Please read these Terms carefully before you start to use the Services. By using the Services, you automatically agree to be bound by and accept these Terms. These Terms govern your use of the Services and create a binding legal agreement that we may enforce against you in the event of a violation. If you do not agree to these Terms, please refrain from using the Services.
The Services we are making available to you require the creation of an account with us and for you to provide personal data or verify your association with an academic institution, if applicable. If you request to create an account with us, a username and password will be provided in connection with the use or access to the relevant Services. If you have registered under an academic institution and your affiliation with that academic institution terminates, you must notify us and immediately terminate the use of your account associated with that academic institution.
You will be fully and solely responsible for the security of your username and password and liable for any disclosure or use (whether such use is authorized or not) of the username or password. You must notify us immediately if you have knowledge that or have reason to suspect that the confidentiality of the username or password has been compromised or if there has been any unauthorized use of the username or password or if your personal data requires updating.
You agree and acknowledge that you will be responsible for all persons who use the Services or access the Services through your account. You further agree and acknowledge that you will be liable for and agree to fully indemnify us against any and all losses attributable to any use of any Services or access to the Services through your account.
We reserve the right to revoke or deactivate your username and password at any time. We reserve the right to take any and all action, as deemed necessary or reasonable, regarding the security of the Services and your account. You are responsible for keeping your information current with us, but we may attempt to verify the accuracy of the information that you have provided and update it as necessary.
Use of Services
By using the Services, you represent and warrant that you have the rights, authority, and capacity to agree to and abide by these Terms and that you are not prohibited from using the Services or any portion of the Services. Notwithstanding anything stated herein, if we are making the Services available to you in connection with your affiliation with an academic institution, you may be subject to certain obligations and responsibilities by the academic institution you are affiliated with. We make no representation or warranty as to the legal compliance of the Services and you are solely responsible for compliance with the laws of your jurisdiction and any other rules or regulations, with respect to your use or misuse of the Services.
Subject to your compliance with these Terms, you are granted a limited, non-exclusive, non-transferable and non-sublicensable license to use the Services and to view the information and materials made available through the Services, solely for your personal use. You must not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services, except as expressly permitted in these Terms. All rights not expressly granted herein are reserved by us, as applicable.
We reserve the right, at any time in our sole discretion, to limit the availability and accessibility of the Services to any person, geographic area or jurisdiction we so desire. If the need arises, we may suspend access to the Services, or close the Services or portions of the Services indefinitely.
Subject to applicable law, we reserve the right to maintain, delete, or destroy all communications and materials posted or uploaded to the Services pursuant to their internal record retention or destruction policies. We will not be liable if for any reason the Services are unavailable at any time or for any period.
Restrictions of Use
In using the Services, you will not, and you will not permit anyone else to, directly or indirectly:
- except as expressly permitted by law, or as authorized under these Terms, rent, lease, sub-license, copy, modify, adapt, merge, translate, reverse engineer, decompile, disassemble, make error corrections or create derivative works based on the whole or any part of the Services;
- remove Roomie’s or any other user’s trademark, copyright notice, watermark or any other proprietary notice;
- rent, lease, distribute, resell or use the Services for any commercial purposes;
- send unsolicited or unauthorized advertising or commercial communications, such as spam;
- engage in any activity that interferes with or disrupts the Services;
- upload any comments or ideas that violate or infringe another party’s right of publicity, privacy, copyright, trademark, or other proprietary or intellectual property right;
- violate any applicable laws, rules, regulations, standards and licensing requirements, in connection with your use or access of the Services (“Applicable Law”);
- use the Services for any purpose for which it is not designed or intended;
- use the Services to send, post, or otherwise communicate any content that is offensive, indecent, threatening, abusive, insulting, harassing, defamatory, libelous, deceptive, fraudulent, tortious, obscene, or is racially, ethically or otherwise objectionable;
- use any scraper, robot, bot, spider, crawler, or any other automated device or means to access, acquire, copy, or monitor any portion of the Services, or any data or content found or access through the Services;
- transmit any viruses or other computer instructions or technological means whose purpose is to disrupt, damage, or interfere with the use of computers or related systems;
- impersonate any person or entity or perform any other similar fraudulent activity, such as phishing;
- obtain or attempt to obtain unauthorized access to such parts of the Services or Services, or to any other protected information, through any means not intentionally made available by us for your specific use; or
- advocate, encourage, or assist any third party in doing any of the foregoing.
