Terms of Use

Last updated: December 1, 2021

This Terms of Use (“TOU”) is entered into between you and Clic App Inc. (“Friendly”) and applies to the website friendly.app and its subdomains (the “Website”), the app currently entitled Friendly (the “App”) and any other product or service provided by Friendly (altogether, the “Service”).

 

  1. Acceptance of Terms of Use Agreement.

By creating a Friendly account or by using the App, whether through a mobile device, mobile application or computer, you agree to be bound by the TOU and any terms disclosed and agreed to by you if you purchase additional features, products or services Friendly offers as part of the Service (collectively, the “Agreement”). If you do not accept and agree to be bound by all of the terms of the Agreement, please do not use the Service.

 

  1. Updates

Friendly reserves the right to modify the TOU at any time (each, an “Update”) and shall inform you of each Update. Friendly may do this for a variety of reasons including to reflect changes in or requirements of the law, new features or changes in business practices. The Update will be posted on the App under “Settings” and also on the Website. You are responsible for checking for Updates, but if an Update include material changes that affect your rights or obligations, Friendly will notify you in advance of the changes by reasonable means, which could include notification through the Service or via email. If you continue to use the Service after the changes become effective, then you agree to the Update.

 

  1. Eligibility 

By creating an account and using the Service, you represent and warrant that you:

  • are at least 18 years of age or the age of majority in your jurisdiction;
  • have the right and authority to enter into and comply with the TOU;
  • are seeking a meaningful relationship;
  • you are not prohibited by law in any jurisdiction from using the Services;
  • have not previously been convicted or pled no contest to a crime for sexual assault, violence, or other related acts;
  • are not required to register as a sex offender under any jurisdiction;
  • do not have multiple Accounts; and
  • have previously been suspended by Friendly from use of the Service.

If you fail to meet any of the above requirements, you shall immediately cease use of the Service and delete your Account. Friendly reserves the right to remove your access to the Service without prior notice if Friendly suspects that you are in breach of the above requirements.

 

  1. Your Account.

Access to the Service requires registering an account with Friendly (“Account”) through a third party, including but not limited to Facebook and Apple. You are responsible for maintaining the confidentiality of your login credentials to your Account, and you are solely responsible for all activities that occur under your Account. Friendly strongly recommends that you keep login information related to your Account confidential, and you shall notify Friendly promptly of unauthorized access or use of your Account. If Friendly, in its sole discretion, considers your Account to be unsecure or to have been accessed or used inappropriately, then Friendly may immediately cancel and terminate your access to the Account without any notice to you.

 

  1. Privacy Policy and Privacy Law Compliance.  

Use of the Service is governed by a Privacy Policy detailing how Friendly collects, uses and discloses personal and anonymous data about you and is available on the Website at https://www.friendly.app/privacy-policy. By agreeing to the TOU and/or using the Service, you represent and warrant that your use of the Service complies with applicable privacy laws and are permitted to share the personal data that you share with Friendly, including but not limited to any information includes the personal data of your employees, contractors or agents. If at any time you disagree with the Privacy Policy, you shall immediately stop use of the Service and contact Friendly at security@friendly.app.

 

  1. Subscription

Friendly hereby grants you a limited, non-transferrable, subscription to access and use the free portions of the Service and paid portions of the Service pursuant to a paid subscription, in each case subject to the TOU (“Subscription”). Friendly reserves the right to modify the price, features or options included in the Service from time to time upon at least 14 days prior notice.

 

  1. Purchases

Friendly may offer products and services for purchase (“In-App Purchases”) through the Apple App Store, or other application platforms authorized by Friendly (together, the “App Store”). If you choose to make In-App Purchases, you will be prompted to enter details of your account with the App Store (the “App Store Account”), and your App Store Account will be charged for the In-App Purchase in accordance with the terms disclosed to you at the time of purchase as well as the general terms for in app purchases that apply to your App Store Account. The App Store may charge you sales tax, depending on where you live. If you purchase an auto-recurring periodic Subscription through In-App Purchases, your App Store Account will continue to be billed for the Subscription until you cancel. After your initial Subscription commitment period, and again after any subsequent subscription period, the Subscription will automatically continue for an additional equivalent period. If you do not wish the Subscription to renew automatically, or if you want to change or terminate the Subscription, you will need to log in to your App Store Account and follow instructions to cancel the Subscription, even if you have otherwise deleted your account with us or if you have deleted the App from your device. Deleting your Account or deleting the App from your device does not cancel the Subscription.

 

  1. Refunds

You acknowledge that Friendly is not required to provide a refund for any reason, and that you will not receive money or other compensation for unused In-App Purchases when the Account is closed, whether such closure was voluntary or involuntary. Please refer to the refund policies of the App Store for additional information on refunds. If the laws applicable in your jurisdiction provide for refunds, such refunds shall be processed by the App Store via the App Store Account.

