IF YOU BECOME A HILY MEMBER AND PAY BY CREDIT OR DEBIT CARD (OR OTHER PAYMENT METHOD ASSOCIATED WITH AN AUTOMATICALLY RENEWING SUBSCRIPTION), YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR CERTAIN PERIODS OF TIME IF YOU DO NOT CANCEL PRIOR TO THE END OF THE TERM. SEE SECTIONS 6(d) AND (e) FOR MORE INFORMATION ON THE AUTOMATIC RENEWAL TERMS APPLICABLE TO SUBSCRIPTIONS.
1. ACCEPTANCE OF AGREEMENT
Your use of certain parts of the Service may be subject to additional terms and conditions (if any), and such terms and conditions will be either listed in this Agreement, or will be presented or accessible to you by Hily when you sign up to use, or use, such Service (“Additional Terms”). All such Additional Terms are incorporated by reference into this Agreement unless otherwise indicated.
All visitors to or users of the Service, whether registered or not, are “users” of the Service for purposes of this Agreement. If you register for the Service by creating an account (profile), you become a “Member.”
2. CHANGES TO AGREEMENT
THIS AGREEMENT AND ANY POLICY OR GUIDELINE OF THE SERVICE MAY BE MODIFIED BY HILY IN ITS SOLE DISCRETION AT ANY TIME. Hily shall provide notice of any such modification by posting the revised Agreement to the Sites.
We indicate at the top of the page when this Agreement was last updated. If you are a non-subscribing user or a Member at the time of any modification, unless otherwise indicated, any changes or modifications will be effective immediately upon posting the revisions to the Sites, and your use of the Service after such posting will constitute acceptance by you of the revised Agreement. If you are a Subscriber at the time of any change or modification, unless otherwise indicated, this Agreement will continue to govern your membership until such time that your subscription renews as contemplated by Section 6 or (b) any downloadable Service are updated (depending on which event is closer in time). If you continue your subscription or your device updates the Service that will constitute acceptance by you of the revised Agreement. Alternatively, if you terminate your subscription or remove the Service off your device at such time, your use of the Service after your termination or new setting up of the Service will constitute acceptance by you of the revised Agreement.
You should frequently review this Agreement and all applicable terms and policies to understand the terms that apply to your use of the Service. If you do not agree to the amended terms, you must stop using the Service.
3. ELECTRONIC RECORDS
Because the Service is provided electronically, you must consent to Hily’s providing important information electronically if you wish to use the Service. You consent to being provided with this Agreement, notices, disclosures, information, policies and other materials in electronic form (collectively, “Electronic Records”), rather than in paper form in accordance with The Electronic Signatures in Global and National Commerce Act. Your consent to receive Electronic Records applies to all notices, disclosures, documents, records or other materials of any kind that Hily may be required to provide to you.
Electronic Records will be provided on our Sites, in applications or sent to the email address or phone number associated with your profile or otherwise rendered to you. If you have any trouble printing out, downloading, and/or accessing any Electronic Records, you may contact us in writing at the address provided above.
You may withdraw your consent to receive Electronic Records by contacting us in writing at the address provided above. However, the Service provided by Hily is only available if you agree to receive Electronic Records, and you understand that withdrawing such consent will result in your account being deactivated. You can obtain a paper copy of an Electronic Record by contacting us in writing at the address provided above, provided that Hily may charge a reasonable fee to cover the costs of printing and sending the requested Electronic Record.
Age Restrictions. No part of the Service is directed to persons under the age of 18. IF YOU ARE UNDER 18 YEARS OF OR THE AGE OF MAJORITY IN PLACES WHERE EIGHTEEN (18) YEARS IS NOT THE AGE OF MAJORITY, YOU MUST NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER. By using the Service, you represent and warrant you are at least 18 years of age (or age of the majority in places where 18 years is not the age of majority). If you are under 18 years of age, then you are not permitted to use the Service.
IF YOU ARE UNDER 18 YEARS OF AGE BUT HAVE IMPROPERLY ACCESSED THE SERVICE BY PROVIDING FALSE INFORMATION TO US, NOT ONLY ARE YOU AN UNAUTHORIZED USER USING THE SERVICE IN VIOLATION OF THIS AGREEMENT, BUT YOU MAY ALSO BE PUTTING YOURSELF AND OTHERS IN DANGER. YOU AGREE THAT HILY IS NOT RESPONSIBLE FOR THE CONDUCT OF ANY USER AND IS NOT LIABLE (DIRECTLY OR INDIRECTLY) FOR ANY LOSSES OR DAMAGES WHATSOEVER ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE.
Accessing and/or using the Service is void where prohibited by applicable law of your location. By using the Service, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement. If you become a Member, you represent and warrant that you have never been convicted of a felony and that you are not required to register as a sex offender with any government entity. If any such representations or warranties turn out to be false or misleading in any way, your membership will be terminated immediately without refund of any unused or used funds in your account.
5. USE OF SERVICE
You agree that you will only use the Service, including the posting of any content through the Service, in a manner consistent with this Agreement and any and all applicable local, state, national and international laws and regulations, including, but not limited to, United States export control laws.
Subscriber Profile. You will create only one unique valid profile for use of the Service. You understand and agree that anyone may be able to view any information you choose to make publicly available.
Safety. The nature of the Service promotes the sharing of personal information by users with other users. Hily cannot and does not assure that it is safe for you to have direct contact with other users of the Service. Current technological developments make it possible for users of the Internet to obtain personal information about, and locate, other users, with very little other information. If you believe that any user of the Service is harassing you or is otherwise using personal information about you for unlawful purposes, we encourage you to first inform local law enforcement authorities and then to contact us so that we may take appropriate action to block further use of the Service by any user who is using the Service and information obtained from it for improper purposes.
