ARBITRATION NOTICE AND CLASS ACTION WAIVER
IMPORTANT NOTICE: UNLESS YOU OPT OUT OF ARBITRATION WITHIN 30 DAYS OF THE DATE YOU FIRST AGREE TO THESE TERMS BY FOLLOWING THE OPT-OUT PROCEDURE SPECIFIED IN THE “ARBITRATION” SECTION BELOW, AND EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE “ARBITRATION“ SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND GOODMOOD PBC WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDINGS.
GoodMood PBC’s (hereinafter “GoodMood”) mission is to connect the world through applications and games and provide relaxation services through its meditational content. We deliver fun, social entertainment experiences and relaxation services / self-improvement ideas to people around the world.
Please note that “GoodMood,” or “we,” “our,” or “us” in these Terms of Service means GoodMood PBC and all other Affiliate entities. GoodMood PBC is located at 3511 Silverside Road, Suite 105, Wilmington, Delaware 19810. In all cases, “GoodMood,” “we,” “our,” or “us” includes agents, consultants, employees, officers, and directors.
“Account” means an account you create when you access the Services.
“Feature Terms” means any other rules related to specific services, like platforms and APIs, applications for mobile devices, forums, contests, subscriptions or loyalty programs that we may publish, which apply to your use of those specific services and state they are part of these Terms.
“Offers” means special programs, including offers, excursions, and special gifts, both digital and tactile, that GoodMood may offer from time to time to certain eligible users.
“Services” means our applications, games, products including meditation content, services, content, www.goodmood4u.com, and/or other domains or websites operated by GoodMood.
“Terms of Service” or “Terms” means these terms of service.
“User Content” means all the data that you upload, transmit, create, or generate on or through the Services. This includes things like your profile picture, your in-game text or video chat, and your in-game art or other content authored or designed by you.
“Virtual Items” means (a) virtual currency, including without limitation virtual coins, cash, tokens, or points, all for use in the Services and (b) virtual in-game items.
“Affiliate Entities” means GoodMood’s subsidiaries, parent companies, joint ventures, and other corporate entities under common ownership and their agents, consultants, employees, officers, and directors. It also includes GoodMood’s and its affiliate entities third-party content providers, distributors, licensees, or licensors.
2. CHANGES TO THESE TERMS
We reserve the right, at our discretion, to change, modify, add, or remove portions of the Terms of Service at any time by posting the amended Terms of Service on our sites or within the Services (such as through in-game notices). We may provide additional notice, such as an e-mail message or messaging within the Services, of any material changes. Unless we state otherwise, changes are effective when posted. New versions of the Terms of Service and any other policies, codes, or rules will be accessible at www.goodmood4u.com, or from within the Services. If you continue to use the Services after the changes are posted, you are agreeing that the changes apply to your continued use of the Services. You can’t make changes to the Terms of Service unless both you and GoodMood sign a written amendment.
If you have a dispute with GoodMood, the version of the Terms of Service in effect at the time GoodMood received actual notice of the dispute will apply to such dispute.
3. ACCOUNT INFORMATION AND SECURITY
You agree to supply GoodMood with accurate, complete, and up-to-date information, particularly your email address.
You are responsible for maintaining the security of your Account. Don’t share your Account details with others or allow others to access or use your Account. We will treat all acts performed through your Account as being performed by you. You therefore accept responsibility for all acts done using your Account, whether or not authorized by you, including purchases made using any payment instrument (for example, credit card or PayPal), and you understand you may be held liable for losses incurred by us or any other user of the Services caused by someone else using your Account.
If you become aware of any actual or suspected loss, theft, fraud, or unauthorized use of your Account or Account password, please tell us immediately.
4. USING OUR SERVICES
Who can use our Services
We are excited to have you start using our Services, but there are some limits on who can use our Services.
You may not use our Services if:
If you are under the age of 18, or under the age of majority where you are located, you represent that your legal guardian has reviewed and agreed to these Terms.
Additional Important Rules and Terms
If you use our Services, you must follow the GoodMood’s Community Guidelines and all other Feature Terms that may apply. These additional rules and terms apply in addition to these Terms and are important. Please read them. If you access the Services from a social network, such as Facebook, or download the Services from another platform, such as Apple or Google, you must also comply with that third party’s terms of service/use as well as these Terms.
