MUVER TERMS OF SERVICE
These Terms of Service (“Terms of Service”) describe the terms and conditions on which Gig Partners, Inc. (“Muver”) offers You access to https://muver.pro/ or any related website, mobile application (including the App), Muver Data (as defined below) or service in or to which these Terms of Service is linked or referenced (collectively, the “Service”). By downloading or using the Service, you (“You” or “Your”) are agreeing to be bound by these Terms of Service. By accepting electronically (for example, clicking “I Agree”), installing, accessing or using the Service, You agree to be bound by the terms and conditions of these Terms of Service.
You represent and acknowledge that You have read, understood, and agree to be bound by these Terms of Service, and that the information You provide in registering for the Service is accurate, complete, and is Yours or within Your right to use. If You are entering into these Terms of Service on behalf of a company or another legal entity, You represent that You have the authority to bind such entity and its affiliates to these Terms of Service, in which case the Terms of Service “You,” “Your” or related capitalized terms herein shall refer to such entity and its affiliates. If You do not have such authority, or if You do not agree with these Terms of Service, You must not accept these Terms of Service and may not use the Service.
You acknowledge that these Terms of Service govern Your use of the Service and, except for written addendums signed by the parties that specifically modify these Terms of Service, these Terms of Service supersede any other agreements between You and Muver. Muver reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the Service, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute Your consent to such changes. You can review the most current version of the Terms of Service at any time at: https://muver.pro/terms.
1. DESCRIPTION OF SERVICE
The Services comprise of the aggregation of Third Party Applications, allowing for automatic sourcing of passenger calls based upon Your pre-determined preferences. You expressly acknowledge and agree that the Services provided by Muver are solely for Your personal use unless Muver agrees otherwise in writing. You acknowledge that the Services offered does not establish Muver as a provider of transportation, logistics and/or delivery services or as a transportation carrier.
The Service may contain links to, or otherwise may allow You to connect to and use certain third party products, services or software under separate Terms of Service and conditions (collectively, “Third-party Services”) in conjunction with the Service. If You decide to access and use such Third-party Services, be advised that Your use is governed solely by the terms and conditions of such Third-party Services, and Muver does not endorse, is not responsible for, and make no representations as to such Third-party Services, their content or the manner in which they handle Your data, including obtaining any consents necessary to display, collect, transmit, or otherwise use, any materials provided or collected by Third-party Services. Muver is not liable for any damage or loss caused or alleged to be caused by or in connection with Your access or use of any such Third-party Services, or Your reliance on the privacy practices or other policies of such Third-party Services.
Now or in the future, the Service may contain features that enable various Third-party Services (such as social media services like Facebook and Twitter) to be directly integrated into Your Muver account. To take advantage of these features, You will be required to register for or log into such Third-party Services on their respective websites. By enabling Third-party Services within the Service, You are allowing Muver to pass Your log-in information to these Third-party Services for this purpose.
2. AVAILABILITY OF THE SERVICE
You acknowledge that there may be interruptions in service or events that are beyond Muver’s control. While Muver uses reasonable efforts to keep the Service accessible, the Service may be unavailable from time to time for any reason including, without limitation, routine maintenance. You understand and acknowledge that due to circumstances both within and outside of Muver’s control, access to the Service may be interrupted, suspended or terminated. You further understand that there may be interruptions in service or events on third-party sites that will impact Your use of the Service and that are beyond Muver’s control to prevent or correct. Interruptions in the Service that are beyond Muver’s control shall not serve as a basis to terminate Your subscription (if applicable) or demand a full or partial refund of any prepaid fees, if any.
3. INTELLECTUAL PROPERTY RIGHTS
Muver shall maintain all rights, title and interest in and to all its patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights, including rights in and to the Service, Muver Marks and Muver Data (collectively, “Intellectual Property Rights”). The rights granted to You to use the Service under these Terms of Service do not convey any additional rights in the Service, or in any Intellectual Property Rights associated therewith. “Muver Data” means any data, including without limitation metadata, relating to the use of the Service, such as data schema, specific facts and other similar information collected by Muver and made available via the Service.