You assume all risk when using the Service, including but not limited to all risks associated with any online or offline interactions with others, including dating. In addition, you agree to take all necessary precautions when meeting other users, especially if you decide to meet in person. There is no substitute for acting with caution when communicating with any stranger who wants to meet you. YOU UNDERSTAND THAT SERVICE CURRENTLY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON ALL MEMBERS. HILY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF MEMBERS OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE MEMBERS. HILY MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES AS TO THE ABILITY TO SECURE ANY VISAS OR OTHER INTERNATIONAL TRAVEL DOCUMENTATION. HILY RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS. You acknowledge that not all users are available for matching and that Hily may create test profiles or accounts to monitor the operation of the Service.
Profile Security. You understand that you are responsible for maintaining the confidentiality of the username and password of your profile, and you are fully responsible for all activities that occur under your username and password, including the purchase of any of our Paid Service (as defined in Section 6 below). You agree to immediately notify Hily if you suspect any unauthorized use of your username or password or any other breach of security. You acknowledge that Hily is not responsible for any loss or damage arising from the theft or misappropriation of your username or password.
Personal Use. You will only use the Service for your sole, personal use and not in connection with any commercial endeavors. You will not (a) authorize others to use the Service on your behalf and (b) authorize others to use your profile on their own behalf or (c) otherwise attempt to transfer your right to use the Service to any other person or entity.
No Commercial Solicitation or Advertising. You will not engage in any advertising or solicitation to buy or sell any products or services through the use of the Service and you will not transmit any chain letters, junk or spam email to other users. Additionally, you will not use any information obtained from the Service in order to contact, advertise to, solicit or sell to any user without their prior explicit consent. You must not purchase, sublicense, grant, gift or otherwise alienate your rights to the Service in whole or in part and receive the Service or any rights to the Services in whole or in part from other users as a reward, payment, remuneration, settlement, salary or another fee unless it is directly contemplated hereby.
User Conduct. Hily is not responsible or liable in any manner for the conduct of its users, whether or not such conduct is in connection with the use of the Service. YOU ACKNOWLEDGE THAT YOU USE THE SERVICE AT YOUR OWN RISK.
You agree not to do any of the following in connection with the Service or the users thereof:
use the Service in any unlawful manner, including creation of a lot of accounts by one user to conduct illegal activities in Hily, or in a manner that is harmful to or violates the rights of others;
engage in any unlawful, harassing, obscene, intimidating, threatening, predatory or stalking conduct;
use the Service in any manner that could disrupt, damage, disable, overburden, impair or affect the performance of the Service or interfere with or attempt to interfere with any other user’s use of the Service including, but not limited including using false receipts or confirmation of purchase/payment;
impersonate any person or entity, or misrepresent your age, identity, affiliation, connection or association with, any person or entity;
defraud, swindle or deceive other users of the Service;
disseminate another person’s personal information without his or her permission, or collect or solicit another person’s personal information for commercial or unlawful purposes;
solicit or engage in gambling or any similar activity or any illegal or unlawful activity;
use any scripts, bots or other automated technology to scrape or access the Service;
use the Service for any phishing, trolling or similar activities;
use the Service to redirect users to other sites or encourage users to visit other sites;
harvest or collect email addresses or other contact information of other users from the Service by electronic or other means or use the Service to send, either directly or indirectly, any unsolicited bulk e-mail or communications, unsolicited commercial e-mail or communications or other spamming activities; or
use the Service to promote or facilitate prostitution and/or facilitate traffickers in advertising the sale of unlawful sex acts with sex trafficking victims;
attempt to access any part of the Service that you are not authorized to access.
Reporting Violations. If you wish to report any violation of this Agreement by others, including Members, you may do so by using a specific link on the Service or by contacting us at firstname.lastname@example.org.
Repeat offender policy. If the users who misused the Service, posted Prohibited Content or behaved in a way that could be regarded as inappropriate, unlawful, illegal or unsafe on more than one occasion, may be permanently suspended, deactivated or lose the right to use the Service. Moreover, should it be the case, Hily may block or prevent your access to and use of the Service at any time.
6. PAID SERVICE
General. If you purchase any functionality of the Service that we may, from time to time, offer for a fee (the “Paid Service”), including but not limited to, a paid subscription to our Service or any paid in-Service features (if any), you authorize Hily and our designated payment processors to store your payment information and other related information. You also agree to pay the applicable fees for the Paid Service (including without limitation periodic fees for ongoing subscriptions (the “Subscription Fees”) as set forth on the Service) as they become due plus all related taxes (including without limitation sales and use taxes, duties or other governmental taxes or fees), and to reimburse us for all collection costs and interest for any overdue amounts. All fees and charges are nonrefundable and there are no refunds or credits for any partially used Paid Service (including partially used subscription periods) except (i) as expressly set forth in this Agreement, (ii) as otherwise required by applicable law and (iii) at Hily’s sole and absolute discretion. You can also find more relevant information on our refund approaches toward some types of the Paid Services within respective Sections hereof. Fees for the Paid Service may be payable in advance, in arrears, per usage or as otherwise described when you purchase the Paid Service. All prices for the Paid Service are subject to change without notice (except as otherwise described in this Section 6).
Payment Method. Hily may, from time to time, offer various payment methods, including without limitation payment by credit card, by debit card, by check, by certain mobile payment providers or by using PayPal. You authorize Hily to charge you for the Paid Service through any payment method(s) you select when purchasing the Paid Service (the “Payment Method”) and you agree to make payment using such Payment Method(s) (we may, from time to time, receive and use updated payment method information provided by you or that financial institutions or payment processors may provide to us to update information related to your Payment Method(s), such as updated expiration dates or account numbers). Certain Payment Methods, such as credit cards and debit cards, may involve agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Methods (the “Payment Method Provider”). If we do not receive payment from your Payment Method Provider, you agree to directly pay all amounts due upon demand from us. Your non-termination or continued use of the Paid Service reaffirms that we are authorized to charge your Payment Method.
The Paid Service may also be purchased through your accounts with certain third parties, such as your Apple iTunes account, your Google Play account or your Amazon account (a “Third Party Account”). If you purchase any Paid Service through a Third Party Account, billing for these Paid Service will appear through your Third Party Account. You should review the Third Party Account’s terms and conditions, which we do not control.
