Terms and Conditions
Last Updated: May 11, 2021
You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Platform, satisfy any legal requirement that such communications be in writing.
The sections below titled “Dispute Resolution - Binding Arbitration” and “Class Action Waiver” contain a binding arbitration agreement and class action waiver. They affect your legal rights, including by waiving your right to bring claims in court before a judge and jury. Please read them.
- Description of Platform; Restrictions
We provide Visitors and Registered Users with access to the Platform as described below.
“Visitors” are people who do not register with us access components of the Platform available to the public. No login is required for Visitors. Visitors can: (i) view all publicly available content on the Platform; and (ii) e-mail us.
“Registered Users” are individuals that have registered for an account on the Platform (whether paid or unpaid) to use the services made available on the Platform (the “Services”).
MerryDiv has no obligation to accept any individual as a Registered User and may accept or reject any registration in its sole and complete discretion. In addition, we may deactivate or suspend any account at any time, including, without limitation, if we determine that a Registered User has violated this Agreement or otherwise misused the Platform or Services. We reserve the right, in our sole and absolute discretion, to deny you access to the Platform, or any portion of the Platform, without notice and without reason.
- Use Guidelines and Restrictions
By accessing the Platform, you agree to comply with following guidelines and restrictions:
- You will comply with all applicable laws in your use of the Platform and will not use the Platform for any unlawful purpose;
- You will not access or use the Platform to collect any market research for a competing business;
- You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- You will not interfere with, or attempt to interrupt the proper operation of, the Platform through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any Content (as defined below), data, files, or passwords related to the Platform through hacking, password or data mining, or any other means;
- You will not decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Platform;
- You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features on the Platform;
- You will not use any robot, spider, scraper, or other automated means to access the Platform for any purpose without our express written permission; provided, however, we grant the operators of public search engines permission to use spiders to copy materials from the public portions of the Platform for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials;
- You are not under 13 years of age. Persons under the age of 13 are not permitted to use or register for an account or otherwise use the Platform. If you are under 18 years of age, you may use the Platform only with the permission of a parent or guardian, and you will not use any aspect of the Platform prior to obtaining such permission;
- You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure; and
- Sign-in Name; Password; Unique Identifiers
If you wish to register for the Platform you will be prompted to create an account, which may include a sign-in name (“Sign-In Name”), a password (“Password”), and perhaps certain additional information that will assist in authenticating your identity when you log-in in the future (“Unique Identifiers”). When creating your account, you must provide true, accurate, current, and complete information. Each Sign-In Name and corresponding Password can be used by only one user. You are solely responsible for the confidentiality and use of your Sign-In Name, Password, and Unique Identifiers, as well as for any use, misuse, or communications entered through the Platform using one or more of them. You will promptly inform us of any need to deactivate a Password or Sign-In Name, or change any Unique Identifier. We reserve the right to delete or change your Password, Sign-In Name, or Unique Identifier at any time and for any reason and shall have no liability to you for any loss or damage caused by such action.
- Intellectual Property
The Platform contains material, such as videos, photographs, software, text, graphics, images, sound recordings, and other material provided by or on behalf of MerryDiv (collectively referred to as the “Content”). The Content may be owned by us or by third parties. The Content is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use the Content except as permitted under this Agreement. No other use is permitted without prior written consent from us. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited.
The trademarks, service marks, and logos of MerryDiv (the “MerryDiv Marks”) used and displayed on the Platform are registered and/or unregistered trademarks or service marks of MerryDiv. Other company, product, and service names located on the Platform may be trademarks or service marks owned by others (the “Third-Party Marks,” and, collectively with MerryDiv Marks, the “Marks”). Nothing on the Platform should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Marks, without our prior written permission specific for each such use. Use of the Marks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of MerryDiv Marks inures to our benefit.
Elements of the Platform are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.
The Platform may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Platform, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, “Contributions”). By posting your Contributions to any part of the Platform or making Contributions accessible to the Platform by linking your account from the Platform to any of your social networking accounts, you automatically grant, and you represent and warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions, and grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels.
This license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been asserted in your Contributions.
We do not assert ownership over your Contributions; we merely receive the right to use them as described above. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Platform. You are solely responsible for your Contributions to the Platform and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the Platform; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions.
