TERMS OF SERVICE
Last Updated: October 07, 2022
Welcome to soona co. (“soona,” “we,” “our,” or “us”). We provide the online booking service and video and photography portal, located at soona.co, including all of its webpages and subpages (collectively, the “Site”) and may provide software that may be downloaded to your smartphone or tablet to access services (each a “Mobile Applications”). The Site, the Mobile Applications, and the photoshoot and content creation services that we provide to you in connection with the Site and Mobile Applications, are referred to as the “Services”.
These Terms of Service (these “Terms”) are a legal agreement between soona and you, or, if you represent an entity or other organization, that entity or organization (in either case “you” or “your”) and governs your access to and use of the Services.
If you are accessing the Site or using the Services on behalf of a third party customer (a “Customer”) that has entered into a separate agreement with soona for the Services (“Services Agreement”), your use of the Site and Services is, at all times, subject to the terms and conditions of the Services Agreement. Nothing in these Terms modifies Customer’s or soona’s rights or obligations under the Services Agreement.
BY REGISTERING FOR THE SITE OR SERVICE, OR BY OTHERWISE ACCESSING THE SITE OR USING ANY OF THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES. THESE TERMS CONTAIN A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
You represent and certify that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdictions. To register an Account with soona, you must be 18 years or over.
- 1.1. Bookings and Shoots. Our Services help you to create high-quality photos, videos, and other content. Through the Services, you can create a “Booking” for a photoshoot, video-shoot, or other session to create content (each a “Shoot”). The photos, videos, and other content we develop in connection with a Shoot is referred to as “Developed Content.”
- 1.2. Samples. soona will provide samples of Developed Content for your review (“Samples”). Samples may, but will not necessarily, contain watermarks or similar markings. You may use Samples solely in order to review and select the Developed Content that you will license, and for no other purpose. You may not remove or modify any notice of copyright or similar marking encoded, embodied, or displayed in connection the Samples.
- 1.3. Selecting Developed Content; License. You may select Samples that soona presents for licensing (“Licensed Content”). Subject to your compliance with these Terms and upon payment of all applicable fees, soona grants to you a non-exclusive, perpetual, worldwide, transferable, and sublicensable license to reproduce, distribute, publicly display, publicly perform, prepare derivative works of (including to translate, alter, and modify), and otherwise use the Developed Content.
- 1.4. Professional Services; Participants. When you Book a Shoot, you may request models, hair and makeup services, styling services, shopping services, and other professional services (“Pro Services”). soona will coordinate for the applicable Pro Services you select. In some cases, you may be permitted to use individuals in your Shoot that are not supplied by soona (“Participants”). You are solely responsible for your Participants. Each of your Participants must sign our then-current Publicity Consent and Waiver.
2. Accounts; Access to Services.
- 2.1. Accounts and Registration. You may access and use certain features of the Services by creating a soona user account (your “Account”). You may log into your Account to use such Services using a unique username and password. You are responsible for safeguarding your password and you agree not to disclose your password to any third party. You are solely responsible for any activities or actions taken under your username, whether or not you have authorized such activities or actions. You agree that the information that you provide to soona about yourself upon registration of your Account, and at all other times (the “Registration Information”) will be true, accurate, current and complete, and you further agree that you will maintain and promptly update the Registration Information to ensure that it remains true, accurate, current and complete. You may not impersonate any other person or use a username or password that you are not authorized to use. soona reserves the right to require you to change your password for any reason at any time. If you become aware of any unauthorized use of your Account, you agree to notify soona immediately at firstname.lastname@example.org. soona is not liable for any loss or damage arising from your failure to comply with the above requirements. If you connect us with a third party services such as Facebook, Google, or LinkedIn, you give us permission to access and use your information from that third party service as permitted by that service, and to store your login credentials for that service.
- 2.2. Site License. Subject to these Terms and any Services Agreement (if applicable), soona grants you a personal, limited, revocable, non-exclusive, non-transferable, and non-sublicensable right to: (a) access and use the Services specifically made available to you as permitted by soona (the “Permitted Purpose”), and (b) download, install, and use the Mobile Application(s) made available by soona for public use on your own handheld mobile device solely for the Permitted Purpose. This license is exclusive to you and you may not sublicense the use of the Services.