Automatic Renewal of Subscriptions. IF YOU PAY FOR A SUBSCRIPTION BY CREDIT OR DEBIT CARD (OR OTHER PAYMENT METHOD IDENTIFIED ON OUR SERVICE OR A SOCIAL NETWORKING SITE AS INVOLVING AN AUTOMATICALLY RENEWING SUBSCRIPTION) AND YOU DO NOT CANCEL YOUR SUBSCRIPTION AS SET FORTH IN SECTION 6(e) BELOW PRIOR TO THE END OF THE SUBSCRIPTION TERM, YOUR SUBSCRIPTION WILL BE AUTOMATICALLY EXTENDED AT THE END OF EACH TERM FOR SUCCESSIVE RENEWAL PERIODS OF THE SAME DURATION AS THE SUBSCRIPTION TERM ORIGINALLY SELECTED (FOR EXAMPLE, UNLESS YOU CANCEL, A ONE MONTH SUBSCRIPTION WILL AUTOMATICALLY RENEW ON A MONTHLY BASIS AND A SIX MONTH SUBSCRIPTION WILL AUTOMATICALLY RENEW ON A SIX MONTH BASIS). UNLESS OTHERWISE INDICATED IN ANY APPLICABLE ADDITIONAL TERMS OR COMMUNICATIONS WE SEND TO YOUR REGISTERED EMAIL ADDRESS, SUCH RENEWAL WILL BE AT THE SAME SUBSCRIPTION FEE AS WHEN YOU FIRST SUBSCRIBED, PLUS ANY APPLICABLE TAXES, UNLESS WE NOTIFY YOU AT LEAST 10 DAYS PRIOR TO THE END OF YOUR CURRENT TERM THAT THE SUBSCRIPTION FEE WILL INCREASE. YOU ACKNOWLEDGE AND AGREE THAT YOUR PAYMENT METHOD WILL BE AUTOMATICALLY CHARGED FOR SUCH SUBSCRIPTION FEES, PLUS ANY APPLICABLE TAXES, UPON EACH SUCH AUTOMATIC RENEWAL. YOU ACKNOWLEDGE THAT YOUR SUBSCRIPTION IS SUBJECT TO AUTOMATIC RENEWALS AND YOU CONSENT TO AND ACCEPT RESPONSIBILITY FOR ALL RECURRING CHARGES TO YOUR CREDIT OR DEBIT CARD (OR OTHER PAYMENT METHOD, AS APPLICABLE) BASED ON THIS AUTOMATIC RENEWAL FEATURE WITHOUT FURTHER AUTHORIZATION FROM YOU AND WITHOUT FURTHER NOTICE EXCEPT AS REQUIRED BY LAW. YOU FURTHER ACKNOWLEDGE THAT THE AMOUNT OF THE RECURRING CHARGE MAY CHANGE IF THE APPLICABLE TAX RATES CHANGE OR IF YOU ARE NOTIFIED THAT THERE WILL BE AN INCREASE IN THE APPLICABLE SUBSCRIPTION FEES.
Cancellation of Subscriptions. TO CHANGE OR CANCEL YOUR SUBSCRIPTION AT ANY TIME, OTHER THAN PURSUANT TO SECTION 20, FOLLOW THE INSTRUCTIONS ON YOUR PROFILE SETTINGS PAGE. IF YOU PURCHASED A SUBSCRIPTION THROUGH A THIRD PARTY ACCOUNT, YOU WILL NEED TO CANCEL YOUR SUBSCRIPTION THROUGH THAT THIRD PARTY AND IN ACCORDANCE WITH THAT THIRD PARTY’S TERMS AND CONDITIONS. IF YOU CANCEL YOUR SUBSCRIPTION, OTHER THAN PURSUANT TO SECTION 20, YOUR SUBSCRIPTION BENEFITS WILL CONTINUE UNTIL THE END OF YOUR THEN CURRENT SUBSCRIPTION TERM, BUT YOUR SUBSCRIPTION WILL NOT BE RENEWED AFTER THAT TERM EXPIRES. YOU WILL NOT BE ENTITLED TO A PRORATED REFUND OF ANY PORTION OF THE SUBSCRIPTION FEES PAID FOR THE THEN CURRENT SUBSCRIPTION TERM, EXCEPT AS PROVIDED IN SECTION 20 OF THIS AGREEMENT OR AS REQUIRED BY APPLICABLE LAW.
From time to time, we may offer free trials or other promotion. As an example, we may offer promotions that provide free subscriber-level access to the Service for a certain period of time. Trials are not available to users who have already paid the Subscription Fees and have previously received a free trial and cancelled it prior to paying the Subscription Fees. YOU MUST CANCEL YOUR SUBSCRIPTION (IN ACCORDANCE WITH SECTION 13(e) ABOVE) BEFORE THE END OF THE PROMOTION PERIOD IN ORDER TO AVOID BEING AUTOMATICALLY CHARGED FOR SUBSCRIPTION FEES.
Current Information Required. You agree to provide current, complete and accurate billing information and agree to promptly update all such information (such as changes in billing address, credit card number or credit card expiration date) as necessary for the processing of all payments that are due to Hily. You agree to promptly notify Hily if your Payment Method is canceled (for example, due to loss or theft) or if you become aware of a potential breach of security related to your Payment Method. If you fail to provide any of the foregoing information, you acknowledge that your current Payment Method may continue to be charged for the Paid Service and you remain responsible for all such charges.
Change in Amount Authorized. If the total amount to be charged varies from the amount you authorized when purchasing any Paid Service (other than due to the imposition or change in the amount of taxes, including without limitation sales and use taxes, duties or other governmental taxes or fees), Hily will provide notice of the amount to be charged and the date of the charge at least 10 days before the scheduled date of the transaction. If you do not cancel your Paid Service before the increased price goes into effect, you agree to pay the increased price for the Paid Service. You agree that Hily may accumulate charges incurred and submit them as one or more aggregate charge during or at the end of each billing cycle. Hily will inform you of any additional charges that are accumulated.
