Happenr Terms of Service
1. Your relationship with Happenr
1.1 Your use of Happenr’s products, software, services and web sites (referred to collectively as the “Services” in this document and excluding any services provided to you by Happenr under a separate written agreement) is subject to the terms of a legal agreement between you and Happenr. “Happenr” means Oxynade BVBA, whose principal place of business is at Coupure rechts 296 9000 Gent, Belgium. This document explains how the agreement is made up, and sets out the terms of that agreement. This legal agreement is referred to below as the “Terms”.
2. Accepting the Terms
2.2 By using the services, you accept the Terms. You may not use the Services if you do not accept the Terms.
3. Provision of the Services by Happenr
3.1 You acknowledge and agree that Subsidiaries and Affiliates of Happenr will be entitled to provide the Services to you.
3.2 You acknowledge and agree that the form and nature of the Services which Happenr provides may change from time to time without prior notice to you.
3.3 You acknowledge and agree that Happenr may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at Happenr’s sole discretion, without prior notice to you.
3.5 You acknowledge and agree that while Happenr may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services, such fixed upper limits may be set by Happenr at any time, at Happenr’s discretion.
4. Use of the Services by you
4.1 In order to access certain Services, you may be required to provide information about yourself as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to Happenr will always be accurate, correct and up to date.
4.2 You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from any relevant country).
4.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Happenr, unless you have been specifically allowed to do so in a separate agreement with Happenr.
4.4 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
4.5 Unless you have been specifically permitted to do so in a separate agreement with Happenr, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
4.6 You agree that you are solely responsible for (and that Happenr has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Happenr may suffer) of any such breach.
5. Content in the Services
5.1 You understand that all information (such as data files, written text, images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Content”.
5.2 You should be aware that Content presented to you as part of the Services, including but not limited to advertisements in the Services and sponsored Content within the Services may be protected by intellectual property rights which are owned by the sponsors or advertisers who provide that Content to Happenr (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by Happenr or by the owners of that Content, in a separate agreement.
5.3 Happenr reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service.
5.4 You understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.
5.5 You agree that you are solely responsible for (and that Happenr has no responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which Happenr may suffer) by doing so.
6. Proprietary rights
6.1 You acknowledge and agree that Happenr (or Happenr’s licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by Happenr and that you shall not disclose such information without Happenr’s prior written consent.
6.2 Unless you have agreed otherwise in writing with Happenr, nothing in the Terms gives you a right to use any of Happenr’s trade names, trade marks, service marks, logos, domain names, and other distinctive brand features.
6.3 If you have been given an explicit right to use any of these brand features in a separate written agreement with Happenr, then you agree that your use of such features shall be in compliance with that agreement, any applicable provisions of the Terms, and Happenr's brand feature use guidelines as updated from time to time. These guidelines can be requested by sending an e-mail to info@Happenr.com.
6.4 Other than the limited license set forth in the Section titles “Content license from you”, Happenr acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Content that you submit, post, transmit or display on, or through, the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Happenr, you agree that you are responsible for protecting and enforcing those rights and that Happenr has no obligation to do so on your behalf.
6.5 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
6.6 Unless you have been expressly authorized to do so in writing by Happenr, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
7. License from Happenr
7.1 Happenr gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Happenr as part of the Services as provided to you by Happenr (referred to as the “Software” below). This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Happenr, in the manner permitted by the Terms.
7.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Happenr, in writing.
7.3 Unless Happenr has given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software.
8. Content license from you
8.1 You retain copyright and any other rights you already hold in Content which you submit, post or display on or through, the Services. By submitting, posting or displaying the content you give Happenr a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through, the Services. This license is for the sole purpose of enabling Happenr to display, distribute and promote the Services and may be revoked for certain Services.
8.2 You agree that this license includes a right for Happenr to make such Content available to other companies, organizations or individuals with whom Happenr has relationships for the provision of syndicated services, and to use such Content in connection with the provision of those services.
8.3 You understand that Happenr, in performing the required technical steps to provide the Services to our users, may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit Happenr to take these actions.
8.4 You confirm and warrant to Happenr that you have all the rights, power and authority necessary to grant the above license.
9. Ending your relationship with Happenr
9.1 The Terms will continue to apply until terminated by either you or Happenr as set out below.
9.2 If you want to terminate your legal agreement with Happenr, you may do so by notifying Happenr at any time. Your notice should be sent, in writing, to Happenr’s address which is set out at the beginning of these Terms.
9.3 Happenr may at any time, terminate its legal agreement with you if:
(A) you have breached any provision of the Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or
(B) Happenr is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
(C) the partner with whom Happenr offered the Services to you has terminated its relationship with Happenr or ceased to offer the Services to you; or
(D) Happenr is transitioning to no longer providing the Services to users in the country in which you are resident or from which you use the service; or
(E) the provision of the Services to you by Happenr is, in Happenr’s opinion, no longer commercially viable.
9.4 Nothing in this Section shall affect Happenr’s rights regarding provision of Services under the Section titles “Provision of the Services by Happenr” of the Terms.
9.5 When these Terms come to an end, all of the legal rights, obligations and liabilities that you and Happenr have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of the Section titled “Applicable law” shall continue to apply to such rights, obligations and liabilities indefinitely.
