Please read these Terms and Conditions carefully before using Our social media management services “Service,” as they constitute an Agreement that governs your acquisition and use of Our Service. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service, including Your employees, consultants, contractors and agents, and third parties with which You transact business. If you register for a free or paid trial for our Service, this Agreement will also govern that free or paid trial.

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these Terms and Conditions, in which case the terms “You” or “Your” shall refer to such entity and its affiliates. If you do not have such authority, or if you do not agree with these Terms and Conditions, You must not click “Agree” at the end of this Agreement and You may not use the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

The Agreement is effective between You and Us as of the date You accept this Agreement.

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Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions.

The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

• Application means the software program provided by the Company downloaded or accessed through a web browser by You on any electronic device, named share.clinic
• Application Store means the digital distribution service operated and developed by Apple Inc. (Apple App Store) or Google Inc. (Google Play Store) in which the Application has been downloaded.
• Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
• Account means a unique account created for You to access our Service or parts of our Service.
• Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to Proper Orange, LLC, 686 Massachusetts Ave, Cambridge, MA 02139.
• Content or Your Content refers to content, including but not limited to links, posts, excerpts, text, images, or other information that can be posted, uploaded, linked to or otherwise made available by You, regardless of the form of that content.
• Country refers to: Massachusetts, United States
• Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
• Feedback  means feedback, innovations, enhancement requests, recommendations, or suggestions sent by You regarding the attributes, performance or features of our Service.
• Indexed Content means information, including but not limited to links, posts, excerpts,  text, images, or other information that has been obtained by Us or on Our behalf from publicly available sources, and data derived therefrom, including but not limited to reports, summaries, graphs and charts.
• Malicious Code means viruses, worms, malware, trojan horses, time bombs, and other harmful code, files, scripts, agents or programs, or other content that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of a third person.
• Service means the social media management service under the name “share.clinic” that You subscribe to from Us, and the Application that you access pursuant to the terms of this Agreement.
• Subscriptions refer to the services or access to the Service offered on a subscription basis by the Company to You.
• Terms and Conditions (also referred as "Terms") mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
• Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
• You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgement

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

Subscriptions

Subscription period

The Service or some parts of the Service are available only with a paid Subscription. You will be billed in advance on a recurring and periodic basis (such as daily, weekly, monthly or annually), depending on the type of Subscription plan you select when purchasing the Subscription.

At the end of each period, Your Subscription will automatically renew under the exact same conditions unless You cancel it or the Company cancels it.

Subscription cancellations

You may cancel Your Subscription renewal either through Your Account settings page or by contacting the Company.

You will not receive a refund for the fees You already paid for Your current Subscription period and You will be able to access the Service until the end of Your current Subscription period.

Billing

You shall provide the Company with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information.

If You provide credit card information to Us, You authorize Us to charge such credit card for all Service in the type of Subscription plan you select for the term and any renewal thereof.

Should automatic billing fail to occur for any reason, the Company will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

If any amounts invoiced are not received by Us by the due date stipulated in the electronic invoice or in accordance with this Agreement, as applicable, then, without limiting Our rights or remedies, such charges may accrue late interest at the rate of 1.5% (on a compounded monthly basis) of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower.

Suspension of Service

If any amount owing by You under this or any other agreement for Our services (including, for clarity, the Service) is 30 days or more overdue (or 10 days or more overdue in the case of amounts You have authorized Us to charge to Your credit card), We may, without limiting Our other rights and remedies, accelerate Your unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend Our services to You until such amounts are paid in full.

Fee Changes

The Company, in its sole discretion and at any time, may modify the Subscription fees. Any Subscription fee change will become effective at the end of the then-current Subscription period.

The Company will provide You with reasonable prior notice of any change in Subscription fees to give You an opportunity to terminate Your Subscription before such change becomes effective.

Your continued use of the Service after the Subscription fee change comes into effect constitutes Your agreement to pay the modified Subscription fee amount.

Refunds

Except when required by law, paid Subscription fees are non-refundable.

Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted at the sole discretion of the Company.

Taxes

Unless otherwise stated, Our fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”). You are responsible for paying all Taxes associated with Your purchase of a subscription for any services (including, for clarity, the Service) hereunder.

User Accounts

When You create an account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service.

You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a Third-Party Social Media Service.

You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

Content

Your Right to Post Content

Our Service allows You to post Content. You are responsible for the Content that You post to the Service, including its legality, reliability, and appropriateness.

By posting Content to the Service, You grant Us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Service. You retain any and all of Your rights to any Content You submit, post or display on or through the Service and You are responsible for protecting those rights. You agree that this license includes the right for Us to make Your Content available to other users of the Service, who may also use Your Content subject to these Terms.

