Terms of Service

NTD – update Website with Service.  Updated “material” with “content”.  “Company” with “Dood”, etc.

Last Updated: 01 November 2019

1 Introduction

These terms of use (the “Terms”) are a legal agreement between you (“you”, “your”) and Dood Inc., including our parents, subsidiaries and affiliates (“Dood”, “we” or “us”) governing your use of our services, including the website at getdood.app, mobile applications and other products and services (collectively, the “Service”).  By agreeing to these Terms or by using ourService, you agree to be bound by these Terms, as they are amended from time to time, and the documents referred to in them. If you do not agree with or accept any of these Terms, you should cease using the Service immediately.

1.1              By using the Service or by clicking to accept these Terms, you accept and agree to be bound and comply with these Terms and our privacy policy (the “PrivacyPolicy”), found at getdood.app/privacy which is incorporated herein by reference. If you do not agree to these Terms or the privacy policy, you must not access or use the Service.

2 Modifications to the Terms

2.1              We reserve the right in our sole discretion to revise and update these Terms from time to time. Any and all such modifications are effective immediately upon posting and apply to all access to and continued use of the Service. You agree to periodically review these Terms in order to be aware of any such modifications and your continued use shall be your acceptance of these.

2.2              The information and content on the Service may be changed, withdrawn or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Service is restricted to users or unavailable at any time or for any period.

3 Your Use of the Service and Security

3.1              The security of your personal information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure.

3.2              Unfortunately, the transmission of information via the Internet is not completely secure.Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Service.Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Service.

3.3              Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that should you be provided an account, your account is personal to you and you agree not to provide any other person with access to this Service or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access.

3.4              You are prohibited from attempting to circumvent and from violating the security of the Service, including, without limitation: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting or disabling service to users, hosts, servers or networks; (d)illicitly reproducing TCP/IP packet header; (e) disrupting network services and otherwise disrupting our ability to monitor the Service;(f) using any robot, spider, or other automatic device, process, or means to access the Service for any purpose, including monitoring or copying any of the content on the Service; (g) introducing any viruses, trojan horses, worms, logic bombs, or other content that is malicious or technologically harmful; (h) attacking the Service via a denial-of-service attack, distributed denial-of-service attack, flooding, mail bombing or crashing; and (i) otherwise attempting to interfere with the proper working of the Service.

3.5              We reserve the right at any time and from time to time, to disable or terminate your account, subscription (as defined below), any username, password, or other identifier, whether chosen by you or provided by us, in our sole discretion for any or no reason, including any violation of any provision of these Terms.

4 Payment

4.1              If you subscribe for paid services offered by us (a “subscription”), you agree to pay us the applicable fees and taxes.  Your subscription will automatically renew monthly unless your subscription is cancelled in accordance with these Terms.

4.2              The credit card which you provide to us or our third party payment provider will be charged for your subscription on the first day of each monthly billing cycle(the same day of the month that you originally signed up for a subscription).   All fee sand other charges are final and non-refundable.

4.3              You may cancel your subscription at any time. If you do cancel your subscription, it will be effective at the end of the current monthly billing cycle.  You will not receive a refund for any fees paid in respect of your final month  You will continue to have access to your subscription for the duration of that monthly billing cycle.  

4.4              All prices are subject to change upon notice. Such notice may be provided by email to you or in the form of an announcement on the Service.

5 Intellectual Property Rights and Ownership

5.1              You understand and agree that the Service and its entire contents, features, and functionality, including, but not limited to, all information, software, code, text, displays, graphics, photographs, video, audio, design, presentation, selection, and arrangement, are owned by Dood, its licensors, or other providers of such content and are protected in all forms by intellectual property laws including without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.

5.2              The Dood name, logo and all related names, logos, product and service names, designs, images and slogans are our trademarks. You must not use such marks without our prior written permission. Other names, logos, product and service names, designs, images and slogans mentioned, or which appear on the Service are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.

