ohyay Terms of Service
Effective: February 17th, 2021
We’ve drafted these Terms of Service (which we call the “Terms”) so you’ll know the rules that govern our relationship with you. Although we have tried our best to strip the legalese from the Terms, there are places where these Terms may still read like a traditional contract. There’s a good reason for that: These Terms do indeed form a legally binding contract between you and Pine Labs LLC (“Pine Labs”). So please read them carefully.
By using ohyay or any of our other products or services that link to these Terms (we refer to these collectively as the “Services”), you agree to the Terms. Of course, if you don’t agree with them, then don’t use the Services.
ARBITRATION NOTICE: THESE TERMS CONTAIN AN ARBITRATION CLAUSE A LITTLE LATER ON. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND PINE LABS AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU AND PINE LABS WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
1. Who Can Use the Services
No one under 13 (or, if greater than 13, the minimum age at which a person may use the Services under applicable law) is allowed to create an account or use the Services. We may offer additional Services with additional terms that may require you to be even older to use them. So please read all terms carefully.
By using the Services, you state that:
- you can form a binding contract with Pine Labs;
- you are not a person who is barred from receiving the Services under the laws of the United States or any other applicable jurisdiction—including, for example, that you do not appear on the U.S. Treasury Department’s list of Specially Designated Nationals or face any other similar prohibition;
- you are not a convicted sex offender; and
- you will comply with these Terms and all applicable local, state, national, and international laws, rules, and regulations.
If you are using the Services on behalf of a business or some other entity, you state that you are authorized to grant all licenses set forth in these Terms and to agree to these Terms on behalf of the business or entity.
2. Rights We Grant You
Pine Labs grants you a personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable, and non-sublicensable license to access and use the Services. This license is for the sole purpose of letting you use and enjoy the Services in a way that these Terms and our usage policies allow.
You may not copy, modify, create derivative works from, distribute, sell, or lease any part of our Services, nor may you reverse engineer or attempt to extract the source code from the Services, unless laws prohibit these restrictions or you have our written permission to do so.
3. Rights You Grant Us
Our Services let you participate in virtual experiences. When you do that you retain whatever ownership rights in the content you provide or transmit via the Services that you had to begin with, but you grant to Pine Labs and our affiliates a worldwide, royalty-free, sublicensable, and transferable license to host, store, use, display, reproduce, modify, adapt, edit, publish, and distribute that content (including any text, audio, video, or other content provided or transmitted by you).
You may also be able to submit or upload content to the Services to design, develop, create, or supplement virtual spaces that you and others can access, and in certain instances, enable others to use that content to design or supplement their own virtual spaces. We call content submissions that are made available for others to use to create or supplement their own virtual spaces “Public Content.” Because Public Content is inherently public, the license you grant us for that content is broader.
When you submit or upload Public Content, you grant Pine Labs and our affiliates a non-exclusive, unrestricted, unconditional, unlimited, transferable, sublicensable, irrevocable, royalty-free, worldwide license to host, archive, copy, cache, encode, store, reproduce, record, sell, sublicense, distribute, transmit, broadcast, synchronize, adapt, edit, modify, publicly display, publicly perform, publish, republish, promote, exhibit, create derivative works based upon, and otherwise use the Public Content on or in connection with the Services and the advertising, marketing, and promotion thereof, in all formats, on or through any means or media now known or hereafter developed, and with any technology or devices now known or hereafter developed. This license includes the right for Pine Labs and our affiliates to make the Public Content available to users of ohyay and third party services, for sharing and modification by those users, and for saving outside of ohyay. The Public Content license described above runs until the Public Content’s run time on the Services ends and continues for the limited purposes of advertising, marketing, and promoting the Services, for recordings and screenshots, and for use by users who have imported the Public Content prior to that time. You acknowledge and agree that Pine Labs has the right (but no obligation) to publicly attribute the Public Content to you, including by posting your name, business name (if applicable), virtual space name, ohyay account username or display name, and other information you submit to ohyay or as tied to your ohyay account.
To the extent permissible under applicable laws, rules, and regulations, you irrevocably waive any moral rights or equivalent rights you may have in the content throughout the world. To the extent a waiver is not permitted, you agree not to assert any such rights against Pine Labs and our affiliates.
To the extent necessary, when you upload Public Content or when you participate in a recorded or publicly-available virtual experience via the Services, you also grant Pine Labs, our affiliates, other users of the Services, and our business partners the unrestricted, worldwide, perpetual right and license to use your name and other information you’ve provided to Pine Labs, including in connection with commercial or sponsored content. This means, among other things, that you will not be entitled to any compensation from Pine Labs, our affiliates, other users of the Services, or our business partners if your content, sound recordings, musical compositions, name, likeness, or other information is conveyed through the Services.
We reserve the right to delete any content which we think violates these Terms or if necessary to comply with our legal obligations. However, you alone, remain responsible for the content you create, upload, post, send, or store through the Services.
The Services may contain advertisements. In consideration for Pine Labs letting you access and use the Services, you agree that we, our affiliates, and our third-party partners may place advertising on the Services. Because the Services contain content that you and other users provide us, advertising may sometimes appear near your content.
We always love to hear from our users. But if you provide feedback or suggestions, just know that we can use them without compensating you, and without any restriction or obligation to you.
4. The Content of Others
Much of the content on our Services is produced by users, publishers, and other third parties. Whether that content is posted publicly or sent privately, the content is the sole responsibility of the person or organization that submitted it. We cannot—and do not—take responsibility for any content that others provide through the Services.
Through these Terms, we make clear that we do not want the Services put to bad uses. But because we do not review all content, we cannot guarantee that content on the Services, or that our users’ use of our Services, will always conform to these Terms.
Additionally, you acknowledge that users may use content you submit or upload for purposes or in ways other than you anticipated. You agree that such use constitutes user-generated content for which neither Pine Labs nor our affiliates bear any responsibility.
You further agree that neither Pine Labs nor our affiliates are liable for any claims or losses based on or arising from any user-generated content, including user-generated content that makes use of the content you submit or upload, whether on the Services or beyond.
6. Respecting Others’ Rights
Pine Labs respects the rights of others. And so should you. You therefore may not use the Services, or enable anyone else to use the Services, in a manner that:
- violates or infringes someone else’s rights of publicity, privacy, copyright, trademark, or other intellectual property right;
- promotes or distributes sexually explicit content;
- bullies, harasses, or intimidates;
- threatens or encourages threats, violence, or harm;
- is illegal or encourages or facilitates illegal activity;
- advocates or advances violent extremism or terrorism;
- constitutes or promotes hate speech or content that demeans, defames, or promotes discrimination or violence on the basis of race, color, caste, ethnicity, national origin, religion, sexual orientation, gender identity, disability, or veteran status, immigration status, socio-economic status, age, weight or pregnancy status;
- asks for a user’s personal information; or
- deceives, spams, or solicits our users, or spreads false information.
If you violate these Terms, or the spirit of these Terms, we may remove the offending content, terminate or limit the visibility of your account, and/or notify law enforcement. If your account is terminated for violating these Terms or the spirit of these Terms, you may not use ohyay again. Please take these Terms seriously and honor them in the spirit in which they are intended.
If you are an administrator for a virtual space, then you are responsible for ensuring participants in that virtual space act appropriately within the space and for managing and taking appropriate actions in furtherance of those responsibilities, including removing participants from the virtual space if they are acting inappropriately.
You must also respect Pine Labs’ rights and adhere to any brand guidelines published or made available by Pine Labs. You may not do any of the following (or enable anyone else to do so):
- use branding, logos, icons, user interface elements, designs, photographs, videos, or any other materials used in our Services, except as explicitly allowed by any brand guidelines published or made available by Pine Labs;
- violate or infringe Pine Labs’ copyrights, trademarks, or other intellectual property rights;
- copy, archive, download, upload, distribute, syndicate, broadcast, perform, display, make available, or otherwise use any portion of the Services or the content on the Services except as set forth in these Terms;
- build or benchmark a competitive product or service; or
- use the Services, any tools provided by the Services, or any content on the Services for any commercial purposes without our consent.
