Oros Terms of Service
OROSTEXT, LLC TERMS OF SERVICE
Last Updated: February 1, 2018
Effective Date: February 1, 2018
THESE TERMS are an Agreement between Orostext, LLC, a Corporation formed under the laws of the State of Texas ("OROS") and each user of the Oros apps, services, features, software, or website (the "Oros Platform"). All users are required to review and be bound by these Terms in order to participate on the Oros Platform. You agree to these Terms by installing, accessing, or using the Oros Platform. IF YOU DISAGREE WITH ANY PORTION OF THESE TERMS, YOU CANNOT PARTICIPATE AS A USER OF THE OROS PLATFORM. PLEASE CAREFULLY REVIEW THESE TERMS BECAUSE THEY IMPACT YOUR RIGHTS, RELIEF, AND LIABILITY
NO ACCESS TO EMERGENCY SERVICES: There are important differences between the Oros Platform and your mobile and fixed-line telephone and SMS services. Our Services, as defined below, do not provide access to emergency services or emergency services providers, including the police, fire departments, or hospitals, or otherwise connect to public safety answering points. You should ensure you can contact your relevant emergency services providers through a mobile, fixed-line telephone, or other service
Scope of Oros Services.
The Oros Platform provides direct and group messaging, chatting, and other services between users worldwide who register for an account through the Oros Platform ("Registered Users"). These messaging, chatting, and other services, along with Oros's apps, features, software, and website collectively comprise Oros's "Services."
As the provider of the Oros Platform, Oros is not acting as an agent in any capacity for any Registered User.
Oros has no control over and does not guarantee the existence, quality, safety, suitability, or accuracy of any messages or chats sent or received through the Oros Platform. You should always exercise due diligence and care when deciding whether to communicate and interact with other Registered Users, whether online or in person.
If you choose to use the Oros Platform, your relationship with Oros is limited to being an independent third-party user, and not an employee, agent, joint venturer, or partner of Oros for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of Oros.
The Oros Platform may contain links to third-party websites or resources ("Third-Party Services"). Such Third-Party Services may be subject to different terms and conditions and privacy practices. Oros is not responsible or liable for the availability or accuracy of such Third-Party Services, or the content, products, or services available from such Third-Party Services. Links to such Third-Party Services are not an endorsement by Oros of such ThirdParty Services.
Due to the nature of the Internet, Oros cannot guarantee the continuous and uninterrupted availability and accessibility of the Oros Platform. Oros may restrict the availability of the Oros Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Oros Platform. Oros may improve, enhance and modify the Oros Platform and introduce new Services from time to time.
Eligibility, Using the Oros Platform, Registered User Verification
You must be at least 13 years old to access and use the Oros Platform. By accessing or using the Oros Platform, you represent and warrant that you are 13 or older.
Oros may make access to and use of the Oros Platform, or certain areas or features of the Oros Platform, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Review thresholds, or messaging, communication, or response history.
User verification on the Internet is difficult and Oros does not assume any responsibility for the confirmation of any Registered User's identity.
Modification of These Terms.
Oros reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to the Terms, we will post the revised terms on the Oros Platform and update the "Last Updated" date at the top of them. We will also provide you with notice, as appropriate, of the modifications by email before the date they become effective. If you disagree with the revised Terms, you must terminate your participation in the Oros Platform with immediate effect by deleting your account and ceasing all use of the Oros Services. If you do not terminate your use before the date the revised Terms become effective, your continued access to or use of the Oros Platform will constitute acceptance of the revised Terms.
Account Registration; Acceptable Devices or Software.
You must register an account ("Oros Account") to access and use certain features of the Oros Platform. If you are registering an Oros Account for a company or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
You can register Oros Account using an email address and creating a password, or through your account with certain third-party social networking services, such as Facebook or Google ("SNS Account"). You have the ability to disable the connection between your Oros Account and your SNS Account at any time through your Account Settings.
You may be asked to provide additional information during the registration process for your Oros Account including, but not limited to, your location, your hobbies, your interests, and other various preferences.
You must provide accurate, current and complete information during the registration process and keep your Oros Account and profile page information up-to-date at all times.
You cannot register more than one Oros Account unless Oros authorizes you to do so. You may not assign or otherwise transfer your Oros Account to another party.
