TERMS OF USE

Last Updated: May 11, 2021

PLEASE READ CAREFULLY

These Terms of Use (“Terms of Use”) is a legal agreement between you and Project OTY LLC (“Project OTY,” “we,” “us,” or “our”) that governs your use of the Project OTY platform, website, mobile app and related services. To make these Terms of Use easier to read, these are collectively referred to as the “Services.”  By accessing the Services, you signify that you have read, understand and agree to be bound by these Terms of Use, whether or not you are a registered user. 

In addition, you agree to our use of your personal information and content in accordance with our Privacy Policy, which is available at https://projectoty.com/privacy-policy.

Arbitration Notice

Unless you opt out of arbitration within 30 days of the date you first agree to these terms by following the opt-out procedure specified in the “Arbitration Agreement and Class Action Waiver” section below, you agree that most disputes between you and Project OTY will be resolved by binding, individual arbitration, and you are waiving your right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding.

Changes to the Terms of Use

We have the right to change the Terms of Use at any time. If we change the Terms of Use, we’ll let you know either by posting the modified Terms of Use on our website or by communicating with you directly.

We agree to post a notice of the changes in the footer of our website, and the changes will be effective 30 days after posting the notice. Your continued use of the Services will be considered your acceptance to the revised Terms of Use. If you do not agree to these Terms of Use, please do not use the Services.

Because we constantly improve the Services, we may change or discontinue any part of the Services, at any time and without notice.

Signing Up for the Services

You must be at least 16 years old to use the Services directly through our website.  In some cases, we may provide our services to individuals under 16, but only where we obtain consent from the individual’s parent directly or where our Services are provided to that individual through their school.

Before you can use the Services, you’ll need to have an account. You may either create an account yourself, or your school or employer working with Project OTY may create an account for you.

Please provide accurate and complete information when creating your account and for the duration that you use the Services. You are responsible for any actions that take place while using your Project OTY account. Once logged in to the Services, individual users will have access to personalized “roadmap” information. This information may be sensitive, so it’s important to keep your username and password secure. You’re responsible for all activities that occur under your account, whether or not you know about them.

Our Sales Policy

  • Orders: All orders placed through our website are subject to our acceptance. We may refuse to accept or may cancel any order, whether or not the order has been confirmed, for any or no reason, and without liability to you or anyone else. If your credit card has already been charged for an order that we later cancel, we will issue you a refund.
  • Electronic Payment Vendors: Some payments may be processed through electronic payment vendors. Your relationship with any electronic payment vendor is separate from your relationship with us and is governed by the terms and conditions contained in the vendor’s agreement and posted on their website.
  • Returns and Refunds: All sales are final and we do not accept returns. If, however, you have a problem or are unsatisfied with your order in any way, please contact us by sending a support request to hello@projectoty.com.
  • Renewals:  We will notify you of your upcoming renewal through the app or via email.  If you choose not to renew your account with us, access to your account may be suspended until we receive payment.  Should you fail to renew within 90 days of your renewal date, your account will be closed and your information will be deleted.

How the Services Work

The Services allow you to create personalized life plans and goals, summarize personal thoughts, actions, steps and information designed to help you better articulate your vision, seek input from others and to ultimately stay accountable to your “roadmap” which you may choose, at your discretion to share with others.

Intellectual Property

All materials included on the Services, such as videos, graphics, reports, data provided by Project OTY, the software powering the Services, and any other materials available through the Services (“Materials”), are the property of Project OTY or its licensors. The Materials are protected by copyright, trademark and other intellectual property laws.

Project OTY and other trademarks and logos that we use are trademarks of Project OTY. Any third-party trademarks that appear on the Services are the property of their respective owners. You may not use any of these trademarks without express written permission from Project OTY or their owners.

Limited License

So long as you comply with these Terms of Use, you may access the Services and view the Materials for non-commercial purposes. You may print and email your “roadmap” (e.g., a summary of your vision and goals) and other reports for personal, noncommercial purposes. You may not download, print, copy, distribute, or modify any other Materials.

License Restrictions

Your right to use the Services is conditioned on compliance with these Terms of Use and applicable laws, including privacy laws. You may not (and you may not facilitate or permit anyone else to):

  • Use any manual process or robot, spider, scraper, or other automated means to collect information from the Services or from users of the Services;
  • Use the Materials or other data or information from the Services for commercial purposes;
  • Mirror any Materials contained on the Services or any Project OTY server or use framing techniques to enclose the Services or any part thereof;
  • Circumvent any of the technical limitations of the Services;
  • Interfere with or prevent access to the Services by other users, or impose an unreasonable service request or usage load on our infrastructure;
  • Change or remove any copyright, trademark, or other proprietary notices on the Materials or Services;
  • Impersonate any person or entity, misrepresent yourself or your entity, or attempt to use another user’s account without the user’s permission;
  • Use any metatags or any other hidden text incorporating Project OTY’s name or trademarks in any online site or posting;
  • Solicit, trace or otherwise collect any information from users or visitors of the Services;
  • Use the Services for commercial activities such as contests or advertising; or
  • Create a database by downloading and storing the Materials.

