TERMS OF SERVICE

These Terms of Service (“Terms”) are a LEGAL and BINDING AGREEMENT between you and Vibelyst, Inc. (“Vibelyst”). Please review these Terms fully before you access and/or use Vibelyst’s website located at http://www.vibelyst.com (“Website”), Vibelyst’s Blog located at http://www.vibelystblog.com (“Blog”), the Dapper application (“Dapper”), and/or any of Vibelyst’s social media sites (“Social Media Sites”). As used in these Terms, the word “Sites” shall include Vibelyst’s Website, Blog, Social Media Sites and Dapper. BY ACCESSING, DOWNLOADING AND/OR USING ANY OF VIBELYST’S SITES, YOU AGREE TO BE BOUND BY THESE TERMS. You are also bound to any additional terms, conditions and disclaimers that may be posted with respect to individual sections of any of the Sites. The additional terms and conditions include without limitation Vibelyst’s Privacy Policy located at: https://www.vibelyst.com/privacy (the “Privacy Policy”). In addition, you agree to be bound by the terms and conditions, privacy and/or other policies of any of the social media sites and platforms (the “Social Media Platform Rules”) on which Vibelyst’s Social Media Sites reside.

If you do not agree to these Terms and/or the Privacy Policy, you are directed to discontinue accessing and using the Sites. If you are dissatisfied with any of the Content or User Content contained in Vibelyst’s Sites, your sole and exclusive remedy is to discontinue accessing and using Vibelyst’s Sites immediately. Please note that this or any part of these Terms may be changed or updated by Vibelyst from time to time without notice to you. Your continued access or use of the Sites after such changes or updates indicates your acceptance of the Terms as changed or updated.  It is your responsibility to review these Terms regularly. These Terms were last updated on June 7, 2018.

Vibelyst Content and User Content

The Sites including without limitation their operating source code, functionality and look and feel are owned and operated by Vibelyst. Vibelyst owns and/or licenses all of the Content that is featured, displayed, or contained on Vibelyst’s Sites including without limitation user reviews, user profiles, posts, articles, comments, software applications and all other information whatsoever in any and every format now existing or that may be created in the future including without limitation text, graphic designs, still images, videos, audio and multimedia (collectively, the “Content”). “User Content” means all information, posts, reviews, user profiles, behavioral data, narratives and comments that you or any other user of the Sites post, submit, or otherwise transmit and/or upload to any of the Sites.

Your access to and use of Vibelyst’s Sites, all Content and all User Content are also subject to all applicable laws and regulations. 

By submitting any User Content and/or your name, screen name, handle, telephone number, email address, physical address, social media usernames and passwords, and/or any other personal information to the Sites, you represent and warrant to Vibelyst as follows: you own the full and exclusive right to utilize and license any and all User Content; such User Content does not infringe the copyright and other intellectual property right or other right of any party; and none of the User Content that you directly or indirectly post, submit or otherwise transmit and/or upload to any of Vibelyst’s Sites shall be subject to any obligation on the part of Vibelyst, whatsoever, including without limitation confidentiality, attribution or otherwise.  Vibelyst shall not be liable whatsoever for any use or disclosure of any User Content, whether intentional, inadvertent, resulting from hacking or otherwise.

You agree to assume full and sole responsibility for any and all User Content that you directly or indirectly post, share, submit or otherwise transmit and/or upload to any of Vibelyst’s Sites. You agree to maintain any and all copyright, trademark, other intellectual property and/or other proprietary or other notices embedded in or attached to any User Content that you directly or indirectly post, submit or otherwise transmit and/or upload to any of Vibelyst’s Sites.

You hereby automatically and immediately grant to Vibelyst a fully-paid, royalty-free, worldwide, perpetual, sublicensable, irrevocable license to use, post, edit, modify, redact, advertise, promote, host, cache, copy, display, transmit, upload, transfer, control, download, record and/or otherwise deal with or exploit such User Content for any and all purposes whatsoever. You agree that neither you nor any other party shall be entitled to receive any payment, royalty, license fee and/or remuneration for Vibelyst’s exercise or non-exercise of its rights under such license.

Requirements to Use and Access the Sites

You are solely responsible for any and all acts and omissions that occur during or relating to your access and/or use of Vibelyst’s Sites. You agree not to access or use any of Vibelyst’s Sites in any way that is unacceptable or illegal, as determined by Vibelyst in its sole and absolute discretion.  Specifically and without limitation, you agree not to do or attempt to do any of the following things:

