The Terms govern and apply to your access and use of www.path.com and other websites operated by Path Mobile Inc Pte. Ltd. (“Path”, “we” or “us”) on which a link to the Terms is posted (“Site”) and Path’s mobile apps in which the Terms are made available (collectively, “Apps”). The Site and the Apps are collectively referred to as the “Service.”
You acknowledge and agree to the following:
- The App(s) are licensed, not sold to you, and you may use the Service only as set forth in the Terms;
- When you first create an account on the Service, we may ask for your mobile number in order to verify your account by text message and any applicable text messaging fees of your mobile network operator (the “Carrier”) will apply;
- Your use of the Service may be subject to separate third party terms of service and fees, including without limitation the terms of service and data, SMS, MMS, and other fees of the Carrier, which are your sole responsibility;
- The Service is provided “as is” without warranties of any kind and Path’s liability to you is limited; and
- Disputes arising hereunder will be resolved by binding arbitration. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge. Please review the Dispute Resolution and Arbitration provision below for the details regarding your agreement to arbitrate any disputes with Path.
USE OF THE SERVICE
Subject to the Terms (including without limitation your compliance with the Terms), you have the limited, non-exclusive, non-transferable, non-sublicensable, revocable right to download and install a copy of the App(s) from a legitimate marketplace (such as Apple’s App Store or Google Play) to your mobile device, and to access and use the Service, in each case, for your own personal use.
You may not: (i) copy, modify, or create derivative works of the Service (or any part thereof) for any purpose; (ii) distribute, publicly display, publicly perform, transfer, sell, sublicense, lease, lend, rent or otherwise make available the Service (or any part thereof) to any third party; (iii) decompile, reverse-engineer, disassemble or interfere with or circumvent the Service (or any part thereof), including without limitation any security or access control mechanism (except to the extent such a restriction is impermissible under applicable law); or (iv) use the Service (or any part thereof) in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with the Terms.
Our Service may change from time to time and/or we may stop (permanently or temporarily) providing the Service (or features within the Service), possibly without prior notice to you. Our Service may include advertisements, which may be targeted to the content or information on the Service, queries made through the Service, or from other information. The types and extent of advertising on the Service are also subject to change over time. In consideration for providing you the Service, you agree that we and our third party providers and partners may place advertising on our Service or in connection with the display of content or information on our Service.
Certain features of our Service may be subject to additional terms or conditions, which will be posted with those features. Such terms and conditions are incorporated by reference into the Terms.
In order to download the App, you may be required by third parties who are providing services in connection with the App, such as Apple, Inc. or Google (each, a “Service Provider”) to create an account. You are solely responsible for maintaining the security of any logins, passwords, or other credentials that you select or that are provided to you to access your account with any Service Provider. Your access and use of any account with a Service Provider, including without limitation in connection with the Service, is subject to any terms, conditions, and policies, including privacy policies, of that Service Provider. Path is not responsible for any act or omission of any Service Provider. Path does not provide you with the equipment to access or use the Service. You are responsible for all fees charged by third parties to access and use the Service (e.g., charges by Carriers). Without limiting the foregoing, you are solely responsible for the payment of all applicable fees associated with any Carrier service plan you use in connection with your access and use of the Service (such as voice, data, SMS, MMS, roaming, and other applicable fees charged by the Carrier). Accordingly, you should use care in selecting a service plan offered by your Carrier. If your device is lost or stolen, you must change the password or notify Path immediately to prevent illegitimate use.
CREATING AN ACCOUNT
In order to access and use the Service, you may need to register and create an account (your “Account”). By creating an Account, you represent that you are of legal age to form a binding contract, have not previously been suspended or removed from the Service and are not a person barred from receiving the Service under the laws of the Singapore or other applicable jurisdiction.
When creating an Account, you may be required to provide your email address and mobile number in order to verify your Account by text message. Please be aware that your Carrier’s text messaging fees may apply for mobile number verification. When creating an Account, you also may be required to provide certain personal information about yourself and will establish a username and a password. We reserve the right to remove or reclaim a username if we believe it is appropriate, for example, if your username suggests that you are a person other than yourself.
You agree to provide and maintain accurate, current and complete information about your Account, including without limitation your mobile phone number. Without limiting the foregoing, in the event you change or deactivate your mobile phone number, you will update your Account information promptly to ensure that your messages are not sent to the person who acquires your old number.
When creating an Account, don’t:
- Provide any false personal information to us (including without limitation a false username) or create any Account for anyone other than yourself without such other person’s permission;
- Use a username that is the name of another person with the intent to impersonate that person;
- Use a username that is subject to rights of another person without appropriate authorization; or
- Use a username that is offensive, vulgar or obscene or otherwise in bad taste.
