TERMS & CONDITIONS

Last updated: July 29, 2022

HENRO INTERNATIONAL PRODUCTS

1.1 PRDOCUTS OVERVIEW

These Terms & Conditions (these “T&Cs”) contain the terms and conditions on which we supply content, recommendations, products, or services listed on Henro.org, HenroInternational.com, Henro.io, or HenroMail.org (each a “Website” and collectively the “Websites”), through our applications (each an “App” and collectively the “Apps”), or via other delivery methods to you. The Websites and such content, recommendations, products, and services and the Apps may be updated from time-to-time at the sole discretion of Henro International, and are collectively referred to herein as the “Product” or “Products”. Your use of certain Products may be subject to additional terms (“Additional Terms”), and such Additional Terms will either be listed in these T&Cs or will be presented to you on or in connection with such Products.

If these T&Cs are inconsistent with the Additional Terms, the Additional Terms shall govern solely to the extent of the conflict. The applicable Additional Terms are hereby incorporated into these Terms by reference (all applicable Additional Terms and these T&Cs are collectively the “Terms”). Please read these carefully before accessing, using, or ordering any Products from Websites, Apps, or third party App stores (e.g. the Apple App Store, the Android Play Store, Amazon, etc.).

The terms “Henro,” “us”, or “we” refers to Henro International, LLC. The term “Device” refers to any device which is used to access the Products including but not limited to computers, smart phones and tablets. The term “you” refers to the user of the Products (and insofar that these Terms are a part of the Products, to you, the individual accessing and reading these Terms, specificially). When you order any Products (each such instance, an “Order”), visit the Website, download an App, or otherwise use or access the Products, you agree that you are bound by these Terms. If you do not agree to these Terms, please refrain from using the Products.

HENRO MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, CONCERNING THE ACCURACY, COMPLETENESS OR SUITABILITY OF THE INFORMATION AND DATA PROVIDED THROUGH THE PRODUCTS, AND SUCH INFORMATION AND DATA SHOULD NOT BE CONSTRUED OR USED AS A LEGAL DESCRIPTION.

ACTIVITIES ASSOCIATED WITH THE PRODUCTS CAN AT TIMES INVOLVE RISK OF INJURY, DEATH, PROPERTY DAMAGE, AND OTHER DANGERS ASSOCIATED WITH SUCH ACTIVITIES. OTHER USERS OF HENRO MAY UPLOAD OR CREATE CONTENT HOSTED BY THE PRODUCTS WHICH IS INACCURATE OR UNTRUE. YOU UNDERSTAND THAT HENRO CANNOT AND DOES NOT ASSUME RESPONSIBILITY FOR ANY SUCH PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE RESULTING FROM YOUR USE OF THE PRODUCTS.

HENRO IS NOT RESPONSIBLE FOR THE MISUSE OR MISREPRESENTATION OF THE INFORMATION AND/OR DATA PROVIDED THROUGH THE PRODUCTS. BY USING THE PRODUCTS, YOU AGREE THAT ANY RELIANCE YOU PLACE ON SUCH INFORMATION AND/OR DATA IS DONE ENTIRELY AT YOUR OWN RISK.

Our contact email address is [email protected]. All correspondence to Henro including any queries you may have regarding your use of the Products or these Terms should be sent to this contact email address.

By accessing or using the Products, you agree to the collection, use, and disclosure of your personal information as described in our Privacy Policy.

1.2 CLASS ACTION WAIVER AND ARBITRATION NOTICE

Please note that these Terms contain an arbitration agreement. Except for select types of disputes, which are clearly listed in the arbitration agreement, you and Henro agree that disputes relating to these Terms or your use of the Products will be resolved by mandatory binding arbitration. You also agree that you and Henro waive ANY and all rights to participate in a related class-action lawsuit or class-wide arbitration.

1.3 COMMUNICATION CONSENT

Be aware that these Terms cover your opt-in consent to receive communications from Henro, our affiliates, and our partners, including via email, phone call, physical mail, push notification, direct message, chat, or text message.

1.4 SUBSCRIPTION RENEWAL TERMS

If you purchase a Subscription, which is defined below, to Products provided by Henro, then your subscription will be automatically renewed for additional periods as the initial subscription term (“Initial Term”). These renewals will be the same duration as the Initial Term, at the price will be Henro’s then-current fee for a new Subscription. Subscriptions will continue to renew until you opt out of the auto-renewal or decline to renew your Subscription.

1.5 BASIS OF LICENSE

By accessing and using the Products, you consent to the processing and storage of your personal information IN THE UNITED STATES, including for the purposes of processing payments and tracking individual use of the products.

BY VIEWING, ACCESSING, INTERACTING WITH, CONTRIBUTING TO, OR OTHERWISE USING THE PRODUCTS, YOU AFFIRM THAT YOU UNDERSTAND AND AGREE THAT THE UNITED STATES MAY NOT HAVE THE SAME KIND OR LEVEL OF PROTECTIONS FOR YOUR PERSONAL INFORMATION THAT EXIST IN YOUR COUNTRY OF RESIDENCE OR DOMICILE, AND NONETHELESS CONSENT TO THE PROCESSING AND STORAGE OF YOUR INFORMATION IN THE UNITED STATES.

Henro will take measures as required to comply with applicable law regarding the transfer, storage, processing, and use of some kinds of personal information.

1.6 CHANGES TO TERMS

Henro reserved the right to, at its sole discretion, change or update these Terms (or any of our policies or practices) at any time. If and/or when we make substantive or material changes to these Terms, users will be notified by the posting of the date of such changes or revisions at the top of this page. We may also provide notice via the user interfaces of our Products, in an email notification, or through other reasonable means. For new users, changes, revisions, and/or updates will be effective immediately. Your continued use of the Products after changes are made constitutes your agreement to abide by the updated the updated Terms.

LICENSE

What follows is a License Agreement contained within these Terms.

2.1 LICENSE USE

Subject to your ongoing compliance with these Terms and payment of all applicable fees for the Products or other agreed-upon arrangements, Henro grants you a limited, non-exclusive, non-transferable, and revocable license to stream, download, and make personal NON-COMMERCIAL use of the Products.

Derivative use of the Products must also be NON-COMMERCIAL (you are not in compliance if use of materials or information derived from Personal use of the Products is commercial).

2.2 PRODUCT MATERIALS

The Product contains and/or embodies copyrighted material, proprietary material, and/or other intellectual property of Henro and its licensors. The rights, title, and ownership of such materials or property remain within Henro or its licensors, as applicable. The rights to download, access, or otherwise use the Products are licensed to you alone, and are NOT being sold to you, and you have no rights in them other than to use them in accordance with this License Agreement and our other Terms.

2.3 MATERIALS AUTHORIZATION

Some materials may be marked and authorized by Henro for you to share in or on your personal social channels (like Instagram, Facebook, Twitter, Line, etc.) or as part of your blog, newsletter, and/or other online community (“Distributable Content”). Henro grants you a limited right to download, reproduce, and modify Distributable Content insofar that (1) such modifications are technically required to enable the display and distribution of the content, (2) they do not materially change the substance or quality of the Distributable Content, and (3) the display and distribution of the content remains in compliance with the other terms that are set out in these Terms (e.g. non-commercial, personal use) AND that may be set forth in the individual descriptions of such content in the Products (e.g. time-limitations on display, restrictions on distribution method, like embedding via an iFrame vs. a download and re-upload, etc.). You agree not to publish the Distributable Content with any other content that is inaccurate, misleading, or false. Additionally, you agree not to publish Distributable Content with any other content that is encourages or condones activity or conduct that is harmful, unlawful, tortious, threatening, defamatory, abusive, pornographic, harassing, vulgar, obscene, hateful, libelous, invasive of another’s privacy, or racially, ethnically or otherwise objectionable. You acknowledge that Distributable Content may contain trackers which enable us to collect useful information related to the distribution and consumption of such content. Henro reserves the right to stop providing access to or continued support for any Distributable Content at any time, or to direct you to cease the display (or use otherwise) of any Distributable Content for any or for no reason, without liability to you or any third party.

2.4 LINKS

You may link to Henro’s Products’ pages, provided you do so in a way that is legal and fair, that does not damage our reputation, and/or that does not take advantage of our reputation. You must not establish a link in such a way as to suggest any form of association, endorsement, or approval on Henro’s part where none exists. You must not establish a link from any website that is not owned by you, unless that website is a legal social media platform or forum/message board and the link is established within the Term of Service of that particular website, AND that website also complied in all respects with the content standards set out in our acceptable use policy. Permission to link to Henro’s Products’ pages as described in this section is considered express permission granted within the scope of this license, and we reserve the right to withdraw such permission immediately upon written notice to you. The website from which you are linking must comply in all respects with the content standards set out in our acceptable use policy.

If you have a request for use of Henro’s materials that fall outside of the scope of this license, please address it to [email protected].

SUBSCRIPTIONS AND MEMBERSHIP ACCOUNTS

3.1 CREATING A MEMBER ACCOUNT

You may sign up as a registered user (“create a Pilgrim Profile”) of the Products (a “Member”) free of charge. To sign up as a Member or create a Pilgrim Profile, you must create an account (“Member Account”) by (1) submitting your email address to us through the Product, (2) creating a password to be used in conjunction with that email address, and (3) choosing whether you accept, deny, consent to, or do not consent to certain agreements or forms of communication. You are solely responsible for maintaining the confidentiality of your Member Account and password, for governing the user-inputted properties and contents of your Members Account, and for restricting unauthorized access to your Device.

In the course of your use of the Products, you may provide certain individualized or personalized information to us (referred to hereinafter as “User Information”). You have the option to enable the Products or log in to the Products via various online third party service providers, such as Facebook, Google, or Apple (“Third Party Services”). When you log in to the Products these Third Party Services or choose to directly integrate these Third Party Services into the Products, you enable us to make your online experiences richer and more personalized. Henro may ask you to authenticate, register for, or log into Third Party Services on the websites of those parties providing such Third Party Services. As part of such integration, the Third Party Services will provide Henro with access to certain User Information that you have first provided to such Third Party Services. We will use, store and disclose such User Information in accordance with our Privacy Policy.

Our information collection and use policies (with respect to the privacy of User Information) are set forth in the Henro Privacy Policy. However, please remember that the manner in which Third Party Services use, disclose, and store your information is governed solely by the respective policies of such third parties. WE SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR THE PRIVACY PRACTICES OR OTHER ACTIONS OF ANY THIRD PARTY SERVICE, THIRD PARTY WEBSITE, OR THIRD PARTY APPLICATION THAT MAY BE ENABLED WITHIN OUR PRODUCTS, including information shared with Henro by a provider of Third Party Services that are in violation of such provider’s own policies. You hereby acknowledge and agree that you are solely responsible for the accuracy and content of User Information, and that it is, to the best of your abilities, kept up-to-date and accurate.

By becoming a Member, placing an Order through the Products, or otherwise using the Products, you acknowledge and agree that:

  • You are legally capable of entering into binding contracts.
  • All registration information you submit is accurate and truthful.
  • You will maintain the accuracy of such User Information.
  • Your use of the Products does not violate any applicable laws or regulations.

3.2 USER INFORMATION

You are responsible for maintaining the confidentiality of the log in details of your Member Account, including its password, and for other User Information, and for restricting access to your Device to help protect such information. You understand that some of this information, like your name or public profile image, may be shown publicly. You are responsible for keeping your User Information up-to-date. Henro will not be liable for any loss or damage arising from your failure to comply with this Section.

3.3 USE OF HENRO BY MINORS

You must be at least 18 years of age, or the age of majority in your province, territory, or country, to become a Member and use our Products. Individuals under the age of 18 (or the applicable age of majority in such individual’s jurisdiction) may utilize the Products only with the supervision and consent of a parent or legal guardian and only when under such parent or guardian’s Member Account (and otherwise subject to these Terms). Without exception, individuals under the age of 13 may not access or use the Products.

3.4 COMMUNICATIONS FROM HENRO

As a Member, you will receive access to certain functions and features of the Products that are not available to non-Members. By agreeing to become a Member and creating a Member Account, you opt-in to receiving occasional marketing materials, special offers, surveys, and Product-based communication emails. You also opt-in to receiving community-centric messages, alerts, and Product notifications. Every commercial email sent by Henro will have opt-out instructions; you can unsubscribe from Henro’s commercial emails by the instructions in these emails.

Henro Subscriptions (as defined below) and memberships are not transferable, and therefore cannot be sold or transferred or exchanged in any way whatsoever. By using the Mobile Services (as defined below), you agree that we may communicate with you regarding Henro and other entities by SMS, MMS, direct message, via “chat apps” (Line, Discord, Slack), text message, or other electronic means to your Device, including calls and push notifications, and that certain information about your usage of the Mobile Services may be communicated to us. If you change or deactivate your mobile telephone number or change your messaging username, you agree to promptly update your User Information in accordance with Section 3.2. This ensures that your messages are not sent to a person that acquires your old number or username.

3.5 SUBSCRIPTIONS

Payment processing for the Products will be performed by one of Henro’s third-party payment processors (such processors collectively, “Payment Processor”). Your use of the payment processing provided by the Payment Processor may be subject to additional terms which are provided by the Payment Processor processing your respective transaction and as such may be modified by such Payment Processor from time to time (collectively, the “Payment Processor Agreement”). As a condition of using the Payment Processor’s payment processing, you must provide complete and accurate information in connection with such payment processing, and you authorize us to share this information with the Payment Processor and to charge your Payment Method for all amounts that may become due under the terms of these Terms. All credit card, bank, payment address, cryptocurrency address, or other applicable payment information is sent directly to and stored with the Payment Processor using its security protocols. Henro does not store your payment information on its systems and shall not have any responsibility for the security or safety of that information. Your use of the Payment Processor’s payment processing is based upon your compliance with the Payment Processor Agreement. If the Payment Processor Agreement is terminated by the Payment Processor, it is possible that you will not be able to purchase a Subscription (as defined below). Alternatively or additionally, you may have your use of the Products terminated or suspended. Upon notice to you, we may change or add other payment processing services, which may be subject to additional terms or conditions.

Henro users may access the Products in four ways:

  1. Browsing the Products, including its Websites or Apps, without creating a Member Account. We make certain information and features available to users without creating a Member Account. Such users are still subject to these Terms and any applicable Supplemental Terms.
  2. Free Henro Pilgrim Member Account. Many Product features and certain additional information are available to holders of free Member Accounts. All Members are subject to these Terms and any applicable Supplemental Terms.
  3. (In the future) Free Henro Academic Member Account. Many Product features and certain additional pieces of information are available to holders of free Academic Member Accounts. All Members are subject to these Terms and any applicable Supplemental Terms.
  4. (In the future) Paid Henro Subscriber Account. We offer a fee-based subscription program which gives you access to certain premium Products for which use and access is purchased on a time-limited basis (each, a “Subscription”).

(In the future) You can purchase a Subscription through the Products in accordance with the functionality of such Products. PLEASE NOTE THAT ALL SUBSCRIPTIONS PURCHASED THROUGH THE GOOGLE PLAY STORE, APPLE APP STORE, OR OTHERWISE THROUGH THE FUNCTIONALITY OF OUR APPS (EACH, A “DISTRIBUTION CHANNEL”) ARE GOVERNED BY THE TERMS OF SUCH DISTRIBUTION CHANNEL AND MAY BE FINAL, AND WE WILL NOT PROVIDE ANY REFUND FOR SUCH SUBSCRIPTIONS. Since it will be subject to Apple’s then-current payment policy, your Order through the Apple App Store may not provide for refunds. Since it will be subject to Google’s then-current payment policy, your Order through the Google Play Store may not provide for refunds. You agree to immediately notify Henro and/or the applicable Distribution Channel of any change in your billing address or other payment information. Your use of the designated Payment Method is governed by your Payment Method agreement, and you must refer to that agreement to determine your liabilities and rights thereunder. These Terms are between you and Henro only, and not with the applicable Distribution Channel or any other third parties. To the extent that you utilize any other services or third party products in connection with your use of the Products, you agree to comply with all applicable terms of any agreement for such third party products and services. In no event will Henro be responsible for the actions or inactions of any third party, including any Payment Processor, Payment Method, or Distribution Channel. This includes but is not limited to system downtime or payment service outages, and any billing or fee disputes related thereto are between you and such Payment Processor, Payment Method, or Distribution Channel.

The fee for a Subscription is billed at the start of the Initial Term and subject to automatic renewal. By providing an App Store, our Payment Processor, or other marketplace from which you purchase a Subscription with your Payment Method, you acknowledge and agree that that App Store, other marketplace, and/or our Payment Processor, as applicable, are authorized to charge your Payment Method for all charges due and payable under your Member Account, including:

  • Fees for the Initial Term at the rate secured at the time of purchase;
  • Fees for any Subscription term after the Initial Term (each, a “Renewal Term”). After your Initial Term, and again after any subsequent Renewal Term, your Subscription will automatically renew on the first day following the end of such period (each a “Renewal Start Date”) and continue for an additional equivalent period at Henro’s then-current price for such Subscription. You acknowledge and agree that you may be subject to this automatic renewal feature (even if you otherwise terminate your Member Account) unless you cancel your Subscription prior to the Renewal Commencement Date as set forth in Section 3.5 or in accordance with any agreement between you and the Distribution Channel through which you purchased the Subscription, if applicable. If you do not cancel your Subscription before the Renewal Commencement Date, your Payment Method will be charged for a Subscription for the Renewal Term. Please note that if your Subscription is renewed through our iPhone application or the Apple App Store, the sale is final, and we will not provide a refund. Your purchase will be subject to Apple’s applicable payment policy, which also may not provide for refunds. If your Subscription is renewed through the Google Play Store, the sale is final and we will not provide a refund. Your purchase will be subject to Google’s applicable payment policy, which also may not provide for refunds.
  • Free Trials and Other Promotions. Certain Subscription offerings may be available on a free trial or other promotional basis (a “Promo Offer”), the period of which will be communicated to you via the Products. Unless otherwise expressly set forth, your use of any such Subscription will expire at the end of the Promo Offer period, and any further use of such Products is prohibited unless you purchase a Subscription to such Products. To the extent expressly indicated at the time of signing up for a Promo Offer, your Promo Offer may automatically convert to a paid Subscription and your Payment Method will be charged for the applicable Subscription at the expiration of your Promo Offer unless you cancel the Subscription in accordance with Section 3.5 before the Promo Offer ends. If you fail to cancel the Subscription before the Promo Offer ends, you will be responsible for payment for the full term of the Subscription period. Unless otherwise expressly stated, any Promo Offer must be used within the specified time of such promotion. Any offer or promotion code provided by Henro may not be used in conjunction with any other offer or promotion code, past or present. Introductory offers are only available to new users of the Products, except where expressly stated otherwise. Unless otherwise set forth in the terms of any promotion, all discounts or pricing promotions will apply to the Initial Term, and any renewals will be charged at the rate in effect at the time of renewal for the type of Subscription purchased.

Henro’s multi-year Subscriptions are paid for by an upfront one-time payment. The Subscription term will end after the period indicated when you purchased such Subscription. Multi-year Subscriptions are not subject to automatic renewal terms, but may renew at the rate of a single year Subscription once they expire.

If you have purchased a Subscription designated a “Lifetime Subscription,” such Subscription and your access to the Products will terminate the sooner of (i) one hundred (100) years from the date of purchase of such Subscription or (ii) Henro ceasing to commercially offer the Products to which you have subscribed.

You may cancel automatic renewals of a Subscription purchased through the Products at any time prior to the Renewal Start Date in your Member Account, or by emailing [email protected]. Please note that if you purchase a Subscription through our iPhone App the Apple App Store, you may cancel automatic renewals by selecting Manage App Subscriptions in your Apple Account settings and selecting the Subscription you want to modify, or otherwise in accordance with the current functionality of that platform. If you purchase an Annual Subscription through the Google Play store you may cancel automatic renewals in account settings under Subscriptions in the Google Play app, or according to the then-current process outlined by Google Play, or otherwise in accordance with the current functionality of that platform.

You are responsible for all applicable fees, including applicable charges and taxes, incurred by your Member Account (and for all Subscriptions purchased by you).

The Payment Processor may receive and implement updated credit card information from your credit card issuer in order to prevent your Subscription from being interrupted by an outdated or invalid card. This disbursement of the updated credit card information is provided to the Payment Processor at the sole election of your credit card issuer. Your credit card issuer may give you the right to opt-out of such an update service. Please contact your credit card issuer should you wish to do so.

Our obligation to provide any Products that you have ordered through the Products pursuant to a Subscription commences when we confirm your purchase to you by email. We shall confirm your Order and send you an email to confirm your access to the Subscription purchased. If anything seems inaccurate, please reach out to [email protected]. When doing so, please quote the Order number in all subsequent correspondence with us related to such Order. Prices typically include local taxes. Some prices in certain currencies, like Pound Sterling, include VAT unless otherwise stated.

You agree not to hold us responsible for any banking charges or other fees incurred due to payments on your Member Account. If payment is not received by us from the Payment Method you provided pursuant to an Order, you agree to pay all amounts due upon demand by us. You agree that you are not permitted to resell any Products purchased through Henro.

3.6 DEVICE REQUIREMENTS

The Products include services that are available via a mobile device, including (i) the ability to browse Websites from a mobile device and (ii) the ability to access certain features through an App downloaded and installed on a Device (collectively, the “Mobile Services”). To the extent you access the Products through a Device, your wireless network carrier’s standard charges, data rates, and other fees may apply. By using Mobile Services you may expend usage allowances associated with your wireless network carrier; you acknowledge that Henro and its Products are not privy to and shall not be held responsible or liable for these charges, data rates, or fees. Downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or Devices.

3.7 CHANGING FEES AND CHARGES

We may from time to time, and at any time, at our sole discretion, change the charges and fees (or add new fees and charges) related to any of the Products. Henro will notify you at least 30 calendar days in advance of any such change. If you continue to use the Products after the price change becomes effective, you effectively agree to pay the changed amount. If you do not agree to the change, you may cancel your Subscription or membership in your account settings, or by emailing suppor[email protected].

PROHIBITED PRODUCT USAGE

4.1 PROHIBITED ACTIVITIES

YOU AGREE NOT TO: (i) post, upload, email, or otherwise send, introduce, or transmit any material that contains harmful computer code or deceptive messaging, including but not limited to software viruses, programs, or files designed to harm, interrupt, destroy, damage, or limit the functionality of any hardware, equipment, or software directly or indirectly linked to the Products or the Products themselves; (ii) interfere with the networks or servers connected to or underlying the Products, or to violate any of the policies, regulations, or procedures of networks connected to the Products; (iii) access the Products in an unauthorized manner; (iv) interfere with any other user’s enjoyment or use of the Products; (v) offer or request to perform something that is illegal or violates any of the Terms set forth herein; (vi) impersonate any entity or person, including any representative, officer, or employee of Henro; or (vii) use automated agents, 3rd-party services, software, scripts, or “manual scraping services” (like “click farms” or scrapers for hire), or similar to produce multiple Member Accounts, generate automated requests, searches, page loads, or queries to strip, mine data, or scrape content, media, metadata, or any other information from the Products. We may conditionally grant to the operators of public search engines or PRE-APPROVED scraping services revocable permission to use spiders/web scrapers to copy Materials from the Products for the purpose of (and solely to the extent necessary) creating publicly available searchable indices of the Product’s materials, or to provide private insights and services to Henro’s team. These indices may only create caches which serve the purpose of their publicly available search engine; no other caches or archives of the Product’s materials are allowed under these Terms. All approved scraping services must also adhere to the parameters set forth in our public robots.txt file, found at https://henro.org/robots.txt.