- 2.3. Push Notifications. By registering an Account and/or receiving any Services, you agree to be contacted via email, SMS and/or text messaging by us, including via push notifications, regarding our Services, the Site, and by third parties, if relevant, for third party notifications and/or advertisements.
- 2.5. App Store Terms. You acknowledge and agree that the availability of a Mobile Application is dependent on the third party websites from which you download mobile applications, e.g., the App Store from Apple or the Android app market from Google (each an “App Store”). You acknowledge that these Terms are between you and soona, and not with an App Store. Each App Store may have its own terms and conditions to which you must agree before downloading Mobile Apps from it. You agree to comply with, and your license to use the Mobile Apps is conditioned upon your compliance with, such App Store terms and conditions. To the extent such other terms and conditions from such App Store are less restrictive than, or otherwise conflict with, the terms and conditions of these Terms, the more restrictive or conflicting terms and conditions in these Terms apply.
3. Products; Product Materials.
- 3.1. Provision of Product Materials. In connection with your access to, or use of, the Services, you may provide samples, products, materials, or other goods to soona (collectively, “Products”). You may also provide or identify certain trade names, trademarks, service marks, logos, Product details, and similar content relating to you and/or your Product that you desire soona to use in connection with the Services and Developed Content (the “Product Content,” and together with the Products, the “Product Materials”). You retain all right, title, and interest in and to your Product Materials. By submitting Product Materials, you unconditionally grant to soona a non-exclusive, perpetual, irrevocable, worldwide, fully-paid, transferable right and license, with the right to sublicense through multiple levels of sublicensees, under all of Your intellectual property rights in the Product Materials, to reproduce, create derivative works of, distribute, publicly perform, publicly display, digitally transmit, and otherwise use the Product Materials in connection with the Developed Content and/or the performance of the Services.
- 3.2. Product Warranty. You may not provide any Products Materials to soona that are illegal, harmful, or hazardous, or that infringe or violate any third party’s rights, including any copyright, patent, trademark, or other proprietary or contractual right. soona reserves the right to remove or exclude Product Materials that it, in its sole discretion, deems abusive, defamatory, obscene, in violation of the law, or otherwise harmful. You represent and warrant that all Products provided to soona: (a) comply with all applicable laws, rules, and regulations and (b) are provided to soona in accordance with all such laws, rules, and regulations. In the event of a violation of the foregoing representations and warranties, soona may, with or without notice: (i) dispose of such Products and charge you for all costs related to such a disposal, and/or (ii) if applicable, contact appropriate law enforcement authorities.
- 3.3. Return of Products. If you request that soona return any Products to you, you agree to pay soona for all shipping charges (including any customs fees or duties), or provide a prepaid return shipping label. You further agree that soona will have no liability for any delay, damage, or loss of such items in transit. If you do not request that soona return a Product, or if you fail to provide payment or a prepaid shipping label for return shipping, within two (2) weeks following notice of the completion of the Services relating to such Product, then soona may either donate, dispose of, or continue to store (at soona’s then-current rates) your Products and charge you for any associated costs or expenses. You will indemnify and hold harmless soona, and its officers, directors, employees, contractors, and service providers (“soona Parties”) from and against any damage, expense (including reasonable attorney’s fees), penalty, judgement, liability, settlement cost, and any other loss suffered by soona in connection with soona’s receipt, use, storage, return, disposal, or donation of Products.
- 3.4. Title and Risk of Loss of Product; Release. You, at all times, shall retain title to your Product and risk of loss or damage to your Products. In no event will soona be liable to you or any third party for any loss or damage to the Products, howsoever caused, and whether such loss or damage could have been prevented by soona. To the maximum extent permitted by law, you, on behalf of your affiliates, officers, directors, owners, employees, successors, heirs, and assigns (the “Releasing Parties”) hereby release the soona Parties, from and against any and all claims, demands, actions, or proceedings relating to the Products or any loss or damage thereto. The Releasing Parties will forever refrain and forbear from commencing, instituting or prosecuting any lawsuit, action or other proceeding of any kind whatsoever, by way of action, defense, set-off, cross-complaint or counterclaim, against the soona Parties arising out of, or in connection with the Products or any loss or damage thereto.