Accessing our Services
To access our Services or create an Account with us, you may need an account with a social network, like Facebook, and, if you are using our mobile Services, an account with the company that provides your mobile applications, like an Apple iTunes account. You may need to update third-party software from time to time to receive and use GoodMood’s Services.
We provide the Services and you provide the equipment (computer, phone, tablet, etc.) and pay any fees to connect to the Internet and app stores, and for data or cellular usage to download and use the Services.
You understand and agree that the Services you use and learn from GoodMood are not intended, designed, or implied to diagnose, prevent, or treat any condition or disease, to ascertain the state of your health, or to be a substitute for professional medical care. Not all activities described on the meditation content are suitable for everyone. Do not use the Services while driving, operating heavy machinery, or performing other tasks that require attention and concentration. You understand and agree that you are solely responsible for your use of the Services.
Service Changes and Limitations
GoodMood reserves the right to stop offering and/or supporting the Services or or part of the Services at any time either permanently or temporarily, at which point your right to use the Services or any part of them will be automatically terminated or suspended. If that happens, unless applicable law requires otherwise, GoodMood is not required to provide refunds, benefits, or other compensation to you in connection with discontinued elements of the Services or for Virtual Items previously earned or purchased.
GOODMOOD MAY, IN ITS SOLE DISCRETION, LIMIT, SUSPEND, TERMINATE, MODIFY, OR DELETE ACCOUNTS OR ACCESS TO THE SERVICES OR ANY PORTION OF THEM; PROHIBIT ACCESS TO OUR SERVICES, AND THEIR CONTENT, AND TOOLS; OR DELAY OR REMOVE HOSTED CONTENT, AND GOODMOOD IS UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY LOSSES OR RESULTS. This does not apply to users located in the EEA. If you are located in the EEA, we will endeavor to give you at least one month’s notice of any material changes before they take effect, and if you are unhappy with those changes, you can choose to cancel your Services under these Terms.
Deleting your Account
5. OWNERSHIP; LIMITED LICENSE
The Services are comprised of works that are owned or licensed by GoodMood and they are protected by copyright, trademark, trade dress, patent, and other worldwide intellectual property rights and other applicable laws, rules, or regulations. All such rights are reserved. These Terms do not grant you or any other party any right, title, or interest in the Services or any content in the Services.
So long as you abide by these Terms and any other rules, including the Community Guidelines and any Feature Terms, you may use the Services subject to these Terms, for your own non-commercial, entertainment purposes. You agree not to use the Services for any other purpose and agree that GoodMood will have no liability to you for any damage or loss arising from unauthorized uses.
If you breach these Terms, or any of our other terms that apply to you, we may take action against you, up to and including terminating your account. In addition, you may be breaking the law, including breaches or violations of GoodMood’s intellectual property rights. ANY ATTEMPT BY YOU TO DISRUPT OR INTERFERE WITH THE SERVICES, INCLUDING WITHOUT LIMITATION UNDERMINING OR MANIPULATING THE LEGITIMATE OPERATION OF ANY GOODMOOD’S SERVICES, IS A BREACH OF GOODMOOD’S POLICY AND MAY BE A BREACH OR VIOLATION OF CRIMINAL AND CIVIL LAWS.
Your Account and Virtual Items
Regardless of any other statement in this Terms of Service that apply to features you may choose to use, you do not own any Account that you create on our Services, including in our applications, games, and meditation services and your Account is not your property. Likewise, you do not own any Virtual Items that you obtained through our Services, regardless of whether you “earned” those Virtual Items or “purchased” them. Your Account and any related Virtual Items are owned by GoodMood. GoodMood gives you a limited license and right to use your Account and the related Virtual Items while we offer the Services.
TO AVOID RETAINING DATA THAT IS NO LONGER NEEDED AND/OR TO IMPROVE OUR SERVICES, WE MAY DELETE OR TERMINATE ACCOUNTS THAT ARE INACTIVE (I.E., NOT LOGGED INTO) FOR 180 DAYS.
You are not allowed to transfer Virtual Items outside of the Services (e.g., in the “real world”), for example by selling, gifting, or trading them. We won’t recognize those transfers as legitimate. You are not allowed to sublicense, trade, sell, or attempt to sell Virtual Items for “real” money, or exchange Virtual Items for value of any kind outside of a game. Any such transfer or attempted transfer is prohibited and void, and we may terminate your Account because of it.
