LAST UPDATED: March 17, 2021

Welcome to the Chiry mobile device application (“Mobile App”) and website https://chiry.app/ (“Website”) (together, the “Chiry Platform”), provided by Chiry Corporation, a Delaware Corporation (“Chiry”). The Chiry Platform is a web-based technology platform that connects individuals (such as yourself) seeking to obtain professional health services (“Health Services”) with providers such as chiropractors, physical therapists, massage therapists, nutritionists, dieticians, physical trainers, or other health professionals (each a “Provider”) seeking to perform those Health Services. The Health Services may be provided by the Provider in person (e.g., at your home or other specified location) or virtually through the Chiry Platform. For convenience, the Chiry Platform and Health Services may be collectively referred to herein as the “Services”.

 

Please read these Chiry Terms of Service (“Terms”) carefully because they govern your use of the Chiry Platform and the Health Services.

 

YOU ACKNOWLEDGE AND AGREE THAT THE HEALTH SERVICES ARE PERFORMED BY PROVIDERS WHO ARE SEPARATE ENTITIES INDEPENDENT OF CHIRY. CHIRY DOES NOT PERFORM THE HEALTH SERVICES ITSELF, AND DOES NOT SUPERVISE OR MONITOR THE PERFORMANCE OF THE HEALTH SERVICES. YOU ACKNOWLEDGE AND AGREE THAT CHIRY IS NOT RESPONSIBLE OR LIABLE FOR THE HEALTH SERVICES OR THE ACTIONS OF THE PROVIDERS.

 

IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS, YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND CHIRY THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 18 “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING ARBITRATION.

 

Agreement to Terms. These Terms set forth the legally binding terms for your use of the Services. By accessing or using the Services, you are accepting these Terms (on behalf of yourself or the entity that you represent) and you represent and warrant that you have the right, authority, and capacity to enter into this agreement (on behalf of yourself or the entity that you represent). You cannot accept these Terms or access or use the Services if you are not at least 18 years old. You may use the Services on behalf of individuals under 18 only if you are the parent or legal guardian of such individuals. If you do not agree with all of the provisions of these Terms, do not access and/or use the Services.

 

Privacy Policy-: Please review our Privacy Policy which also governs your use of the Services, for information on how we collect, use and share your information.

 

Changes to these Terms or the Services-: We may update the Terms from time to time at our sole discretion. If we do, we will let you know by posting the updated Terms on the Chiry Platform, or through other communications. It’s important that you review the Terms whenever we update them or you use the Services. If you continue to use the Services after we have posted updated Terms, it means that you accept and agree to the changes. If you do not agree to be bound by the changes, your right to access the Service and the Chiry Platform may be immediately terminated. 

 

Who May Use the Services?

 

You may use the Services only if you are 18 years or older and capable of forming a binding contract with Chiry, and not otherwise barred from using the Services under applicable law. If you are under the age of majority in your state of residence (a minor), your parent or legal guardian must agree to these Terms on your behalf and may access and use the Services on your behalf. IF YOU ARE 13 YEARS OF AGE OR YOUNGER, DO NOT USE THIS SITE OR ANY OF ITS SERVICES FOR ANY PURPOSE. 

 

If you sign up for an Account with us, you represent and warrant that you are 18 years or older and capable of forming a binding contract with Chiry. If you are using the Services on behalf of a legal entity (such as your employer), you agree that you have the authority to bind that legal entity to these Terms. In that case, “you” and “your” as used herein refer to that legal entity.

 

Account-: In order to access and use certain parts of the Services, you’ll need to create an account (“Account”). You can set up your Account through the Chiry Platform, and you may permit us to create or populate all or part of your Account based on your accounts with various third-party service providers such as Facebook or Google. You are responsible for (i) ensuring that all of your Account information is accurate, complete and up-to-date at all times, and (ii) all activity under your Account.

 

In Chiry’s sole discretion, customers may be subject to a vetting process before they can register for an Account or otherwise use the Services, including but not limited to verification of identity and address and a criminal background check using third party service providers as appropriate. You hereby give consent to Chiry to conduct background checks in compliance with federal and state laws.