4. Pricing and Payment
- 4.1. Pricing and Billing Information. Pricing for the Services is described on the Site, and is subject to change without notice to you. You agree to pay soona in advance any applicable fees for the Services to be provided by soona under these Terms. soona will bill your credit card for all fees. You will provide soona with accurate and complete billing information including legal name, address, telephone number, and credit card or debit card billing information. If such information is false or fraudulent, soona reserves the right to terminate your use of, or access to, the Services in addition to seeking any other legal remedies. soona is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by soona. Each charge will be considered valid unless disputed by you in writing within thirty (30) days after the billing date. No adjustments will be made for disputed charges made more than thirty (30) days after the billing date. All fees will be paid in U.S. dollars and are due as set forth on the Site. soona’s fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you will be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes based solely on soona’s income.
- 4.2. Misuse of Developed Content. If you use Samples or other Developed Content in violation of these Terms, you agree to pay soona’s then-current fees for purchasing a license to all of the Samples provided to you by soona. You hereby authorize soona to charge your credit card or debit card such amounts. You understand that this remedy is in addition to any other remedy available to soona for your misuse of Samples.
- 4.3. Deposits. We may require that you place a deposit with us when making a Booking (a “Deposit”). All Deposits are forfeited, and will be retained by soona, if you do not complete the Booking within 1 year.
- 4.4. Refund Policy. Bookings may be rescheduled one time with at least 24-hour prior notice. If your Shoot includes our Pro Services, we may charge you a $50 rebooking fee if you reschedule the Shoot. Booking fees are nonrefundable except as expressly provided in these Terms. By way of example, your Booking fees will be forfeited and retained by soona if you cancel a Shoot without rescheduling it, if you reschedule a Shoot with less than 24 hours’ notice, or if you do not attend the Shoot when and where it is scheduled.
5. Suspension and Termination.
You’re free to stop using the Services or to close your Account at any time. soona reserves the right to suspend or terminate your Account and your access to and/or use of the Services, at any time, without notice. soona reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that soona shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services. soona may, but is not required to, maintain the Developed Content relating to your Shoots after termination of your Account
6. Retaining Developed Content.
soona will retain Samples in accordance with its then-current content retention policies, but not less than 90 days from the date of the applicable Shoot. Following termination of your Account, soona may, but is not required to, retain Samples or other Developed Content relating to your Shoots.
7. Ownership of the Services.
You acknowledge that all intellectual property rights, including without limitation copyrights, patents, trademarks, and trade secrets, in the Services are owned by soona its licensors. Your access to or use of the Services does not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights. soona and its affiliates and licensors and suppliers reserve all rights not granted in these Terms. You may not copy or incorporate any of the content of the Services into any work, including your own website without soona’s written consent. You must have a license from us before you can post or redistribute any portion of the Services. Other than with respect to your User Materials, soona retains full and complete title to all content on the Services, including any downloadable software and all data that accompanies it. You may not modify the Services, create derivative works of the Services, or reverse engineer, reverse compile, reverse assemble or do any other operation with the Services that would reveal any source code, trade secrets, know-how or other proprietary information. Nothing in these Terms shall be construed or interpreted as granting or providing rights to you to use, reproduce, modify, distribute, perform, display, possess or control the source code or any other aspect of the Services. You may not remove or modify any notice of confidentiality, trade secret, trademark or copyright encoded, embodied, or displayed in connection the Services. You may use the Services only while these Terms remain in effect. Under no circumstances shall you have any rights of any kind in or to the Services after any termination or expiration of your agreement to these Terms for any reason.
8. Usage Data.
You acknowledge and agree that soona has the right to collect, extract, compile, synthesize, and analyze usage data, analytics, statistics, and other information resulting from your access to and use of the Services (“Usage Data”). soona retains ownership of all right, title, and interest in and to Usage Data, which may be used by soona in connection with its performance of its obligations under these Terms and for any other lawful business purpose, including, but not limited to, benchmarking, data analysis, and to improve the Services.
10. User Content; Forums.
- 10.1. User Content License. The Site may offer forums, blogs, comments areas, bulletin boards and chat rooms (collectively, “Forums”). We do not endorse the accuracy or reliability of any advice, opinions, statements, or information posted on these Forums. By using the Services, you grant us: (a) permission to access your Account and those messages, data, information, text, graphics, audio, video, photographs or other material (“User Content”) posted, uploaded, or transmitted to or through the Site using your Account, (b) a non-exclusive, perpetual, irrevocable, worldwide, fully-paid, transferable right and license, with the right to sublicense through multiple levels of sublicensees, under all of your intellectual property rights in the User Content, to reproduce, create derivative works of, distribute, publicly perform, publicly display, digitally transmit, and otherwise use the User Content in any medium or format, whether now known or hereafter discovered, and to exercise any and all other present or future rights in the User Content.