We respect the intellectual property rights of others. If you believe that any material available on or through the Platform and/or the Services infringes upon any copyright you own or control, please immediately notify us using the contact information provided below (a “Notification”) by following the steps set forth in our Copyright and Intellectual Property Policy (“Copyright Policy”). As described in more detail in the Copyright Policy, a copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that, pursuant to applicable law, you may be held liable for damages if you make material misrepresentations in a Notification made under the Copyright Policy. Thus, if you are not sure that material located on or linked to by the Platform and/or the Services infringes your copyright, you should consider first contacting an attorney.
- No Offers or Reliance; No Investment or Financial Advice
No information set forth on the Platform that should be construed as investment or financial advice of any kind. Our Services are merely intended to facilitate the tracking of certain investment-related information, not to advise you to make, or not make, any particular investment or other financial action.
MerryDiv is neither a law firm nor an accounting firm, and no portion of the Platform should be interpreted as legal, accounting, or tax advice. To the extent that past performance of investments is available through the Platform, past performance is not indicative of future results, and no representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.
No material available through the Platform shall be used or considered as an offer to sell or a solicitation of any offer to buy the securities or services of any of our affiliated entities. Offers can only be made where lawful under, and in compliance with, applicable law.
Please remember that different types of investments involve varying degrees of risk, and there can be no assurance that the future performance of any specific investment or investment strategy, will be profitable or equal any historical performance levels.
Investments discussed on the Platform, if any, may not be suitable for all investors. Investors should make their own investment decisions based upon their own financial objectives and financial resources, and should obtain independent investment and tax advice before deciding to invest. By way of example, any information shared among Registered Users is not intended as investment advice being offered by MerryDiv, and any investment approaches or actions taken as a result of any such communications should be an investor’s own decision and based on their own financial needs and priorities. Investments discussed on the Platform ultimately may generate positive returns, and other investments made in these asset classes or geographic regions, but not discussed on the Platform, may generate negative returns, or vice versa. It should not be assumed that investments made for any particular account will match the performance or character of the investments discussed on the Platform. Investors may experience materially different results.
- Communications With and Submissions To Us
Although we encourage you to e-mail us, we do not want you to, and you should not, e-mail us any content that contains confidential information. With respect to all e-mails and communications you send to us, including, but not limited to, ratings, feedback, questions, comments, suggestions, and the like, we shall be free to use any ratings data, ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.
- Modifications and Interruptions
We reserve the right to change, modify, or remove the contents of the Platform, or the functionality of the Services at any time or for any reason at our sole discretion without notice. We also reserve the right to modify or discontinue all or part of the Services without notice at any time. The foregoing includes MerryDiv’s right to reduce the frequency that users of the Services have their automated financial institutions updated automatically on the Platform, in our sole discretion, except to the extent you and MerryDiv have entered a written agreement in which MerryDiv commits to do so with a particular frequency. Except as expressly provided in a written agreement executed by us, we will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Platform or the Services.
- No Warranties; Limitation of Liability
EXCEPT AS EXPRESSLY STATED IN THESE TERMS OF SERVICE OR IN ANY SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND MERRYDIV, THE PLATFORM AND THE SERVICES ARE PROVIDED ON AN AS-IS AND AS- AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE PLATFORM AND THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE PLATFORM AND THE SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, EXCEPT AS EXPRESSLY STATED IN THESE TERMS OF SERVICE. EXCEPT AS EXPRESSLY STATED IN THESE TERMS OF SERVICE, WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE PLATFORM’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE PLATFORM, AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE PLATFORM, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM OR THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLATFORM. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PLATFORM, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. YOU ACKNOWLEDGE THAT MERRYDIV DOES NOT REPRESENT OR WARRANT THAT THE CONTENT AND ANY OTHER DATA OR INFORMATION PROVIDED THROUGH THE PLATFORM WILL BE ACCURATE OR COMPLETE.
IN NO EVENT WILL MERRYDIV OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE PLATFORM OR THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (1) THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE SIX-MONTH (6-MONTH) PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING OR (2) $100.
THIS SECTION APPLIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
- External Sites
The Platform may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
- Payment Processing; Refunds Limited
You agree to provide current, complete, and accurate purchase and account information to the Payment Processor for all purchases you make in connection with the Services. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date with the Payment Processor. Sales tax will be added to the price of purchases as deemed required by us.
We reserve the right to refuse any order placed through the Platform at our sole discretion. We may, in our sole discretion, limit or cancel quantities purchased per user or per purchase.
All purchases made through the Services are final and no refunds are available, except as we determine appropriate in our sole discretion.
