Terms of Service
Last Updated: September 22, 2021
This terms of service agreement (“Terms”) sets forth the terms under which Toosa.com, Inc. (“we,” “our,” or “us”) provides our messaging services, including our apps, features, software, and website (“Toosa”).
IF YOU ARE LOCATED IN THE UNITED STATES OR CANADA, EXCEPT WHERE PROHIBITED BY LAW (WHICH MAY INCLUDED THE PROVINCE OF QUEBEC),YOU AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. WE EXPLAIN SOME EXCEPTIONS BELOW. PLEASE REVIEW SECTION 13.
By registering for or using Toosa, you agree to these Terms.
1. Our services
We issue unique phone numbers, landing Page (“Toosa Numbers”) to individuals and entities or their designees (collectively, “Toosa Pro”).
Toosa Pros can use Toosa to message with the individuals who have signed up to receive messages from their Toosa Number (“Toosa Followers”).
2. Eligibility to Use Toosa
If you are under the age of 13, you are not permitted to use Toosa. If you are at least 13 and under 18 years of age (or under the applicable age of majority in your state or territory of residence), you may use Toosa, but only if you have the consent of your parent or legal guardian, including consent to these Terms on your behalf.
If you are registering for Toosa on behalf of an organization, then you are entering into these Terms on behalf of the organization, and you represent that you have the authority to bind the organization to these Terms.
3. Our Messaging Policies
You must not use Toosa to transmit any content or data that is unlawful, that infringes any intellectual property rights, or that otherwise violates our Acceptable Use Policy.
Though we have no obligation to do so, we may access, review, block, or delete your messages at any time and for any reason, including (i) to provide and develop Toosa, (ii) if we think your messages violate these Terms, and (iii) to comply with applicable law or any request or requirement of a court, law enforcement or other administrative agency or governmental body.
4. Terms for Toosa Followers
To become a Toosa Follower, you must: (i) start a conversation with a Toosa Pro (for example, by sending a text message to their Toosa Number); (ii) provide certain information, such as your name, date of birth, gender identity, city, and phone number; and (iii) give prior express signed written consent to receive recurring messages (which may be marketing and/or automated) from or on behalf of the applicable Toosa Pro via Toosa; (iv) use Toosa Search Engine to search for content managed by Toosa Pro. Your consent to receive such messages is not a condition of any purchase.
You agree that:
- We may send you account-related messages at the phone number you have provided to us.
- Each Toosa Pro alone (and not Toosa.com, Inc.) is responsible for determining whether and what messages are sent to you via their Toosa Number and when those messages are sent (which may be at any time of day, including on weekends or holidays).
- You are responsible for any messaging and data charges that you may incur when messaging with Toosa Pros or with us.
- Toosa Pros may block you from messaging with them via Toosa at any time, for any reason, without advance notice.
- Messages sent via Toosa may contain links to third-party websites or apps, which may be subject to different terms and conditions and privacy practices, and we are not responsible or liable for their content, products, or services (“Third Party Materials”).
- You will use only your own phone number when messaging a Toosa Pro (and if we discover that you did not use your own phone number, we may suspend or terminate your account access at any time).
- If you change or deactivate the phone number that you used when signing up to receive messages from a Toosa Pro, you will email us at firstname.lastname@example.org within 72 hours.
We have no control over and do not guarantee: (a) the suitability or legality of messages and content sent by Toosa Pros; (b) the truth or accuracy of messages and content sent by Toosa Pros; (c) the performance or conduct of Toosa Pros; or (d) who a Toosa Pro permits to access and use Toosa on their behalf. If you think a Toosa Pro is sending messages or content via Toosa Search Engine in violation of our Acceptable Use Policy, please email us at email@example.com.
By sending messages to a Toosa Pro, you grant that Toosa Pro (including individuals and entities working or affiliated with such Toosa Pro) a worldwide, royalty-free, sublicensable, transferable, and perpetual license to reproduce, distribute, display, publish, and otherwise use your messages in any way and for any purpose, and you grant us all of the same rights to use your messages for the purpose of operating, providing and improving Toosa (such as to allow us to deliver your messages to the Toosa Pro, and to store your messages on our servers).
You acknowledge and agree that (i) a Toosa Pro may share your messages publicly (including for marketing purposes); (ii) you have no expectation of privacy with respect to messages you send to a Toosa Pro; and (iii) we may collect, analyze and use your messages together with your information, including demographic and location information, on an aggregated, de-identified or anonymized basis together with the messages and information of others, for any purpose, including to improve, enhance, further develop and test Toosa and any of our technology, to create and refine algorithms and other machine learning methods and processes, to identify and predict patterns and trends, and to train and refine machine learning or analytical models or engines.