 

  1. Rights Friendly Grants You.

Friendly grants you: (1) a personal, worldwide, royalty-free, non-assignable, non-exclusive, revocable, and non-sublicensable license to access and use the Service; and (2) a non-sublicensable, non-transferrable, revocable, limited license to publicly display parts of the Service on online video streaming websites, such as YouTube and Twitch, and on other social media platforms, such as Twitter or Instagram. This license is for the sole purpose of allowing you to use the Service as intended by Friendly and permitted by the TOU. Therefore, you agree not to:

  • use the Service or any content contained in the Service for any commercial purposes without our written consent;
  • copy, modify, transmit, create any derivative works from, make use of, or reproduce in any way any copyrighted material, images, trademarks, trade names, service marks, or other intellectual property, content or proprietary information accessible through the Service without Friendly’s prior written consent;
  • express or imply that any statements you make are endorsed by Friendly;
  • use any robot, bot, spider, crawler, scraper, site search/retrieval application, proxy or other manual or automatic device, method or process to access, retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Service or its contents;
  • use the Service in any way that could interfere with, disrupt or negatively affect the Service or the servers or networks connected to the Service;
  • upload viruses or other malicious code or otherwise compromise the security of the Service;
  • forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted to or through the Service;
  • “frame” or “mirror” any part of the Service without Friendly’s prior written authorization;
  • use meta tags or code or other devices containing any reference to Friendly or the Service (or any trademark, trade name, service mark, logo or slogan of Friendly) to direct any person to any other website for any purpose;
  • modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Service, or cause others to do so;
  • use or develop any third-party applications that interact with the Service or other users’ Content or information without our written consent;
  • use, access, or publish the Friendly application programming interface without our written consent;
  • probe, scan or test the vulnerability of our Service or any system or network; or
  • encourage or promote any activity that violates this Agreement.

Friendly may investigate and take any available legal action in response to illegal and/or unauthorized uses of the Service, including termination of your Account without notice.

Any software that Friendly provides you may automatically download and install upgrades, updates, or other new features. You may be able to adjust these automatic downloads through your device’s settings.

 

  1. Rights you Grant Friendly.

By creating an Account and using the Service, you grant to Friendly a worldwide, transferable, sub-licensable, royalty-free, right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, modify and distribute information you authorize us to access from Facebook or Apple, as well as any content or information you post, upload, display or otherwise make available on the Service or transmit to other users (collectively, “Content”). Friendly’s license to your Content shall be non-exclusive, except that Friendly’s license shall be exclusive with respect to derivative works created through use of the Service. For example, Friendly would have an exclusive license to take screenshots of the Service that include your Content. In addition, so that Friendly can prevent the use of your Content outside of the Service, you authorize Friendly to act on your behalf with respect to infringing uses of your Content taken from the Service by other users or third parties. This expressly includes the authority, but not the obligation, to send DMCA take down notices on your behalf if your Content is taken and used by third parties outside of the Service. Our license to your Content is subject to your rights under applicable law (for example laws regarding personal data protection to the extent any Content contains personal information as defined by those laws) and is for the limited purpose of operating, developing, providing, and improving the Service and researching and developing new ones. You agree that any Content you place or that you authorize us to place on the Service may be viewed by other users and may be viewed by any person visiting or participating in the Service (such as individuals who may receive shared Content from other users).

You agree that all Content and information that you submit upon creation of your Account, including information submitted from your Facebook or Apple accounts, is accurate and truthful and you represent and warrant that you have all consents, licenses and rights necessary to post the Content on the Service and to grant the license to Friendly above.

You understand and agree that we may monitor or review any Content you post as part of a Service. We may delete any Content, in whole or in part, that in our sole judgment violates this Agreement or may harm the reputation of the Service.

When communicating with our customer care representatives, you agree to be respectful and kind. If Friendly feels that your behavior towards any of Friendly’s customer care representatives or other employees is at any time threatening or offensive, Friendly reserves the right to immediately terminate your Account.

In consideration for Friendly providing the Service, you agree that Friendly, its affiliates, and its third-party partners may place advertising on the Service. By submitting suggestions or feedback to Friendly regarding our Services, you agree that Friendly may use and share such feedback for any purpose without compensating you.

You agree that Friendly may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary, such as to: (i) comply with legal process; (ii) enforce the TOU; (iii) respond to claims that any Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of the Friendly or any other person.

