HivePals Terms of Use

Jun 10, 2009

HivePals, Inc. ("HiveCo") operates HivePals.com, which is a service that allows a member to create a personal profile online (your "Profile"), part of which profile is made public and accessible by other members (your "Public Profile") who use it to decide whether to invite the first-mentioned member for a face-to-face interaction. HivePals also hosts HiveBlogs, which are member-created blogs that allow members to express their individuality and their interests, as well as to showcase the events they have hosted with other members through HivePals. The members thus become part of an internet Hive community, where members find other members online using specific search criteria, become known to one another through face-to-face interaction, provide feedback on one other, and share their interests or events via public HiveBlogs. Feedback includes the ability to file Rogue complaints with respect to members who break the Community Rules (defined below).

HiveCo also operates or intends to operate:

1. HiveDates.com, a sister website that replicates the functionality of HivePals.com, but caters specifically to dating singles; and
2. HiveMoms.com, a sister website that caters to parents seeking to exchange babysitting and other favors.

HivePals and its sister websites are referred to collectively as "the Websites". Members of the Websites are referred to as "the Member(s)" and more specifically as "HivePals Member(s)", "HiveDates Member(s)" or "HiveMoms Member(s)". Non-Member visitors to the Websites are referred to as "Visitors". When a Member first creates an account on any of the Websites, he can opt-in to become a member of the other sister websites. In this way, he controls whether his Profile can be viewed by, or whether he can be contacted by Members from a sister website.

The services offered by HiveCo include any URL to the Websites including but not limited to each member's private MyHive features or webpages, the public HiveBlogs (defined below), user-controlled access to sister websites and any other features, content or applications offered from time to time by HiveCo or through the WebSites (collectively, the "Website Services").

1. Your Acceptance
   This Terms of Use Agreement ("this Agreement") govern your use of the Websites. By using or browsing any of the Websites, even without registering as a Member (i.e. as a Visitor), you are agreeing to abide by the terms of this Agreement including the Community Rules (defined below) of each sister website. If you do not agree to be bound by this Agreement, you should leave the Websites and discontinue use of the Website Services immediately. If you wish to become a Member, you must read this Agreement and indicate your acceptance during the registration process.
2. Modification of Terms of Use
   HiveCo may modify this Agreement from time to time and such modification shall take effect immediately upon posting by HiveCo on the Websites. You agree that your continued use of the Website Services after the posting of a revised Agreement signifies your acceptance of the revised Agreement. In this regard, the onus is on you to review this Agreement regularly, to be updated on the changes.
3. Eligibility
   By using the Website Services, you represent and warrant that:
   1. You have provided honest and accurate information for your Profile;
   2. You will regularly update your Profile in order to maintain its honesty and accuracy; and
   3. You are at least 18 years old. If you are below 18 years of age, your Profile may be deleted and your Membership terminated without warning.
4. Password
   When you register as a Member, you will be asked to choose a password. You are solely responsible for maintaining the confidentiality of your password, and for all activities that occur under your password or account. You agree not to disclose your password to anyone. You also agree never to use the account, username or password of another Member. You agree to (a) immediately notify HiveCo or the applicable Website of any unauthorized use of your password or account, or any other breach of security, and (b) ensure that you exit from your account at the end of each session.
5. Use by Members
   You understand that all data, information, text, feedback, posts, comments, web links, music, sound, photographs, graphics, messages, or other materials that Members upload onto the Websites or transmit through the Websites ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the contributing Member. HiveCo does not control the Content posted via the Website Services, and as such, does not guarantee the accuracy, integrity, decency or quality of such Content. You understand that by using the Website Services, you may be exposed to Content that is false, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against HiveCo with respect to such Content. HiveCo is in no way liable for any Content, including but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted or transmitted via the Website Services.
6. Your Access
   You are responsible for obtaining access to the Website Services, and that access may involve third-party fees (such as Internet Service provider or airtime charges). You are responsible for payment of those fees and are responsible for all equipment necessary to access the Website Services.
7. Your Honesty
   As a Member, you agree that you will:
   1. Provide honest feedback about other Members.
   2. Use kind language in providing your honest feedback.
8. Community Rules for Members/HivePals
   As a Member, you hereby agree that you will not:
   1. Engage in offensive language or behavior with another Member(s).
   2. Engage in violent behavior or unwanted physical contact with, or harass another Member(s).
   3. Make up negative feedback or otherwise abuse the HivePals feedback system.
9. Basic Rules for HiveBlogs
   If you elect to create a HiveBlog, you become the HiveBlogger, and you hereby agree that you will edit, moderate, manage and control the HiveBlog in order to, or otherwise ensure the:
   1. Removal of copyright material posted without permission;
   2. Removal of content that violates any civil or criminal law; and
   3. Proper classification of the HiveBlog as Clean, Potentially Sensitive and Outrageous.

