End User License Agreement
This End User License Agreement (the "EULA") is entered into by and between the Polarize Chat team (hereinafter referred to as “Polarize”, and also “us”, “we”, “ours” and “ourselves”) and, you, an end user of our services and mobile application software (hereinafter referred to as and also “you”, “your(s)” or “yourself”).
Accordingly, by clicking the "I Accept" button or otherwise accepting this EULA through a clickable action or similar action, or by installing, using or otherwise executing our software, you hereby acknowledge, agree and accept the terms and conditions of this EULA.
This EULA constitutes a legally binding agreement between Polarize and, you, a user / consumer of our products and services. If you are accepting this EULA on behalf of another person or entity, you hereby represent and warrant that you have complete authority to bind that person or entity.
You acknowledge and agree that this EULA is executed between you and Polarize only, and not with Google Inc. or Apple Inc. Henceforth, Polarize is solely responsible for the licensed mobile application and any content thereof. This EULA may not provide for usage rules that are less restrictive than the usage rules set forth for licensed applications in, or otherwise be in conflict with, Google Inc.’s or Apple Inc.’s app stores terms of service.
If you do not agree to the terms and conditions set forth herein, your sole remedy shall be to stop using our software immediately.
“Affiliates” means any person, corporation, partnership or entity that, directly or indirectly, through one or more intermediaries, controls a party under this EULA, that is, the ownership of 50% or more of the equity, shares, memberships or interest with controlling rights into such party.
“Polarize App” means each mobile application software program as licensed by us, as indicated in the applicable mobile application store, a purchase order or otherwise. The Polarize App includes any and all third party and proprietary computer programs and components thereunto. The Polarize App will also include any and all updates, patches, fixes, updates, bug fixes or modified versions thereto, and all electronic or on-line materials and documentation.
Services Provided by Polarize.
Polarize allows real-time communication among users by means of a text chat interface. While the interface and scope functionalities are mainly targeted for polarizing conversations among users, you are fee to talk about any topic you may chose. In the future, we may also implement voice chat and/or video communications. You must open an account with us in order to use the Polarize App. Any messages and communications which you may receive are not intended to purport any identifiable person. For example, if you receive a call or message by someone with username “John Smith”, such message is not guaranteed to represent any specific person, and you will not be able to infer the actual location, address, telephone or personal information of any user, unless the user elects to disclose it to you.
We only provide an online platform where users can request to communicate with other users resisted with us. Henceforth, Polarize does not provide the actual communication with other users, only the platform for text and other types of communication, and hereby disclaims any and all representation or warranty about the contacted users, their likelihood to similar persons and personalities, their text, audio, photo and video content messages, and for the actual performance, personal likeness, skill or availability of the contacted users.
User Code of Conduct.
As our user, you agree to not undertake, motivate, or facilitate the use or access of Polarize in order to:
Infringe this EULA, or allow, encourage or facilitate others to do so.
Plagiarize and/or infringe the intellectual property rights or privacy rights of any third party, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right.
Distribute, post or otherwise make available any content that: (i) infringes or endangers the intellectual property rights of any person (e.g. trademark, moral rights, trade secret, copyright, ancillary rights or other); (ii) enables any act that could promote or cause discrimination, racism, harm, libel, hatred or violence against any individual or group; (iii) endangers children and underage persons; (iv) is or allows illegal or fraudulent activities to take place; (v) is or may constitute a criminal or capital offense or otherwise infringes any applicable law; and/or (vi) is or can be considered to be nudity, erotic, obscene, threatening/defamatory, plagiarized, firearms, tobacco, alcohol, gambling, pornographic or analogous material.
Collect, receive, transfer or disseminate any personally identifiable information of any person without due consent from the title holder.
Solicit money or any digital or physical goods from other users.
Ask other users to conceal the identity, source, or destination of any illegally gained money or products.
Commercially distribute or resell Polarize App.
Distribute, lease, license, sell, rent, lend, convey or otherwise transfer or assign Polarize App, any passwords or usernames or any copies of Polarize App without the express prior written consent of Polarize.
Scrap, data mine, reverse engineer, decompile, disassemble, prepare derivative works based on or otherwise modify Polarize App, in whole or in part.
Remove, obscure or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within Polarize App.
License Terms & Conditions.
License terms for the Polarize App will be fully into force and effect once you have first access to it. Accordingly, we hereby grant you a limited, non-exclusive, revocable and non-transferable license to use Polarize App, under the terms, conditions and restrictions set forth herein and in the accompanying purchase order.
Your license for Polarize App may be used for your personal and/or commercial purposes, provided, however, that any such commercial use is an ancillary part of your personal business activities, and not the main scope thereof.
User Generated Content License. You hereby grant Polarize an unlimited, non-exclusive, royalty-free, for all the world, right and license to download, use, reproduce, distribute, analyze and exploit any and all content, texts, data and any components therefrom that you or your affiliates, agents, employees or representatives introduce, upload or otherwise deliver to the Polarize App. You represent and warrant to Polarize that you have all rights, authorizations or otherwise hold sufficient title for all content submitted to Polarize App as set forth herein.