5. Terms for Toosa Pros
If you are signing up as a Toosa Pro, please also read our Additional Terms for Toosa Pros, which you are also agreeing to.
If you are signing up to use Toosa on a Toosa Pro’s behalf, you acknowledge that you may only use Toosa with their permission and in ways that would be permitted by that Toosa Pro (for example, messages you send on their behalf must not violate our Acceptable Use Policy).
We and our licensors retain all right, title and interest, including all intellectual property rights, in and to Toosa and all Toosa Numbers. Any and all use of our trademarks by you will inure to our benefit and you will not obtain or retain any rights in our trademarks.
You must not (and must not assist or allow others to): (i) reverse engineer, alter, modify, create derivative works from, decompile, or extract code from our apps or websites; (ii) send, store, or transmit viruses or other harmful computer code through or onto our servers or systems; (iii) gain or attempt to gain unauthorized access to our servers or systems; (iv) interfere with or disrupt the integrity or performance of our servers or systems; (v) create accounts or send messages through unauthorized or automated means; or (vi) collect the information of or about our users in any impermissible or unauthorized manner.
We welcome and encourage you to provide us with feedback, comments, and suggestions for improvements to Toosa (“Feedback“). Any Feedback you submit to us will be owned by us and we may use and exploit that Feedback without restriction for any purpose, without compensation to you.
7. Term & Termination
You may terminate these Terms at any time and for any reason by emailing us at us at firstname.lastname@example.org and asking us to delete your Toosa account, and we may suspend or disable your Toosa account and/or terminate these Terms at any time, for any reason, without advance notice. If we suspend or disable your Toosa account for a violation of these Terms, you must not create another Toosa account without our permission.
Regardless of who terminates these Terms, both you and we continue to be bound by sections 3, 4, 6, and 9-16 of these Terms and, if you are a Toosa Pro, by sections 6, 7, and 8 of our Additional Terms for Toosa Pros.
8. Copyright Infringement
If you believe that anything on Toosa infringes a copyright that you own or control, please send us a written notice to the address or email below that meets the requirements set forth in the U.S. Digital Millennium Copyright Act of 1998 (“DMCA”).
2955 Campus dr. ste 110, San Mateo, CA, 94403
Please note that if you knowingly give false, misleading, or inaccurate information regarding the existence of infringing content, we may suspend your account, and you may face other legal consequences.
If we have taken down any material or content that you believe should not have been removed, you can send us a written counter-notice by email to email@example.com. Please be sure your counter-notice meets the DMCA requirements.
We may promptly terminate without notice the accounts of users who have been notified of infringing activity, including those who have had messages removed from Toosa at least three times (“Repeat Infringers”). Repeat Infringers will not be tolerated.
The laws of certain jurisdictions, including Quebec, may not allow limitations on implied warranties or conditions. If these laws apply to you, some or all of the below disclaimers might not apply to you.
To the maximum extent permitted by law:
- Toosa is provided “as is” and “as available” and without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
- We do not represent or warrant that (i) Toosa will always be secure, error-free, or timely; (ii) Toosa will always function without delays, disruptions, or imperfections; or (iii) any messages you send or receive via Toosa will be timely or accurate.
- We take no responsibility and assume no liability for any messages that you, another user, or a third party send or receive via Toosa. You agree that you may be exposed to messages that might be offensive, illegal, misleading, or otherwise inappropriate, none of which we will be responsible for.
- We take no responsibility and assume no liability for any content that you, another user, or a third party access on Toosa Search Engine. You agree that you may be exposed to messages and/or content that might be offensive, illegal, misleading, or otherwise inappropriate, none of which we will be responsible for.
10. LIMITATION OF LIABILITY
The laws of certain jurisdictions, including Quebec, may not allow the exclusion or limitation of certain damages. If these laws apply to you, some or all of the below limitations might not apply to you.
To the maximum extent permitted by law, we and our shareholders, employees, affiliates, associated companies, licensors, agents, and suppliers (collectively, the “Affiliated Entities”) will not be liable for any indirect, incidental, special, consequential, exemplary, punitive, or multiple damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use Toosa; (ii) the conduct or content of other users or third parties via Toosa; or (iii) unauthorized access, use, or alteration of your messages, even if we have been advised of the possibility of such damages.
Your sole and exclusive remedy for dissatisfaction with Toosa or any Third Party Materials is to stop using Toosa. In no event will the liability of us and our Affiliated Entities, in the aggregate, for all claims relating to these Terms or Toosa, exceed the greater of $100 USD.