 

  1. Community Rules.

By using the Service, you agree that you will not:

  • use the Service for any purpose that is illegal or prohibited by this Agreement;
  • use the Service for any harmful or nefarious purpose;
  • use the Service in order to damage Friendly;
  • violate our Community Guidelines, as updated from time to time;
  • spam, solicit money from or defraud any users;
  • impersonate any person or entity
  • post any images of another person without his or her permission;
  • bully, stalk, intimidate, assault, harass, mistreat or defame any person;
  • post any Content that violates or infringes anyone’s rights, including rights of publicity, privacy, copyright, trademark or other intellectual property or contract right;
  • post any Content that is hate speech, threatening, sexually explicit or pornographic; incites violence; or contains nudity or graphic or gratuitous violence;
  • post any Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  • solicit passwords for any purpose, or personal identifying information for commercial or unlawful purposes from other users or disseminate another person’s personal information without his or her permission;
  • use another user’s account; or
  • create another account if we have already terminated your account, unless you have our permission.

Friendly reserves the right to investigate and/ or terminate your account without a refund of any purchases if you have violated this Agreement, misused the Service or behaved in a way that Friendly regards as inappropriate or unlawful, including actions or communications that occur on or off the Service.

 

  1. Safety; Your Interactions with Other Users.

Though Friendly strives to encourage a respectful user experience through features like the double opt-in that only allows users to communicate if both users indicated interest in one another, Friendly is not responsible for the conduct of any user on or off of the Service. You agree to use caution in all interactions with other users, particularly if you decide to communicate off the Service or meet in person. In addition, you agree to review and follow Friendly’s Safety Tips, located on the Website, prior to using the Service. You agree you will not provide your financial information (for example, your credit card or bank account information), or wire or otherwise send money, to other users.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND THAT FRIENDLY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS ON ITS USERS OR OTHERWISE INQUIRE INTO THE BACKGROUND OF ITS USERS. FRIENDLY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS. FRIENDLY RESERVES THE RIGHT TO CONDUCT – AND YOU AGREE FRIENDLY MAY CONDUCT – ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES) AT ANY TIME USING AVAILABLE PUBLIC RECORDS, SUBJECT TO APPLICABLE LAWS.

 

  1. Other Users’ Content.

Although Friendly reserves the right to review and remove Content that violates the TOU, such Content is the sole responsibility of the user who posts it, and Friendly cannot guarantee that all Content will comply with the TOU. If you see Content on the Service that violates the TOU, please report it to security@friendly.app.

 

  1. Notice and Procedure for Making Claims of Copyright Infringement.

If you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide Friendly with the following information:

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  • a description of the copyrighted work that you claim has been infringed;
  • a description of where the material that you claim is infringing is located on the Service (and such description must be reasonably sufficient to enable Friendly to find the alleged infringing material);
  • your contact information, including address, telephone number and email address;
  • 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
  • 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 the copyright owner’s behalf.

Notice of claims of copyright infringement should be provided to the Friendly’s Copyright Agent via email to security@friendly.app. Friendly shall terminate the Accounts of repeat infringers.

 

  1. Modifying the Service.

Friendly is always striving to improve the Service and bring you additional functionality that you will find engaging and useful. This means Friendly may add new product features or enhancements from time to time as well as remove some features, and if these actions do not materially affect your rights or obligations, Friendly may not provide you with notice before taking them. Friendly may even suspend the Service entirely, in which event Friendly will notify you in advance unless extenuating circumstances, such as safety or security concerns, prevent Friendly from doing so.

 

  1. Third Party Services.

The Service may contain advertisements and promotions offered by third parties and links to other web sites or resources (“Third Parties”). Friendly is not responsible for the availability (or lack of availability) of such external websites or resources. If you choose to interact with Third Parties, such party’s terms will govern their relationship with you. Friendly is not responsible or liable for such Third Parties’ terms or actions.

 

  1. Termination

You may terminate your Account at any time, for any reason, by following the instructions in the App under “Settings”, however you will need to manage your in-app purchases through your mobile device platform (e.g., App Store, Google Play) to avoid additional billing. You may also terminate your Account by requesting deletion of your Account directly to Friendly at security@friendly.app. Friendly may terminate your Account at any time without notice if it believes that you have violated the TOU or if it ceases to offer the Service. Upon such termination, you will not be entitled to any refund for purchases.

 

  1. Disclaimers

FRIENDLY PROVIDES THE SERVICE ON AN “AS IS” AND “AS AVAILABLE” BASIS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE SERVICE (INCLUDING ALL CONTENT CONTAINED THEREIN), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. FRIENDLY DOES NOT REPRESENT OR WARRANT THAT (A) THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR FREE, (B) ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED, OR (C) THAT ANY CONTENT OR INFORMATION YOU OBTAIN ON OR THROUGH THE SERVICE WILL BE ACCURATE.

FRIENDLY TAKES NO RESPONSIBILITY FOR ANY CONTENT THAT YOU OR ANOTHER USER OR THIRD PARTY POSTS, SENDS OR RECEIVES THROUGH THE SERVICE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK.

 

  1. Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL FRIENDLY, ITS AFFILIATES, EMPLOYEES, LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE, (II) THE CONDUCT OR CONTENT OF OTHER USERS OR THIRD PARTIES ON, THROUGH, OR FOLLOWING USE OF THE SERVICE; OR (III) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR CONTENT, EVEN IF FRIENDLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL FRIENDLY’S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE SERVICE EXCEED THE AMOUNT PAID, IF ANY, BY YOU TO FRIENDLY FOR THE SERVICE WHILE YOU HAVE AN ACCOUNT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.

 

  1. Indemnity

YOU REPRESENT AND WARRANT, WITH RESPECT TO CONTENT, THAT SUCH RIGHTS GRANTED TO FRIENDLY ARE FREE AND CLEAR, AND THAT YOU HAVE THE FULL POWER TO GRANT SUCH RIGHTS, AND THAT CONTENT DOES NOT VIOLATE INTELLECTUAL PROPERTY RIGHTS OR ANY OTHER RIGHT OF ANY THIRD PARTY, NOR WILL THE USE OF CONTENT BY FRIENDLY VIOLATE ANY SUCH RIGHT. YOU AGREE, TO THE EXTENT PERMITTED UNDER APPLICABE LAW, TO INDEMNIFY AND HOLD HARMLESS FRIENDLY FROM AND AGAINST ALL CLAIMS, DAMAGES, LOSSES AND EXPENSES, INCLUDING COURT COSTS AND REASONABLE ATTORNEYS’ FEES AND, AT FRIENDLY’S OPTION, YOU WILL DEFEND FRIENDLY AGAINST ANY ACTION BY A THIRD PARTY AGAINST FRIENDLY THAT IS BASED ON A CLAIM THAT YOU, CONTENT, OR FRIENDLY’S USE THEREOF, INFRINGED, MISAPPROPRIATED OR VIOLATED A THIRD PARTY’S RIGHTS, INCLUDING BUT NOT LIMITED TO INTELLECTUAL PROPERTY RIGHTS.

 

  1. Arbitration, Class-Action Waiver, and Jury Waiver.

Most disputes between you and Friendly can be resolved without resort to legal action.  If you have any dispute with Friendly, you agree that before taking any formal legal action you will contact Friendly at security@friendly.app, and provide a brief, written description of the dispute and your contact information.  You and Friendly agree to use commercially reasonable efforts to settle any dispute, claim, question, or disagreement directly through consultation, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.

If the parties cannot come to a resolution within 30 days after the time an informal dispute resolution is initiated, you agree to that any disputes or claims between you and Friendly shall be resolved by confidential, final and binding arbitration to be conducted in the province of Ontario and administered by a nationally reputable arbitration association selected by Friendly acting reasonably (the “Arbitration Administrator”).  The arbitration shall be commenced and conducted in accordance with rules appropriately selected by the Arbitration Administrator (the “Rules”).  Your arbitration fees and your share of the arbitrator’s compensation shall be governed by and, where appropriate, limited by the Rules.  BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU ARE WAIVING THE RIGHT TO SUE IN COURT, RIGHT TO PARTICIPATE IN A CLASS ACTION, OTHER CLASS PROCEEDING OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS LIMITED BY APPLICABLE LAW.

 

  1. Governing Law

Where the above Section 21 arbitration agreement is prohibited by law, the TOU is governed by the laws of the province of Ontario and the applicable laws of Canada, without reference to principles of conflicts of laws. The parties irrevocably attorn to the jurisdiction of the appropriate provincial and federal courts of the province of Ontario to hear any proceedings related to the TOU and the privacy policy.

 

  1. Force Majeure

Neither you nor Friendly shall be liable for failure to perform any obligation under the TOU to the extent such failure is caused by a force majeure event (including acts of God, pandemics (including government-imposed recommendations and restrictions due to a pandemic), natural disasters, war, civil disturbance, action by a government entity, strike, and other causes beyond reasonable control).  The party affected by the force majeure event shall provide notice to the other party within a commercially reasonable time and shall use commercially reasonable efforts to resume performance as soon as practicable.  Obligations not performed due to a force majeure event shall be performed as soon as reasonably possible when the force majeure event concludes.

 

  1. Assignment

Friendly may assign the TOU without your consent or notice to you.  You cannot assign the TOU.

 

  1. Entire Agreement; Other.

If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. The failure of Friendly to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. You agree that your Account is non-transferable and all of your rights to your Account and its Content terminate upon your death. No agency, partnership, joint venture, fiduciary or other special relationship or employment is created as a result of the TOU and you may not make any representations on behalf of or bind Friendly in any manner.

 

  1. Survival

Sections 15 to 26 survive termination of the TOU.