Polarize encourages users to report violations of our terms and conditions. Each user is solely responsible for their activities and any content posted, transmitted or otherwise made available via the Polarize App.
You acknowledge and agree that we may report any activity that we believe may violate any law to law enforcement, regulators or other relevant third parties, and that any violation of the aforementioned provisions may result in the immediate termination of your access to Polarize App.
We reserve the right (but not the obligation) to monitor disputes between you and other of our users. The Polarize App implements mechanisms to flag inappropriate or breaching posts and users, where you can block any user, at any time and for any reason. Accordingly, we reserve the right (but not the obligation) to delete posts, content, items, products, services and user generated content that would be interpreted or considered offensive or spam; and/or to block or ban any user flagged by our systems.
You must immediately respond to any notice you receive claiming that your user generated content violates a third party’s rights, including notices under the Digital Millennium Copyright Act (‘DMCA’), and take corrective action, which may include but is not limited to promptly removing any such user generated content.
You also acknowledge and accept that any violation of the aforementioned provisions may result in the immediate termination of your access to Polarize App and our services, without refund or reimbursement on our part. Polarize may terminate or suspend your account and/or membership for our service, at any time, for any reason, without prior notice, and at our sole and final discretion.
We and our Affiliates, have and retain or have any and all right, license, authorization, title and/or interest to the Polarize App and for the associated marks, logos, images, texts, images, commercial names, notices and legends, and any modules, code and components therefrom, including but not limited to, all copyrights, trademarks, trade secrets, trade names, proprietary rights, patents, titles, computer codes, audiovisual effects, videos, images, themes, settings, artwork, sound effects, musical works, and moral rights whether registered or not and all applications thereof.
Third Party App Store Terms.
You hereby acknowledge and agree that this EULA are executed between Polarize and you, and not between Google, Inc. and/or Apple, Inc. (hereinafter, “Apple” and “Google”). Henceforth, the license granted to you for Polarize App is also limited to a non-transferable license to use Polarize App in an activated mobile device product that you own or control, and as permitted by the terms set forth in your applicable app store account.
These Terms may not provide for usage rules for Polarize App that are less restrictive than the usage rules set forth for licensed applications in, or that otherwise are in conflict with, Google’s or Apple’s terms of service.
Polarize, and not any such third party app store provider, shall be solely responsible for the Polarize App and any and all content thereof. We are solely responsible for Polarize App, the services and the content thereof.
Polarize is solely responsible for providing any maintenance and support services with respect to Polarize App, and neither Apple nor Google have any obligation to furnish any maintenance and support services thereof.
In the event of any failure of Polarize App to conform to any applicable warranty, you may notify Apple or Google, and they may refund you the purchase price for Polarize App (if any); and, to the maximum extent permitted by applicable law, neither Apple nor Google will have other warranty obligation whatsoever with respect to Polarize App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will Polarize’s responsibility.
You hereby acknowledge and agree that Apple and Google (and their affiliates), are third party beneficiaries of this EULA, and that, upon your acceptance of the terms and conditions of this EULA, Apple and Google will have the right (and will be deemed to have accepted the right) to enforce this EULA against you as third party beneficiaries thereof.
The term hereof shall begin on the date that comes first among: (i) first access to Polarize App; (ii) your first access or execution thereof; or (iii) Polarize begins providing its services to you.
The term hereof will automatically end on the earlier date of either your: (i) account deactivation, suspension, freezing or deletion of Polarize App; (ii) access termination or access revocation for our services; (iii) Polarize 's termination of this EULA, at its sole and final discretion; (iv) the termination date indicated Polarize to you from time to time; or (v) Polarize’s decision to make Polarize App or any appertaining services no longer available for use, at its sole and final discretion.
Disclaimer of Damages.
In no event shall Polarize, its Affiliates, clients, agents, officers, licensors, distributors and/or any authorized representative, be held liable for any special, indirect, incidental or consequential damages, including deleted date, lost data, inaccessible data, losses, costs or expenses of any kind resulting from possession, access, use or malfunction of Polarize App, including but not limited to, loss of revenue, profits, business, loss of use or lack of availability of computer resources, lost or corrupt data, re-procurement amount, anticipated savings, wasted expenditure, or other commercial or economic loss; whatsoever arising out of or related to this EULA or the Polarize App, whether arising in tort (including negligence), contract, strict liability or other legal or equitable theory and whether or not Polarize, its affiliates, clients, licensors and/or distributors have been advised of the possibility of such damages. For purposes of this section, Polarize’ affiliates, licensors and distributors are third party beneficiaries to the limitations of liability specified herein and they may enforce this EULA against you.
Limitation of Liability.