We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, false or misleading, or to reclaim any username that you create through the Service that violates our Terms. You are responsible for maintaining the confidentiality of your password and Account, and agree to notify us if your password is lost, stolen, or disclosed to an unauthorized third party, or otherwise may have been compromised. You are responsible for activities that occur under your Account. If you have reason to believe that your Account (including without limitation your mobile phone) is no longer secure, then you must immediately notify us at email@example.com.
You can link your Account to various webmail, social networking, and other online accounts. You may only link your own accounts. We will access and retrieve your account information from these sites on your behalf (in some cases, by using your username and password) to make certain information or services available to you through the Service. By linking your other accounts, you expressly authorize us to access your account information from those third party accounts, on your behalf as your agent and permit us to access, use and, in some cases, store your account information to accomplish the foregoing.
Access to the Service, or to certain features of the Service, may require you to pay fees to a Service Provider. If you have any questions or issues with such payments, please contact the applicable Service Provider.
Our Service allows you and other users to post, link, store, share and otherwise make available certain information, images, videos, text and/or other content (“Content”). You are responsible for the Content that you make available to the Service, including without limitation its legality, reliability, and appropriateness. You retain any and all of your ownership rights to any Content you make available on or through the Service and you are responsible for protecting those rights.
By making Content available on or through the Service (other than the “Talk” App), you grant us the perpetual, irrevocable, worldwide, non-exclusive, royalty-free right and license (with the right to sublicense) to use, modify, publicly perform, publicly display, reproduce, and distribute such Content, in whole or in part, in any media formats and through any media channels (now known or hereafter developed). Without limiting the foregoing, you agree that this license includes the right for us to make your Content available to other users of the Service, who may also use your Content subject to the Terms. By making Content available on or through the “Talk” App, you grant us the perpetual, irrevocable, worldwide, non-exclusive, royalty-free right and license (with the right to sublicense) to reproduce and distribute such Content to the intended recipient through the “Talk” App.
You can remove Content that you posted by specifically deleting it. In certain instances, however, some Content (such as posts or comments you make) may not be completely removed on the Service and copies of your Content may continue to exist on the Service and/or elsewhere. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any Content on the Service.
You also have the option of either temporarily disabling or permanently deleting your Account by visiting your Account settings in most Apps. If an App does not have Account settings, you can contact us to temporarily disable or permanently delete your Account. For some Apps, you may only have the option of permanently deleting you Account. If you disable your Account, we log you out of your Account and cease sending you push notifications, but we will save your information (including without limitation your Content) in case you later decide to reactivate your Account. Your profile and Content will still be visible by other users. If you delete your Account, we will permanently delete your Account information and Content, and we will delete your messages according to our regular retention schedule. Please note that we will continue to store certain information (including without limitation your Content) for analytics purposes, but that information will not include your personal information such as name, email address, or telephone number. We will also retain any information (including without limitation your Content) as required by law. Comments or emotions you make on Content shared by others, or messages you send, may also remain visible to other users after you delete your Account.
You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and to grant us the right and license granted in the Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
We ask that you respect our on-line community and other users when posting Content and using the Service. You agree not to:
- Submit material that violates a third party’s proprietary rights, including without limitation privacy and publicity rights, or that otherwise violates any applicable law;
- Publish falsehoods or misrepresentations that could damage us, our users or any third party;
- Publish any private information of someone, like their address, phone number, email address, and similar information without their permission;
- Submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, 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;
- Post advertisements without prior consent or contract with us ;
- Impersonate another person or represent yourself as affiliated with us, our staff or other industry professionals, including without limitation by use of our trademarks, service marks, logos, branding or names without express written authorization from us;
- Solicit a user’s password or other account information; or
- Harvest user names, addresses, or email addresses for any purpose.
This list is an example and is not intended to be complete or exclusive. We don’t have an obligation to monitor your access to or use of the Service or to review or edit any Content, but we have the right to do so for the purpose of operating the Service, to ensure your compliance with the Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. We reserve the right, at any time and without prior notice, to remove or disable access to any Content that we consider, in our sole discretion, to be in violation of the Terms or otherwise harmful to the Service.
Since the Service may not always be available and your Content on the Service may not always be available, you agree not to rely on the Service for the purposes of Content access, storage or backup. Path will not be liable to you for any modifications, suspension or discontinuation of the Service or the loss of any Content.
CONTENT ON THE SERVICE
The Content available through the Service has not been reviewed, verified or authenticated by us, and may include inaccuracies or false information or be offensive, indecent or objectionable. We make no representations, warranties, or guarantees in connection with our Service or any Content on the Service, including relating to the quality, suitability, truth, accuracy or completeness of any content contained in the Service. You acknowledge sole responsibility for and assume all risk arising from your use or reliance of any Content. If notified by a user or content owner that Content allegedly does not conform to the Terms, we may investigate the allegation and determine in our sole discretion whether to remove the Content, which we reserve the right to do at any time and without notice.
