law, no title or ownership in or to Virtual Items is being transferred or assigned to you. This Agreement should not be construed as a sale of any rights in Virtual Items.
If you scheduled use of Virtual Items for a certain time (for example, you scheduled a session with your Heart Appeal Coach), you must provide 24 hours’ notice to reschedule the event, or else your Virtual Item will be considered expired. See also the Terms of Coaching Service.
Any Virtual Item balance shown in your account does not constitute a real-world balance or reflect any stored value, but instead constitutes a measurement of the extent of your license. Virtual Items do not incur fees for non-use; however, the license granted to you in Virtual Items will terminate in accordance with the terms of this Agreement, on the earlier of when Heart Appeal ceases providing our Services, or your account is otherwise closed or terminated.
Heart Appeal, in its sole discretion, reserves the right to charge fees for the right to access or use Virtual Items and/or may distribute Virtual Items with or without charge. Heart Appeal may manage, regulate, control, modify, or eliminate Virtual Items at any time, including taking actions that may impact the perceived value or purchase price, if applicable, of any Virtual Items. Heart Appeal shall have no liability to you or any third party if Heart Appeal exercises any such rights. The transfer of Virtual Items is prohibited, and you shall not sell, redeem, or otherwise transfer Virtual Items to any person or entity. Virtual Items may only be redeemed through our Services. ALL PURCHASES AND REDEMPTIONS OF VIRTUAL ITEMS MADE THROUGH OUR SERVICES ARE FINAL AND NON-REFUNDABLE. YOU ACKNOWLEDGE THAT HEART APPEAL IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED VIRTUAL ITEMS WHEN AN ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.c.RefundsGenerally, all purchases are nonrefundable. Special terms may apply in certain jurisdictions. Generally, all purchases are final and nonrefundable, and there are no refunds or credits for partially used periods, except if the laws applicable in your jurisdiction provide for refunds. Purchases of Virtual Items are FINAL AND NON-REFUNDABLE.
If you no longer wish to use our Services, or if we terminate your account for any reason, here is what you need to know.
10.NO CRIMINAL BACKGROUND OR IDENTITY VERIFICATION CHECKS
Heart Appeal’s Services are provided “as is” and we do not make, and cannot make, any representations about the content or features of our Services.
HEART APPEAL PROVIDES OUR SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO OUR SERVICES (INCLUDING ALL CONTENT CONTAINED THEREIN), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. HEART APPEAL DOES NOT REPRESENT OR WARRANT THAT (A) OUR SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR FREE, (B) ANY DEFECTS OR ERRORS IN OUR SERVICES WILL BE CORRECTED, OR (C) THAT ANY CONTENT OR INFORMATION YOU OBTAIN ON OR THROUGH OUR SERVICES WILL BE ACCURATE. FURTHERMORE, HEART APPEAL MAKES NO GUARANTEES AS TO THE NUMBER OF ACTIVE USERS AT ANY TIME; USERS’ ABILITY OR DESIRE TO COMMUNICATE WITH OR MEET YOU, OR THE ULTIMATE COMPATIBILITY WITH OR CONDUCT BY USERS YOU MEET THROUGH THE SERVICES. HEART APPEAL TAKES NO RESPONSIBILITY FOR ANY CONTENT THAT YOU OR ANOTHER USER OR THIRD PARTY POSTS, SENDS, OR RECEIVES THROUGH OUR SERVICES NOR DOES HEART APPEAL TAKE ANY RESPONSIBILITY FOR THE IDENTITY, INTENTIONS, LEGITIMACY, OR VERACITY OF ANY USERS WITH WHOM YOU MAY COMMUNICATION THROUGH HEART APPEAL. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK. HEART APPEAL IS NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER HARDWARE, COMPUTER SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, BUT 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.
12.DIGITAL MILLENNIUM COPYRIGHT ACT
We take copyright infringement very seriously. We ask you to help us to ensure we address it promptly and effectively.
