Compliance with this Agreement
This Agreement and its Terms of Service (hereafter “Terms”) apply to you if you are a user of our services anywhere in the world.
Please review these policies and instructions to understand how you can and cannot use our services. You must comply with these terms in your use of our services and only use our services as permitted by applicable laws and regulations, wherever you may be when you use them. If you do not agree to these terms, you must not use our services.
For the purposes of these Terms, any reference in these Terms to “Holaverse” refers to Holaverse and all Holaverse-related services provided by or on behalf of us or our affiliate companies, including the following services:
By using Holaverse, you are agreeing to be bound by these Terms between you and Holaverse (Shanghai) Network Co. Ltd., a Chinese company located 88 Daerwen Road, Building 15, 4F, Pudong District, Shanghai 200041 and its subsidiaries (” we”, ” our” and ” us”).
Other general terms in relation to these Terms
If you are under the age of 13, you must not use our services. If you are between the ages of 13 and 18 (or the relevant age in your jurisdiction where you are considered a minor), your parent or guardian must agree to these Terms (both for themselves and on your behalf) before you can use our services.
If you are using Holaverse on behalf of a company, partnership, association, government or other organization (your ” Organization”), you warrant that you are authorized to do so and that you are authorized to bind your Organization to these Terms. In such circumstances, “you” will include your Organization.
We may translate these Terms into multiple languages, and in the event there is any difference between the English version and any other language version of these Terms, the English version will apply (to the extent permitted by applicable laws and regulations).
ADDITIONAL TERMS AND POLICIES
We offer a diverse range of services and features within our services, so in addition to these Terms, there are certain additional terms and policies that may be applicable to your use of all or part of our services, as set out in this section and as otherwise notified to you from time to time. These additional terms of service and policies all form part of and are incorporated into these Terms.
The following are additional policies that you must comply with in using our services:
Additional country-specific terms
If you are a user of our services in the United States of America, the below terms are incorporated into these Terms, and override these Terms to the extent of any inconsistency.
If you are a California resident, you agree to waive California Civil Code Section 1542, and any similar provision in any other jurisdiction (if you are a resident of such other jurisdiction), which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
EACH OF THE PARTIES HERETO IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE TRANSACTIONS CONTEMPLATED HEREBY.
If you are a user of our services in Australia, the below terms are incorporated into these Terms, and override these Terms to the extent of any inconsistency.
All express or implied guarantees, warranties, representations, or other terms and conditions relating to these Terms or their subject matter, not contained in these Terms, are excluded from these Terms to the maximum extent permitted by applicable laws and regulations.
Nothing in these Terms excludes, restricts or modifies any guarantee, warranty, term or condition, right or remedy implied or imposed by any applicable laws and regulations which cannot lawfully be excluded, restricted or modified.
If any guarantee, condition, warranty or term is implied or imposed by any applicable laws and regulations and cannot be excluded (a “Non-Excludable Provision “), and we are able to limit your remedy for a breach of the Non-Excludable Provision, then our liability for breach of the Non-Excludable Provision is limited to one or more of the following at our option:
- in the case of goods, the replacement of the goods or the supply of equivalent goods, the repair of the goods, the payment of the cost of replacing the goods or of acquiring equivalent goods, or the payment of the cost of having the goods repaired; or
- in the case of services, the supplying of the services again, or the payment of the cost of having the services supplied again.
To the extent that any additional terms or policies are different from these Terms, the relevant additional terms or additional policies will apply, except that nothing in those additional terms or policies will (unless expressly indicated otherwise in those additional terms or policies) amend the following sections of these Terms:
- “Changes to these Terms and our services”;
- “Our Intellectual Property Rights”; and
- “Liability for our services”.
CHANGES TO THESE TERMS AND OUR SERVICES
We may from time to time revise or add specific instructions, policies and terms to this User Agreement. These instructions, policies and terms form part of this User Agreement.
In addition, as Holaverse and user experiences are constantly evolving, we may also from time to time (and to the extent permitted by applicable laws and regulations) add, change or remove features from Holaverse and its services (including in relation to whether a service is free of charge or not), or suspend or terminate a service altogether.
You may need to create an account with us in order to access and use our services.
Any account that you open with us is personal to you and you are prohibited from gifting, lending, transferring or otherwise permitting any other person to access or use your account. Your account name, user ID and other identifiers you adopt within Holaverse remains our property and we can disable, reclaim and reuse these once your account is terminated or deactivated for whatever reason by either you or us.