4.2 TRESPASS AND PRIVATE PROPERTY

You agree that you will not trespass on, or in any manner attempt to gain access to or attain any location or property where you do not have permission or a right to be (referred to hereafter as “Private Property”). You acknowledge that Henro actively disclaims and does not have any ability or obligation to provide you with accurate or complete information regarding the whereabouts of Private Property you may encounter when using (or in connection with) your use of the Products. Regardless of whether Henro designates any content with a warning regarding its proximity to Private Property, YOU are solely responsible for obtaining all required permissions to enter or approach Private Property in connection with your use of the Products.

4.3 DISRESPECTFUL AND DISRUPTIVE USE

You agree to be respectful and mindful of the places you visit in connection with your use of the Products. You agree that your use of the Products will be appropriate to the environment around you, and that you will not create excessive noise, indecency, pollution, conflict, or other disturbances in connection with your use of the Products. You agree to act in a manner that is respectful and appropriate to the areas where you use the Products, including while interacting with other people, using the Product in groups, using restrooms or other private facilities, disposing of rubbish, parking your vehicle or mode of transportation, and otherwise. You agree that you will follow all local laws, regulations, and appropriate customs when you visit places in connection with your use of the Product.

4.4 OTHER ILLEGAL USE

You agree not to impersonate another person while using the Products. You agree to conduct yourself in an inoffensive manner while using the Products, and to abstain from using the Products for any immoral, illegal, offensive, or harmful purpose.

4.5 RELEASE OF AND REPORTING FOR LIABILITY FOR PRODUCT MISUSE

By breaching the provisions of this Section 4, you may commit a criminal offense under applicable laws. Henro reserves the right to report any such breach to relevant law enforcement authorities, and we may cooperate with such authorities in any investigation related to your use of the Products, including by disclosing your identity or other associated information to them. In the event of such a breach, your right to use the Products will cease immediately. If you have a dispute with any third party relating to your use or misuse of the Products, you hereby release the Henro and all associated parties (as defined below) from all demands, claims, and damages (actual and consequential) of every nature and kind, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you also waive California Civil Code Section 1542 – this Code says: “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.” If you are a resident of another jurisdiction, you waive any comparable doctrine or statute.

MATERIALS OFFERED THROUGH THE PRODUCTS

5.1 OWNERSHIP

As long as they are not otherwise invalid (or contested, unauthorized, illegal, or otherwise in conflict with these Terms), original copyrights, ownership rights, titles, interests, authorizations, and permissions of: software, files, text, photographs, videos, maps, trail routes, widgets, and other content, whether downloaded or not (collectively, “Materials”) THAT ARE USER-GENERATED OR USER-UPLOADED are retained by the user from which those Materials originated. You grant us a license to use such Materials. Terms related to such user-generated and/or user-uploaded Materials and the aforementioned license shall be governed by Item 5.2 and Section 6 (entitled TRADEMARKS and USER MATERIAL, respectively) below.

Products and all Materials contained in the Products that are not user-generated or user-uploaded are owned by Henro (or our affiliates and/or licensors, where applicable), unless indicated otherwise. You agree and acknowledge that the Products are valuable property, and that (other than any specific and limited license expressly granted for use of such Products or any Materials contained therein), you shall not acquire any ownership rights in or to such Products or any such Materials. The Products and Materials may not be used except as provided for in these Terms, and any other relevant terms and conditions provided to you, without Henro’s prior written consent.

We welcome feedback to help us build better Products. If you provide Henro with any suggestions or feedback regarding the Products (collectively, “Feedback”), you acknowledge that we can freely use such Feedback in any manner. Feedback you provide is not proprietary or confidential to you. So, please do not provide Henro any information or ideas that you consider to be confidential or proprietary.

The Products are not intended for your commercial use. You must not use any part of the Materials for any commercial purpose without first obtaining a written license to do so from Henro. Materials from the Products may not be distributed, copied, republished, or transmitted in any way without Henro’s prior written consent. Any unauthorized use or violation of the Products or these Terms automatically and immediately terminates your right to use the Products and may subject you to legal liability. You agree not to use the Products for illegal purposes or purposes otherwise deemed objectionable at our sole discretion. These include, without limitation, harassment, unlawful activity, libel, invasion of another’s privacy, abusive action or threats, or obscene activity. You agree that you will comply with all laws, rules, and regulations related to your use of the Products. Appropriate legal action may be taken for any illegal or unauthorized use of the Products.

5.2 TRADEMARKS

All intellectual property, other logos, trademarks, images, colors, patents, company and product names (collectively, “Third-Party IP”) displayed or referred to on or in the Products are the property of their respective owners. Except as expressly set forth herein, nothing grants you any license or right to use, alter or remove or copy the Henro’s trademarks or any Third-Party IP. All use of Henro’s trademarks shall inure to the benefit of Henro. Your unauthorized use or misuse of the Henro’s trademarks any Third-Party IP displayed on the Products is strictly prohibited. Henro reserves all rights to enforce its trademark rights to the fullest extent of the law.

USER MATERIAL

6.1 SUBMISSION

The Products may let you submit Materials to us. For example, in various parts of the Products you may be able to upload a photo to your profile to be displayed publicly; write reviews of places along pilgrimages and their routes; upload photos of places along pilgrimages and their routes; write “pilgrim journals” which may include your experiences or opinions; or upload files that reflect your activities (all such Material made available or uploaded by a user, “User Material”). User Material does NOT include User Information; information related to Orders; metadata and analytics associated with the User Material; or information which you provide in your use and registration for the Products. When you submit User Material to us that is not otherwise invalid (or contested, unauthorized, illegal, or otherwise in conflict with these Terms), you retain (i) all original copyrights, ownership rights, titles, interests, authorizations, and permissions to those Materials and (ii) grant us a license, detailed below.

By transmitting, posting, uploading, emailing, or otherwise submitting User Material, you grant (and you warrant and represent that you have the right to grant) Henro a perpetual, irrevocable, non-exclusive, royalty-free, fully-paid, worldwide license to use, modify, copy, telecast, perform, edit, display, distribute and otherwise exploit the User Material, or any portion thereof and any ideas, concepts, or know-how contained therein, with or without attribution, in any manner (including, without limitation, for commercial, publicity, promotional, trade, or advertising purposes), and in any and all media now known or hereafter devised, and to prepare derivative works of, or incorporate into other works, such User Material, and to grant and authorize sublicenses of the foregoing.

You also acknowledge that your User Material will not be returned to you, and that Henro has no obligation to acknowledge receipt of or respond to any User Material. IF YOU SUBMIT USER MATERIAL, YOU REPRESENT AND WARRANT THAT YOU OWN OR OTHERWISE CONTROL THE RIGHTS TO YOUR USER MATERIAL. You agree to indemnify Henro and its affiliates for all claims arising from or in connection with any claims to any rights in any User Material, or any damages arising from any User Material.

6.2 REVIEW AND ENDORSEMENT

Henro reserves the right, but has no obligation, to review User Material submitted by you or other users. We are not responsible for the content of User Material provided by you or any other user. We do not endorse any User Material, and you agree that you will not claim as much. We make no representation or warranties or representations, express or implied, about User Material, including as to its accuracy or legality. You, and not Henro, are entirely responsible for all User Material that you make available through the Products. We reserve the right, in our sole discretion, to refuse to post, remove, or edit any of your User Material, or to restrict, suspend, or terminate your access to all or any part of the Products, including without limitation where User Material does not comply with the requirements of this Section 6, with or without prior notice to you.

6.3 LINKAGE AND PROMOTION

We may link User Material or parts of User Material to or within other Material, including Material submitted by other users or created by Henro or other third parties. We may use User Material for our internal business purposes, for example, to produce company insights, evaluate user activity and opportunities, or to advertise or market Henro. You acknowledge that we may commercially benefit from use of your User Material, and that Henro has no obligation to credit you in such use.