Hily reserves the right to correct any errors or mistakes that it makes even if it has already requested or received payment.
7. USER CONTENT
Responsibility for User Content. You are solely responsible for the content and information that you provide, publish, transmit, broadcast, stream, translate, display whether real-time or pre-recorded (created in advance) or otherwise communicate to Hily through the Service or to other users (collectively referred to as “post” or “streams”), including without limitation messages, data, text, photos, video, music, graphics, links, records, streams, broadcasts, audio-visual works or other materials posted through chat messages, video messages, community pages, email messages, mobile messages, any other types of live or recorded messages, photos, broadcasting or streaming, profile information or otherwise communicated to us or other users (your submissions and those of other users, collectively, are “User Content”). Hily does not control, take responsibility for or assume liability for any User Content posted by you or any third party, or for any loss or damage thereto, nor is Hily liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you encounter. From time to time we may issue and amend some additional rules and polices as to regulate manner in which you can create and use the User Content within the Service.
Accuracy of Information. You will not post any inaccurate, misleading, incomplete or false information or User Content to Hily or to any other user. You may be required to supply certain information and post a photo of yourself to use the Service.
No Obligation to Review User Content. Although you understand and acknowledge that Hily has no duty to prescreen, review, control, monitor or edit the User Content and is not liable for User Content that is provided by others, you agree that Hily may, at its sole discretion, review, edit, refuse to accept or delete User Content at any time and for any reason or no reason without notice, and you are solely responsible for creating backup copies and replacing any User Content you post or store on the Service at your sole cost and expense. This includes Hily’s right to modify, crop or edit any photos you submit to comply with Hily’s policies, practices and procedures.
License of User Content to Hily. Hily claims no ownership or control over your User Content, except as otherwise specifically provided herein, on the Service or in a separate agreement. By submitting or posting User Content, you automatically grant, and you represent and warrant that you have the right to grant, to Hily, its affiliates, licensees and successors an irrevocable, perpetual, non-exclusive, fully paid, worldwide right and license to use, copy, publicly perform, publicly display, reproduce, adapt, modify and distribute (including but not limited to, with marketing, advertising or other commercial purposes) such User Content furnished by you and to prepare derivative works of, or incorporate into other works, such information and User Content, and to grant and authorize sublicenses of the foregoing in any medium. You represent and warrant that the User Content and the public posting and use of your User Content by Hily will not infringe or violate any third-party rights, including without limitation any intellectual property rights or rights of privacy or publicity, or cause any harm to any third party or violate the terms of this Agreement.
By posting User Content, you hereby release Hily and its agents and employees from any claims that such use, as authorized above, violates any of your rights and you understand that you will not be entitled to any additional compensation for any use of your User Content.
Use of Proprietary Information of Others. You will not post, copy, transfer, create any derivative works from, distribute, reproduce or show in any manner any copyrighted or trademarked or other proprietary information or materials, including any User Content posted by other users, without the prior consent of the owner of such proprietary rights. You acknowledge that information or materials available through the Service may have copyright protection whether or not it is identified as being copyrighted.
Prohibited Content. You will not post, transmit or deliver to any other user, either directly or indirectly, any User Content that violates any third-party rights or any applicable law, rule or regulation or is prohibited under this Agreement or any other Hily policy governing your use of the Service (“Prohibited Content”). We are entitled to amend, supplement or otherwise change the Prohibited Content listed below in any time, including, by issuing additional relevant rules and policies. The Prohibited Content includes without limitation User Content that:
is obscene, pornographic, profane, defamatory, abusive, offensive, indecent, threatening, harassing, inflammatory, inaccurate, misrepresentative, fraudulent or illegal;
promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
is intended to, or does, harass, or intimidate any other user or third party;
may infringe or violate any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party, including User Content that contains others’ copyrighted content (e.g., photos, images, music, movies, videos, etc.) without obtaining proper permission first;
contains video, audio, photographs, or images of another person without his or her express written consent (or in the case of a minor, the minor’s legal guardian) or otherwise violates anyone’s right of privacy or publicity;
promotes or enables illegal or unlawful activities, such as instructions on how to make or buy illegal weapons or drugs;
violates someone’s data privacy or data protection rights;
contains viruses, time bombs, trojan horses, cancelbots, worms or other harmful, or disruptive codes, components or devices;
contains any advertising or promotional content; or
is, in the sole judgment of Hily, objectionable or restricts or inhibits any person from using or enjoying the Service or exposes Hily or its users to harm or liability of any type.
Submissions. Separate and apart from the User Content you provide as part of your use of the Service, you can submit questions, comments, feedback, suggestions, success stories, ideas, plans, notes, drawings, original or creative materials or other information relating to Hily and our Service (collectively, “Submissions”). Submissions, whether posted to the Service or provided to Hily by email or otherwise, are non-confidential and shall become the sole property of Hily. Hily shall exclusively own all right, title and interest, including without limitation all intellectual property rights, in and to any and all Submissions. Hily shall be entitled to the unrestricted use and dissemination of any Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
8. PRIVACY AND MAILING
In the event you are located in the USA, the following rules are applicable:
by giving us the contact details, the you give us consent to receive messages and mailings via e-mail, SMS or by other means;
we may send you non-commercial, related to the fulfilment of your or Hily’s obligations hereunder (basically, this is information about the main stages of our cooperation, literally, transaction messages);
if we send you SMS, the approximate number of messages can reach 50 messages per month, but can be increased due to the intensity of your activity or activity of other users toward you within Hily application. In order to stop to receive SMS, it will be enough to send “STOP” to the number from which the messaging started (where available), or “STOP-SMS” to email@example.com, but you have to indicate the mobile number of recipient;
if we send you emails, all our emails will include the sender’s contact information (website name, contact phone number, physical post address and other information required by applicable law), as well as an unsubscribe button;
If you decide to unsubscribe from mailings or other messages without reference to the content of the message, you shall send us a notification to firstname.lastname@example.org. Upon receipt of such notice, we will cease mailing. Also, you can unsubscribe from through your account settings;
all complaints about subscriptions, notifications and mailing will be processed without prolonged unreasonable delays. Any feedback, complaints, requests to stop mailing and unsubscribe from mailings will be processed free of charge.