10. Exclusion of Warranties
10.1 The Services are provided "as is" and Happenr, its Subsidiaries and Affiliates, and its licensors give you no warranty with respect to them.
10.2 In particular, Happenr, its Subsidiaries and Affiliates, and licensors do not represent or warrant to you that:
(A) your use of the Services will meet your requirements,
(B) your use of the Services will be uninterrupted, timely, secure or free from error,
(C) any information obtained by you as a result of your use of the Services will be accurate or reliable, and
(D) that defects in the operation or functionality of any Software provided to you as part of the Services will be corrected.
10.3 No conditions, warranties or other terms (including any implied terms as to satisfactory quality, fitness for purpose or conformance with description) apply to the Services except to the extent that they are expressly set out in the Terms.
10.4 Nothing in the Terms shall affect those statutory rights which you are always entitled to as a consumer and that you cannot contractually agree to alter or waive.
11. Limitation of Liability
11.1 Nothing in these Terms shall exclude or limit Happenr’s liability for losses which may not be lawfully excluded or limited by applicable law.
11.2 Subject to overall provision in the paragraph above, Happenr, its Subsidiaries and Affiliates, and its licensors shall not be liable to you for:
(A) any indirect or consequential losses which may be incurred by you. This shall include any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, or any loss of data suffered by you;
(B) any loss or damage which may be incurred by you as a result of:
(i) any reliance placed by you on the completeness, accuracy or existence of any advertising, or as a result of any relationship or transaction between you and any advertiser or sponsor whose advertising appears on the Services;
(ii) any changes which Happenr may make to the Services, or for any permanent or temporary cessation in the provision of the Services (or any features within the Services);
(iii) the deletion of, corruption of, or failure to store, any Content and other communications data maintained or transmitted by or through your use of the Services;
11.3 The limitations on Happenr’s liability to you in the paragraph above shall apply whether or not Happenr has been advised of or should have been aware of the possibility of any such losses arising.
12. Copyright and trade mark policies
12.1 It is Happenr’s policy to respond to notices of alleged copyright infringement that comply with applicable international intellectual property law. Details of Happenr’s policy can be requested by sending an e-mail to info@Happenr.com.
13. Advertisements
13.1 Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.
13.2 The manner, mode and extent of advertising by Happenr on the Services are subject to change without specific notice to you.
13.3 In consideration for Happenr granting you access to and use of the Services, you agree that Happenr may place such advertising on the Services.
14. Other content
14.1 The Services may include hyperlinks to other web sites or content or resources. Happenr may have no control over any web sites or resources which are provided by companies or persons other than Happenr.
14.2 You acknowledge and agree that Happenr is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
14.3 You acknowledge and agree that Happenr is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
15. Changes to the Terms
15.1 Happenr may make changes to the Terms from time to time. When these changes are made, Happenr will make a new copy of the Terms available on a page of the website http://www.Happenr.com.
15.2 You understand and agree that if you use the Services after the date on which the Terms have changed, Happenr will treat your use as acceptance of the updated Terms.
16. General legal terms
16.1 The Terms constitute the whole legal agreement between you and Happenr and govern your use of the Services (but excluding any services which Happenr may provide to you under a separate written agreement), and completely replace any prior agreements between you and Happenr in relation to the Services.
16.2 You agree that Happenr may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
16.3 You agree that if Happenr does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Happenr has the benefit of under any applicable law), this will not be taken to be a formal waiver of Happenr’s rights and that those rights or remedies will still be available to Happenr.
16.4 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
17. Applicable law
17.1 The Terms, and your relationship with Happenr under the Terms, shall be governed by Belgian law. You and Happenr agree to submit to the exclusive jurisdiction of the courts of Ghent, Belgium, to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that Happenr shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
Happenr Privacy Policy
Personal information and other data we collect
* Happenr collects personal information when you register for a Happenr service or otherwise voluntarily provide such information. We may combine personal information collected from you with information from other Happenr services or third parties to provide a better user experience, including customizing content for you.
* Happenr uses cookies and other technologies to enhance your online experience and to learn about how you use Happenr services in order to improve the quality of our services.
* Happenr's servers automatically record information when you visit our website or use some of our products, including the URL, IP address, browser type and language, and the date and time of your request.
Uses
* We may use personal information to provide the services you've requested, including services that display customized content and advertising.
* We may also use personal information for auditing, research and analysis to operate and improve Happenr technologies and services.
* We may share aggregated non-personal information with third parties outside of Happenr.
* When we use third parties to assist us in processing your personal information, we require that they comply with our Privacy Policy and any other appropriate confidentiality and security measures.
* We may also share information with third parties in limited circumstances, including when complying with legal process, preventing fraud or imminent harm, and ensuring the security of our network and services.
* Happenr processes personal information on our servers in Belgium and in other countries. In some cases, we process personal information on a server outside your own country.
Your choices
* We offer you choices when we ask for personal information, whenever reasonably possible.
* You may decline to provide personal information to us and/or refuse cookies in your browser, although some of our features or services may not function properly as a result.
* We make good faith efforts to provide you access to your personal information upon request and to let you correct such data if it is inaccurate and delete it, when reasonably possible.
* You can contact us at info@Happenr.com to request the personal information that we have on file, to request a change or removal of your personal data from our records.