6.4 REPRESENTATIONS AND WARRANTIES

Each time you submit User Material to Henro or our Products, you represent and warrant to us as follows:

  • You have all necessary title, rights, copyrights, interests, authorizations, and permissions to: (i) use and/or make available all of your User Material; and (ii) grant the licenses, rights, copyrights, and permissions granted hereunder with respect to any content, data, information, or feedback, including your User Material;
  • Your User Material is not illegal, defamatory, obscene, pornographic, threatening, antagonizing, harassing, racially or ethnically offensive, hateful, and/or does not encourage conduct that would be considered a criminal offense, and does not violate any law, give rise to civil liability, or is otherwise deemed inappropriate;
  • Your User Material does not advertise any service or product, does not promote commercially-motivated contents or links, and does not solicit any business;
  • Your User Material does not identify any individual (including by way or name, address or inclusion of a video, photograph, illustration, or other image of such individual) unless you have the consent of such individual to so identify them;
  • You will not collect or harvest the usernames, email addresses, and/or other data, public or private, of users;
  • You will not engage in tortious or criminal activity, including spamming, fraud, spimming, sending of harmful files or viruses, infringement, misappropriation, or theft of trade secrets;
  • You will not engage in any automated or semi-automated use of the system (such as using scripts to alter the Product’s content or using a network of accounts to endorse or criticize content);
  • You will not tamper with, access, or otherwise use any non-public areas of the Products, Henro’s computer systems, or the delivery systems of Henro’s partners, providers, and/or clients; and
  • Except as necessary to maintain your own computer security by use of anti-malware or antivirus products, you will not attempt to scan, probe, “penetration test,” or otherwise test the vulnerability of the Products or any other Henro system or network, or attempt to breach any authentication or security measures.

6.5 MATERIAL CONFIDENTIALITY

You agree not to submit any content as User Material in which you have any expectation of absolute privacy. While you may be able to control the visibility and privacy settings of certain categories of User Material in accordance with the functionality of the Products, either through the Product settings or at the time you share, upload, or otherwise make available such User Material, Henro can not and does not guarantee privacy or security of User Material. Henro may include your User Material in Henro’s Distributable Content that is made available to others through the Products. Henro has no control over User Material once it leaves the Products –it is possible that others may duplicate Material found on the Products, including, but not limited to, on social media or other sites across the internet. You represent and warrant that you own or otherwise control the rights to your User Material. Notwithstanding anything else set forth herein, you agree to indemnify Henro, its partners, and its affiliates for all claims in connection with or arising from any claims to any rights in your User Material, or any damages arising from your User Material.

THIRD-PARTY SITES AND SERVICES

7.1 LINKS TO THIRD-PARTY SERVICES

Henro and the Products may provide links to other services, applications, or websites. You acknowledge that any interaction with such links is taken at your sole discretion and that such links are provided for your convenience only. We do not endorse, monitor, or review those services, applications, or websites. We are not responsible in any way for the privacy practices of, the content, advertising, products, goods, or other materials or resources on or available from, the availability of, or the use that others make of these other services, applications, or websites. We are not responsible for any loss, damages, or offenses caused (or alleged to be caused) by, or in connection with, the reliance on or use of such services, applications, or websites.

7.2 ADVERTISING DISPLAYS

Henro reserves the right to display third-party advertising and other content before, in conjunction with, or after any content within the Products, including the User Materials. You acknowledge and agree that Henro has no obligation to you in connection therewith (including, without limitation, any obligation to share any revenue received by Henro in connection with such content).

Disclaimers and Responsibilities

8.1 PRODUCTS DISCLAIMER

The information contained in the Products is for general information purposes only. While we endeavor to keep the information correct and up-to-date, we make NO warranties or representations of any kind, implied or express, about the accuracy, completeness, suitability, reliability, accessibility (including rights of use and/or entry), security or availability with respect to the Products and/or the information contained on the Products, for any purpose. In some cases, the Products are designed to reduce, but not eliminate, certain risks, but you hereby acknowledge and agree that the Products are NOT sufficient to guarantee or warrant that either no damage, no loss, or no physical harm will occur.

8.2 RESPONSIBILITY

YOU UNDERSTAND THAT HENRO CANNOT AND DOES NOT ASSUME RESPONSIBILITY FOR ANY PROPERTY DAMAGE, INJURY, OR DEATH RESULTING FROM YOUR USE OF THE PRODUCTS. Henro is not responsible for the misrepresentation or misuse of the information, content, and/or data provided through the Products, whether or not its original author is on Henro’s team or an unafilliated user of the Products. Any reliance you place on such information, content, and/or data is therefore strictly at your own risk.

AVAILABILITY OF PRODUCTS

9.1 SERVICE GUARANTEE

Although Henro aims to offer you the best service possible, we make no promise or guarantees that the Products will meet your requirements. Therefore, we cannot guarantee that the Products will be free of faults or bugs. If a fault or bug occurs in the Products, please report it to us at [email protected] We will review your suggestion or complaint and, in cases where we determine it is appropriate to do so, correct the fault or bug. If the need arises, we may suspend access to the Products while we address the fault or bug. We will not be liable to you if the Products are unavailable for a reasonable period of time. Your access to the Products may be occasionally restricted to allow for maintenance, repairs, or the introduction of new facilities, features, or Products. We will restore the Products as soon as we reasonably can.

9.2 Deadlines

Our cancellation and Order deadlines apply regardless of whether certain Products are unavailable. In the event that you cannot modify or cancel a Subscription or Order through the Products, please notify us in advance of any deadline by emailing [email protected].

DISCLAIMERS

10.1 STATE OF THE PRODUCTS

THE PRODUCTS AND THEIR CONTENT ARE OTHERWISE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. HENRO MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND WITH RESPECT TO THEM, INCLUDING AS TO THE COMPLETENESS, ACCURACY, OR CURRENCY OF THE PRODUCTS OR THEIR CONTENT. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY OMISSIONS OR ERRORS IN THE CONTENT OF THE PRODUCTS, OR ANY DELAYS, FAILURES, OR INTERRUPTIONS IN THE PROVISION OF THE PRODUCTS. WE EXCLUDE AND DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS, INCLUDING ANY WARRANTIES AS TO FITNESS OR MERCHANTABILITY FOR A PARTICULAR PURPOSE OF THE PRODUCTS TO THE BROADEST EXTENT PERMITTED BY LAW. WE MAKE NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, QUALITY, OR EXISTENCE OF THE INFORMATION AND CONTENT POSTED ON THE PRODUCTS. WE MAKE NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, FOR FITNESS, TECHNICAL ACCESSIBILITY, OR FLAWLESSNESS OF THE PRODUCTS. WE MAKE NO WARRANTIES OR REPRESENTATIONS THAT YOUR USE OF INFORMATION AND CONTENT POSTED ON THE PRODUCTS WILL NOT INFRINGE RIGHTS OF THIRD PARTIES.

10.2 THIRD-PARTY LIABILITIES

YOU ACKNOWLEDGE AND AGREE THAT HENRO IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD HENRO LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF THIRD PARTY PLATFORMS, THIRD PARTY APPLICATIONS, EXTERNAL SITES, OR OTHER USERS, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTY PLATFORMS, THIRD PARTY APPLICATIONS, EXTERNAL SITES, OR OTHER USERS RESTS ENTIRELY WITH YOU. CERTAIN INFORMATION, INCLUDING BUT NOT LIMITED TO INFORMATION REGARDING WEATHER, TRAIL CONDITIONS, PLACE (INCLUDING BUT NOT LIMITED TO LODGING, DINING ESTABLISHMENT, REST AREA, SPA, RESORT, BATHHOUSE, POINT OF EMBARKATION, RELIGIOUS SITE, ATTRACTION, OR NATURAL SITE) INFORMATION, PRICING, AVAILABILITY, AND CONTACT INFORMATION HAS BEEN PROVIDED BY THIRD PARTIES, AND HENRO IS NOT LIABLE FOR ANY INCOMPLETENESS OF OR INACCURACIES IN SUCH INFORMATION.