In no event, shall Polarize’s or its Affiliates’, clients’, licensors’ and/or distributors’ liability for all damages (except as required by applicable law) exceed; (i) the actual price paid by you for the license and/or use of Polarize App; or (ii) the amount of USD$50.00 (Fifty United States Dollars); whichever results less, and henceforth any award for direct, provable damages shall not to exceed such total amount.
This EULA provides you specific legal rights, and you may have other rights that may vary from jurisdiction to jurisdiction. Legislation of some states/countries does not allow certain limitations of liability, and henceforth this limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction. For purposes of this limitation of liability, Polarize’s Affiliates, licensors and distributors are third party beneficiaries to the limitations of liability specified herein and they may enforce this EULA against you.
You hereby agree and acknowledge to indemnify, hold harmless, and defend Polarize, its affiliates, clients, agents, officers, licensors, distributors and/or any authorized representatives, and the officers, directors and employees of each (jointly, the “Polarize’s Indemnitees”) from and against any and all third party liabilities, claims, causes of action, suits, losses, damages, fines, judgments, settlements and expenses (including any and all reasonable outside attorneys’ fees and court costs) which may be suffered, made or incurred by any of such Polarize’s Indemnitees arising out of or relating to: (i) any breach of any warranties, representations and/or covenants made by you hereunder (to the extent not arising substantially from any breach hereof by Polarize); and/or (ii) any third party claim arising out of or in relation to the Polarize App or use thereof in combination with your business platform, including without limitation, any claim that the Polarize App violates, infringes, or misappropriates any proprietary or intellectual property right of any third party, including without limitation, any privacy right of any person.
Events outside of Polarize’s Control.
In no event shall Polarize be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, force majeure, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services.
Assignment. You may not transfer any of your rights or obligations under this EULA to any other person.
Amendment. This EULA may be amended, edited or otherwise modified by us, at its sole and final discretion, provided that you will receive a notice of any amendments thereof via our websites.
Binding Agreement. This EULA shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors. This EULA supersedes all prior agreements arrangements and understandings between the parties hereto and constitutes the entire agreement between the parties relating to the subject matter hereof.
Equitable Remedies: You hereby acknowledge and agree that if the terms of this EULA are not specifically enforced, we may be irreparably damaged, and therefore you agree that we shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to your breach of any of the terms of this EULA, in addition to any other available remedies.
Entire Agreement. This EULA represents the complete agreement concerning this license between the parties regarding the subject matter hereof, and supersedes all prior agreements and representations between them, whether oral or written or digital.
Independent Contractors. Polarize and you are independent contractors, and neither party, nor any of their respective Affiliates, is an agent of the other for any purpose or has the authority to bind the other.
Minors. You hereby acknowledge that you are at least eighteen (18) years of age, or older, as of the date of first access to the Polarize App, and that you will not use the Polarize App to collect any personally identifying information of persons under the age of thirteen (13).
No Waiver. Our failure to exercise or enforce any right or provision of this EULA shall not constitute a waiver of such right or provision.
Survival. Any provisions of this EULA that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration therefrom, shall be deemed to survive for as long as necessary to fulfill such purposes. If we determine that a law or regulatory action prohibits, substantially impairs or makes impractical the provision of the Polarize App, we may, at its sole discretion, upon simple notice to you and without any liability, terminate part or all of the Polarize App, in order to conform to such law or action.
Severability. In the event that any provision hereof or part thereof is found invalid or unenforceable, the remainder of this EULA shall remain valid and in force.
Representations and warranties: You hereby represent and warrant that: (i) you agree and oblige to comply with all applicable laws, rules and regulations applicable to the use of Polarize App; and (ii) you will not use Polarize App to infringe any intellectual property rights of any third party.
Export limitations. You represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Applicable Law, Waiver, Dispute Resolution.
Waiver of Class Actions, Non-Individualized Relief. You acknowledge and accept that claims brought against Polarize shall be only on an individual basis and not as a plaintiff or class member in any possible future class or representative action or similar proceeding. Unless otherwise agreed by you and Polarize, you may not adjoin or consolidate any claim with more than one person's; and you may not otherwise supervise or take over any form of a class, representative or consolidated proceeding.
Waiver of Jury Trial. The parties herein waive their constitutional and statutory rights to go to court and have a trial in front of a judge or a jury, instead electing that all claims and disputes be resolved by a competent judge.
Applicable Law. Your use of this Site and any cause of action, claim and/or dispute that might arise between the parties hereon, shall be subject to the laws of the State of Missouri, United States of America, without regard to conflict of law principles.
Forum. You agree that any dispute arising from or relating to this EULA will be heard solely by a court or tribunal of competent jurisdiction in or nearest to the City of Wet Plains, State of Missouri, United States of America. If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorney’s fees, court costs, and disbursements in doing so. You agree that the unsuccessful party in any dispute arising from or relating to this EULA will be responsible for the reimbursement of the successful party’s reasonable attorney’s fees, court costs, and disbursements.
If you have any questions or queries about us, our EULA and our products and services, please contact us as indicated in our website.
Date of last effective update is October 18, 2018.