You are responsible for: (i) safeguarding your account details, including any passwords used to access your account and our services, and (ii) all use of Holaverse under your account. You must promptly notify us if you know or suspect that your password or account has been compromised. We will regard all use of your account on Holaverse as being by you, except where we have received and acknowledged your notification to us regarding your account/password being compromised.
Holaverse may offer methods for deactivating your service-specific account – please refer to our website for further guidance (if available) from time to time.
You may, from time to time, make payments to us or third parties as part of your use of Holaverse (including for the provision of our services or provision of certain additional features within our services). We may set out further terms applying to such payments (including in relation to refunds (if any), billing arrangements and any consequences of failing to make timely payments). You must comply with all such terms in relation to your payments to us. You agree that you are solely responsible for all fees and taxes associated with any such payments, and that pricing and availability of Items and products are subject to change at any time.
Subject to mandatory applicable laws and regulations or as otherwise specified by us for a particular item of produt within Holaverse, in no circumstances will we be required to provide a refund for any payments made by you to us in relation to any items or products within Holaverse (whether used or unused).
We may process payments from you in Holaverse via a third party service, hereby you agree to comply with that relevant third party’s terms and conditions in relation to the payment processing service.
When you submit, upload, transmit or display any data, information, media or other content in connection with your use of our services (“Your Content”), you understand and agree that:
- you will continue to own and be responsible for Your Content;
- we will not sell Your Content to any third party;
- you are giving us and our affiliate companies the right to use Your Content (with no fees or charges payable by us to you) including the right to create derivative works of, to publicly display and to publicly perform Your Content, for the purposes of providing, promoting, developing and trying to improve our services, including our relevant service that you submitted Your Content in and any other services that we may provide now or in the future;
- we may use the name that you submit in connection with Your Content (whether that be your account name, real name or otherwise);
- in using Your Content for these purposes, we and our affiliate companies may copy, reproduce, host, store, process, adapt, modify, translate, perform, distribute and publish Your Content worldwide in all media and by all distribution methods, including those that are developed in the future, provided that they are incorporated into our services which you use;
- we may share Your Content with third parties that we work with to help provide, promote, develop and improve our services, but we will not sell Your Content to such third parties (other than our affiliate companies) for their use for their own purposes (i.e. for any purposes that are not related to our services); and
- you will comply with these Terms in your submission of Your Content.
- are allowed to retain and continue to use Your Content after you stop using our services – for example, where you have shared Your Content with other users of our services;
- may be required to retain or disclose Your Content in order to comply with applicable laws or regulations, or in order to comply with a court order, subpoena or other legal process, or we and our affiliate companies may disclose Your Content in response to a lawful request by a government authority, law enforcement agency or similar body (whether situated in your jurisdiction or elsewhere); and
- may need to disclose Your Content (including any information relating to your accounts with us) in order to enforce these Terms, protect our rights, property or safety, or the rights, property or safety of our affiliate companies or other users of our services.
You understand that even if you seek to delete Your Content from our services, it may as a technical and administrative matter take some time or not be possible to achieve this – for example, we may not be able to prevent any third party from storing or using any of Your Content that you have made public via our services.
We reserve the right to block or remove Your Content for any reason, including as is in our opinion appropriate or as required by applicable laws and regulations.
Responsibility for Your Content
You are solely responsible for Your Content and we recommend that you keep a back-up copy of it at all times.
You must at all times ensure that: (i) you have the rights required to submit, transmit or display Your Content, and to grant us the rights as set out in these Terms; and (ii) Your Content (and our use of Your Content in accordance with these Terms) does not infringe or violate the rights of any person or otherwise contravene any applicable laws or regulations.
INFRINGEMENT OF RIGHTS
We may respond to notices of alleged infringement of rights (including infringement of intellectual property rights, defamation and infringement of other civil rights) and other claims and demands. If you have any such infringement-related concerns, please contact us.
THIRD PARTY CONTENT AND SERVICES
We are not responsible for and we do not endorse, support or guarantee the lawfulness, accuracy or reliability of any content submitted to, transmitted or displayed by or linked by our services, including any Your Content or other content provided by other users of our services or by our advertisers. You acknowledge and agree that by using our services you may be exposed to content which is inaccurate, misleading, defamatory, offensive or unlawful. Any reliance on or use of any content on or accessible from our services by you is at your own risk. Your use of our services does not give you any rights in or to any content you may access or obtain in connection with your use of our services.