10.3 OUR RESPONSIBILITIES

EXCEPT FOR HENRO’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN HENRO’S PRIVACY POLICY, HENRO ASSUMES NO RESPONSIBILITY FOR THE DELETION, TIMELINESS, MISDELIVERY OR FAILURE TO STORE ANY DATA OR MATERIALS (INCLUDING, BUT NOT LIMITED TO, YOUR USER MATERIALS), USER COMMUNICATIONS, INTERACTIONS, ANALYTICS, OR PERSONALIZATION SETTINGS.

10.4 AT YOUR OWN RISK

HENRO MAKES NO WARRANTIES OR REPRESENTATIONS, EXPRESSED OR IMPLIED, CONCERNING THE COMPLETENESS, ACCURACY, OR SUITABILITY OF THE INFORMATION AND DATA PROVIDED THROUGH THE PRODUCTS. THIS INCLUDES WITHOUT LIMITATION ANY WEATHER FORECASTS, TRAIL CONDITIONS OR ROUTES, PLACE (INCLUDING BUT NOT LIMITED TO LODGING, DINING ESTABLISHMENT, REST AREA, SPA, RESORT, BATHHOUSE, POINT OF EMBARKATION, RELIGIOUS SITE, ATTRACTION, OR NATURAL SITE) INFORMATION, PRICING, AVAILABILITY, AND CONTACT INFORMATION. ACTIVITIES ASSOCIATED WITH THE PRODUCTS CAN AT TIMES INVOLVE RISK OF PROPERTY DAMAGE, INJURY, DEATH, AND OTHER DANGERS ASSOCIATED WITH SUCH ACTIVITIES. YOU UNDERSTAND THAT HENRO DISCLAIMS RESPONSIBILITY FOR ANY SUCH PERSONAL PROPERTY DAMAGE, INJURY, DEATH, OR OTHER DANGERS RESULTING FROM YOUR USE OF THE PRODUCTS. HENRO IS NOT RESPONSIBLE FOR THE MISREPRESENTATION OR MISUSE OF THE INFORMATION AND/OR DATA PROVIDED THROUGH THE PRODUCTS, AND ANY RELIANCE YOU PLACE ON SUCH INFORMATION AND/OR DATA IS THEREFORE STRICTLY AT YOUR OWN RISK.

10.5 REAL-WORLD CONDITIONS

WHEN YOU USE THE HENRO PRODUCTS, YOU MAY FIND THAT ACTUAL REAL-WORLD CONDITIONS DIFFER FROM THE INFORMATION AND DATA PROVIDED THROUGH THE PRODUCTS. EXERCISE YOUR INDEPENDENT JUDGMENT AND USE THE PRODUCTS AT YOUR OWN RISK. YOU ARE RESPONSIBLE AT ALL TIMES FOR YOUR CONDUCT.

LIMITATION OF LIABILITY

11.1 LIMITATION OF LIABILITY OVERVIEW

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO UNDER NO LEGAL THEORY AND NO CIRCUMSTANCES (WHETHER IN TORT, CONTRACT, NEGLIGENCE, OR OTHERWISE) WILL HENRO PARTIES BE LIABLE TO YOU OR TO ANY THIRD PARTIES FOR ANY LOSS OF REVENUE, PROFITS, REPUTATION, OR DATA, OR INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR PUNITIVE DAMAGES, INCLUDING COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE SERVICES OR GOODS, OR ANY OTHER LOSS INCURRED BY YOU OR ANY OTHER THIRD PARTY IN CONNECTION WITH YOUR USE OF THE PRODUCTS, YOUR ORDERS, YOUR SUBMITTED USER MATERIALS, OR OTHERWISE, IN EACH AND/OR EVERY CASE, WHETHER OR NOT HENRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PROVIDED BY LAW, HENRO, ITS PARTIES, ITS AFFILIATES, AND/OR ITS PARTNERS WILL NOT BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY CLAIM ARISING OUT OF OR RELATING TO YOUR USE OF THE PRODUCTS FOR ANY AMOUNT THAT EXCEEDS THE GREATER OF (i) THE AMOUNT PAID BY YOU TO HENRO FOR ANY HENRO PRODUCTS THAT GIVE RISE TO THE CLAIM OR (ii) ONE HUNDRED DOLLARS ($100). ANY CLAIM ARISING OUT OF OR RELATING TO YOUR USE OF THE PRODUCTS MUST BE BROUGHT WITHIN EIGHTEEN (18) MONTHS OF THE EVENTS GIVING RISE TO THE CLAIM. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN HENRO AND YOU. Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to you. IN THESE JURISDICTIONS, HENRO’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT ALLOWED BY LAW. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE PRODUCTS OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO IMMEDIATELY DISCONTINUE USE OF THE PRODUCTS. The limitations set forth herein will survive expiration or termination of these Terms and apply even if any limited remedy specified in these Terms is found to have failed its essential purpose.

INDEMNIFICATION

12.1 INDEMNIFICATION OVERVIEW

You agree to indemnify and hold harmless Henro and its directors, officers, members, investors, managers, contractors, licensed partners, employees, and agents (collectively, the “Henro Parties”) from any and all claims, costs, expenses, and liabilities, including reasonable attorneys’ fees, arising in any way from your use of the Products, your placement or transmission of any content, messages, software, data, information, or other submissions through the Products, or your violation or breach of the law or of these Terms. Henro reserves the right, at its own expense, to assume the exclusive control and defense of any matter subject to indemnification by you, and in such case, you agree to cooperate fully with Henro’s defense of such claim. If you are a California resident, you waive California Civil Code Section 1542, which says: “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.” If you are a resident of another jurisdiction, you waive any comparable doctrine or statute.

DIGITAL MILLENNIUM COPYRIGHT ACT (DMCA)

13.1 DMCA OVERVIEW

Henro is committed to complying with copyright and related laws, and we require all users of the Products to comply with these laws. Accordingly, you may not store any content or material on (or disseminate any content or material over) the Products in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by copyright law. Owners of copyrighted works in the United States who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the US Digital Millennium Copyright Act of 1998 (known as “the DMCA”) to report alleged infringements. You may not modify, post, distribute, or reproduce in any way any copyrighted trademarks, material, or other proprietary information belonging to others without first obtaining the prior written consent of the owner of such proprietary rights. It is Henro’s policy to terminate the privileges of any user who repeatedly infringes on the copyright rights of others upon receipt of proper notification to us by the copyright owner (or the copyright owner’s legal agent).

13.2 REQUEST FOR REMOVAL

If you feel that any content or Materials found on Henro’s Products are infringing upon your or your client’s copyright rights, we encourage you to contact us immediately. Upon our receipt of a proper notice of claimed infringement under the DMCA, we will respond expeditiously to remove (or disable access to) the material claimed to be infringing, and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue. Our designated agent (i.e., the proper party) to whom you should address such a notice is listed below.

13.3 DMCA REQUEST PROCESSES

If you believe that your work has been copied and posted or uploaded on the Products in a way that constitutes copyright infringement, please provide our designated agent with the following information:

  • A physical or electronic signature of the person authorized to act on behalf of the owner of the intellectual property interest or copyright;
  • A description of where the material that you claim is infringing is located on or within the Products;
  • Your address, telephone number, and email address;
  • A statement by you that you, in good faith, belief that the disputed use is not authorized by the intellectual property owner, copyright holder, its agent, or the law; and
  • A statement by you, made under penalty of perjury, that the information contained in your report is accurate and that you are the intellectual property or owner (or authorized to act on the intellectual property or copyright owner’s behalf).

Our designated agent for notice of claims of copyright infringement can be reached as follows –

By Mail:

Henro International, LLC
Attn: Copyright Agent
5108 Waters Edge Trail, Roswell, GA 30075

By Email:

[email protected]
Subject line: DMCA

GENERAL TERMS AND CONDITIONS

14.1 TERM AND TERMINATION

You and Henro agree that, subject to any eligibility requirements for accessing and using the Products or entering into the Terms, the Terms commenced on the earliest to occur of: (i) the date you first used the Products or (ii) on the date you accepted the Terms, and the Terms will remain in effect and in full force while you use the Products, unless earlier terminated in accordance with these Terms.

We may terminate these Terms and/or your ability to use or access any or all Products at any time and for any reason, with or without notice, including if: timely payment cannot be charged to your Payment Method for any reason, you have breached any provision of the Terms, or if Henro is required to do so by law (e.g., where the provision of the Products is or becomes unlawful). If you have a Subscription and your Member Account is terminated by us, you must promptly cancel your Subscription in accordance with Section 3.5. Otherwise, your Subscription will remain in effect until the cancellation of your Subscription in accordance with Section 3.5 (independent of any termination of these Terms by us or any termination of your Member Account).

If you want to terminate these Terms, you must do so by (i) notifying Henro at any time; (ii) canceling all of your Subscriptions in accordance with Section 3.5; and (iii) closing your Member Account. These Terms will remain in effect until the end of the then-current term of any and all or your Subscriptions. UPON ANY APPLICABLE TERMINATION, YOUR SUBSCRIPTIONS WILL CONTINUE UNTIL THE END OF THE SUBSCRIPTION PERIOD UNLESS YOU CANCEL YOUR SUBSCRIPTION IN ACCORDANCE WITH THE PROCEDURE SET FORTH IN SECTION 3.5.

14.2 NO WAIVER

If we delay exercising or fail to enforce or exercise any right available to us under these Terms, such delay or failure does not constitute a waiver of that right or any other rights under these Terms.

14.3 FORCE MAJEURE

Henro shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control. This includes, but is not limited to, acts of God, riots, embargos, pandemics, war, terrorism, acts of civil or military authorities, accidents, fire, floods, strikes, or shortages of transportation facilities, energy, materials, fuel, or labor.

14.4 INTERPRETATION

In these Terms, unless otherwise required by context: i) any phrase introduced by the words “include,” “including,” “in particular,” “for example,” or any similar expression shall be construed as illustrative only and shall not be construed as limiting the generality of any preceding words; and ii) references to the singular include the plural (and vice versa).

14.5 ELECTRONIC COMMUNICATIONS

Whether you use the Products or send Henro emails, or whether Henro posts notices on the Products or communicates with you via email, the communications between you and Henro use electronic methods and means. For contractual purposes, you: (a) consent to receive communications from Henro in an electronic form; and (b) agree that all agreements, terms and conditions, disclosures, notices, and other communications that Henro provides to you electronically satisfy any legal requirement that such communications would satisfy if it were provided in a hardcopy writing or if it were sent by physical mail/courier. The foregoing does not affect your non-waivable rights.

14.6 NOTICES

Unless otherwise specifically indicated, all notices given by you to us must be given to Henro at [email protected]. We may give notice to you at the email address you provide to us when you register for a Member Account, or in any of the ways specified in Section 14.5 above. Notice to you will be deemed received and properly served immediately when posted on the Products or when an email or other electronic communication is sent to the email address you have provided to us. In proving the service of any notice via email, it will be sufficient to prove that such email was sent to the specified email address of the addressee.

14.7 INTERNATIONAL USERS

The Products can be accessed from countries around the world and may contain references to content, concepts, and services that are not available in your country. These references do not imply that Henro intends to announce such content, concepts, or services in your country. The Products are controlled and offered by Henro from its facilities in the United States of America. Henro makes no representations that the Products are appropriate or available for use in other locations. Those who access or use the Products from other countries do so at their own volition, and are responsible for compliance with local laws, regulations, and customs.

14.8 ARBITRATION

PLEASE READ THE FOLLOWING PARAGRAPHS (THE “ARBITRATION AGREEMENT”) CAREFULLY – THEY REQUIRE YOU TO ARBITRATE DISPUTES WITH HENRO, AND LIMIT THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM HENRO.

Applicability of Arbitration Agreement. All disputes arising out of, relating to, or in connection with these Terms or your use of the Products that cannot be resolved informally or in small claims court will be resolved through binding arbitration on an individual basis, except that you and Henro are not required to arbitrate any dispute in which either party seeks equitable relief for the alleged unlawful use of copyrights, trade names, trade secrets, trademarks, logos, or patents.

Arbitration Rules. The Federal Arbitration Act governs the enforcement and interpretation of this dispute-resolution provision. Arbitration will be initiated through an arbitral forum of Henro’s choice. The rules of the arbitral forum will govern all aspects of this arbitration, except to the extent those rules conflict with these Terms. The arbitration will be conducted by a single neutral arbitrator. If the claim is for $10,000 or less, the party initiating the arbitration may choose whether the arbitration will be conducted (1) solely on the basis of documents submitted to the arbitrator; (2) through a non-appearance based telephonic hearing; or (3) by an in-person hearing in the county of their billing address. In the case of an in-person hearing, the proceedings will be conducted at a location which is reasonably convenient for both parties with due consideration of the ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination will be made by the arbitration institution. Your arbitration fees and your share of arbitrator compensation will be limited to those fees set forth in the rules of the arbitral forum (with the remainder paid by Henro). If the arbitrator finds that either the substance of your claim or the relief sought in the arbitration is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by that arbitral forum’s rules. In such a case, you agree to reimburse Henro for all monies previously disbursed by it that are otherwise your obligation to pay under the arbitral forum’s rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential conclusions and findings on which the award and decision, if any, are based. The arbitrator may resolve disputes and make rulings as to the reimbursement and payment of fees or expenses at any time during the proceeding (and upon request) from either party made within 14 days of the arbitrator’s ruling on the merits.

Authority of Arbitrator. The arbitrator will decide the jurisdiction of the arbitrator and the liabilities and rights, if any, of you and Henro. The dispute will not be consolidated with any other matters (or joined with any other cases or parties). The arbitrator will have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator will have the authority to award all remedies available under applicable law, the arbitral forum’s rules, and the Terms. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final, and it binds you and Henro.

Jury Trial Waiver. You and Henro waive any statutory rights and/or constitutional rights to go to court and have a trial in front of a judge or a jury. Rather, you and Henro elect to have disputes and claims resolved by arbitration. In any litigation between you and Henro over whether to vacate or enforce an arbitration award, you and Henro waive all rights to a jury trial, and elect instead to have the dispute be resolved by a judge.

Class Action Waiver. WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND HENRO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A CLASS MEMBER OR PLAINTIFF IN ANY PURPORTED CONSOLIDATED OR CLASS ACTION. If, however, this waiver of consolidated or class actions is deemed unenforceable or invalid, neither you nor Henro are entitled to arbitration; instead all disputes and claims will be resolved in a court as set forth in Section 14.9 below.

Opt-out. YOU MAY OPT-OUT OF THIS ARBITRATION AGREEMENT. To opt-out, you must notify Henro in writing no later than 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your address and name, the email address you used to set up your Member Account (if you have one), and an unequivocal statement that you want to opt-out of this Arbitration Agreement. You must send your opt-out notice to one of the following physical or email addresses: Henro International, LLC ATTN: Opt-out of Arbitration, 5108 Waters Edge Trail, Roswell, GA 30075; [email protected]

Small Claims Court. Notwithstanding the foregoing, either you or Henro may bring an individual action in small claims court.

Arbitration Agreement Survival. This Arbitration Agreement will survive the termination of your relationship with Henro.

14.9 EXCLUSIVE VENUE

To the extent the parties are permitted under these Terms to initiate litigation in a court, both you and Henro agree that all disputes and/or claims arising out of or relating to the Terms or the use of the Products will be litigated exclusively in the United States District Court for the Northern District of Georgia. If, however, that court would lack original jurisdiction over the litigation, then all claims and disputes arising out of or relating to the Terms or the use of the Products will be litigated exclusively in the Fulton County Superior Court, GA. You and Henro consent to the personal jurisdiction of both courts.

