Magnificus Software Inc. is proud to introduce our latest application (“the App”). Hoop Messenger (“Hoop Messenger”) will help revolutionize the way we interact and communicate with each other. Hoop Messenger (“Hoop Messenger”) is aimed at giving users (“Users”) a unique and fun way to message one another that is both innovative and personal.

These terms and conditions (“Terms of Service” or “Agreement”) govern your access and use of Hoop Messenger, the App, its service (“Service(s)”) and website.

Your installation and use of Hoop Messenger implies acceptance of these terms. If you do not accept the terms in this Agreement, refrain from using this App. As described below, your use of this software also operates as your consent to the transmission of certain standard computer information and to the automatic installation of updates on your computer and/or mobile device. Your access to Hoop Messenger’s software, App and service is expressly conditioned on your compliance with these Terms of Service.

If you are accessing and using these services on behalf of a company or other legal entity, such as your employer or other third-party, you represent and warrant that you have the authority to bind that company or legal entity to these Terms of Service.

1. Definitions

Content means all information and data, including images, photos, videos, text, templates, audio, including sound recordings and other content in any media and format accompanying this Agreement and provided by the Licensor.

Licensee means you, the User, together with the business or other entity for which the Licensed Products are obtained.

Software means any Mobilized computer program (in object code) accompanying this Agreement.

Updates means, if applicable, any patch, update or new version of the Software delivered to the User pursuant to the Support Services.

Licensed Products means, collectively, the Software, Content, including Add-ons, Modifications and Updates, as well as all related Documentation.

User means any individual or entity, employee or contractor who is authorized by Licensee, in compliance with the terms of this Agreement, to use the Licensed Products. The Licensee agrees to be responsible for the acts and omissions of its Users.

2. License and Scope

Subject to all terms and conditions in this Agreement and any subsequent agreement that may be implemented from time to time, Hoop Messenger grants you a non-exclusive, non-transferable, non-sub licensable right and license to use the software product without modification.

This product is to be licensed for personal and non-commercial use of the User.  None of the licenses extend to any other product - regardless of whether such product is included with the software.  No license granted will be implied for any other use. For clarification purposes, this notice does not limit or inhibit the use of the software for normal, personal uses that do not include (i) redistribution of the software to third parties, or (ii) creation of content with the compliant technologies for distribution to third parties.

The Service is essentially a community of Users who will be able to create, modify, share and discover stickers and emojis with other Users of Hoop Messenger. This personalized Service also allows you to message other Users directly. User Content published on the App or Service is owned by you, therefore you grant Hoop Messenger a license to reproduce, use, distribute or modify that Content. You grant your license royalty free, irrevocable, and worldwide. Please consult our Privacy Policy for collection and use of Content.

User-generated content is not publicly available. Users are permitted to send User-generated content to their private contacts only. The application allows Users to block or eliminate a contact if they choose to do so. Hoop Messenger offers private communication for Users who wish to communicate privately.

3. Services

Mobilize will use commercially reasonable efforts to provide you with maintenance and support for the software and App in accordance with its standard practices.

Hoop Messenger will have no obligation to support any version other than the most current and immediate version of the software. The User agrees that Hoop Messenger may charge in accordance with its current policies for any support services resulting from (a) problems, errors or inquiries relating to any non-user-provided hardware, system, service/other content/software or (b) use of any unsupported version of the software. Support services and their implementation are subject to change with or without notice.

4.Updates

Hoop Messenger may provide you with software, a mobile device App and service updates from time to time. These updates may change the functionality or appearance of the said software, App or service. Hoop Messenger will provide, implement, configure, install, support and maintain all updates at its own cost.  These updates will be available to its other Users that have also purchased the same level of support.

Hoop Messenger may or may not notify its Users about updates. Your use and download of the updates signifies your consent.

5. Intellectual Property

Hoop Messenger retains all rights, titles, and interests in its software and service. All rights, titles, and interests in and to its software and service not expressly granted in this Agreement, is reserved by Hoop Messenger. We welcome any feedback; please note that we may use comments or suggestions without any obligation to you. You can reach us at contact@hoopmessenger.com.

Hoop Messenger respects the intellectual property rights of others and expects the same from Users of the Service. You must comply with all applicable copyright laws in order to use Hoop Messenger. In case of alleged infringement and further clarification of stance on copyright issues, please read the Copyright Policy found on our website.

6. Warranties

Hoop Messenger makes no warranties - express or implied - about its software, App or services.  The software, App and services are provided “as is”. Hoop Messenger also disclaims any warranties of merchantability and fitness for a particular purpose and non-infringement as far as disclaiming these warranties are permissible by applicable law.

Unless applicable law gives you more rights despite this limitation, you may use the software and App only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. You may not work around any technical limitation, reverse engineer, decompile or disassemble the software. You may also not publish the software for others to copy, rent, lease, or lend/transfer the software to a third party.

7. Limitations on Liability

As permissible by applicable law, Hoop Messenger, its affiliates, suppliers or distributors will in no event be liable for A) any indirect, special, incidental, punitive, exemplary or consequential damages or any loss of use, data, business, or profit B) aggregate liability for all claims relating to the services more than the amount paid to Hoop Messenger for its software, App or service.

This limitation applies to anything related to the software, services, content (including code) on third party internet sites, or third party programs; and claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort to the extent permitted by applicable law. It applies even if Hoop Messenger knew or should have known about the possibility of the damages. The above limitation or exclusion may not apply to you because your country may not allow the exclusion or limitation of incidental, consequential or other damages.