Additionally, if you use any part of the Services as part of a sweepstakes, contest, offer, or other promotion, you are solely responsible for complying with applicable laws, rules, and regulations wherever your promotion is offered. Unless we expressly agree otherwise in writing, Pine Labs will not be a sponsor or an administrator of your promotion and is not responsible or liable to you in any way if you use the Services as part of your promotion.
In short: You may not use the Services or the content on the Services in ways that are not authorized by these Terms. Nor may you help anyone else in doing so.
7. Respecting Copyright
Pine Labs honors copyright laws, including the Digital Millennium Copyright Act. We therefore take reasonable steps to expeditiously remove from our Services any infringing material that we become aware of. And if Pine Labs becomes aware that one of its users has repeatedly infringed copyrights, we will take reasonable steps within our power to terminate the user’s account.
We make it easy for you to report suspected copyright infringement. If you believe that anything on the Services infringes a copyright that you own or control, please report it by emailing firstname.lastname@example.org or filing a notice with our designated agent:
Pine Labs LLC.
Attn: Copyright Agent
3175 Hanover Street
Palo Alto, CA 94304
If you file a notice with our Copyright Agent, it must comply with the requirements set forth at 17 U.S.C. § 512(c)(3). That means the notice must:
- contain the physical or electronic signature of a person authorized to act on behalf of the copyright owner;
- identify the copyrighted work claimed to have been infringed;
- identify the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed, or access to which is to be disabled, and information reasonably sufficient to let us locate the material;
- provide your contact information, including your address, telephone number, and an email address;
- provide a personal statement that you have a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- provide a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
We try hard to keep our Services a safe place for all users. But we can’t guarantee it. That’s where you come in. By using the Services, you agree that:
- you will not use the Services for any purpose that is illegal or prohibited in these Terms;
- you will not use any robot, spider, crawler, scraper, or other automated means or interface to access the Services or extract other user’s information;
- you will not use or develop any third-party applications that interact with the Services or other users’ content or information without our written consent;
- you will not use the Services in a way that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or impair the functioning of the Services;
- you will not use or attempt to use another user’s account, username, or password without their permission;
- you will not solicit login credentials from another user;
- you will not transmit content that contains or links to pornography, graphic violence, threats, hate speech, or incitements to violence;
- you will not upload viruses or other malicious code or otherwise compromise the security of the Services;
- you will not attempt to circumvent any content-filtering techniques we employ, or attempt to access areas or features of the Services that you are not authorized to access;
- you will not probe, scan, or test the vulnerability of our Services or any system or network; and
- you will not encourage or promote any activity that violates these Terms.
We also care about your safety while using our Services. So do not use our Services in a way that would put yourself or others in harm’s way.
9. Your Account
You are responsible for any activity that occurs in your ohyay account. So it’s important that you keep your account secure. One way to do that is to select a strong password that you don’t use for any other account.
By using the Services, you agree that, in addition to exercising common sense:
- you will not create another account if we have already disabled your account, unless you have our written permission to do so;
- you will not buy, sell, rent, or lease access to your ohyay account, an ohyay username, or a space invite link without our written permission.
- you will not share your password; and
- you will not log in or attempt to access the Services through unauthorized third-party applications or clients.
If you think that someone has gained access to your account, please immediately reach out to ohyay support at email@example.com.
10. System Requirements and Charges
You are responsible for any internet, software, and hardware charges that you may incur for using our Services. If you’re unsure what those charges may be, you should ask your service provider before using the Services. Your use of the Services may be impacted by the performance of your internet, software, and hardware devices and services, and we encourage you to keep these updated to ensure continued compatibility with the Services.
11. Third-Party Services
If you use a service, feature, or functionality that is operated by a third party and made available through our Services (including Services we jointly offer with the third party), each party’s terms will govern the respective party’s relationship with you. Neither Pine Labs nor our affiliates are responsible or liable for a third-party’s terms or actions taken under the third-party’s terms.
12. Modifying the Services and Termination
We’re relentlessly improving our Services and creating new ones all the time. That means we may add or remove features, products, or functionalities, and we may also suspend or stop the Services altogether. We may take any of these actions at any time, and when we do, we may not provide you with any notice beforehand.
While we hope you remain a lifelong ohyay user, you can terminate these Terms at any time and for any reason by deleting your account.