If you post, publish, transmit, or upload User Content on the Services, you agree that it will be:
We have the right to remove any of your User Content if, in our opinion, it does not comply with these Terms, our Community Guidelines, or any applicable Feature Terms. We also have the right to disclose your identity to any third party who is claiming that any of your User Content constitutes a breach of their intellectual property rights or their right to privacy. We will also disclose your User Content to other third parties or government bodies where we are legally required to do so.
If you request deletion of your User Content we will take reasonable steps to remove your User Content from active use, which may include suppression of your User Content in our systems. However, User Content may persist in our systems, including in back-up copies. We may also retain copies of User Content if we reasonably believe it is legally required.
When you post, publish, or transmit your observations and comments on the Services, such as in forums, blogs, and chat features, we cannot guarantee that other users will not use the ideas and information that you share. If you have an idea or information that you would like to keep confidential and/or don’t want others to use, don’t post it. GOODMOOD IS NOT RESPONSIBLE FOR ANY OTHER PERSON’S USE OR APPROPRIATION OF ANY CONTENT OR INFORMATION YOU POST, PUBLISH, OR TRANSMIT IN ANY FORUMS, BLOGS, OR CHAT ROOMS.
6. MONITORING USE OF SERVICES AND USER CONTENT
We have no obligation to monitor the Services for inappropriate or illegal User Content or the conduct of other users. We also are not responsible for information, materials, products, or services provided by other users (for instance, in their profiles) and User Content is not approved by us. However, if someone is violating these Terms or misusing the Services, please let us know by using the “Report Abuse” link provided in the Services or contacting us at firstname.lastname@example.org.
7. YOUR DEALINGS WITH OTHER USERS
You are responsible for your interactions with other users. If you have a problem with another user, we are not required to get involved, but we can if we desire.
If you have a dispute with another user, you release GoodMood, and all GoodMood Affiliate entities from responsibility, claims, demands, and/or damages (actual or consequential) of every kind and nature, whether known or unknown, resulting from that dispute or connected to that dispute. This includes damages for loss of profits, goodwill, use, or data. This does not apply to users located in the EEA. If you are located in the EEA, your liability vis-à-vis GoodMood is as set forth by the law applicable in the country where you reside.
We may allow you to use the Services to initiate SMS or MMS text messages to your friends, family, or other contacts. You are not required to send such text messages, you are solely responsible for them, and you understand that standard text messaging and data rates may apply based on your plan with your mobile phone carrier. You also understand that GoodMood does not control the recipients, content, or timing of these text messages. If you choose to send text messages through the Services, you represent and warrant to us that the recipients of the text messages have appropriately consented to receive the text messages.
8. PAYMENT TERMS
We provide a service in the form of access to games, Virtual Items, and our other Services. In the Services you may use “real world” money to obtain a limited license and right to use Virtual Items and/or other goods or services.
How it Works
You get a limited license and right to use Virtual Items by visiting the purchase page in one of our games or Services and providing billing authorization through the platform on which you are playing (e.g., Facebook, Apple, Google).
When you make a purchase on our website, the payment page will let you know what payment methods you can use to pay when you make your purchase. The price of the product will be the price indicated on the order page when you place your order. When your purchase is complete, we may send you a confirmation email that will have details of the items you have ordered. Please check that the details in the confirmation message are correct as soon as possible and keep a copy of it for your records. GoodMood keeps records of website transactions in order to handle any future questions about that transaction.
When you purchase Virtual Items in our games on other platforms such as Facebook, Apple, or Google, GoodMood is not a party to the transaction and your purchase will be governed by the third-party platform’s payment terms and conditions. Please review the platform’s terms of service for additional information. You can also contact our Billing Support team as described below for questions concerning refunds of purchases made through Facebook or Google.
For Virtual Items, your order will represent an offer to us to obtain a limited license and right to use the relevant Service(s) or Virtual Item(s) that will be accepted by us when we accept payment. At that point, the limited license begins.
For orders to obtain a limited license and right to use Virtual Items, by clicking the purchase/order button on the purchase window or page you:
You understand that while you may “earn,” “buy,” or “purchase” Virtual Items in our Services, you do not legally “own” the Virtual Items and the amounts of any Virtual Item do not refer to any credit balance of real currency or its equivalent. Any “virtual currency” balance shown in your Account does not constitute a real-world balance or reflect any stored value, but instead constitutes a measurement of the extent of your limited license.
