EFFECTIVE DATE October 1, 2020
Please review these Terms carefully before using the Services because they affect your rights. By using any of the Services, you accept these Terms and agree to be legally bound by them.
Certain Services are provided to you free of charge, while other Services, require payment before you can access them. If you choose to subscribe to Hoos Place, please review the provisions of Section 8, in addition to all of the other provisions of these Terms. If you are not a subscriber, then Section 8 does not apply to you. References to Services throughout these Terms include subscription access.
Additional terms may apply to your use of certain Services. We will provide these terms to you or post them on the Services to which they apply, and they are incorporated by reference into these Terms. If there is a conflict between these Terms and any additional terms that apply to a particular Service, the additional terms will control.
3. Registration and Access Controls
If we request registration information from you to set up a user account, you must provide us with accurate and complete information and must update the information when it changes. You may not access any age-restricted Services unless you are above the required age. In no case are persons under the age of thirteen permitted to use the Services.
You are responsible for maintaining the confidentiality of your user account login names and passwords, and must not permit use of your account by anyone other than members of your household. You accept responsibility for all activities, charges, and damages that occur under your account, including use of your account by other members of your household, and unauthorized use of your account. If you have reason to believe that someone is using your account without your permission, you should contact us immediately. We are not responsible for any loss or damage resulting from unauthorized use.
4. Intellectual Property; License
The audio and video materials, photographs, text, graphics, logos, layouts, designs, interfaces, software, data and other content associated with the Services (“Content”) are protected by intellectual property and other laws in the U.S. and in other countries. You must comply with all such laws and applicable copyright, trademark or other legal notices or restrictions. You shall not remove or alter any copyright, trademark, or other legal notices marked on the Content. As between you and Hoos Place, Hoos Place will retain all right, title, and interest in and to the Services and the Content. No transfer of ownership to any portion of the Content shall be made as a result of any access you are granted. Except as specifically provided below, we reserve all rights to the Services and Content.
You are only permitted to access and view the Content for personal, non-commercial purposes in accordance with these Terms, and may not build a business or other enterprise utilizing any of the Content, whether for profit or not. Except as provided in Section 4(a) or otherwise expressly authorized by us in writing, you may not either directly or through the use of any software, device, internet site, web-based service or other means download, stream capture, store in a database, archive or otherwise copy any part of the Services or Content; upload, sell, rent, lease, lend, broadcast, transmit or otherwise disseminate, distribute, display or perform any part of the Services or Content; license or sublicense any part of the Services or Content; or in any way exploit any part of the Services or Content. In addition, except as provided in Section 4(a) or otherwise expressly authorized by us in writing, you are strictly prohibited from modifying Content; creating, distributing or advertising an index of any significant portion of the Content; or otherwise creating derivative works or materials that otherwise are derived from or based in any way on the Content, including mash-ups and similar videos, montages, translations, desktop themes, fonts, icons, wallpaper, greeting cards, and merchandise. This prohibition from creating derivative works is applicable even if you intend to give away the derivative material free of charge.
4a. Commercial Licenses
You must obtain our written permission for commercial use of the Content or the Services. If you wish to license Content from the Services, please contact us.
5. Legal Complaints
Hoos Place respects intellectual property rights. If you believe that Content on the Services infringes your copyright, please follow our procedures for making a copyright infringement claim. If you have a legal complaint other than a copyright claim, please follow our procedure for making other legal complaints.
6. User Submissions
Some of the Services may allow you to submit or transmit audio, video, text, or other materials, including so-called “user generated content” and “feedback” (collectively, “User Submissions”) to or through the Services. When you provide User Submissions, you grant to Hoos Place and its partners a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, fully sublicenseable license to use, reproduce, archive, edit, translate, create derivative works of, make available, distribute, sell, display, perform, transmit, broadcast and in any other way exploit those User Submissions, and any names, voices, likenesses and other identifying information of persons that is part of those User Submissions, in any form, media, software, or technology of any kind now known or developed in the future, including, without limitation, for developing, manufacturing, and marketing products. You hereby waive any moral rights you may have in your User Submissions.
We respect your ownership of User Submissions. If you owned a User Submission before providing it to us, you will continue owning it after providing it to us, subject to any rights granted in these Terms and any access granted to others. Please note that if you delete a User Submission from the Services:
The User Submission may still exist in our backup copies, which are not publicly available.
If your User Submission was shared with third parties, those third parties may have retained copies of your User Submissions, and neither we nor our affiliates have any responsibility for any uses of your User Submission that they might make.
We retain the license specified above. Thus, for example, if we or one of our sublicensees obtained your user Submission for use in creating a derivative work before you deleted it, we or our sublicensee would remain free to complete the creation of that derivative work and thereafter exploit that derivative work for all purposes and at all times.
We may refuse or remove a User Submission without notice to you. However, we have no obligation to monitor User Submissions, and you agree that neither we nor our affiliates will be liable for User Submissions or any loss or damage resulting from User Submissions.
You bear all responsibility for your User Submissions. You represent and warrant that you have all rights necessary to grant to Hoos Place the license above and that your User Submissions do not violate Section 11.
7. Third-Party Content
8. Friends Subscriptions and Billing
This Section 8 contains additional provisions that apply if you subscribe to Friends.
8.1 Friends Account Information. You can access and edit specific details regarding your subscription to Friends, on the HoosPlace.com website at any time by clicking on your name, which appears at the top of each page of the site when you are logged in, and then following the link to your account information.
8.2 Age Limitations. Individuals under the age of 18 may utilize Friends only with the involvement of a parent or legal guardian. You acknowledge that by using Friends, you may be exposed to Content that you find objectionable, and it is your sole responsibility to determine whether the Content in Friends is suitable for you. Some Content may not be suitable for people under the age of 18.
8.3 Payment. By providing Payment Method information for your Friends subscription, you are agreeing to pay a monthly or annual subscription fee, as applicable, and any applicable taxes and service fees (“Fees”) in connection with your use of Friends. The Fees will be charged to your Payment Method automatically at the beginning of your subscription (or, as described in Section 8.8, at the end of your Trial Period, where applicable), and at the beginning of each subscription period renewal thereafter on the calendar day corresponding to the commencement of your subscription unless you cancel your subscription or your account or Friends is suspended or terminated pursuant to these Terms. If your monthly subscription begins after the 28th day of a month, then in any subsequent month in which that day does not occur, Hoos Place will charge your Payment Method on approximately the last day of such month. For example, if you started your monthly subscription on January 31st, your next payment date will be approximately February 28th. The Fees charged to your Payment Method may vary from month to month or year-to-year due to changes in your subscription plan or applicable taxes, and you authorize Hoos Place to charge your Payment Method for these amounts. Hoos Place reserves the right to change the pricing of Friends at any time. In the event of a price change, Hoos Place will post the new pricing in Friends and attempt to notify you in advance by sending an email to the address you have registered for your account. If you do not wish to accept a price change, you may cancel your Friends subscription as described in Section 8.6. If there are any discrepancies in billing, you hereby waive your right to dispute such discrepancies if you do not notify Hoos Place within 60 days after they first appear on an account statement. YOU ARE RESPONSIBLE FOR ALL INTERNET ACCESS CHARGES. PLEASE CHECK WITH YOUR INTERNET PROVIDER FOR INFORMATION ON POSSIBLE INTERNET DATA USAGE CHARGES.
8.4 No Refunds After 7 Days. If during the first seven days of your initial subscription period you decide that you do not wish to retain the subscription to Friends Benefits, you may notify us in writing and your payment will be refunded. AFTER SEVEN DAYS OF THE INITIAL SUBSCRIPTION PERIOD, ALL FEES ARE NON-REFUNDABLE. As described further in Section 8.5, even if you cancel Friends during a monthly or annual subscription period, as applicable, you will not receive a refund for any portion of the Fees for the remainder of that monthly or annual subscription period. In rare circumstances, we may provide a credit, refund, discount, or other consideration to some or all of our subscribers (“Credits”). The amount and form of such Credits, and the decision to provide them, are at our sole discretion. The provision of Credits in one instance does not entitle you to Credits in the future for similar instances, nor does it obligate us to provide Credits in the future, under any circumstance.
8.6 Unpaid Amounts. If you fail to pay any Fees when due, as a result of expiration of your Payment Method, insufficient funds, or otherwise, (1) you will remain liable for all such amounts, as well as any costs that Hoos Place incurs in collecting any amounts you fail to pay in connection with Friends, including attorney and collections fees; (2) you authorize Hoos Place to continue charging your Payment Method, as your Payment Method information may be updated as described in Section 8.1; and (3) we may suspend or terminate your subscription. Changing your Payment Method information may affect the day of your subscription renewal.
8.7 Promo Codes. From time to time, promotional codes may be available, including those provided as part of a third party promotion. Promotional codes may be redeemed as described in the specifics of the promotion. Promotional codes can only be used once, cannot be redeemed for cash, and may not be combined with other offers, subject to certain restrictions as determined by Hoos Place in its sole discretion. If you received a promotional code through an offer by a third party, additional conditions may apply.
8.8. Trial Period. Hoos Place may provide a limited free trial period (“Trial Period”) to new users and certain former subscribers at its sole discretion, but is under no obligation to do so, and Trial Periods may not be available at all times. Hoos Place reserves the right, in its absolute discretion, to determine your eligibility for a Trial Period. The specific terms of the Trial Period will be stated in the marketing material describing the particular Trial Period. If Hoos Place provides you with a Trial Period, you must provide valid Payment Method information to Hoos Place in order to use Friends during the Trial Period. Hoos Place will not charge you in connection with the Trial Period. Hoos Place may place a temporary charge in a nominal amount on your Payment Method to ensure the validity of the Payment Method, but the temporary charge will be removed promptly. If you do not cancel Friends by the last “day” of your Trial Period, you authorize Hoos Place to begin your paying subscription and automatically charge your Payment Method for your first paying monthly or annual subscription period, as applicable, at the end of your Trial Period. Hoos Place WILL NOT SEND YOU NOTICE THAT YOUR TRIAL PERIOD HAS ENDED OR THAT YOUR PAYING SUBSCRIPTION HAS BEGUN. IF YOU WISH TO AVOID CHARGES TO YOUR PAYMENT METHOD, YOU MUST CANCEL THE TRIAL PERIOD PRIOR TO THE LAST “DAY” OF YOUR TRIAL PERIOD. A “day” for purposes of these Terms begins at the time you start your subscription (i.e., complete the sign up process), and ends 24 hours later. For example, if you complete your registration at 3:00 p.m. on a Monday in your time zone, and your Trial Period is 2 days, you have until 3:00 p.m. on Wednesday in your time zone to cancel your subscription before your paying subscription will begin. You may only have one Trial Period before you must begin paying for Friends. If you exceed this limit, Hoos Place may charge your Payment Method for any Trial Period after the first, or suspend your use of Friends, in its sole discretion.
8.9 Updates and Testing. Hoos Place reserves the right to update and change Friends, including its features and the selection of Content available in Friends, at any time. In addition, Hoos Place reserves the right to test various aspects of Friends. Hoos Place reserves the right to, and by using our Services you agree that we may, include you in or exclude you from these tests without notice.
8.10 Friends-specific Emails. As part of Friends, Hoos Place may send you emails regarding the Content or Friends from time to time. You agree that Hoos Place may send you these types of emails to the email address that you provide. Because these emails are necessary for you to receive Friends, you agree that you will receive these emails even if you have opted out of receiving other email from Hoos Place. If you do not want to receive these types of emails, you may cancel Friends at any time as provided in Section 8.5.
8.11. Subscriptions Obtained Through Third Parties. If you obtain an Friends subscription through a third party distributor that maintains your subscriber account and collects your payments for Friends, that subscription is subject to the distributor’s terms, and the provisions of this Section 8 concerning subscriptions, billing and payment do not apply to that subscription. When you access Friends through a portal provided by such a third-party distributor, and the distributor transmits Friends Content to you, the provisions of this Section 8 concerning access to and delivery of Friends do not necessarily apply, and in the event of a conflict, the distributor’s applicable terms govern.
9. Other Fee-Based Services
If you accept fee-based Services other than Friends, you agree to the additional terms governing all such purchases as provided to you or posted on the Services to which they apply, including all requirements to pay applicable fees and taxes. Except as otherwise provided in such additional terms, the provisions of this Section 9 apply to such fee-based Services.
Unless otherwise stated, all fees and charges are non-refundable, including for unused portions of cancelled subscriptions. We do not provide price protection or refunds in the event of a price drop or promotional offering.
Hoos Place reserves the right to change the pricing of all Services at any time. In the event of a price change, Hoos Place will post the new pricing on the relevant Service and attempt to notify you by sending an email to the address you have registered. Billing for all mobile subscription services will be governed by the Mobile_Features section of these Terms (Section 10) unless the terms of the subscription say otherwise.
We may offer trial subscriptions to paid Services for free or at special discounted prices. Unless otherwise stated, these trial subscriptions will automatically become paying subscriptions at the current subscription rate if you do not cancel before the end of the trial period.
10. Mobile Features
In addition to the general terms applicable to the Services, the following terms apply to Services designed for wireless devices (“Mobile Features”), which we offer only to users who are 18 years of age or older and located in the fifty U.S. states or the District of Columbia unless otherwise noted.
Your wireless provider may charge for use of Mobile Features, including fees for receipt of text messages or data transmission. In order to receive Mobile Features, your wireless provider may require you to subscribe to additional services, which may require additional fees. These fees are not charged by us, and you should contact your wireless provider before you sign up for Mobile Features to determine what fees, if any, will be charged. In addition, you agree that we may arrange for Mobile Features billing through your wireless provider and that your wireless provider may invoice you for the applicable fees or deduct them from your pre-paid balance.
You may not transfer or copy any Content from the wireless device on which you originally received Content to any other device, including, without limitation, any computer or another wireless device.
To cancel a Mobile Feature that involves a subscription fee, you must follow the instructions included in the terms and conditions applicable to that Mobile Feature; otherwise, you will continue to incur subscription charges. If you stop a subscription-based Mobile Feature in the middle of a billing cycle, you will not receive a refund for that billing cycle.
11. Acceptable Use
Without limiting any other provision in these Terms, you agree not to do the following, or assist others to do the following:
Maintain any link to the Services that we ask you to remove, in our sole discretion;
Frame the Services or Content, make the Services or Content available via in-line links, otherwise display the Services or
Content in connection with an unauthorized logo or mark, or do anything that could falsely suggest a relationship between the Hoos Place or its affiliates and any third party or potentially deprive us of revenue (including, without limitation, revenue from advertising, branding, or promotional activities);
Threaten, defame, stalk, abuse, or harass other persons or engage in illegal activities, or encourage conduct that would constitute a criminal offense or give rise to civil liability;
Transmit any material that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise objectionable;
Violate any person’s or entity’s legal rights (including, without limitation, intellectual property, privacy, and publicity rights), transmit material that violates or circumvents such rights, or remove or alter intellectual property or other legal notices;
Transmit files that contain viruses, spyware, adware, or other harmful code;
Advertise or promote goods or services without our permission (including, without limitation, by sending unsolicited email);
Remove, modify, disable, block or otherwise impair any advertising in connection with the Services;
Interfere with others using the Services or otherwise disrupt the Services;
Disassemble, decompile or otherwise reverse engineer any software or other technology included in the Content or used to provide the Services;
Transmit, collect, or access personally identifiable information about other users without the consent of those users and Hoos Place;
Engage in unauthorized spidering, “scraping,” data mining or harvesting of Content, or use any other unauthorized automated means to gather data from or about the Services;
Impersonate any person or entity or otherwise misrepresent your affiliation or the origin of materials you transmit;
Remove, avoid, interfere with, or otherwise circumvent any access control measures for the Services or Content, including password-protected areas and geo-filtering mechanisms, or any digital rights management measures used in connection with Content; or
Access any portion of the Services that we have not authorized you to access (including password-protected areas), link to password-protected areas, attempt to access or use another user’s account or information, or allow anyone else to use your account or access credentials.
If you violate this Section 11, Hoos Place may terminate your access to the Services without notice, and take any other actions or seek any remedies permitted by law.
12. Access to Services and Accounts
We may take any of the following actions in our sole discretion at any time, and without giving you prior notice:
Change or discontinue the Services;
Change how we offer and operate Services (e.g., to begin charging a fee to access features or Content that we previously made available without charge);
Remove Content from the Services;
Restrict, suspend or terminate your access to one or more Services or features thereof; and
Deactivate your accounts and delete all related information and files in your accounts.
We will not be liable to you or any third party for taking any of these actions and we will not be limited to the remedies above if you violate these Terms. If Hoos Place terminates your access to any of the Services, you must immediately stop using such Service. However, if you have paid for a subscription to Friends or another paid Service, and we discontinue the Service before the end of a paid subscription period, or we terminate your account before the end of a paid subscription period for reasons other than your breach of these Terms, we will refund a prorated portion of the applicable subscription fee corresponding to the portion of the paid subscription period for which our action caused you not to have access to the relevant Service. If Hoos Place terminates your access to Friends or another paid Service because you breached these Terms, you will not be entitled to any refund.
You will defend, indemnify and hold harmless Hoos Place, its affiliates, and their respective directors, officers, employees, shareholders, vendors, partners, contractors, agents, licensors or other representatives and all of their successors and assigns (collectively, the “ Hoos Place Parties”) with respect to all third party claims, costs (including attorney’s fees and costs), damages, liabilities, and expenses or obligations of any kind, arising out of or in connection with your use or misuse of the Services (including, without limitation use of your account, whether or not authorized by you, and claims arising from User Submissions). Hoos Place retains the right to assume the exclusive defense and control of any claim subject to indemnification, and in such cases you agree to cooperate with us to defend such claim. You may not settle any claim covered by this Section 14 without Hoos Place’s prior written approval.
14. Disclaimers; Limitation of Liability
THE HOOS PLACE PARTIES DO NOT WARRANT: (1) THAT THE SERVICES, ANY OF THE SERVICES’ FUNCTIONS OR ANY CONTENT WILL BE UNINTERRUPTED OR FREE OF ERRORS OR OMISSIONS; (2) THAT DEFECTS WILL BE CORRECTED; (3) THAT THE SERVICES OR THE SERVERS HOSTING THEM ARE FREE OF VIRUSES OR OTHER HARMFUL CODE; OR (4) THAT THE SERVICES OR INFORMATION AVAILABLE THROUGH THE SERVICES WILL CONTINUE TO BE AVAILABLE. THE HOOS PLACE PARTIES SHALL HAVE NO LIABILITY FOR ANY SUCH ISSUES. THE HOOS PLACE PARTIES DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND AS TO QUALITY, AVAILABILITY AND SUBJECT MATTER OF CONTENT. THE SERVICES, INCLUDING ALL CONTENT AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE SERVICES, ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.”
YOUR ACCESS TO AND USE OF THE SERVICES (INCLUDING THEIR FUNCTIONS AND CONTENT) IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SERVICES.
THE HOOS PLACE PARTIES WILL NOT BE LIABLE FOR ANY FAILURE OR DELAY IN THEIR PERFORMANCE DUE TO ANY CAUSE BEYOND THEIR REASONABLE CONTROL, INCLUDING ACTS OF WAR, ACTS OF GOD, ACTS OF THIRD PARTIES, EARTHQUAKE, FLOOD, EMBARGO, RIOT, SABOTAGE, LABOR SHORTAGE OR DISPUTE, GOVERNMENTAL ACT, POWER FAILURE OR FAILURE OF THE INTERNET OR COMPUTER EQUIPMENT.
THE HOOS PLACE PARTIES WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THE SERVICES (INCLUDING THEIR FUNCTIONS AND CONTENT), YOUR USE OF THE SERVICES (INCLUDING THEIR FUNCTIONS AND CONTENT), THESE TERMS OR YOUR USER SUBMISSIONS, EVEN IF FORESEEABLE OR EVEN IF ONE OR MORE OF THE Hoos Place PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, GROSS NEGLIGENCE, OR OTHERWISE, BUT EXCLUDING WILLFUL MISCONDUCT). IN NO EVENT WILL THE HOOS PLACE PARTIES’ LIABILITY FOR OTHER DAMAGES EXCEED THE AMOUNT PAID BY YOU TO HOOS PLACE FOR ACCESS TO THE RELEVANT SERVICE IN THE THREE MONTHS PRECEDING THE CLAIM.
YOU ACKNOWLEDGE AND AGREE THAT IF YOU INCUR ANY DAMAGES THAT ARISE OUT OF THE HOOS PLACE PARTIES’ ACTS OR OMISSIONS, THE DAMAGES, IF ANY, ARE NOT IRREPARABLE AND ARE NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING OPERATION OF THE SERVICES OR ANY OTHER SERVICE, PROPERTY, PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE, OR OTHER CONTENT OWNED OR CONTROLLED BY THE Hoos Place PARTIES.
15. Governing Law, Venue, and Jurisdiction
These Terms and all claims as between you and us arising from or related to your use of the Services will be governed by and construed in accordance with the laws of the State of Washington, except Washington’s conflict of law rules. These Terms will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, if applicable.
With respect to any disputes or claims not subject to arbitration (as set forth below), you agree to jurisdiction in the state and federal courts in Seattle, Washington. Notwithstanding any other provision of these Terms, we may seek injunctive or other equitable relief from any court of competent jurisdiction.
Regardless of any statute or law to the contrary, you must file any claim or action related to use of the Services or these Terms within one year after such claim or action accrued. Otherwise, you will waive the claim or action.
We may be required by state or federal law to notify you of certain events. You hereby acknowledge and agree that such notices will be effective upon our posting them in the relevant Service or delivering them to you via email. You may update your email address by visiting the Services where you have provided contact information. If you do not provide us with accurate information, we will not be responsible for failure to notify you. Our failure to exercise or enforce any right or provision in these Terms will not constitute a waiver of such right or provision. These Terms, including all additional terms, conditions, and policies on the Services, constitute the entire agreement between you and us and supersede all prior agreements with respect to the subject matter hereof. Nothing in these Terms affects any non-waivable statutory rights that apply to you. If any part of these Terms is determined to be invalid or unenforceable under applicable law, that provision will be removed, and the remainder of the Terms will continue to be valid and enforceable.
If you do not agree to these Terms, you should immediately stop using the Services. If you want to delete your account on a Service, please use contact instructions posted on the Service at which you obtained the account. If you are a Friends subscriber, you must first cancel your subscription before you will be able to delete your account. Any User Submissions you made while using the Services will continue to be governed by Section 6 of these Terms.
Sections 6 and 10-16 of these Terms will survive any termination of your access to the Services, whether we terminate your access or you voluntarily discontinue your use.