Effective Date: September 01, 2024
Carveeps, Inc. ("Carveeps", "we", "us", or "our") provides technology-enabled services, including the Software as a Service offering branded as Carveeps, the website at https://app.carveeps.com/, any mobile application developed and distributed by Carveeps (the "App"), and other related software, content, and services, including all versions and upgrades thereto (collectively, the "Services"). Your use of the Services is subject to and governed by the terms and conditions in these Terms of Service ("TOS").
You represent and warrant that you: (a) are of legal age to form a binding contract; (b) have the right, authority, and capacity to agree to and abide by these TOS; and (c) are not a person barred from using the Services under any applicable jurisdiction. THE SERVICES ARE NOT INTENDED FOR USERS UNDER THE AGE OF 13, and such users are expressly prohibited from submitting any personal data or using any aspect of the Services.
Subject to full compliance with these TOS, Carveeps grants authorized users a nonexclusive, nontransferable, non-sublicensable, terminable license to access and use the Services for your personal use. You agree not to access, reproduce, duplicate, copy, sell, re-sell, modify, distribute, transmit, or otherwise exploit the Services or any of their content for any purpose except for your personal use as described in these TOS, except with the express written consent of Carveeps. Carveeps may modify, update, suspend or discontinue the Services, in whole or in part, at our sole discretion at any time and with or without notice. Carveeps shall not be liable to any user or third party for any such modification, update, suspension or discontinuance.
In addition to these TOS, the Carveeps Privacy Policy at https://app.carveeps.com/ applies to how Carveeps may process information provided as part of the Services. You acknowledge and agree that by accessing or using the Services, Carveeps may receive certain information about you, including personal information, as set forth in the Privacy Policy, and Carveeps may collect, use, disclose, store, share, and process such personal information in accordance with such Privacy Policy.
(a) The Services and their entire contents, features, and functionality are owned by Carveeps, its licensors, or other providers and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. You agree that you have no ownership rights in any content contained in the Services, including Carveeps logos, designs, text, graphics, pictures, and information. Nothing in the Services shall be construed to confer any license under any of Carveeps's intellectual property rights.
(b) You grant Carveeps and its service providers a perpetual, irrevocable, worldwide, royalty-free, non-exclusive, sublicensable, transferable license to use, reproduce, modify, adapt, create derivative works from, publicly perform, publicly display, and distribute all content you provide in connection with the Services (the "Submitted Content").
(c) If you provide any suggestions, comments, ideas, improvements or other feedback relating to the Services ("Feedback"), Carveeps shall own and be free to use, reproduce, modify, adapt, create derivative works from, and distribute your Feedback in any form and medium, without credit or compensation to you.
(d) You exclusively own all right, title and interest in and to the Submitted Content. Notwithstanding the foregoing, Carveeps shall have the right to collect and analyze data and other information relating to the Services to (i) improve and enhance the Services and for development, diagnostic and corrective purposes, and (ii) disclose such data solely in aggregate or de-identified form.
(e) You grant Carveeps a limited, free of charge, non-exclusive, non-transferable license to store, copy and process the Submitted Content solely to provide the Services. We shall not use, disclose or access the Submitted Content other than to provide the Services, as required for Third-Party Services, or as required by applicable law.
(a) You may use the Services only for lawful purposes and in accordance with these TOS. You agree not to use the Services:
(b) Additionally, you agree not to, and not to permit any third party to:
You hereby represent and warrant that:
Certain portions of the Services require payment of a Subscription Fee for access and use ("Subscription Services"). "Subscription Fee" means the fee for the Subscription Services published on our website from time to time or otherwise communicated to you at the time you register. Carveeps may in its sole and absolute discretion change its Subscription Fee at any time. Carveeps may charge and/or retain Subscription Fees if you do not fulfill your contractual obligations under these TOS. All payments will be made in United States dollars via Carveeps's third-party payment processor, Stripe, which is embedded into the App. Any payment made via the embedded Stripe payment processor shall be subject to the provisions of Section 8 below.
Payment of the Subscription Fee or for services via credit card shall be subject to a Credit Card Processing Fee published on our website from time to time or otherwise communicated to you at the time you register. All payments will be made in United States dollars via Stripe, which is embedded into the App, and shall be subject to the provisions of Section 8 below. You acknowledge that payment of the Credit Card Processing Fee is strictly construed as a payment for the use of processing a major debit or credit card through the App, and shall not be construed as the Subscription Fee or for any other services.
By electing to remit payment through the App, you acknowledge that certain payment processing features (the "Stripe Payment Processing Services") are provided by Stripe, Inc. and its affiliates (collectively, "Stripe"). In addition to these TOS, the Stripe Payment Processing Services are governed by the Stripe App Marketplace Agreement (the "Stripe Terms"). By agreeing to these TOS, you agree to be bound by the Stripe Terms, as may be modified by Stripe from time to time. You acknowledge and agree that the Stripe Terms constitute a valid, binding, and enforceable contract between you and Stripe. In the event of any conflict between these TOS and the Stripe Terms regarding your use of the Stripe Payment Processing Services, the Stripe Terms will control.
