Terms of Service

1. Your Acceptance

This is an agreement between Optando, LLC, a Delaware corporation (“Optando"), the owner and operator of www.optando.com (the “Optando Site”), the Optando software, including the Optando Video Chat client (collectively, including all content provided by Optando through Optando Video Chat client and the Optando Site, the "Optando Service", or the "Service"), and you (“you” or “You”), a user of the Service. BY USING THE SERVICE, YOU ACKNOWLEDGE AND AGREE TO THESE TERMS OF SERVICE, AND OPTANDO'S PRIVACY POLICY, WHICH CAN BE FOUND AT http://www.optando.com/legal/#Privacy. If you choose to not agree with any of these terms, you may not use the Service.

2. Agreement to Terms and Conditions

2.1. All Users shall use the Service in accordance with the terms stated in the Terms and Conditions. Users may not use the Service unless they agree to the Terms and Conditions. Such agreement is valid and irrevocable.

2.2. Minors may use the Service only with consent from their parents or legal guardian. Furthermore, if Users use the Service on behalf of, or for the purposes of a business enterprise, then that business enterprise shall also be deemed to have agreed to the Terms and Conditions. Such agreement is valid and irrevocable.

2.3. By actually using the Service, Users are deemed to have agreed to the Terms and Conditions. Such agreement is valid and irrevocable.

2.4. If there are Separate Terms and Conditions for the Service, Users also shall comply with such Separate Terms and Conditions as well as the Terms and Conditions.

3. Optando Service

These Terms of Service apply to all users of the Optando Service. Information provided by our users through the Optando Service may contain links to third party websites that are not owned or controlled by Optando. Optando has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, Optando will not and cannot censor or edit the content of any third-party site. By using the Service, you expressly acknowledge and agree that Optando shall not be responsible for any damages, claims or other liability arising from or related to your use of any third-party website.

4. Optando Access

A. Subject to your compliance with these Terms of Service, Optando hereby grants you permission to use the Service, provided that: (i) your use of the Service as permitted is solely for your personal use, and you are not permitted to resell or charge others for use of or access to the Service, or in any other manner inconsistent with these Terms of Service; (ii) you will not duplicate, transfer, give access to, copy or distribute any part of the Service in any medium without Optando's prior written authorization; (iii) you will not attempt to reverse-engineer, alter or modify any part of the Service; and (iv) you will otherwise comply with the terms and conditions of these Terms of Service and Privacy Policy.

B. In order to access and use the features of the Service, you acknowledge and agree that you will have to provide Optando with your email address. You are solely responsible for the status messages that you submit and that are displayed for your user name and email address on the Optando Service. You must notify Optando immediately of any breach of security or unauthorized use of your mobile phone. Although Optando will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of Optando or others due to such unauthorized use.

C. You agree not to use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc. or "load testers" such as wget, apache bench, mswebstress, httpload, blitz, Xcode Automator, Android Monkey, etc., that accesses the Service in a manner that sends more request messages to the Optando servers in a given period of time than a human can reasonably produce in the same period by using a Optando application, and you are forbidden from ripping the content unless specifically allowed. Notwithstanding the foregoing, Optando grants the operators of public search engines permission to use spiders to copy materials from the website for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. Optando reserves the right to revoke these exceptions either generally or in specific cases. While we don't disallow the use of sniffers such as Ethereal, tcpdump or HTTPWatch in general, we do disallow any efforts to reverse-engineer our system, our protocols, or explore outside the boundaries of the normal requests made by Optando clients. We have to disallow using request modification tools such as fiddler or whisker, or the like or any other such tools activities that are meant to explore or harm, penetrate or test the site. You must secure our permission before you measure, test, health check or otherwise monitor any network equipment, servers or assets hosted on our domain. You agree not to collect or harvest any personally identifiable information, including phone number, from the Service, nor to use the communication systems provided by the Service for any commercial solicitation or spam purposes. You agree not to spam, or solicit for commercial purposes, any users of the Service.

5. Intellectual Property Rights

The design of the Optando Service along with Optando created text, scripts, graphics, interactive features and the like, except Status Submissions (as defined below), and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to Optando, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. The Service is provided to you AS IS for your information and personal use only. Optando reserves all rights not expressly granted in and to the Service. You agree to not engage in the use, copying, or distribution of any of the Service other than expressly permitted herein, including any use, copying, or distribution of Status Submissions of third parties obtained through the Service for any commercial purposes.

6. User Status Submissions

A. The Optando Service automatically submits “last seen”your online or offline status to other users in your group (on each group member's smartphone or tablet) and allows Optando users to submit status text, profile photos and other communications (collectively, the "Status Submissions"). These Status Submissions may be hosted, shared, and/or published as part of the Optando Service. There is no method of providing different levels of visibility of your Status Submissions among users configured in your group. You acknowledge and agree that any Status Submissions may be globally viewed by users that are in your group. The submission of your 'last seen'online or offline status is done on an automatic basis. You retain your ownership rights in your Status Submissions. You understand that Optando does not guarantee any confidentiality with respect to any submissions.