5.3              You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the content on our Service, in any form or medium whatsoever except (a) your computer and browser or device may temporarily store or cache copies of content being accessed and viewed; and(b) one single user copy may be downloaded with any proprietary notices intact, for your own personal, non-commercial use, conditional on your agreement to be bound by our end user licence agreement for such downloads.

5.4              Users are not permitted to modify copies of any content from the Service nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of content from the Service.

5.5              Except as provided in these Terms, you have no right, title, or interest in or to the Service or to any content on the Service, and all rights not expressly granted are reserved by us. Any use of the Service not expressly permitted by these Terms is a breach of these Terms and may infringe or violate copyright, trademark, and other intellectual property or other proprietary laws.

6 Conditions of Use and Content Standards

6.1              As a condition of your access and use, you agree that you may use the Service only for lawful purposes and in accordance with these Terms.

6.2              The content standards in the following paragraph (the “Content Standards”) apply to any and all content, material, and information a user submits, posts, publishes, displays, or transmits (collectively, "submit") to theService, to other users or other persons (collectively, "UserSubmissions") and any and all interactive functions. Any and all UserSubmissions must comply with all applicable laws and these Terms.

6.3              Without limiting the foregoing, you warrant and agree that your use of the Service and any User Submissions shall not:

(a)           In any manner violate any applicable federal, provincial, local, or international law or regulation including, without limitation, any laws regarding the export of data or software, patent, trademark, trade secret, copyright, or other intellectual property, legal rights (including the rights of publicity and privacy of others) or contain any content that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise maybe in conflict with these Terms and our Privacy Policy.

(b)           In any manner violate the terms of use of any third-party website that is linked to the Service, including but not limited to, any third-party social media website.

(c)           Include or contain any content that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Dood’s sole discretion.

(d)           Involve stalking, attempting to exploit or harm any individual (including minors) in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable laws.

(e)           Involve, provide or contribute any false, inaccurate or misleading information.

(f)            Include sending, knowingly receiving, uploading, downloading, using, or reusing any content that does not comply with the User Submissions and ContentStandards set out in these Terms.

(g)           Impersonate or attempt to impersonate Dood, a Dood employee, another user, or any other person or entity (including, without limitation, by using email addresses, or screen names associated with any of the foregoing).

(h)           Transmit, or procure the sending of, any advertisements or promotions, other than those expressly permitted by the Service, without our prior written consent, sales, or encourage any other commercial activities, including, without limitation, any"spam", "junk mail", "chain letter", contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation.

(i)             Encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Service, or which, as determined by us, may harm Dood or users of the Service or expose them to liability.

(j)             Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm any other person.

(k)           Promote any illegal activity, or advocate, promote, or assist any unlawful act.

(l)             Give the impression that they originate from or are endorsed by us or any other person or entity, if this is not the case.

7 UserSubmissions - Grant of Licence

7.1              TheService contain interactive functions which allows User Submissions on or through the Service.

7.2              None of the User Submissions you submit to the Service will be subject to any confidentiality by Dood. By providing any User Submission to the Service, you grant us and our service providers, and each of their and our respective licensees, successors, and assigns the right to a world-wide, royalty free, perpetual, irrevocable, non-exclusive licence to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such content for any purpose and according to your account settings and/or incorporate such content into any form, medium or technology throughout the world without compensation to you. You further waive any moral rights or other rights of authorship as a condition of submitting any User Submission.

7.3              By submitting the User Submissions, you declare and warrant that you own or have the necessary rights to submit the User Submissions and have the right to grant the licence hereof to us and our service providers, and each of their and our respective licensees, successors, and assigns to the User Submissions and comply with these Terms. You represent and warrant that all User Submissions comply with applicable laws and regulations and the User Submissions and ContentStandards set out in these Terms.

7.4              You understand and agree that you (not the Dood or its respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers or successors) are fully responsible for any User Submissions you submit or contribute, and you are fully responsible and legally liable, including to any third party, for such content and its accuracy. We are not responsible or legally liable to any third party for the content or accuracy of any User Submissions submitted by you or any other user of the Service.

8 YouTube

8.1              Our Services uses YouTube API Services to stream video content from the Service to
YouTube. By using this Service you agree to be bound by the YouTube Terms of Service
which are accessible at https://www.youtube.com/t/terms.

9 SiteMonitoring and Enforcement, Suspension and Termination

9.1              Dood has the right, but not the obligation, without provision of notice to:

(a)           Remove or refuse to post on the Service any User Submissions for any or no reason in our sole discretion.

(b)           At all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole discretion, including, without limitation, for violating the Service and User Submissions and Content Standards or Terms.

(c)           Take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Service. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any content on or through the Service.

(d)           Terminate or suspend your access to all or part of the Service for any or no reason, including, without limitation, any violation of these Terms.

9.2              YOU WAIVE AND HOLD DOOD HARMLESS AND ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES,AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS AND SUCCESSORS FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY US ANDANY OF THE FOREGOING PARTIES RELATING TO ANY, INVESTIGATIONS BY EITHER DOOD ORSUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES.

9.3              We have no obligation, nor any responsibility to any party to monitor the Service or its use, and do not and cannot undertake to review content that you or other users submit to the Service. We cannot ensure prompt removal of objectionable content after it has been posted and we have no liability for any action or in action regarding transmissions, communications, or content provided by any user or third party, subject to applicable laws.

10              NoReliance

10.1              The content on our Service is provided for general information purposes only. It is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our site.

10.2              Although we make reasonable efforts to update the information on our Service, we make no representations, warranties or guarantees, whether express or implied, that the content on our Service is accurate, complete or up to date. Your use of theService is at your own risk and neither Dood nor its respective directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers or successors have any responsibility or liability whatsoever for your use of this Service.

10.3              ThisService includes content provided by third parties, including from other users and third-party licensors. All statements and/or opinions expressed in any such third-party content, other than the content provided by Dood, are solely the opinions and the responsibility of the person or entity providing such content.Such content does not necessarily reflect the opinion of Dood. Neither Dood nor our directors, officers, employees, agents, service providers, contractors, licensors, licensees, suppliers or successors have any responsibility or liability whatsoever to you, or any third party, for the content or accuracy of any third-party content.

11 ThirdParty Websites

11.1              For your convenience, this Service may provide links or pointers to third-party websites. We make no representations about any other websites that may be accessed from this Service. If you choose to access any such websites, you do so at your own risk. We have no control over the contents of any such third-party websites and accept no responsibility for such websites or for any loss or damage that may arise from your use of them. You are subject to any Terms of such third-party websites.

12 Disclaimer of Warranties

12.1              YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICE IS AT YOUR OWN RISK. THE SERVICE, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE"BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING,BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

12.2              NEITHER DOOD NOR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS,CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS OR SUCCESSORS MAKE ANY WARRANTY,REPRESENTATION OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY,SUITABILITY, ACCURACY, CURRENCY OR AVAILABILITY OF THE SERVICE OR ITS CONTENTS.WITHOUT LIMITING THE FOREGOING, NEITHER DOOD NOR ITS DIRECTORS, OFFICERS,EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES,SUPPLIERS OR SUCCESSORS REPRESENT OR WARRANT THAT THE SERVICE, ITS CONTENT, ORANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICE WILL BE ACCURATE,RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

12.3              WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA AVAILABLE FOR DOWNLOADING FROM THE INTERNET, A THIRD PARTY MOBILE APPLICATION STORE(INCLUDING THE APP STORE AND GOOGLE PLAY) OR THE SERVICE WILL BE FREE OF VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR YOUR USE OF THE SERVICE AND YOUR COMPUTER, INTERNET AND DATA SECURITY. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK,OVERLOADING, FLOODING, MAIL BOMBING OR CRASHING, VIRUSES, TROJAN HORSES, WORMS,LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL CONTENT THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY CONTENT DUETO YOUR USE OF THE SERVICE OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE SERVICE OR TO YOUR DOWNLOADING OF ANY CONTENT POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

13 Limitation on Liability

13.1              EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL DOOD NORITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS,LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL,INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO,PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSSOF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE),BREACH OF CONTRACT, BREACH OF PRIVACY OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE SERVICE, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, NOR ANY CONTENT, MATERIALS, POSTING OR INFORMATION THEREON EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TOKNOW.