To the maximum extent permitted by law, you agree to indemnify and hold us and our Affiliated Entities harmless from any losses, including legal fees and expenses, that directly or indirectly result from (i) your messages; (ii) your use of Toosa; (iii) your violation of any laws or regulations; (iv) third-party claims that you or someone using your password did something that, if true, would violate these Terms; (v) any misrepresentations made by you; or (vi) a breach of any representations or warranties you’ve made to us. We reserve the right to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In such an event, you shall provide us with such cooperation as we reasonably request.
12. Dispute Resolution
(Not applicable to Quebec consumers) If you are a Toosa user located in the United States or Canada, then section 13 below applies to you. Please also read that section carefully and completely. If you are not subject to section 13 below, then all disputes arising out of or related to these Terms or any aspect of the relationship between us (including any communications between us), whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory (“Disputes”), will be resolved exclusively in the United States District Court for the Northern District of California or a state court located in San Mateo County in California, and you agree to submit to the personal jurisdiction of such courts for the purpose of litigating all such Disputes. Without prejudice to the foregoing, you agree that, in our sole discretion, we may elect to resolve any Dispute we have with you in any competent court in the country in which you reside that has jurisdiction over the Dispute.
(Not applicable to Quebec consumers) The laws of the United States (including federal arbitration law) and the State of California govern these Terms, as well as any Disputes, whether in court or arbitration, which might arise between us, without regard to conflict of law provisions, and regardless of your location.
For Quebec consumers: These Terms, as well as any Disputes which might arise between us will be governed by the laws of the Province of Quebec, without regard to conflict of law provisions, and the laws of Canada applicable therein, and any Disputes will be submitted to the courts of competent jurisdiction of the District of Montreal (Quebec).
(Not applicable to Quebec consumers) If you are a Toosa user located in the United States or Canada, then this section 13 applies to you.
Except for disputes that qualify for small claims court, all disputes arising out of or related to these Terms or any aspect of the relationship between us (including any communications between us), whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, will be resolved through final and binding arbitration before a neutral arbitrator instead of in a court by a judge or jury. You agree that we are each waiving the right to trial by a jury. Such disputes include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of the arbitration provision or any portion of the arbitration provision. All such matters will be decided by an arbitrator and not by a court or judge.
You agree that any arbitration under these Terms will take place on an individual basis; class arbitrations and class actions are not permitted and you are agreeing to give up the ability to participate in a class action.
The arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules, as amended by these Terms. The Consumer Arbitration Rules are available online at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. Any in-person appearances will be held at a location that is reasonably convenient to both parties with due consideration of their ability to travel and other relevant circumstances. If the parties are unable to agree on a location, the AAA or the arbitrator will determine the location.
The arbitrator’s decision will follow the terms of these Terms and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of these Terms, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.
You may opt out of this agreement to arbitrate by emailing us at firstname.lastname@example.org with your first name, last name, phone number, and address within 30 days of accepting this agreement to arbitrate, with a statement that you decline this arbitration agreement.
Notwithstanding any of the foregoing, nothing in these Terms will prevent you from bringing issues to the attention of federal, state, or local agencies and, if the law allows, they can seek relief against us for you.
14. Export Controls
You are responsible for complying with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant, and covenant that you are not: (i) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or (ii) on any of the U.S. government lists of restricted end users.
15. Changes to these Terms
We may modify these Terms from time to time. When we update these Terms, we will revise the “Last updated” date above and post the new Terms on toosa.com. Your continued use of Toosa (including, without limitation, signing up to receive messages from an additional Toosa Pro after an update) confirms your acceptance of the updates. If you do not agree to any update, you must stop using Toosa. We may also modify or discontinue all or part of Toosa at any time; or charge, modify, or waive any fees required to use Toosa.
16. Other Terms
- You use Toosa at your own risk, and you must comply with all applicable laws, rules, and regulations while doing so. We may limit Toosa's availability at any time, in whole or in part, to any person, geographic area, or jurisdiction.
- Unless a mutually executed agreement between us states otherwise, these Terms make up the entire agreement between us regarding Toosa and supersede any prior agreements regarding the subject matter of these Terms.
- These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agent, or franchisor-franchisee relationship between us.
- We notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available from https://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers.
- All of our rights and obligations under these Terms are freely assignable by us to any of our affiliates or in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise. You will not transfer any of your rights or obligations under these Terms to anyone else without our prior written consent.
- Except as expressly set forth herein, there are no third-party beneficiaries to these Terms.
- If we fail to enforce any of these Terms, it will not be considered a waiver.
- If any provision of these Terms is found unenforceable, then that provision will be severed from these Terms and not affect the validity and enforceability of any remaining provisions.
- These Terms are written in English (U.S.). Any translated version is provided solely for your convenience. To the extent any translated version of these Terms conflicts with the English version, the English version controls.