9. INTELLECTUAL PROPERTY RIGHTS AND LIMITED LICENSE
Except for your User Content, the Service and all materials therein or transferred thereby, including, without limitation, software, interface (including user and functional interface), images, text, graphics, designs, illustrations, Hily logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, information, data, other files and the arrangement thereof and User Content belonging to other users (the “Proprietary Materials”), and all intellectual property rights related thereto, are the exclusive property of Hily and its licensors (including other users who post User Content to the Service). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights of Hily.
You are granted a limited, revocable, non-sublicensable worldwide license to access and use the Service, subject to the terms and conditions of this Agreement. You agree that you will not (i) copy, modify, publish, adapt, sublicense, translate, sell, distribute, transmit, perform, display, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Proprietary Materials or the Service or cause others to do so; (ii) “frame” or “mirror” any part of the Service, without our prior written authorization; (iii) use meta tags or code or other devices containing any reference to Hily or the Service in order to direct any person to any other website for any purpose; (iv) resell or make any commercial use of the Service; (v) use any data mining, robots, or similar data gathering or extraction methods or otherwise collect any pictures, descriptions, data or other content from the Service; (vi) forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Service; (vii) use any automated methods or processes to create user accounts or access the Service or (viii) use the Proprietary Materials or the Service other than for their intended purpose. Any use of the Service or Proprietary Materials other than as expressly authorized herein, without the prior written consent of Hily, is strictly prohibited and will violate and terminate the license granted herein. Such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in this Agreement shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. Hily reserves all rights not expressly granted herein in the Service and the Proprietary Materials. This license is revocable at any time.
You are hereby acknowledged that Hily is entitled to terminate or strike off the license to access and use the Service anytime and at its own discretion.
10. COPYRIGHT POLICY
If you are a copyright owner or an agent thereof and believe that anything on the sites infringes upon your copyrights, you may submit a notification of infringement pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on our website (please include URLs to help us identify the material); (iv) your address, telephone number, and email address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Hily’s designated Copyright Agent to receive notifications of claimed infringement is:
Attn: Copyright Compliance Department
3172 North Rainbow Boulevard #1132,
Las Vegas, NV 89108
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
“HILY,” Hily’s logos and any other trade name or slogan contained in the Service are trademarks or service marks of Hily, its partners or its licensors and may not be copied, imitated or used, in whole or in part, without the prior written permission of Hily or the applicable trademark holder. In addition, the look and feel of the Service, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Hily and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Service are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.
12. THIRD PARTY CONTENT
Hily may provide third party content on the Service and may provide links to web pages and content of third parties (collectively the “Third Party Content”) as a service to those interested in this information. Hily does not control, endorse or adopt any Third Party Content and makes no representations or warranties of any kind regarding the Third Party Content, including without limitation regarding its accuracy or completeness. You acknowledge and agree that Hily is not responsible or liable in any manner for any Third Party Content and undertakes no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk.
The Service may contain advertisements and promotions from third parties or may otherwise provide information about or links to third party products or services. Your dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third party. Hily is not responsible for, and does not endorse, any features, content, advertising, products, services or other materials on or available from third party sites. You agree that Hily shall not be responsible or liable, directly or indirectly, for any loss or damage of any sort incurred as the result of such dealings or as a result of the presence of such third party advertisers or third party information on the Service.
13. MOBILE SOFTWARE
Mobile Software. We may make available software to access the Service via a mobile or tablet device (“Mobile Software”). To use the Mobile Software, you must have a device that is compatible with the Mobile Software. Hily does not warrant that the Mobile Software will be compatible with your device. Hily hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one Hily account on devices owned or leased solely by you, for your personal use only. You acknowledge that Hily may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your device. You consent to such automatic upgrading on your device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Additional terms to those contained in this Section 13 may be contained in an End User License Agreement (if any) associated with any Mobile Software.
Mobile Software from iTunes or the App Store. The following applies to any Mobile Software you acquire or download from the iTunes Store or the App Store provided by Apple (“Store-Sourced Software”):
you acknowledge and agree that this Agreement is solely between you and Hily, not Apple, and that Apple has no responsibility for the Store-Sourced Software or content thereof. Your use of the Store-Sourced Software must comply with the App Store Terms of Service;
you acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Store-Sourced Software. In the event of any failure of the Store-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Store-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Store-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Hily;
you acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the Store-Sourced Software or your possession and/or use of the Store-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Store-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Hily;
you acknowledge that, in the event of any third party claim that the Store-Sourced Software or your possession and use of that Store-Sourced Software infringes that third party’s intellectual property rights, Hily, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement; and
you and Hily acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the Store-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the Store-Sourced Software against you as a third party beneficiary thereof. Without limiting any other terms of this Agreement, you must comply with all applicable third party terms of agreement when using Store-Sourced Software.
Support. Hily is solely responsible for providing any maintenance and support services as specified in this Agreement or as required under applicable law. Hily and you acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to Mobile Software.
Export Controls. The Mobile Software and the underlying information and technology may not be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country that is subject to a U.S. Government embargo or has been designated by the U.S. Government as a “terrorist supporting” country; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using the Mobile Software and/or supporting documentation, you are agreeing to the foregoing and you represent and warrant that you (a) are not located in, under the control of, or a national or resident of any such country or on any such list, (b) are not listed on any U.S. Government list of prohibited or restricted parties, and (c) you agree to comply with all United States and foreign laws related to use of the Mobile Software and other parts of the Service.
Users Outside the U.S. If you are using the Mobile Software outside the U.S.A., then the following shall apply: (i) you confirm that this Agreement and all related documentation is and will be in the English language; (ii) you are responsible for complying with any local laws in your jurisdiction which might impact your right to import, export or use the Mobile Software or any services accessed or used in connection with the Mobile Software, and you represent that you have complied with any regulations or registration procedures required by applicable law to make this license enforceable.
