Effective: July 10, 2019
IMPORTANT—IF YOU ARE UNDER 18 YEARS OF AGE (OR HAVE NOT REACHED THE AGE OF MAJORITY IF THAT IS NOT 18 YEARS OF AGE WHERE YOU LIVE), YOU MUST HAVE YOUR PARENT OR GUARDIAN READ THE AGREEMENT BELOW AND AGREE TO IT FOR YOU. IF YOUR PARENT OR GUARDIAN DOES NOT READ AND AGREE TO THIS, YOU MAY NOT USE THE NJOY SERVICE.
PLEASE READ THESE TERMS OF SERVICE (“AGREEMENT”) CAREFULLY BEFORE USING THE SERVICE OFFERED BY NJOY WORLDWIDE INC. (“NJOY” OR “WE” OR “US”). THIS IS A BINDING AGREEMENT BETWEEN YOU AND NJOY. BY ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY AND A PARTY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT TO THE EXCLUSION OF ALL OTHER TERMS. IF THE TERMS OF THIS AGREEMENT ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO SUCH TERMS. IF YOU DO NOT UNCONDITIONALLY AGREE TO ALL THE TERMS AND CONDITIONS OF THE AGREEMENT, YOU MAY NOT USE THE SERVICE.
NJOY IS A MOBILE COMMUNICATION AND SHOPPING SERVICE THAT ALLOWS USERS TO OFFER, SELL AND BUY PRODUCTS AND SERVICES. THE ACTUAL CONTRACT FOR SALE IS DIRECTLY BETWEEN THE SELLER AND BUYER. NJOY HAS NO CONTROL OVER AND DOES NOT GUARANTEE: THE EXISTENCE, QUALITY, SAFETY OR LEGALITY OF ITEMS ADVERTISED; THE TRUTH OR ACCURACY OF USERS' CONTENT OR LISTINGS; THE ABILITY OF SELLERS TO SELL ITEMS; THE ABILITY OF BUYERS TO PAY FOR ITEMS; OR THAT A BUYER OR SELLER WILL ACTUALLY COMPLETE A TRANSACTION OR RETURN AN ITEM.
1. Your Acceptance of Terms
1.2. If you are entering into this TOS on behalf of a company or other legal entity, you represent that you have the authority to bind such entity, its Members, and its Administrative Users to this TOS. In that case, the terms “you” or “your” shall also refer to such entity, its Members, and its Administrative Users, as applicable. If you do not have such authority, or if you do not agree with this TOS, you may not use the Service. You acknowledge that this TOS is a contract between you and nJoy and it governs your use of the Service.
1.3. You can review the most current version of the TOS at any time by visiting this page. The revised TOS will become effective on the date set forth on this page, and if you use the Service after that date, your use will constitute acceptance of the revised TOS. If any change to this TOS is not acceptable to you, your only remedy is to cancel your account and stop using the Service.
1.4. As part of the registration process for a Business Owner, you will provide a Business Owner’s email address and password for your account. You may use these credentials to invite individuals to become Administrative Users and Members (each with their own password) under your business account. You are responsible for all activities that occur under your business account, including the activities of Members.
1.5. By accessing or using the Service, you affirm that you are at least 18 years of age (or have reached the age of majority if that is not 18 years of age where you live). If you are under 13 years of age, you are not permitted to access or use the Service. If we become aware that you are using the Service even though you are under 13, we will deactivate your account.
2. Definition of the Service
The “Service(s)” means (a) nJoy’s real-time communication, selling and purchasing Service and related systems and technologies, and (b) all software (including the Software, as defined below), applications, information, stations, messages, posts, text, images, and other content made available by or on behalf of nJoy through any of the foregoing. Any modifications and new features added to the Service are also subject to this TOS. nJoy reserves the right to modify or discontinue the Service (or any Service plan) or any feature or functionality at any time without notice to you. All rights, title and interest in and to the Service and its components (including all intellectual property rights) will remain with and belong exclusively to nJoy.