- 10.2. User Content Restrictions. You agree that you will not distribute any User Content on any Forums that: (a) is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person; is bigoted, hateful, or racially or otherwise offensive; is violent, vulgar, obscene, pornographic or otherwise sexually explicit; or otherwise harms or can reasonably be expected to harm any person or entity; (b) is illegal or encourages or advocates illegal activity or the discussion of illegal activities with the intent to commit them, including a submission that is, or represents an attempt to engage in, child pornography, stalking, sexual assault, fraud, trafficking in obscene or stolen material, drug dealing and/or drug abuse, harassment, theft, or conspiracy to commit any criminal activity; (c) infringes or violates any right of a third party including any copyright, patent, trademark, trade secret or other proprietary or contractual rights, right of privacy (specifically, you must not distribute another person’s personal information of any kind without their express permission) or publicity, or any confidentiality obligation; (d) is commercial, business-related or advertises or offers to sell any products, services or otherwise (whether or not for profit), or solicits others (including solicitations for contributions or donations); (e) contains a virus or other harmful component, or otherwise tampers with, impairs or damages the Site or any connected network, or otherwise interferes with any person or entity’s use or enjoyment of the Site; (f) does not generally pertain to the designated topic or theme of the Site; (g) violates any specific restrictions applicable to a public forum, including its age restrictions and procedures; or (h) is antisocial, disruptive, or destructive, including “flaming,” “spamming,” “flooding,” “trolling,” and “griefing” as those terms are commonly understood and used on the Internet.
11. Third Party Software and Linking.
- 11.1. Open Source Software. Certain items of software included with the Services may be subject to “open source” or “free software” licenses (“Open Source Software”). Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end user license for the Open Source Software. If required by any license for particular Open Source Software, Company makes such Open Source Software, and any Company’ modifications to that Open Source Software, available by written request to Company at the email or mailing address included in these Terms.
- 11.2. Third Party Sites. The Site may contain links to other websites operated by third parties (each, a “Third Party Site”). Such Third Party Site are not under our control. soona provides these links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third Party Site. Your use of these Third Party Site is at your own risk.
12. Disclaimers of Warranty.
- 12.1 THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND. SOONA EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION GIVEN BY SOONA, ITS EMPLOYEES OR AFFILIATES SHALL CREATE A WARRANTY.
- 12.2. SOONA MAKES NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, THAT THE SERVICES WILL BE AVAILABLE, OR THAT DATA WILL BE SECURE FROM UNAUTHORIZED ACCESS.
- 12.3. SOONA MAKES NO REPRESENTATIONS CONCERNING ANY USER CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICES, AND SOONA WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES.
Unless prohibited by state or federal laws to which you are subject, you will indemnify, defend (at soona’s option), and hold soona, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney’s fees and costs, arising out of or in any way connected with (a) your access to or use of the Services; (b) any Product Materials or User Content, (c) your violation of these Terms; or (d) your violation of any third party right, including without limitation any intellectual property right or any publicity, confidentiality, property or privacy right. soona reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify soona and you agree to cooperate with our defense of such claims. You agree not to settle any such claim without soona’s prior written consent. soona will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
14. Limitation of Liability.
- 14.1. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL SOONA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, IMAGES, DATA OR OTHER INTANGIBLES, EVEN IF SOONA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, THAT RESULT FROM THE USE OR THE INABILITY TO USE THE SERVICES, FROM ANY CHANGES TO THE SERVICES OR FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR USER MATERIALS OR USER CONTENT. YOU SPECIFICALLY ACKNOWLEDGE THAT DOWN-TIME AND COMPUTER VIRUSES ARE RISKS INHERENT IN THE USE OF THE INTERNET AND SOFTWARE PRODUCTS, AND YOU AGREE TO ASSUME RESPONSIBILITY FOR ANY HARM OR DAMAGES OF ANY KIND OR CHARACTER WHATSOEVER RESULTING FROM THESE POSSIBLE HARMS. YOU ALSO SPECIFICALLY ACKNOWLEDGE THAT YOU MAY BE DISCLOSING SENSITIVE, PRIVATE AND CONFIDENTIAL INFORMATION ABOUT YOURSELF IN YOUR USE OF THE SERVICES AND YOU AGREE TO ASSUME RESPONSIBILITY FOR ANY HARM OR DAMAGES OF ANY KIND OR CHARACTER WHATSOEVER RESULTING FROM YOUR RELEASE OF SUCH USER MATERIALS OR USER CONTENT.