You represent and warrant that: (i) the Content is Yours (You own it) or You have the right to use it and grant Us the rights and license as provided in these Terms, and (ii) the posting of Your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

Content Restrictions

The Company is not responsible for the content of the Service's users. You expressly understand and agree that You are solely responsible for the Content and for all activity that occurs under your account, whether done so by You or any third person using Your account.

You may not transmit any Content that is unlawful, offensive, upsetting, intended to disgust, threatening, libelous, defamatory, obscene or otherwise objectionable. Examples of such objectionable Content include, but are not limited to, the following:

• Unlawful or promoting unlawful activity.
• Defamatory, discriminatory, or mean-spirited content, including references or commentary about religion, race, sexual orientation, gender, national/ethnic origin, or other targeted groups.
• Spam (whether machine- or randomly-generated), constituting unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling.
• Containing or installing any Malicious Code
• Infringing on any proprietary rights of any party, including patent, trademark, trade secret, copyright, right of publicity or other rights.
• Impersonating any person or entity including the Company and its employees or representatives.
• Violating the privacy of any third person.
• False information and features.

The Company reserves the right, but not the obligation, to, in its sole discretion, determine whether or not any Content is appropriate and complies with  these Terms, or refuse or remove this Content. The Company further reserves the right to make formatting and edits and change the manner any Content. The Company can also limit or revoke the use of the Service if You post such objectionable Content.

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As the Company cannot control all content posted by users and/or third parties on the Service, you agree to use the Service at your own risk. You understand that by using the Service You may be exposed to content that You may find offensive, indecent, incorrect or objectionable, and You agree that under no circumstances will the Company be liable in any way for any content, including any errors or omissions in any content, or any loss or damage of any kind incurred as a result of your use of any content.

Content Backups

Although regular backups of Content are performed, the Company does not guarantee there will be no loss or corruption of data.

Corrupt or invalid backup points may be caused by, without limitation, Content that is corrupted prior to being backed up or that changes during the time a backup is performed.

The Company will provide support and attempt to troubleshoot any known or discovered issues that may affect the backups of Content. But You acknowledge that the Company has no liability related to the integrity of Content or the failure to successfully restore Content to a usable state.

You agree to maintain a complete and accurate copy of any Content in a location independent of the Service.

Copyright Policy

Intellectual Property Infringement

We respect the intellectual property rights of others. It is Our policy to respond to any claim that Content posted on the Service infringes a copyright or other intellectual property infringement of any person.

If You are a copyright owner, or authorized on behalf of one, and You believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Service, You must submit Your notice in writing to the attention of our copyright agent via email at legal@properorange.com and include in Your notice a detailed description of the alleged infringement.

You may be held accountable for damages (including costs and attorneys' fees) for misrepresenting that any Content is infringing Your copyright.

DMCA Notice and DMCA Procedure for Copyright Infringement Claims

You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright's interest.
• A description of the copyrighted work that You claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work.
• Identification of the URL or other specific location on the Service where the material that You claim is infringing is located.
• Your address, telephone number, and email address.
• A statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.
• A statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf.

You can contact our copyright agent via email at legal@properorange.com.

Upon receipt of a notification, the Company will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Service.

Intellectual Property Rights

The Service and its original content (excluding Content provided by You or content from other users), features and functionality are and will remain the exclusive property of the Company and its licensors. Subject to the limited rights expressly granted hereunder, We reserve all rights, title and interest in and to the Service, including all related intellectual property rights. No rights are granted to You hereunder other than as expressly set forth herein

The Service is protected by copyright, trademark, and other laws of both the Country and foreign countries.

Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company.

Restrictions

You shall not:

a. in the course of using the Service, access or use Third-Party Social Media Services, Your Content, or any Indexed Content in violation of any applicable laws from any jurisdiction from which one of Your users accesses and uses the Service, or any laws that purport to have jurisdiction and includes all applicable Privacy Laws (“Applicable Laws”) or the terms of services for any Third-Party Social Media Service searched in connection with Your use of the Service;

b. display, distribute or make available the Indexed Content to any third party, provided such restriction does not apply to (a) aggregations of Indexed Content which do not reveal any individual link, post or excerpt of Indexed Content, or (b) content retrieved directly from a Third-Party Social Media Service rather than using the Service;

c. permit any third party to access the Service except as permitted herein or in accordance with a Subscription plan;

d. create derivative works based on the Service except as permitted herein;

e. copy, modify, or create derivative works based on Indexed Content except to create aggregations of Indexed Content which do not reveal any individual link, post or excerpt of Index Content;

f. copy, frame, or mirror any part or content of the Service, other than copying or framing on Your own intranets or otherwise for Your own internal business purposes;

g. reverse engineer the Service;

h. access the Service in order to (i) build a competitive product or service, or (ii) copy any features, functions or graphics of the Service.

