PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND RESPONSIBILITIES, INCLUDING LIMITATION OF OUR LIABILITY AND BINDING ARBITRATION. IF YOU DO NOT ACCEPT THIS AGREEMENT IN ITS ENTIRETY, YOU MAY NOT ACCESS OR USE THE SERVICE.Do not hesitate to contact us at firstname.lastname@example.org if you have any questions or want to discuss either of these important documents.
2. OVERVIEW OF THE SERVICE
The Service fundamentally provides you with the ability to control your budget by automatically transferring money from your paycheck (“Paycheck”) into different envelopes (“Envelopes”) in accordance with information, including designated recipients, scheduling, and Envelope funding amounts, you provide to us or to Third Party Partners within the App. For instance, you can use the App to designate distribution from your Paycheck to separate Envelopes for rent, cell phone bills, or an emergency fund. You can select an Envelope category from a list of categories that we have pre-populated for you. You can also create a custom Envelope category. We may add or remove Envelope categories at any time.Subject to these Terms, partners that create an Account through the Services and complete our verification requirements, as set forth below, will be able to use the Services.
3. AGE POLICY; PERMITTED PARTNERS
We do not intend that the Service be used by anyone under 18 years old. If we learn or have reason to suspect that an individual who has created an Account is under 18 years of age, we will promptly revoke such individual’s access to the Service and delete any personally identifiable information submitted by that individual. Further, you represent and warrant that your use of the Service does not and will not conflict with any pre-existing obligation in conflict or in any way inconsistent with the provisions of these Terms.
4. YOUR ACCOUNT & YOUR INFORMATION
4.1 You Must Register for an Account
4.2 You Must Safeguard Your Account
If you become aware that an unauthorized third party is using your information to interact with the Service, you must promptly notify us of such use. You agree that we will not be liable for any loss or harm that you incur if someone else uses your information to interact with the Service, either with or without your knowledge, and that you will be solely responsible for such use, whether or not you authorized the use. You are responsible for safeguarding your Account information, including your password. You agree not to disclose your password to, or share your Account with, any third party. You are solely responsible for maintaining and protecting your account credentials.
4.3 Maintaining Your Account Current
You agree to keep the information in your Account current. You must promptly update your Account with any changes affecting you, your Envelopes and any relevant deadlines, your bank account, or any other pertinent information. We may suspend your Account or terminate this Agreement if you fail to keep this information current.
4.4 We Will Verify Your Identity
We are required to comply with many regulations, including anti-money laundering laws. As such, we are required to obtain information about and verify the identity of our partners. To comply with our obligations under applicable laws, we will request that you provide certain information to us about you after you create your Account. This information will be used by us for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crimes. You agree that all such information provided by you will be complete and accurate, that you will keep us updated if any of the information you provide changes, and that we may keep a record of such information consistent with our internal policies. In addition to collecting information from you, we are required to take reasonable steps to verify your identity as a partner. You expressly authorize us to take any and all actions that we reasonably deem necessary to verify your identity or protect you and/or us against fraud or other financial crime. These may include, but are not limited to, engaging third party services to assist with such verification efforts, sharing your information with such third parties, and collecting additional information about you from such third parties.
4.5 Third Party Services and Third Party Partners
The Service provides, or third parties may provide, links to other World Wide Web or accessible sites, applications, content, accounts, products, services, or other resources (“Third-Party Services”). In addition, your use of some of our Services may require you to enter into an agreement with certain third party partners in order to use the Third-Party Services provided by such third party (collectively, “Third Party Partners”), including but not limited to, Sila, Inc. (“Sila”), who provides you with all financial and banking services required for your use of Envelopes. Throughout the term of this Agreement, we may share personal information about you and your Account with Third Party Partners or the providers of Third-Party Services in order to verify your eligibility to use the Services or the Third-Party Services, conduct risk management and compliance reviews, and otherwise facilitate providing you with the Services or Third-Party Services in compliance with applicable laws and regulations, including any rules, guidelines, or by-laws of any of the Third Party Partners (“Third Party Rules”).
4.6 Additional Verification
In addition to the above, at any time during your use of the Services, we, our Third Party Partners, or the providers of Third-Party Services may require additional information from you to validate information you provided and verify your identity. This additional information may include contact information verification, copies of government-issued identification, or other pertinent financial information. Your failure to provide this information or material may result in suspension or termination of your Account.
