Cobble Terms of Service
Last Modified: [September 25th, 2019]
Last Updated: [September 26th, 2019]
The websites trycobble.com (“Site” or “Sites") is provided by Cobble, LLC (“Cobble,” “we,” “us,” “Company,” or “our”) to provide any services offered via the sites, including trycobble.com (“Sites” or “Site”), or any application such as the Cobble application (“App”) included as may be provided through any application store (collectively, the “Services”) (“User,” “Users” “you” or “your”). These Services include Editorial content on what to do and where to go in New York City, plus additional content targeted toward couples. Further, the Cobble app provides a decision-making platform for couples to figure out what they want to do and where they want to go through a swiping and matching technology, subsequently make reservations, track their date history, and more.
THE INFORMATION YOU RECEIVE AND MANAGE THROUGH THE SITE, INCLUDING WITHOUT LIMITATION INFORMATION REGARDING THE SERVICES, IS PROVIDED SOLELY AS A CONVENIENCE TO YOU. Cobble TAKES NO RESPONSIBILITY FOR THE ACCURACY OR USEFULNESS OF THE INFORMATION YOU RECEIVE, AND YOU ARE SOLELY RESPONSIBLE FOR THE USE OF THE INFORMATION. YOU ACKNOWLEDGE THAT A GREATER DEGREE OF RESPONSIBILITY ON THE PART OF COMPANY WOULD REQUIRE SUBSTANTIALLY INCREASED FEES, AND YOU AGREE TO ACCEPT THE RESPONSIBILITY DESCRIBED IN THIS AGREEMENT.
We may post additional usage and conduct rules regarding the Services at the site. You are required to abide by those rules as if set forth in full in this Agreement.
Our Services and Process.
Our Services consist of those Services described in the Sites and the App and as described above.
Our Services may also include the ability to be sent notifications and ask questions regarding the above.
Restrictions on Use.
By entering into this Agreement, you agree that you will not use the Services for any purpose prohibited by applicable laws, rules, or regulations.
We grant to you a non-transferable, non-exclusive and revocable license to use the Site and Services on your device (“Device”) according to the terms and conditions set forth in this Agreement. Except as expressly granted by this Agreement or otherwise by us or our licensors in writing, you acquire no right, title or license in the Site, Services, or any data, software, content, application or materials accessed from or incorporated in the Site or Services. This Agreement does not give you any rights to any updates or upgrades to the Site or Services or to any maintenance releases, patches, fixes, extensions or enhancements (collectively, “Updates”) to the Site or Services developed by us or our suppliers or licensors at any time in the future. We may provide Updates and/or support in our absolute discretion. We are not required to maintain legacy versions of the Site or Services. Your use of the Updates will be governed by this Agreement unless you are asked to agree to new or additional terms at the time of download or installation. You also agree that you may have to enter into a renewed version of this Agreement if you want to download, install or use a new or modified version of the Site or Services.
Registration. In order to use certain features of the Services, you may be required register for the Services.
You agree not to use the account, username or password of another user, if applicable, at any time or to do anything else that might jeopardize the security of your or another user’s account. You agree to notify us immediately of any unauthorized use of your account. If we have reasonable grounds to suspect violation of these terms or that registration information you have provided is untrue, inaccurate, outdated, or incomplete, we may terminate your account without refund and refuse current or future use of any or all of the Services. We are not responsible for any loss or damage to you or any third party that may be incurred as a result of any unauthorized access and/or use of your account, or otherwise.
You will be responsible for maintaining the security of your account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of your account and any of your uses or misuses of your account.
Usage Rules and License Restrictions.
You may not use the Services for any purpose other than as set forth in this Agreement. While we are not responsible for the things you do and say while using the Services, if your use of the Services does not conform to the purposes of the Services, we may take action to prevent your misuse of the Services, including suspending your account or terminating your use of the Services completely. We do not accept responsibility for any misuse of the Services.