Heart Appeal has adopted the following policy towards copyright infringement in accordance with the Digital Millennium Copyright Act (the “DMCA”). If you believe any Member Content or Our Content infringes upon your intellectual property rights, please submit a notification alleging such infringement (“DMCA Takedown Notice”) including the following:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed,
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works,
3. Identification of the material claimed to be infringing or to be the subject of infringing activity and that is to be removed or access disabled and information reasonably sufficient to permit the service provider to locate the material,
4. Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail,
5. A statement that you have 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; and
6. A statement that, under penalty of perjury, the information in the notification is accurate and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed. Any DMCA Takedown Notices should be sent to firstname.lastname@example.org, or via mail to the following address: Copyright Compliance Department c/o Mazaya LLC Legal, 3576 West Chester Pike, #189, Newtown Square, Pennsylvania, 19073.
Heart Appeal will terminate the accounts of repeat infringers.
13.ADS AND THIRD-PARTY CONTENT
Like many subscription-based services, there may be ads on our websites.
Our Services may contain advertisements and promotions offered by third parties and links to other websites or resources. Heart Appeal may also provide non-commercial links or references to third parties within its content. Heart Appeal is not responsible for the availability (or lack of availability) of any external websites or resources or their content. Furthermore, Heart Appeal is not responsible for, and does not endorse, any products or services that may be offered by third-party websites or resources. If you choose to interact with the third parties made available through our Services, such party’s terms will govern their relationship with you. Heart Appeal is not responsible or liable for such third parties’ terms or actions.
14.LIMITATION OF LIABILITY
Heart Appeal’s liability is limited to the maximum extent by applicable law.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL HEART APPEAL, ITS AFFILIATES, EMPLOYEES, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES, (II) THE CONDUCT OR CONTENT OF OTHER USERS OR THIRD PARTIES ON, THROUGH, OR FOLLOWING USE OF THE SERVICES; OR (III) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT, EVEN IF HEART APPEAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL HEART APPEAL’S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE SERVICES EXCEED THE AMOUNT PAID, IF ANY, BY YOU TO HEART APPEAL FOR THE SERVICES WHILE YOU HAVE AN ACCOUNT.
THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION 14 SHALL APPLY EVEN IF YOUR REMEDIES UNDER THIS AGREEMENT FAIL WITH RESPECT TO THEIR ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
In the unlikely event that we have a legal dispute, here is what you need to know.
If you are dissatisfied with our Services for any reason, please contact Heart Appeal Customer Service first so that we can try to resolve your concerns without the need of outside assistance. If you choose to pursue a claim against Heart Appeal, these terms will apply.a.Arbitration, Class-Action Waiver, And Jury WaiverIf you pursue a legal claim against Heart Appeal, you agree to arbitration (with limited exceptions).
1. The exclusive means of resolving any dispute or claim arising out of or relating to this Agreement (including any alleged breach thereof) or our Services shall be BINDING ARBITRATION administered by JAMS under the JAMS Streamlined Arbitration Rules & Procedures. The one exception to the exclusivity of arbitration is that either party has the right to bring an individual claim against the other in a small-claims court of competent jurisdiction, or, if filed in arbitration, the responding party may request that the dispute proceed in small claims court if the party’s claim is within the jurisdiction of the small claims court. If the responding party requests to proceed in small claims court before the appointment of the arbitrator, the arbitration shall be administratively closed, and if requested after the appointment of the arbitrator, the arbitrator shall determine if the dispute should be decided in arbitration or if the arbitration should be administratively closed and decided in small claims court. Whether you choose arbitration or small-claims court, you may not under any circumstances commence or maintain against the Company any class action, class arbitration, or other representative action or proceeding.
2. By using our Services in any manner, you agree to the above arbitration agreement. In doing so, YOU GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend any claims between you and the Company (except for matters that may be taken to small-claims court). YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. Your rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY, and the arbitrator shall determine all issues regarding the arbitrability of the dispute. You are entitled to a fair hearing before the arbitrator. The arbitrator can grant any relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. For details on the arbitration process, see our Arbitration Procedures.
3. Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against the Company (except for small-claims court actions) may be commenced only in the federal or state courts located in Delaware County in the Commonwealth of Pennsylvania. You hereby irrevocably consent to the jurisdiction of those courts for such purposes.b.Governing LawPennsylvania law and the Federal Arbitration Act will apply if there is a dispute (except where prohibited by law). Except where our arbitration agreement is prohibited by law, the laws of the Commonwealth of Pennsylvania, U.S.A., excluding its conflict of laws rules, will apply to any disputes arising out of or relating to this Agreement or our Services. Notwithstanding the foregoing, the Arbitration Agreement in Section 15(a) above shall be governed by the Federal Arbitration Act. For the avoidance of doubt, the choice of Pennsylvania governing law shall not supersede any mandatory consumer protection legislation in such jurisdictions.c.VenueAny claims that are not submitted to arbitration for any reason must be litigated in Delaware County, Pennsylvania (except for claims brought in small claims court, or where prohibited by law). Except for claims that may be properly brought in a small claims court of competent jurisdiction in the county or other jurisdiction in which you reside or in Delaware County, Pennsylvania, all claims arising out of or relating to this Agreement, to our Services, or to your relationship with Heart Appeal that for whatever reason are not submitted to arbitration will be litigated exclusively in the federal or state courts of Delaware County, Pennsylvania, U.S.A. You and Heart Appeal consent to the exercise of personal jurisdiction of courts in the Commonwealth of Pennsylvania and waive any claim that such courts
16.INDEMNITY BY YOU
You agree to indemnify Heart Appeal if a claim is made against Heart Appeal due to your actions.
You agree, to the extent permitted under applicable law, to indemnify, defend, and hold harmless Heart Appeal, our affiliates, their officers, and our officers, directors, agents, and employees from and against any and all complaints, demands, claims, damages, losses, costs, liabilities, and expenses, including attorney’s fees, due to, arising out of, or relating in any way to your access to or use of our Services, Your Content, your conduct toward other Users, or your breach of this Agreement.
17.ACCEPTANCE OF TERMS
By using our Services, you accept the Terms of this Agreement.
This Agreement supersedes any previous agreements or representations.
1. THE TERMS AND SERVICE
1.1 The following are the Terms and Service (the “Agreement”) for the access and use of any person (“User”, “Client” or “you”) in an online platform through which coaching, advising, consulting, professional advice and any other information are provided (collectively the “Platform”). The Platform may be provided, be accessible or be available via multiple websites, devices, platforms and other means, whether owned and/or operated by us or by third parties, including, without limitation, the website www.heartappeal.com.
1.2 The Platform may be used to facilitate: (a) personal advice and information delivered specifically to you; and (b) general information and content which is publicly available and not transmitted to you personally.
1.4 When the terms “we,” “us,” “our,” or similar are used in this Agreement, they refer to any company that owns and operates the Platform (the “Company”), its affiliated companies and the shareholders, directors, officers, employees, consultants, contractors, subcontractors, agents, advisors, assignees and successors of the aforementioned companies.
2. THE HEART APPEAL COACHES
2.1 The Platform enables you to communicate with one or more Heart Appeal Coaches (sometimes referred to as “Coach” or Coaches”) for the purpose of receiving advice, information, or any other input, benefit or service (the “Coaching Services”). Coaching Services may consist of individual, couple or group coaching sessions, as determined by you and your Coach.
2.2 You acknowledge that we do not verify, and do not guarantee the verification of the skills, degrees, qualifications, licensure, certification, credentials, competence or background of any Coach; although we may from time to time and in our sole discretion, conduct certain verification checks.
2.3 Heart Appeal Coaches will provide Coaching Services based upon you needs and desired level of support. You and your Coach will co-create a plan or agenda, which will clarify the Coaching Services for your support. You understand that there can be no guaranteed outcomes; that success is dependent upon your commitment to the coaching process; and you agree to be open and honest about your issues and needs, to keep agreements, and to stay committed to your goals. The Coach’s role is to employ his/her expertise to help the you get on track, stay focused, overcome obstacles, and be accountable for your progress.
2.4 You acknowledge that we offer Coaching Services and not professional counseling (please review Section 4 carefully, especially Sections 4.2 through 4.4).
