Terms of Service
Last updated: March 2nd, 2022
YOU AGREE THAT BY USING THE SERVICES YOU ARE AT LEAST 18 YEARS OF AGE AND LEGALLY ABLE TO ENTER INTO A CONTRACT.
- Member Accounts
To use certain features of the Services, you are required to register for an account and provide us with certain information, such as a valid email address. By registering for an account, you agree that all your registration information is legal and accurate, and you affirm that you have not ever been convicted of, or pled no-contest to, a felony or a sex crime, and that you have never been required to register as a sex offender with any governmental registry or agency. You are responsible for the confidentiality of your account information and any activity made through your account. We, in our sole discretion, may cancel your account at any time without notice if we believe you have violated this Agreement. If we cancel your account, you will not be entitled to any refund. You may cancel your account any time in your account section in the app.
- Member Interactions
YOU ARE ENTIRELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER MEMBERS. Although we have established a member Code of Conduct and will use our reasonable efforts to investigate any report that a member is not in compliance, we are not responsible for the conduct of our members. We do not undertake any duty to conduct background checks on our members or supervise any communications between members. You expressly release us from any and all claims in connection with communications with other members, whether they take place online or offline.
You acknowledge that, while the Services are not provided for sharing explicit content, you may be exposed to content you deem offensive, obscene, indecent, or sexually explicit in nature, and you agree to waive any rights or remedies you may have against us with respect thereto. We provide a medium for consenting adults to interact, including viewing, sharing, and communicating their interests; however, we do not make any warranties or representations as to the compatibility of members. Further, you agree to review our Safety Tips prior to using the Services and to follow these tips at all times.
3. License Grant to You
Subject to the terms of this Agreement, we hereby grant you the following limited, personal, non-exclusive, revocable, non-sublicensable, non-transferable license use the Services, contingent upon your full compliance with this Agreement and any other additional terms and conditions set forth by us. We reserve all rights in, and retain full and complete title to, the Services and any content made available by us therethrough, including all associated intellectual property rights described herein, and provide this to you under a license that is revocable in our sole discretion at any time. We prohibit any other use of the content available to you through the Services.
Pursuant to this license, you may only use the Services for personal use and not for any commercial, business, government, or institutional purposes. You are not entitled to technical support or updates for any software we provide under the license. At our sole discretion, we may automatically download and install modifications or updates to such software, which you may be able to adjust through your device’s settings. You shall not retain any copies of the software following the termination of this license.
You expressly agree not to export, re-export, sell, transact, or otherwise transfer such software to anyone who is a Specially Designated National per the Office of Foreign Assets Control of the Department of the Treasury of the United States of America, or to any person who has been prohibited from transacting in exports in or from the U.S. by any federal agency. You also agree not to export, re-export, sell, transact, or otherwise transfer such software to any destination or person that is within a country or territory which the U.S. Government has embargoed.
- Acceptable Use of the Services
The Services are made available to you only for the intended purposes setout herein. In connection with your access and/or use of the Services, you shall not: (a) engage in any activity that could damage, disable, impair, interrupt, or interfere with the Services, including networks and servers connected to the Services; (b) consume a commercially disproportionate amount of bandwidth, CPU usage, memory storage space, or any other network or system resources, including any limits set by us on maximum concurrent usage of the Services; (c) introduce a virus, worm, Trojan Horse, or any other malicious or harmful software code, data, or file that may damage, interfere with, intercept or expropriate any system, data, personal information or property of another; (d) attempt to gain unauthorized access to accounts not owned by you, or to any connected network or servers to the Services through hacking, phishing, or other means; (e) use the Services on a service bureau or shared basis; (f) host the Services to be accessible by third parties; (g) sell, resell, assign, transfer, sublicense, lease, or rent access to or use of the Services or otherwise transfer any rights to use the Services under this Agreement; (h) utilize the Services in connection with any activity that would constitute a violation of any applicable law, regulation, or ordinance; (i) obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services; (j) defame, defraud, abuse, harass, stalk, threaten, or otherwise violate any legal rights (such as rights of privacy and publicity) of others; (k) transmit any files or materials protected by intellectual property laws, unless you own or control the rights thereto or have received the necessary consent to do the same; (l) utilize “scripts,” “robots,” “spiders,” “scrapers,” “web crawlers,” “data mining tools,” “extraction tools,” or utilize computer programs to access, retrieve, index, or in any way reproduce or circumvent the structure of the Services; (m) “frame,” “cache,” “mirror,” “grab,” use, or copy any content included on the Services; (n) reverse engineer, modify, translate, decompile, or disassemble any portion of the Services or otherwise attempt to discover any source code for any purpose whatsoever.