Direct messages, location data and photos or files that you send directly to other Optando users will only be viewable by those Optando user(s) or group(s) you directly send such information.

B. You shall be solely responsible for your own Status Submissions and the consequences of posting or publishing them. Because Optando is only acting as a repository of data, user submitted statuses do not represent the views or opinions of Optando, and Optando makes no guarantees as to the validity, accuracy or legal status of any Status Submission. In connection with Status Submissions, including profile photos and avatars, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Status Submissions; (ii) you authorize Optando to use all proprietary rights herein to enable inclusion and use of the Status Submissions in the manner contemplated by the Service and these Terms of Service; and (iii) you have the written consent, release, and/or permission of each and every identifiable individual person in the Status Submission to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Status Submissions in the manner contemplated by the Service and these Terms of Service.

By submitting the Status Submissions to Optando, you hereby grant Optando a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Status Submissions in connection with the Optando Service and Optando's (and its successor's) business, including without limitation for promoting and redistributing part or all of the Optando Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each subscriber to your status on the Optando Service a non-exclusive license to access your Status Submissions through the Service. The foregoing license granted by you terminates once you remove or delete a Status Submission from the Optando Service. You retain lawful ownership rights in your Status Submissions.

C. In connection with Status Submissions, you further agree that you will not: (i) publish falsehoods or misrepresentations that could damage Optando or any third party; (ii) submit material that is unlawful, obscene, defamatory, libelous, threatening, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iii) post advertisements or solicitations of business; (iv) impersonate another person; (v) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (vi) interfere with or disrupt the integrity or performance of the Service or the data contained therein; or (vii) attempt to gain unauthorized access to the Service or its related systems or networks.

D. Adult content must be identified as such. Optando does not endorse any Status Submission or any opinion, recommendation, or advice expressed therein, and Optando expressly disclaims any and all liability in connection with Status Submissions. Optando does not permit copyright infringing activities and infringement of intellectual property rights via its Service, and Optando will remove all content and Status Submissions if properly notified that such content or Status Submission infringes on another's intellectual property rights. To file a copyright infringement notification, please send a written communication that includes substantially the following (see Section 512(c)(3) of the Digital Millennium Copyright Act): (i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works; (iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material, including the mobile phone number of the Optando user allegedly infringing the copyrighted work; (iv) Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; (v) A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Such takedown notices may be emailed to support at optando.com. Optando reserves the right to remove content and Status Submissions without prior notice. Optando may also terminate a user's access to the Service, if they are determined to be a repeat infringer, or for any or no reason, including being annoying. A repeat infringer is a User who has been notified of infringing activity more than once and/or has had a Status Submission removed from the Service more than twice. An annoying person is anyone who is (capriciously or not) determined to be annoying by authorized Optando employees, agents, subagents, superagents or superheros. Optando also reserves the right to decide whether content or a Status Submission is appropriate and complies with these Terms of Service for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to excessive length or limited interest. Optando may remove such Status Submissions and/or terminate a User's access for uploading such material in violation of these Terms of Service at any time, without prior notice and at its sole discretion.

E. You understand that when using the Optando Service you will be exposed to Status Submissions from a variety of sources, and that Optando is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Status Submissions, and that such Status Submissions are not the responsibility of Optando. You further understand and acknowledge that you may be exposed to Status Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Optando with respect thereto, and agree to indemnify and hold Optando, its officers, directors, employees, agents, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the Optando Service.

F. Optando permits you to link to materials on the Service for personal purposes only. Optando reserves the right to discontinue any aspect of the Optando Service at any time.

7. Warranty Disclaimer

YOU AGREE THAT YOUR USE OF THE OPTANDO SERVICE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, OPTANDO, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND YOUR USE THEREOF. OPTANDO MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SERVICE'S CONTENT AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE THROUGH THE ACTIONS OF ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONSIN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE OPTANDO SERVICE. OPTANDO DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE OPTANDO SERVICE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY USER STATUS SUBMISSION OR OTHER ADVERTISING, AND OPTANDO WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

8. Limitation of Liability

IN NO EVENT SHALL OPTANDO, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVERS, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY, (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE OPTANDO CLIENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND/OR (VI) THE DISCLOSURE OF INFORMATION PURSUANT TO THESE TERMS OF SERVICE OR PRIVACY POLICY. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

YOU SPECIFICALLY ACKNOWLEDGE THAT OPTANDO SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. The Service is controlled and offered by Optando from its facilities in the United States of America. Optando makes no representations that the Optando Service is appropriate or available for use in other locations. Those who access or use the Optando Service from other jurisdictions do so at their own volition and are responsible for compliance with local law.

9. Indemnity

You agree to defend, indemnify and hold harmless Optando, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Optando Service; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your Status Submissions caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Optando Service. We don't support or encourage illegal consumption of alcohol or tobacco, so there.

10. Ability to Accept Terms of Service

You affirm that you are either more than 16 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are at least 16 years old as the Optando Service is not intended for children under 16. If you are under 16 years of age, you are not permitted to use the Optando Service without legal parental or guardian consent. You further represent and warrant that you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a” terrorist-supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties. Optando is the developer of the Service, with an address at 721 Mayflower Ave, Lawrenceville, NJ 08648, info at optando.com.

11. Assignment

These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Optando without restriction.

12. General

You agree that: (i) the Optando Service shall be deemed solely based in Delaware; (ii) the Optando Service shall be deemed a passive server that does not give rise to personal jurisdiction over Optando, either specific or general, in jurisdictions other than Delaware; and (iii) that you agree to subject to the jurisdiction of Delaware in the event of any legal dispute. These Terms of Service shall be governed by the internal substantive laws of the State of Delaware, without respect to its conflict of laws principles. Any claim or dispute between you and Optando that arises in whole or in part from the Optando Service shall be decided exclusively by a court of competent jurisdiction located in Delaware. These Terms of Service, together with the Privacy Policy at http://www.optando.com/legal/#Privacy and any other legal notices published by Optando, including, but not limited to an end user license agreement, shall constitute the entire agreement between you and Optando concerning the Optando Service. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Optando's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

Optando is constantly updating its Service, and that means sometimes we have to change the legal terms under which the Service is offered. If we make changes that are material, we will let you know by sending you an email at the email address specified in your account or by other communication before the changes take effect. You are responsible at all times for updating your Account to provide to us your most current e-mail address. If the last e-mail address that you have provided to us is not valid, or for any reason is not capable of delivering the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes. Any changes to these Terms of Service will be effective immediately for new users of our Application; otherwise, the notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Service within the designated notice period. Your continued use of the Optando Service following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. Any dispute that arose before the changes shall be governed by the Terms of Service that were in place when the dispute arose. YOU AND OPTANDO AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE OPTANDO SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Addendum for Apple App Store Licenses

Notwithstanding anything to the contrary set forth in the above Terms of Service, if you obtained a license to the Software through the use of Apple’s App Store (but only if you obtained your license to the Software through Apple’s App Store), the following additional terms and conditions shall apply:

1. Acknowledgement. You acknowledge that the EULA and this Addendum to the same is between Optando and you only, and that Apple, Inc. (“Apple”) is not a party to this EULA. You acknowledge that Optando is solely responsible for the Software and the content thereof.

2. Scope of License. Subject to your compliance with the terms and conditions of the EULA set forth above and this Addendum to the same, Optando grants you a non-exclusive, non-transferable license to install and execute the Software solely for your personal use on any iPhone or iPod touch that you own or control and as permitted by the Apple Usage Rules set forth in the Apple App Store Terms of Service.

3. Maintenance and Support. You acknowledge that Apple will not have any obligation whatsoever to provide any maintenance or support with respect to the Software.

4. Warranty. You agree that Optando shall be solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed in the EULA and this Addendum to the same. In the event of any failure of the Software to conform to any applicable warranty, you have the right to notify Apple and Apple will refund the license fee to the Software to you. You acknowledge that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Software and all other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty shall be the sole responsibility of Optando, to the extent applicable.

5. Product Claims. Both parties agree that it is Optando, and not Apple, that is solely responsible for addressing any claims made by you or any third party relating to the Software or your possession and/or use of the Software, including, but not limited to (i) product liability claims; (ii) any claim that the Software fails to conform to any applicable legal or regulatory requirement, and (iii) claims arising under consumer protection or similar legislation. The EULA may not limit Optando’s liability to you beyond what is permitted by applicable law.

6. Intellectual Property Rights. Both parties acknowledge that in the event of any third party claim that the Software or your possession and use of the Software infringes such third party’s intellectual property rights, Apple will not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

7. Legal Compliance. You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on a U.S. Government list of prohibited or restricted parties.

8. Third Party terms of Agreement. You must comply with applicable third party terms of agreement when using the Software.

9. Third Party Beneficiary. Both parties acknowledge and agree that Apple and its subsidiaries are third party beneficiaries of the EULA and this Addendum to the same, and that, upon Your acceptance of the terms and conditions of the EULA and this Addendum to the same, Apple will have the right (and will be deemed to have accepted the right) to enforce the EULA and this Addendum to the same against you as a third party beneficiary thereof.

10. Apple Minimum Terms Control. You acknowledge and agree that if any of the terms and conditions of the EULA and this Addendum to the same are inconsistent or in conflict with Apple’s applicable instructions for Minimum Terms for Developer’s End User License Agreement, the terms and conditions of Apple’s instructions for Minimum Terms of Developer’s End User License Agreement shall apply.

Date Last Modified: December 15, 2016