Terms and Conditions
Effective as of November 22, 2016
1. IN GENERAL
2. LICENSE GRANT
Subject to the terms of this Agreement, SUPERCAN hereby grants you a limited, revocable, non-exclusive, personal, non-sublicensable, non-assignable license to download the App and use Service for your personal use on a mobile device owned or otherwise controlled by you.
You understand and agree that the App and Service is provided under license, and not sold, to you. SUPERCAN reserves and retains its entire right, title and interest in and to the App and Service, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as granted to you under the limited license as set forth above.
3. HOW THE APP AND SERVICES WORK
Individualized, Live Expert Consultations
The Service enables registered Users to engage in real-time, live, one-on-one messaging and other forms of live, one-on-one communication with other Users which are experts in various professional fields, including but not limited to accountants, lawyers, business consultants, professionals stylists, personal trainers, and nutrition experts (an “Expert User”).
The purpose of the messaging is to allow the Expert User to advise a course of action or offer a solution for a real world problem. For example, a User seeking nutritional advice can use the Service to seek recommendations from an Expert for where to purchase the best vitamin supplements, or which fitness center to join for the best one-on-one fitness training.
A User that wants to engage in messaging (a “Requesting User”) or other form of real-time, live, one-on-one communication with an Expert User does so by creating a request for messaging or other form of real-time, live, one-on-one communication (“Request”). Users making such a Request will be required to pre-authorize payment methods or submit payment. Upon payment, the Expert User will create and send the message or other form of communication directly to the Requesting User, using contact information provided by the requesting User.
Pre-Recorded, Pre-Produced Content Prohibited
The Service is a platform for on-demand, live expert consultation. Expert Users are strictly prohibited from sharing, transmitting or otherwise making available any pre-recorded, pre-produced content as a substitute for live expert consultation.
4. USER ACCOUNT REGISTRATION
Requesting User: Requesting Users can create a profile by registering with the Service, and by submitting their name, contact information and other details.
Expert User: Expert Users may create a profile by registering with the Service and creating a Profile, which will include options for pricing for various forms of communications that you, as an Expert User, offer to Requesting Users.
5. REQUESTS FOR LIVE MESSAGING
You, as an Expert User, acknowledge and agree that you are solely responsible for any and all live messaging Requests you accept. Accordingly, you represent and warrant that any Requests you accept and provide will (a) comply with all applicable laws, tax requirements, and rules and regulations that may apply to you and (b) do not conflict with the rights of third parties. Please note that SUPERCAN assumes no responsibility for the content of Requests, nor does SUPERCAN accept responsibility for any User’s compliance with any applicable laws, rules and regulations. You understand and agree that SUPERCAN is not involved in the interactions between Users and understand and acknowledge that SUPERCAN does not modify, endorse or guarantee Request content.
SUPERCAN reserves the right, at any time and without prior notice, to remove or disable access to any Requests for any User for any reason, including Requests that SUPERCAN, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the App or Services. You acknowledge and agree that, as an Expert User, you are responsible for your own acts and omissions. Further, SUPERCAN reserves the right, but disclaims the obligation, to monitor the Service to ensure that Users are offering and accepting Requests in a respectful, fair and competent manner.
6. UNAUTHORIZED USES OF THE SERVICE AND PROHIBITED CONDUCT
A. You agree not to use the App to harass, abuse, stalk, threaten, disrespect, defame or otherwise violate or infringe the rights of any other User or other third party, and that SUPERCAN is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions you may receive as a result of using the App and the Service.
B. You agree not to copy the App, except as expressly permitted under the license grant in Section 2.
C. You agree not to modify, adapt, translate or otherwise create derivative works or improvements, whether or not patentable, of the App.
D. You agree not to reverse engineer, disassemble, decompile, decode or otherwise attempt to gain access to the source code of the App.
E. You agree not to remove, delete, alter or obscure any trademarks or any copyright, patent or other intellectual property notices from the App.
F. You agree not to remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the App.
G. You agree not to use the Service to distribute, send, upload or otherwise make prohibited content available, including but not limited to explicitly sexual/pornographic content, defamatory content, disrespectful or offensive content in regards to race, religion, gender, sexual orientation or political affiliation (“Prohibited Content”). SUPERCAN reserves the right to cancel any transaction and/or user account if it determines in its sole discretion that a user is engaged in using the Service for the transmission of Prohibited Content).