The Services may include or provide access to Professional Service Providers, third-party products, services, content, or offerings, including advertising ("Third Party Services"). You acknowledge that different terms of use and privacy policies may apply to your use of such Third-Party Services and that Carveeps's TOS are solely between you and Carveeps. You agree that Carveeps does not endorse and is not responsible or liable for any issues related to Third Party Services.
(a) You agree to defend, indemnify, and hold harmless Carveeps, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns (the "Carveeps Parties") from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these TOS or your use of the Services.
(b) You further agree to defend, indemnify, and hold harmless Carveeps against any third-party claim, suit or proceeding arising out of or in connection with a breach of your representations and warranties provided in Section 5 of these TOS.
(a) YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CARVEEPS PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
(b) CARVEEPS PARTIES MAKE NO WARRANTY THAT: (i) THE SERVICES WILL MEET YOUR REQUIREMENTS; (ii) ACCESS TO THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (iii) ANY RESULTS OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE, RELIABLE, CURRENT, OR COMPLETE.
(c) CARVEEPS PARTIES MAKE NO WARRANTY WITH RESPECT TO SERVICES OFFERED BY THIRD-PARTY SERVICE PROVIDERS OR PROFESSIONAL SERVICE PROVIDERS AND SPECIFICALLY DISCLAIM ANY WARRANTY WITH RESPECT TO THE QUALITY, SAFETY, OR LEGALITY OF SUCH SERVICES.
(d) ALL CONTENT MADE AVAILABLE THROUGH THE SERVICES IS FOR INFORMATIONAL PURPOSES ONLY. YOU ARE SOLELY RESPONSIBLE FOR CONFIRMING THE ACCURACY OF ALL CONTENT BEFORE TAKING OR OMITTING ANY ACTION.
(e) THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS AND YOU MAY HAVE WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. ANY SUCH WARRANTY EXTENDS ONLY FOR THIRTY (30) DAYS FROM THE EFFECTIVE DATE OF THESE TOS (UNLESS SUCH LAW PROVIDES OTHERWISE).
(a) TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL CARVEEPS PARTIES BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, EVEN IF FORESEEABLE AND EVEN IF CARVEEPS PARTIES WERE PREVIOUSLY MADE AWARE OF SUCH POTENTIAL OR ACTUAL DAMAGES.
(b) If you are a California resident, you waive California Civil Code Section 1542, which provides: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT IF KNOWN BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.
(c) If you are not a California resident, you waive your rights under any statute or common law principle similar to California Civil Code Section 1542 that governs your rights in the jurisdiction of your residence.
Subject to this Section, these TOS will remain in full force and effect while you access and/or use the Services. We may terminate your account and/or your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately and without liability. Carveeps will not have any liability whatsoever to you for any termination of your rights under these TOS, including without limitation for termination of your access to the Services.
You agree that the laws of the state of California, without regard to conflicts of laws provisions, will govern these TOS and any dispute that may arise between you and Carveeps or its affiliates.
(a) EXCEPT AS PROHIBITED BY LAW, ALL CLAIMS ARISING IN CONNECTION WITH THESE TOS SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT IF YOUR CLAIMS DO NOT EXCEED $5,000. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.
(b) The arbitration shall be conducted by the American Arbitration Association (AAA) under its then-applicable Commercial Arbitration Rules or, as appropriate, its Consumer Arbitration Rules. The AAA's rules are available at http://www.adr.org/. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator in Santa Clara County, California or another location reasonably convenient to both parties. The decision of the arbitrator shall be final and binding.
(c) WE AND YOU EACH AGREE THAT ALL CLAIMS SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR OTHER SIMILAR PROCESS. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF COURTS IN SANTA CLARA COUNTY, CALIFORNIA AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE OR FORUM NON-CONVENIENS.
(d) Notwithstanding anything to the contrary, you and Carveeps may seek injunctive relief and other equitable remedies from any court of competent jurisdiction to protect intellectual property rights, whether in aid of, pending, or independently of the arbitration procedures.
(e) If Carveeps implements any material change to this Section, such change shall not apply to any Claim for which you provided written notice to Carveeps before the implementation of the change.
You represent and warrant that you will comply with all applicable foreign, federal, state, and local laws, rules and regulations, including without limitation U.S. export laws, and that you are not: (a) located in a country that is subject to a U.S. Government embargo, or designated by the U.S. Government as a "terrorist supporting" country; and (b) listed on any U.S. Government list of prohibited or restricted parties, including the Specially Designated Nationals List.
If you believe your work has been copied in a way that constitutes copyright infringement, please provide a notice to our Copyright Agent containing all of the following information:
Contact our Copyright Agent:
By Mail: Copyright Agent, 5700 Cushing Parkway, Fremont, CA 94538
By Email: admin@carveeps.com
(a) There is no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between you and Carveeps. If any provision of these TOS is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect unless such deletion materially frustrates the intent of the parties. Our failure to act on or enforce any provision of these TOS shall not be construed as a waiver of that provision or any other provision in these TOS.
(b) The section headings are provided merely for convenience and shall not be given any legal import. These TOS will inure to our successors, assigns, licensees, and sublicensees.
Mailing Address:
Administrator
Carveeps, Inc.
5700 Cushing Parkway
Fremont, CA 94538
Email Address:
Admin@carveeps.com