As a condition to using the Service, you may be required to register with nJoy by selecting a password and providing your name and a valid email address. You will provide nJoy with accurate, complete, and updated registration information. You may not select or use the name or email of another person with the intent to impersonate that person; or use a name subject to any rights of any person other than you without appropriate authorization. nJoy reserves the right to refuse registration of or to cancel an nJoy account in its sole discretion. You will be responsible for maintaining the confidentiality of your account and password. You may not transfer your account to anyone else. Violation of any of the foregoing may result in immediate termination of your account, revocation of your ability to use the Service, and may subject you to state and federal penalties and other legal consequences.
4. Access and Use of the Service
4.1. You may access and use the Service only for lawful, authorized purposes and you shall not misuse the Service in any manner (as determined by nJoy in its sole discretion). Administrative Users shall be responsible for all actions by Members on their Business or Station. You shall comply with any codes of conduct, policies, or other notices nJoy publishes in connection with the Service. You shall immediately notify nJoy if you learn of a security breach related to the Service.
4.2. Any software that may be made available by or on behalf of nJoy in connection with the Service, including nJoy’s mobile applications, (“Software”) contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Subject to the terms and conditions of this TOS, nJoy only grants you a personal, non-sublicensable and non-exclusive license to use the object code of any Software solely in connection with the Service. Any rights not expressly granted herein are reserved.
4.3. If you are a Business Owner, nJoy reserves the right to use your business’s name as a reference for marketing or promotional purposes on the Site and in other communication with existing or potential nJoy customers. If you do not wish to be listed, please send an email to email@example.com stating so.
5. Your Information Rights and Related Responsibilities
5.1. "Your Information" means any information and content you upload, post, message, transmit or otherwise make available via the Service. Your Information includes messages and posts you send, files you upload, stations you create, your profile information and anything else you enter or upload into the Service.
5.2. In order for us to provide the Service to you, we require that you grant us certain rights with respect to Your Information. Your acceptance of this TOS gives us the permission to do so and grants us any such rights necessary to provide the service to you. This permission includes allow us to transmit, store and copy Your Information in order to display it to you and other members of your Stations or Businesses, to index it so you are able to search it, to use third-party providers (e.g., Amazon Web Service) in the operation of the Service - and the rights granted to us are extended to these third parties to the degree necessary in order for the Service to be provided.
5.3. If you send us any feedback or suggestions regarding the Service, you grant nJoy an unlimited, irrevocable, perpetual, free license to use any such feedback or suggestions for any purpose without any obligation to you.
5.4. You are solely responsible for your conduct, the content of Your Information, and all messages, uploads, stations and posts while using the Service. You acknowledge that nJoy has no obligation to monitor any information on the Service. However, nJoy may remove or disable any of Your Information that is public at any time for any reason or for no reason at all. For example, if you upload files that do not belong to you into a Station or Business, we can delete those files. We are not responsible in any way for Your Information or any other information you and your users may be able to access using the Service.
6. Agree to Receive Automated Messages
As part of the Service, you will receive communications through the Service, including messages or posts that nJoy sends you (for example emails, nJoy messages, nJoy posts, and push notifications). When a member joins a Station, for instance, the member and Station will receive a welcome message, as well as Posts and Messages to help the member utilize the Service. nJoy may also send other administrative messages. BY SIGNING UP FOR THE SERVICE, YOU AGREE TO RECEIVE COMMUNICATIONS FROM NJOY AS WELL AS ADMINISTRATIVE USERS, AND YOU REPRESENT AND WARRANT THAT EACH PERSON YOU INVITE HAS CONSENTED TO RECEIVE COMMUNICATIONS FROM YOU AND NJOY.
7.1. To the extent you use a Business Paid Service plan, you will keep your account and payment information up to date. You agree to pay nJoy in accordance with the terms set forth in the plan you choose, and you authorize nJoy or its third-party payment processors to bill your credit card or any other payment instrument nJoy accepts in advance on a periodic basis in accordance with such terms.