User Data

Many features of the Services depend on your feedback, such as goals, responses to questions, and behavior summaries and feedback provided by contributors you invite to review your roadmap (“User Data”). As between us and you, you retain ownership over your User Data. User Data is confidential and subject to our Privacy Policy. By providing User Data, you hereby grant us permission to use your individualized User Data for the sole purpose of operating and providing the Services and Materials to you.

After you stop using the Services, copies of your User Data may continue to exist on the Services for archival or backup purposes or to the extent required by applicable laws.  Should you fail to renew your access to the Services, your data will be deleted 90 days from your renewal data and will not be retrievable.   You acknowledge that Project OTY has no obligation to maintain your User Data after termination or expiration of your use of the Services.

You promise that your User Data does not and will not violate these Terms of Use or the rights of any third party, including intellectual property and privacy rights.

Content Submitted.

Your feedback and participation in using the Services is important to us. Other than User Data (as described above), any content you submit or make available to Project OTY or within the Services (including through social media channels), such as your comments, endorsements, testimonials, pictures, videos and other content, you grant to Project OTY a non-exclusive, perpetual, worldwide, royalty-free, transferable license to use, copy, distribute, publicly display, modify, create derivative works, commercialize and sublicense such content, in whole or in part, in any media, now or hereafter known or developed for all purposes, without any additional consideration due to you. You acknowledge and represent that such content is not confidential. By posting or distributing such content, you understand that it may be freely copied and distributed by others without your permission.

In the event that you submit or post any creative suggestions, proposals, or ideas about our products and services, you agree that such submissions will be automatically treated as non-confidential and non-proprietary and will become our sole property without any compensation or credit to you whatsoever.

User Content is not Prescreened.

We do not prescreen content posted by users or contributors, including those you invite to review and comment on your “roadmap”.  We cannot guarantee the Services will be free from content that is inaccurate, deceptive, offensive, defamatory, unlawful or otherwise objectionable. You acknowledge that we are acting only as a passive channel for such distribution. We have no liability relating to any user content or activities of users within the Services. Even in the event we choose to monitor any user content, we assume no responsibility for, or any obligation to monitor or remove, such user content. You grant us the right to collect, use and share your content in accordance with these Terms of Use and our Privacy Policy. If you have concerns about any content posted by another user, please use the Copyright or Trademark notice procedures in these Terms of Use to notify us.

Communications

By using the Services, you agree to receive certain electronic communications from us, whether through the Services or by email. You agree that any notice, agreement, disclosure or other communication that we send you electronically will satisfy any legal notice requirements, including that such communications be in writing. All calls, emails and other communications between you and Project OTY may be recorded.

Copyright Infringement Notice Procedure

Project OTY respects intellectual property rights. If you believe your copyrighted work has been copied or posted on or through the Services in a way that constitutes copyright infringement, then please contact us at hello@ProjectOTY.com and provide the following information:

  • A description of the copyrighted work that you believe has been infringed;
  • A description of what the allegedly infringing work is;
  • A description of the location where the allegedly infringing work is located on the Services;
  • An address and phone number where you can be contacted, including an email address if possible;
  • A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law;
  • A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright; and
  • A statement, made under penalty of perjury, that the above information in the notice is accurate and that the signatory is the copyright owner or is authorized to act on behalf of the copyright owner.

Consult your legal advisor before filing an infringement notice, because there can be penalties for false claims.

Termination; Cooperation with Law Enforcement

If we believe you have violated these Terms of Use or any applicable law, we may terminate your account, block access to or use of the Services, and investigate and suspected violations of these Terms of Use. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

You may cancel your account at any time. Upon termination, we have no obligation to maintain, store or transfer any data that you have on the Services. However, we may retain User Data as permitted or required by applicable law.

Warranty Disclaimer

THE SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT WARRANTIES OF ANY KIND. YOU USE THE SERVICES AT YOUR OWN SOLE RISK.  TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, QUALITY, PERFORMANCE, MERCHANTABILITY, SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT RELATED TO OR ARISING OUT OF THE SERVICES, ANY CONTENT ON THE SERVICES, OR ANY PRODUCTS OR SERVICES PURCHASED OR MADE AVAILABLE BY US, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF DEALING OR COURSE OF PERFORMANCE. PROJECT OTY DOES NOT WARRANT THAT THE SERVICES WILL PROVIDE CONTINUOUS, PROMPT, SECURE, OR ERROR-FREE SERVICE. PROJECT OTY ASSUMES NO LIABILITY FOR ANY ERRORS OR OMISSIONS, INCLUDING THE INACCURACY OF CONTENT, OR FOR ANY DAMAGES OR LOSSES THAT YOU OR ANY THIRD-PARTY MAY INCUR AS A RESULT OF THE UNAVAILABILITY OF THE SITE. PROJECT OTY ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES MAY AFFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ARISING FROM YOUR USE OF THE SERVICES.

Limitation of Liability and Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROJECT OTY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SERVICES PROVIDERS AND LICENSORS WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (REGARDLESS OF WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED, WHETHER BASED ON UPON CONTRACT, NEGLIGENCE, STRICT LIABILITY IN TORT, WARRANTY OR ANY OTHER LEGAL THEORY.

IN NO EVENT WILL PROJECT OTY’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR MATERIALS EXCEED THE AMOUNT YOU HAVE PAID US ON AN ANNUAL BASIS.

The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between Project OTY and you.

Indemnity

You agree to defend and indemnify Project OTY, its affiliates, licensors and service providers, and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Services.

Arbitration Agreement and Class Action Waiver

Subject to the exceptions described below, all disputes arising out of or related to these Terms of Use or any aspect of your relationship with Project OTY, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, will be resolved through final and binding arbitration before a single arbitrator instead of in a court by a judge or jury. Arbitration procedures are simpler and more limited than rules applicable in court.

Arbitration is mandatory for the claims covered under this arbitration agreement. You agree that Project OTY and you are each waiving the right to trial by a jury, and that any arbitration will take place on an individual basis. You hereby waive the ability to participate in a class action. The parties agree that the arbitrator will have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this arbitration agreement.

You and Project OTY each retain the right to: (i) bring an individual action in small claims court and (ii) seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement or misappropriation of a party’s trade secrets or intellectual property rights.

You will also have the right to litigate any other dispute that would otherwise be subject to this arbitration agreement if you opt out of the arbitration agreement by sending an email to Jeff@ProjectOTY.com within 30 days after the date you first agree to these Terms of Use. If you don’t provide Project OTY with a timely opt-out notice, this arbitration agreement applies.

The arbitration will be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (currently available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879). The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines that an in-person hearing is appropriate. Any in-person appearances will be held at a location that is reasonably convenient to both parties. If the parties are unable to agree on a location, the arbitrator will determine the location. If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Project OTY will contribute to your filing and hearing fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. The arbitrator’s decision will follow the terms of this Agreement (including the Limitation of Liability provision) 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 this Agreement, 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.

Representations and Warranties.

You represent and warrant that: (i) you are the age of majority in the state in which you live and have the right and power to enter into these Terms of Use; (ii) you have provided accurate and current information about yourself in all areas necessary in conjunction with your use of the Services; (iii) you and will comply with all federal, state and local laws, including without limitation applicable tax laws in relation to your use of the Services; (iv) you will not use the Services, directly or indirectly, for any fraudulent undertaking or in any manner that interferes with the operation of the Services; and (v) you and your use of the Services will be in compliance with these Terms of Use.

Miscellaneous

  • Survival.  The terms that by their nature may survive termination shall remain in effect and survive the termination of these Terms of Use, including without limitation, Content Submitted, Ownership, Indemnity, Warranty Disclaimer, Limitation of Liabilities and Damages and Miscellaneous.
  • Assignment. These Terms of Use are personal to you, the user. You may not assign these Terms of Use or any rights and licenses in these Terms of Use to another party. These Terms of Use may be assigned by Project OTY without restriction.
  • Limitations on Claims. Any cause of action or claim you may have with respect to Project OTY or the Services (including without limitation the purchase of products and services) must be commenced within one year after the claim or cause of action arises.
  • No Waiver.  Our failure to exercise or enforce any right or provision of the Terms of Use will not constitute a waiver of that or any other right or provision. Neither the course of conduct between the parties nor trade practice shall modify any of the terms in these Terms of Use.
  • Severability.  If any provision in these Terms of Use is determined by a court to be invalid or unenforceable, the remaining provisions of these Terms of Use shall continue to be valid and enforceable.
  • Entire Agreement. These Terms of Use and the Privacy Policy constitute the entire agreement between you and us and govern your use of the Services. These Terms of Use supersede any prior agreements, communications, representations, or understandings between you and us, including without limitation any prior versions of these Terms of Use.

Contact Information

You may contact us at hello@ProjectOTY.com.

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