- 14.2. IF YOU ARE DISSATISFIED WITH THE SERVICES OR WITH ANY OF THESE TERMS, OR FEEL SOONA HAS BREACHED THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICES. THE TOTAL LIABILITY OF SOONA TO YOU FOR ANY CLAIM ARISING FROM OR RELATING TO THESE TERMS OR USE OF SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICES DURING THE SIX MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. IT IS THE INTENTION OF YOU AND SOONA THAT THIS PROVISION BE CONSTRUED BY A COURT AS BEING THE BROADEST LIMITATION OF LIABILITY CONSISTENT WITH APPLICABLE LAW.
- 14.3. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL, CONSEQUENTIAL OR OTHER TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. NOTHING IN THESE TERMS AND IN PARTICULAR WITHIN THIS “LIMITATION OF LIABILITY” CLAUSE SHALL ATTEMPT TO EXCLUDE LIABILITY THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
You hereby release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present, and future dispute, claim, controversy, demand, right, obligation, liability, action, and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other users of the Service, or any Third Party Site. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
16. International Use.
We control and operate the Services from our offices in Colorado. We do not represent that the Services are appropriate or available for use in other locations outside of the United States. Persons who choose to access the Services from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable. You agree to comply with all applicable laws, rules and regulations in connection with your use of the Services. Without limiting the generality of the foregoing, you agree to comply with all applicable laws regarding the transmission or transfer of any data or technical information in connection with your access to or use of the Services.
- 17.1 Modification. soona may modify these Terms at any time. Modifications become effective immediately upon your first access to or use of the Site or Services after the “Last Revised” date at the top of these Terms. Your continued access to or use of the Site or Services after the modifications have become effective will be deemed your conclusive acceptance of the modified Terms. If you do not agree with the modifications, do not access or use the Site or Services.
- 17.2. Applicable Law and Dispute Resolution. These Terms shall be governed by the laws of the State of Colorado without giving effect to any conflict of laws principles that may require the application of the law of another jurisdiction. If you believe that soona has not adhered to these Terms, please contact us by e-mail at email@example.com. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation. If you and soona are unable to reach a resolution to the dispute, you and soona will settle the dispute exclusively under the rules of the American Arbitration Association (www.adr.org) at its Denver, Colorado office. Any election to arbitrate by one party will be final and binding on the other. YOU UNDERSTAND THAT IF EITHER PARTY ELECTS TO ARBITRATE, NEITHER PARTY WILL HAVE THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL. YOU AND COMPANY AGREE THAT ANY ARBITRATION WILL BE LIMITED TO THE DISPUTE BETWEEN COMPANY AND YOU INDIVIDUALLY. YOU ACKNOWLEDGE AND AGREE THAT YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and soona otherwise agree in writing, an arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Services or these Terms must be brought, if at all, within one year from the accrual of the claim or cause of action or be forever barred. Notwithstanding the foregoing, soona may seek injunctive or other equitable relief to protect its confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction. If you are subject to any state or federal law requiring that the laws of a different jurisdiction apply or that prohibit dispute resolution in the manner required in this Section, then this Section shall be deemed revised to conform with such laws.
- 17.3. Independent Contractors. No joint venture, partnership, employment, or agency relationship exists between you and soona as a result of these Terms or use of the Services.
- 17.4. Waiver. The failure of soona to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by soona in writing.
- 17.5. Construction. The headings of Sections of these Terms are for convenience and are not to be used in interpretation.
- 17.6.Contact. soona is located in Denver, Colorado Any questions, comments or suggestions, including any report of violation of these Terms should be provided soona as follows:
By E-mail: firstname.lastname@example.org
By Postal Mail: 1235 S. Broadway Denver, CO 80210
17.7. Entire Agreement. These Terms constitute the entire agreement between you and soona with respect to the Services, superseding any prior agreements between you and soona. The failure of soona to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, you and soona nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms shall remain in full force and effect.