7. REQUESTS AND FINANCIAL TERMS
Financial Terms for Expert Users
SUPERCAN deducts a 25% fee (the “Service Fee”) from all monies due to Expert User for accepted Requests. As part of agreeing to these Terms, you accept that you as Expert User, and not SUPERCAN, will be responsible for any “unsatisfied” Requesting User refund requests. SUPERCAN will look into any and all requests for refunds and review such on a case-by-case basis. To avoid any refunded fees to Requesting Users, it is best practice to only engage with Users whose Requests you are able to competently accept.
Further, SUPERCAN reserves the right in its sole discretion to modify the Service Fee on a per-user/per-case basis.
Financial Terms for Requesting Users
You (as a Requesting User), not SUPERCAN, are solely responsible for honoring any payments due a result of entering into a transaction with an Expert User for a Request. You agree to pay SUPERCAN all fees due in connection with any Requests. In order to initiate a Request, you understand and agree that SUPERCAN reserves the right, in its sole discretion, to obtain a pre-authorization of your credit card or charge your credit card a nominal amount, in order to verify your credit card. At the initiation of any Request, SUPERCAN will prepare the collection of the applicable fees payable in accordance with these Terms and the terms of the Request, and the applicable fees will be charged when the Request is made available on the requesting user’s device.
Please note that SUPERCAN cannot control any fees that may be charged to User by his or her bank related to SUPERCAN collection of the Request fees, and SUPERCAN disclaims all liability in this regard. If you are directed to SUPERCAN’s third party payment processor, you may be subject to terms and conditions governing use of that third party’s service and that third party’s personal information collection practices. Please review such terms and conditions before using the services. Once your transaction is complete you will receive a confirmation email summarizing your confirmed Request fees charged.
8. DISCLAIMER OF WARRANTIES
SUPERCAN makes no representations concerning the content request, produced or otherwise accessed via the Service, including without limitation the quality, accuracy or general entertainment value of the messages, greetings, advice and all other forms of communication, engagement and interaction of Requests delivered to Requesting Users by Expert Users. Further, SUPERCAN will not be responsible or liable for the contents, accuracy, copyright compliance, legality or decency of third party content or services provided via the Service or the App or for your reliance on any of the foregoing.
THE APP, SOFTWARE AND SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. SUPERCAN MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH, OR THE PERFORMANCE OF, THE APP, SOFTWARE OR THE SERVICE, INCLUDING THE SERVICES PROVIDED BY USERS OR THIRD PARTIES THEREON. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SUPERCAN SPECIFICALLY DISCLAIMS ANY WARRANTY REGARDING (I) THE QUALITY OF SERVICES BY USERS OR THIRD PARTIES MAKING THEIR SERVICES AVAILABLE ON THE APP, AND (II) WHETHER SUCH SERVICES WILL SATISFACTORILY MEET THE EXPECTATIONS OF YOUR REQUEST. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE RELYING ON IT. USE OF THE APP AND/OR THE SERVICE IS AT YOUR SOLE RISK. SUPERCAN DOES NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE APP AND/OR SERVICE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE APP OR THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE APP OR THE SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, REPRESENTATIONS, OR CONDITIONS, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY IN FULL TO YOU. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SUPERCAN SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) CALENDAR DAYS FROM THE DATE OF FIRST USE AND SUPERCAN’S LIABILITY FOR BREACH THEREOF SHALL BE LIMITED AT SUPERCAN’S OPTION TO THE OPTION SET FORTH IN SECTION 8.