We also do not guarantee the quality, reliability or suitability of any third party services provided, made available, advertised or linked through our services, and we will bear no responsibility for your use of or relationship with any such third party services. If you access third party services through our services, you must comply with any terms and conditions applicable to those services.
We may review (but make no commitment to review) content or third party services made available through our services to determine whether or not they comply with our policies, applicable laws and regulations or are otherwise objectionable. We may remove or refuse to make available or link to certain content or third party services if they infringe intellectual property rights, are obscene, defamatory or abusive, violate any rights or pose any risk to the security or performance of our services.
There may be, from time to time, third party content and services on our services that are subject to further terms, including terms from the relevant third party that originally produced such content and services (for instance, the news agency that was responsible for writing a news article that then appears on our services, or the record company that owns the copyright to the relevant song that you have accessed on our services). In such cases, you agree to comply with any such further terms and conditions as notified to you in relation to such third party content and services.
ADVERTISING CONTENT ON OUR SERVICES
OUR INTELLECTUAL PROPERTY RIGHTS
All intellectual property rights in or to our services and software (including any future updates, upgrades and new versions) will continue to belong to us and our licensors. Except as expressly provided in these Terms, you have no right to use our intellectual property rights. In particular, you have no right to use our trade marks or product names (for example, “Holaverse”, or “Omni Swipe”), logos, domain names or other distinctive brand features without our prior written consent. Any comments or suggestions you may provide regarding our services are entirely voluntary and we will be free to use these comments and suggestions at our discretion without any payment or other obligation to you.
You may not copy, modify, reverse compile, reverse engineer or extract source codes from our software, except to the extent that we may not prohibit you from doing so under applicable laws or regulations or you have our prior written consent to do so. Where applicable laws or regulations entitle you to reverse compile or extract source codes from our software, you will first contact us to request the information you need.
We may from time to time provide updates to our software. Such updates may occur automatically or manually. Please note that our services may not operate properly or at all if upgrades or new versions are not installed by you. We do not guarantee that we will make any updates available for any of our software, or that such updates will continue to support your device or system.
For the purposes of these Terms, “Holaverse software” includes any items, content or features (the “Items”) within the Holaverse software – for example, themes, games, or other downloadable items within Holaverse, and any content accessed or used by you within our services. You must comply with any additional terms and conditions applicable to any such Items. We may license these Items to you upon payment by you of “real world money” as applicable from time to time. You acknowledge that you do not own these Items and the amounts associated with such Items do not refer to any credit balance of real currency or the equivalent. We may eliminate these Items from Holaverse at any time, with or without notice, and we have no liability to you in the event that we exercise these rights.
We may in our discretion provide technical support for our services (whether for free or for a fee). We provide technical support without any guarantee or warranty of any kind, and subject always to these Terms.
USE OF YOUR DEVICE BY OUR SERVICES
In order for us to provide our services to you, we may require access to and/or use of your relevant device (e.g. mobile phone, tablet or desktop computer) that you use to access that relevant service – for example, we may need to use your device’s processor and storage to complete the relevant software installation, or we may need to access your contact list to provide certain interactive functions within our apps. You agree to give us such access to and use of your device.
We will provide further information regarding how a particular service uses and accesses your device within that relevant service or in another manner (e.g. via the relevant app store as part of the relevant service’s installation process). You understand that if you do not provide us with such right of use or access, we may not be able to provide the relevant service to you.
Please note that we are not responsible for any third party charges you incur (including any charges from your internet and telecommunication services providers) in relation to or arising from your use of our services or software.
THIRD PARTY SOFTWARE
The “Third Party Content and Services” section above applies to any software supplied by third parties (including software, plug-ins, tools, codecs, data and content within such software) for use in connection with, or incorporated within, our services (” Third Party Software”), including your use of such Third Party Software.
In addition to that section, please note that we are not responsible for and we do not endorse, support or guarantee the quality, reliability or suitability of any such Third Party Software. Any reliance on or use of such Third Party Software is at your own risk.
You must comply with any additional terms and conditions applicable to any such Third Party Software. We will notify you of any such additional terms and conditions within our services.
We do not provide any technical support for any Third Party Software. Please contact the relevant supplying third party for such technical support.
OPEN SOURCE SOFTWARE
Further to the “Third Party Software” section above, our services may use software that is subject to “open source” licenses (the ” Open Source Software”). Where we use such Open Source Software, please note that:
- there may be provisions in the Open Source Software’s license that expressly override these Terms, in which case such provisions shall prevail to the extent of any conflict with these Terms; and
- we will credit the relevant Open Source Software (including notifying you of the relevant Open Source Software terms) within our services, within an Appendix to these Terms and/or in another manner.
WARRANTY AND DISCLAIMER
We warrant to you that we will provide our services using reasonable care and skill.
APART FROM THE WARRANTY IN THE PRECEDING SENTENCE, TO THE EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, ALL OF OUR SERVICES AND SOFTWARE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND NEITHER US NOR ANY OF OUR AFFILIATE COMPANIES MAKE ANY REPRESENTATION OR WARRANTY OR GIVES ANY UNDERTAKING IN RELATION TO OUR SERVICES, OUR SOFTWARE OR ANY CONTENT SUBMITTED, TRANSMITTED OR DISPLAYED BY OUR SERVICES, INCLUDING: (I) ANY REPRESENTATION, WARRANTY OR UNDERTAKING THAT OUR SERVICES OR SOFTWARE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE OR FREE FROM VIRUSES; (II) THAT OUR SERVICES OR SOFTWARE WILL BE COMPATIBLE WITH YOUR DEVICE; OR (III) THAT OUR SERVICES OR SOFTWARE WILL BE OF MERCHANTABLE QUALITY, FIT FOR A PARTICULAR PURPOSE OR NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF ANY PERSON. TO THE EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, YOU WAIVE ANY AND ALL IMPLIED REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS.
LIABILITY FOR HOLAVERSE
TO THE EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, THE TOTAL AGGREGATE LIABILITY OF US AND OUR AFFILIATE COMPANIES FOR ALL CLAIMS IN CONNECTION WITH THESE TERMS OR OUR SERVICES OR SOFTWARE, ARISING OUT OF ANY CIRCUMSTANCES, WILL BE LIMITED TO THE GREATER OF THE FOLLOWING AMOUNTS: (I) THE AMOUNT THAT YOU HAVE PAID TO US FOR YOUR USE OF THE SPECIFIC SERVICE OR SOFTWARE TO WHICH THE CLAIM RELATES IN THE 6 MONTHS IMMEDIATELY PRECEDING THE DATE OF THE MOST RECENT CLAIM; AND (II) USD100.
TO THE EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, IN NO EVENT WILL WE OR ANY OF OUR AFFILIATE COMPANIES BE LIABLE IN CONNECTION WITH THESE TERMS OR OUR SERVICES OR SOFTWARE FOR ANY DAMAGES CAUSED BY: (I) ANY NATURAL DISASTER SUCH AS FLOODS, EARTHQUAKES OR EPIDEMICS; (II) ANY SOCIAL EVENT SUCH AS WARS, RIOTS OR GOVERNMENT ACTIONS; (III) ANY COMPUTER VIRUS, TROJAN HORSE OR OTHER DAMAGE CAUSED BY MALWARE OR HACKERS; (IV) ANY MALFUNCTION OR FAILURE OF OUR OR YOUR SOFTWARE, SYSTEM, HARDWARE OR CONNECTIVITY; (V) IMPROPER OR UNAUTHORISED USE OF OUR SERVICES OR SOFTWARE; (VI) YOUR USE OF OUR SERVICES OR SOFTWARE IN BREACH OF THESE TERMS; OR (VII) ANY REASONS BEYOND OUR REASONABLE CONTROL OR PREDICTABILITY. NOR WILL WE, TO THE EXTENT PERMITTED BY APPLICABLE LAWS AND REGULATIONS, BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES OR FOR ANY LOSS OF BUSINESS, REVENUES, PROFITS, GOODWILL, CONTENT OR DATA.
Nothing in these Terms limits or excludes any of the following liabilities, except to the extent that such liabilities may be waived, limited or excluded under applicable laws and regulations:
- any liability for death or personal injury;
- any liability for gross negligence or wilful misconduct; or
- any other liability to the extent that such liability cannot be waived, limited or excluded under applicable laws and regulations.
NOTWITHSTANDING ANY OTHER PROVISIONS OF THESE TERMS, NOTHING IN THESE TERMS LIMITS OR EXCLUDES ANY OF YOUR STATUTORY RIGHTS IN YOUR JURISDICTION (INCLUDING ANY RIGHTS UNDER APPLICABLE CONSUMER PROTECTION REGULATION), TO THE EXTENT THESE MAY NOT BE EXCLUDED OR WAIVED UNDER APPLICABLE LAWS AND REGULATIONS.