14.10 CHOICE OF LAW

Except to the extent they are preempted by U.S. federal law, the laws of Georgia, other than its conflict-of-laws principles, govern these Terms. Any disputes arising out of or relating to these Terms or their subject matter, including tort claims, shall be governed by the laws of Georgia.

14.11 CONSUMER COMPLAINTS

You may report complaints to the Georgia Consumer Protection Laws & Consumer Complaints by contacting them in writing to 2 MARTIN LUTHER KING, JR. DRIVE SE, SUITE 356, ATLANTA, GEORGIA 30334-9077, by telephone at 1-800-869-1123 (toll-free in Georgia), by telephone at 404-651-8600, by fax at 404-651-9018, or by online form at https://consumer.georgia.gov/resolve-your-dispute/how-do-i-file-complaint/consumer-complaint-form.

14.12 GOVERNMENT RIGHTS

Henro provides the Products, including any related technology, software, data, and content, for ultimate government end use solely in accordance with the following: The Products shall constitute “commercial” computer software. Government software rights and technical data related to the Products include only those rights customarily provided to the public as defined in these Terms. These customary commercial licenses are provided in accordance with FAR 12.211 (Technical Data) and FAR 12.212 (Customer-Side Application) and, for Department of Defense transactions, DFAR 252.227-7015 (Technical Data – Commercial Items) and DFAR 227.7202-3 (Rights in Commercial Computer Customer-Side Application or Computer Customer-Side Application Documentation). If a government agency has a need for rights not granted under these Terms, it must negotiate with Henro to determine if there are acceptable terms for granting those rights. Further, a mutually-acceptable written addendum specifically granting those rights must be included in any applicable agreement. If any law, regulation, or rule requires these Terms to include a specific clause or provision in order to render these Terms enforceable against any ultimate government end user, such provision or clause will be deemed to be a part of these Terms.

14.13 ENTIRE AGREEMENT

These Terms constitute the whole agreement between you and Henro and supersede all previous correspondences, versions, discussions, previous arrangements, negotiations, understandings, or agreements between us, relating to their subject matter. Our failure to exercise or enforce any right or provision of these Terms shall NOT operate as a waiver of such right or provision. If any provision of these Terms is, for any reason, held to be unenforceable or invalid, the other provisions of these Terms will be unimpaired, and the unenforceable or invalid provision will be deemed modified so that it is enforceable and valid to the maximum extent permitted by law. Neither of you or Henro is an employee, agent, or partner of the other. These Terms (and your rights and obligations herein) may not be subcontracted, assigned, delegated, or otherwise transferred by you without Henro’s prior written consent. Any attempted subcontract, assignment, delegation, or transfer in violation of the foregoing will be null and void. Henro may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.

14.14 CONTACT

Henro International, LLC is located at 5108 Waters Edge Trail, Roswell, GA 30075, USA.

SUPPLEMENTAL TERMS

15.1 GIFTING

You may be able to purchase, through the Products or other medium, certain pre-paid Subscriptions for other users or potential users (hereafter, “Gift Subscriptions”). A user who purchases a Gift Subscription (hereafter, a “Gift Giver”) must designate a specific recipient at the time of purchase, who will receive (and has the option to redeem) a Gift Subscription (hereafter, a “Gift Recipient”) for a Subscription to certain Products. The Initial Term of such Subscription commences on the date that the Gift Subscription is redeemed for a Subscription. All fees and charges related to Gift Subscriptions are incurred and charged as a one-time payment at the time of the Gift Giver’s Order of such Gift Subscription. A Gift Giver may specify the date on which a Gift Subscription will be delivered to the Gift Recipient. Just like with a typical Order, the Gift Giver will receive an Order confirmation and receipt. The Gift Subscription will be sent to the Gift Recipient on the date specified by the Gift Giver, and is valid to be redeemed for a Subscription during the term specified at point of purchase (hereafter, the “Expiration Period”). Some (but not all) Gift Subscriptions have an Expiration Period. If there was no Expiration Period specified at point of purchase, such Gift Subscription will not expire. A Gift Subscription can only be redeemed once, is not transferable, and may only be used in the country for which it was purchased – typically the same country as the Gift Recipient. A Gift Subscription cannot be resold, redeemed for cash, or combined with any other offers. Our Payment Processor will charge the Payment Method provided by the Gift Giver at the time of purchase, and not delivery, for any Gift Subscriptions. Neither the Gift Give nor the Gift Recipient is eligible for any refund or other credits arising out of (or related to) a Gift Subscription that is not redeemed in accordance with these Terms. Henro will make a commercially reasonable effort to notify the Gift Recipient prior to the expiration of the Gift Subscription. Please ensure that you enter the Gift Recipient’s information accurately when purchasing a Gift Subscription. Henro is not responsible if a Gift Subscription is stolen, lost, or used without permission.

15.2 APP TERMS

Application License. Subject to your compliance with these Terms, Henro grants you a limited non-exclusive, non-sublicensable, non-transferable, revocable license to download, install, and use a copy of each App on any computer or mobile device that you own or control (and to run such copy of each App solely for your own personal purposes). Furthermore, with respect to any App accessed through or downloaded from the Apple App Store (hereafter, an “Apple App Store Sourced Application”), you will only use the Apple App Store Sourced Application (a) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (b) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. Notwithstanding the first sentence in this section, with respect to any Application accessed through or downloaded from the Google Play store (hereafter, a “Google Play Store Sourced Application”), you may have additional license rights with respect to use of the Apps on a shared basis within your designated family group.

You understand that the Products are always changing and evolving. As a result, before we allow access, we may require you to accept updates to any of the Products that you have installed on your mobile device or computer. You acknowledge and agree that we may update the Products with or without notifying you. From time to time, in order to use the Products, you may need to update third-party software, like drivers or browsers.

Accessing and Downloading the Application from iTunes. The following applies to any Apple App Store Sourced Application accessed through or downloaded from the Apple App Store:

  • You acknowledge and agree that (i) these Terms are concluded between you and Henro only, and not between you and Apple, and (ii) Henro, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the Apple App Store Sourced Application must comply with the App Store Terms of Service.
  • You acknowledge that Apple has no obligation whatsoever to furnish any support and/or maintenance with respect to the Apple App Store Sourced Application.
  • In the event of any failure of the Apple App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple App Store Sourced Application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple App Store Sourced Application. As between Henro and Apple, any other claims, losses, damages, liabilities, expenses, or costs attributable to any failure to conform to any warranty will be the sole responsibility of Henro.
  • You and Henro acknowledge that, as between Henro and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the Apple App Store Sourced Application, or for your possession and use of the Apple App Store Sourced Application, including, but not limited to: (i) any claim that the Apple App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; (ii) product liability claims; and (iii) claims arising under consumer protection or similar legislation.
  • You and Henro acknowledge that, in the event of any third-party claim that the Apple App Store Sourced Application or your possession and use of that Apple App Store Sourced Application infringes that third party’s intellectual property rights, as between Henro and Apple, Henro, not Apple, will be solely responsible for the defense, investigation, settlement, and discharge of any such intellectual property infringement claim to the extent required by these Terms.
  • You and Henro acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms as related to your license of the Apple App Store Sourced Application, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the Apple App Store Sourced Application against you as a third-party beneficiary thereof.
  • Without limiting any other terms of the Terms, you must comply with all applicable third-party terms of agreement when using the Apple App Store Sourced Application.

15.3 REFERRALS

You may be able to use certain features of the Products to refer Henro and/or its Products to a third party (hereafter, a “Referral”). When you make a Referral, you may be prompted to enter the name and contact information (including the mobile phone number and/or email address) of the third party to whom you are making the Referral. You represent that you have the right to provide us with such information, and that you provide the information solely in order to make such Referral and NOT for any other purpose, including stalking, harassment, or other purpose in violation of any applicable laws, regulations, or these Terms. We will use any information that you provide to us in connection with a Referral in accordance with our Privacy Policy.