Support for the Services
We will, as part of the Services, provide you with our standard customer support services during our business hours. You may choose to, or we may invite you to submit comments or ideas about improvements to the Services (“Feedback”). If you submit any Feedback to us, you agree that your submission is deemed voluntary, unsolicited by us, and delivered to us without any restrictions on our use of the Feedback. You also agree that Roomie has no fiduciary or any other obligation to you in connection with any Feedback you submit to us, and that we are free to use your Feedback or the ideas reflected in the Feedback without any attribution or compensation to you.
Intellectual Property Rights
All proprietary or intellectual property rights in the Services, and in the content, are owned, licensed to or controlled by us, our licensors, or our service providers. Those works are protected by copyright laws and treaties around the world and we reserve the right to enforce our intellectual property rights to the fullest extent of the law. All such rights are reserved.
We grant you a personal, non-exclusive, non-transferable, revocable, limited right (without the right to sub-license) to access and use the Services solely for personal or internal business purposes in accordance with these Terms. You agree that you will not, in addition to the other prohibitions and limitations set forth herein, use the Services in any manner that exceeds the scope of use granted herein.
You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on the Services except as generally and ordinarily permitted through the Services according to these Terms.
Except as expressly granted to you under these Terms, you have no rights, including any claim for intellectual property or other proprietary rights, in the Services and we hereby reserve all rights not expressly granted to you. You must comply with all Applicable Law when using the Services as well as all applicable copyright, trademark, or other legal notices or restrictions.
We do not warrant or represent that the Services will be compatible or interoperable with your device or any other piece of hardware, software, equipment, or device installed on or used in connection with your device. Furthermore, you acknowledge that compatibility and interoperability problems can cause the performance of your device to diminish or fail completely, and may result in permanent damage to your device, loss of data located on your device and corruption of the software and files located on your device. You acknowledge and agree that Roomie and its partners, suppliers and licensors will have no liability to you for any losses suffered resulting from or arising in connection with compatibility or interoperability problems.
Disclaimer of Warranties and Limitation of Liability
THE SERVICES AND ITS CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITING THE FOREGOING, WE EXPRESSLY DISCLAIM ANY WARRANTIES, EXPRESS IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
ROOMIE MAKES NO WARRANTY THAT SERVICES OR CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES. NO INFORMATION PROVIDED THROUGH THE SERVICES CREATES ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOUR RELIANCE UPON THE CONTENT OBTAINED OR USED BY YOU THROUGH THE SERVICES IS SOLELY AT YOUR OWN RISK.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE AND THIRD PARTIES CONNECTED TO US HEREBY EXPRESSLY EXCLUDE ANY LIABILITY FOR ANY INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL LOSS OR DAMAGE INCURRED BY ANY USER IN CONNECTION WITH THE SERVICES OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR RESULTS OF THE USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION ANY LIABILITY FOR LOSS OF INCOME OR REVENUE, LOSS OF BUSINESS, LOSS OF PROFITS OR CONTRACTS, LOSS OF ANTICIPATED SAVINGS, LOSS OF DATA, LOSS OF GOODWILL, WASTED MANAGEMENT, OR OFFICE TIME; AND FOR ANY OTHER LOSS OR DAMAGE OF ANY KIND, HOWEVER ARISING AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE OR EVEN IF WE HAVE BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THIS DOES NOT AFFECT OUR LIABILITY FOR LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
YOU ACKNOWLEDGE, BY YOUR USE OF THE SERVICES, THAT YOUR USE IS AT YOUR SOLE RISK, THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ALL NECESSARY SERVICING, REPAIRS OR REPLACEMENT OF ANY EQUIPMENT, HARDWARE, SOFTWARE, OR DATA YOU USE IN CONNECTION WITH YOUR USE OF THE SERVICES AND THAT WE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES. TO THE EXTENT THAT OUR LIABILITY MAY NOT BE EXCLUDED UNDER THESE TERMS, OUR LIABILITY WILL BE LIMITED TO YOUR DIRECT AND DOCUMENTED DAMAGES AND, YOU AGREE, THAT IN NO EVENT WILL SUCH LIABILITY EXCEED IN AGGREGATE THE AMOUNT OF ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD).