ALL SALES ARE FINAL: YOU ACKNOWLEDGE THAT GOODMOOD IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED VIRTUAL ITEMS WHEN AN ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY, OR WHETHER YOU MADE A PAYMENT THROUGH OUR WEBSITE OR ANOTHER PLATFORM SUCH AS APPLE, GOOGLE, FACEBOOK, OR ANY OTHER SITES OR PLATFORMS WHERE WE OFFER OUR SERVICES.
PURCHASES TO ACQUIRE A LIMITED LICENSE AND RIGHT TO USE VIRTUAL ITEMS ARE NON-REFUNDABLE TO THE FULLEST EXTENT ALLOWED BY LAW.
Additional Payment Terms
You agree to pay all fees and applicable taxes incurred by you or anyone using an Account registered to you. GoodMood may revise the pricing for the goods and services it licenses to you through the Services at any time.
GoodMood also offers you a limited license and right to use virtual items as well as other Services including meditation content which you can purchase as a monthly, half-yearly, yearly or lifetime subscription (“Subscription”). For the purposes of our monthly, half-yearly and yearly subscriptions, a month constitutes 30 calendar days, half-year constitutes 180 calendar days, a year constitutes 365 calendar days. For the purposes of our lifetime subscription, lifetime constitutes 100 years or until the date GoodMood ceases to commercially offer the Services. When you purchase a Subscription, we may ask you to supply additional information relevant to your Subscription, such as your credit card number, the expiration date of your credit card and your address(es) for billing and delivery. You represent and warrant that you have the legal right to use all payment method(s) represented by any such payment information. The amounts due and payable by you for a Subscription through the Services will be presented to you before you place your order. If you choose to initiate a Subscription via the Services, you authorize us to provide your payment information to third party service providers so we can complete your transaction and agree (a) to pay the applicable fees and any taxes; (b) that GoodMood may charge your credit card or third party payment processing account, including, but not limited to, your account with the app store or distribution platform (like the Apple App Store, Google Play or the Amazon Appstore) where the App is made available (each, an “App Provider”), for verification, pre-authorization and payment purposes; and (c) to bear any additional charges that your App Provider, bank or other financial service provider may levy on you as well as any taxes or fees that may apply to your order. You’ll receive a confirmation email after we confirm the payment for your order. Your order is not binding on GoodMood until accepted and confirmed by GoodMood. All payments made are non-refundable and non-transferable except as expressly provided in these Terms.
If you have any concerns or objections regarding charges, you agree to raise them with us first and you agree not to cancel or reject any credit card or third party payment processing charges unless you have made a reasonable attempt at resolving the matter directly with GoodMood.
GoodMood reserves the right to not process or to cancel your order in certain circumstances, for example, if your credit card is declined, if we suspect the request or order is fraudulent, or in other circumstances GoodMood deems appropriate in its sole discretion. GoodMood also reserves the right, in its sole discretion, to take steps to verify your identity in connection with your order. You may need to provide additional information to verify your identity before completing your transaction. GoodMood will either not charge you or refund the charges for orders that we do not process or cancel.
All amounts are payable and charged: (i) for one-off purchase (e.g. lifetime Subscription), at the time you place your order; and (ii) for monthly, half yearly or yearly Subscriptions, at the beginning of the Subscription and, because each such Subscription renews automatically for an additional period equal in length to the expiring Subscription term until you cancel it, at the time of each renewal until you cancel, using the payment information you have provided. You must cancel your monthly, half-yearly or yearly Subscription before it renews to avoid the billing of the fees for the next Subscription period. If you purchase your Subscription via the Site, you can cancel the renewal of your Subscription at any time by contacting us by email at email@example.com. If you purchase your Subscription via an App Provider, you can cancel the renewal of your Subscription with the App Provider. You will not receive a refund for the fees you already paid for your current Subscription period and you will continue to receive the Services ordered until the end of your current Subscription period.
GoodMood reserves the right to change its pricing terms for Subscriptions at any time and GoodMood will notify you in advance of such changes becoming effective. Changes to the pricing terms will not apply retroactively and will only apply for Subscription renewals after such changed pricing terms have been communicated to you. If you do not agree with the changes to GoodMood’s pricing terms, then you may choose not to renew your Subscription.
You agree that your purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by GoodMood regarding future functionality or features.