You agree to defend, indemnify, and hold us and our officers, directors, employees, agents, successors, licensees, licensors, and assigns harmless from and against any damages, liabilities, losses, expenses, claims, actions, and/or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from: (i) your breach of this Agreement; (ii) your misuse of the Content or the Platform; (iii) your Contributions, (iv) any overt harmful act by you toward any other user of the Platform or the Services with whom you connected via the Platform and/or (v) your violation of any third-party rights, including without limitation any copyright, trademark, property, publicity, or privacy right. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
- Compliance with Applicable Laws
We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Platform or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
- Termination of the Agreement
We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Platform, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Platform at any time without prior notice or liability. The terms that by their nature survive termination (including, without limitation, Sections 4, 6, 8, 11, and 14-16) shall survive the termination of this Agreement.
- Controlling Law
This Agreement and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions.
- Dispute Resolution - Binding Arbitration
NOTWITHSTANDING OUR GENERAL RIGHT TO MODIFY ANY PROVISIONS OF THESE TERMS AS PROVIDED ABOVE, IF WE MODIFY THE TERMS OF THIS “DISPUTE RESOLUTION – BINDING ARBITRATION” SECTION AFTER THE DATE YOU INITIALLY ACCEPTED THESE TERMS (OR MOST RECENTLY ACCEPTED ANY SUBSEQUENT CHANGES TO THESE TERMS), YOU MAY REJECT ANY SUCH CHANGE BY SENDING US WRITTEN NOTICE AT email@example.com WITHIN 30 DAYS OF THE EFFECTIVE DATE OF SUCH CHANGE. BY REJECTING SUCH CHANGE(S), YOU ARE AGREE THAT, IF APPLICABLE, YOU WILL ARBITRATE ANY DISPUTE BETWEEN YOU AND MERRYDIV ACCORDING TO THE TERMS OF THIS “DISPUTE RESOLUTION – BINDING ARBITRATION” SECTION AS OF THE DATE YOU FIRST ACCEPTED THESE TERMS (OR MOST RECENTLY ACCEPTED ANY SUBSEQUENT CHANGES TO THESE TERMS). IF NO ARBITRATION PROVISION TERMS APPLIED TO THE VERSION OF THESE TERMS THAT YOU MOST RECENTLY ACCEPTED, YOU WILL NOT BE BOUND BY THE ARBITRATION PROVISIONS OF THESE TERMS.
The American Arbitration Association (the “AAA”) will administer the arbitration under its Consumer Arbitration Rules (https://adr.org/sites/default/files/Consumer_Rules_Web_1.pdf) and, as applicable, the Supplementary Procedures for Consumer Related Disputes (https://www.adr.org/sites/default/files/Consumer-Related%20Disputes%20Supplementary%20Procedures%20Sep%2015%2C%202005.pdf), or under the AAA’s applicable rules adopted to replace such rules and procedures as are then in effect (collectively, the “AAA Rules”). If an in-person hearing is required, the arbitration will be held in the United States county where you live or work, or any other location we agree to, and otherwise as determined by the AAA Rules. If the claim subject to arbitration does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents that you and MerryDiv submit to the arbitrator, unless a party requests a hearing or the arbitrator determines that a hearing is necessary.
The AAA Rules will govern payment of all arbitration fees, including your responsibility, if applicable, to pay any administrative and arbitrator fees. MerryDiv will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Either you or MerryDiv may assert claims, if they qualify, in small claims court in any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
As set forth in Section 17 below, nothing in this Agreement will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.
- Class Action Waiver
You agree that any arbitration or proceeding shall be limited to the claims or dispute between MerryDiv and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any claim or dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any claim or dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. You agree that you may bring claims against us only in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
- Equitable Relief
You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, MerryDiv will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this Agreement. We may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the federal and state courts in the State of California, County of San Francisco for purposes of any such action by us.
Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees. Unless otherwise stated in this Agreement should any provision of this Agreement be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of this Agreement, and the application of that provision shall be enforced to the extent permitted by law.
- Changes to these Terms
MerryDiv reserves the right, in its sole discretion, to change the Terms under which https://www.merrydiv.com/ is offered. The most current version of the Terms will supersede all previous versions. MerryDiv encourages you to periodically review the Terms to stay informed of our updates.
- Contact Us
If you want to contact us about these Terms, your account with us, or your use of the Services, you can reach us at firstname.lastname@example.org.