5.1 Wallet Services; General
As part of your Account, Mooch may provide qualifying partners access to a Digital Currency (as defined below) wallet(s) for holding Digital Currencies (“Digital Currency Wallet”).
5.2 Access and Control
After you create an Account, we generate for you an Ethereum wallet pair comprising both a public address and an electronic private key on your device. This wallet pair is stored in two places—your keychain on your device, as well as in your iCloud account after we encrypt it with your Account information. We use the electronic private key for authentication when facilitating your use of the Service.You control the Digital Currencies held in your Digital Currency Wallet. At any time, subject to outages, downtime, and other applicable policies, you may withdraw your Digital Currency by sending it to a different blockchain address.When holding your Digital Currencies in the Digital Currency Wallet, Mooch does not maintain exclusive control over access to your Digital Currency Wallet. Our servers do not retain your private keys. If you lose your device, you can retrieve your private keys via your iCloud account, as your private keys cannot be deleted from your iCloud account once created. Partners are responsible for the risk of loss of their private keys and maintaining up-to-date access to their iCloud accounts. Mooch may not recover any lost private keys
5.3 Supported Digital Currencies
Mooch may amend the list of Digital Currency that Mooch uses in connection with providing the Services from time to time by revising this Agreement and/or updating the App. As of the date of this Agreement, Mooch uses Silacoin (the “Digital Currency” and, together with any additional or alternative currencies Mooch may use from time to time in connection with providing the Services, the “Digital Currencies”) for such purposes.
5.4 Operation of Digital Currency Protocols
We do not own or control the underlying software protocols which govern the operation of Digital Currency supported on our platform. Generally, the underlying protocols are open source, and anyone can use, copy, modify, and distribute them. We assume no responsibility for the operation of the underlying protocols and we are not able to guarantee the functionality or security of network operations. In particular, the underlying protocols may be subject to sudden changes in operating rules (including “forks”). Any such material operating changes may materially affect the availability, value, functionality, and/or the name of the Digital Currency you store in your Digital Currency Wallet. Mooch does not control the timing and features of these material operating changes. It is your responsibility to make yourself aware of upcoming operating changes and you must carefully consider publicly available information and information concerning the digital currency protocols when determining whether to continue to use a Mooch Account for the affected Digital Currency. You acknowledge and accept the risks of operating changes to Digital Currency protocols and agree that Mooch is not responsible for such operating changes and not liable for any loss of value you may experience as a result of such changes in operating rules.
5.5 Acknowledgment of Authorization
IT IS YOUR RESPONSIBILITY TO READ AND UNDERSTAND THE SILA ToS BECAUSE THEY CONTAIN TERMS AND CONDITIONS CONCERNING YOUR MOOCH ACCOUNT, INCLUDING BUT NOT LIMITED TO LIMITATIONS, REVERSAL, AND ARBITRATION PROVISIONS, AND YOUR RELEVANT RIGHTS AND LIABILITIES.
You agree that Mooch shall not be liable for any issues regarding financial and monetary transactions between you and any other party, including a Third Party Partner.
Mooch is not liable for loss or damage from errant or invalid transactions processed through a Third Party Partner. This includes transactions that were not processed due to a network communication error, or any other reason. If you process a transaction, it is your responsibility to verify that the transaction was successfully processed. To enable us to fulfill Envelopes for you, you authorize and direct us, our affiliates, and our Third Party Partners to receive and settle any amounts due to you and any Envelope recipients you designate through the Services. You appoint Mooch as your agent for the limited purpose of directing and receiving instructions related to the Third Party Partner’s holding and settling such amounts. We will promptly update your Account balance to reflect any such amounts that the Third Party Partner receives on your behalf.Mooch is not a bank and we do not accept deposits, provide loans or extend credit.You are liable for all losses you incur when lost or stolen payment credentials or accounts are used to direct funds to or away from your Envelopes. Mooch does not and will not insure you against losses caused by fraud under any circumstances.
Mooch will provide you with support in the event you have general issues relating to your Account or your use of the Services. We may make this support available to you via the App. If you cannot resolve the issues you are having with the support we make available to you via the App, please feel free to contact us at email@example.com.