   Clean=  Can't possibly offend anyone
   Potentially Sensitive=  May offend some people
   Outrageous=  Likely to offend most people
   

10. Member's Submission to Feedback Community and the Rogue System
    As a Member, you understand and agree that:
    1. By becoming a Member, you are joining a feedback community in which other Members with whom you have had a face-to-face interaction may provide feedback on you, and may also call you out as a Rogue for breaking the Community Rules set out in Paragraph 8 above.
    2. Each Member can file up to 3 Rogue complaints a year.
    3. Once a Rogue complaint has been made against you, your only remedy is to post your defense or apology. The said Rogue complaint and your defense or apology (if any) will be made part of your public Profile on the Websites (in so far as you have elected to be a member of one or more sister websites). If you obtain 10 subsequent feedbacks without a further Rogue complaint, the Rogue icon on your public Profile will be removed. The text of the complaint, and your response, however, will remain.
    4. HiveCo will not police the Websites or otherwise investigate whether other Members have a legitimate basis for making Rogue complaints against you, and we will not edit or remove negative feedback by request.
    5. The Rogue System is not perfect and there is a risk that other Members with whom you have had a face-to-face interaction may:
       1. Provide feedback about you that you consider false, offensive, indecent and objectionable; or
       2. Call you out as a Rogue without any good reason, or no reason at all, thereby affecting your public Profile and possibly your chances of meeting other Members on the Websites, or other undesired consequences resulting from public viewing of the Rogue complaint(s).
    6. In the scenarios described in sub-paragraph 10.5 above:
       1. Without limiting the generality of Paragraph 5 above, you agree that this is a risk that you accepted when you became a Member, and therefore you agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against HiveCo; and
       2. You will not ask HiveCo nor the Websites to remove the Rogue complaint(s) from your public Profile on the Websites. Instead, you will endeavor to collect a large number of positive feedback from other Members, understanding that for every 10 feedback accumulated on your Profile, 1 Rogue icon will be removed from your public Profile (the text of the complaint and your response will remain).
11. HiveBlogger's Undertaking
    1. There is a risk that other Members may post content or comments on your HiveBlog that you consider false, offensive, indecent and objectionable
    2. In the scenarios described in sub-paragraph 11.1 above:
       1. Without limiting the generality of Paragraph 5 above, you agree that this is a risk that you accepted when you created or took over a HiveBlog, and therefore you agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against HiveCo; and
       2. You will not ask HiveCo nor the Websites to remove the unwanted content from your HiveBlog. Instead, you will edit the HiveBlog to remove the aforesaid false, offensive, indecent and objectionable content.
12. Other Prohibited Activity
    The following activities are prohibited on the Websites:
    1. Use of any automated system, including without limitation, "bots" or "robots", "spiders" or "offline readers" to access the Websites, with the exception of operators of public search engines for which the use of spiders is allowed for the sole purpose of and to the extent necessary for creating publicly available searchable indices of the materials;
    2. Interfering with, disrupting or creating an undue burden on the Website Services or the networks or services connected to the Website Services;
    3. Transmission of junk mail or unsolicited mass mailing, "spimming" or "spamming";
    4. Launching of computer viruses, bots, worms, or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorized use of or access to a computer or computer network;
    5. Circumventing or attempting to circumvent any security technology or software that is part of the Website Services or the Websites in general;
    6. Disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other Members are able to type, or otherwise act in a manner that negatively affects other users' ability to use the Websites;
    7. Collection of usernames, passwords, email addresses or other personally identifiable information of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Websites, or for any commercial purpose;
    8. Upload Content that endorses, encourages, indulges or promotes racial, religious or ethnic hatred, or that incites violent behavior that expresses such hatred.
    9. Impersonating or attempting to impersonate another Member, person or entity;
    10. Using the account, or password of another Member or disclosing your password to any person;
    11. Using any information obtained from the Website Services or from the Websites in order to harass, abuse or harm another person, or attempting to do the same;
    12. Selling or transferring your Profile;
    13. Public posting of information that poses or creates a privacy or security risk to any person;
    14. Solicitation of passwords or personal identifying information for unlawful purposes;
