(Applies to All Members of Hello Bar)
- Who We Are : “Hello Bar” is a trade name and registered service mark of Hello Bar, that owns and operates the website with the URL: http://old.hellobar.com (the “Website”).
- Eligibility : We require that any Member be at least eighteen (18) years of age. By using the Services, you represent and warrant that you are at least eighteen (18) years of age and that your use of the Services does not violate any applicable law or regulation. Your subscription may be terminated without warning, if we have reason to believe you are under eighteen (18) years of age.
- Charges and Payments :
Term, Termination and Removal : Either party may terminate the Term of this Agreement at any time for any reason by providing Notice to the other party. We may suspend our Services to you at any time with or without cause. We will refund a pro rata portion of your monthly prepayment if we terminate you without cause. If you violate any of the terms of this Agreement, we reserve the right to terminate your account immediately with cause. In the event of termination of your account with cause, you understand that no refund will be given. Once terminated, we may remove any of your related data and files from our Website and any other storage. Additionally, if you do not log in to your account for 12 or more months, we may deem your account “inactive” and permanently delete your account and all data associated with it.
Account and Password : You are responsible for maintaining the confidentiality of any account name and password provided to you. You are solely responsible for uses of any account provided to you, whether or not authorized by you. You agree to immediately notify us of any unauthorized use of any account of yours.
Proprietary Rights Owned by Us : You acknowledge that we, or our suppliers, own all proprietary rights in the Website and the software used to provide the Services, including, but not limited to, any patents, trademarks, service marks and copyrights.
Proprietary Rights Owned by You : You represent and warrant to us that you will not add or upload any content to the Website for any purpose unless you are the owner of all proprietary rights in that content (or have been given a valid license from the owner of the proprietary rights in such content) and have obtained releases for all related privacy and publicity rights.
General Rules : You agree to the following:
- Monthly Plans
- 5.1 Our charges for monthly plans are posted on our Website and may be changed from time-to-time. Payments are due for the full month for which any part of the month is included in the “Term.” Payments are due for any month on the same date, or the closest date in that month, to the date of the month you signed up with us and made your first monthly payment (the “Pay Date”). For any month for which you have already paid, for which you increase either your number of allowable click throughs on your Hello Bars causes you to go to another pricing level, except as otherwise provided in this Agreement, you will be required to pay at the higher level on or before the Pay Date for the following month. If the Term ends before such payment is due, you will still be required to make one payment at the higher level.
- 5.2 As long as you are a Member or have an outstanding balance with us, you agree to at all times provide us with valid credit card information and authorize us to deduct the monthly charges against such credit card and to replace the information for any credit card that expires with information on a different valid credit card. Any individual using a credit card represents and warrants that he or she is authorized to use such credit card and that any and all charges may be billed to such credit card and will not be rejected.
- 5.3 Billing and Automatic Credit Card Charging: You understand and agree that your credit card on file will be automatically charged each calendar month for the amount specified in the plan that you select. In the event that you exceed the number of click-throughs specified in your plan (and you have NOT opted out of the automatic plan upgrade), you understand and agree that your credit card will be automatically charged at the plan rate equal to the amount of click-through usage during the previous billing cycle.
- Example A: $4.95 Plan (not-exceeding)
Month 1: 100 or less click-throughs = $4.95
Month 2: 100 or less click-throughs = $4.95
Month 3: 100 or less click-throughs = $4.95
- Example B: $4.95 Plan Exceeding 1 Month to $12.95
Month 1: 100 or less click-throughs = $4.95
Between Month 1 and Month 2: 275 click-throughs = $12.95 charged at start of Month 2
Month 2: 100 or less click-throughs = $4.95 charged at start of Month 3
- Example C: $4.95 Plan Exceeding 2 Months to $12.95 Plan and $29.95 Plan
Month 1: 100 os less click-throughs = $4.95
Between Month 1 and Month 2: 275 click-throughs = $12.95 charged at start of Month 2
Between Month 2 and Month 3: 1,500 click-throughs = $29.95 charged at start of Month 3
Month 3: 275 click-throughs = $12.95 charged at start of Month 4
- 5.5 Whenever the number of clicks that your Hello Bars are receiving increases so that you are at a more expensive level, we may, at our sole discretion, require you to pay the difference in the monthly payment before your Hello Bars are re-activated.
- 5.6 We are required to provide a refund only if we terminate our Services to you without cause before the end of a month for which you have paid. There is no other circumstance in which you will be entitled to a refund from us. We may, at our sole discretion, offer refunds in other situations subject to any Member seeking such refund applying for the refund in accordance with the requirements we post on the website, which may be changed from time to time.
No Warranties : to the maximum extent permitted by law, the material on this website and the services (including all content, software, functions, services, materials and information made available herein or accessed by means hereof) are provided as is, without warranties of any kind, either express or implied, including but not limited to, warranties of merchantability and fitness for a particular purpose.