5.7 Fees and Penalties
Mooch will provide the Services to you for no fees (the “Fees”). We may revise the Fees at any time via the Mooch website. If we revise our Fees, Mooch will provide you with no less than 30 days’ advance notice of such change. You are responsible for paying any fees that may be charged independently by your financial service provider. In addition, you are also responsible for any penalties or fines (“Fines”) imposed in relation to your Account on you or Mooch by Mooch or any third party resulting from your use of the Services in a manner not permitted by this Agreement. If you have any Fines outstanding, we may withhold fulfillment of your Envelopes.Mooch may earn fees on any interest rate spread (i.e., the difference between the prevailing interest rate on the underlying lender protocols and the interest rate that partners of the Digital Currency Wallet receive), if applicable.In addition to the Fees, you are also solely responsible for any penalties or fines imposed in relation to your Account on you or Mooch by Mooch or any third party resulting from your use of the Services in a manner not permitted by this Agreement, and you hereby agree to indemnify Mooch for any such penalties or fines imposed on Mooch.
Although we do not currently charge our partners fees, if in the future we do charge fees, such fees shall be exclusive of any applicable taxes, except as expressly stated to the contrary. You shall pay, indemnify, and hold Mooch harmless from (i) any sales, use, excise, import or export, value-added, or similar tax or duty, and any other tax or duty not based on Mooch’s income, and (ii) all government permit fees, customs fees, and similar fees which Mooch may incur with respect to this Agreement. Such taxes, fees, and duties paid by you shall not be considered a part of, a deduction from, or an offset against, payments due to Mooch hereunder.It is your sole responsibility to determine whether, and to what extent, any taxes apply to any interest received through the Services, if applicable, and to withhold, collect, report and remit the correct amount of tax to the appropriate tax authorities.
5.9 Settlement of Envelopes
Subject to the terms of this Agreement, Mooch will provide instructions to the Third Party Partner, bank, or other financial institution – as applicable – that you designate in connection with filling and withdrawing between Envelopes and the bank or other financial institution account that you designate (your “Bank Account”). Mooch will carry out these instructions from you in accordance with the schedule and information provided by you about your Paycheck and your Bank Account, minus any Fees, Fines, setoffs, recoupments or other amounts that you may owe to Mooch under this Agreement. You affirm that you are authorized to initiate settlements to and debits from your Envelopes and your Bank Account, as applicable, and that your Bank Account is owned by you. If you update your Bank Account, then you must ensure that you continue to comply with the requirements of this section. We may require you to provide us with documentary proof demonstrating your compliance with this section, and your failure to provide such proof will constitute a breach of this Agreement. You acknowledge that your Envelopes may not be fulfilled in full if the Envelope amounts that you have designated to be distributed from your Paycheck or Bank Account are not sufficient. Mooch is not responsible for confirming such sufficiency in advance or for notifying you at any time in the event of any insufficiency. Further, you acknowledge and agree that Mooch shall not be responsible for any damages incurred by you as a result of an Envelope not being fulfilled. If the payout to the Envelopes you designate is not sufficient to cover the amounts specified by you, without limiting our other rights and remedies (all of which are cumulative), you agree that we may debit your Bank Account for the applicable amounts. Upon our request, you agree to provide us with all necessary bank account routing and related information and grant us permission to debit amounts due from your Bank Account.We may require a holding period before making initial settlement to your Envelopes. Your payout schedule (i.e., the time it takes for Mooch to initiate settlement to your Envelopes) will be specified in the App, or as otherwise designated by Mooch. Please be aware that a Third Party Partner or the financial institution holding your Bank Account may delay settlement for any reason (and thus delay your Envelope fulfillment schedule), and we are not responsible for any harm suffered by you stemming from such delay. We are not responsible for any action taken by the institution holding your Bank Account to not make funds available to you as you expected. In addition, settlement to your designated Envelopes is subject to standard automated clearing house (“ACH”) schedules that we do not control.We reserve the right to suspend settlement to your Envelopes. Examples of situations where we may do so include, but are not limited to: (i) in the event that we suspect or become aware of suspicious activity; or (ii) where we are required by applicable law or court order. We have the right to withhold settlement to your Envelopes upon termination of this Agreement if we reasonably determine that we may incur losses resulting from credit, fraud, or other legal risks associated with your Account. If we exercise our right to withhold a payout to your Envelopes for any reason, we will communicate the general reason for withholding such payment and give you a timeline for releasing the funds.