  1. Directly or indirectly submit User Content or any other material in any medium whatsoever that may be abusive, obscene, defamatory, harassing, grossly offensive, vulgar, profane, threatening, malicious, unlawful, invasive of privacy or publicity rights, intended to be used for any unlawful purpose, fraudulent, false or misleading, assists, incites, instructs, promotes or otherwise encourages violence or any illegal activity, actually or potentially infringes the copyright, trademark, patent, trade secret, privacy, publicity, or any other right of any person or entity including Vibelyst, violates any applicable law, statute, ordinance, regulation or guideline (including without limitation applicable laws, statutes, ordinances, regulations or guidelines concerning anti-discrimination, export controls, false advertising or unfair competition) or may give rise to civil liability.
  2. Directly or indirectly modify, adapt, sub-license, translate, sell, reverse engineer, decompile, re-create, and/or disassemble any portion of the Sites or their source codes or attempt to do any of the foregoing.
  3. Directly or indirectly remove or change any copyright, trademark, other intellectual property or other proprietary notices contained in Vibelyst’s Sites or embedded in or attached to any Content and/or User Content.
  4. Directly or indirectly create a false identity or otherwise attempt to mislead any person as to your identity or the origin of any communication, including without limitation User Content.
  5. Directly or indirectly post or transmit “spam,” unsolicited email, text or any other messages in any medium whatsoever, or any other unsolicited commercial or other communication of any kind whatsoever other than in connection with your appropriate use of the Sites, as determined by Vibelyst in its sole and absolute discretion.
  6. Directly or indirectly express or imply that any statements you make and/or any User Content that you submitted are endorsed by Vibelyst.
  7. Directly or indirectly “hack” or deface, in any way and to any extent, all or any portion of any of Vibelyst’s Sites or directly or indirectly facilitate such hacking or defacing or attempt to do any of the foregoing.
  8. Directly or indirectly interfere with, disrupt, and/or gain unauthorized access to other user accounts on any of Vibelyst’s Sites or any other computer network or attempt to do any of the foregoing.
  9. Directly or indirectly post or transmit viruses, corrupted files, malware, ransomware, spyware, Trojan horses, worms, defects, phishing, date bombs, time bombs, bugs, executables computer codes, scripts, applications and/or programs or other items of a destructive nature that may damage, expropriate, intercept or interfere with any data, information, property or system of any person or entity (including Vibelyst) or that may damage or interfere with access to and/or use of the Sites by any person or entity (collectively, “Virus”) or attempt to do any of the foregoing.
  10. Access and/or use the Sites or any type of the software or equipment that could in any manner damage, disable, overburden, impair or otherwise interfere with or disrupt access to or use of the Sites by any person or entity or attempt to do any of the foregoing.
  11. Directly or indirectly restrict or inhibit any other person from using or accessing any of Vibelyst’s Sites or attempt to do any of the foregoing.
  12. Except as otherwise expressly permitted by Vibelyst, these Terms of Service and/or the Privacy Policy, directly or indirectly reproduce, distribute, modify, sell, license, sub-license, rent, transfer, exploit and/or re-post any Content or User Content on any websites, social media sites or computer networks other than Vibelyst’s Sites or attempt to do any of the foregoing.
  13. Except as otherwise expressly permitted by Vibelyst, these Terms of Service and/or Privacy Policy, directly or indirectly frame, mirror or deep link any portion of any of Vibelyst’s Sites on any other website, social media site, intranet, internet or any other computer network or attempt to do any of the foregoing.
  14. Directly or indirectly engage in data extraction, data analysis, data management, predictive analytics, data dredging, data snooping, phishing, data modeling, data classification, data reproduction, behavioral analysis, data surveys and/or data mining or attempt to do any of the foregoing.
  15. Directly or indirectly transfer, store or otherwise utilize or affect any Content and/or User Content residing or exchanged over any of Vibelyst’s Sites in any electronic network including without limitation a peer-to-peer network for use by more than one user or attempt to do any of the foregoing.
  16. Directly or indirectly collect, use and/or store any information about other users of any of Vibelyst’s Sites, whether the information is personally identifiable, de-identified and/or aggregated with information concerning other people, including without limitation other users of the Sites or attempt to do any of the foregoing.
  17. Use the Vibelyst domain name as a false or disguised return email address.
  18. Directly or i

Should a user of the Sites fail to comply with the foregoing, such user’s license to use the Sites shall immediately and automatically terminate. If Vibelyst believes, in its sole and absolute discretion, that any user is engaging in any activity which: (i) is unlawful, (ii) breaches the Terms, the Privacy Policy or the Social Media Platform Rules, (iii) may directly or indirectly restrict or inhibit any other user from using or accessing Vibelyst’s Sites or (iv) Vibelyst does not want on its Sites, Vibelyst may remove any such activity and may also terminate, suspend and/or limit such user’s account(s) and/or access to the Sites without notice.

ANY DIRECT OR INDIRECT ATTEMPT BY ANY PERSON TO DAMAGE ANY OR ALL OF VIBELYST’S SITES MAY BE A VIOLATION OF APPLICABLE CRIMINAL AND/OR CIVIL LAWS. IF YOU MAKE ANY SUCH ATTEMPT, VIBELYST RESERVES THE RIGHT TO SEEK MONETARY DAMAGES AND ALL OTHER AVAILABLE RELIEF FROM YOU, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Copyrights, Trademarks and Copyright Agent

Vibelyst’s Sites and all Content and User Content contained on and/or submitted to Vibelyst’s Sites are protected by United States and international copyright and trademark laws and all other applicable laws. All copyrights and trademarks which are not the property of Vibelyst that are used or referred to on Vibelyst’s Sites are the property of their respective owners. Nothing contained in Vibelyst’s Sites shall be construed as granting any license or any other rights to any copyright, trademark, patent or other property of Vibelyst or any other person or entity, whether by implication, laches, estoppel, explicit grant or otherwise. The Content is proprietary and is the sole and exclusive property of Vibelyst. ANY UNAUTHORIZED USE OF CONTENT, USER CONTENT AND/OR OTHER MATERIALS ON VIBELYST’S SITES SHALL BE A VIOLATION OF THESE TERMS AND MAY VIOLATE APPLICABLE LAWS AND/OR SOCIAL MEDIA PLATFORM RULES.

