Terms of User Agreement

ANY PERSON OR ENTITY (“User”) USING OR OTHERWISE ACCESSING THE SITE AT (“Site” or “Website”) OR THE APP KNOWN AS “PAYYUP” OR ANY OF THE INFORMATION CONTAINED WITHIN THE SITE AND/OR THE APP MUST AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS OF THIS TERM OF USE AGREEMENT (“Agreement”)

1. User and PAYYUP Relationship

This Agreement applies to PAYYUP LLC and governs usage of the products and services provided by PAYYUP. For the purposes of these Terms, unless otherwise noted, all references to the “Site” or “App” or “PAYYUP” reference PAYYUP LLC. PAYYUP LLC includes the PAYYUP website, PAYYUP on the Apple App Store, and PAYYUP on the Google Play Store. PAYYUP is a mobile wagering app which provides a game where customers can place and track for-fun wagers with their friends. PAYYUP is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices (hereinafter the “Terms”) noted herein. Your use of PAYYUP or any click to agree to these Terms constitutes your agreement to all such Terms. If you do not agree to these Terms, then you may not access or use PAYYUP in any way. Please read these Terms carefully, and keep a copy of them for your reference.

2. Monetary/ Value Exchange

PAYYUP is to be used exclusively for entertainment purposes. Wagers created through PAYYUP do not in any way represent an actual exchange of money or item(s) of value (hereinafter “Value Exchange”). Items of value may include, but are not limited to tangible such as currency from any government, baseball cards, precious metals or stones, vehicles, jewelry, and/or intangible items, such as copyrights, trademarks, patents, property rights, assumption of debt, bitcoin, cryptocurrency, etc. Use of PAYYUP in conjunction with a Value Exchange is strictly prohibited. You may contact us at the following email address to report violations of this provision: terms [at] PAYYUP [dot] app.

PAYYUP makes no representation that the use of PAYYUP in conjunction with money and/or a value exchange is lawful.

3. Privacy Policy

You agree to provide only true, accurate and complete information to us via the Site and/or the App. Your use of PAYYUP is subject to your agreement to PAYYUP’s Privacy Policy. Please review our Privacy Policy, which governs the App and Site and informs users of our data collection practices.

4. Electronic Communications

Visiting PAYYUP or sending emails to PAYYUP constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on PAYYUP, satisfy any legal requirement that such communications be in writing.

5. Accounts

If you use PAYYUP, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You agree to accept responsibility for all 1 activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You may create and use up to one account and each account may be created and used by up to one individual. Users may not co-own accounts on PAYYUP. You acknowledge that PAYYUP is not responsible for third party access to your account that results from theft or misappropriation of your account. PAYYUP and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.
PAYYUP may at any time change or request you to change information related to your account including your username and password.

6. Age Requirement

PAYYUP does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under the age of thirteen, you may not use PAYYUP at all. If you are under 18, you may use PAYYUP only with permission of a parent or guardian.

7. Links to Third Party Sites/Apps/Services

PAYYUP may contain links to other apps, websites, or services (“Linked Sites”). The Linked Sites are not under the control of PAYYUP and PAYYUP is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. PAYYUP is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by PAYYUP of the Linked Site or any association with its operators.

Certain services made available via PAYYUP may be delivered by third parties. By using any product, service or functionality originating from PAYYUP, you hereby acknowledge and consent that PAYYUP may share information and data with any third party with whom PAYYUP has a contractual relationship to provide the requested product, service or functionality on behalf of PAYYUP users and customers.

8. User License

Subject to agreement and compliance with these Terms, you are granted a limited, non-exclusive, non-transferable, revocable license to access and use PAYYUP strictly in accordance with these Terms.

9. Prohibited Use

You warrant to PAYYUP that you will not use PAYYUP for any purpose that is unlawful or prohibited by these Terms. You may not use PAYYUP in any manner which could damage, disable, overburden, or impair PAYYUP or interfere with any other party’s use and enjoyment of PAYYUP. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through PAYYUP.

10. App Download

You may download and install up to one copy of the PAYYUP app per device and you must exclusively control any device on which you download or run the PAYYUP app. You may not run any version of the PAYYUP app on any devices that have electronically altered to perform differently from the manufacturer’s intended use (hereinafter “hacked devices”). By downloading the PAYYUP app, you agree to promptly download and install any new version of the app which PAYYUP makes available through the iTunes App Store or Google Play store.

11. Intellectual Property

All content included as part of PAYYUP, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on PAYYUP, is the property of PAYYUP or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.
You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on PAYYUP. PAYYUP content is not for resale. Your use of PAYYUP does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of PAYYUP and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of PAYYUP or our licensors except as expressly authorized by these Terms.