We may investigate any unauthorized uses of the Services in our sole discretion, and you acknowledge that you are solely responsible for any breach of your obligations under this Agreement and for the consequences (including any loss or damage which we may suffer) of any such breach.
- Intellectual Property
The Services contains intellectual property and information which is proprietary to us and protected by United States and foreign laws. We retain ownership and control of all intellectual property inherent in, associated with, or related to the Services, including, but not limited to, trademarks, service marks, copyrights, or patent rights, whether registered or unregistered, arising under Federal, State, or Common-Law, as well as confidential or commercially sensitive information, such as trade-secrets, and any other rights not expressly licensed to you under this Agreement, whether identified as proprietary or not. You acknowledge that no ownership rights are being conveyed to you under this Agreement.
You agree not to modify, reproduce, publish, distribute, share, create derivative works from, publicly display, publicly perform, sublicense, sell, or resell any content, software, products, or services made accessible through the Services. Any feedback or recommendation you provide regarding the Services will be our exclusive property, and you agree to and hereby do assign all right, title, and interest in and to such feedback and all rights associated therewith to us.
- Your Content
We may permit you to upload images, video, audio, text, messages, and other content to the Services (“Your Content”). Your Content is your responsibility. You are solely responsible for Your Content that you upload, share, transmit, stream, post, link to, distribute, or otherwise make available to the Services, including to other members. Under no circumstances will we be liable for Your Content including, but not limited to, any loss or damage of any kind incurred due to the use of Your Content made available through the Services.
You represent and warrant that Your Content transmitted to the Services is your own or you own all the necessary rights to distribute such content, including any content which may infringe upon the rights of any third party. You understand that it is your responsibility to confirm you are not violating the rights of any third party. You acknowledge we do not pre-screen Your Content, but that we do have the right, but not the obligation, to modify, transmit, refuse, or delete Your Content that is available on the Services in our sole discretion.
You agree to not intentionally provide false or misleading information on the Services. You are prohibited from posting or transmitting to or from the Services any unlawful, threatening, libelous, defamatory, or inflammatory material, or any other material that could give rise to any civil or criminal liability under the law.
- Intellectual Property Infringement
We respect the intellectual property rights of others and strictly follow applicable laws including the Digital Millennium Copyright Act (the “DMCA”). If you are a copyright owner and believe that your work has been copied or distributed to the Services without your permission in a way that infringes your copyright in such work under the DMCA, please follow the requirements set forth in our DMCA Instructions. We observe a repeat infringer policy and will terminate the account of anyone using the Services that violates such policy, where appropriate.
If you believe that your trademark rights or other intellectual property rights have been otherwise violated, please contact us at support[at]shake[dot]com.
- Term and Termination
The term of this Agreement will begin upon your acceptance of these Terms and will continue in effect until terminated. We may, in our sole discretion, terminate your access to the Services at any time, with or without notice, for any reason, including, without limitation, breach of this Agreement or in the event we determine to cease operating the Services. You agree that if your account is terminated, you will not attempt to re-register for another account without our express prior written consent.
All provisions of this Agreement that by their nature should survive termination of this Agreement shall survive (including, without limitation, all limitations on liability, releases, indemnification obligations, disclaimers of warranties, binding arbitration and choice of law and forum, and intellectual property protections).
- DISCLAIMER OF WARRANTY
THE SERVICES ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS. WE DO NOT WARRANT THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. WE DO NOT WARRANT THE CONTENT PROVIDED THROUGH THE SERVICES IN ANY WAY. FURTHER, WE MAKE NO REPRESENTATION THAT CONTENT PROVIDED THROUGH THE SERVICES IS APPLICABLE OR APPROPRIATE FOR USE IN LOCATIONS OUTSIDE OF THE UNITED STATES. WE SPECIFICALLY DISCLAIM WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, RELATED TO THE SERVICES AND ANY MATERIALS, DATA, OR INFORMATION CONTAINED THROUGH THE SERVICES, OR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION TO THE SERVICES OR ANY LINKED WEBSITES. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY US SHALL CREATE ANY WARRANTY.