Injunctive Relief. You acknowledge and agree that your breach or threatened breach of this Section 13 shall cause Hily irreparable damage for which recovery of money damages would be inadequate and that Hily therefore may seek timely injunctive relief to protect its rights under this Agreement in addition to any and all other remedies available at law or in equity.
HILY PROVIDES THE SITES, THE PROPRIETARY MATERIALS AND THE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, WE EXPRESSLY DISCLAIM ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE SERVICE (INCLUDING ALL PROPRIETARY MATERIALS AND OTHER INFORMATION AND CONTENT CONTAINED THEREIN), INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
HILY DOES NOT REPRESENT AND WARRANT THAT (A) YOUR USE OF THE SERVICE WILL BE SECURE, UNINTERRUPTED, COMPLETE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, (B) ANY DEFECTS IN THE SERVICE WILL BE CORRECTED OR (C) THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. HILY DISCLAIMS LIABILITY FOR, AND NO WARRANTY IS MADE WITH RESPECT TO, THE CONNECTIVITY AND AVAILABILITY OF THE SERVICE OR THE DELIVERY OF ANY MESSAGES.
HILY DOES NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF OR SCREEN THE PERSONS SUBSCRIBING TO OR USING THE SERVICE, NOR DOES IT HAVE ANY OBLIGATION TO MONITOR THE USE OF THE SERVICE BY OTHER USERS OF THE COMMUNITY. THEREFORE, HILY DISCLAIMS ALL LIABILITY FOR YOUR INTERACTIONS WITH AND THE CONDUCT OF OTHER USERS AND FOR IDENTITY THEFT OR ANY OTHER MISUSE OF YOUR IDENTITY OR INFORMATION.
HILY DOES NOT: (i) GUARANTEE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION ON THE SERVICE, OR (ii) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY OR LIABILITY FOR THE CONDUCT OF ANY USERS OR MEMBERS OR FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY OTHER THAN HILY. UNDER NO CIRCUMSTANCES WILL HILY BE RESPONSIBLE FOR ANY LOSS, DAMAGE OR HARM OF ANY KIND RESULTING FROM ANY USER CONDUCT OR FROM ANYONE’S RELIANCE ON INFORMATION OR OTHER CONTENT POSTED ON THE SERVICE, OR TRANSMITTED TO OR BY ANY USERS.
SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES AND TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
15. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL HILY, ITS AFFILIATES, DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL OR INDIRECT DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE, OR THE PROPRIETARY MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM HILY, OR THAT RESULTS FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO HILY’S RECORDS, PROGRAMS OR SERVICES. UNDER NO CIRCUMSTANCES WILL HILY’S AGGREGATE LIABILITY, IN ANY FORM OF ACTION WHATSOEVER IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE SERVICE, EXCEED THE GREATER OF (1) THE AGGREGATE AMOUNT OF FEES FOR ANY PAID SERVICE PAID BY YOU DURING THE IMMEDIATELY PRECEDING SIX MONTHS OR (2) $100.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HILY BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, IDENTITY THEFT AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS, MEETINGS OR OTHER INTERACTIONS WITH OTHER USERS OF THE SERVICE. THIS INCLUDES ANY CLAIMS, LOSSES OR DAMAGES ARISING FROM THE CONDUCT OF USERS WHO HAVE REGISTERED UNDER FALSE PRETENSES OR WHO ATTEMPT TO DEFRAUD OR HARM YOU.
SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
16. GOVERNING LAW AND ARBITRATION; WAIVER; INDEMNIFICATION
Mandatory Arbitration. Please read this Section carefully. YOU AND HILY, AND EACH OF OUR RESPECTIVE AGENTS, CORPORATE PARENTS, SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS AND ASSIGNS, AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE, UNLESS YOU ARE LOCATED IN A JURISDICTION THAT PROHIBITS THE EXCLUSIVE USE OF ARBITRATION FOR DISPUTE RESOLUTION. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Please visit www.adr.org for more information about arbitration.
Commencing Arbitration. A party intending to seek arbitration must first send to the other, by an international courier with a tracking mechanism, a written notice of intent to arbitrate (a “Notice”), or, in the absence of a mailing address provided by you to Hily, via any other method available to Hily, including via e-mail. The Notice to Hily must be addressed to Hily Corp. (Rainbow Boulevard #1132, Las Vegas, NV 89108; file number: 6408961), Attn: Chief Executive Officer (the “Arbitration Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (the “Demand”). If you and Hily do not reach an agreement to resolve the claim within 30 days after the Notice is received, then you or Hily may commence an arbitration proceeding as set forth below or file a claim in small claims court. THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) WILL ADMINISTER THE ARBITRATION IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES (THE “Rules”), AS MODIFIED BY THIS AGREEMENT. The Rules and AAA forms are available online at http://www.adr.org. If you are required to pay a filing fee to commence an arbitration against Hily, then Hily will promptly reimburse you for your confirmed payment of the filing fee upon Hily’s receipt of a Notice at the Arbitration Notice Address that you have commenced arbitration along with a receipt evidencing payment of the filing fee, unless your Demand is equal to or greater than $1,000 or was filed in bad faith, in which case you are solely responsible for the payment of the filing fee.
Arbitration Proceeding. The arbitration will be in English. A single independent and impartial arbitrator with his or her primary place of business in San Francisco, California will be appointed pursuant to the Rules, as modified herein. You and Hily agree to comply with the following rules, which are intended to streamline the dispute resolution process and reduce the costs and burdens on the parties: (i) the arbitration will be conducted online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration; (ii) the arbitration will not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties; and (iii) any judgment on the award the arbitrator renders may be entered in any court of competent jurisdiction.
No Class Actions. TO THE FULLEST EXTENT PERMITTED UNDER LAW, YOU AND HILY AGREE THAT YOU AND HILY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. FURTHER, YOU AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OF MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND THAT IF THIS SPECIFIC PROVISO IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THIS MANDATORY ARBITRATION SECTION WILL BE NULL AND VOID.