 

You will be required to provide your credit card when setting up an Account, and Chiry may validate your credit card before activating your Account or allowing you to use the Services.

 

Feedback-: We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You can submit Feedback by emailing us at support@chiry.app. You grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

 

Payment, Cancellations and Changes to Appointments.

 

The Health Services are provided by Providers for a fee as displayed on the Chiry Platform (for example, at the time of scheduling). To the extent permissible by law, all fees and surcharges are final, non-refundable and payable immediately when due. Chiry has no obligation to provide refunds or credits, but may grant them, in each case at Chiry’s sole discretion. To the extent that fees and surcharges are non-refundable, subject to applicable law, you must ask for a refund within 48 hours of your payment or you agree to waive any rights you may have to receive a refund from us.

 

Chiry relies on third party payment service providers such as Stripe, Paypal, Square, or other similar third party payment service providers (each a “PSP”) to collect payment of fees. You must agree with the PSP’s terms to set up an account with the PSP or to otherwise use the PSP to pay for the Health Services; if you don’t, then you may not use the Services.

 

Your credit card will automatically be charged the fee for the Health Services you received or scheduled upon completion of your appointment. After your appointment, Chiry may contact you to give feedback to Chiry regarding your satisfaction with the Health Services.

 

You expressly authorize Chiry (or our third-party payment processor, such as a PSP) to charge you for such fees (each charge, a “Transaction”). We may ask you to supply additional information relevant to your Transaction, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Transaction, you authorize us to provide your Payment Information to third parties so we can complete your Transaction and to charge your payment method for the type of Transaction you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). By initiating a Transaction, you agree to the pricing, payment and billing policies applicable to such fees and charges, as posted or otherwise communicated to you. All fees and applicable taxes, if any, are payable in United States dollars.

 

Chiry does not provide refunds for appointments cancelled or missed by you for any reason. We may provide credits to your Account depending on the timing of your cancellation: (i) if you cancel your appointment, for whatever reason, more than 24 hours in advance of your originally scheduled appointment time, then your appointment will be cancelled and Chiry will credit your Account for the full amount you paid to Chiry for this appointment minus any surcharges and fees imposed pursuant to these Terms; (ii) if you cancel your appointment between 1 and 24 hours prior to your originally scheduled appointment time, then your appointment will be cancelled and Chiry will credit your Account for half (50%) of the full amount you paid to Chiry for this appointment minus any surcharges and fees imposed pursuant to these Terms;  or (iii) if you cancel your appointment later than one hour prior to your originally scheduled appointment time, then your appointment will be cancelled and we will not provide any credit to your Account. Under no circumstances will we provide a refund to you for any payments you made for appointments that you cancel or miss.

 

If you need to change your appointment for any reason, Chiry will do its best to accommodate your change but cannot guarantee that a Provider will be available to provide the requested Health Services. If you change your appointment location within one hour of your scheduled appointment time, and the new location is more than three miles away from the originally scheduled location, then we reserve the right to charge you a 25% surcharge on the amount of the scheduled Health Services. We may also charge you a 25% surcharge if you change your appointment time by more than 30 minutes within 24 hours of your scheduled appointment.

 

If our Provider cancels your appointment and it cannot be rescheduled with another Provider, we will credit your Account for the amount you have paid for your scheduled appointment.

 

Your Content

Posting Content. Our Services may allow you to store or share content such as text (in posts or communications with others), images, and video. Anything (other than Feedback) that you post or otherwise make available through the Services is referred to as “User Content”. Chiry does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content.

 

Permissions to Your User Content. By making any User Content available through the Services you hereby grant to Chiry a non-exclusive, transferable, perpetual, irrevocable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating and providing the Services and to enhance or improve the Services or develop new services or products.

 

Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license rights in your User Content under these Terms. You represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by Chiry on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

 

Removal of User Content. You can remove your User Content by specifically deleting it. You should know that in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. To the maximum extent permitted by law, we are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.

 

Chiry’s Intellectual Property. We may make available through the Services content that is subject to intellectual property rights. We retain all rights to that content.