In addition to governing yourself in accordance with the usage rules, you also agree to the following license restrictions. You agree: (a) to use the Services solely for the purposes set forth in this Agreement; (b) to not duplicate, copy or distribute the Site or Services, except as necessary to use it on your Device; (d) to not license, sell, rent, lease, lend, transfer, assign, distribute, host, outsource, disclose or otherwise commercially exploit the Site or Services or make the Site or Services available to any third party; (e) to not use the Site or Services for any fraudulent, unlawful or illegal activity, or in any way that could harm the Site or Services or impair anyone else’s use of it or a wireless network or to try to gain unauthorized access to any service, data, account or network by any means; (f) to not modify, translate, or create derivative works based on the Site or Services or disassemble, decompile or reverse engineer any part of the Site or Services, except and only to the extent that applicable law expressly permits, despite this limitation; (g) to not engage in any harassment, illegal discrimination, or any other offensive or illegal behavior; (h) to not work around any technical limitations in the Site or Services; and (i) to preserve all copyright and other proprietary rights notices on the Site or Services and all copies thereof.
The Services allow the submission of content and materials (such as videos, pictures, ideas, notes, concepts, or creative suggestions) by you and other Users (“User Submissions”), and the hosting, sharing and/or publishing of such User Submissions. User Submissions and certain other information about you are subject to our applicable [trycobble.com/privacy]. You understand that through your use of the Services you consent to the collection, retention and use by Cobble of your User Submissions. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent and warrant that: (i) you own, or have the necessary licenses, rights, consents, and permissions to use, and authorize Cobble to use, all intellectual property and any other proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by the Services and this Agreement; and (ii) you have the written consent, release and/or permission of each and every identifiable individual person in the User Submission to use their name or likeness in connection with the User Submissions in the manner contemplated by the Services and this Agreement. For clarity, you shall retain all of your ownership rights in your User Submissions.
You understand that when using the Services you will be exposed to User Submissions from a variety of sources, and that Cobble is not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent or objectionable.
Cobble assumes no responsibility whatsoever in connection with or arising from User Submissions. Cobble assumes no responsibility for actively monitoring User Submissions for inappropriate content. If at any time Cobble chooses, in its sole discretion, to monitor User Submissions, Cobble nonetheless assumes no responsibility for the content of the User Submissions, no obligation to modify or remove any inappropriate User Submissions, and no responsibility for the conduct of the User submitting User Submissions. Further, Cobble does not endorse and has no control over the content of User Submissions submitted by other Users. Cobble makes no warranties, express or implied, as to the content of User Submissions or the accuracy and reliability of any User Submissions. Nonetheless, Cobble reserves the right to prevent you from submitting User Submissions and to edit, restrict or remove User Submissions for any reason at any time.
User Submissions are owned by the User who submitted them, subject to Cobble’s license to such User Submissions under this Agreement. User Submissions cannot be shared, displayed or duplicated by any other party other than the submitting User, except as permitted under this Agreement.
You hereby grant, and you represent and warrant that you have the right to grant, to Cobble an irrevocable, nonexclusive, royalty-free and fully paid worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your User Submissions, and to grant sublicenses of the foregoing, solely for our business purposes and/or to include your User Submissions in the Services. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Submissions. You also hereby grant to Cobble in connection with a sale of Cobble or the assets of Cobble, the right to sell or transfer the User Submissions to a third party.
Security. The information that the Site or Services collects may be stored locally on your Device and may be transmitted to our servers in other countries where we or our service providers operate. The transmission of information over wireless and wired networks is not inherently secure. We use many tools to help protect your personal information against unauthorized access and disclosure. However, we do not guarantee that your personal information or private communications will always remain private when using the Site or Services.
Term and Termination. Your license to use the Site or Services is effective until we terminate it. In addition, your rights under this license will terminate automatically without notice to you if you fail to comply with any of the provisions of this Agreement. We reserve the right to suspend, discontinue, enhance, update or otherwise modify the Site or Services, or its availability to you, at any time without notice. Upon termination of the license to the Site or Services, you will cease all use of the Site or Services.
Warranty Disclaimer and Liability Limit.
EXCEPT FOR WARRANTIES SET FORTH EXPRESSLY IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY. EACH PARTY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, AND TITLE. Cobble DOES NOT WARRANT AGAINST INTERFERENCE WITH THE ENJOYMENT OF THE SITE OR THE SERVICES, OR AGAINST INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS. WE DO NOT WARRANT THAT THE SITE OR THE SERVICES WILL BE ERROR-FREE, THAT THE INFORMATION THEY PROVIDE, TRACK, OR STORE WILL BE ACCURATE OR TIMELY, OR THAT OPERATION OF THE SITE OR SERVICES WILL BE SECURE OR UNINTERRUPTED.
