Terms of Use

Effective Date: July 18, 2023

Welcome to our website (“Site”) operated by UVENU LLC (“Company,” “we,” “us,” and “our”). Your use of the Site and our App (“App”) (together the “Services”) is subject to terms and conditions of use described below (hereinafter “Terms of Use”). The Services and any information, material, or content made available on or through the Services are subject to these Terms of Use. So, please read these Terms of Use carefully before accessing or downloading the App. By visiting the Site or downloading and/or using the App, you acknowledge that you have read and reviewed the Terms of Use and agree to be bound by their terms. These Terms of Use apply to any person who accesses or uses the Services (“users,” “you,” or “your”).

Notice of Binding Arbitration. These Terms provide that all disputes between you and us that in any way relate to these Terms of Use or your use of the Services will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING) to assert or defend your rights under these Terms. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the “Interpretations and Disputes” Section below for the details regarding your agreement to arbitrate any disputes with us.

If you do not agree to the Terms of Use, do not access or use the Services.

1. ACCOUNT REGISTRATION.

To access some features of the Services, you may be required to register for an account. When you register for an account, we may ask you to give us certain identifying information about yourself, including but not limited to your email address and other contact information, and to create a user name and password (“Registration Information”). When registering for and maintaining an account, you agree to provide true, accurate, current, and complete information about yourself. You are solely responsible for maintaining the confidentiality and security of your password and other Registration Information. For your protection and the protection of other users, we ask you not to share your Registration Information with anyone else. If you do share this information with anyone, we will consider their activities to have been authorized by you. If you have reason to believe that your account is no longer secure, you must immediately notify us at admin@uvenu.com.

2. ELIGIBILITY.

By using our Services, you confirm that you accept these Terms of Use. You also confirm that You have reached the age of 18. You are responsible for all activity that occurs in association with your use of the Services.

Full use of the Services is dependent upon your use of a mobile device and, in some cases, Internet access. The maintenance and security of such equipment may influence the performance of the Services and it is your responsibility to ensure the equipment’s functionality. You are responsible for all cellular, data, and Internet access charges. Please check with your cell phone carrier and Internet provider for information on possible data usage charges.

3. use of the Services.

You are granted a limited, non-exclusive, revocable right to access and use the App and Site solely for your personal use in connection with Company’s Services. In addition to other prohibitions as set forth in the Terms of Use, you are prohibited from using the Site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial, or state regulations, rules, laws, or local ordinances; (d) to engage in any act of violence against others or yourself, nor to pretend to engage in such acts against others or yourself; (e) to exhibit indecency; (f) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (g) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (h) to submit false or misleading information; (i) to upload or transmit worms, viruses, or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services or of any related website, other websites, or the Internet; (j) to collect or track the personal information of others; (k) unless provided otherwise herein, to modify, reproduce, or resell any part of the Services’ content; (l) for purposes of creating a competing product or service; or (m) in any manner other than the manner in which they are intended to be used unless you first obtain Company’s express written consent.

Additionally, you may not:

(a) Modify, adapt, reverse engineer, or decompile software for the Services (“Software”), or otherwise attempt to derive source code;

(b) Use mail list, listserv, an auto-responder, or spam on the Software or Services, or any process that interferes with the functionality of the Software or Services;

(d) Attempt to gain unauthorized access to the Services, Software, computer systems, or networks connected to the same;

(e) Use the Services to violate the security of any computer network, or disrupt or interfere with the security of or otherwise cause harm to the Software or Services; or

(f) Crawl, scrape, index, or spider any page or portion of the Software or Services.

Company reserves the right to terminate your use of the Services and any related website for violating any of the prohibited uses.

You are solely responsible for (and agree that Company has no responsibility to you or to any third party for) any breach of your obligations under the Terms of Use and for the consequences (including any loss or damage which you may suffer) of any such breach.

4. UPDATES AND UPGRADES.

From time to time, we may need to deploy or provide patches, updates, upgrades, additional content, or other modifications to the Services (for example for maintenance and enhancements, to add or remove features, or to resolve software bugs or address security concerns).

These updates and upgrades may result in the Services being temporarily unavailable. In certain circumstances, we may need to suspend, withdraw, or disable the Services and/or Software for longer periods while we deploy these updates and upgrades. If you do not install any update or upgrade then all of the functionality and features of the Services may not be available to you.

5. Changes to the Terms of Use.

Company reserves the right to change, modify, or discontinue the Services or any portion of the Services, including any and all content, at any time without notice to you. Company reserves the right to modify or amend these Terms of Use at any time. All changes will be effective immediately upon their posting on the Site. If we make a material change to these Terms of Use, or the Services, we will endeavor to notify you of that change. By accessing the Services after any changes to these Terms of Use, you agree to all such changes.

6. Termination/Suspension.

You agree that Company or its licensors may issue a warning, temporarily suspend, indefinitely suspend, or terminate your right to use or access all or any part of the Services without notice, for any reason in Company’s sole discretion, including, without limitation, violation of these Terms of Use or Company’s belief that your use or access would violate any applicable law or would be harmful to the interests of, or potentially cause financial loss or legal liability to, Company, another user, or any third party.

7. Privacy & Your Information.

When you use the Services, you are expressly agreeing and consenting to the collection and use of your personal information and other data and information (including, without limitation, images and video recordings). You agree and understand that by using the Services, you consent to us providing your information to our customers. You hereby grant to Company and its agents, licensees, and assigns a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, transferable, and sublicensable right and license to use, share, reproduce, distribute, and prepare derivative works of your information that you upload to the Services.

8. Trademarks.

Company, or third parties from whom Company has permission, own the trademarks and service marks that are used on the Services. All rights are reserved by Company and said third parties, and no implied rights are granted to you or any third parties. These and other graphics, logos, service marks, trademarks, and trade dress of Company and its licensors may not be used without prior written consent of Company or its licensor, as the case may be. Without limiting the foregoing, no Company trademark or trade dress may be used in connection with any product or service that is not Company’s, in any manner that is likely to cause confusion among users, or in any manner that disparages or discredits Company.

9. Copyright and Other Proprietary Rights.

All proprietary content and materials on the Services including, without limitation, the Services’ layout, organization, design, and any graphics, text, icons, audio, video, and the like are protected by copyrights, trademarks, service marks, trade secrets, and other proprietary rights and laws. You agree to comply with all applicable laws by not copying or using this proprietary content, except as allowed by these Terms of Use or by written consent of the owner of the proprietary rights.

Company shall own all right, title, and interest in and to any feedback, submissions, ideas (including gift ideas, requests, or suggestions), concepts, know-how, or techniques (collectively, “Feedback”) that you submit to the Services or otherwise choose to share with Company through other communication channels for any purpose (including without limitation commercialization) and without compensation to you. You hereby irrevocably assign to Company all rights that you may have in the Feedback and agree to execute and deliver such additional documents evidencing the assignment and transfer of rights in the Feedback as Company may reasonably request from time to time.

10. CHILDREN’S PRIVACY.

Individuals under the age of 18 are not permitted to use the Services.

We do not knowingly collect or solicit personal information from children under the age of 13 or knowingly allow such persons to use the Services. If we learn that we have collected any personal information from a child under 13, we will take reasonable steps to delete such information. Parents or guardians who believe that their child has submitted personal information to us and would like to have it deleted should contact us as described below.

11. Third-Party WEBSITES.

The Services may contain links to other unrelated websites on the Internet. Company is not responsible for the content, accuracy, copyright compliance, decency standards, or other materials on such websites. These Terms of Use do not apply to such unrelated websites and you should review the privacy policy and terms of use for any website that you visit. Company is not liable for any losses or damages incurred as the result of your dealings with such third parties.

12. Disclaimer of Warranties.

THE SERVICES AND ALL CONTENT MADE AVAILABLE THROUGH THE SERVICES ARE PROVIDED BY COMPANY ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NO WARRANTY IS MADE REGARDING THE ACCURACY, ADEQUACY, COMPLETENESS, LEGALITY, RELIABILITY, OR USEFULNESS OF THE SERVICES. COMPANY DOES NOT WARRANT THAT THE SERVICES, ITS SERVERS, OR E-MAIL OR OTHER COMMUNICATIONS SENT FROM THE SERVICES ARE FREE FROM VIRUSES OR OTHER HARMFUL EFFECTS. Neither Company, its affiliates, any third party supplier, nor their respective officers, directors, employees, or agents, are responsible or liable to you under any theory of liability or indemnity in connection with or related to your access or use of the Services or any of its content.

13. LIMITATION OF LIABILITY.

FURTHER, TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY AND ITS LICENSORS WILL NOT BE LIABLE FOR LOST PROFITS OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM YOUR USE OF THE SERVICES OR ANY OF ITS CONTENT. YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION, LOSS OF DATA OR DAMAGE TO YOUR DEVICE OR OTHER EQUIPMENT. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS OF USE, TO THE EXTENT PERMISSIBLE BY LAW, COMPANY’S AND ITS LICENSOR’S AGGREGATE LIABILITY TO YOU SHALL NOT EXCEED THE LESSER OF (A) THE AMOUNT YOU PAID COMPANY FOR THE EVENT GIVING RISE TO THE CLAIM OR (B) FIFTY DOLLARS ($50).

SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE EXCLUSIONS AND LIMITATIONS ABOVE MAY NOT APPLY.

14. Indemnification.

You agree to indemnify, defend, and hold harmless Company, its owners, officers, representatives, directors, employees, consultants, third-party suppliers, licensors, and agents from any and all losses, expenses, claims, liabilities, damages, and costs (including, without limitation, attorneys’ fees) arising from or related to (a) your use of the Services; (b) your use of any material, information, or data downloaded or otherwise obtained from the Services; (c) your violation of these Terms of Use; or (d) your infringement of any intellectual property or other right of Company or any other person or entity.

15. GOVERNING LAW.

All matters arising out of or relating to these Terms of Use are governed by and construed in accordance with the internal laws of the state of New York without giving effect to any choice or conflict of law provision or rule (whether of the state of New York or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the state of New York. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act do not apply. Although you and Company are agreeing to arbitrate any dispute between us below, you and Company expressly agree to submit to the exclusive jurisdiction and venue of the state or federal courts in New York, United States of America, in all disputes arising out of or relating to the use of the Services. Company’s failure to enforce any right or provision of the Terms of Use does not constitute a waiver of that right or provision.

16. Interpretation and Disputes.

(a) YOU AND COMPANY ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.

ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT, OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE, AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR USE OR PURCHASE OF SERVICES WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.

(b) The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this Section 16. (The AAA Rules are available at adr.org or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.

Except as provided below, the arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the Terms of Use are void, voidable, or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties and may be entered as a judgment in any court of competent jurisdiction.

We will be responsible for paying any individual consumer’s arbitration/arbitrator fees. If you prevail on any claim that affords the prevailing party attorneys' fees, the arbitrator may award reasonable fees to you under the standards for fee shifting provided by law.

(c) You may elect to pursue your claim in small-claims court in New York rather than arbitration if you provide us with written notice of your intention do so within sixty (60) days of registering to use the Services. The arbitration or small-claims court proceeding will be limited solely to your individual dispute or controversy.

(d) You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR COMPANY WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER, OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal shall not consolidate more than one (1) person's claims and shall not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction located in the state of New York.

(e) If any provision of this Section is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced; provided, that in the event paragraph (d) of this Section is found to be unenforceable, all of this Section shall be deemed null and void and of no effect.

17. Entire Agreement.

These Terms of Use constitute the entire agreement between you and Company relating to the Services and any content and materials obtained through the Services, and supersede all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of these Terms of Use will be effective only if in writing and signed by Company. These Terms of Use will inure to the benefit of Company’s successors and assigns.

18. Contact Us.

If you have questions, complaints, or claims about the Services or these Terms of Use, please contact us at admin@uvenu.com.

19. MISCELLANEOUS.

Notwithstanding anything to the contrary in the Terms of Use, if any portion of the Terms of Use is deemed unlawful, void, or unenforceable by any arbitrator or court of competent jurisdiction, the Terms of Use as a whole shall not be deemed unlawful, void, or unenforceable, and only that portion of the Terms of Use that is unlawful, void, or unenforceable shall be stricken from the Terms of Use.

The headings contained in the Terms of Use are for convenience of reference only, are not to be considered a part of the Terms of Use, and shall not limit or otherwise affect in any way the meaning or interpretation of the Terms of Use.

All covenants, agreements, representations, and warranties made in the Terms of Use that by their nature should survive, as may be amended by Company from time to time, shall survive your acceptance of the Terms of Use and the termination of the Terms of Use.