You are responsible for maintaining the confidentiality and security of your Oros Account credentials and may not disclose your credentials to any third party. You must immediately notify Oros if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Oros Account. You are liable for any and all activities conducted through your Oros Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
You must provide certain devices, software, and data connections to use the Oros Services, which we otherwise do not supply. For as long as you use the Oros Services, you consent to downloading and installing updates to our Services, even automatically. Oros is not responsible, nor liable, directly or indirectly, for any download, installation, use, transmission failure, interruption, or delay of the Oros Services or the Oros Platform, or any third party content, services, or advertisements due to data, connectivity, or other internet issues due to such devices, software, and data connections. Oros is likewise not responsible, nor liable, directly or indirectly, for any data charges or service fees associated with such devices, software, and data connections.
Oros may, at its sole discretion, enable Registered Users to: (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the Oros Platform ("Registered User Content"); and (ii) access and view Registered User Content and any content that Oros itself makes available on or through the Oros Platform, including proprietary Oros content and any content licensed or authorized for use by or through Oros from a third party ("Oros Content" and together with Registered User Content, "Collective Content").
Oros is not responsible for any Registered User Content on the Oros Platform. Registered User Content is uploaded by Registered Users at their own risk and Registered Users must ensure their postings, messages, and chats comply with these Terms.
The Oros Platform, Oros Content, and Registered User Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge and agree that the Oros Platform and Oros Content, including all associated intellectual property rights, are the exclusive property of Oros and/or its licensors or authorizing third-parties. You will not remove, alter, reproduce, or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Oros Platform, Oros Content or Registered User Content. All trademarks, service marks, logos, trade names, and any other source identifiers of Oros used on or in connection with the Oros Platform and Oros Content are trademarks or registered trademarks of Oros in the United States. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Oros Platform, Oros Content, and/or Collective Content are used for identification purposes only and may be the property of their respective owners.
You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Oros Platform or Collective Content, except to the extent you are the legal owner of certain Registered User Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Oros or its licensors, except for the licenses and rights expressly granted in these Terms.
Subject to your compliance with these Terms, Oros grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) download and use Oros mobile apps, as they become available, on your personal device(s); and (ii) access and view any Collective Content made available on or through the Oros Platform and accessible to you, solely for your personal and non-commercial use.
You are solely responsible for all Registered User Content that you make available on or through the Oros Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Registered User Content that you make available on or through the Oros Platform or you have all rights, licenses, consents and releases that are necessary to grant to Oros the rights in and to such Registered User Content, as contemplated under these Terms; and (ii) neither the Registered User Content nor your posting, uploading, publication, submission or transmittal of the Registered User Content or Oros's use of the Registered User Content (or any portion thereof) will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You will not post, upload, publish, submit or transmit any Registered User Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information), or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person; (v) promotes illegal or harmful activities or substances; or (vi) violates any Oros policy. Oros may, without prior notice, remove or disable access to any Registered User Content that Oros finds to be in violation of these Terms or Oros's then-current policies or standards, or otherwise may be harmful or objectionable to Oros, its Registered Users, third parties, or property.
Relationship Between Oros, Registered Users, and Third Parties Recommended, Rated, Reviewed, or Otherwise Suggested or Mentioned by Registered Users.
The Oros Platform connects Registered Users and allows them to initially communicate. Oros is not itself a provider of any services outside the scope of Oros Services and the Oros Platform, and is not affiliated with any Registered User or third party that is recommended, rated, reviewed, or otherwise mentioned or suggested by Registered Users. Oros also does not screen any messages or communications to ensure they meet the qualifications required by the Registered User seeking advice or recommendations. AFTER THE OROS SERVICES, OROS IS NO LONGER INVOLVED IN THE RELATIONSHIP BETWEEN ANY PARTY. IT IS YOUR RESPONSIBILITY TO EXERCISE DUE DILIGENCE AND CARE WHEN DECIDING WHETHER TO COMMUNICATE AND INTERACT WITH OTHER REGISTERED USERS, WHETHER ONLINE OR IN PERSON. OROS DOES NOT GUARANTEE, NOR ARE WE LIABLE FOR, THE OUTCOME OF ANY MESSAGE, CHAT, OR SUGGESTION PROVIDED TO YOU THROUGH THE OROS PLATFORM.
All transactions on the Oros Platform are in United States currency (USD$). Oros does not provide currency exchange services.
You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Oros Platform. In connection with your use of the Oros Platform, you will not and will not assist or enable others to:
Breach or circumvent any applicable laws or regulations, agreements with third-parties, third-party rights, or our Terms, policies, or standards;
Use the Oros Platform or Collective Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies Oros endorsement, partnership or otherwise misleads others as to your affiliation with Oros;
Use the Oros Platform in connection with the distribution of unsolicited commercial messages ("spam");
Contact another Registered User for any purpose relating to recruiting or otherwise soliciting any Registered User to join third-party services, applications or websites, without our prior written approval;
Discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any abusive or disruptive behaviour;
Use, display, mirror, frame, reproduce, alter, or copy the Oros Platform or Collective Content, or any individual element within the Oros Platform, Oros's name, any Oros trademark, logo, copyrighted material, or other proprietary information, or the layout and design of any page or form contained on a page in the Oros Platform, without Oros's express written consent;
Dilute, tarnish or otherwise harm the Oros brand in any way, including through unauthorized use of Collective Content, registering and/or using Oros or derivative terms in domain names, trade names, trademarks, copyrighted material, or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to Oros domains, trademarks, taglines, promotional campaigns or Collective Content;
Use any robots, spider, crawler, scraper or other automated means or processes to access, collect data or other content from or otherwise interact with the Oros Platform for any purpose;
Avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by Oros or any of Oros's providers or any other third party to protect the Oros Platform;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Oros Platform;
Take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the Oros Platform;
Export, re-export, import, or transfer the Oros Platform except as authorized by United States law, the export control laws of your jurisdiction, and any other applicable laws; or
Violate or infringe anyone else's rights or otherwise cause harm to anyone.
You acknowledge that Oros has no obligation to monitor the access to or use of the Oros Platform by any Registered User or to review, disable access to, or edit any Registered User Content, but has the right to do so to: (i) operate, secure and improve the Oros Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Registered Users' compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Registered User Content that it determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Registered Users agree to cooperate with and assist Oros in good faith, and to provide Oros with such information and take such actions as may be reasonably requested by Oros with respect to any investigation undertaken by Oros or a representative of Oros regarding the use or abuse of the Oros Platform.
If you feel that any Registered User you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who: (i) engages in offensive, violent or sexually inappropriate behaviour; (ii) you suspect of stealing from you; or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Oros by contacting us with your police station and report number (if available); provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.
Term and Termination.
Without limiting our rights specified below, Oros may terminate these Terms and your use of or access to the Oros Services a for convenience at any time and for any reason, including:
Your material breach of your obligations under these Terms;
Your violation of applicable laws, regulations, or third party rights, or
If Oros believes in good faith that such action is reasonably necessary to protect the personal safety or property of Oros, its Registered Users, or third parties (for example, in the case of fraudulent behaviour of a Registered User).
In addition, Oros may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body; or if (ii) you have breached these Terms, applicable laws, regulations, or third party rights; (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Oros Account registration or thereafter; (iv) you have repeatedly received poor Ratings or Reviews or Oros otherwise becomes aware of or has received complaints about your performance or conduct; or (v) Oros believes in good faith that such action is reasonably necessary to protect the personal safety or property of Oros, its Registered Users, or third parties, or to prevent fraud or other illegal activity:
Refuse to surface, delete, or delay any Registered User Content;
Limit your access to or use of the Oros Platform;
Temporarily or permanently revoke any special status associated with your Oros Account; or
Temporarily or permanently suspend your Oros Account.
When these Terms and your use of or access to the Oros Services have been terminated, you are not entitled to a restoration of your Oros Account or any of your Registered User Content. If your access to or use of the Oros Platform has been limited or your Oros Account has been suspended or terminated by us, you may not register a new Oros Account or access and use the Oros Platform through an Oros Account of another Registered User.
YOU USE OUR SERVICES AT YOUR OWN RISK AND SUBJECT TO THE FOLLOWING DISCLAIMERS. WE ARE PROVIDING OUR SERVICES ON AN "AS IS" BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND FREEDOM FROM COMPUTER VIRUS OR OTHER HARMFUL CODE. WE DO NOT WARRANT THAT ANY INFORMATION PROVIDED BY US IS ACCURATE, COMPLETE, OR USEFUL, THAT OUR SERVICES WILL BE OPERATIONAL, ERROR FREE, SECURE, OR SAFE, OR THAT OUR SERVICES WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. WE DO NOT CONTROL, AND ARE NOT RESPONSIBLE FOR, CONTROLLING HOW OR WHEN OUR USERS USE OUR SERVICES OR THE FEATURES, SERVICES, AND INTERFACES OUR SERVICES PROVIDE. WE ARE NOT RESPONSIBLE FOR AND ARE NOT OBLIGATED TO CONTROL THE ACTIONS OR INFORMATION (INCLUDING CONTENT) OF OUR USERS OR OTHER THIRD PARTIES. YOU RELEASE US, OUR SUBSIDIARIES, AFFILIATES, AND OUR AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AND AGENTS (TOGETHER, THE "OROS PARTIES") FROM ANY CLAIM, COMPLAINT, CAUSE OF ACTION, CONTROVERSY, OR DISPUTE (TOGETHER, "CLAIM") AND DAMAGES, KNOWN AND UNKNOWN, RELATING TO, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH ANY SUCH CLAIM YOU HAVE AGAINST ANY THIRD PARTIES. YOU WAIVE ANY RIGHTS YOU MAY HAVE UNDER APPLICABLE STATUTE OR LAW WHICH SAYS THAT: 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.INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AND FREEDOM FROM COMPUTER VIRUS OR OTHER HARMFUL CODE. WE DO NOT WARRANT THAT ANY INFORMATION PROVIDED BY US IS ACCURATE, COMPLETE, OR USEFUL, THAT OUR SERVICES WILL BE OPERATIONAL, ERROR FREE, SECURE, OR SAFE, OR THAT OUR SERVICES WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. WE DO NOT CONTROL, AND ARE NOT RESPONSIBLE FOR, CONTROLLING HOW OR WHEN OUR USERS USE OUR SERVICES OR THE FEATURES, SERVICES, AND INTERFACES OUR SERVICES PROVIDE. WE ARE NOT RESPONSIBLE FOR AND ARE NOT OBLIGATED TO CONTROL THE ACTIONS OR INFORMATION (INCLUDING CONTENT) OF OUR USERS OR OTHER THIRD PARTIES. YOU RELEASE US, OUR SUBSIDIARIES, AFFILIATES, AND OUR AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AND AGENTS (TOGETHER, THE "OROS PARTIES") FROM ANY CLAIM, COMPLAINT, CAUSE OF ACTION, CONTROVERSY, OR DISPUTE (TOGETHER, "CLAIM") AND DAMAGES, KNOWN AND UNKNOWN, RELATING TO, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH ANY SUCH CLAIM YOU HAVE AGAINST ANY THIRD PARTIES. YOU WAIVE ANY RIGHTS YOU MAY HAVE UNDER ANY APPLICABLE STATUTE OR LAW WHICH SAYS THAT: 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.
YOU AGREE THAT YOU HAVE HAD WHATEVER OPPORTUNITY YOU DEEM NECESSARY TO INVESTIGATE THE OROS SERVICES, LAWS, RULES, OR REGULATIONS THAT MAY BE APPLICABLE TO YOUR USE OF THE OROS PLATFORM AND THAT YOU ARE NOT RELYING UPON ANY STATEMENT OF LAW OR FACT MADE BY OROS.
THE FOREGOING DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
LIMITATION OF LIABILITY.
THE OROS PARTIES WILL NOT BE LIABLE TO YOU FOR ANY LOST PROFITS OR CONSEQUENTIAL, SPECIAL, PUNITIVE, INDIRECT, OR INCIDENTAL DAMAGES RELATING TO, ARISING OUT OF, OR IN ANY WAY IN CONNECTION WITH OUR TERMS, US, OR OUR SERVICES, EVEN IF THE OROS PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY RELATING TO, ARISING OUT OF, OR IN ANY WAY IN CONNECTION WITH OUR TERMS, US, OR OUR SERVICES WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS. THE FOREGOING DISCLAIMER OF CERTAIN DAMAGES AND LIMITATION OF LIABILITY WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE LAWS OF SOME STATES OR JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN OUR TERMS, IN SUCH CASES, THE LIABILITY OF THE OROS PARTIE
YOU AGREE TO RELEASE, DEFEND (AT OROS'S OPTION), INDEMNIFY, AND HOLD OROS AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, HARMLESS FROM AND AGAINST ANY CLAIMS, LIABILITIES, DAMAGES, LOSSES, AND EXPENSES, INCLUDING, WITHOUT LIMITATION, REASONABLE LEGAL AND ACCOUNTING FEES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH:
YOUR BREACH OF THESE TERMS OR OUR POLICIES OR STANDARDS;
YOUR IMPROPER USE OF THE OROS PLATFORM OR ANY OROS SERVICES;
YOUR INTERACTION WITH ANY REGISTERED USER, INCLUDING WITHOUT LIMITATION ANY INJURIES, LOSSES OR DAMAGES (WHETHER COMPENSATORY, DIRECT, INCIDENTAL, CONSEQUENTIAL OR OTHERWISE) OF ANY KIND ARISING IN CONNECTION WITH OR AS A RESULT OF SUCH INTERACTION; OR
YOUR BREACH OF ANY LAWS, REGULATIONS, OR THIRD-PARTY RIGHTS.
This Dispute Resolution and Arbitration Agreement shall apply if you (i) reside in the United States; or (ii) do not reside in the United States, but bring any claim against Oros in the United States (to the extent not in conflict with Section XIV(a), below).
Overview of Dispute Resolution Process. Oros is committed to participating in a consumer-friendly dispute resolution process. To that end, these Terms provide for a two-part process for individuals to whom Section XIII(a) applies: (1) an informal negotiation directly with Oros's customer service team, and (2) a binding arbitration administered by the American Arbitration Association ("AAA") using its specially designed Consumer Arbitration Rules (as modified by this Section).
Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and Oros each agree to notify the other party of the dispute and attempt to negotiate an informal resolution to it first. We will contact you at the email address you have provided to us; you can contact Oros's customer service team by emailing us. If after a good faith effort to negotiate one of us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the AAA and the written Demand for Arbitration (available at www.adr.org) provided to the other party, as specified in the AAA Rules.
Agreement to Arbitrate. You and Oros mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement or interpretation thereof, or to the use of the Oros Platform or the Collective Content (collectively, "Disputes") will be settled by binding arbitration (the "Arbitration Agreement"). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and Oros agree that the arbitrator will decide that issue.
Exceptions to Arbitration Agreement. You and Oros each agree that the following claims are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction:
(i) Any claim related to actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights; and
(ii) Any claim seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack).
Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified here. The AAA Rules are available at www.adr.org or by calling the AAA at 1-800–778–7879.
Modification to AAA Rules - Arbitration Hearing/Location. Any required arbitration hearing may be conducted (a) in Dallas County; (b) in any other location to which you and Oros both agree; (d) via phone or video conference; or (e) for any claim or counterclaim under $25,000, by solely the submission of documents to the arbitrator
Arbitrator's Decision. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the claimant's individual claim.
Jury Trial Waiver. You and Oros acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
No Class Actions or Representative Proceedings. You and Oros acknowledge and agree that we are each waiving the right to participate as a plaintiff or class Registered User in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding as to all Disputes. Further, unless you and Oros both otherwise agree in writing, in an arbitration proceeding, the arbitrator may not consolidate more than one party's claims and may not otherwise preside over any form of any class or representative proceeding. If this paragraph is held unenforceable with respect to any Dispute, then the entirety of the Arbitration Agreement will be deemed void with respect to such Dispute.
Severability. In the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
Changes. Notwithstanding the provisions of Section III, if Oros changes this Section XIV after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email) within thirty (30) days of the date such change became effective, as indicated in the "Last Updated" date above or in the date of Oros's email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Oros in accordance with the provisions of the "Dispute Resolution and Arbitration Agreement" section as of the date you last accepted these Terms (or accepted any subsequent changes to these Terms).
Except as provided in Section XIII(k), this Section XIII will survive any termination of these Terms and will continue to apply even if you stop using the Oros Platform or terminate your Oros Account.
Governing Law. These Terms will be interpreted in accordance with the laws of the State of Texas and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section XIV must be brought in state or federal court in Dallas, Texas, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in Dallas, Texas.
Entire Agreement. Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between Oros and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Oros and you in relation to the access to and use of the Oros Platform
Restriction on Assignability or Transfer. These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties. You may not assign, transfer, or delegate these Terms and your rights and obligations hereunder without Oros's prior written consent. Oros may without restriction assign, transfer or delegate these Terms and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate these Terms by immediately discontinuing your use of and access to the Oros Services and the Oros Platform at any time remains unaffected.
Severability. If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
Waivers. Oros's failure 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 us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
Notices. Unless specified otherwise, any notices or other communications to Registered Users permitted or required under these Terms, will be in writing and given by Oros via email, Oros Platform notification, or messaging service
Questions? If you have any questions about these Terms please email us.