Pine Labs may also terminate these Terms with you at any time, for any reason, and without advanced notice. That means that we may stop providing you with any Services, or impose new or additional limits on your ability to use our Services. For example, we may deactivate your account due to prolonged inactivity, and we may reclaim your username at any time for any reason.
Regardless of who terminates these Terms, both you and Pine Labs continue to be bound by Sections 3, 4, 6, 9, and 12-21 of the Terms.
You agree, to the extent permitted by law, to indemnify, defend, and hold harmless Pine Labs, our affiliates, directors, officers, stockholders, employees, licensors, and agents from and against any and all complaints, charges, claims, damages, losses, costs, liabilities, and expenses (including attorneys’ fees) due to, arising out of, or relating in any way to: (a) your access to or use of the Services; (b) your content; and (c) your breach of these Terms.
We try to keep the Services up and running and free of annoyances. But we make no promises that we will succeed.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND TO THE EXTENT PERMITTED BY LAW WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. IN ADDITION, WHILE PINE LABS ATTEMPTS TO PROVIDE A GOOD USER EXPERIENCE, WE DO NOT REPRESENT OR WARRANT THAT: (A) THE SERVICES WILL ALWAYS BE SECURE, ERROR-FREE, OR TIMELY; (B) THE SERVICES WILL ALWAYS FUNCTION WITHOUT DELAYS, DISRUPTIONS, OR IMPERFECTIONS; OR (C) THAT ANY CONTENT, USER CONTENT, OR INFORMATION YOU OBTAIN ON OR THROUGH THE SERVICES WILL BE TIMELY OR ACCURATE.
PINE LABS AND OUR AFFILIATES TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY CONTENT THAT YOU, ANOTHER USER, OR A THIRD PARTY CREATES, UPLOADS, POSTS, SENDS, RECEIVES, OR STORES ON OR THROUGH OUR SERVICES. YOU UNDERSTAND AND AGREE THAT YOU MAY BE EXPOSED TO CONTENT THAT MIGHT BE OFFENSIVE, ILLEGAL, MISLEADING, OR OTHERWISE INAPPROPRIATE, NONE OF WHICH PINE LABS OR OUR AFFILIATES WILL BE RESPONSIBLE FOR.
15. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PINE LABS AND OUR MANAGING MEMBERS, SHAREHOLDERS, EMPLOYEES, AFFILIATES, LICENSORS, AGENTS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR MULTIPLE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) THE CONDUCT OR CONTENT OF OTHER USERS OR THIRD PARTIES ON OR THROUGH THE SERVICES; OR (C) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT, INCLUDING ANY PUBLIC CONTENT, EVEN IF PINE LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PINE LABS’ AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES EXCEED THE GREATER OF $100 USD OR THE AMOUNT YOU PAID PINE LABS, IF ANY, IN THE 12 MONTHS PRECEDING THE DATE OF THE ACTIVITY GIVING RISE TO THE CLAIM.
16. Arbitration, Class-Action Waiver, and Jury Waiver
PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU AND PINE LABS TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.
- Applicability of Arbitration Agreement. You and Pine Labs agree that all claims and disputes (whether contract, tort, or otherwise), including all statutory claims and disputes, arising out of or relating to these Terms or the use of the Services that cannot be resolved in small claims court will be resolved by binding arbitration on an individual basis, except that you and Pine Labs are not required to arbitrate any dispute in which either party seeks equitable relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. To be clear: The phrase “all claims and disputes” also includes claims and disputes that arose between us before the effective date of these Terms.
- Arbitration Rules. The Federal Arbitration Act governs the interpretation and enforcement of this dispute-resolution provision. Arbitration will be initiated through the American Arbitration Association (“AAA”) and will be governed by the AAA Consumer Arbitration Rules, available here as of the date of these Terms, or by calling the AAA at 1-800-778-7879. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. The rules of the arbitral forum will govern all aspects of this arbitration, except to the extent those rules conflict with these Terms. The arbitration will be conducted by a single neutral arbitrator. Any claims or disputes where the total amount sought is less than $10,000 USD may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount sought is $10,000 USD or more, the right to a hearing will be determined by the arbitral forum’s rules. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
- Additional Rules for Non-appearance Arbitration. If non-appearance arbitration is elected, the arbitration will be conducted by telephone, online, written submissions, or any combination of the three; the specific manner will be chosen by the party initiating the arbitration. The arbitration will not involve any personal appearance by the parties or witnesses unless the parties mutually agree otherwise.