13.2              [If, notwithstanding the previous paragraph, we are found liable to you, under no circumstances shall our aggregate liability to you for any and all claims arising from your use of the Service exceed the greater of the total amounts you paid to us in the 12 months prior to the action giving rise to liability, and (b) One Hundred Canadian Dollars($100.00 CAD.]

14 Indemnification

14.1              To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Dood and its directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your breach of these Terms or your use of the Service, including, but not limited to, your User Submissions, third-party sites, any use of theService's content, services, and products other than as expressly authorized in these Terms.

15 DisputeResolution and Arbitration

15.1              Except to the extent prohibited by applicable law, in the event of any controversy, claim, action or dispute arising out of or related to any transaction conducted on the Sites, or the breach, enforcement, interpretation, or validity of theseTerms or any part of it ("Dispute"), the party asserting the Dispute shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances (including any relevant documentation) of the Dispute and allowing the receiving party 30 days in which to respond to or settle the Dispute. Notice shall be sent to us at the email address specified below and to you at the email address associated with your account. To the maximum extent permitted by law, both you and Dood agree that this dispute resolution procedure is a condition precedent which must be satisfied prior to initiating any arbitration against the other party

15.2              If you and Dood are unable to resolve the Dispute, the Dispute shall be determined exclusively by binding arbitration.

15.3              The arbitration shall be conducted in the City of Toronto by a single arbitrator jointly selected by the parties. [The arbitration shall be resolved using the Simplified Arbitration Rules of the ADRInstitute of Canada, Inc. or such other rules as may be agreed by the parties.]The parties shall be responsible for their own legal costs and shall share the costs of the arbitration equally, subject to an award of the arbitrator to the contrary.

16 GoverningLaw and Jurisdiction

16.1              TheseTerms shall be construed in accordance with and governed by the laws of theProvince of Ontario and the federal laws of Canada applicable therein without regard to any conflict of law provisions and notwithstanding your domicile, residence or physical location.

16.2              [Subject to the dispute resolution and arbitration provision]The parties irrevocably submit to the exclusive jurisdiction of the courts of the Province of Ontario in any action or proceeding which may arise out of, or in connection with, the Service theseTerms.  You agree not to commence any such action or proceeding except in Toronto, Ontario, Canada.

17 AppleRequirements

17.1              If you downloaded a mobile application from the Apple App Store, the following terms also apply to themobile application.  

17.2              You acknowledge that theseTerms are concluded between you and Dood only, and not with Apple, and Dood, not Apple, is solely responsible for the Service and the content thereof.

17.3              The license granted to you for the mobile application is a non-transferable license to use on anyApple-branded device that you own or control and as permitted by the UsageRules set forth in the App Store Terms of Service.

17.4              Dood, not Apple, is solely responsible for providing any maintenance and support services with respect to the Service or as required under applicable law. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Service.

17.5              Dood is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the mobile application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the mobile application to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the mobile application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Dood’s sole responsibility.

17.6              You acknowledge that Dood, notApple, is responsible for addressing any of your claims or any third party claims relating to the mobile application or your possession and/or use of that mobile application, including, but not limited to: (i) product liability claims; (ii)any claim that the mobile application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation.

17.7              You acknowledge that, in the event of any third party claim that the mobile application or your possession and use of that mobile application infringes that third party’s intellectual property rights, Dood, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

17.8              You represent and warrant that(i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

17.9              Any questions, complaints or claims with respect to the mobile application can be directed to the email address set out below.

17.10              You must comply with applicable third party terms of agreement when using the mobile application.

17.11              You must acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of theseTerms, and that, upon your acceptance of these Terms, Apple will have the right(and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary thereof.

18 General

18.1              For residents of Quebec, the parties acknowledge that they have required that theseTerms and all related documents be prepared in English. Les partiesreconnaissent avoir exigé que la présente convention et tous les document sconnexes soient rédigés en anglais.