 

Rights and Terms for Mobile App

App Stores. You acknowledge and agree that the availability of the Application may be dependent on the third party from which you downloaded the Application, e.g., the Apple iPhone or Android app stores (“App Store”). You acknowledge and agree that these Terms of Service and the Mobile Application License Agreement is between you and Chiry and not with the App Store and that Chiry is responsible for the provision of Services as described in this Terms of Service. However, if you downloaded the Application from the Apple App Store, Apple and its subsidiaries are third-party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Apple shall have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you as a third-party beneficiary thereof. 

 

General Prohibitions and Chiry’s Enforcement Rights-: You agree not to do any of the following:

Post, upload, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances;

 

Use, display, mirror or frame the Chiry Platform or any individual element within the Chiry Platform, Chiry’s name, any Chiry trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Chiry’s express written consent;

 

Access, tamper with, or use non-public areas of the Chiry Platform, Chiry’s computer systems, or the technical delivery systems of Chiry’s providers;

 

Attempt to probe, scan or test the vulnerability of any Chiry system or network or breach any security or authentication measures;

 

Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Chiry or any of Chiry’s providers or any other third party (including another user) to protect the Chiry Platform or Content;

 

Attempt to access or search the Chiry Platform or Content or download content from the Chiry Platform using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Chiry or other generally available third-party web browsers;

 

Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;

 

Use any meta tags or other hidden text or metadata utilizing a Chiry trademark, logo URL or product name without Chiry’s express written consent;

 

Use the Chiry Platform or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;

 

Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Chiry Platform or Content to send altered, deceptive or false source-identifying information;

 

Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Chiry Platform or Content;

 

Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Chiry Platform;

 

Collect or store any personally identifiable information from the Chiry Platform from other users of the Services without their express permission;

 

Impersonate or misrepresent your affiliation with any person or entity;

 

Violate any applicable law or regulation; or

 

Encourage or enable any other individual to do any of the foregoing.

 

Although we’re not obligated to monitor access to or use of the Chiry Platform or Content or to review or edit any content, we have the right to do so to operate the Chiry Platform, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

 

DMCA/Copyright Policy-: Chiry respects the intellectual property of others and we ask you to do the same. Pursuant to 17 U.S.C. Section 512(c)(2), notifications of claimed copyright infringement should be sent to the Site’s designated agent.  ALL INQUIRIES NOT RELEVANT TO OR NOT COMPLYING WITH THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE.   

 

Chiry will process and investigate notices of alleged copyright infringement and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws.  Upon receipt of notices complying with the DMCA, Chiry will act to remove or disable access to any material found to be infringing or found to be the subject of infringing activity and will act to remove or disable access to any reference or link to material or activity that is found to be infringing.

 

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Chiry with the following information:

 

(a) A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive copyright that is allegedly infringed;

 

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

 

(c) A description of where the material that you claim is infringing is located on the Chiry Platform;

 

(d) Your address, telephone number and email address and all other information reasonably sufficient to permit Chiry to contact you;

 

(e) A 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;

 

(f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

 

Notices of claimed copyright infringement should be directed to: 

Chiry Corporation

3304 Wooded Hill Arch

Chesapeake, VA 23321THE PRECEDING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING CHIRY THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES, SUCH AS PRODUCT RELATED QUESTIONS AND REQUESTS OR QUESTIONS ON PRIVACY, MAY NOT RECEIVE A RESPONSE THROUGH THIS PROCESS.

 

Links to Third Party Websites or Resources-: The Chiry Platform may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources.

 

Termination. Chiry may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account, at our sole discretion, at any time and without notice to you. You may cancel your account at any time by sending us an email support@chiry.app. Upon any termination, discontinuation or cancellation of the Services or your account, the following Sections will survive: 7(c), 7(d), 7(e), 8(b), 8(c), 8(e), 10, 13, 14, 15, 16, 17, 18, and 19.

 

Warranty Disclaimers

THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any information or content on the Services.