    15. Commercial activities and/or sales without prior written consent from HiveCo such as contests, sweepstakes, barter, advertising or pyramid schemes; and
    16. Covering or obscuring advertisements on any page of the Websites via HTML/CSS or any other means.
13. Reservation of Rights
    1. In relying on the feedback system and the Rogue System, HiveCo assumes no responsibility for monitoring the Websites for inappropriate language, conduct or Content that violates the Community Rules or falls within the other Prohibited Activities described above. If at any time HiveCo chooses, in its sole discretion, to monitor the Websites, HiveCo nonetheless assumes no added responsibilities associated with such monitoring.
    2. HiveCo reserves the right, but not the obligation, to take measures against Members who violate the Community Rules or who engage in the other Prohibited Activities described above. This right will be exercised in HiveCo's sole discretion, and includes but is not limited to the reporting of suspicious activities or behavior to law enforcement authorities, the editing/deletion of Content generated by Members and the closing of Member Accounts or HiveBlogs.
    3. HiveCo reserves the right, in its sole discretion, to edit, delete, reject, or refuse to edit or delete any Content generated by Members, or to deny, restrict, suspend, or terminate Members' access to all or any part of the Website Services at any time, for any or no reason, with or without prior notice or explanation, and without liability.
14. Proprietary Rights To Content
    1. HiveCo does not claim ownership of Content that you post on or through Website Services. However, by so posting, you hereby grant to the Websites and all the Members a limited license to use, modify, delete from, add to, publicly display, publicly perform, distribute and reproduce such Content solely for the purposes of viewing the Websites, or using or carrying out the services associated with the Websites. This license is a worldwide, irrevocable, royalty-free, non-exclusive and sublicensable license, which exists only for as long as the said Content remains posted on the Websites. It will terminate at such time when either you or HiveCo delete the said Content from the Websites. The exception to this limited license is the feedback provided by you for Members, which feedback is subject to an unlimited, worldwide, irrevocable, royalty-free, non-exclusive and sublicensable license for as long as the Websites remain in existence.
    2. The Website Services contain Content generated by HiveCo ("HiveCo Content"). HiveCo Content is protected by copyright, trademark, patent, trade secret and other laws, and HiveCo owns and retains all rights in the HiveCo Content and the Website Services. HiveCo hereby grants you a limited revocable, non-exclusive and non-sublicensable license to reproduce and display the HiveCo Content (excluding any software code) solely for your personal use in connection with viewing the Websites and using the Website Services.
    3. The Websites contain Content generated by other members of the Websites. Except as contemplated in the limited license described in sub-paragraph 14.1 above, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display or sell any such Content.
15. Protecting Copyright and other Intellectual Property
    HiveCo and the Websites respect the intellectual property of others, and through our hiveblog Basic Rules, we ask the same of our Members. If you believe that your work has been copied in a way that constitutes copyright infringement, please send to our Copyright Agent the following information:
    1. A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
    2. A description of the website location of the claimed infringing material, in sufficient detail to enable us to locate the material;
    3. Your contact information, such as your address, telephone number and email address, in sufficient and accurate detail to permit us to contact you;
    4. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law;
    5. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf; and
    6. Your physical or electronic signature.
    The above information should be sent to: Copyright Agent, HivePals, Inc. at 1281 S. Bascom Ave, #288, Campbell, CA 95008 or via email at copyright@HivePals.com.
16. Member Disputes
    You are solely responsible for your interactions with other members of the Websites. HiveCo has no obligation to mediate, resolve or become involved in any way with disputes between you and other such members.
17. Privacy
    Use of the Website Services is governed by our Privacy Policy, the terms of which are incorporated into this Agreement.
18. Disclaimers
    1. The Website Services are provided "as-is" and HiveCo is not responsible for and makes no warranties, express or implied, as to the accuracy or reliability of the Content or HiveCo Content; the accuracy or efficacy of the Websites' search algorithms; the accuracy and timeliness of delivery of invitations, messages, feedback, posts or comments; the reliability of the Rogue System; and the reliability of storage of any Content or personalized information or settings.
