Hayti Terms of Service
Last Updated: May 1, 2023
Welcome to Hayti. Hayti, LLC (“Hayti”, “we”, “us” or “our”), provides a platform in which content (directly or via links) is viewable by our members and listeners via our Hayti™ Mobile App and Website.
These terms of service (the “Terms”) are an agreement between you and us and set forth the terms and conditions by which you may access and use our app, website, services, applications, products and content (that include but are not limited to the Platform) (collectively, the “Services”). Our Services are provided for private, non-commercial use. For purposes of these Terms, “you” and “your” means you as the user of the Services.
The Terms form a legally binding agreement between you and us. Please take the time to read them carefully.
1. Accepting the Terms
If you are accessing or using the Services on behalf of a business or entity, then: (a) “you” and “your” includes you and that business or entity; (b) you represent and warrant that you are an authorized representative of the business or entity with the authority to bind the entity to these Terms, and that you agree to these Terms on the entity’s behalf; and (c) your business or entity is legally and financially responsible for your access to and use of the Services as well as for the use of your account by others affiliated with your entity, including any employees, agents or contractors.
You accept the Terms by accessing or using our Services. You understand and agree that we will treat your access to or use of the Services as acceptance of the Terms from that point onwards.
You should print off or save a local copy of the Terms for your records.
2. Changes to the Terms
We amend these Terms from time to time, for instance when we update the functionality of our Services or when there are regulatory changes. We will use commercially reasonable efforts to generally notify all users of any material changes to these Terms, such as through a notice on our Platform, however, you should look at the Terms regularly to check for such changes. We will also update the “Last Updated” date at the top of these Terms, which reflect the effective date of such Terms. Your continued access to or use of the Services after the date of the new Terms constitutes your acceptance of the new Terms. If you do not agree to the new Terms, you must stop accessing or using the Services.
3. Your Account with Us
To access or use some of our Services, you must create an account with us. If so, during the registration process, you must select a username and password and provide us with accurate and up-to-date information. It is important that you maintain and promptly update your details and any other information you provide to us, to keep such information current and complete.
Hayti has several tools that allow you to record and store information. You are responsible for taking all reasonable steps to ensure that no unauthorized person shall have access to your Hayti passwords or accounts. It is your sole responsibility to: (1) control the dissemination and use of sign-in name, screen name and passwords; (2) authorize, monitor, and control access to and use of your Hayti account and password; (3) promptly inform Hayti if you believe your account or password has been compromised or if there is any other reason you need to deactivate a password. You grant Hayti and all other persons or entities involved in the operation of the Platform the right to transmit, monitor, retrieve, store, and use your information in connection with the operation of the Platform. Hayti cannot and does not assume any responsibility or liability for any information you submit, or your or third parties' use or misuse of information transmitted or received using Hayti tools and services. If you know or suspect that any third party knows your password or has accessed your account, you must promptly notify us at (email@example.com).
You agree that you are solely responsible (to us and to other users of our Services) for the activity that occurs under your account.
We reserve the right to disable your user account at any time if, in our reasonable opinion, you have failed to comply with any of the provisions of these Terms.
4. Your Access to and Use of Our Services
Your access to and use of the Services is subject to these Terms and all applicable laws and regulations. You may not:
- access or use the Services if you are not fully able and legally competent to agree to these Terms;
- modify, adapt, translate, reverse engineer, disassemble, decompile or create any derivative works based on the Services, including any files, tables or documentation (or any portion thereof) or determine or attempt to determine any source code, algorithms, methods or techniques embodied the Platform or any derivative works thereof;
- distribute, license, transfer or sell, in whole or in part, any of the Services or any derivative works thereof;
- market, rent or lease the Services for a fee or charge, or use the Platform to advertise or perform any commercial solicitation;
- interfere with or attempt to interfere with the proper working of the Services, disrupt our website or any networks connected to the Services, or bypass any measures we may use to prevent or restrict access to the Services;
- incorporate the Platform or any portion thereof into any other program or product. We reserve the right to refuse service, terminate accounts or limit access to the Services in our sole discretion;
- use automated scripts to collect information from or otherwise interact with the Services;
- impersonate any person or entity, or falsely state or otherwise misrepresent you or your affiliation with any person or entity, including giving the impression that any content you upload, post, transmit, distribute, or otherwise make available emanates from the Services;
- intimidate or harass another, or promote sexually explicit material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
- use or attempt to use another’s account, service, or system without authorization from Hayti, or create a false identity on the Services;