If you leave any funds dormant in your Account and you do not give us instructions where to send them, we may be required by applicable law to deem the funds to be abandoned by you, and to deliver them to various government agencies. To the extent required by applicable law, we will attempt to provide you with notice if we hold funds payable to you in an account beyond the applicable dormancy period for abandoned property.
5.11 Suspension or Refusal of Transactions
Mooch may refuse, condition, or suspend any Envelope transactions that we believe: (i) may violate this Agreement or other agreements you may have with us; (ii) are unauthorized, fraudulent or illegal; or (iii) expose you, Mooch, Third Party Partners, or others to risks unacceptable to Mooch. If we suspect or know that you are using or have used the Services for unauthorized, fraudulent, or illegal purposes, we may share any information related to such activity with the appropriate financial institution, regulatory authority, or law enforcement agency consistent with our legal obligations. This information may include information about you, your Account, and Transactions made through your use of the Services
6. PERMITTED USE OF THE SERVICE
You may only use the Service for its intended purpose. You may not use the Service for any other purpose. Any non-permitted use of the Service, as determined in our sole discretion, shall be grounds for immediate termination of these Terms and immediate termination of your use of, and access to, the Service. Further, you represent and warrant that your use of the Service does not and will not conflict with any pre-existing obligation in conflict or in any way inconsistent with the provisions of these Terms. You are prohibited from violating or attempting to violate any security features of the Service, including, without limitation, taking any of the following actions:accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; attempting to probe, scan, or test the vulnerability of the Service, or any associated system or network, or to breach security or authentication measures without proper authorization; interfering or attempting to interfere with service to any partner, host, or network, including, without limitation, by means of submitting a virus to the Service, overloading, “flooding,” “spamming,” “mail bombing,” “crashing,” or undertaking similar activities; and forging any TCP/IP packet header or any part of the header information in any email or in any posting using the Service. Further, you may not copy, sell, distribute, publish, download, or reproduce any aspect of the Service.Further, you agree not to take any of the following actions when using the Service:modifying, making derivative works of, decompiling, reverse-engineering, disassembling, or otherwise convert any aspect of the Service; licensing, selling, renting, leasing, transferring, assigning, distributing, hosting, or otherwise commercially exploiting the Service; accessing the Service in order to build a similar or competitive service; accessing (or attempting to access) any part of the Service by means other than through the interface that is provided by us; removing, obscuring or altering any proprietary rights notices (including copyrights and trademark notices) which may be contained in or displayed in connection with the Service; or using the Service except as permitted by these Terms.In addition, you may not use the Services to enable any person (including you) to benefit from any activities Mooch has identified as a restricted business or activity (collectively, “Restricted Businesses”). Restricted Businesses include use of the Services in or for the benefit of a country, organization, entity, or person embargoed or blocked by any government, including those on sanctions lists identified by the United States Office of Foreign Asset Control (OFAC). Restricted Businesses shall also include, but not be limited to, any party participating in: Any activities that violate these Terms, any Third Party Rules, or any other agreement that you have entered into with us or any of our agents in connection with the Payment Processing Services;Any activities that violate applicable law;Investment and credit services;Money and legal services, including money transmitters and money services businesses, check cashing businesses, currency exchanges or dealers, bill-pay services, crowdfunding, insurance, bail bonds, collections agencies, law firms collecting funds for any purpose other than to pay fees owed to the firm for services provided by the firm;Gambling, including internet gambling, lotteries, bidding fee auctions, sports betting, internet gaming, contests, sweepstakes, games of chance including legal or illegal forms of gambling;Adult services, including pornography and other obscene materials (including literature, imagery and other media) depicting nudity or explicitly sexual acts, sites offering any sexually-related services such as prostitution, escorts, pay-per view, adult live chat features, sexually oriented items (for example, adult toys), adult video stores and sexually oriented massage parlors, gentleman’s clubs, topless bars, and strip clubs, sexually oriented dating services;Illegal drugs or drug paraphernalia;Infringement of intellectual property or proprietary rights;Counterfeit or unauthorized goods;The sale of illegal products or services;Unfair, predatory, or deceptive practices, including pyramid or “get-rich-quick” schemes; andAny products or services that are otherwise restricted by third parties we work with in providing you with the Service. If you are uncertain whether a category of business or activity is restricted or have questions about how these restrictions apply to you, please contact us at firstname.lastname@example.org. We may add to or update the Restricted Businesses at any time.