EXCEPT WITH REGARD TO OUR WILLFUL MISCONDUCT, NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT TO THE CONTRARY, AND IN CONSIDERATION OF THE RELATIVE RISKS AND REWARDS, WE WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO LOST PROFITS OR LOSS OF BUSINESS, EVEN IF WE ARE APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING; NOR, EXCEPT FOR OUR WILLFUL ATTEMPTS TO HARM YOU, SHALL OUR TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNT OF $500.00.
Release and Indemnity. Your use of the Services involves risks for which we cannot be responsible. You are solely responsible to make decisions regarding your operations, actions, and inactions. The Site and Services are provided for your convenience, but it is not designed for you to rely on the information it provides, develops, tracks, or stores. For these reasons, you hereby release Company and its employees and agents from any and all liability arising out of your use of the Services, and you waive any claims against Company, its employees and agents, that may arise out of or be related to your use of the Services and the information the Services provide, develops, tracks, or stores. You also agree to defend, indemnify, and hold Company, its employees and agents, harmless from and against any and all losses, damages, judgments, settlements, and other claims, including attorney fees and court costs, arising out of or related to (1) your breach of any of the provisions of this Agreement, including without limitation the usage rules, (2) your use of the Site or Services, (3) your negligent or intentional acts or omissions and (4) your conduct that is contrary to applicable law. You agree, if we so request, to appoint us as your agent for purposes of pursuing and managing any insurance claims arising out of or related to this Agreement.
Independent Contractor. You agree that nothing in this Agreement shall, or shall be deemed to, create any franchise or relationship of agency or employer/employee between you, us or any third party service providers. The parties are independent contractors and may not bind each other in any fashion without the express written consent of the other party.
Apple. This paragraph applies to any version of any application that you acquire from the Apple App Store. This Agreement is entered into between you and Cobble. Apple, Inc. (“Apple”) is not a party to this Agreement and shall have no obligations with respect to the any such application acquired from the Apple App Store. Cobble, not Apple, is solely responsible for the Services and any such application and the content thereof as set forth hereunder. However, Apple and Apple’s 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 this Agreement against you as a third party beneficiary thereof. Agreement incorporates by reference Apple’s Licensed Application End User License Agreement, for purposes of which, you are “the end-user.” In the event of a conflict in the terms of the Licensed Application End User License Agreement and this Agreement, the terms of this Agreement shall control.
Notices. Except as explicitly stated otherwise, legal notices will be served, with respect to Company, on Company’s registered agent, and, with respect to you, to the email address you provide to Company during the registration process. Notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to the address provided during the registration process. In such case, notice will be deemed given three days after the date of mailing.
Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without reference to the United Nations Convention on the International Sales of Goods. The parties hereby submit to the exclusive personal jurisdiction of the state and federal courts located in the State of New York and waive any objections to jurisdiction therein that are based on forum non conveniens.
Severability. If any provision of this Agreement, including without limitation the warranty disclaimer and liability limitation terms, shall be unlawful, void, or for any reason unenforceable, then the unenforceable or void portion of that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provisions.
Headings. The headings used in this Agreement are for ease of reference only. They are not intended as a complete re-statement of the matters contained under each heading, and you acknowledge that you have read and understand all the text of this Agreement, and not just the headings.
Entire Agreement. This Agreement and any applicable terms agreed in a sign-up document, as each may be amended as set forth herein, are the entire agreement between you and Company relating to the subject matter herein.
Claims; Statute of Limitations. YOU AND COMPANY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Attorney Fees. In case of an action to enforce any rights or conditions of this Agreement, or appeal from said proceeding, it is mutually agreed that the losing party in such suit, action, proceeding or appeal shall pay the prevailing party’s reasonable attorney fees and costs incurred.
Waiver. No waiver of any of this Agreement by Company is binding unless authorized in writing by an executive officer of Company. In the event that Company waives a breach of any provision of this Agreement, such waiver will not be construed as a continuing waiver of other breaches of the same nature or other provisions of this Agreement and will in no manner affect the right of Company to enforce the same at a later time.
Force Majeure. Company will not be liable for, or be considered to be in breach of, or default under, this Agreement on account of, any delay or failure to perform as required by this Agreement as a result of any cause or condition beyond Company’s reasonable control.
Survival. All provisions of this Agreement, other than those entirely fulfilled within the term of the Agreement shall survive the expiration or earlier termination of this Agreement.
Waiver of Jury Trial. Each party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement.