Terms of Service

October 1, 2017

The gist:
We (the folks at Hoverlay) provide a service that enables anyone to create virtual sharable content which can be found by others using their camera. We would love for you to use it. Hoverlay’s basic service is free, and we offer paid plans for advanced features. Our service is designed to give you as much control and ownership over what you share and create, and encourage you to express yourself freely. However, be responsible in what you publish. In particular, make sure that your content is designed for the enjoyment of others and is not harmful or objectionable.

Terms of Service
The following terms and conditions (“Terms”) govern all use of the Hoverlay mobile app, Hoverlay.com website, and Hoverlay Web APIs (collectively, the “Services”) and all content, and products available in or through the Services (collectively, “Hoverlay”). Our Services are offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, Hoverlay’s Privacy Policy) and procedures that may be published from time to time by Hoverlay (collectively, the “Agreement”). You agree that we may automatically upgrade our Services, and these Terms will apply to any upgrades.

Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our Services, you agree to become bound by the Terms of this Agreement. If you do not agree to all the Terms of this Agreement, then you may not access or use any of our Services. If these Terms are considered an offer by Hoverlay, acceptance is expressly limited to these Terms.

Our Services are not directed to children younger than 13, and access and use of our Services is only offered to users 13 years of age or older. If you are under 13 years old, please do not register to use our Services. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older.

Use of our Services requires a Hoverlay.com account. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your user account. You are responsible for keeping your password secure.

Hoverlay Mobile Application
Your Hoverlay Account. If you create an account with Hoverlay, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the content you create. You must immediately notify Hoverlay of any unauthorized uses of your account, or any other breaches of security. Hoverlay will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.

Responsibility of Contributors
If you operate an account, using the mobile application share material or links on Hoverlay, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, phone number, email address, video, audio, or links. By using Hoverlay, you represent and warrant that your Content and conduct do not violate these Terms or the User Guidelines. Content is organized into sharable groups. A group is called a “plus” (“Plus”). By submitting Content to Hoverlay for inclusion on your Plus, you grant Hoverlay a world-wide, royalty-free, and non-exclusive license to display, store, reproduce, modify, adapt and publish the Content for the purpose of enabling your content to be shared with other users, and improve the quality of Hoverlay services. If you delete Content, Hoverlay will use reasonable efforts to remove it from Hoverlay’s service, but you acknowledge that caching or references to the Content may not be made immediately unavailable. User content removed from Hoverlay Services may continue to be stored in Hoverlay’s servers for an unspecified period of time due to legal obligation. Without limiting any of those representations or warranties, Hoverlay has the right (though not the obligation) to, in Hoverlay ’s sole discretion, (i) reclaim your username or “Plus” name due to prolonged inactivity or trademark infringement, (ii) refuse or remove any content that, in Hoverlay’s reasonable opinion, violates any Hoverlay policy or is in any way harmful or objectionable, or (iii) terminate or deny access to and use of Hoverlay to any individual or entity for any reason. Hoverlay will have no obligation to provide a refund of any amounts previously paid.

By hosting your Plus on Hoverlay.com, you agree to assign the traffic relating to your Plus to Hoverlay, and authorize us to measure such traffic.

Payment and Renewal
General Terms. Optional paid services are available (any such services, an “Upgrade”). By selecting an Upgrade you agree to pay Hoverlay the fixed, monthly, or annual subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the day you sign up for an Upgrade and will cover the use of that service for a monthly or annual subscription period as indicated.

Automatic Renewal. Unless you notify Hoverlay before the end of the applicable subscription period that you want to cancel an Upgrade, your Upgrade subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such Upgrade (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Upgrades can be canceled at any time.

Responsibility of Users
Hoverlay has not reviewed, and cannot review, all of the material and links, posted to our Services, and cannot therefore be responsible for that material’s content, use or effects. By operating our Services, Hoverlay does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Hoverlay disclaims any responsibility for any harm resulting from the use by visitors and users of our Services, or from the access or download of Content by those visitors and users.

By using the Services, you agree that you will:

- not use Hoverlay’s services for an illegal purpose or for a use case prohibited in our Terms of Service
- not use Hoverlay’s services to defame, discriminate, stalk, bully, abuse, harass, threaten, impersonate or intimidate people, or incite such behaviors. We believe deeply in respect and kindness, and will make sure Hoverlay reflects our values.
- not create, reference or share violent, discriminatory, unlawful, infringing, hateful, nude or sexually explicit material, outside of generally accepted naturalistic and documentary depictions of nudity.
- not post or distribute images or videos of minors without the necessary consent from their legal representative.
- not post content that promotes or condones violence against individuals or groups based on race or ethnic origin, religion, disability, gender, age, nationality, veteran status, or sexual orientation/gender identity, or whose primary purpose is inciting hatred on the basis of these core characteristics.
- not upload or share content that exploits or abuses children.
- not post or distribute images or videos of other individuals without their consent.
- not use Hoverlay Services in a way that would prevent you from complying with locally applicable laws.
- not use Hoverlay Services to mislead or confuse users by pretending to be someone else or pretending to represent an organization you do not represent.
- not access another user's account without their permission.
- not create or use multiple accounts to evade our policies or bypass blocks or otherwise subvert restrictions placed on your account.
- not use Hoverlay Services for chain letters, junk mail or “spamming.”
- not use any bot, script, crawler, test, scanner, program or any programmatic mean to access services, infrastructure, applications or content provided by and through Hoverlay or its partners. not share, upload, download, copy or inject any malicious code.
- not to develop, sell, publish, rent, use Hoverlay’s Application Programming Interfaces (APIs) without Hoverlay’s agreement.
- not copy, modify, distribute, sell, or lease any part of our Services, nor may you reverse engineer or attempt to extract the source code, 3Dmodels, graphics, or data from our software.

Hoverlay will remove all Content if properly notified that such Content infringes on another's intellectual property rights or other inappropriate behavior. Hoverlay reserves the right to remove objectionable Content without prior notice.

Content Posted on Other Websites
We have not reviewed, and cannot review, all of the material, including computer software, made available through Hoverlay Services, and webpages to which Hoverlay Services links, and that link to Hoverlay Services. Hoverlay does not have any control over those non-Hoverlay websites, and is not responsible for their contents or their use. By linking to a non-Hoverlay website, Hoverlay does not represent or imply that it endorses such website. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Hoverlay disclaims any responsibility for any harm resulting from your use of non-Hoverlay websites and webpages.

Copyright Infringement and DMCA Policy
As Hoverlay asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Hoverlay.com violates your copyright, you are encouraged to notify Hoverlay. Hoverlay will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Hoverlay will terminate a visitor’s access to and use of the website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Hoverlay or others. In the case of such termination, Hoverlay will have no obligation to provide a refund of any amounts previously paid to Hoverlay .

Intellectual Property
This Agreement does not transfer from Hoverlay to you any Hoverlay or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Hoverlay. Hoverlay, Hoverlay.com, the Hoverlay.com logo, and all other trademarks, service marks, graphics and logos used in connection with Hoverlay.com or our Services, are trademarks or registered trademarks of Hoverlay. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Hoverlay or third-party trademarks.

We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.

Hoverlay may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Hoverlay.com account (if you have one), you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Disclaimer of Warranties
Our Services are provided “as is.” Hoverlay and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Hoverlay nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. Hoverlay is not liable for any loss or removal of content. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.

Jurisdiction and Applicable Law
Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of Massachusetts, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state of Massachusetts.

Arbitration Agreement
Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in Massachusetts, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees.

Limitation of Liability
In no event will Hoverlay, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Hoverlay under this Agreement during the twelve (12) month period prior to the cause of action. Hoverlay shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

General Representation and Warranty
You represent and warrant that (i) your use of our Services will be in strict accordance with the Hoverlay Privacy Policy, with this Agreement, and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of our Services will not infringe or misappropriate the intellectual property rights of any third party.

US Economic Sanctions
You expressly represent and warrant that your use of our Services and or associated services and products is not contrary to applicable U.S. Sanctions. Such use is prohibited, and Hoverlay reserve the right to terminate accounts or access of those in the event of a breach of this condition.

You agree to indemnify and hold harmless Hoverlay , its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to your violation of this Agreement.

These Terms of Service were originally written in English (US). We may translate these terms into other languages. In the event of a conflict between a translated version of these Terms of Service and the English version, the English version will control.

This Agreement constitutes the entire agreement between Hoverlay and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Hoverlay, or by the posting by Hoverlay of a revised version.

If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.

You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Hoverlay may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.

How to Contact us
If you find a Hoverlay user that you believe violates these Terms of Service, please visit our dispute resolution & reporting page. We consider the abuse of our services a serious matter. We investigate and record all reports of abuse submitted to us. We may request additional information from you about your report. However, please note we may not be able to provide you with specific updates in response to your specific report due to privacyreasons.

If you know of someone who is abusing our Service, please email us at help@hoverlay.com immediately.