3.1 Heart Appeal Coaches will protect the confidentiality of all information and communications with you. Coaches will not voluntarily divulge their coaching relationship with you without your written permission, unless required to do so by a court order. Situations in which Coaches are legally obligated to breach your confidentiality to protect others from harm, include:
3.1.1 If the Coach has information that indicates a child, or elderly or disabled person is being abused; the Coach must report this information to the
appropriate agency, and
3.1.2 If a Coach believes that a Client may be an imminent risk to him/herself or makes threats of imminent violence against another person; the Coach is required to take protective actions.
3.2 If you join any group coaching sessions, you agree to maintain the confidentiality of all information communicated by other Clients and by Coaches. The Coaches understand that progress is often enhanced when individuals discuss their coaching relationship with trusted colleagues and friends and Client may do so but agrees not to share any information that would allow other members of the group to be identified.
3.3 Both you and your Coach understand that it is impossible to protect the confidentiality of information that is transmitted electronically or by cell phone. This is particularly true of E-mail and information stored on computers connected to the Internet. Therefore, both parties agree to exercise caution and discretion when using electronic means of communications to discuss confidential matters.
4. USE OF THE PLATFORM
4.1 You are advised to exercise a high level of care and caution in the use of the Platform.
4.2 You agree, confirm and acknowledge that although the Heart Appeal Coaches may provide Coaching Services through the Platform, we cannot assess whether the use of Coaching Services or the Platform is right and suitable for your needs. THE PLATFORM DOES NOT INCLUDE THE PROVISION OF MEDICAL CARE, MENTAL HEALTH SERVICES, COUNSELOR SERVICES, OR OTHER PROFESSIONAL SERVICES BY US. It is up to you to consider and decide whether these services are appropriate for you or not.
4.3 You agree, confirm and acknowledge that you are aware of the fact that the Platform and any advice offered by a Heart Appeal Coach is not a complete substitute for a face-to-face examination and/or session by a licensed qualified professional. You should never rely on or make important health or well-being decisions primarily based on information provided by the Platform or a Heart Appeal Coach. Furthermore, we strongly recommend that you consider seeking advice by having an in-person appointment with a licensed and qualified professional. Never disregard, avoid, or delay in obtaining medical advice from your doctor or other qualified healthcare counselor, by face-to-face appointment, because of information or advice you received through the Platform. THE PLATFORM IS NOT INTENDED FOR DIAGNOSIS, INCLUDING INFORMATION REGARDING PRESCRIPTION DRUGS OR TREATMENT THAT MAY BE APPROPRIATE FOR YOU, AND YOU SHOULD DISREGARD ANY SUCH ADVICE IF DELIVERED THROUGH THE PLAFORM.
4.4 IF YOU ARE THINKING ABOUT SUICIDE OR IF YOU ARE CONSIDERING TAKING ACTIONS THAT MAY CAUSE HARM TO YOU OR TO OTHERS OR IF YOU FEEL THAT YOU OR ANY OTHER PERSON MAY BE IN ANY DANGER OR IF YOU HAVE ANY MEDICAL EMERGENCY, YOU MUST IMMEDIATELY CALL THE EMERGENCY SERVICE NUMBER (911 IN THE US) AND NOTIFY THE RELEVANT AUTHORITIES. YOU ACKNOWLEDGE, CONFIRM AND AGREE THAT THE PLATFORM IS NOT DESIGNED FOR USE IN ANY OF THE AFOREMENTIONED CASES AND THAT YOU MUST NOT USE THE PLATFORM IN ANY OF THE AFOREMENTIONED CASES.
4.5 The Platform may contain other content, products or services which are offered or provided by third parties (“Third Party Content”), links to Third Party Content (including but not limited to links to other websites), or advertisements which are related to Third Party Content. You confirm and acknowledge that we have no responsibility over any such Third-Party Content, including (but not limited to) any related products, practices, terms or policies, and that we will not be liable for any damage or loss caused by any Third-Party Content.