We do not permit copyright infringing activities and infringement of intellectual property rights on the Service and will remove any such Content if properly notified that such Content infringes on another’s intellectual property rights. If you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, you may submit a notification by providing our Copyright Agent with the following information in writing:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright’s interest;
- A description of the copyrighted work that you claim has been infringed;
- A description of the material that you claim is infringing and where it is located on the Service;
- Identification of the URL or other specific location on the Service where the material that you claim is infringing is located;
- Your address, telephone number, and email address;
- 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;
- A statement by you, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
You can contact our Copyright Agent via email at firstname.lastname@example.org or by mail at Copyright Agent, c/o Path Mobile Inc Pte. Ltd., 22 Malacca Street, #07-02 RB Capital Building, Singapore 048980.
Path will promptly terminate the Accounts of users that are determined by Path to be “repeat infringers." A repeat infringer is a user who has repeatedly been notified of infringing activity and/or has had Content repeatedly removed from the Service.
Our Service may be used and accessed for lawful purposes only. You agree that you will not do any of the following while using or accessing the Service: (i) attempt to access or search the Service or download Content from the Service through the use of any engine, software, tool, agent, device or mechanism (including without limitation spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by us or other generally available third party web browsers; (ii) access, tamper with, interfere or use non-public areas of the Service, our computer systems, or the technical delivery systems of our providers, including without limitation by uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code; (iii) gather and use information, such as other users’ names, real names, email addresses, available through the Service to transmit any unsolicited advertising, junk mail, spam or other form of solicitation; (iv) use the Service for any commercial purpose or for the benefit of any third party or in any manner not permitted by the Terms; (v) violate any applicable law or regulation; or (vi) encourage or enable any other individual to do any of the foregoing; or (vii) interfere with any user’s enjoyment of the Service, including without limitation by (a) making unsolicited offers or advertisements to other users of the Service or (b) attempting to collect, personal information about users or third parties without their consent. We reserve the right to investigate and prosecute violations of any of the above and/or involve and cooperate with law enforcement authorities in prosecuting users who violate the Terms
You agree to indemnify and hold us and our officers, directors, employees, consultants, affiliates, subsidiaries and agents harmless from and against any and all claims, costs, damages, liabilities, and expenses (including without limitation attorneys’ fees) we incur in relation to or arising from (i) your access to or use of the Service, (ii) your violation of the Terms or any applicable law or regulation, (iii) your violation of any rights of any third party, including without limitation intellectual property rights or rights of publicity, confidentiality, property or privacy; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with our defense of such claim.
LINKS TO THIRD PARTY SITES
The Service may include links to other sites and services that are not operated by us. We are providing these links to you only as a convenience and are not responsible for the content or links displayed on such sites. You are responsible for and assume all risk arising from your use or reliance of any third party sites. Path may provide tools through the Service that enable you to export information, including without limitation Content, to third party services. By using these tools, you agree that we may transfer such information to the applicable third-party service. Such third party services are not under our control, and we are not responsible for their use of your exported information.
CHANGES TO THE TERMS
We reserve the right, at our discretion, to change the Terms on a going-forward basis at any time. Please check the Terms periodically for changes. In the event that a change to the Terms materially modifies your rights or obligations, we will make reasonable efforts to notify you of such change. We may provide notice through a pop-up or banner within the Service, by sending an email to any address you may have used to register for an Account, or through other similar mechanisms. Additionally, if the changed Terms materially modify your rights or obligations, we may require you to provide consent by accepting the changed Terms. If we require your acceptance of the changed Terms, changes are effective only after your acceptance. If you do not accept the changed Terms, we may terminate your access to and use of the Service. All other changes are effective upon publication of the changed Terms. Disputes arising under the Terms will be resolved in accordance with the Terms in effect at the time the dispute arose.
Our Service (including without limitation the App(s)) is protected by copyright, trademark, and other laws of the United States and foreign countries including Singapore. Except as expressly provided in the Terms, we (or our licensors) exclusively own all right, title and interest in and to the Service (including without limitation the App(s)), including all associated intellectual property rights. Except as expressly provided in the Terms, you may not make use of the Service, and Path reserves all rights to the Service. You may not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Service (including without limitation the App(s)). You acknowledge and agree that any feedback, comments or suggestions you may provide regarding the Service (including without limitation the App(s)) (“Feedback”) will be the sole and exclusive property of Path and you hereby irrevocably assign to us all of your right, title and interest in and to all Feedback.