7. OWNERSHIP OF THE SERVICES
The Services contain important and proprietary property owned by us, including software that constitutes our intellectual property and trade secrets. Nothing in these Terms shall be construed as a conveyance of any ownership right or title in or to our property. We only grant you a nonexclusive, nontransferable, non-sublicensable, and revocable license to use the Services for the purposes permitted by these Terms, and only for as long as you are permitted to access the Services. Further, you may choose to, or we may invite you to submit comments, suggestions, or ideas about the Services or the App, including how to improve the Service (“Feedback”). By submitting any Feedback, you agree that your submissions are voluntary, gratuitous, unsolicited, and without restriction and will not place us under any fiduciary or other obligation. We may use, copy, modify, publish, or redistribute the submission and its contents for any purpose and in any way without any compensation to you. You also agree that we do not waive any rights to use similar or related ideas previously known to us, developed by its employees, or obtained from other sources.
8. THIRD-PARTY SITES AND SERVICES
As referenced above, our Service may provide links to, or otherwise be integrated with, Third-Party Services, including services provided by Third Party Partners, as part of the functionality of the Service. We provide these links or integrations only as a convenience, and you understand that we do not have control over such third parties or their services and that such third parties are not agents of Mooch.
You acknowledge and agree that we make no representation or warranty about, express or implied, and do not endorse, and will not be liable for any Third-Party Services, or the third parties they are owned and operated by, or the information provided by third parties, or the suitability of the Third-Party Services, whether through the Service or otherwise. Accordingly, we are not responsible for your use of any Third-Party Service or any harm or losses arising from or relating to your use of any third-party Service or. You should contact the third party with any questions about their products and services. We hereby disclaim and you hereby discharge, waive and release us and our licensors and suppliers from any past, present, and future claims, liabilities, and damages, known or unknown, arising out of or relating to your interactions with such third parties and any Third Party Services.If you are a California resident, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION.
9. UPDATES TO THE SERVICE
We may, from time to time, develop patches, bug fixes, updates, upgrades and other modifications to improve the performance of the Service (“Updates”). These may be automatically installed without providing any additional notice or receiving any additional consent. If you do not want such Updates, your remedy is to terminate your Account and stop using the Service. If you do not terminate a previously created Account, you may receive Updates automatically. You acknowledge that you may be required to install Updates to use the Service. Your continued use of the Service is your agreement to these Terms with respect to the Services.
10. RISK FACTORS
10.1 No Insurance
Digital currency is not legal tender, is not backed by the government, and digital currency accounts and value balances on Mooch are not subject to Federal Deposit Insurance Corporation or Securities Investor Protection Corporation protections. Mooch is not a bank and does not offer fiduciary services. You acknowledge that Digital Currency is not subject to protections or insurance provided by the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation.
10.2 New Technical Risk
Software used for the Mooch Services is relatively new and could have bugs or security vulnerabilities. Further, the software is still under development and may undergo significant changes over time that may not meet partners’ expectations.
10.3 Risk of Reliance on Third Parties
The Mooch Services rely in whole or partly, on third party software and the continued development and support of third parties. There is no assurance or guarantee that those third parties will maintain their support of their software, which might have a material adverse effect on the Mooch Services.
10.4 Information Security Risk
Digital Currency and use of the Mooch Services may be subject to expropriation and/or theft. Hackers or other malicious groups or organizations may attempt to interfere with the Mooch Services in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, and spoofing. Furthermore, there is the possibility that software underlying the Mooch Services may contain intentional or unintentional bugs or weaknesses which may negatively affect the Mooch Services or result in the loss of a partner’s Digital Currency or the loss of a partner’s ability to access or control their Mooch Account. In the event of such a software bug or weakness, there may be no remedy and partners are not guaranteed any remedy, refund, or compensation.