5. FURTHER DISCLAIMER OF WARRANTY
5.1 By using the Platform, YOU HEREBY RELEASE US AND AGREE TO HOLD US HARMLESS FROM ANY AND ALL CAUSES OF ACTION AND CLAIMS OF ANY NATURE RESULTING FROM THE PLATFORM, INCLUDING (WITHOUT LIMITATION) ANY ACT, OMISSION, OPINION, RESPONSE, ADVICE, SUGGESTION, INFORMATION AND/OR SERVICE OF ANY COACH, ANY MENTAL HEALTH PROFESSIONAL, OR ANY OTHER PROVIDER IN A FIELD REQUIRING LICENSURE AND/OR CERTIFICATION, WHO MAY BE ACCESSED THROUGH THE PLATFORM.
5.2 YOU AGREE, CONFIRM AND ACKNOWLEDGE THAT WE DO NOT REVIEW, RECOMMEND, ENDORSE, EVALUATE OR PROVIDE ANY GUARANTEE, REPRESENTATION OR WARRANTY, AND SPECIFICALLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, WITH RESPECT TO (A) ANY COACH; (B) ANY INFORMATION ABOUT ANY COACH INCLUDING WITHOUT LIMITATION ANY QUALIFICATIONS, EXPERTISE, CLAIMS OR BACKGROUND OF ANY COACH; (C) THE COACHING SERVICES (WHETHER THROUGH THE PLATFORM OR NOT) INCLUDING WITHOUT LIMITATION ANY OPINION, RESPONSE, ADVICE, RECOMMENDATION, INFORMATION OR ANY OTHER CONTENT WRITTEN OR SAID BY THE PLATFORM OR A COACH; (D) THE CONTENT AND THE SUBSTANCE WHICH ARE PART OF THE PLATFORM; (E) ANY OTHER CONTENT OR INFORMATION POSTED ON THE PLATFORM OR THROUGH THE PLATFORM; AND (F) THE VALIDITY, ACCURACY, AVAILABILITY, COMPLETENESS, SAFETY, LEGALITY, SECURITY, PRIVACY, QUALITY OR APPLICABILITY OF THE PLATFORM AND THE SERVICES PROVIDED.
5.3 YOU AGREE, CONFIRM AND ACKNOWLEDGE THAT THE PLATFORM IS PROVIDED “AS IS” AND THEREFORE YOU WILL NOT HAVE ANY CLAIM OR DEMAND AGAINST US. THE USE OF THE PLATFORM IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT OF THE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY, NON-INFRINGEMENT, SECURITY, FITNESS FOR A PARTICULAR PURPOSE OR ACCURACY.
5.4 ANY CONSULTATION WITH A COACH VIA THE PLATFORM CANNOT AND DOES NOT REPLACE A MEETING WITH A PROFESSIONAL. YOU ARE ENCOURAGED TO VERIFY THE INFORMATION PROVIDED BY THE COACHES. ANY RELIANCE ON SUCH INFORMATION IS DONE AT THE YOUR FULL AND SOLE RISK AND LIABILITY.
5.5 WE DO NOT ASSUME AND WILL NOT BE LIABLE FOR: (A) THE ACCURACY OR AVAILABILITY OF THE PLATFORM OR ANY PART OF THE PLATFORM; OR (B) ANY DAMAGES, HARM OR INJURY ARISING FROM OR RELATED TO THE PLATFORM OR THE COACHING SERVICES.
6. LIMITATION OF LIABILITY
6.1 YOU AGREE, CONFIRM AND ACKNOWLEDGE THAT WE SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES..
6.2 YOU FURTHER AGREE, CONFIRM AND ACKNOWLEDGE THAT OUR AGGREGATE LIABILITY FOR DAMAGES ARISING WITH RESPECT TO THIS AGREEMENT AND ANY AND ALL USE OF THE PLATFORM WILL NOT EXCEED THE TOTAL AMOUNT OF MONEY PAID BY YOU THROUGH THE PLATFORM IN THE 3 MONTHS PERIOD PRIOR TO THE DATE OF THE CLAIM..