7.2. If you dispute any charges you must let nJoy know within sixty (60) days after the date that nJoy or its third-party payment processors bills your credit card or other payment instrument nJoy accepts. All amounts paid are non-refundable.
7.3. nJoy reserves the right to change our prices at any time. If we increase our prices for your service plan, we will provide notice of the change on the Site and in email to you at least 30 days before the change is to take effect. Your continued use of the Service after the price change goes into effect constitutes your agreement to pay the changed amount. You are responsible for all taxes associated with Service.
7.3. Please see our Fees and Payments Policy.
8. Representations and Warranties
8.1. You represent and warrant to nJoy that (i) you have full power and authority to enter into this TOS; (ii) you own all Your Information; and (iii) Your Information and your other activities in connection with the Service, and nJoy’s exercise of all rights and license granted by you herein, do not and will not violate, infringe, or misappropriate any third party’s copyright, trademark, right of privacy or publicity, or other personal or proprietary right, nor does Your Information contain any matter that is unlawful or illegal.
8.2. You also agree not to:
8.2.1. upload, post, transmit, or otherwise make available any of Your Information that is unlawful or illegal;
8.2.2. upload, post, transmit, or otherwise make available any of Your Information that is libelous, or abusive of another's privacy;
8.2.3. use the Service to harm anyone in any way, including, and without limitation, minors;
8.2.4. conduct yourself in any manner that is harassing, harmful, bullying, threatening, abusive, defamatory, libelous, or otherwise objectionable as reasonably determined by nJoy;
8.2.5. assume a false identity;
8.2.6. misrepresent your affiliation with a person or entity;
8.2.7. jeopardize the security of your or any other nJoy member’s account in any manner, for instance: providing someone else access to your account or password;
8.2.8. attempt, in any manner, to obtain the password, account, or other security information from any other user;
8.2.9. manipulate identifiers in order to disguise the origin of any of Your Information;
8.2.10. upload, post, transmit or message any of Your Information in a manner that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
8.2.11. sublicense, resell, rent, lease, transfer or assign the Service or its use;
8.2.12. make any unsolicited or unauthorized advertising on the Service;
8.2.13. upload, post, transmit, or otherwise make available any software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware through the Service;
8.2.14. interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service, including using any device or software;
8.2.15. modify, adapt, or hack the Service, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks;
8.2.16. run any form of auto-responder or “spam” on the Service, or any processes that run or are activated while you are not logged into the Service, or that otherwise interfere with the proper working of the Service (including placing an unreasonable load on the Service’ infrastructure);
8.2.17. intentionally or unintentionally violate any applicable local, state, national or international law in connection with your use of the Service;
8.2.18. use the Service to provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
8.2.19. use the Service to engage in any unlawful or illegal activities.
8.3. You acknowledge that nJoy and its designees shall have the right (but not the obligation) in their sole discretion to remove any of your information that is available via the Service. nJoy may choose to review content in Open Stations or any content messaged, uploaded or posted outside a Private Station for compliance with our policies and guidelines. We may review your information transmitted through Private Stations where we deem appropriate, including for violations of this TOS or in response to a user complaint. Without limiting the foregoing, nJoy and its designees shall have the right (but not the obligation) to remove any of Your Information that violates the TOS or is otherwise objectionable. You bear all risks associated with the use of your information.
8.4. You acknowledge, consent and agree that nJoy may access, preserve and disclose your account information and your information if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce the TOS; (iii) respond to claims that any of Your Information violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of nJoy, its users and the public.
9. Term and Termination
9.1. This TOS will continue in full effect unless and until your account or this TOS is terminated. Business Paid Service plans that are paid periodically will automatically renew for additional periods of equal length to the paid period, (ie., monthly, annually). You have the right to cancel your account at any time. Only Business Owners have the ability to cancel and delete Business accounts. Only Station Owners have the ability to cancel and delete Stations.
9.2. nJoy reserves the right to cancel and delete your account and terminate this TOS at any time for any reason, or no reason, with or without notice. nJoy reserves the right to cancel the access privileges of any Member at any time for any reason, or no reason, with or without notice. All accrued rights to payment and the terms of Section 7 and Sections 10 through 23 shall survive termination of this TOS.