Hoop Messenger does not claim any ownership rights in the Content that you post on or through our Service. By posting or publishing Content on Hoop Messenger, you hereby grant Hoop Messenger a non-exclusive, fully paid, royalty free, worldwide, limited license to use, modify, delete, add to, reproduce or change, such Content, including the right to its distribution.

8. Export Restrictions

The software is subject to Canadian and United States export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the software. These laws include restrictions on destinations, end users and end use.

9. Prohibited Conduct

You shall not, nor permit anyone else to, directly or indirectly reverse engineer, disassemble, decompile, or otherwise attempt to discover any of our codes, algorithms or any part of our Service.

You may not post nude, partially nude, violent, discriminatory, unlawfully infringing, hateful, obscene, pornographic or sexually suggestive photos or other detrimental content via our Service.

You may not abuse, harass, threaten, impersonate or intimidate other Hoop Messenger users.

You must not defame, stalk, bully, abuse, harass, threaten, impersonate or intimidate people or entities and you must not post confidential information via our Service, including, but not limited to, your or another’s person’s credit card information, social security, or national identity numbers, non-public telephone numbers or non-public email addresses.

You agree that you will not solicit, collect or use the login credentials of other users or administrators.

You may not use Hoop Messenger services for any illegal or unauthorized purpose. You agree to comply with all laws, rules and regulations, including local, state, provincial, federal and copyright laws.

You may not engage in any objectionable behavior or post content that is unacceptable to us. Hoop Messenger reserves the right and has the ability to limit or block its Users for objectionable behavior and delete any content we find unacceptable.

You can report objectionable behavior and unacceptable content to Hoop Messenger by emailing us at complaints@hoopmessenger.com. We endeavour to take action on such matters within 24 hours.

10. User Conduct

You are solely responsible for your conduct and any Content that you post, submit or display on Hoop Messenger.

If we believe your conduct has violated Hoop Messenger’s Terms of Service, Privacy or Copyright Policy, we reserve the right to terminate your service and disable your Hoop Messenger account. We reserve the right to modify or terminate Hoop Messenger’s service for any reason, without prior notice.

We reserve the right to refuse service to anyone for any reason at any time.

We will remove Content that we find, in our sole discretion, unlawful, obscene, offensive, threatening, libellous, defamatory or otherwise objectionable.

Upon termination any rights, warranties, or licenses granted to you under these Terms of Service will immediately cease.

11. Termination

If you violate the letter or spirit of these Terms of Service, abuse the Service, or create risk or possible legal exposure to Hoop Messenger, we can terminate or suspend your account at our sole discretion. You will be notified by email if such an event occurs. You may cancel or disable your Hoop Messenger account at any time.

12. Fees

Some Services and products offered by Hoop Messenger may require a payment of fees. Users are responsible for all applicable fees associated with their account.

13. General

13.1. Entire Agreement

These Terms of Service constitute an entire agreement between you and Hoop Messenger with respect to the subject matter of these Terms of Service.  This Agreement supersedes and replaces any other prior or contemporaneous agreement.

13.2 Severability

Each provision of this Agreement is severable. If any provision of this Agreement is or becomes illegal, invalid, or unenforceable in any jurisdiction, the illegality, invalidity, or unenforceability of that provision will not affect the legality, validity, or enforceability of the remaining provisions of this Agreement, or of that provision in any other jurisdiction.

13.3 Indemnity

Hoop Messenger represents and warrants that it has the authority to license the software and services that is the subject of this Agreement. Hoop Messenger will indemnify, defend and protect the User from and against any lawsuit, liabilities, loss, cost or expense arising from a third-party claim against the user if the software infringes upon any Canadian or U.S. Proprietary right of a third party; provided, however, that Hoop Messenger is notified in writing as soon as such claim is made upon the user. Hoop Messenger will have the right to control any defense. In no event shall the user settle any claim without prior written consent of Hoop Messenger.

Hoop Messenger’s liability toward the user will be limited to the total monetary value of this Agreement, except in case of gross negligence and/or wilful misconduct on Hoop Messenger’s part or on part of its employees, subcontractors, successors or assigns.

13.4 Force Majeure

Neither party shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond such party’s reasonable control, including the elements; fire, flood, severe weather, earthquake, vandalism, accidents, power failure, denial of service attacks or similar attacks or acts of God, acts of war or terrorism, riots, civil or public disturbances, strikes and any laws, orders, rules, regulations, acts restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts.

13.5 Dispute Resolution

If you have any concerns about or complaints against Hoop Messenger, we would welcome an opportunity to work it out. We would initially like to engage in arbitration or mediation before things progress in an adversarial process. Before filing a complaint against Hoop Messenger, you agree that you will attempt to resolve the dispute informally by contacting Hoop Messenger at complaints@hoopmessenger.com.

You also agree that the jurisdiction for arbitration will be British Columbia, Canada.

13.6 Applicable Law

a. Canada. If you acquired the software in Canada, British Columbia provincial law governs the interpretation of this Agreement and applies to claims for breach thereof, regardless of conflict of laws principles. The laws of the province where you live govern all other claims, including claims under state consumer protection laws, unfair competition laws, and in tort.

b. Outside Canada. If you acquired the software in any other country, the laws of that country apply.

These Services are provided, maintained and operated by Magnificus Software Inc. If you have any questions or concerns about these Terms of Service or any other Policy on our website, please email us at contact@hoopmessenger.com