6.3 WE EXPLICITLY DISCLAIM ANY LIABILITY WITH RESPECT TO ANY CLAIM, SUIT OR ACTION MADE BY A COACH, WHETHER RELATING TO THE COACHING SERVICES OR NOT, IN CONNECTION WITH YOUR PAYMENT FOR THE COACHING SERVICES OR OTHERWISE. YOU AGREE, CONFIRM AND ACKNOWLEDGE TO INDEMNIFY, DEFEND AND HOLD US HARMLESS WITH RESPECT TO ANY SUCH CLAIM..
6.4 If the applicable law does not allow the limitation of liability as set forth above, the limitation will be deemed modified solely to the extent necessary to comply with the applicable law. This section shall survive the termination or expiration of this Agreement..
7. YOUR ACCOUNT, REPRESENTATIONS, CONDUCT AND COMMITMENTS
7.1 You hereby confirm that you are at least 18 years old of age; and that you are legally able to enter into this Agreement.
7.2 You hereby confirm and agree that all the information that you provided in or through the Platform, and the information that you will provide in or through the Platform in the future, is accurate, true, current and complete. Furthermore, you agree that during the term of this Agreement you will make sure to maintain and update this information so it will continue to be accurate, current and complete.
7.3 You agree, confirm and acknowledge that:
7.3.1 You are responsible for maintaining the confidentiality of your password and any other security information related to your account (collectively “Account Access”). We advise you to change your password frequently and to take extra care in safeguarding your password;
7.3.2 You agree to notify us immediately of any unauthorized use of your Account Access or any other concern for breach of your account security;
7.3.3 We will not be liable for any loss or damage that incurred as a result of someone else using your account, either with or without your consent and/or knowledge;
7.3.4 You are solely and fully liable and responsible for all activities that are made by using your Account Access. You further acknowledge and agree that we will hold you liable and responsible for any damage or loss incurred as a result of the use of your Account Access by any person whether authorized by you or not, and you agree to indemnify us for any such damage or loss; and
7.3.5 You agree and commit not to use the account or Account Access of any other person for any reason.
7.4 You agree and confirm that your use of the Platform, including Heart Appeal Coaches and Coaching Services, are for your own personal use only and that you are not using the Platform or Coaching Services for or behalf of any other person or organization.
7.5 You agree and commit not to:
7.5.1 Interfere with, or disrupt, or attempt to interfere with or disrupt, any of our systems, services, servers, networks or infrastructure, or any of the Platform’s systems, services, servers, networks or infrastructure, including without limitation obtaining unauthorized access to the aforementioned;
Make any use of the Platform for the posting, sending or delivering of any of the following: (a) unsolicited email and/or advertisement or promotion of goods and services; (b) malicious software or code; (c) unlawful, harassing, privacy invading, abusive, threatening, vulgar, obscene, racist or potentially harmful content; (d) any content that infringes a third party right or intellectual property; (e) any content that may cause damage to a third party; and (f) any content which may constitute, cause or encourage a criminal action or violate any applicable law. Violate any applicable local, state, national or international law, statute, ordinance, rule, regulation or ethical code in relation to your use of the Platform and your relationship with any Heart Appeal Coach, other users, and us.
7.6 If you receive any file from us or from a Heart Appeal Coach, whether through the Platform or not, you agree to check and scan this file for any virus or malicious software prior to opening or using this file.
7.7 You will indemnify us, defend us, and hold us harmless from and against any and all claims, losses, causes of action, demands, liabilities, costs or expenses (including, but not limited to, litigation and reasonable attorneys’ fees and expenses) arising out of or relating to any of the following: (a) your access to or use of the Platform; (b) any actions made with your account or Account Access whether by you or by someone else; (c) your violation of any of the provisions of this Agreement; (d) non-payment for any of the services (including Coaching Services) which were provided through the Platform; (e) your violation of any third party right, including ,without limitation, any intellectual property right, publicity, confidentiality, property or privacy right. This clause shall survive expiration or termination of this Agreement.
8. FEES AND PAYMENT
8.1 You agree to pay all fees and charges associated with your account on a timely basis and according to the fees schedule, the terms and the rates as published in the Platform. Such fees and charges (including any taxes and late fees, as applicable) may be charged on your credit card. By providing us with your credit card information you authorize us to bill and charge you through that credit card.