10. Disclaimer of Warranties
10.1. The Service may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, or resulting from causes beyond our control.
10.2. You acknowledge that you bear sole responsibility for adequate security, protection and backup of Your information. nJoy will have no liability to you for any unauthorized access or use of any of Your information, or any corruption, deletion, destruction or loss of any of Your information.
11. As Is
THE SERVICE AND ALL RELATED COMPONENTS AND INFORMATION ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND NJOY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT NJOY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, NOR DOES NJOY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICE, AND NO INFORMATION, ADVICE OR SERVICE OBTAINED BY YOU FROM NJOY OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS TOS.
NJOY ALSO DISCLAIMS ANY AND ALL LIABILITY THAT ARISES OUT OF OR RELATING TO ANY CONTENT, INCLUDING VENDOR CONTENT, INCLUDED IN THE SERVICE. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU WILL ADVISE ANY END USER OR OTHER THIRD PARTY ACCESSING THE SERVICE NJOY PROVIDES TO YOU THAT THEIR USE OF OR RELIANCE UPON ANY RECOMMENDATIONS OR OTHER CONTENT OR INFORMATION FURNISHED BY MEANS OF THE SERVICE IS AT SUCH END USER’S OR OTHER THIRD PARTY’S OWN RISK.
12. Limitation of Liability
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT WILL NJOY OR ITS SUPPLIERS OR ITS SERVICE PROVIDERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE WITH RESPECT TO THE SERVICE OR THE SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY:
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHICH MEANS THAT SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, NJOY’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
13. Dispute Resolution/Arbitration
Please Read This Following Clause Carefully – It May Significantly Affect Your Legal Right Rights, Including Your Right to File a Lawsuit in Court.
13.1. Initial dispute Resolution: Most concerns may be quickly resolved in this manner. The parties shall use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation and good faith negotiations, which shall be a precondition to either party initiating arbitration.
13.2. Agreement to Binding Arbitration: If the parties do not reach an agreed upon solution with a period of thirty (30) days from the time informal dispute resolution is pursued, then either party may initiate binding arbitration. All claims arising out of or relating to this agreement (including its formation, performance and breach), the parties’ relationship with each other and/or your use of the Website shall be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with the provisions of AAA’s Consumer Arbitration Rules, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this agreement, including, but not limited to any claim that all or any part of this agreement is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in court under law or in equity. The arbitrator’s award shall be final and binding on the parties and may be entered as a judgment in any court of competent jurisdiction, subject to review in accordance with applicable statutes governing arbitration awards. The interpretation and enforcement of this agreement shall be governed by the Federal Arbitration Act.
13.3. THE AAA’S RULES GOVERNING THE ARBITRATION MAY BE ACCESSED AT WWW.ADR.ORG OR BY CALLING THE AAA AT 1.800.778.7879. TO THE EXTENT THE FILING FEE FOR THE ARBITRATION EXCEEDS THE COST OF FILING A LAWSUIT, WE WILL PAY THE ADDITIONAL COST. A REQUEST FOR PAYMENT OF FEES SHOULD BE SUBMITTED TO AAA ALONG WITH YOUR FORM FOR INITIATING THE ARBITRATION, AND WE WILL MAKE ARRANGEMENTS TO PAY ALL NECESSARY FEES DIRECTLY TO AAA. IF THE ARBITRATOR FINDS THE ARBITRATION TO BE NON-FRIVOLOUS, WE WILL PAY ALL OF THE ACTUAL FILING AND ARBITRATOR FEES FOR THE ARBITRATION, PROVIDED YOUR CLAIM DOES NOT EXCEED $75,000. THE ARBITRATION RULES ALSO PERMIT YOU TO RECOVER ATTORNEY’S FEES IN CERTAIN CIRCUMSTANCES.