YOU UNDERSTAND AND AGREE THAT SERVICE (INCLUDING WITHOUT LIMITATION ANY CONTENT OR MATERIALS OFFERED THROUGH THE SERVICE) ARE PROVIDED TO YOU “AS IS” AND ON AN “AS AVAILABLE” BASIS. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SERVICE (INCLUDING WITHOUT LIMITATION ANY CONTENT OR MATERIALS OFFERED THROUGH THE SERVICE) WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED OR SECURE BASIS OR BE FREE OF ERRORS OR HARMFUL COMPONENTS. YOU ASSUME ALL RISK FOR ALL DAMAGES THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE (INCLUDING WITHOUT LIMITATION ANY CONTENT OR MATERIALS OFFERED THROUGH THE SERVICE) AND YOUR DEALINGS WITH OTHER SERVICE USERS.
LIMITATION OF LIABILITY
OUR TOTAL LIABILITY TO YOU FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY WILL BE LIMITED TO USD $100.00. WE WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE (INCLUDING WITHOUT LIMITATION ANY CONTENT OBTAINED FROM THE SERVICE); (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; OR (iii) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
EACH PROVISION OF THE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THE TERMS BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THE TERMS. THE LIMITATIONS IN THIS LIMITATION OF LIABILITY SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.
The Terms are governed by the laws of Singapore, without regard to any conflict of laws rules or principles. To the extent that any lawsuit or court proceeding is permitted under the Terms, you and Path agree to submit to the personal and exclusive jurisdiction of the Singapore Courts for the purpose of litigating all such disputes. We operate the Service from our offices in Singapore and other countries, and we make no representation that the Service is appropriate or available for use in other locations. You may not assign or transfer the Terms or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign the Terms at any time without notice. Our failure to enforce any right or provision of the Terms will not be considered a waiver of those rights. If any provision of the Terms is held to be invalid or unenforceable by a court, the remaining provisions of the Terms will remain in effect. The Terms constitute the entire agreement between us regarding our Service and supersede and replace any prior agreements we might have between us regarding the Service.
DISPUTE RESOLUTION AND ARBITRATION
In the interest of resolving disputes between you and Path in the most expedient and cost effective manner, you and Path agree that any and all disputes arising in connection with the Terms shall be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. In most cases, arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes, but is not limited to all claims arising out of or relating to any aspect of the Terms, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether the claims arise during or after the termination of the Terms.
Notwithstanding the paragraph above, we both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our right to (i) bring an individual action in the Singapore court, (ii) pursue enforcement actions through applicable Singapore enforcement agencies or under the relevant statutes where such actions are available, (iii) seek injunctive relief in a Singapore court , or (iv) to file suit in a Singapore court to address intellectual property infringement claims.
Any arbitration between you and Path will be governed by the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this clause. The SIAC Rules and filing forms are available online at http://www.siac.org.sg/index.php
A party who intends to seek arbitration must first send a written notice of the dispute to the other, by registered mail, or in the event that we do not have a physical address on file for you, via the email address associated with your Path account ("Notice"). Path's address for Notice is: Path Mobile Inc Pte. Ltd., Attention: General Counsel, 22 Malacca Street, #07-02 RB Capital Building, Singapore 048980. The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought ("Demand"). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or Path may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Path shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, Path shall pay you (i) the amount awarded by the arbitrator, if any, (ii) the last written settlement amount offered by Path in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.00, whichever is greater.
In the event that you commence arbitration in accordance with the Terms, Path will reimburse you for your payment of the filing fee, unless your claim is for greater than $10,000, in which case the payment of any fees shall be decided by the SIAC Rules. Any arbitration hearings will take place in Singapore, provided that if the claim is for $10,000 or less, you and Path may mutually agree, subject to the arbitration tribunal's view, on an appropriate manner to conduct the arbitration to ensure the fair, expeditious, economical and final determination of the dispute.
If the arbitration tribunal finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose, in such case, you agree to reimburse Path for all costs of the arbitration as defined by the SIAC Rules.
Regardless of the manner in which the arbitration is conducted, the decision by the arbitration tribunal, including its decision on the award, the costs of arbitration, and party's legal and other costs, shall be final and binding.
YOU AND PATH AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Path agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
In the event that Path makes any future change to this arbitration provision (other than a change to Path's address for Notice), you may reject any such change by sending us written notice within 30 days of the change to Path's address for Notice, in which case your Account shall be immediately terminated and this arbitration provision, as in effect immediately prior to the amendments you reject shall survive.
If the class action waiver two paragraph(s) above is found to be unenforceable or if the entirety of this Dispute Resolution and Arbitration section is found to be unenforceable, then the entirety of this Dispute Resolution and Arbitration section shall be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in in the General section shall govern any action arising out of or related to the Terms.
CONSENT TO ELECTRONIC COMMUNICATIONS
QUESTIONS & CONTACT INFORMATION
The Services are offered by Path Mobile Inc Pte. Ltd., located at 22 Malacca Street, #07-02 RB Capital Building, Singapore 048980. Please contact us if you have any questions about our Terms. You may contact us by sending correspondence to the foregoing address or by emailing us at email@example.com.
Effective Date: January 31, 2016