Decision of the Arbitrator. Barring extraordinary circumstances, the arbitrator will issue his or her decision within 120 days from the date the arbitrator is appointed. The arbitrator may extend this time limit for an additional 30 days in the interests of justice. All arbitration proceedings will be closed to the public and confidential, and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator will be in writing and will include a statement setting forth the reasons for the disposition of any claim. The arbitrator will apply the laws of the State of California in conducting the arbitration. You acknowledge that these terms and your use of the Service evidences a transaction involving interstate commerce. The United States Federal Arbitration Act will govern the interpretation, enforcement, and proceedings pursuant to this Section 16.
Equitable Relief. The foregoing provisions of this Section 16 do not apply to any claim in which either party seeks equitable relief to protect such party’s copyrights, trademarks, or patents. For the avoidance of doubt, however, you acknowledge that, in the event Hily or a third party breaches this Agreement, the damage or harm, if any, caused to you will not entitle you to seek injunctive or other equitable relief against Hily, and your only remedy will be for monetary damages, subject to the limitations of liability set forth in this Agreement.
Claims. You and Hily agree that, notwithstanding any other rights a party may have under law or equity, any cause of action arising out of or related to this Agreement or the Service, excluding a claim for indemnification, must commence within one year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Improperly Filed Claims. All claims you bring against Hily must be resolved in accordance with this Section. All claims filed or brought contrary to this Section will be considered improperly filed. Should you file a claim contrary to this Section, Hily may recover attorneys’ fees and reimbursement of its costs, provided that Hily has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.
Modifications. In the event that Hily makes any future change to the “Mandatory Arbitration” paragraph set forth above (other than a change to Hily’s Arbitration Notice Address), you may reject any such change by sending us written notice within thirty (30) days of the change to Hily’s Arbitration Notice Address, in which case your account with Hily and your license to use the Service will terminate immediately, and this Section, as in effect immediately prior to the amendments you reject, will survive the termination of this Agreement.
Enforceability. If only the “No Class Actions” paragraph above or the entirety of this Section 16 is found to be unenforceable, then the entirety of this Section 16 will be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 17 or Section 17-1 will govern any action arising out of or related to this Agreement.
17. GOVERNING LAW
The laws of the State of California, excluding its conflicts of law rules, govern this Agreement and your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws. To the extent that any action relating to any dispute hereunder is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California, and you hereby irrevocably submit to personal jurisdiction in such courts, and waive any defense of inconvenient forum.
17-1. GOVERNING LAW FOR EU RESIDENTS
If you are a resident of the European Union and European Economic Area, the agreement to arbitrate in Section 16 will not apply to you. The laws of Cyprus, excluding its conflicts of law principles, govern the terms of this Agreement and your use of the Service. Unless otherwise required by a mandatory law of a member state of the European Union, the sole and exclusive jurisdiction and venue for any action or proceeding arising out of or related to this Agreement and your use of the Service shall be in the appropriate courts located in Limassol, Cyprus. You hereby irrevocable submit to personal jurisdiction in such courts and waive any defense of inconvenient forum.
You agree to defend, indemnify and hold Hily, its subsidiaries and affiliates, and each of their directors, officers, managers, agents, contractors, partners and employees harmless from any loss, liability, claim, damages, costs, debts, expenses or demand, including reasonable attorney’s fees, due to or arising from (i) your use of or access to the Service, including any data or content transmitted or received by you, or your inability to use the Service; (ii) any claim or damages that arise as a result of any of your User Content or any User Content that is submitted via your account (iii) your conduct in connection with the Service or other users, (iv) your violation of any of the terms of this Agreement, including without limitation your breach of any of the representations and warranties above, (v) your violation of any rights of a third party, including without limitation any right of privacy or intellectual property rights; (vi) any other party’s access and use of the Service with your unique username, password or other appropriate security code or (vii) your violation of any applicable laws, rules or regulations.
- Unless otherwise provided, this Agreement is effective upon your first use of the Service and shall remain in effect until it is terminated in accordance with the terms of this Agreement.
- Termination by Hily. Notwithstanding anything to the contrary in this Agreement, Hily may suspend, deactivate or terminate your account and your right to use the Service and may block or prevent your access to and use of the Service at any time in its sole discretion, for any reason or no reason, without explanation and without notice (including without limitation blocking users or Members from certain IP addresses). We also reserve the right to remove or block access to your account information, User Content or data from our Service and any other records at any time at our sole discretion. In the event that we determine that your access to any of the Service is terminated or suspended for cause, such as due to any breach of this Agreement, flagged conduct or content, third party complaints or the implementation of our repeat infringer policy, you agree that all fees then paid to Hily by you will be nonrefundable, except as otherwise provided by law, and all outstanding or pending payments under the terms of your subscription will immediately be due and payable. All decisions as to the refundability of the fees are in Hily’s sole discretion. Notwithstanding the foregoing, you may dispute any refunds of fees pursuant to Section 21 of this Agreement.
- Termination by You. In addition to any right to cancel your subscription pursuant to Section 21, below, you may deactivate or terminate your account at any time, for any or no reason, by accessing the settings page of your account or by contacting us as described above. If you purchased a subscription through a Third Party account, you will need to cancel your subscription through that Third Party and in accordance with that Third Party’s terms and conditions. If you cancel your subscription, other than pursuant to section 21, your subscription benefits will continue until the end of your then-current subscription term, but your subscription will not be renewed after that term expires. Except as otherwise provided by law or under this Agreement, you will not be entitled to any refund of the fees you have paid to Hily and all outstanding or pending payments under the terms of your subscription will immediately be due and payable.
- Unless expressly provided by law or under this Agreement (including Section 21 where you are a resident in certain states in the United States and the Special Terms where you are a resident of certain countries), you will not be entitled to any refund of the fees you have paid to Hily and all outstanding or pending payments under the terms of your subscription will immediately be due and payable.
- Survival. After your account is suspended, deactivated or terminated, all terms that by their nature may survive termination of this Agreement shall be deemed to survive such termination, including without limitation Sections 6 (in terms of reimbursement and refund), 7 (in terms of licensing), 14, 15 and 16.