- use the Services in a manner that may create a conflict of interest or undermine the purposes of the Services, such as trading reviews with other users or writing or soliciting shill reviews;
- use the Services to upload, transmit, distribute, store, or otherwise make available in any way (including for the purposes of creating and/or streaming content):
- files that contain viruses, trojans, worms, logic bombs, or other material that is malicious or technologically harmful;
- any unsolicited unauthorized advertising, solicitations, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other prohibited form of solicitation;
- any private information of any third party, including addresses, phone numbers, email addresses, numbers, and features in the personal identity document (e.g., Passport numbers, credit card numbers, etc…);
- any content which does or may infringe any copyright, trademark, or other intellectual property or privacy rights of any other person;
- any content which is defamatory of any person, obscene, offensive, hateful, or inflammatory;
- any content that would constitute, encourage or provide instructions for a criminal offense, dangerous activities, or self-harm;
- any content that is deliberately designed to provoke or antagonize people, especially trolling, or is intended to harass, scare, distress, embarrass, or upset people;
- any content that contains a threat of any kind, including threats of physical violence;
- any content that is racist or discriminatory, including discrimination on the basis of someone’s race, religion, age, gender, disability, or sexuality;
- any answers, responses, comments, opinions, analysis, or recommendations that you are not properly licensed or otherwise qualified to provide; or
- content that, in the sole judgment of Hayti, is objectionable or which restricts or inhibits any other person from using the Services, or which may expose Hayti, the Services, or its users to any harm or liability of any type.
We reserve the right, at any time and without prior notice, to remove or disable access to content at our discretion for any reason. Some of the reasons we may remove or disable access to content may include finding the content objectionable, in violation of these Terms, or otherwise harmful to the Services or our users.
5. Intellectual Property Rights
We respect intellectual property rights and ask you to do the same. As a condition of your access to and use of the Services, you agree not to use the Services to infringe any intellectual property rights. We reserve the right, with or without notice, at any time and in our sole discretion to block access to and/or terminate the accounts of any user who infringes or is alleged to infringe any copyrights or other intellectual property rights.
6. Your Use of Hayti Content
As between you and Hayti (except User Content (as defined below)), content on the Services, including the text, software, logos, patents, trademarks, service marks, copyrights, scripts, photographs, audio, videos, music, images, graphics, illustrations, and “look and feel” of the Services, and all intellectual property rights related thereto, are either owned or licensed by Hayti, subject to copyright and other intellectual property rights under the law. However, you or your licensors own any User Content that you upload or transmit through the Services.
Hayti Content is provided to you AS IS. You may access Hayti Content for your information and personal use solely as intended through the provided functionality of the Services and as permitted under these Terms of Service.
Use of Hayti Content or materials from the Services for any purpose not expressly permitted by these Terms is strictly prohibited. You shall not download any Hayti Content unless you see a “download” or similar link displayed by Hayti on the Services for that Hayti Content. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Hayti Content for any purpose whatsoever without our or, where applicable, our licensors’ prior written consent. We and our licensors reserve all rights not expressly granted in and to their content.
Subject to the terms and conditions of these Terms, you are hereby granted a non-exclusive, limited, non-transferable, non-sublicensable, revocable license to access and use the Services, including to download the Platform on a permitted device, and to access the Hayti Content through your use of the Services. Hayti reserves all rights not expressly granted herein in the Services and the Hayti Content. You acknowledge and agree that Hayti may terminate this license at any time for any reason or for no reason at all.
You acknowledge and agree that when you view content provided by others from the Services (including any User Content), you are doing so at your own risk. The content from our Services is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action based on the content on our Services.
We make no representations, warranties or guarantees, whether explicit or implied, that any Hayti Content (including User Content) is accurate, safe, complete or up-to-date. Where our Platform and/or Services contain links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the content of such sites or resources. Such links should not be interpreted as approval by us of those linked websites or any information you may obtain from them. You acknowledge that we have no obligation to pre-screen, monitor, review, or edit any content posted by you and other users on the Platform (including User Content). You further understand and acknowledge that you may be exposed to Hayti Content (including User Content) that is 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 Hayti with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless Hayti, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your use of the Services.
You agree to defend, indemnify, and hold harmless Hayti, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from any and all claims, liabilities, costs, and expenses, including, but not limited to, attorneys’ fees and expenses, arising out of a breach by you or any user of your account of these Terms or arising out of a breach of your obligations, representation and warranties under these Terms.