YOU AGREE THAT YOU (AND YOUR ORGANISATION, IF YOU ARE USING OUR SERVICES OR SOFTWARE ON BEHALF OF SUCH ORGANISATION) INDEMNIFY US, OUR PARTNERS AND OUR AFFILIATE COMPANIES FROM AND AGAINST ANY CLAIM, SUIT, ACTION, DEMAND, DAMAGE, DEBT, LOSS, COST, EXPENSE (INCLUDING LITIGATION COSTS AND ATTORNEYS’ FEES) AND LIABILITY ARISING FROM: (I) YOUR USE OF OUR SERVICES OR SOFTWARE; OR (II) YOUR BREACH OF THESE TERMS.
NO LIABILITY FOR THIRD PARTIES
As set out in the “Third Party Content and Services” and “Third Party Software” sections of these Terms, various third parties may provide certain content, services or software within our services.
THESE TERMS GOVERN THE RELATIONSHIP BETWEEN YOU AND US. YOUR DEALINGS WITH ALL THIRD PARTIES, INCLUDING THOSE FOUND THROUGH OUR SERVICES, ARE SOLELY BETWEEN YOU AND THE RELEVANT THIRD PARTY. SUBJECT TO MANDATORY APPLICABLE LAWS AND REGULATIONS, WE AND OUR AFFILIATE COMPANIES HAVE NO LIABILITY TO YOU IN RELATION TO ANY THIRD PARTIES, INCLUDING ANY CONTENT, SERVICES OR SOFTWARE PROVIDED BY SUCH THIRD PARTIES WITHIN OUR SERVICES.
These Terms will apply to your use of our services until access to the relevant services is terminated by either you or us.
We may suspend or terminate your access to your account or any or all of our services: (i) if we reasonably believe that you have breached these Terms; (ii) if your use of our services creates risk for us or for other users of our services, gives rise to a threat of potential third party claims against us or is potentially damaging to our reputation; (iii) if you fail to use our services for a prolonged period; or (iv) for any other reason. Where reasonably practicable, we will give you notice of any suspension or termination.
Retention and back-up of Your Content
These Terms are the entire agreement between you and us in relation to our services. You agree that you will have no claim against us for any statement which is not explicitly set out in these Terms. The invalidity of any provision of these Terms (or parts of any provision) will not affect the validity or enforceability of any other provision (or the remaining parts of that provision). If a court holds that we cannot enforce any part of these Terms as drafted, we may replace those terms with similar terms to the extent enforceable under applicable laws and regulations, without changing the remaining terms of these Terms. No delay in enforcing any provision of these Terms will be construed to be a waiver of any rights under that provision. Any rights and obligations under these Terms which by their nature should survive, including but not limited to any obligations in relation to the liability of, or indemnities (if any) given by, the respective parties, will remain in effect after termination or expiration of these Terms.
No person other than you and us will (subject to any applicable laws and regulations) have any right to enforce these Terms against any person, and you may not delegate, assign or transfer these Terms or any rights or obligations under these Terms, without our prior consent. We may freely assign, transfer or sub-contract these Terms or our rights and obligations under these Terms, in whole or in part, without your prior consent or notice. You acknowledge and agree that in no event will our partners or affiliate companies have any liability under these Terms.
GOVERNING LAW AND DISPUTE RESOLUTION
Except to the extent that: (i) any applicable additional terms incorporated into these Terms provide differently, or (ii) the applicable laws and regulations of your jurisdiction mandate otherwise (for example, you may have statutory rights in your jurisdiction in relation to bringing or defending claims in a local court (including small claims court)):
- these Terms and any dispute or claim arising out of or in connection with these Terms will be governed by the law of the People’s Republic of China; and
- any dispute, controversy or claim (whether in contract, tort or otherwise) arising out of, relating to, or in connection with the TOS, including their existence, validity, interpretation, performance, breach or termination, will be referred to and finally resolved by arbitration administered by the China International Economic and Trade Arbitration Commission (CIETAC), and the place of arbitration shall be in The People’s Republic of China. Within the valid period for the arbitration, such arbitration tribunal shall subject to the arbitration rules of the CIETAC in effect at the time of the arbitration. The award of the arbitration tribunal shall be final and binding upon the two parties.