20. VIRTUAL ITEMS
From time to time, you may be able to purchase or earn a limited, personal, non-transferable, non-sublicensable, revocable license to use “virtual items”, which could include virtual products or virtual “coins” or other units that are exchangeable within the Service for virtual products (collectively, “Virtual Items”). 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, when Hily ceases providing the Service or your account is otherwise closed or terminated. Hily, in its sole discretion, reserves the right to charge fees for the right to access or use Virtual Items and may distribute Virtual Items with or without charge. Hily may manage, regulate, control, modify or eliminate Virtual Items at any time. Hily shall have no liability to you or any third party in the event that Hily exercises any such rights. Virtual Items may only be redeemed through the Service. ALL PURCHASES AND REDEMPTIONS OF VIRTUAL ITEMS MADE THROUGH THE SERVICE ARE FINAL AND NON-REFUNDABLE. The provision of Virtual Items for use in the Service is a service that commences immediately upon the acceptance of your purchase of such Virtual Items. YOU ACKNOWLEDGE THAT HILY IS NOT REQUIRED TO PROVIDE A REFUND IN RESPECT OF VIRTUAL ITEMS 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.
21. SPECIAL STATE TERMS
Generally, all charges for purchases are final and nonrefundable, and there are no refunds or credits for partially used periods. We may make an exception if a refund for a subscription offering is requested within fourteen days of the transaction date, or if the laws applicable in your jurisdiction provide for refunds.
- The following provisions are added to this Agreement for subscribers residing in Arizona, California, Connecticut, Illinois, Iowa, Minnesota, New Jersey, New York, North Carolina, Ohio, Rhode Island and Wisconsin:
- If you become the buyer of the Service, you may cancel this Agreement, without penalty or obligation, at any time prior to midnight of the third business day following the original date of this contract, excluding Sundays and holidays. To cancel this agreement, mail or deliver a signed and dated notice which states that You, the buyer, are canceling this Agreement, or words of similar effect. This notice shall be sent to: Hily Corp., Rainbow Boulevard #1132, Las Vegas, NV 89108 (in addition, Ohio users may email us at email@example.com). Please include your username and email address in any correspondence or your refund may be delayed. If you cancel, Hily will return, within ten days of the date on which you give notice of cancellation, any payments you have made. If you send or deliver the notice to cancel your subscription agreement within such a three-day period, we will refund the full amount of your subscription.
- In the event that You die before the end of your subscription period, your estate shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your death. In the event that you become disabled (such that you are unable to use the services of Hily) before the end of your subscription period, you shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your disability by providing Hily a notice at the same address as listed above.
- For subscribers residing in Argentina – in accordance with local law, you are entitled to a full refund without stating the reason during the 10 days after the subscription begins. Please note that this 10-day period commences when the subscription starts. If you have benefitted from a free trial, the cancellation period will expire 10 days from the beginning of your free trial. To exercise such right, you must inform us of your decision to cancel by sending an unequivocal statement to firstname.lastname@example.org.
- For subscribers residing in Brazil – in accordance with local law, you are entitled to a full refund without stating the reason during the 7 calendar days after the subscription begins. Please note that this 7-day period commences when the subscription starts. If you have benefitted from a free trial, the cancellation period will expire 7 calendar days from the beginning of your free trial. To exercise such right, you must inform us of your decision to cancel by sending an unequivocal statement to email@example.com.
- The following provisions are added to this Agreement for subscribers residing in the European Union, European Economic Area and United Kingdom:
- Generally, you are entitled to a full refund without giving any reason within 14 calendar days (cancellation period) after the day of activation of your subscription (the right of withdrawal).
- If you subscribed using your Apple ID, refunds are handled by Apple, not Hily. If you subscribed using your Google Play Store account or otherwise directly through Hily, to exercise such right, you must inform us of your decision to cancel by sending an unequivocal statement to firstname.lastname@example.org. To meet the cancellation deadline, it is sufficient for you to send your communication concerning your cancellation before the withdrawal period has expired. If you have benefitted from a free trial, the cancellation period will expire fourteen (14) calendar days from the beginning of your free trial.
- We will make the refund without undue delay and not later than fourteen (14) calendar days after the day on which we are informed about your decision to cancel your susbcribtion. We will issue the refund using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise.
- You also may communicate your decision to cancel your subscription to us by sending a registered or regular mail to: Hily Corp., Rainbow Boulevard #1132, Las Vegas, NV 89108, United States of America. When contacting us via mail, please ensure that you insert sufficient information to identify you, e.g. your name, physical address, telephone number, name of your account (profile), e-mail address, etc.
- In-Service features or purchases. From time to time, you may be able to purchase a limited, personal, non-transferable, non-sublicensable, revocable license to certain in-Service features for use solely in Hily. Hily reserves the right to charge fees, in its sole discretion, for the right to access or use in-Service features and/or may distribute in-Service features with or without charge. All in-Service features or purchases are FINAL AND NON-REFUNDABLE. Being an integral part of the Service interface and functional, those in-Service features are fully performed right after you buy and access to them through the Service. By signing up for our Service you expressly consent and acknowledge that you lose your right of withdrawal in-Service features or virtual items (the online digital content) has begun upon your request and Hily is not required to provide a refund for any reason. You will not receive money or other compensation for unused in-Service features when an account is closed, wether such closure was voluntary or involuntary.
22. SPECIAL STATE TERMS
- If any provision or any portion thereof is held illegal, void, invalid or unenforceable, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the remaining provisions will continue in full force and effect, unless otherwise indicated herein.
- This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Hily without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
- The failure to require performance of any provision will not affect our right to require performance at any time thereafter, nor will a waiver of any breach or default of this Agreement or any provision of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself.
- Use of section headers in this Agreement is for convenience only and will not have any impact on the interpretation of particular provisions.
- You agree that no joint venture, partnership, employment, or agency relationship exists between you and Hily as a result of this Agreement or use of the Service.
If you have any questions, complaints or claims with respect to the Hily application, please contact us at email@example.com.