You own the information You provide Muver or input on third-party websites through the Service. You hereby grant Muver a nonexclusive, revocable, worldwide, perpetual, unlimited fully paid up and royalty-free license and right to Muver, its affiliates, and its service providers to use copy, prepare, remove, retain, add, process, analyze and prepare derivative works of the foregoing described information and publish or distribute such derivative works, subject to Muver’s confidentiality obligations as set forth in Muver’s Privacy Policy. By providing information to Muver or to third parties through the Service, You represent and warrant that You are entitled to and authorized to submit the information, grant the foregoing rights and license to the information, and that the information is accurate, not confidential, and not in violation of any contractual restrictions or other third-party rights.
Muver shall have a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into the Service or otherwise use, copy, exploit, modify, archive, store, adapt, translate, create derivative works from, and perform any suggestions, enhancement requests, recommendations or other feedback Muver receives from You. Muver, and Muver’s other product and service names, and logos used or displayed on the Service are registered or unregistered trademarks of Muver (collectively, “Muver Marks”), and You may only use such Muver Marks to identify Yourself as a customer and user of the Service; provided You do not attempt, now or in the future, to claim any rights in the Muver Marks, degrade the distinctiveness of the Muver Marks, or use the Muver Marks to disparage or misrepresent Muver, its services or products.
All rights, title and interest in and to the Service and its components, including all related Intellectual Property Rights, will remain with and belong exclusively to Muver and its third-party vendors. Any use of the Muver Marks shall inure to the benefit of Muver.
Upon the condition that You comply with all of Your obligations under these Terms of Service, Muver grants You a non-exclusive, non-transferable, revocable license to access and use the Service, strictly in accordance with these Terms of Service and subject to all the limitations set forth in these Terms of Service.
4. SIGNING UP / REGISTRATION
Subject to the terms and conditions of these Terms of Service, You agree to access and use the Service only for Your internal business purposes as contemplated by these Terms of Service. In order to use the Service (other than the publicly available portion of the Muver website), You are required to register for Muver’s service.
To be eligible to use the Service, You must meet the following criteria and represent and warrant that You: (1) are 18 years of age or older; (2) are not currently restricted from the Service, or not otherwise prohibited from registering with Muver or having a Muver account, (3) are not a competitor of Muver or are not using the Service for reasons that are in competition with Muver; (4) have full power and authority to enter into these Terms of Service and doing so will not violate any other agreement to which You are a party; (5) will not violate any rights of Muver, including Intellectual Property Rights such as copyright or trademark rights; and (6) agree to provide at Your cost all equipment, software, internet, and data access necessary to use the Service.
5. USE OF THE SERVICE
THE SERVICE IS NOT INTENDED TO BE USED WHILE YOU ARE DRIVING OR OPERATING A VEHICLE. YOU AGREE TO COMPLY WITH ALL LAWS IN USING THE SERVICE, INCLUDING APPLICABLE STATE AND LOCAL LAWS RELATING TO DISTRACTED DRIVING.
You agree not to (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, copy, time share or otherwise commercially exploit or make the Service available to any third party, other than as expressly permitted by these Terms of Service; (b) use the Service to process data on behalf of any third party; (c) modify, adapt or hack the Service to falsely imply any sponsorship or association with Muver, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks; (d) use the Service in any unlawful manner, including but not limited to violation of any person’s privacy rights, infringing any person’s intellectual property rights, sending spam or otherwise duplicative or unsolicited messages in violation of applicable law, or engaging in unlawful behavior in violation of any state’s distracted driving laws; (e) use the Service in any manner that interferes with or disrupts the integrity or performance of the Service and its components; (f) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any software making up the Service; (g) use the Service to knowingly post, upload, link to, send or store any content that is unlawful, racist, hateful, obscene, discriminatory, or contains any viruses, malware, Trojan horses, time bombs, or any other similar harmful software; (h) attempt to use any method to gain unauthorized access to any paid features of the Service; (i) unless otherwise explicitly agreed to in writing by Muver, use the Service or any content obtained from it to develop, as a component of, any information, storage and retrieval system, database, information base, or similar resource (in any media now existing or hereafter developed), that is offered for commercial distribution of any kind, including through sale, license, lease, rental, subscription, or any other commercial distribution mechanism; (j) use automated scripts to collect information from or otherwise interact with the Service; (k) try to use, or use the Service in violation of these Terms of Service.