Limitation of Liability : to the maximum extent permitted by law, you assume full responsibility and risk of loss resulting from your use of the website and the services including any downloads from the website. under no circumstances shall we or any of our employees or representatives be liable for any indirect, punitive, special or consequential damages even if we or any of our employees or representatives have been advised of the possibility of such damages. our total liability in any event is limited to the amount, if any, actually paid by you for use of the website and the services for the one month period ending on the date a claim is made and you hereby release us and our employees and representatives from any and all obligations, liabilities and claims in excess of this limitation.
Indemnity : You agree to indemnify and hold us, and our directors, officers, employees and representatives, harmless from any and all losses (including, but not limited to, attorney fees) resulting from any claims not permitted under this Agreement due to a “Limitation of Liability” or other provision, that you assert, or may assert, based on or relating to your use, or the use of any individual using your password, of this Website or the Services. You further agree to indemnify and hold us, and our directors, officers, employees and representatives, harmless from any and all losses resulting from claims of third parties, including, but not limited to, attorney fees, that result in whole or in part from allegations of conduct by you that, if true, would constitute a violation by you, or any individual using your password, of any of the terms of this Agreement.
Attorney Fees : In the event we file an action against you claiming you breached this Agreement and seeking to recover liquidated damage and/or other relief, and we prevail, we shall be entitled to recover reasonable attorney’s fees in addition to any damages or other relief which we may be awarded.
Disclaimers : We disclaim and are not responsible for the behavior of any advertisers, linked websites or other users.
U.S. Export Controls : The software that supports the Services (the “Software”) is further subject to United States export controls. None of the Software may be downloaded or otherwise exported or re-exported in violation of United States export laws. Downloading or using any of the Software is at your sole risk.
Restricted Rights : Notice to U.S. Government End Users. The Software, including all documentation, are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable, consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable. The Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Published and Unpublished rights are reserved under the copyright laws of the United States. Manufacturer is Hello Bar, 16220 Ridgeview Lane, La Mirada, California 90638.
Assignments : You may not assign any of your rights hereunder. We may assign all rights to any other individual or entity at our discretion.
Compliance With Law : In using the Services, you agree that you will comply with all applicable laws.
- You will not incorporate into your Hello Bar any text or other content that is not created by you, not provided by us for you to incorporate into your Hello Bar or you are not otherwise permitted to use.
- You will not post in any Hello Bars created using our Services, any misleading or incorrect information.
- You will not publish any material that contains sexually related text, photographs or other content, or content that is defamatory, obscene, indecent, threatening, abusive or hateful.
- You will not share your password.
- You will not attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way used or downloaded from the Website.
- You will not include in any Hello Bars any material, including, but not limited to text, the inclusion of which is in violation of any other party’s rights, including, but not limited to, copyrights and privacy and publicity rights.
- You will not set up multiple accounts for any individual, organization or entity or in order to send substantially similar content unless you are part of a franchise.
- You will not remove, obstruct, modify, or cause to be unviewable, the “H” logo/brand in any Hello Bar.
(Additional Provisions Applicable to All Members)
- 22. Miscellaneous
- 22.1 Force Majeure : We shall not be held liable for any delay or failure in performance of any part of this Agreement from any cause beyond our control and without our fault or negligence, such as acts of God, acts of civil or military authority, then current laws and regulations and changes thereto, embargoes, epidemics, war, terrorist acts, riots, insurrections, fires, explosions, earthquakes, nuclear accidents, floods, strikes, power blackouts, volcanic action, other major environmental disturbances, unusually severe weather conditions, acts of hackers and other illegal activities of third parties, inability to secure products or services of other persons or transportation facilities, or acts or omissions of transportation or telecommunications common carriers or overloading or slow downs over the internet or any third party internet service providers.
- 22.2 Survivability : The ownership and proprietary rights provisions set forth in this Agreement, and any other provisions that by their sense and context the parties intend to have survive, shall survive the termination of this Agreement for any reason.
- 22.3 Severability : The unenforceability or invalidity of any term, provision, section or subsection of this Agreement shall not affect the validity or enforceability of any remaining terms, provisions, sections or subsections of this Agreement, but such remaining terms, provisions, sections or subsections shall be interpreted and construed in such a manner as to carry out fully the intention of the parties hereto.
- 22.4 Interpretation : The fact of authorship by or at the behest of a party shall not affect the construction or interpretation of this Agreement.
- 22.7 Further Actions : You agree to execute any and all documents and take any other actions reasonably required to effectuate the purposes of this Agreement.
- 22.8 Notification of Security Breach : In the event of a security breach that may affect you, we will notify you of the breach and provide a description.
- 22.9 Amendments : No amendment or other change of this Agreement shall be effective unless and until the revised Agreement is posted by us on the Website.
- 22.10 No Changes in Agreement at Request of Member : Because of our huge number of Members, we cannot, as a practical matter, change this Agreement for any one Member or group of Members. If we did that, keeping up with the changes alone would be a logistical nightmare. In addition one reason we are able to offer the Services at a low price is that we are able to use this Agreement to reduce our financial risks.