11. INFORMATION WE MAKE AVAILABLE TO YOU
As part of the Service, we may provide you with various information in furtherance of the Service. Our intention in doing so is to be helpful and to make the Service more useful to you. However, you agree that all information and suggestions that we provide to you through the Service is strictly for informational purposes and shall not be construed or relied upon in any way, and specifically shall not be construed or relied upon as professional advice of any kind. You agree that, to the fullest extent permitted by law, and as detailed below in the “Limitation of Liability” section of these Terms, we will not incur any liability at all whatsoever in the event that your reliance on any information provided by us results in harm or damage to you or your property.
12. INFORMATION YOU PROVIDE TO US
13. INAPPROPRIATE AND ILLEGAL CONTENT PROHIBITED
You agree not to transmit any inappropriate content on the Service including, but not limited to, libelous, defamatory, obscene, pornographic, abusive, or threatening content; content that advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation; content that is misleading or not true; or advertise or otherwise solicits funds for goods or services. We may remove such content from our servers, and we may suspend or revoke your access to the Service, and we reserve the right to investigate, and seek applicable remedies for, violations of applicable law to the fullest extent of the law.
14. NOTICE AND PROCEDURE FOR MAKING U.S. CLAIMS OF COPYRIGHT OR TRADEMARK INFRINGEMENT
If you believe that your work has been copied in a way that constitutes copyright and/or trademark infringement, please provide a notice (a “DMCA Notice”) with the following information to Mooch’s Copyright Agent: a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or trademark interest; b) A detailed description of the copyright work or trademark that you claim has been infringed; c) A description of precisely where the material that you claim is being infringed is located on the Service; d) Your address, telephone number, and email address; e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or trademark owner, its agent or the law; and f) A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or trademark owner or authorized to act on the copyright or trademark owner's behalf.
Mooch’s Copyright and Trademark Agent for DMCA Notices is: Attention: Legal Department Mooch 432 Fremont Ave Pacifica, CA 94044 email@example.com
We may give notice to our partners by means of a general notice on our Service, electronic mail to a partner’s email address in our records, or by written communication sent by first-class mail to a partner’s physical address in our records. If you receive such a notice, you may provide counter-notification in writing to the designated Copyright and Trademark Agent. To be effective, the counter-notification must be a written communication that includes the following:a) Your physical or electronic signature; b) Identification of the material that has been removed or to which access had been disabled, and the location at which the material appeared before it was removed or access to it was disabled; c) A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake to misidentification of the material to be removed or disabled; and d) Your name, physical address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which Mooch may be found, and that you will accept service or process from the person who provided notification of alleged infringing material or an agent of such person.Mooch may terminate Accounts that have been the subject of five (5) separate DMCA notices. In the event a partner’s materials are removed due to a DMCA Notice and then subsequently restored due to the filing of a counter-notification, Mooch will treat the underlying DMCA Notice as withdrawn. Mooch reserves the right to terminate Accounts that are the subject of fewer than five (5) DMCA Notices in appropriate circumstances - such as where the partner has a history of violating or willfully disregarding these Terms.
15. YOUR USE OF OTHERS’ INTELLECTUAL PROPERTY
Although you may provide information and content to Mooch as part of your use of the Service, you agree to be respectful of others’ intellectual property rights. You may not upload, transmit, or otherwise distribute any information or content in violation of intellectual property laws or proprietary rights of any third parties. If you do not respect a third party’s intellectual property or proprietary rights, you are solely responsible for any violations of law. In addition, you are solely responsible for infringement of third party rights caused by any information that is generated or submitted through your use of the Service. We take claims of intellectual property infringement seriously. As such, we reserve the right to suspend and/or revoke access to the Service for any partner who is found to have infringed on the intellectual property rights of third parties, or us, or otherwise is found to have violated any intellectual property laws.
16. TERMINATION OF YOUR USE OF THE SERVICE
17. ASSUMPTION OF RISK
YOUR USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK.YOU AGREE THAT IF YOU CHOOSE TO USE THE SERVICE, YOU ARE DOING SO VOLUNTARILY. YOU ASSUME ALL SUCH RISKS WITHOUT LIMITATION.
18. DISCLAIMER OF WARRANTIES; “AS IS”
WE ARE MAKING THE SERVICE AVAILABLE “AS IS” AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SERVICE. WE DO NOT WARRANT THAT OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.
19. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE INCLUDING, BUT NOT LIMITED TO, DAMAGES ARISING FROM OR RELATED TO ANY OF THE FOLLOWING: ANY CLAIM RELATED TO PERSONAL OR BODILY INJURY IN CONNECTION WITH THE USE OF THE SERVICE; ANY HARM OR DAMAGE CAUSED BY, OR OTHERWISE RELATED TO, YOUR RELIANCE ON INFORMATION PROVIDED THROUGH THE SERVICE; ANY LOSS OR UNAUTHORIZED DISCLOSURE OF DATA; ANY HARM OR DAMAGE CAUSED BY, OR OTHERWISE RELATED TO, YOUR USE OF OR INTERACTION WITH ANY SERVICES OFFERED THROUGH THE SERVICE; AND ANY VIOLATIONS OF APPLICABLE LAWS, RULES, REGULATIONS, AND OTHER AGREEMENTS. THIS LIMITATION SHALL APPLY REGARDLESS OF THE LEGAL THEORY OR FORM OF ACTION.IN NO EVENT WILL OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICE EXCEED ONE HUNDRED DOLLARS ($100.00).THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US.SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES OR CAUSES OF ACTION, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
In the event that any third party brings a claim against us related to your actions, content, information, or any other use of the Service by you, you agree to indemnify, defend, and hold us and our agents harmless from and against any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) relating to such claim. We will notify you promptly of any such claim and will provide you with reasonable assistance, at your expense, in defending any such claim, provided, however, that our failure to so notify you shall not relieve you of your indemnity obligations, but instead shall reduce those obligations by the amount of damages or increased costs and expenses attributable to our failure to give notice. We reserve the right to approve counsel retained by you, to take control of the defense (at our expense) of any claim for which indemnity is required, and to participate in the defense of any claim (at our expense) for which indemnity is required. You may not settle any claim without our prior consent.
21. DISPUTE RESOLUTION
You agree to resolve any dispute, claim, or controversy with Mooch arising out of or relating to your use in any way of the Service in the following manner. First, we both agree to attempt in good faith to resolve the dispute informally by contacting each other by email (you can email us at firstname.lastname@example.org). Second, if the dispute is not resolved through informal resolution, we both agree to attempt in good faith to resolve the dispute through mediation administered by JAMS, which shall take place in San Mateo County, California, and the costs of which shall be divided equally between you and Mooch. Third, if the dispute is not resolved through informal resolution and mediation, we both agree to participate in binding arbitration administered by JAMS, which shall take place in San Mateo County, California.Either you or we may bring a lawsuit solely for injunctive relief without first engaging in the dispute resolution process described above.We both agree that, in the event of arbitration, or in the event of a lawsuit as permitted by this section or otherwise, the prevailing party shall be entitled to costs and fees (including reasonable attorneys’ fees). Arbitration pursuant to this section shall be confidential, and neither you, nor Mooch, nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. There shall be no right or authority for any claims subject to this arbitration clause to be arbitrated on a class action or consolidated basis or on bases involving claims brought in a purported representative capacity on behalf of the general public (including, but not limited to, as a private attorney general). If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect.YOU AND MOOCH EACH HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.Nothing contained in this section shall limit our ability to take action related to your access to the Service as provided in these Terms.
22. GOVERNING LAW, VENUE, & PERSONAL JURISDICTION
These Terms shall be governed by, and construed and interpreted in accordance with the laws of the State of California to the exclusion of its conflict of laws provisions.
23. SEVERABILITY WAIVER
If, for whatever reason, any term or condition in these Terms is found unenforceable, all other terms and conditions will remain unaffected and in full force and effect. The failure to enforce any provision of these Terms is not a waiver of our right to do so later, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.
24. CHANGES TO THESE TERMS
Mooch reserves the right to change these Terms from time to time, with or without notice to you. If you continue to use the Service, you consent to the new Terms. Any changes to these Terms will become effective on the “Effective Date” indicated above. If you continue to use the Service after the Effective Date, you consent to the new Terms. Mooch will always have the latest Terms posted on the Service.
25. CONTACT US
If you have any questions about these Terms or our Service, please feel free to contact us by email at email@example.com.
26. HEADINGS USED IN THESE TERMS
The section headings contained in these Terms are for reference purposes only and shall not affect the meaning or interpretation of these Terms in any way.