8.2 You confirm and agree that all payment related information that you provided and will provide in the future, to or through the Platform, are accurate, current and correct and will continue to be accurate, current and correct. You agree to maintain valid credit card information in your Account information; and you confirm and agree to use only payment means (credit cards or others) which you are duly and fully authorized to use.
8.3 If you make a payment through the Platform, or make any other payment to us, this payment is made to Mazaya, LLC DBA Heart Appeal. Such charges will post to your credit card as “Heart Appeal.”
8.4 You agree that all current and future interactions (whether online or offline) between you and a Heart Appeal Coach will be made, managed and billed through Platform. If, for any reason, an interaction between you and the Heart Appeal Coach is not made through the Platform, you agree that it will be billed through the Platform and that the standard fees will be charged and delivered to us even if the Platform hasn’t been used for this interaction. Additionally, you agree and commit to immediately notify us, including all the relevant details, in any case that you receive a service from a Heart Appeal Coach not through the Platform or in any case that you are billed by a Heart Appeal Coach not through the Platform.
8.5 Cancellation of coaching sessions by e-mail or phone is permissible up to 24 hours prior to the appointment and are eligible for rescheduling. Cancellations or missed sessions with less than 24 hours’ notice forfeit that session for the month.
9. MODIFICATIONS, TERMINATION, INTERRUPTION AND DISRUPTIONS TO THE PLATFORM
9.1 You agree, confirm and acknowledge that we may modify, suspend, disrupt or discontinue the Platform, any part of the Platform or the use of the Platform, whether to all clients or to you specifically, at any time with or without notice to you. You agree and acknowledge that we will not be liable for any of the aforementioned actions or for any losses or damages that are caused by any of the aforementioned actions. If we discontinue the Platform, paying Users will be reimbursed a pro-rated amount in the event they have pre-paid for use of the Platform, such amount to be determined solely by us.
9.2 For the removal of any doubt, we may terminate or prevent your use of the Platform and any services provided by through the Platform (including but not limited to Heart Appeal Coaching Services) at our sole discretion for any reason and for any period of time.
9.3 The Platform depends on various factors such as software, hardware, and internet network availability; either our own (or those owned and/or operated by our contractors and suppliers) or yours. Therefore, we cannot guarantee that the Platform will be uninterrupted or that it will be secure, consistent, timely, or error-free.
10. IMPORTANT NOTES ABOUT THIS AGREEMENT
10.1 We may provide notices or other communications to you regarding this agreement or any aspect of the Platform, by email to the email address that we have on record, by regular mail or by posting it online. The date of receipt shall be deemed the date on which such notice is given. Notices sent to us must be delivered by email to email@example.com.
10.2 This Agreement and our relationship with you shall both be interpreted solely in accordance with the laws of the Commonwealth of Pennsylvania excluding any rules governing choice of laws.
10.3 You irrevocably agree that the exclusive venue for any action or proceeding arising out of relating to this Agreement or our relationship with you, regardless of theory, shall be the U.S. District Court for the Eastern District of Pennsylvania, or the state courts located in Delaware County, Pennsylvania. You irrevocably consent to the personal jurisdiction of the aforementioned courts and hereby waive any objection to the exercise of jurisdiction by the aforementioned courts.
10.4 THIS AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN YOU AND US. YOU CONFIRM THAT YOU HAVE NOT RELIED UPON ANY PROMISES OR REPRESENTATIONS BY US EXCEPT AS SET FORTH IN THIS AGREEMENT.
10.6 We may freely transfer or assign this Agreement or any of its obligations hereunder.
10.7 The paragraph headings in this Agreement are solely for the sake of convenience and will not be applied in the interpretation of this Agreement.
10.8 If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid, unenforceable, or otherwise contrary to law, the remaining provisions of this Agreement will remain in full force and effect.
10.9 To clear any doubt, all clauses regarding limitations of liabilities and indemnification shall survive the termination or expiration of this Agreement.