- LIMITATION OF LIABILITY
YOU EXPRESSLY AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING BUT NOT LIMITED TO RELIANCE BY YOU ON ANY INFORMATION OBTAINED ON THROUGH THE SERVICES, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, INCLUDING, WITHOUT LIMITATION, COMPUTER “VIRUSES,” “WORMS,” “BUGS,” DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO OUR RECORDS, PROGRAMS, OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, EVEN IF ONE OF OUR AUTHORIZED REPRESENTATIVES HAS BEEN ADVISED OF OR SHOULD HAVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY ACKNOWLEDGE THAT THIS PARAGRAPH SHALL APPLY TO ALL CONTENT AND SERVICES AVAILABLE THROUGH THE SERVICES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED IN AGGREGATE THE LESSER OF $100 OR THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
You hereby agree to indemnify, hold harmless, and defend us and our affiliates from and against all claims, lawsuits, or other proceedings, and reimburse all expenses, costs, reasonable attorney’s fees, judgments, damages, and other liabilities resulting from such claims, lawsuits, or other proceedings which arise or result from your use of the Services, Your Content, or your breach of this Agreement. Notwithstanding the foregoing, we retain the exclusive right to settle, compromise, and pay all claims, demands, proceedings, lawsuits, actions, or causes of actions which are brought against us and in no event shall you settle any such claim without our express prior written approval.
We provide a service and would be unable to function if we were held responsible for the actions or inactions of our members. Therefore, as inducement for us permitting you access to use the Services, you hereby agree to release us, our affiliates and subsidiaries, and each of its and their respective directors, officers, employees, and agents from all damages (whether direct, indirect, consequential, incidental, or other damages), losses, liabilities, costs and expenses of every kind and nature, known or unknown, arising out of or connected with disputes between you and third parties in connection with the Services.
- Changes to Services and Agreement
We reserve the right to modify, suspend, or discontinue the Services or any part thereof at any time, in our sole discretion. We reserve the right to make changes to this Agreement, from time to time. Your continued use of the Services after a change to this Agreement constitutes your acceptance of the changes to this Agreement. If you do not agree to be bound by this Agreement, as modified, you must terminate your use of the Services immediately. It is your responsibility to review, from time to time, the most current version of this Agreement so that you will be aware of any such changes.
- Binding Arbitration and Choice of Law
The parties agree that any dispute, claim, or controversy arising out of or related to this Agreement (including, without limitation, any dispute relating to the arbitrability of this Agreement or any provision of this Agreement or any other dispute relating to arbitration), shall be settled by final and binding arbitration in accordance with the rules of the American Arbitration Association (“AAA”), rather than in a court of law. You agree that you are knowingly and voluntarily giving up your right to a trial and have your dispute heard by a judge or jury in a court of law. Any such dispute, claim, or controversy shall be arbitrated on an individual basis and shall not be joined or consolidated with a claim of any other party or class. You agree that the arbitrator’s decision shall be controlled by this Agreement and any other agreement that you have with us. You agree that the arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The arbitration will be administered by the AAA, pursuant to the rules of the AAA. For more information on the rules, procedures, and fees of the AAA, please visit their website at http://www.adr.org. The foregoing shall not preclude either party from seeking any injunctive or other equitable relief in Federal or State court for protection of intellectual property rights.
This Agreement, including binding arbitration, will be governed by the law of the State of Florida, without regard to the conflict of laws principles thereof. If any dispute, controversy, or claim cannot be resolved in binding arbitration between the parties, then it shall be submitted for resolution to a court of competent jurisdiction in Miami-Dade County, Florida, and the Federal Courts in and for the Southern District of Florida, and the parties hereby submit that exclusive venue shall lie with such courts, and the parties hereby agree to submit to the jurisdiction and venue of such courts.
Each of the parties acknowledges and agrees that it is the intent of the parties that arbitration and litigation, if any, between the parties will be of the parties’ individual claims, and that none of their respective claims may be arbitrated or litigated on a class-wide basis.
- Third-Party Links
- Entire Agreement
This Agreement sets forth the entire agreement between the parties regarding the use of the Services. You agree that there are no other representations or obligations regarding your access or use of the Services, other than those reflected in this Agreement and that you are not relying on any other representations regarding your access or use of the Services, other than those reflected in this Agreement.
If any provision of this Agreement is held illegal or unenforceable in any proceeding, such provision shall be severed and shall be inoperative, and, provided that the fundamental terms and conditions of this Agreement remain legal and enforceable, the remainder of this Agreement shall remain in full force and effect.
- Force Majeure
Any failure or delay in performance by either party shall be excused if and to the extent caused by an Act of God (fire, flood, earthquake, storm, hurricane, or other natural disaster), war or civil disorder, invasion, act of foreign enemies, hostilities, terrorism, government actions, lockout or interruption or failure of electricity of network service, or other cause beyond the reasonable control of the parties.