9. LIMITATION OF LIABILITY
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL SUPERCAN (OR OUR SUPPLIERS AND LICENSORS) BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, DIRECT, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SUPERCAN APP OR SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF SUPERCAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, in no event shall SUPERCAN’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the greater of: (1) the amounts paid by you to SUPERCAN during the twelve (12) months immediately preceding the events or omissions giving risk to such damages, or (2) the amount of one hundred U.S. dollars ($100.00). The foregoing limitations will apply even if the above stated remedy or any other remedy set forth in these Terms fails of its essential purpose. ACCESS TO, AND USE OF, THE SUPERCAN APP IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
By using the SUPERCAN Properties you agree that you will defend, indemnify and hold harmless SUPERCAN together with its employees, agents, directors, officers and shareholders, from and against all the liabilities, claims, damages and expenses (including reasonable attorneys' fees and costs) arising out of (a) your use of the SUPERCAN Services, (b) your breach or alleged breach of these Terms, (c) your violation or alleged violation of applicable laws or regulations or third party rights, and (d) any negligent acts, omissions, or willful misconduct by you. SUPERCAN reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and, in such case, you shall agree to cooperate with SUPERCAN's defense of such claim. You agree not to settle any matter without the prior written consent of SUPERCAN. SUPERCAN will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
11. INTELLECTUAL PROPERTY
The App, Site and Service and all original content related thereto, features and functionality are owned by SUPERCAN, Inc and are protected by international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
SUPERCAN Inc does not claim ownership of the profile information and content uploaded by Users, such as User’s name, User’s likeness in the form of profile pictures and profile images, User’s professional and academic credentials, and biographical information (“User Content”), but by making any User Content available on the App, Site, and Services, you hereby grant SUPERCAN a worldwide, irrevocable, perpetual, gratis, royalty-free license to view, store, duplicate, distribute, adapt, modify, publicly display, transmit, stream, broadcast, access, and otherwise use such User Content in any manner on, through, or by means of the App, Site and Services.
All copyrighted content transmitted via messaging on the Service belong to the originating User, and every User transmitting copyrighted content hereby warrants and represents that he or she controls such content or is authorized to transmit such content on the Service. SUPERCAN explicitly disclaims any responsibility for monitoring the Service and/or Requests for the transmission of infringing or unauthorized copyrighted content.
12. TERM AND TERMINATION
A. The term of this agreement commences upon your registration for an account with the Service, which shall be deemed to be your acceptance to these Terms, and will continue until terminated by you or SUPERCAN as set forth in this Section 12.
B. You may terminate your agreement to these Terms by deleting your App from your mobile devise(s) and closing your account.
C. We may terminate this agreement at any time without notice if we cease to support the App, which we may do at any time, without notice, at our sole discretion. Further, any breach by you of these Terms will terminate this agreement.
D. Upon termination:
(i) all rights granted to you under this Agreement will also terminate; and
(ii) you must cease your use of the App and the Service, and delete the App from your mobile device(s).
E. Termination will not limit any of our rights at law or in equity.
Users are solely responsible for paying all applicable taxes associated with your use the Service and/or from any personal income derived from your use of the Service.
14. PRIVACY; LINKS TO OTHER SITES
Our App and Site may contain links to third-party sites that are not owned or controlled by us.
15. GENERAL PROVISIONS
Governing Law; Jurisdiction. This Agreement (and any further rules, polices, or guidelines incorporated by reference) shall be governed and construed in accordance with the laws of California, United States, without giving effect to any principles of conflicts of law. You agree that all disputes arising out of or related to your use of the Site, Platform and/or Service shall be subject to the exclusive jurisdiction of the courts located in San Francisco, California.
No Partnership. You agree that no joint venture, partnership, employment, or agency relationship exists between you and SUPERCAN as a result of this Terms or your use of the App and Service.
Assignment. SUPERCAN may assign this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Terms without SUPERCAN's prior written consent, and any unauthorized assignment by you shall be null and void
Severability. If any part of this Terms is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of the Terms shall be given full force and effect.
No Waiver. Our failure to enforce any provision of this Terms shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
Notices. All notices given or required under this Terms shall be in writing and addressed to:
Supercan, Inc., 144 Central Ave, San Francisco, CA 94117, USA.
Equitable Remedies. You hereby agree that SUPERCAN would be irreparably damaged if the terms of this Terms were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this Terms, in addition to such other remedies as we may otherwise have available to us under applicable laws.
Entire Agreement. This Terms constitutes the entire agreement between you and us with respect to the App, Site, and/or Service and supersedes all prior or contemporaneous communications, whether electronic, oral or written, between you and us with respect to the App, the Site and/or Service.
16. CONTACT US
144 Central Ave
San Francisco, CA 94117