    2. HiveCo expressly disclaims any warranty of fitness of purpose or non-infringement, and does not guarantee, nor does it promise any specific results from use of the Website Services.
    3. HiveCo make no warranty that the Website Services will be uninterrupted, timely, secure or error-free.
    4. The Content on the Websites that is generated by Members does not necessarily reflect the opinions or policies of HiveCo or the Websites.
    5. HiveCo is not responsible for the language or conduct of any of the Members, whether online or offline, and Members are advised to take the normal online and offline safety precautions associated with meeting new people, with examples of such safety precautions posted on the Websites.
    6. HiveCo is not responsible for any loss or damage, including personal injury or death, resulting from use of the Website Services or participation in an offline interaction with Members, or from any Content posted on or through the Website Services.
    7. Profiles and HiveBlogs may contain links to other websites apart from the Websites. HiveCo is not responsible for the content or material on such third party websites, and the presence of such links should not be taken to imply that HiveCo or the Websites have endorsed or approved the linked third party websites. Access to said linked websites is at the Member's own risk.
    8. HiveCo is not responsible for any third party advertisements that are posted on or through the Website Services, nor is it responsible for the goods or services provided by the advertisers.
    9. HiveCo is not responsible for any shutdown or sub-optimal use of the Websites, which are caused by or related to or the result of the technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment and software; or traffic congestion on the Internet or on any of the Website Services.
    10. You agree that any material downloaded or otherwise obtained through the use of the Website Services is accessed at your own discretion and risk, and you will be solely responsible for and hereby waive any and all claims with respect to any damage to your computer system, internet access download or display device, or loss of data that results from the download of any such material.
    11. HiveCo is not responsible for any unauthorized access to or use of our secure servers and/or any and all personal information and financial information stored therein; any computer bugs, viruses, Trojan horses or the like which may be transmitted to or through the Websites by one or more Members or by a third party.
19. Limitation on Liability
    IN NO EVENT SHALL HIVECO, ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF REPUTATION, GOODWILL, USE, CONFIDENTIAL DATA OR OTHER INTANGIBLE LOSSES (EVEN IF HIVECO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RELATED TO OR RESULTING FROM (a) YOUR USE OF OR YOUR INABILITY TO USE THE WEBSITES AND THE WEBSITE SERVICES, AND (b) YOUR ONLINE AND FACE-TO-FACE INTERACTION WITH MEMBERS OF THE WEBSITES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, HIVECO'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO HIVECO FOR THE WEBSITE SERVICES DURING THE TERM OF MEMBERSHIP.
20. Choice of Law and Forum
    This Agreement shall be governed by, and construed in accordance with, the laws of the State of California, without regard to its conflict of law provisions. You and HiveCo agree to submit to the exclusive jurisdiction of the courts located within the county of Santa Clara, California or the U.S. District Court for the Northern District of California, and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such court.
21. Indemnity
    You agree to indemnify and hold HiveCo and its subsidiaries, affiliates, and their respective officers, agents, employees, partners and licensors harmless from any loss, liability, claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (a) your use of the Website Services in violation of this Agreement; (b) a breach of this Agreement; (c) any Content that you generated on or through the Website Services which causes HiveCo to be liable to another; and/or (d) your violation of any third party right which causes HiveCo to be liable to another.
22. Entire Agreement
    This Agreement constitutes the entire agreement between you and HiveCo and governs your use of the Website Services, superseding any and all prior versions of this Agreement. No advice or information, whether verbal or written, obtained by you from HiveCo, or through or from the Websites shall create any warranty not expressly stated in this Agreement.
23. Waiver and Severability
    The failure by HiveCo to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement shall remain in full force and effect.
24. Assignment
    The terms of this Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by HiveCo without restriction.
25. Term
    This Agreement, as amended from time to time, shall remain in full force and effect during the time that you are a Member of any of the Websites or a user of any of the Website Services. If your Membership or use is terminated, whether by you or by HiveCo, paragraphs 5, 10.4-10.6, 11.1-11.2, 13-14, 16, 18-23 and 25-26 of this Agreement will continue to remain in effect.
26. Miscellaneous
    The section titles in this Agreement are for convenience only and have no legal or contractual effect.