You are responsible for all information, data, text, messages or other materials transmitted by You via the Service. You are responsible for complying with all applicable laws, including without limitation those laws that address text messaging and/or mobile phone use while driving or otherwise operating a motor vehicle and laws that govern minimum age and experience and consents necessary to provide rideshare & delivery services. You are responsible for maintaining the confidentiality of Your personal data, such as password and account information. If Muver provides the capability for You to create a user ID and password, You are fully responsible for any and all activities that occur under Your login or account. You agree and acknowledge that Your login may only be used by one (1) person, and that You will not share a single login among multiple people. You may create separate logins for as many people as Your plan allows. You agree that You will not sell, trade or otherwise transfer Your login or account to another party and that You will not, unless otherwise specifically agreed to in writing by Muver, charge anyone for access to any portion of the Service, or any information therein. You agree that You are responsible for anything that happens through Your account until You cancel Your subscription (if applicable) and close Your account or prove that Your account security was compromised due to no fault of Your own.
You are responsible for the software, hardware and Internet service needed to access and use the Service. If You access and use the Service on Your smartphone, tablet or other mobile device (“Mobile Device”), You are solely responsible for any and all data and other fees related to use of the Service through Your Mobile Device, including as set forth in Section 19 (Supplemental Terms and Conditions).
6. SUBMISSIONS AND USER GENERATED CONTENT
The Service may contain interactive areas that allow users to express their opinions and post information and/or other materials (collectively, “User Generated Content”). Muver does not monitor all of the User Generated Content posted or transmitted by users and third party information providers. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information from User Generated Content, are those of the third party and not of Muver. Muver does not represent or endorse the accuracy or reliability of any User Generated Content displayed, uploaded, or distributed on the Service by any third party. You acknowledge that any reliance upon any such third-party User Generated Content is at Your sole risk.
Muver may, in its sole discretion, edit and/or remove any User Generated Content You submit to the Service. Without limiting the generality of the foregoing, Muver may edit or remove any User Generated Content You submit to the Service that Muver, in its sole discretion, deems abusive, defamatory, obscene, unlawful, or otherwise unacceptable or in violation of these Terms of Service, and You waive any moral rights You may have with respect to changes in the User Generated Content. Muver is not responsible for maintaining Your posted User Generated Content and Muver may, in Muver’s sole discretion, delete or destroy it at any time with no liability or obligation to You.
You are solely responsible for any User Generated Content You submit to the Service. Muver shall not be liable for the use or misuse of any information or data, including personal information that is included in any User Generated Content that You submit to the Service.
By submitting User Generated Content to the Service, You hereby grant to Muver, its affiliates and related entities and service providers, a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and license to use, copy, exploit, modify, archive, store, reproduce, adapt, publish, translate, create derivative works from, distribute, perform and display all such User Generated Content in any form, media, software or technology of any kind now existing or developed in the future. You further grant Muver, its affiliates, related entities, licensees and assignees the right to use Your name and any other information about You that You provide in connection with any such use of the User Generated Content. You understand and agree that visitors to the Service may use any User Generated Content You submit to the Service in accordance with these Terms of Service. User Generated Content submitted by You to this Service can be used according to these Terms of Service without compensation or acknowledgement to You.