 

YOU AGREE AND ACKNOWLEDGE THAT THE HEALTH SERVICES ARE PROVIDED BY THIRD PARTY PROVIDERS AND YOU ACCEPT THE HEALTH SERVICES AT YOUR OWN RISK, INCLUDING RISK OF PERSONAL INJURY TO YOU OR DAMAGE OF YOUR PERSONAL PROPERTY. CHIRY ASSUMES NO RESPONSIBILITY OR LIABILITY FOR YOUR SAFETY, YOUR PERSONAL PROPERTY, ASSESSING THE ABILITY OR SUITABILITY OF PROVIDERS WHO PROVIDE THE HEALTH SERVICES, THE QUALITY OF THE HEALTH SERVICES, OR THE ACTS OR OMISSIONS OF THE PROVIDERS, AND YOU EXPRESSLY WAIVE AND RELEASE CHIRY FROM ANY AND ALL LIABILITY, CLAIMS (UNDER ANY LEGAL THEORY), OR DAMAGES IN CONNECTION THEREWITH. CHIRY ASSUMES NO RESPONSIBILITY OR LIABILITY FOR DISPUTES BETWEEN YOU AND ANY PROVIDER.

 

Indemnity-: You will indemnify and hold Chiry and its officers, directors, employees and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services, (b) your User Content or (c) your violation of these Terms.

 

Limitation of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER CHIRY NOR ITS SERVICE PROVIDERS INVOLVED IN PROVIDING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT CHIRY OR ITS SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

 

TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL CHIRY’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE GREATER OF (I) THE AMOUNTS YOU HAVE PAID FOR THE HEALTH SERVICES DURING THE MONTH PRECEDING THE EVENT GIVING RISE TO LIABILITY OR (II) ONE HUNDRED DOLLARS ($100).

 

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CHIRY AND YOU.

Governing Law and Forum Choice. These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the state of Delaware, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 18 “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined below) that you and Chiry are not required to arbitrate will be the state and federal courts located in Delaware, and you and Chiry each waive any objection to jurisdiction and venue in such courts.

 

Dispute Resolution. If you have a dispute with us regarding the Services, please contact us support@chiry.app and we will try to resolve your dispute to the best of our ability. If we are unable to successfully resolve your issues within a reasonable amount of time, then the terms of this Section 18 will apply, but only if you are an individual who is using the Services and Content for your own personal use and are not representing a legal entity.

 

Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content, as applicable (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and Chiry agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and Chiry are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.

 

Exceptions-: As limited exceptions to Section 18(a) above: (i) we both may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.

 

Starting Arbitration-: If you want to begin arbitrating a Dispute, you must send a letter to us at Chiry Corporation, 3304 Wooded Hill Arch, Chesapeake, VA 23321 requesting arbitration and describing the Dispute. If we want to begin arbitrating a Dispute, we’ll send such a letter to you at the email address or street address that you provided.

 

Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org. Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.

 

Arbitration Costs-: Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and expenses if your Dispute is for less than $10,000, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.

 

Injunctive and Declaratory Relief-: Except as provided in Section 18(b) above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.

 

Class Action Waiver-: YOU AND CHIRY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.

 

Severability-: With the exception of any of the provisions in Section 18(g) of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.

 

General Terms

Reservation of Rights. Chiry and its licensors exclusively own all right, title and interest in and to the Services, including all associated intellectual property rights. You acknowledge that the Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.

 

Entire Agreement-: These Terms constitute the entire and exclusive understanding and agreement between Chiry and you regarding the Services and Content, and these Terms supersede and replace all prior oral or written understandings or agreements between Chiry and you regarding the Services and Content. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Chiry’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Chiry may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

 

Notices-: Any notices or other communications provided by Chiry under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Chiry Platform. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

 

Waiver of Rights-: Chiry’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Chiry. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

 

COPPA Compliance-: You should monitor children’s use of the Internet. The Chiry Platform is intended for people 18 or over. Chiry will not knowingly collect any information from children under 13. You must identify your age during the registration process. Chiry takes the Children’s Online Privacy Protection Act of 1998 (COPPA) as well as all FTC regulations very seriously. That being said, Chiry does not assume any responsibility for any misrepresentations regarding your age when using the Chiry Platform. Should we determine that you provided any false information to us when using the Chiry Platform, your membership will be terminated immediately.

 

Contact Information. If you have any questions about these Terms or the Services, please contact Chiry at support@chiry.app or Chiry Corporation, 3304 Wooded Hill Arch, Chesapeake, VA 23321.