Privacy Policy

This Privacy Policy describes certain information that UVENU LLC (“we,” “our,” or “us”) collects from visitors to our website www.uvenu.com and mobile app (collectively the “Website”) and how we use that information. By using the Website or completing our forms on social media, you agree to the collection and use of information by us in accordance with this Privacy Policy. While this Privacy Policy describes how we treat personal information collected from the Website, please be aware that additional terms and conditions may apply for certain parts of our Website.

We may revise this Privacy Policy at any time. We will notify you of any material changes by posting the new Privacy Policy here and by changing the “Effective Date” at the end of the Privacy Policy.

What information is collected on the Website?

Information you provide to us. We may collect personal information about you when you provide it to us while using or interacting with the Website such as your name, email address, login information, location, account information, messages you submit via the Website’s form, and other information that may personally identify you.

Information we collect automatically. As you use our Website, we may use technologies that collect certain information about you automatically. We may collect, among other things, your, location, device type, date and time of visit, operating system, browser type and version, your activities on the Website, and information about how you use the Website. If you are visiting the Website via a mobile device, we may also collect your mobile device’s unique device ID and information about how you use the Website.

Information we receive from third parties. From time to time, we receive information about individuals from our third party service providers, affiliates, and partners. For example, we receive information on our email or texting campaigns from our third party service providers, including whether you have read an email sent by us or on our behalf, forwarded an email, and when and how many times you have opened an email. We may also receive information from third party analytics on the Website that allow us to improve our Website.

What do we do with information collected on the Websites?

We use this information to administer the Website, to communicate with you, assess our fundraising programs, improve our Website and marketing efforts, and as generally permitted under applicable law. We also use information we gather to track activity within our Websites and to gather demographic information. We sometimes use the information that we collect to improve the design and content of our Websites and to enable us to personalize your Internet experience. We also may use this information to analyze how our Website is used, as well as to offer you products, programs, or services that may be of particular interest to you. We may also use information we collect automatically that is otherwise de-identified, aggregated, or anonymous for any purpose.

Does the Website Use Cookies?

To understand how our online advertising performs, we (or our service providers) may collect certain information regarding your usage of the Website, using cookies, and other technologies such as anonymous identifiers.

“Cookies” are pieces of information generated by web servers and stored in your computer for future access. For example, our Website includes Cookies used by the Google Analytics Demographics and Interest Reporting cookie, which facilitate our use of Google Analytics Advertising Features, described below.

You may disable the use of cookies by our Website, but this will limit the functionality available to you on future visits. For more information on how Google Analytics collects and processes data, please see http://www.google.com/intl/en/policies/technologies/ads/.

You can Opt Out of Google Analytics by:

• Changing your settings at Google’s Ad Settings at: http://www.google.com/settings/ads

• Installing an Opt-Out browser add-on available at: https://tools.google.com/dlpage/gaoptout/

• Adjusting the settings on your web browser: See http://www.google.com/intl/en/policies/technologies/managing

Do we share information we collect with third parties?

We may share your information with third parties that assist us in providing our services for advertising, fundraising, and marketing purposes, and potentially other reasons. In addition, we may release information to comply with requests from law enforcement and government agencies, to enforce the terms of our services, and to protect our customers and others. We may also share your information with third parties if we believe disclosure is necessary to enforce or protect our rights, property, or safety, or that of our users or third parties. We may share aggregate, de-identified information with others, including affiliated companies and non-affiliated companies for any legal purpose.

Your choices

Cookies. If you do not wish us to place cookies, you may set your browser to refuse some cookies, or to alert you when cookies are being sent. If you do so, please note that some parts of the Website may then be inaccessible or may not function properly. Information on deleting or controlling cookies can be found at www.aboutcookies.org.

Opt-Out. You may opt out of receiving future marketing communications from us any time we request your personal information. You can opt out by using the unsubscribe process by contacting us using the below listed methods. We will use commercially reasonable efforts to process such request in a timely manner.

Links to other websites

The Website may provide links to other websites. When you choose to use a link to visit another website, you are then subject to the security and privacy policy of that website. We are not responsible for the privacy, security, accuracy, or reliability of the information on third party websites. You access such links at your own risk. We recommend you read the privacy policy of a website before disclosing any of your information. Links to third party websites do not imply an affiliation between us and the website owner, or any endorsement, approval, or verification of any content contained on those websites.

Contact us

If you have any questions or concerns regarding our Privacy Policy, please contact us at admin@uvenu.com.

Effective Date: July 18, 2023