7. USER GENERATED CONTENT LIMITATIONS
You agree not to post User Generated Content that: i) contains vulgar, profane, abusive or hateful language, epithets or slurs, text or illustrations in poor taste, inflammatory attacks of a personal, racial or religious nature, or expressions of bigotry, racism, discrimination or hate; or ii) is defamatory, threatening, disparaging, inflammatory, false, misleading, deceptive, fraudulent, inaccurate, unfair, contains gross exaggeration or unsubstantiated claims, is unreasonably harmful or offensive to any individual or community, contains any actionable statement, or tends to mislead or reflect unfairly on any other person, business or entity; or iii) violates or infringes any right of Muver or any third party, including without limitation any privacy, trademark, copyright or other intellectual property right, or will otherwise cause injury to any third party, or iv) discriminates on the grounds of race, religion, national origin, gender, age, marital status, sexual orientation or disability, or refers to such matters in any manner prohibited by law; or v) violates any municipal, state or federal law, rule, regulation or ordinance, or attempts to encourage evasion or violation thereof; or vi) unfairly interferes with any third party’s uninterrupted use and enjoyment of the Service; or vii) advertises, promotes or offers to trade any goods or services, except in areas specifically designated for such purpose; or viii) contains copyrighted or other proprietary material of any kind on the Service without the express permission of the owner of that material; or ix) includes or transmits viruses or other harmful, disruptive or destructive files; or x) disrupts, interferes with, or otherwise harms or violates the security of the Service, system resources, accounts, passwords, servers or networks connected to or accessible through the Service or affiliated or linked sites; or xi) “flames” any individual or entity (e.g., sends repeated messages related to another user and/or makes derogatory or offensive comments about another individual), or repeats prior posting of the same message under multiple threads or subjects; or xii) otherwise violates these Terms of Service.
Any User Generated Content posted by You or others will be deemed not to be confidential or secret. You understand that personal and other information (e.g., username, e-mail address, phone number) that You post on the Service is generally accessible to, and may be collected and used by others, and may result in unsolicited messages or other contact from others. To protect Your safety, please use Your best judgment when posting information. Muver particularly discourages divulging personal phone numbers and addresses or other information that can be used to identify or locate You.
8. DATA PRIVACY AND SECURITY
Muver shall maintain appropriate administrative, physical and technical safeguards to protect the security, confidentiality and integrity of Your data. These safeguards include encryption of Your data in transmission (using SSL or similar technologies), except for external third party integrations that do not support encryption, which You may link to the Service at Your choice.
You agree that Muver can access Your account information in order to respond to Your service requests and/or as necessary, in Muver’s sole discretion, to provide You with the Service. Muver will not disclose such data except if compelled by law, permitted by You, or pursuant to the terms of the Muver Privacy Policy, which is available at https://muver.pro/privacy (“Privacy Policy”) and is incorporated into these Terms of Service by reference.
The Privacy Policy governs Muver’s treatment of any information, including personally identifiable information, You submit to Muver. You acknowledge that when You download, install, or use the Service, Muver may use automatic means (including, for example, cookies and web beacons) to collect information about Your Mobile Device and about Your use of the Service. You also may be required to provide certain information about Yourself as a condition to downloading, installing, or using the Service or certain of its features or functionality, and the Service may provide You with opportunities to share information about Yourself with others. By downloading, installing, using, and providing information to or through the Service, You consent to all actions taken by Muver with respect to Your information in compliance with the Privacy Policy.
9. CANCELLATION AND TERMINATION
You may cancel Your account with Muver at any time; however, unless Muver is in breach of these Terms of Service and does not cure said breach within thirty (30) days of receiving written notice from You of an actual breach, identifying specifically the nature of the breach, You are not entitled to any refunds of fees paid (if any). Muver may suspend or cancel Your account without notice or refund to You if You violate these Terms of Service. If Your account is cancelled, Muver reserves the right to remove Your account information along with any account settings from Muver’s servers with NO liability or notice to You. Once Your account information and account settings are removed, You will not be able to recover this data and You will lose access to all of Your content (except that content stored/published to third-party websites, that data will remain on said third-party websites pursuant to those website’s Terms of Service and conditions). If You cancel Your account before the end of Your current paid-up subscription period (if applicable), Your cancellation will take effect immediately and You will not be charged again.
Muver reserves the right to (i) modify, update, or discontinue, temporarily or permanently, the Service (or any part thereof) and (ii) refuse any/all current and future use of the Service, suspend or terminate Your account or any part thereof (or Your use of the Service) if Muver believes that You have violated these Terms of Service. Muver will use all reasonable efforts to contact You directly via email to warn You prior to suspension or termination of Your account. Any suspected fraudulent, abusive, or illegal activity may be grounds for immediate termination of Your use of the Service, and may be referred to law enforcement authorities. Muver shall not be liable to You or any third party for any modification, suspension or discontinuation of the Service.
10. DISCLAIMER OF WARRANTIES; LIABILITY; INDEMNIFICATION
THE SERVICE, AND ANY MUVER DATA, MUVER MARKS, OR CONTENT, AND ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND MUVER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
MUVER DOES NOT REPRESENT OR WARRANT THAT THE SERVICE, CONTENT OR MATERIALS FROM OR RELATED TO THE SERVICE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE SERVICE, SERVERS, OR ANY PLATFORM APPLICATIONS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH SOFTWARE, CONTENT OR MATERIALS AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES. ALL RESPONSIBILITY OR LIABILITY FOR ANY DAMAGES CAUSED BY VIRUSES CONTAINED WITHIN THE ELECTRONIC FILE CONTAINING A FORM OR DOCUMENT IS DISCLAIMED. WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE (INCLUDING ANY MOBILE CLIENT) FROM OR THROUGH THE SERVICE, OR ANY PLATFORM APPLICATIONS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR MOBILE DEVICE OR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.
YOU ACKNOWLEDGE THAT MUVER DOES NOT WARRANT THAT INFORMATION OR ADVICE OBTAINED BY YOU FROM MUVER OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE. MUVER DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN THE FUNCTIONING OF THE SERVICE, EXCEPT AS OTHERWISE EXPRESSLY SET FORTH HEREIN. FURTHERMORE, MUVER DISCLAIMS ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE SERVICE DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET NETWORK, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, USER COMMUNICATIONS, PROBLEMS RELATED TO THE SERVICE OR ITS USE, LOSS OF PERSONAL CONTENT ON THE SITE, LOST OR UNDELIVERABLE EMAIL, AND FOR ANY OTHER REASON. Under no circumstances will Muver be responsible for any loss or damage, including, but not limited to personal injury or death, resulting from use of the Service, or any interactions between users of the Service, whether online or offline.
THE APPLICATION WILL AGGREGATE THIRD PARTY APPLICATIONS WHICH ARE NOT ASSOCIATED WITH OR OWNED BY MUVER. MUVER DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF SUCH THIRD PARTY APPLICATIONS. MUVER DISCLAIMS ALL LIABILITY FOR ACTS, ERRORS, INTERRUPTIONS, COMMISSIONS, REPRESENTATIONS, WARRANTIES, BREACHES OR NEGLIGENCE OF ANY THIRD PARTY OR OTHER DAMAGES OR EXPENSES RESULTING THEREFROM. MUVER DOES NOT CONTROL SUCH APPLICATIONS AND IS NOT RESPONSIBLE FOR THE CONTENTS, OR THE PRIVACY PRACTICES OF, SUCH THIRD PARTY APPLICATIONS. NEITHER MUVER NOR THE SERVICES IMPLY ANY ENDORSEMENT OF THE MATERIALS FOUND ON ANY WEBSITE OR APPLICATION OR ANY ASSOCIATIONS WITH THEIR OPERATORS. THE SERVICES MERELY ALLOW YOU TO AGGREGATE INFORMATION PROVIDED BY THIRD PARTY APPLICATIONS. MUVER IS NOT A TRANSPORTATION PROVIDER NOR IS MUVER AN EMPLOYER OF ANY USERS OF THE SERVICES.
MUVER CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SERVICE.
YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.
You agree to indemnify and hold Muver and Muver’s affiliates and their officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees), arising out of or in connection with: (i) Your use of the Service; (ii) Your breach or violation of any of these Terms of Service; (iii) Muver’s use of Your User Generated Content; or (iv) Your violation of the rights of any third party.
11. LIMITATION OF LIABILITY
NO CONSEQUENTIAL DAMAGES. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE OR OTHERWISE) WILL EITHER PARTY TO THESE TERMS OF SERVICE, OR SUCH PARTY’S AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE OR OTHER SIMILAR DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION OR ANY OTHER LOSS INCURRED BY SUCH PARTY IN CONNECTION WITH THESE TERMS OF SERVICE OR THE SERVICE, REGARDLESS OF WHETHER SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH DAMAGES.
LIMITS ON MONETARY DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS OF SERVICE, MUVER’S (INCLUDING ANY OF ITS AFFILIATES) AGGREGATE LIABILITY, FOR DAMAGES (MONETARY OR OTHERWISE) UNDER THESE TERMS OF SERVICE CLAIMED BY YOU OR ANY THIRD PARTY ARISING FROM MUVER’S SERVICE, SHALL BE LIMITED TO THE LESSER OF (I) ACTUAL DAMAGES INCURRED, OR (II) PAYMENTS MADE BY YOU FOR THE SERVICE DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION IS TO ALLOCATE THE RISKS UNDER THESE TERMS OF SERVICE BETWEEN THE PARTIES AND LIMIT THEIR POTENTIAL LIABILITY GIVEN THE FEES CHARGED UNDER THESE TERMS OF SERVICE, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF MUVER WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN. THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THESE TERMS OF SERVICE.
Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to You. IN THESE STATES, MUVER’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
12. ENTIRE AGREEMENT; ASSIGNMENT
These Terms of Service constitute the entire agreement between the parties with respect to the subject matter hereof, all previous understandings whether oral or written having been merged herein. No representations or warranties have been made other than those expressly set forth herein. Without limiting the foregoing, the parties have not relied on any oral statements that are not included in the Terms of Service. These Terms of Service (i) inure to the benefit of and will be binding upon Muver’s and You and Your permitted successors and assigns, respectively and (ii) may be assigned by Muver in whole or in part, but You may not assign these Terms of Service, or any part thereof, without the prior express written consent of Muver.
13. SEVERABILITY
If any provision of these Terms of Service, or the application thereof under certain circumstances, is held to be invalid or unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms of Service, or the application of such provision under other circumstances, shall remain in full force and effect.
14. EXPORT CONTROL
Your use of the Service, including Muver’s software, is subject to export and re-export control laws and regulations of Russian Federation. You shall not — directly or indirectly — sell, export, re-export, transfer, divert, or otherwise dispose of any component or element of the Service to any end-user without obtaining the required authorizations from the appropriate government authorities. You also warrant that You are not prohibited from receiving Russian Federation origin products, including services or software.
15. RELATIONSHIP; INDEPENDENT CONTRACTOR
Nothing herein contained shall be so construed as to constitute the parties as principal and agent, employer and employee, partners or joint venturers, nor shall any similar relationship be deemed to exist between the parties. Neither party shall have any power to obligate or bind the other party, except as specifically provided herein.
16. SURVIVAL
Sections 3 (Intellectual Property Rights), 9 (Cancellation and Termination), 10 (Disclaimer of Warranties; Liability; Indemnification), 11 (Limitation of Liability), 12 (Entire Agreement; Assignment), 13 (Severability), 14 (Export Control), 15 (Relationship; Independent Contractor), 16 (Survival), 17 (Governing Law), 18 (Dispute Resolution) and 19 (No Waiver) will survive any termination of these Terms of Service.
17. GOVERNING LAW
The validity, interpretation and performance of these Terms of Service shall be governed by the laws of the State of Delaware, without giving effect to the conflicts of laws provisions or principles thereof. Any legal suit, action or proceeding arising out of, or related to, these Terms of Services or the Service shall be instituted exclusively in the state or federal courts located in the County of New Castle, State of Delaware. You waive any and all objections to the exercise of jurisdiction over You by such courts and to venue in such courts.
18. DISPUTE RESOLUTION
In the event of a dispute between You and Muver (including any dispute over the validity, enforceability, or scope of this dispute resolution provision), other than with respect to claims for injunctive relief, the dispute will be resolved by binding arbitration pursuant to the rules of the American Arbitration Association Commercial Arbitration Rules. The place of the arbitration shall be in County of New Castle, State of Delaware. In the event that there is any dispute between You and Muver that is determined not to be subject to arbitration pursuant to the preceding sentence, You agree to submit in that event to the exclusive jurisdiction and venue of the state and federal courts located in the County of New Castle, State of Delaware. You agree that this Agreement and the relationship between you and Muver shall be governed by the Federal Arbitration Act and the laws of the State of Delaware without regard to conflict of law principles or the United Nations Convention on the International Sale of Goods. Notwithstanding this, either party shall still be allowed to apply for injunctive or other equitable relief to protect or enforce that party’s Intellectual Property Rights in any court of competent jurisdiction where the other party resides or has its principal place of business.
Class Action Waiver
Any proceedings to resolve or litigate any Dispute in any forum will be conducted solely on an individual basis. Class arbitrations, class actions, private attorney general actions, consolidation of your Dispute with other arbitrations, or any other proceeding in which either party acts or proposes to act in a representative capacity or as a private attorney general are not permitted and are waived by You, and an arbitrator will have no jurisdiction to hear such claims. If a court or arbitrator finds that the class action waiver in this section is unenforceable as to all or some parts of a Dispute, then the class action waiver will not apply to those parts. Instead, those parts will be severed and proceed in a court of law, with the remaining parts proceeding in arbitration. If any other provision of this Dispute resolution section is found to be illegal or unenforceable, that provision will be severed with the remainder of this section remaining in full force and effect.
19. NO WAIVER
Muver’s failure to enforce at any time any provision of these Terms of Service does not constitute a waiver of that provision or of any other provision of these Terms of Service.
20. SUPPLEMENTAL TERMS AND CONDITIONS
These Supplemental Terms and Conditions apply for the App and shall prevail over any conflict or inconsistency with the Terms of Service above. Capitalized terms not otherwise defined below have the meanings provided above.
You can download the App from the Play Market. You are responsible for the fee You incur and are charged by a third party (i.e., Third Party), which may change from time to time, in connection with Your download and use of the App. Muver has no obligation to refund any payments made to such third party for Your use of the App as set out in these Terms of Service.
Third Party Requirements. If You downloaded the App from Apple through the App Store or Google through the Google Play Store (each a “Third Party”), then the following terms also apply to You:
(a) Acknowledgement: You acknowledge that these Terms of Service are between You and Muver only, and not with Third Party, and Muver, not Third Party, is solely responsible for the App and the content thereof.
(b) Scope of License: The license granted to You for the App is a limited, non-transferable license to use the App on a product that You own or control and as permitted by the Usage Rules set forth in the terms of service applicable to the Play Market.
(c) Maintenance and Support: Muver and not Third Party is solely responsible for providing any maintenance and support services, for which additional fees may apply, with respect to the App. You acknowledge that Third Party has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
(d) Warranty: Muver is solely responsible for any product warranties in the App, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the App to conform to any applicable warranty, You may notify Third Party, and Third Party will refund the purchase price for the App to You. To the maximum extent permitted by applicable law, Third Party will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Muver’s sole responsibility.
(e) Product Claims: Muver, not Third Party, is responsible for addressing any user or third party claims relating to the App or the user’s possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
(f) Intellectual Property Rights: You acknowledge that, in the event of any third party claim that the App or Your possession and use of the App infringes that third party’s intellectual property rights, Muver, not Third Party, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
(h) Developer Contact Info: Direct any questions, complaints or claims to: Muver, hello@muver.pro.
(i) Third Party Terms of Agreement: You must comply with any applicable third party terms of agreement when using the App.
(j) Third Party Beneficiary: You acknowledge and agree that Third Party and Third Party’s subsidiaries are third party beneficiaries of these Terms of Service, and that, upon Your acceptance of the terms and conditions of the Terms of Service, Third Party will have the right (and will be deemed to have accepted the right) to enforce the Terms of Service against You as a third party beneficiary thereof.
21. COPYRIGHT POLICY
Muver takes claims of copyright infringement seriously. Muver will respond to notices of alleged copyright infringement that comply with applicable law. If You believe any materials accessible on or from the Service infringe Your copyright, You may request removal of those materials (or access to them) from the Service by submitting written notification to Muver’s copyright agent designated below.
22. CONTACT
All feedback, comments, requests for technical support and other communications relating to the Service should be directed to: hello@muver.pro
Gig Partners Inc.