13.4. THE PARTIES UNDERSTAND THAT, ABSENT THIS MANDATORY PROVISION, THEY WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. THEY FURTHER UNDERSTAND THAT, IN SOME INSTANCES, THE COSTS OF ARBITRATION COULD EXCEED THE COSTS OF LITIGATION AND THE RIGHT TO DISCOVERY MAY BE MORE LIMITED IN ARBITRATION THAN IN CIVIL COURT.
13.5. Class Action and Class Arbitration Waiver. The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and parties shall be deemed to have not agreed to arbitrate disputes.
13.6. Exception – Small Claims Court Claims. Notwithstanding the parties’ agreement to resolve all disputes through arbitration, either party may seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
13.7. 30-Day Right To Opt-Out. You have the right to opt out and not be bound by the arbitration provision provided above. If you do not wish to be bound by this arbitration clause, you must notify the Company in writing within 30 days after registering to use the Company website, or your rejection of arbitration will not be effective. You must send your request to: firstname.lastname@example.org. Your request must include your telephone number(s) and a clear statement of your intent, such as "I reject the arbitration clause stated in the Company’s Website Terms and Conditions.” Please be aware that if you exercise your right to opt-out, the Company also will not be bound by the arbitration provision.
13.8. Exclusive Venue For Litigation. To the extent that the arbitration provisions set forth above do not apply, the parties agree that any litigation between them shall be filed exclusively in state or federal court located in Los Angeles, California (except for small claims court actions which may be brought in the county where you reside). The parties expressly consent to exclusive jurisdiction in Los Angeles, California for any litigation other than small claims court actions.
14. Statute of Limitations
Regardless of any statute or law to the contrary or the applicable dispute resolution process, an informal complaint pertaining to any Claim or cause of action arising out of or related to use of the Service or under the TOS must be filed with nJoy within one (1) year after such Claim or cause of action arose or be forever barred. For Claims pursuant to the exceptions identified in Section 10.4, these Claims must be filed with the appropriate court within three (3) years after such claim or cause of action arose or be forever barred.
15. Notice and Procedure for Making Claims of Copyright or Intellectual Property Infringement
15.1. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide nJoy's Copyright Agent the following information:
You can reach nJoy's Agent for Notice of claims of copyright or other intellectual property infringement:
Attn: Copyright Agent
9663 Santa Monica Blvd., #331
Beverly Hills, California 90210
You shall defend, indemnify, and hold nJoy (including our affiliates and subsidiaries, as well as our and their respective officers, directors, employees, agents) harmless from and against any and all claims, actions, proceedings, suits, liabilities, damages, settlements, penalties, fines, costs and demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of this TOS, any of your information, any of your products or services, or your (and your Members’) use or misuse of the Service or any claims that any content or information you provide infringes the intellectual property or other proprietary rights of any third party. nJoy shall provide notice to you of any such claim, suit or demand. nJoy reserves the right to conduct the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting nJoy’s defense of such matters.
If any provision of this TOS is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this TOS will otherwise remain in full force and effect and enforceable.
18. Integration, Modification, and Authority
This TOS is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this TOS. All waivers and modifications to this TOS must be in a writing signed by both parties that expressly by its terms modifies or waives a provision of this TOS, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this TOS and you do not have any authority of any kind to bind nJoy in any respect whatsoever.
You may not assign this TOS without the prior written consent of nJoy, except, if you are a company or other legal entity, you may assign this TOS in connection with a merger, re-organization or acquisition of all or a substantial portion of your assets by another company, but only upon 30-days prior notice to nJoy. nJoy may assign or transfer this TOS, in whole or in part, without restriction.
Except as otherwise set forth herein, all notices under this TOS will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.
21. Choice of Law and Forum
The TOS and the relationship between the parties shall be governed by the laws of the State of California without regard to its conflict of law.
22. Waiver and Severability of Terms
The failure of nJoy to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision.
23. No Right of Survivorship and Non-Transferability
If you are a living person, you agree that your account is non-transferable and your rights to the content within your account terminate upon your death, however the content may thereafter be available and accessible to Station members and Business members.