- Fees. If you choose to arbitrate with Pine Labs, you will not have to pay any fees to do so. That is because Pine Labs will reimburse you for your filing fee and the AAA’s Consumer Arbitration Rules provide that any hearing fees and arbitrator compensation are our responsibility. To the extent another arbitral forum is selected, Pine Labs will pay that forum’s fees as well.
- Authority of the Arbitrator. The arbitrator will decide the jurisdiction of the arbitrator and the rights and liabilities, if any, of you and Pine Labs. The dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator will have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator will have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under law, the arbitral forum’s rules, and the Terms. The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and Pine Labs.
- Waiver of Jury Trial. YOU AND PINE LABS WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Pine Labs are instead electing to have claims and disputes resolved by arbitration. Arbitration procedures are typically more limited, more efficient, and less costly than rules applicable in court and are subject to very limited review by a court. In any litigation between you and Pine Labs over whether to vacate or enforce an arbitration award, YOU AND PINE LABS WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.
- Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor we are entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in Section 17.
- Right to Waive. Any rights and limitations set forth in this arbitration agreement may be waived by the party against whom the claim is asserted. Such waiver will not waive or affect any other portion of this arbitration agreement.
- Opt-out. You may opt out of this arbitration agreement. If you do so, neither you nor Pine Labs can force the other to arbitrate. To opt out, you must notify Pine Labs in writing no later than 30 days after first becoming subject to this arbitration agreement. Your notice must include your name and address, your ohyay username and the email address you used to set up your ohyay account (if you have one), and an unequivocal statement that you want to opt out of this arbitration agreement. You must either mail your opt-out notice to this address: Pine Labs LLC, ATTN: Arbitration Opt-out, 3175 Hanover Street, Palo Alto, CA 94304, or email the opt-out notice to firstname.lastname@example.org.
- Small Claims Court. Notwithstanding the foregoing, either you or Pine Labs may bring an individual action in small claims court.
- Arbitration Agreement Survival. This arbitration agreement will survive the termination of your relationship with Pine Labs.
17. Exclusive Venue
To the extent that these Terms allow you or Pine Labs to initiate litigation in a court, both you and Pine Labs agree that all claims and disputes (whether contract, tort, or otherwise), including statutory claims and disputes, arising out of or relating to the Terms or the use of the Services will be litigated exclusively in the United States District Court for the Central District of California. If, however, that court would lack original jurisdiction over the litigation, then all such claims and disputes will be litigated exclusively in the Superior Court of California, County of Los Angeles. You and Pine Labs consent to the personal jurisdiction of both courts.
18. Choice of Law
Except to the extent they are preempted by U.S. federal law, the laws of California, other than its conflict-of-laws principles, govern these Terms and any claims and disputes (whether contract, tort, or otherwise) arising out of or relating to these Terms or their subject matter.
If any provision of these Terms is found unenforceable, then that provision will be severed from these Terms and not affect the validity and enforceability of any remaining provisions.
20. Additional Terms for Specific Services
Given the breadth of our Services, we sometimes need to craft additional terms and conditions for specific Services. Those additional terms and conditions, which will be available with the relevant Services, then become part of your agreement with us if you use those Services. If any part of those additional terms and conditions conflicts with these Terms, the additional terms and conditions will prevail.
21. Final Terms
- These Terms (together with any additional terms applicable to specific Services you use) make up the entire agreement between you and Pine Labs, and supersede any prior agreements.
- These Terms do not create or confer any third-party beneficiary rights.
- If we do not enforce a provision in these Terms, it will not be considered a waiver.
- We reserve all rights not expressly granted to you.
- You may not transfer any of your rights or obligations under these Terms without our consent.
Pine Labs welcomes comments, questions, concerns, or suggestions. Please contact us by visiting email@example.com.
Pine Labs is located in the United States at 3175 Hanover Street, Palo Alto, CA 94304.