12. Communication and Information Practices

PAYYUP may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; advertise or offer to sell or buy any goods or services for any business purpose; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including names or e-mail addresses, without their consent; violate any applicable laws or regulations. You agree that use of the Communication Services will not violate any Anti-Money Laundering or Anti-Terrorism laws of any jurisdiction.

PAYYUP has no obligation to monitor the Communication Services. However, PAYYUP reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. PAYYUP reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason.

PAYYUP reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in PAYYUP’s sole discretion.
Always use caution when giving out any personally identifying information in any Communication Service. PAYYUP does not control or endorse the content, messages or information found in any Communication Service and, therefore, PAYYUP specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload such materials.

13. User Content

PAYYUP does not claim ownership of the materials you provide to the App or the Site (including feedback and suggestions) or post, upload, graphics, memes, input or submit through PAYYUP or our associated services (collectively “User Content”). Under no circumstances will PAYYUP be liable, in any way, for your User Content. However, by posting, uploading, inputting, submitting, or otherwise providing your User Content, you are granting PAYYUP an irrevocable, fully sub licensable, perpetual, world-wide, royalty-free, non-exclusive license to use your Submission in connection with the operation of PAYYUP’s goods and services. This license includes the rights to distribute, copy, edit, adapt, transmit, publish, reformat, translate, and publicly display your User Content in whole or in part, and to incorporate your User Content into other works, in any format or medium now known or later developed, and to publish your name or username in connection with your User Content. No compensation will be paid with respect to the use of your User Content, as provided herein. PAYYUP is under no obligation to post or use any User Content you may provide and may remove any User Content at any time in PAYYUP’s sole discretion.

14. User Code of Conduct

Users agree to adhere to all applicable laws in using the Site and the App, and agree that you are responsible for the contents and/or communications you share or initiate via the Site and the App. You agree that you are responsible for everything that you post or transmit to or via the Site and the App and you agree (in relation to the Site and the App):

a. Not to post or share content which you do not have the right to use or which infringes the rights of a third party;
b. Not to post or share content or participate in any form of activity which is unlawful, harassing, libelous, defamatory, abusive, threatening, amounts to bullying or intimidation of others, harmful, vulgar, obscene, profane, sexually-oriented, racially offensive or otherwise includes objectionable material;
c. Not to register more than one account for yourself or anyone else;
d. Not to post or share content that contains software viruses or any other computer code, files, or programs, devices, scripts, bots, crawlers or scrapers that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party;
e. Not to abuse other Users or anyone else;
f. Not to publish your own (non-PAYYUP) contact details or those of anyone else;
g. Not to publish private information about yourself, other Users or anyone else; 4
h. Not to post or share content intended to be used for a commercial purpose of any kind, other than for purposes relating directly to the Service, and not to use the Site or the App to engage in any commercial activities not expressly approved in writing by PAYYUP;
i. Not to post or share content of the same nature in multiple Site or App locations so as to be a nuisance to, or amount to spam for, other Users;
j. Not to post or share content that contains anything which could be used to determine or alter the architecture of the Site and/or the App, or could be used to decompile, disassemble, or reverse engineer the Site and/or the App;
k. Not to use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from PAYYUP; and/or
l. Not to attempt to gain unauthorized access to PAYYUP’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service;
m. Not to use music or videos without the appropriate licenses from the owners.

You acknowledge and accept that when you post or share content using PAYYUP, you may be exposed to comments or critical submissions from other users that are unfair, inaccurate, offensive, indecent, or otherwise objectionable to you and you hereby waive any rights or remedies you have or may have against PAYYUP with respect to any such comments or submissions. You further acknowledge and agree that PAYYUP reserves the right to disable or remove any content from the Site and/or the App at any time.

15. Third Party Accounts

You may be able to connect your PAYYUP account to third party accounts. By connecting your PAYYUP account to your third party account, you acknowledge and agree that you are consenting to the continuous release of information about you to others (in accordance with your privacy settings on those third party sites). If you do not want information about you to be shared in this manner, you may not use this feature.

16. Local Laws

PAYYUP is controlled, operated and administered by PAYYUP LLC from our offices within the USA. No matter where you reside, you are responsible for compliance with all local laws. You agree that you will not use PAYYUP in any manner prohibited by ANY applicable laws, restrictions or regulations.

17. Indemnification

You agree to indemnify, defend and hold harmless PAYYUP, its officers, directors, employees, shareholders, agents and third parties, for any losses, costs, liabilities and expenses (including attorney’s fees) relating to or arising out of your use of or inability to use PAYYUP or services, any user postings made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. PAYYUP reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with PAYYUP in asserting any available defenses.

18. Arbitration

In the event the parties are not able to resolve any dispute between them arising out of or concerning these Terms and Conditions, or any provisions hereof, whether in contract, tort, or otherwise at law or in equity for damages or any other relief, then such dispute shall be resolved only by final and binding arbitration pursuant to the Federal Arbitration Act, conducted by a single neutral arbitrator and administered by the American Arbitration Association, or a similar arbitration service selected by the parties, in a location within New Jersey. The arbitrator’s award shall be final, and judgment may be entered upon it in any court having jurisdiction. In the event that any legal or equitable action, proceeding or arbitration arises out of or concerns these Terms and Conditions, the prevailing party shall be entitled to recover its costs and reasonable attorney’s fees. The parties agree to arbitrate all disputes and claims in regards to these Terms and Conditions or any disputes arising as a result of these Terms and Conditions, whether directly or indirectly, including Tort claims that are a result of these Terms and Conditions. The parties agree that the Federal Arbitration Act governs the interpretation and enforcement of this provision. The entire dispute, including the scope and enforceability of this arbitration provision shall be determined by the Arbitrator. This arbitration provision shall survive the termination of these Terms and Conditions

19. Class Action Waiver

Any arbitration under these Terms and Conditions will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. The parties agree that a party may bring claims against the other only in each’s individual capacity, and not as a plaintiff or class member in any putative class, collective and/ or representative proceeding, such as in the form of a private attorney general action against the other. Further, unless both you and PAYYUP agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

20. Liability Disclaimer

The information, software, products, and services included in or available through PAYYUP may include inaccuracies or typographical errors. Changes are periodically added to the information herein. PAYYUP LLC and/or its suppliers may make changes to the PAYYUP app or site at any time.

You expressly agree to use PAYYUP at your sole risk. PAYYUP LLC and/or its suppliers make no representations about the suitability, reliability, availability, timeliness, and accuracy of the information, software, products, services and related graphics contained in PAYYUP for any purpose. To the maximum extent permitted by applicable law, all such information, software, products, services and related graphics are provided “as is” and “as available” without warranty or condition of any kind. PAYYUP LLC and/or its suppliers hereby disclaim all warranties and conditions with regard to this information, software, products, services and related graphics, including all implied warranties or conditions of merchantability, fitness for a particular purpose, title and non-infringement.

To the maximum extent permitted by applicable law, in no event shall PAYYUP LLC and/or its suppliers be liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of PAYYUP, with the delay or inability to use PAYYUP or related services, the provision of or failure to provide services, or for any information, software, products, services and related graphics obtained through PAYYUP, or otherwise arising out of the use of PAYYUP, whether based on contract, tort, negligence, strict liability or otherwise, even if PAYYUP LLC or any of its suppliers has been advised of the possibility of damages. Because some states/jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. If you are dissatisfied with any portion of PAYYUP, or with any of these terms of use, your sole and exclusive remedy is to discontinue using PAYYUP.

21. Termination/Access Restriction

PAYYUP reserves the right, in its sole discretion, to terminate your access to the Site or App and the related services or any portion thereof at any time, without notice. To the maximum extent permitted by law, this agreement is governed by the laws of the State of New Jersey and you hereby consent to the exclusive jurisdiction and venue of courts in New Jersey in all disputes arising out of or relating to the use of PAYYUP. Use of PAYYUP is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.
You may terminate your PAYYUP account by sending an email to contact@payyupapp.com indicating your intention to terminate your account. Account terminations are subject to identity verification.

22. Agreement

You agree that no joint venture, partnership, employment, or agency relationship exists between you and PAYYUP as a result of this agreement or use of PAYYUP. PAYYUP’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of PAYYUP’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or App or information provided to or gathered by PAYYUP with respect to such use.

23. Severability

If PAYYUP does not enforce a provision contained within these Terms, it will not be considered a waiver of that provision or any related provisions. If any provision of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

24. Waiver

No waiver, express or implied, by either party of any term or condition or of any breach by the other of any of the provisions of this Agreement shall operate as a waiver of any breach of the same or any other provision of this Agreement.

25. Force Majeure

PAYYUP will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control.

26. Entire Agreement

Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and PAYYUP with respect to the Site and App and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and PAYYUP with respect to the Site and App. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

27. Additional Terms

The section titles contained in this Agreement are purely for convenience and have no effect on this Agreement.

PAYYUP reserves all rights that are not expressly granted to you in these Terms.

You may not transfer any of your rights or obligations under these Terms without PAYYUP’s expressed written consent.

These Terms neither create nor grant any rights to third-party beneficiaries.

Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of PAYYUP or under these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

28. Changes to Terms

PAYYUP reserves the right, in its sole discretion, to change the Terms under which PAYYUP’s products are offered. The most current version of the Terms will immediately supersede all previous versions. PAYYUP encourages you to periodically review these Terms to stay informed of our updates. The most current version of the Terms will be available on the PAYYUP Site https://payyupapp.com . Use of PAYYUP after any changes to the Terms constitutes your acceptance of the Terms as changed

29. Contact Us

PAYYUP welcomes your questions or comments regarding these Terms. You can contact us at the following email address: contact@payyupapp.com

Effective as of March 30, 2020