The foregoing disclaimer of implied warranties or liabilities, including the scope and duration of such warranties and the extent of Roomie’ liabilities, will apply to the fullest extent permitted by law.
You agree to defend and indemnify us against any claims, actions, proceedings, losses, damages, expenses, and costs (including without limitation, court costs and reasonable legal fees) arising out of or in connection with your use of the Services, your breach of any provision of the Terms, or your violation of any rights of another person or entity. This indemnity is a continuing obligation, constitutes a separate and independent obligation, and will survive the termination or expiration of these Terms.
Termination and Modification
These Terms are effective upon the date you first access or use the Services and will continue until terminated by you or us. You may terminate these Terms by deleting your account and ceasing to use the Services. Each time you use the Services you are consenting to these Terms. If you create another account with us, you are consenting to these Terms. We may revise, terminate, or suspend these Terms at any time for any reason by providing you with notice. You agree that all terminations for cause will be made at our sole discretion, and we will not be liable to you or any third party for any termination of your account or access to the Services.
We reserve the right to change these Terms or to modify any of the Services at any time on a going-forward basis. Users are responsible for regularly reviewing these Terms and we encourage you, therefore, to review them carefully whenever you use the Services. We may provide you with notice of any changes through the Services via email or through other means. If you do not agree with any of the Terms, please do not use the Services. Your use of the Services after a change has taken effect constitutes your acceptance of the terms of the modified Terms. You can find out when these Terms were last changed by checking the “Last Updated” date at the bottom of these Terms.
Any terms or conditions that are contained in any other document that is issued by you, or in correspondence or documents passing between Roomie and you, will have no effect, and will not affect any agreement between Roomie and you, even if Roomie had notice of those terms or conditions, and do not constitute an offer or a counter-offer by Roomie.
All provisions of these Terms will survive termination of your account except for your license to access and use the Services.
Jurisdiction and Applicable Law
These Terms and your use of the Services will be governed by the laws of the State of New York, without giving effect to the principles of conflict of laws.
If any part of these Terms is or becomes invalid, illegal, or unenforceable, it will be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant terms will be deemed deleted. Any modification to or deletion of a term under this paragraph will not affect the validity and enforceability of the rest of these Terms, except as expressly stated.
Our failure or delay to exercise or enforce any right or remedy provided in these Terms or by Applicable Law will not constitute a waiver of that or any other right or remedy, nor will it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under these Terms or by law will prevent or restrict the further exercise of that or any other right or remedy. Any waiver of any provision of these Terms will be effective only if in writing signed by us or our authorized representative.
These Terms will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns. No one other than the parties, their successors and permitted assigns, will have any right to enforce any of these Terms.
You may not assign these Terms, any rights or licenses granted in these Terms, or operation of your account with Roomie to others without our prior written consent. We may assign these Terms without your consent or any other restriction.
Except as expressly provided for, a person who is not a party to these Terms may not enforce any of its provisions. The consent of any entity identified is not necessary for any variation (including any release or compromise in whole or in part of any liability) or termination of these Terms or any one or more provisions of it.
Roomie will not be liable for any delays in processing or other non-performance caused by telecommunications, utility, failures, or equipment failures; labor strife, riots, war, or terrorist attacks; non-performance of our vendors or suppliers; government actions; fires or acts of nature; or any other event over which Roomie has no reasonable control.
Except as expressly stated in these Terms, nothing in these Terms serves to establish a partnership, joint venture, or other agency relationship between you and Roomie.
These Terms constitute the entire agreement between you and Roomie for provision and use of the Services. Except where expressly stated otherwise in writing executed between you and Roomie, these Terms will prevail over any conflicting policy or agreement for the provision or use of the Services.
Roomie Contact Information
If you have questions about the Services or these Terms, or you wish to provide feedback, please contact us at email@example.com.