Pursuant to Title 17, United States Code, Section 512, notifications of claimed copyright infringement on any of the Sites should be sent to Vibelyst’s designated agent. If you believe that your User Content or other materials have been used in a way that may constitute copyright infringement, you should promptly furnish the following information by written notice to Vibelyst’s designated agent:

a.   An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

b.   A description of the copyrighted work that you claim has been infringed;

c.   A description of the location on the Sites where the material that you claim is infringing is located;

d.   Your name, address, telephone number and email address;

e.   A written 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; and

f.   A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Vibelyst’s designated agent for notice of claims of copyright infringement on any of the Sites is its copyright agent, who may be reached as follows:

By Mail

Vibelyst, Inc.

Attn: William Ryu

12 West 32nd Street

Room 606

New York, NY 10001

                        (646) 741-5000

 

By Email

will.ryu@vibelyst.com

 

Vibelyst has adopted and reasonably implemented a policy that provides for the termination in appropriate circumstances of users of the Sites who are repeat infringers of copyright.

Disclaimer of Warranty; Limitation of Liability

The Sites and all Content and User Content posted on any of the Sites and/or delivered to you from, through, or via any of the Sites is provided to you “as is”, without any warranties of any kind, express or implied, including without limitation warranties of title or implied warranties of merchantability or fitness for a particular purpose by Vibelyst or any of its affiliates, members, managers, officers, employees, agents, representatives, successors, predecessors and/or assigns. Vibelyst makes no representations or warranties whatsoever about the Content, User Content and/or any other information whatsoever contained on Vibelyst’s Sites, and Vibelyst shall not have any responsibility or liability to you and/or to any other person or entity for same. You agree and understand that you must evaluate and bear all risks associated with accessing and/or using any of Vibelyst’s Sites, including without limitation, those risks associated with reliance on the accuracy, thoroughness or utility of any Content, User Content and/or any other information whatsoever.

You agree that, except as otherwise expressly stated in these Terms, Vibelyst’s maximum liability arising from any use of any of Vibelyst’s Sites under any circumstances shall be limited to the aggregate sum of U.S. $100.00, to the greatest extent permitted by applicable laws. (Some jurisdictions do not allow the exclusion or limitation of incidental, consequential or other damages, so this exclusion or limitation may not apply to you.)

IN NO EVENT WILL VIBELYST, ITS SUBSIDIARIES AND AFFILIATES, AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUCCESSORS, PREDECESSORS AND ASSIGNS BE LIABLE FOR SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES OR ANY DAMAGES WHATSOEVER FOR LOST OR ANTICIPATED PROFITS, DELAY DAMAGES OR LOSS OF DATA RELATED TO ANY INFORMATION, CONTENT OR USER CONTENT LOCATED ON OR TRANSMITTED TO, THROUGH AND/OR FROM VIBELYST’S SITES INCLUDING WITHOUT LIMITATION THE ACCURACY THEREOF; OR FOR YOUR RELIANCE ON ANY CONTENT, USER CONTENT AND/OR ANY OTHER INFORMATION WHATSOEVER THAT IS LOCATED OR TRANSMITTED TO, THROUGH AND/OR FROM VIBELYST’S SITES, WHETHER BASED ON CONTRACT, NEGLIGENCE, TORT, EQUITY OR ANY OTHER FORM OF RELIEF OR ACTION, OR WHETHER OR NOT ARISING OUT OF OR IN CONNECTION WITH THE USE OF ANY CONTENT, USER CONTENT AND/OR ANY OTHER INFORMATION WHATSOEVER ACCESSIBLE FROM VIBELYST’S SITES, OR WHETHER OR NOT SUCH ALLEGED DAMAGES ARE ALLEGED TO HAVE BEEN CAUSED BY ERRORS, VIRUSES, HARMFUL MATERIAL, OMISSIONS, NEGLIGENCE OR IN ANY OTHER MANNER WHATSOEVER IN CONNECTION WITH THE CONTENT, USER CONTENT AND/OR ANY OTHER INFORMATION CONTAINED ON ANY OF VIBELYST’S SITES, EVEN IF SUCH DAMAGES WERE FORESEEABLE.

Vibelyst expressly disclaims any responsibility or liability whatsoever based upon or arising out of a violation of these Terms or the Privacy Policy by any user of Vibelyst’s Sites.

By your access and/or use of Vibelyst’s Sites and as a material condition of such access and/or use, you represent and warrant to Vibelyst that you are at least thirteen (13) years old. By your acceptance of these Terms, you represent and warrant to Vibelyst that you are at least eighteen (18) years old or if you are a minor, that your parent or legal guardian has accepted these Terms on your behalf. You also represent and warrant to Vibelyst that you have provided accurate and complete information in all of your communications with Vibelyst including without limitation your username, password and user profile, if any.

Vibelyst is not responsible for any errors or omissions in postings on or submissions to Vibelyst’s Sites or for any results obtained from the use of any Content, User Content and/or any other information whatsoever that is accessible on or from the Sites. Vibelyst strives to provide accurate information and Content. However, Vibelyst cannot and does not make any promises, representations, warranties or guarantees about the accuracy, completeness or adequacy of the Content, User Content or other information accessible on or from Vibelyst’s Sites. VIBELYST CANNOT AND DOES NOT PROMISE, WARRANT, REPRESENT OR GUARANTEE THAT ANY CONTENT, USER CONTENT AND/OR ANY OTHER INFORMATION IS APPROPRIATE FOR YOU OR ANY OTHER USER, PERSON OR ENTITY.

In no event shall Vibelyst be liable for any damage whatsoever to your computer hardware, software applications, mobile devices, wearable devices, Internet of Things devices, networks and/or any other technology or property that may occur on account of your access to or use of Vibelyst’s Sites or your downloading of Content, User Content or any other information or materials from or through Vibelyst’s Sites, whether caused by a Virus or any other reason or cause. Content, User Content and other information contained on Vibelyst’s Sites may contain technical inaccuracies and/or typographical or other errors, for which Vibelyst expressly disclaims any and all liability and responsibility. The Content, User Content and any and all other information contained on Vibelyst’s Sites may be changed at any time without any prior notification.

Vibelyst does not routinely monitor Vibelyst’s Sites, User Content or other information that is posted by any person or entity (other than Vibelyst) to the reviews pages, profiles pages, messaging pages, and any and all other sections of the Sites. However, Vibelyst reserves the absolute and unconditional right to monitor Vibelyst’s Sites and to edit, modify, remove, redact, consolidate and/or clarify any User Content and/or other information that Vibelyst in its sole and absolute discretion considers to be inappropriate, unlawful and/or for any other reason whatsoever. Vibelyst’s exercise of such reserved rights shall not create any obligation whatsoever for Vibelyst to continue any such monitoring, editing, modifying, removing, redacting, consolidating or clarifying.

Third Party Content

Vibelyst’s Sites may provide hyperlinks to and/or other methods of viewing or accessing other web pages, websites, links, social media sites and platforms, applications and other resources that are available on the Internet (collectively, “Third Party Content”). Vibelyst has no control over any Third Party Content that you access or use via such hyperlinks or otherwise. Vibelyst expressly disclaims any and all responsibility for any Third Party Content or for the consequences of your access or use of any Third Party Content, or for any content, advertising, goods, services, information or other materials on or available from such Third Party Content.  Vibelyst makes no covenants, warranties or representations whatsoever about any of the foregoing. All Third Party Content is provided to users on an “as is, where is” basis, solely as a convenience to our users. You acknowledge and agree that Vibelyst shall not be responsible or liable for any damage or loss of any kind whatsoever caused or alleged to have been caused in connection with your use of or reliance on any Third Party Content or any advertising, goods, services, information or other materials that may be available on or through any such Third Party Content. 

It is your sole responsibility to take any and all precautions that you deem necessary and/or appropriate to ensure that any Third Party Content that you may choose to access and use is safe, appropriate for you and/or any other person (including children) viewing such Third Party Content who is accompanying you and/or does not contain any inaccuracies, omissions Viruses and/or other items of a destructive nature. Vibelyst shall have no liability whatsoever for any of the foregoing matters.

Use of Vibelyst’s Social Media Sites

It is your sole responsibility to read and comply with the Social Media Platform Rules.  In no event shall Vibelyst be responsible in any way for your violation of any of the Social Media Platform Rules. Your use of Vibelyst’s Social Media Sites shall be subject to all of the following: (1) these Terms; (2) Vibelyst’s Privacy Policy; and (3) the Social Media Platform Rules.

The Vibelyst Blog

Vibelyst’s Blog contains an interactive blog for users of the Website. Information on the Blog is provided by Vibelyst’s staff and other contributors, some of whom are people who may not otherwise be connected with Vibelyst. You acknowledge that a large volume of information is available on Vibelyst’s Blog, and that people participating on the Blog may post User Content, messages or make statements whether intentionally or unintentionally that are inaccurate, misleading or deceptive. Vibelyst neither endorses nor is responsible for such messages or statements, or for any opinion, advice information, or other statement made or displayed on the Blog by third parties.

Opinions, comments and other statements expressed by users of the Blog are theirs alone, and are not opinions or the responsibility of Vibelyst. User Content is the sole responsibility of the users who post or upload such User Content and their accuracy and completeness are not endorsed or guaranteed by Vibelyst. Vibelyst is not responsible for any errors or omissions in posting on the Blog, for hyperlinks embedded in posts, messages or other User Content, or for any results obtained from the use of such information.

You acknowledge that due to the immediate nature of the Internet, Vibelyst may not censor, approve, edit or endorse information placed on the Blog by its users. Vibelyst cannot and does not guarantee or warrant that inappropriate or illegal material will not be posted on the Blog.

You understand that by accessing and using the Blog, you may be exposed to Content or User Content that may offend you. Your sole and exclusive remedy is to avoid such Content or User Content by discontinuing your access and use of the Blog.

Vibelyst reserves the right to monitor the Blog and to remove any information that Vibelyst (in its sole and absolute discretion) considers to be inappropriate or unlawful. The exercise of such rights does not create an obligation for Vibelyst to monitor, screen, or edit the Blog in any way.

 

 

Vibelyst Reviews Pages

Vibelyst’s Website allows users who register with the Website to post reviews for other users of the Website (the “Reviews Pages”). The Reviews Pages are designed to permit users to share their personal opinions about matters of their own choosing. As previously indicated in these Terms, users shall not directly or indirectly submit User Content or any other material, including without limitation on any Review Pages, that may be abusive, obscene, defamatory, harassing, grossly offensive, vulgar, profane, threatening, abusive, malicious, unlawful, or invasive of privacy or publicity rights, among other prohibited activity detailed in these Terms. Information contained in the Reviews Pages may be provided to the Website by other contributors, some of whom may use anonymous and/or pseudonymous screen names and/or may not otherwise be connected with Vibelyst.

You acknowledge that a large volume of information is available on Vibelyst’s Sites including on the Reviews Pages, and that users participating on the Sites including on the Reviews Pages may intentionally or unintentionally post User Content, messages or make statements that are inaccurate, misleading, incomplete or deceptive. Vibelyst neither endorses nor is responsible for any User Content, messages or statements or for any opinion, advice, information, or other statement uploaded to and/or accessible on the Sites including on the Reviews Pages. Opinions, comments and other statements expressed by users of the Sites, including on the Social Media Sites and the Reviews Pages, are theirs alone and are not opinions or the responsibility of Vibelyst. User Content is the sole responsibility of the users who post or upload such User Content and their accuracy and completeness are not endorsed or guaranteed by Vibelyst. Vibelyst is not responsible for any errors or omissions in postings on the Sites including on the Reviews Pages, for hyperlinks embedded in posts, messages or other User Content, or for any results obtained from the use of such information. Vibelyst is further not responsible for any dispute that arises among users, including without limitation in connection with the Review Pages.

You acknowledge that due to the immediate nature of the Internet, Vibelyst may not censor, approve, edit or endorse information uploaded, linked or made accessible on the Sites by users, including on the Social Media Sites and the Reviews Pages. Vibelyst cannot and does not guarantee or warrant that inappropriate or illegal material shall not be posted on the Sites, including on the Social Media Sites and Reviews Pages.

You understand that by accessing and using the Sites, including the Social Media Sites and Reviews Pages, you may be exposed to Content or User Content that may offend you. In such event, your sole and exclusive remedy and recourse is to avoid such Content or User Content by discontinuing your access to and use of the Sites.

Dapper Application

You agree that your use of Dapper must comply with all applicable laws and third party terms. You are solely responsible to pay any and all service and/or telecommunications provider fees for mobile Internet access to Dapper, including without limitation all applicable text messaging fees and data and other charges. Vibelyst shall not be responsible for any technical or other difficulties that you may experience when you use Dapper. Vibelyst reserves the right to modify, suspend or discontinue Dapper at any time for any reason without prior notice to you.

Dapper is accessible only to users who create a user account and provide information requested by Vibelyst for such user account (the “Dapper Users”). Among other things, Dapper Users may purchase services from Vibelyst. Each Dapper User will have a unique username and password in order to access Dapper. You shall not distribute to or share your username or password with any other person or take any other action which may compromise your user account. You are solely responsible for maintaining the confidentiality of your username and password and Vibelyst expressly disclaims any and all responsibility for any disclosure or breach of confidentiality of same. You shall be responsible for all consequences and damages arising from all uses of your username and password, whether or not authorized by you, and Vibelyst expressly disclaims any and all responsibility for same.

Each Dapper User shall be responsible for: maintaining such Dapper User’s username and password as confidential; shall not share such username and password with any other individual; and shall immediately notify Vibelyst upon becoming aware of any unauthorized access of such username and password or any other security breach in connection with such Dapper User’s Dapper account. Dapper Users who register with Dapper may receive notifications regarding Dapper services and regarding the purchase and/or re-purchase of any services on Dapper. Each Dapper User’s use of Dapper and purchase of Dapper services shall be governed by: (1) these Terms and (2) the Privacy Policy. Each Dapper User is urged to use its independent judgment to determine if Dapper’s services are suitable for its specific needs.

By placing an order for any service(s) through Dapper, you represent that you are at least eighteen (18) years of age or otherwise of legal age to enter into these Terms, and that you are forming a binding agreement with Vibelyst. You represent and warrant that you are buying services from Dapper for your own personal or household use only, and not for resale or export.

You agree that your Dapper order is an offer to buy, under these Terms, all services listed in your Dapper order. Vibelyst does not and cannot guarantee or represent the availability of any of the services listed on Dapper.

All orders must be accepted by Vibelyst or Vibelyst will not be obligated to sell the goods to you. Vibelyst may choose not to accept any order or may cancel any order at its sole discretion, even after you are sent a confirmation notification and confirmation email with your order and details of the services you have ordered. Vibelyst reserves the right, at its sole discretion, to offer replacements or refunds on any services purchased through Dapper or to cancel any orders. With respect solely to any services offered through Dapper, Vibelyst will offer a refund for any order, minus the delivery fee, if the Dapper User cancels such order prior to any individual checking in on Dapper at the designated location (a “Valet”) to pick up any item(s), such as shoes, for servicing. If however, the Valet checks in on Dapper to pick up any item(s) for servicing prior to a Dapper User attempting to cancel an order, then the Dapper User shall be responsible to pay the entire order amount regardless of any attempted cancellation of such order.

You are solely responsible for arranging the timely pick up and drop off of any items in connection with the service(s) offered by Dapper. Vibelyst will not be responsible for any acts of any third parties in connection with any pick up and drop off of any items, including without limitation as a result of any actions by any third party such as a refusal to permit an individual from picking up your item(s) in connection with the Dapper service(s).

All prices posted on Dapper are subject to change without notice. The price charged for any service will be the price in effect at the time the order is placed and will be set out in a notification via Dapper and an order confirmation email. Price increases will only apply to orders placed after such changes. Vibelyst strives to display accurate price information, however Vibelyst may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. Vibelyst reserves the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences. Vibelyst shall not be responsible for any inaccurate, wrong or mistaken information in connection with any services offered on Dapper.

 

Terms of payment on Dapper are within Vibelyst’s sole discretion and, unless otherwise agreed by Vibelyst in writing, payment must be received by Vibelyst before our acceptance of any order. Vibelyst utilizes a Stripe payment method in connection with Dapper and shall not be responsible for the processing of or delay in making any payments in connection with same. Currently, Dapper Users may utilize debit card payments for the Stripe instant payout method in connection with the use of Dapper. Vibelyst reserves the right in its sole and absolute discretion to accept other payment forms in connection with the use of Dapper. You agree that Vibelyst may charge a separate service fee in connection with any services sold on Dapper and may also charge a cancellation fee in connection with any services sold on Dapper. If a Dapper User purchases any services from Dapper, the funds charged in connection with any such transaction will be released from the Dapper User’s Stripe account minus any service fee charged by Vibelyst and any fees, charges and/or costs associated with use of Stripe, once the Dapper User checks out in accordance with Stripe’s terms, which may be found at www.stripe.com. You agree to be bound by the terms, conditions and policies of Stripe.

Vibelyst will arrange for pick up and deliver any items to you. Most tablets, smartphones, wearable devices or other device that has an Internet browser application (a “Mobile Device”) allow a user to control and disable location services, cookies, and other privacy settings. Dapper may utilize your Mobile Device’s location information (including without limitation geolocation information) to provide services to you. If you disable such location services, Dapper may not be able to provide services to you or such services may be impacted.

 

Please check Dapper for specific delivery options. You are responsible to pay all shipping and handling charges specified during the ordering process. Shipping and handling charges are reimbursement for the costs Vibelyst incurs in the processing, handling, packing, shipping, and delivery of your order. Shipping and delivery dates are estimates only and cannot be guaranteed. Vibelyst is not liable for any delays in delivery of any service(s). Dapper User shall be solely responsible for examining and inspecting the condition and quality of the services purchased through Dapper.

 

Dapper users have the option to refer an individual as a prospective Dapper user by providing the email address of such individual. The prospective Dapper user shall then be emailed by Vibelyst and required to provide certain information, including an address, in order to join Dapper. You agree that Vibelyst has no further obligation with respect to a prospective Dapper user other than to email such individual, including additional attempts to contact the prospective Dapper user, after first attempting to contact the prospective Dapper user.

IN NO EVENT WILL VIBELYST, ITS SUBSIDIAIRES AND AFFILIATES, AND THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUCCESSORS, PREDECESSORS AND ASSIGNS BE LIABLE FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES OR ANY DAMAGES WHATSOEVER FOR LOST OR ANTICIPATED PROFITS, DELAY DAMAGES OR LOSS OF DATA RELATED TO YOUR USE OF DAPPER OR ANY BREACH OF THESE TERMS WITH RESPECT TO DAPPER. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CLAIM WITH RESPECT TO DAPPER OR ANY BREACH OF THESE TERMS WITH RESPECT TO DAPPER, INCLUDING WITHOUT LIMITATION REGARDING ANY UNDELIVERED OR LOST PRODUCTS OR INJURIES AND/OR DAMAGES CAUSED BY ANY PRODUCTS AND/OR SERVICES PURCHASED FROM THROUGH DAPPER, SHALL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR SUCH PRODUCTS AND/OR SERVICES.

Vibelyst Bidding and Communications

When a user who registers with the Website creates a post on the Website seeking goods and/or services (a “Seeker”), other users who register with the Website may receive a notification regarding the Seeker’s post, may place a bid(s) on such goods and/or services, and may receive subsequent notifications regarding the Seeker’s post. The Seeker may also receive notifications in connection with any post made on the Website. Vibelyst shall not be responsible for any results and/or disputes caused by a Seeker and/or user disregarding or failing to timely view any notifications, including without limitation in connection with any bids. Any User Content generated by a Seeker and/or user, including without limitation any bidding information (including location, date and time), is the sole responsibility of such Seeker and/or user and their accuracy and completeness are not endorsed or guaranteed by Vibelyst.

A Seeker may communicate directly with a bidder for its goods and/or services using communication tools offered by Vibelyst on the Website. Vibelyst is not responsible and shall not be liable for any such direct communications and any results and/or disputes caused by users sharing any information, including without limitation contact information, as part of the bidding process or otherwise. Vibelyst reserves the right to monitor any communications on its Website and to cancel any goods and/or services being offered if Vibelyst determines, in its sole and absolute discretion, that any Seekers and/or users are violating these Terms or the Privacy Policy or attempting to circumvent same, including without limitation through such communications.

A user shall be solely responsible for examining and inspecting the condition and quality of the goods and/or services purchased through the Website. Vibelyst shall not be responsible for any inaccurate, wrong or mistaken bid(s) made by any user or for any errors or omissions in posts on the Sites, including without limitation for goods and/or services.

Vibelyst utilizes a Stripe instant payout method in connection with the Website and shall not be responsible for the processing of or delay in making any payments in connection with same. Currently, Vibelyst users may utilize automated clearing house or debit card payments for the Stripe instant payout method in connection with use of the Website. Vibelyst reserves the right in its sole and absolute discretion to accept other payment forms in connection with the use of the Website. You agree that Vibelyst may charge a separate service fee in connection with any goods and/or services offered and sold on its Sites. If a Seeker accepts any bid(s), the funds charged in connection with any such transaction between a Seeker and bidder(s) will be released from the Seeker’s Stripe account to the bidder’s Stripe account, minus any service fee charged by Vibelyst and any fees, charges and/or costs associated with use of Stripe, once all parties: (i) complete the transaction in accordance with the terms on Vibelyst’s Website, and (ii) check out in accordance with Stripe’s terms, which may be found at www.stripe.com. Both the Seeker and accepted bidder(s) for any goods and/or services may submit a review score in connection with a successful transaction on the Vibelyst Website.

A user who registers with the Website has the option to refer an individual as a prospective Website user by providing the email address of such individual. The prospective Website registrant shall then be emailed by Vibelyst and required to provide certain information in order to register with the Website. You agree that Vibelyst has no further obligation with respect to a prospective Website registrant other than to email such individual, including additional attempts to contact the prospective Website registrant, after first attempting to contact the prospective Website registrant.

Vibelyst Refund Policy

With respect solely to any services offered through the Website, Vibelyst’s refund policy for a transaction already accepted between a Seeker and a bidder is as follows:

Cancellation Time

Refund Amount

Cancellation Charge

Over 24 hours prior to the date and time the services are to be performed.

If cancelled by a Seeker or a bidder, one hundred percent (100%) of transaction amount refunded to bidder.

None.

Between 0 and 24 hours prior to the date and time the services are to be performed.

If cancelled by a bidder, fifty percent (50%) of transaction amount refunded to bidder, Seeker receives twenty percent (20%) of transaction amount and Vibelyst retains thirty percent (30%) of transaction amount.

None.

Between 0 and 24 hours prior to the date and time the services are to be performed.

If cancelled by a Seeker, one hundred percent (100%) of transaction amount refunded to bidder.

Vibelyst will charge five percent (5%) to the Seeker’s Stripe account and will also denote a record of such cancellation by the Seeker on such Seeker’s Vibelyst profile, which shall be visible to other Vibelyst users who register with the Website.

A bidder fails to show on the date and time the services are to be performed.

Seeker receives twenty percent (20%) of transaction amount and Vibelyst retains eighty percent (80%) of transaction amount.

None.

A Seeker fails to show on the date and time the services are to be performed.

One hundred percent (100%) of transaction amount refunded to bidder.

Vibelyst will charge ten percent (10%) to the Seeker’s Stripe account and will also denote a record of such cancellation by the Seeker on such Seeker’s Vibelyst profile, which shall be visible to other Vibelyst users who register with the Website.

 

Notwithstanding the foregoing, Vibelyst reserves the right, at its sole discretion, to offer replacements or refunds on any services purchased through the Website in each specific circumstance.

Vibelyst Messaging Feature

Users of the Website who register with the Website can utilize Vibelyst’s messaging feature, wherein such users may send and receive communications through a message page (the “Messaging Feature”). Opinions, comments and other statements expressed by users of the Messaging Feature are theirs alone, and are not opinions or the responsibility of Vibelyst. Vibelyst does not endorse, support, or guarantee the accuracy or truthfulness of any communication made in the Messaging Feature. Reliance on and/or use of any Content or materials posted within the Messaging Feature is at your own risk.

Vibelyst does not routinely monitor or control the Content or materials posted on the Messaging Feature. Vibelyst cannot and does not guarantee or warrant that inappropriate or illegal material shall not be posted in the Messaging Feature. Vibelyst reserves the right to monitor the Messaging Feature and to remove any information that Vibelyst (in its sole and absolute discretion) considers to be inappropriate or unlawful. The exercise of such rights does not create an obligation for Vibelyst to monitor, screen, or edit the Messaging Feature in any way. Vibelyst may in its sole and absolute discretion remove or suspend the Messaging Feature for any user who registers with the Website.

 

 

 

Vibelyst Rewards

Users of the Website who register with the Website may be allowed to participate (a “Rewards User”) in the Vibelyst rewards program (the “Rewards Program”). Vibelyst reserves the right to add or remove Rewards Users from the Rewards Program in its sole and absolute discretion without notice. Vibelyst reserves the right to terminate a Rewards User’s inclusion in the Rewards Program if such Rewards User fails to meet these Terms. In such a case, all points associated with the Rewards User’s Vibelyst account will be forfeited and such Rewards User is not entitled to any payment or compensation due to said forfeiture. Further details regarding the Rewards Program can be found when logging into a Rewards User’s Vibelyst account. Each Rewards User who participates in the Rewards Program can earn points every time a qualifying transaction is made through the Website.

 

Rewards Program points expire two months after they were earned. Expired Rewards Program points are not redeemable, and do not have any value thereafter and a Rewards User is not entitled to payment or any other compensation as a result of said expiration. Rewards Program points are non-transferable, non-assignable and cannot be sold to any third party. Each Rewards User shall be solely responsible for any taxes associated with any rewards obtained from the Rewards Program. Vibelyst reserves the right at its sole discretion to determine the method of payment to a Rewards User of any redeemed points. Presently, Vibelyst may send any rewards earned by a Rewards User by check addressed to the Rewards User’s address on file with Vibelyst.

 

Posting and Prohibited Content

Users of the Website are strictly prohibited from using the Website, Blog and Dapper, or any part thereof, to engage in abusive, fraudulent, false or unlawful activity or to assist any other entity or individual in doing same. Users of the Website, Blog and Dapper, including without limitation Seekers, are to refrain from posting about, advertising or offering goods and/or services which the carrying, use, or advertising of is prohibited by applicable federal, state, or local law. Users of the Website, Blog and Dapper, including without limitation Seekers, are prohibited from selling (without limitation as to other such prohibited items) alcoholic beverages, tobacco products, livestock, weapons (including without limitation firearms), counterfeit goods or illegal drugs. Should a user of the Website fail to comply with applicable federal, state, or local laws or if such user’s posts, including without limitation goods and/or services, contain prohibited content, such user’s license to use the Sites shall immediately and automatically terminate. If Vibelyst believes, in its sole and absolute discretion, that any user is posting about, advertising or offering goods and/or service which: (i) are unlawful, (ii) breach the Terms, the Privacy Policy or the Social Media Platform Rules, or (iii) Vibelyst determines in its sole and absolute discretion that it does not want on its Sites, Vibelyst may remove any such post, advertising and/or offering of goods and/or services and may also terminate, suspend and/or limit such user’s account(s) and/or access to the Sites without notice.

Indemnification

YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS VIBELYST, ITS SUBSIDIARIES AND AFFILIATES, AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUCCESSORS, PREDECESSORS AND ASSIGNS FROM AND AGAINST ALL LOSSES, EXPENSES, JUDGMENTS, AMOUNTS PAID IN SETTLEMENT, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES, PROFESSIONAL FEES, EXPERT WITNESS FEES AND OTHER FEES AND EXPENSES RESULTING FROM: (A) YOUR ACTUAL OR ALLEGED BREACH OR VIOLATION OF THESE TERMS OR OF THE PRIVACY POLICY, (B) YOUR COMPLIANCE WITH LEGAL MATTERS ASSOCIATED WITH OR ARISING OUT OF ANY SUBPOENA OR OTHER LEGAL PROCESS THAT RELATES TO YOU, (C) ANY CLAIMS OF COPYRIGHT INFRINGEMENT OR OTHER INTELLECTUAL PROPERTY INFRINGEMENT ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITES, YOUR USER CONTENT OR OTHERWISE, AND (D) ANY AND ALL OTHER MATTERS RELATING TO YOU, WHETHER CONCERNING VIBELYST OR THE SITES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITES, YOUR USER CONTENT OR OTHERWISE.

Vibelyst reserves the right to assume at your sole expense the exclusive defense and control of any matter that is subject to indemnification by you hereunder and/or under the Privacy Policy.  In such event, you agree to cooperate fully at your sole expense with Vibelyst in asserting, prosecuting or alleging any and all available defenses, counterclaims, cross-claims and any and all other pleadings, allegations or evidence and in all other respects at Vibelyst’s written request at any time.

Termination

Your limited right to access and use the Sites is licensed to you by Vibelyst and is subject to all of the terms and conditions of these Terms, the Privacy Policy and applicable law. At Vibelyst’s sole and absolute discretion, this license shall immediately and automatically terminate without notice to you upon your breach and/or threatened or anticipated breach of these Terms, the Privacy Policy or applicable law. In addition, Vibelyst may terminate said license immediately at any time, at shall, for any reason or no reason, and/or for the convenience of Vibelyst.  IF YOU DO NOT ABIDE BY THESE TERMS, THE PRIVACY POLICY, THE SOCIAL MEDIA PLATFORM RULES AND APPLICABLE LAW, YOU ARE NOT AUTHORIZED TO ACCESS OR USE VIBELYST’S SITES.

General Provisions

You and Vibelyst have agreed to these Terms within the State of New York for all purposes. Any and all claims, disputes or legal proceedings arising out of or in connection with these Terms including, without limitation, their validity, interpretation, performance or breach, shall be adjudicated exclusively in the United States District Court for the Southern District of New York or the Supreme Court of the State of New York, County of New York. You expressly consent to the exclusive jurisdiction of such courts over you. You expressly waive any claim of forum non conveniens. You agree to reimburse Vibelyst for its reasonable legal and professional fees and expenses of instituting or defending a lawsuit against or by you. These Terms and their validity and effect shall be interpreted under and governed by the substantive laws of the United States of America and the State of New York, without regard to principles of conflict of laws or statutes.

YOU AGREE TO WAIVE ANY RIGHTS TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM, DISPUTE OR LEGAL PROCEEDING ARISING OUT OF OR IN CONNECTION WITH THESE TERMS. IN ANY CLAIM, DISPUTE OR LEGAL PROCEEDING, YOU AGREE NOT TO JOIN OR CONSOLIDATE CLAIMS, DISPUTES OR LEGAL PROCEEDINGS BY OR AGAINST OTHER CUSTOMERS IN COURT OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.

 

These Terms and any other terms or conditions posted on any of Vibelyst’s Sites, including without limitation the Privacy Policy, constitute the entire agreement between you and Vibelyst with respect to the matters herein and therein and supersede all previous written or oral agreements between Vibelyst and you. No action or inaction by Vibelyst may be construed as a waiver of these Terms, the Privacy Policy or other terms or conditions posted on any of Vibelyst’s Sites, or any part thereof. If any of the provisions of these Terms, the Privacy Policy or any other terms or conditions posted on any of Vibelyst’s Sites are held to be invalid, unenforceable or illegal, the validity, enforceability and legality of the remaining provisions of these Terms, the Privacy Policy and ad any other terms or conditions posted on any of Vibelyst’s Sites shall not be effected thereby and shall continue in full force and effect.

 

Copyright © 2016-2018 by Vibelyst, Inc. All Content contained in and on Vibelyst’s Sites, including without limitation on the Social Media Sites and the Reviews Pages, constitutes intellectual property belonging exclusively to Vibelyst and/or their respective owners and is protected by international, federal and state copyright and other laws and treaties. Any copying, republication, redistribution, creation of derivative works or public performance of any and all of the Content is strictly prohibited. Vibelyst reserves the right to enforce its copyright, trademark and all other legal rights and interests to the maximum extent permitted by law.  All rights and remedies of Vibelyst are expressly reserved.