SteerApps LLC - Terms and Conditions

IMPORTANT: This Agreement limits the liability of SteerApps LLC (Parent Company of Twiirly Mobile App software (the “Twiirly”) ) , and contains mediation agreement provisions in section 14.  Please sure to read these sections carefully before using the software or clicking the “I agree” button.

1. BINDING AGREEMENT:  The following terms of service constitute a binding legal agreement (the “Agreement”) between You, as an individual or as an authorized representative of any entity (in either case, “You” or “Your”) and SteerApps LLC, setting forth the terms and conditions under which the Twiirly Mobile App software (the “Twiirly”) and any associated services, products, content, websites provided (together with the Software, the “Services”) will be licensed to You by SteerApps LLC.  The terms “SteerApps LLC” “We”, “Us” or “Our” as used herein means SteerApps LLC.  If You permit, authorize, provide access to or otherwise allow any other individual to use the Services through Your account, or represent such individuals in any legal capacity, such individuals shall be deemed to be included in the terms “You” or “Your” as used in this Agreement. SteerApps LLC may amend or replace these terms of service at any time, without prior notice to You except as may be required under applicable law. From time to time, you should review the then-current version of this Agreement.

2.  REGISTRATION AND PASSWORD: The Services are licensed, not sold, to You by SteerApps LLC for use strictly in accordance with the terms of this Agreement. In consideration of Your access to and use of the Services, (i) You, Your guardian, or Your authorized representative are of legal age to form a binding contract; (ii) Your use of the Services will be solely for Your personal and lawful use; and (iii) You will comply with all terms of this Agreement in using the Services.  You are solely responsible for keeping the Login and password, including but not limited to Your Facebook and/or Twitter Login and Password, associated with Your Account confidential. Anyone with knowledge of or access to Your Login and password may use that information to access Your Account or to locate Your device. You shall be solely liable for any claims, damages, losses, costs or other liabilities resulting from or caused by any failure to keep Your Login and password information confidential (whether such failure or any disclosure occurs with or without Your knowledge or consent).

3.  LICENSE GRANT: Subject to Your ongoing compliance with the terms and conditions of this Agreement, SteerApps LLC hereby grants You a revocable, non-transferable, non-exclusive personal license to install and use the Services on Your device that You own or control in the United States and to access and use the Services on your device or at the Website.

4.  RESTRICTIONS ON USE: You represent and warrant that You will not violate any of the term and conditions set forth in this Agreement and further that:

A.  You will not, and will not allow, permit or enable any third party to (i) attempt to decompile, reverse engineer, disassemble or otherwise to derive source code from the Services; (ii) make any modification, adaptation, improvement, enhancement or create derivative works from the Services; (iii) use, copy, modify, alter or transfer the Services contrary this Agreement or applicable laws and regulations; (iv)  rent, lease, sell, redistribute or sublicense the Services or any aspect thereof; (v) remove, obscure, or alter any copyright notices, trademarks, or other proprietary rights notices of SteerApps LLC or any party; or (vi) use any part of the Services while operating heavy machinery or engaging in any activity where insufficient attention on your part could result in personal injury, death or property damage;  and

B.  You will not misuse the Services and acknowledge and understand that “misuse” of the Services includes, but is not limited to using the Services in any manner that (i) interferes with other’s use of the Services or with SteerApps LLC’s ability to provide the Services; (ii) infringes the copyright, trademark or any intellectual property right, discloses a trade secret or confidential information in violation of a confidentiality or non-disclosure agreement; (iii) is fraudulent, unlawful or contains defamatory or illegal information, images, materials or descriptions; (iv) slanders, defames, harasses, stalks, threatens or otherwise violates the legal rights of others or is invasive of another’s privacy rights; (v) promotes or provides instructional information about illegal activities; (vi) encourages any conduct that would constitute a criminal offense or that gives rise to civil liability; (vii) uses the Services on a device without permission, regardless of whether it is a stolen, lost or unauthorized device; (viii) tampers with or makes an unauthorized connection to the network of any wireless service provider; (ix) involves reselling any part of the Services to any other individual or entity; or (x) disseminates viruses or other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware.

5. LIMITATIONS:   Certain limitations may prevent the Services from working on Your device capabilities and Your device must be within your Carrier network or reliable wi-fi coverage area for the Services to function.

6.  SECURITY OF THE SERVICES: The Services are intended for Your personal use only. You further understand and acknowledge that the Software may not function properly, may contain errors or bugs, and is susceptible to breach, corruption or failure. If the Software malfunctions, fails or is disabled or uninstalled from Your device, with or without Your knowledge and/or consent, the Services and any functions will not function. You are solely responsible for any resulting claims, liability, losses or damages arising out of the unauthorized disclosure, transfer or use of any personal content, data or materials stored on Your device for any reason, even if occurring as a result of a failure in the Services or from disabling or uninstalling the Software, with or without Your knowledge and/or consent.

7.  PAYMENT (i): You agree to pay all fees charged, if any, to Your account with the Carrier for the Services and any associated data usage charges, if any, regardless of whether You have electronically downloaded, installed or used the Software.  SteerApps LLC shall not be liable for any liabilities, losses or damages resulting from any failure in the functionality of the Services caused by or resulting from Your failure to pay any amounts when due. SteerApps LLC reserves the right to charge the applicable fees for the Services or the related service package at any time and will take reasonable efforts to provide You with prior notice of any such change.

8.  PAYMENT (ii): Twiirly lets you send and receive voice, video and instant messages/ communications during a Twiirly session with your favorite bloggers (Independent third party providers). You understand that use of the Twiirly services may result in charges to you for the services you receive from a Third Party Provider ("Charges"). All Charges are due immediately and payment will be facilitated by Twiirly using the preferred payment method designated in your Account, after which Twiirly will send you a receipt by email (within 2 hours). If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that Twiirly may, as the Third Party Provider's limited payment collection agent, use a secondary payment method in your Account, if available.

Twiirly reserves the right to establish, remove and/or revise Charges for any or all services obtained through the use of the Services at any time in Twiirly’s sole discretion. Twiirly may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. You may elect to cancel your request for services from a Third Party Provider (Blogger) at 2 hours prior to such Twiirly session, in which case you may be charged a cancellation fee.

This payment structure is intended to fully compensate the Third Party Provider (Blogger) for the services provided. After you have received services through the Service, you will have the opportunity to rate your experience and leave additional feedback about your Third Party Provider (Blogger).

 

9.  PROPRIETY RIGHTS IN THE SERVICES AND SOFTWARE: You acknowledge and agree that (i) the Services and all copyrights, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and shall remain, the property of SteerApps LLC and its licensors, as applicable; (ii) the source and object code of the Software and the format, directories, queries, algorithms and structure of the Software are and shall remain the proprietary information of SteerApps LLC and its licensors, as applicable; (iii) You are not granted any intellectual property rights by implication, estoppel or other legal theory in the Services or any software provided through or in conjunction with the Services; and (iv) all rights not expressly granted in this Agreement are hereby reserved and retained by SteerApps LLC.

10. EXPORT RESTRICTIONS. You may not use or otherwise export or re-export the Services except as authorized by United States law and the laws of the jurisdiction in which the Services were obtained. You agree (i) to comply with the requirements of the U.S. Department of Commerce (“DOC”) Export Administration Regulations, the U.S. International Traffic in Arms Regulations, applicable U.S. sanctions and embargoes administered by the U.S. Department of Treasury, and all applicable international, national, state and local laws, and regulations, including without limitation any applicable import and use restrictions, to the extent that any of the foregoing apply to You; (ii) not to download or otherwise export, or re-export the Services into U.S. embargoed countries or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the DOC’s Denied Person’s List or Entity List and that by using the Services, you represent and warrant that you are not located in any such country or on any such list; and (iii) and not to license, sell, provide or distribute the Services for use in connection with chemical, biological, or nuclear weapons or missiles capable of delivering such weapons. Diversion of the Services contrary to applicable law is prohibited.

11. DISCLAIMER OF WARRANTIES: YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND DISCRETION.  THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT ANY WARRANTY OF ANY KIND WHATSOEVER.  To the maximum extent permitted by applicable law, SteerApps LLC and each of the Providers hereby expressly disclaim all warranties and conditions of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, accuracy and non-infringement. SteerApps LLC and each of the providers make no warranty (i) against interference of your enjoyment of the Services; (ii) that the Services will be functional, uninterrupted, error-free or bug-free or meet your requirements; (iii) regarding the security, reliability or timeliness of the Services; or (iv) that any errors, bugs or failures in the Services will be corrected. Any content or material downloaded through Your use of the Services is at your own discretion and risk and You will be solely responsible for any damage or loss of Data occurring on your device or computer system or any other loss or damages of any kind resulting from the download of the Software or any other content. No advice, course of conduct or information, whether oral or written, obtained by You from SteerApps LLC or any party or through the Services shall create any warranty unless expressly stated in this Agreement. You acknowledge and agree that SteerApps LLC might not be able to offer the Software and Services at all in the absence of the foregoing disclaimers and limitations.

12. LIMITATION OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCE SHALL SteerApps LLC OR ANY PROVIDER BE LIABLE FOR PERSONAL INJURY, OR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR REVENUES, FAILURE TO TRANSMIT OR RECEIVE ANY DATA, LOSS OF CONFIDENTIAL INFORMATION, BUSINESS INTERRUPTION, LOSS OF PRIVACY, CORRUPTION OR LOSS OF DATA, FAILURE TO RECEIVE OR BACKUP YOUR DATA (OR ARCHIVED DATA) OR ANY OTHER PECUNIARY LOSS WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THE SERVICES, ANY THIRD PARTY CONTENT, SOFTWARE OR FUNCTIONS USED IN CONNECTION WITH THE SERVICES OR THIS AGREEMENT, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF SteerApps LLC OR ANY OR ALL PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE TOTAL AGGREGATE LIABILITY OF SteerApps LLC AND EACH OF THE PROVIDERS TO YOU, ARISING UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED THE FEES ACTUALLY PAID BY YOU TO SteerApps LLC IN CONNECTION WITH THE SERVICE PACKAGE.  THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

13.  INDEMNIFICATION: You agree to indemnify, defend and hold harmless SteerApps LLC, the Providers, and each of their respective officers, directors, employees, agents, contractors, suppliers, successors and assigns from and against any claim, proceeding, loss, damage, liability, cost or expense (including, but not limited to, reasonable attorneys' fees and legal expenses) of any kind arising out of: (i) Your access to or use of the Services or any third party content and services; (ii)  any breach by You of Your obligations under this Agreement; (iii) Your violation of the rights of a third party, including any infringement of any intellectual property, proprietary right or trade secret of any person or entity, or of any privacy or consumer protection right that is implicated herein; (iv) any violation of law; or (v) Your negligence or willful misconduct.  These obligations will survive any termination of the Agreement.  SteerApps LLC reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify against, and You agree to cooperate in SteerApps LLC’s defense of such mater.

14.  MEDIATION AGREEMENT: Please read this Mediation Agreement carefully.  It affects Your rights.

A.  Most of Your concerns about this Agreement or the Services can be addressed simply by contacting SteerApps LLC’s Information Technology Services department.  In the unlikely event We cannot resolve any disputes, including any claims under this Agreement, that You or We may have, YOU AND WE AGREE TO RESOLVE THOSE DISPUTES THROUGH MEDIATION OR SMALL CLAIMS COURT INSTEAD OF THROUGH COURTS OF GENERAL JURISDICTION.  YOU AND WE AGREE THAT ANY MEDIATION WILL TAKE PLACE ON AN INDIVIDUAL BASIS ONLY.  YOU AND WE AGREE TO WAIVE OUR RIGHTS TO A TRIAL BY JURY AND TO PARTICIPATE IN CLASS ARBITRATIONS AND CLASS ACTIONS.  

B.  This Mediation Agreement is intended to be interpreted broadly, and it includes any dispute:  (1) arising out of or relating in any way to the Services or to this Agreement or to the relationship between You and Us, whether based in contract, tort, statute, fraud, misrepresentation or otherwise; (2) that arose either before this Mediation Agreement or Agreement was entered into by You and Us or that arises after this Mediation Agreement or Agreement is terminated; and (3) that currently is the subject of a purported class action litigation in which You are not a member of a certified class.  Notwithstanding the foregoing, this Mediation Agreement does not preclude You from bringing an individual action in small claims court or from informing any federal, state or local agencies or entities of Your dispute.  Such agencies or entities may be able to seek relief on Your behalf.

C.  To the extent either declaratory or injunctive relief is sought, such relief can be awarded only to the extent necessary to provide the relief warranted by a party's individual claim.  YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.  

15.  NO RIGHT OF SURVIVORSHIP: You agree that Your Account is non-transferable and that any rights to your account terminate upon your death.

16. NOTICES: By using the Services, You consent to receive all communications, notices and disclosures in connection with The Services (collectively, “Notices”) in SMS or electronic form.

17.  MISCELLANEOUS: This Agreement, except as set forth in this Section, comprises the entire agreement between You and SteerApps LLC relating to Services and supersede all prior or contemporaneous understandings regarding such subject matter. The failure of SteerApps LLC to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision.  If any provision of the Agreement is found to be invalid or contrary to law, then such provision shall be ineffective only to the extent of such invalidity, so that the remainder of that provision and all remaining provisions of this Agreement shall be valid and enforceable.  This Agreement supplements, and does not supercede, any other policies that apply to SteerApps LLC officers, directors, employees, agents, contractors, suppliers, successors , and/or , including but not limited to applicable provisions of SteerApps LLC’s Appropriate Use Agreements, the SteerApps LLC Code of Conduct Procedures. By clicking the “I agree” button or using the Services, You are confirming that you have read, understand and agree to be bound by this agreement, including its limitation of liability and mediation provisions.

If You do not agree with the terms of this Agreement, do not use the Twiirly App or its services.