For billing support, please contact us through firstname.lastname@example.org.
9. PROMOTIONS AND OFFERS
From time to time, we may offer limited-time promotions. Please review the official rules or Feature Terms (if any) associated with any promotion. They will apply in addition to these Terms.
In addition, from time to time, we may promote Offers. We are not required to give, and you are not required to accept, any Offer. Offers are not transferable, redeemable, or exchangeable for other things of value, except at our sole discretion. If you accept any Offer, you may have to sign a declaration of eligibility and liability release or other paperwork to receive the Offer. Some Offers will be subject to taxes and other charges, travel, or activities outside of the virtual world, all of which will be disclosed before you accept the offer. If you accept any Offer, you assume all liability associated with the Offer.
You agree not to do any of the following:
Although we’re not obligated to monitor access to or use of the Services or User Content or to review or edit any User Content, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any User Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
11. THIRD-PARTY ADVERTISING
Sometimes we provide links on the Services to other third-party companies’ websites or to companies who invite you to participate in a promotional offer and offer you some feature of the Services or upgrade (such as in-game currency) in exchange. Any charge or obligation you take on in dealing with these other companies is your responsibility.
We are not responsible for any third-party website that we link to in our Services, and such a link does not mean we endorse or approve that linked site or any information you obtain from it. We are not liable for any claim relating to any content, goods, and/or services of third parties.
Please also note that the linked third-party sites are not under our control and may collect data or ask you to provide them with personal or other information, or they may automatically collect information from you. When you use these third-party sites and services, the third-party company may (or may not) ask you for permission to access your information and content. We are not responsible for these other companies’ content, business practices, or privacy policies, or for how they collect, use, or share the information they get from you.
12. COPYRIGHT NOTICES/COMPLAINTS
We are committed to complying with copyright and related laws, and we require all users of the Services to comply with these laws. Accordingly, you may not store any material or content on, or disseminate any material or content over, the Services in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by copyright law. Owners of copyrighted works in the United States who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the US Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged infringements. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is our policy to terminate privileges of any user who repeatedly infringes the copyright rights of others upon receipt of proper notification to us by the copyright owner or the copyright owner’s legal agent.
If you feel that a posted message is objectionable or infringing, we encourage you to contact us immediately. Upon our receipt of a proper notice of claimed infringement under the DMCA, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. Our designated agent (i.e., the proper party) to whom you should address such notice is listed below.
If you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please provide our designated agent with the following information:
13. FEEDBACK AND UNSOLICITED IDEAS
While we cannot accept unsolicited ideas, GoodMood is always pleased to receive feedback regarding its existing features. Please only provide specific feedback on existing features, and do not include ideas that our policy will not permit us to accept or consider. You can post these feedbacks at : email@example.com
Any feedback you provide is deemed to be non-confidential and non-proprietary. GoodMood shall be free to use such information on an unrestricted basis, without any compensation to you or any third party.
GoodMood does not accept or consider any unsolicited ideas, suggestions, proposals, comments or materials (“Submissions”). If you still choose to submit your Submissions to GoodMood, then regardless of what your letter says, the following terms shall apply to your Submissions. You agree that:
14. AVAILABILITY OF THE SERVICES; WARRANTY AND MEDICAL DISCLAIMERS
Availability of the services
GoodMood, and the GoodMood’s Affiliate entities makes no promises or guarantees that the Services or any content on them will always be available, uninterrupted, or error-free. We may suspend, withdraw, or restrict the availability of all or any part of our Services for business and operational reasons.
USE OF THE SERVICES IS AT YOUR SOLE RISK. THEY ARE PROVIDED ON AN “AS IS” BASIS. TO THE EXTENT PERMITTED BY APPLICABLE LAW, GOODMOOD, AND ITS AFFILIATE ENTITIES MAKE NO WARRANTIES, CONDITIONS, OR OTHER TERMS OF ANY KIND, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. GOODMOOD, AND ITS AFFILIATE ENTITIES DISCLAIM ANY WARRANTIES OF TITLE OR IMPLIED WARRANTIES, CONDITIONS, OR OTHER TERMS OF NON-INFRINGEMENT, MERCHANTABILITY, QUIET ENJOYMENT, OR FITNESS FOR A PARTICULAR PURPOSE.
If your state or country does not allow these disclaimers, they do not apply to you. If your state or country requires a certain period for which a warranty applies, it will be either the shorter of 30 days from your first use of the Services or the shortest period required by law.
GoodMood is also a provider of online and mobile meditation content in the health & wellness space. We are not a health care or medical device provider, nor should our products be considered medical advice. Only your physician or other health care provider can do that. While there is third party evidence from research that meditation can assist in the prevention and recovery process for a wide array of conditions as well as in improving some performance and relationship issues, GoodMood makes no claims, representations or guarantees that the products provide a therapeutic benefit.
Any health information and links on the products, whether provided by GoodMood or by contract from outside providers, is provided simply for your convenience.
Any advice or other materials in the products are intended for general information purposes only. They are not intended to be relied upon and are not a substitute for professional medical advice based on your individual condition and circumstances. The advice and other materials we make available are intended to support the relationship between you and your healthcare providers and not replace it. We are not liable or responsible for any consequences of your having read or been told about such advice or other materials as you assume full responsibility for your decisions and actions. In particular, to the fullest extent permitted by law, we make no representation or warranties about the accuracy, completeness, or suitability for any purpose of the advice, other materials and information published as part of the Products.
There have been rare reports where people with certain psychiatric problems like anxiety and depression have experienced worsening conditions in conjunction with intensive meditation practice. People with existing mental health conditions should speak with their health care providers before starting a meditation practice.
15. LIMITATIONS; INDEMNITY; WAIVER OF LIABILITY
YOU ACKNOWLEDGE THAT GOODMOOD, AND ITS AFFILIATE ENTITIES ARE NOT LIABLE
(1) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING FOR LOSS OF PROFITS, GOODWILL, OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICES; OR
(2) FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICES AND OPERATORS OF EXTERNAL SITES.
THE RISK OF USING THE SERVICES AND EXTERNAL SITES RESTS ENTIRELY WITH YOU AS DOES THE RISK OF INJURY FROM THE SERVICES AND EXTERNAL SITES.
TO THE FULLEST EXTENT ALLOWED BY ANY LAW THAT APPLIES, THE DISCLAIMERS OF LIABILITY IN THESE TERMS APPLY TO ALL DAMAGES OR INJURY CAUSED BY THE SERVICES, OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICES, UNDER ANY CAUSE OF ACTION IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT, OR TORT (INCLUDING NEGLIGENCE).
TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, THE TOTAL LIABILITY OF GOODMOOD, AND ITS AFFILIATE ENTITIES IS LIMITED TO THE TOTAL AMOUNT YOU HAVE PAID GOODMOOD, AND/ OR ITS AFFILIATE ENTITIES FOR USE OF THE SERVICES, PRODUCTS OR USER CONTENT IN THE ONE HUNDRED AND EIGHTY DAYS (180) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM.
IF YOU HAVE NOT PAID GOODMOOD, AND/OR ITS AFFILIATE ENTITIES ANY AMOUNT IN THE ONE HUNDRED AND EIGHTY DAYS (180) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH GOODMOOD, AND/OR ANY GOODMOOD AFFILIATE ENTITIES IS TO STOP USING THE SERVICES AND TO CANCEL YOUR ACCOUNT.
Some states or countries do not allow the exclusion of certain warranties or the limitations/exclusions of liability described above, which means these limitations/exclusions may not apply to you if you reside in one of those states or countries.
These limitations/exclusions to do not apply to users located in the EEA. For those users, if GoodMood fails to comply with these Terms, GoodMood is responsible for loss or damage you suffer that is a foreseeable result of GoodMood’s breach of these Terms or is a result of GoodMood’s negligence, but GoodMood is not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it was an obvious consequence of our breach or if it was contemplated by you and GoodMood at the time we entered into these Terms.
You will indemnify and hold harmless GoodMood and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Services or User Content or (ii) your violation of these Terms.
16. DISPUTE RESOLUTION; CLASS ACTION WAIVER
These Terms and any action related thereto will be governed by the laws of the State of Delaware without regard to its conflict of laws provisions.
Agreement to Arbitrate
You and GoodMood agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services, Products or User Content (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide GoodMood with written notice of your desire to do so by email at firstname.lastname@example.org within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide GoodMood with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide GoodMood with an Arbitration Opt-out Notice, will be the state and federal courts located in the State of Delaware and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide GoodMood with an Arbitration Opt-out Notice, you acknowledge and agree that you and GoodMood are each waiving the right to a trial by a judge or a jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and GoodMood otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor GoodMood are entitled to arbitration; instead all claims and disputes will be resolved in a court of competent jurisdiction. In any litigation between you and GoodMood over whether to vacate or enforce an arbitration award, you and GoodMood waive all rights to a jury trial, and elect instead to have the dispute be resolved by a judge. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at https://www.adr.org/Rules or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a general Demand for Arbitration form and a separate form for Demand for Arbitration for California residents.) The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Arbitration Location and Procedure
If the claim is for $10,000 or less, the party initiating the arbitration may choose whether the arbitration will be conducted (1) solely on the basis of documents submitted to the arbitrator; (2) through a non-appearance based telephonic hearing; or (3) by an in-person hearing as established by the AAA Rules in the county of your billing address. In the case of an in-person hearing, the proceedings will be conducted at a location which is reasonably convenient for both parties with due consideration of the ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by the arbitration institution. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
The arbitrator will decide the jurisdiction of the arbitration and the rights and liabilities, if any, of you and GoodMood. The dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator will have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator will have the authority to award all remedies available under applicable law, the arbitral forum's rules, and the Terms. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and GoodMood.
Your arbitration fees and your share of arbitrator compensation will be limited to those fees set forth in the AAA Rules with the remainder paid by GoodMood. If the arbitrator finds that either the substance of your claim or the relief sought in the arbitration is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In such case, you agree to reimburse GoodMood for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
Notwithstanding the provisions of modifications provided above in Section 2, if GoodMood changes this “Dispute Resolution” section after the date you first 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 to email@example.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of GoodMood’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 GoodMood in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
This Section 16 shall survive termination of these Terms.
17. APPLICABLE LAW
If you are located in the United States, you agree that these Terms affect interstate commerce and that the Federal Arbitration Act (including its procedural provisions) governs the interpretation and enforcement of Section 16 (Dispute Resolution; Class Action Waiver). In addition, these Terms and our relationship will be governed by the law of State of Delaware, except for its conflict of laws principles.
If you are located anywhere other than the United States, these Terms and our relationship will be governed by Vienna International Arbitral Centre (VIAC), Vienna.
18. VENUE FOR LEGAL DISPUTES NOT SUBJECT TO ARBITRATION
Any judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 16 must be brought in a state or a federal court in Delaware unless the parties agree to some other location. You, GoodMood, and its Affiliate Entities all consent to venue and personal jurisdiction in Delaware.
19. SEPARATION OF TERMS
Any judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 16 must be brought in a state or a federal court in Delaware unless the parties agree to some other location. You, GoodMood, and its Affiliate Entities all consent to venue and personal jurisdiction in Delaware.
We may give our rights, or our obligations, under these Terms, Feature Terms, or Community Guidelines to any person or entity at any time with or without your consent. You may not give your rights or your obligations under these Terms, Feature Terms, or Community Guidelines to anyone without first getting GoodMood’s written consent, and any attempt to do so without our consent is void.
21. ENTIRE AGREEMENT
These Terms, and any other policies or rules we reference in these Terms, make up the entire agreement between you and us relating to the subject matter of these Terms, and supersede all prior understandings of the parties relating to the subject matter of these Terms, whether those prior understandings were electronic, oral or written, or whether established by custom, practice, policy or precedent, between you and us. This provision does not apply to users located in the EEA.
22. LANGUAGE OF THE TERMS
23. NO WAIVER
Except as expressly and specifically set forth in this these Terms of Service, no representations, statements, consents, waivers, or other acts or omissions by GoodMood shall be deemed a modification of these Terms of Service nor legally binding, unless documented in physical writing, hand signed by You and a duly appointed officer of GoodMood.
If we have to give you notice of something according to the Terms of Service, we may notify you by posting a message on our website or in the GoodMood game(s) you play, sending you an e-mail, or using other ways of communicating with you based on the contact information you provide to us.
If you have to give us notice of something according to the Terms of Service, the notice must be in writing and addressed to GoodMood PBC, Attn: LEGAL DEPARTMENT, 3511 Silverside Road, Suite 105, Wilmington, Delaware 19810, unless we have provided a more specific way of notifying us.
25. FORCE MAJEURE
We are not liable for any changes or problems out of our control, for example changes or problems caused by natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials This provision does not apply to users located in the EEA.