8. Exclusion of Warranties
NOTHING IN THESE TERMS SHALL AFFECT ANY STATUTORY RIGHTS THAT YOU CANNOT CONTRACTUALLY AGREE TO ALTER OR WAIVE AND ARE LEGALLY ALWAYS ENTITLED TO AS A CONSUMER.
THE SERVICES ARE PROVIDED “AS IS” AND WE MAKE NO WARRANTY OR REPRESENTATION TO YOU WITH RESPECT TO THEM. IN PARTICULAR, WE DO NOT REPRESENT OR WARRANT TO YOU THAT:
YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS;YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE FROM ERROR;ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; ANDDEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.NO CONDITIONS, WARRANTIES OR OTHER TERMS (INCLUDING ANY IMPLIED TERMS AS TO SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION) APPLY TO THE SERVICES EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TERMS. WE MAY CHANGE, SUSPEND, WITHDRAW OR RESTRICT THE AVAILABILITY OF ALL OR ANY PART OF OUR PLATFORM FOR BUSINESS AND OPERATIONAL REASONS AT ANY TIME WITHOUT NOTICE.
9. Limitation of Liability
NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT OUR LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. THIS INCLUDES LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE OR THE NEGLIGENCE OF OUR EMPLOYEES, AGENTS OR SUBCONTRACTORS AND FOR FRAUD OR FRAUDULENT MISREPRESENTATION.
SUBJECT TO THE PARAGRAPH ABOVE, WE SHALL NOT BE LIABLE TO YOU FOR:
(I) ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY); (II) ANY LOSS OF GOODWILL; (III) ANY LOSS OF OPPORTUNITY; (IV) ANY LOSS OF DATA SUFFERED BY YOU; OR (V) ANY INDIRECT OR CONSEQUENTIAL LOSSES WHICH MAY BE INCURRED BY YOU. ANY OTHER LOSS WILL BE LIMITED TO THE AMOUNT PAID BY YOU TO HAYTI WITHIN THE LAST 12 MONTHS.ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU AS A RESULT OF:ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICE;ANY CHANGES WHICH WE MAY MAKE TO THE SERVICES, OR FOR ANY TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;YOUR FAILURE TO PROVIDE US WITH ACCURATE ACCOUNT INFORMATION; ORYOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL.PLEASE NOTE THAT WE ONLY PROVIDE OUR PLATFORM FOR DOMESTIC AND PRIVATE USE. YOU AGREE NOT TO USE OUR PLATFORM FOR ANY COMMERCIAL OR BUSINESS PURPOSES, AND WE HAVE NO LIABILITY TO YOU FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, LOSS OF GOODWILL OR BUSINESS REPUTATION, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY.
THESE LIMITATIONS ON OUR LIABILITY TO YOU SHALL APPLY WHETHER OR NOT WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
YOU ARE RESPONSIBLE FOR ANY MOBILE CHARGES THAT MAY APPLY TO YOUR USE OF OUR SERVICES, INCLUDING TEXT-MESSAGING AND DATA CHARGES. IF YOU’RE UNSURE WHAT THOSE CHARGES MAY BE, YOU SHOULD ASK YOUR SERVICE PROVIDER BEFORE USING THE SERVICES.
10. Other Terms
a. Applicable Law and Jurisdiction. You expressly agree that exclusive jurisdiction for any dispute with Hayti, or in any way relating to your use of the Hayti Site or App, resides in the courts of the State of Delaware and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of the State of Delaware in connection with any such dispute including any claim involving Hayti or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers, and content providers.
These Terms and Conditions are governed by the internal substantive laws of the State of Delaware, without respect to its conflict of laws principles. If any provision of these Terms and Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms and Conditions, which shall remain in full force and effect. No waiver of any of these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or any other term or condition.
b. Entire Agreement. These Terms constitute the whole legal agreement between you and Hayti and govern your use of the Services and completely replace any prior agreements between you and Hayti in relation to the Services.
c. Links. You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to our Platform in any website that is not owned by you. The website in which you are linking must comply in all respects with the content standards set out at “Your Access to and Use of Our Services” above. We reserve the right to withdraw linking permission without notice.
d. Security. We do not guarantee that our Platform will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platform to access our Platform. You should use your own virus protection software.
e. Severability. If any court of law, having jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms, and the remaining provisions of the Terms will continue to be valid and enforceable.
Any Questions? Get in touch at (firstname.lastname@example.org)