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Your Feedback to Us

You assign all rights, title and interest in any Feedback You provide the Company. If for any reason such assignment is ineffective, You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and license to use, incorporate into the Service, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.

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Links to Other Websites

Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company. In addition, in order to perform Our Service, You may enable the Service to access Your Third-Party Social Media Service accounts and any websites operated by You or on Your behalf.

Indexed Content shall not be considered Your Content or customer data under any circumstances, including pursuant to the terms of any such other agreement entered into between You and Us for services unrelated to the Services. Indexed Content may be indecent, offensive, inaccurate, unlawful, or otherwise objectionable. We shall have no obligation to preview, verify, flag, modify, filter, store or remove any Indexed Content, even if requested to do so, although We may do so in Our sole discretion.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.

Subject to the terms of this Agreement, You acknowledge and agree that We may access, collect, process, and/or store information or content, regardless of whether such content is Your Content or Indexed Content, from Third-Party Social Media Service accounts and/or websites in connection with providing the Service. Except for Our obligations specified herein with respect to Your Content, We shall not be responsible or liable for:

a. any content provided by You, Your users or any third party to any Third-Party Social Media Service or other website, and any content accessed by You, Your users or any third party from any Third-Party Social Media Service or other websites;

b. any interactions or communications between You and/or Your users and any third parties through any Third-Party Social Media Service or other websites; or

c. any transactions relating to a separate agreement or arrangement between You or Your users and any Third-Party Social Media Service provider or website.

INDEXED CONTENT IS PROVIDED “AS IS,” EXCLUSIVE OF ANY WARRANTY WHATSOEVER. Your use of Indexed Content is at Your sole risk, and We shall not be liable to You or any third party based on Indexed Content, and if You so use Indexed Content You shall indemnify Us from any claims whatsoever arising from such use.

We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.

Termination

We may terminate or suspend Your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms.

Upon termination, Your right to use the Service will cease immediately. If You wish to terminate Your Account, You may simply discontinue using the Service.

Termination for Unavailability of Certain Third-Party Social Media Service. If the operator of any Third-Party Social Media Service ceases providing such or its Indexed Content available for use with the Service on reasonable terms, with the intent not to resume making it available for use with the Service on reasonable terms, then You may notify Us of Your termination of any Service subscriptions that have become substantially unusable as a result thereof.

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Limitation of Liability

Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of these Terms (and Your exclusive remedy for all of the foregoing) shall be limited to the amount actually paid by You through the Service or 100 USD if You haven't purchased anything through the Service.

To the maximum extent permitted by Applicable Laws, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states 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. In these states, each party's liability will be limited to the greatest extent permitted by law.

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"AS IS" and "AS AVAILABLE" Disclaimer

THE SERVICE IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE..

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAWS, THE COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE.

Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected. THE COMPANY ALSO DISCLAIMS ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING PROVIDERS.

Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under Applicable Laws.

Your Responsibilities, Representations, Warranties, and Indemnifications.

Your Responsibilities

You agree to adhere to the stated guidelines and rules of use of all social media networks that contribute to Indexed Content and are searched by the Services as well as all Applicable Laws.

For example and without limitation, with respect to Your users that are law enforcement or governmental authorities or, in Our reasonable opinion, perform similar functions for or on behalf of law enforcement, We will not

• allow or assist You to conduct surveillance on Indexed Content or obtain information on social media users or their messages or posts that would require a subpoena, court order, or other valid legal process, or that would otherwise have the potential to be inconsistent with a social media users’ reasonable expectation of privacy; and

• display, distribute or otherwise make available Indexed Content to any person or entity that We reasonably believe will use such data to violate any Applicable Laws.

We take the privacy rights of users of Third-Party Social Media Services seriously and will enforce our right to suspend your service or terminate this Agreement should You violate this responsibility or any other similar section contained herein.

Each of Your users must ensure that all Applicable Laws are adhered to when using the Service. If We reasonably believe that one of Your users is using the Service in violation thereof, We reserve the right to immediately terminate that user’s access to the Service.

You shall:

a. be responsible for Your users’ compliance with this Agreement;

b. be responsible for the accuracy, quality and legality of Your Content and of the means by which You acquire Your Content;

c. use commercially reasonable efforts to prevent unauthorized access to or use of the Service, and notify Us promptly of any such unauthorized access or use; and

d. use the Service only in accordance with all Applicable Laws, including all existing and future laws addressing or dealing with the privacy of social media users.

You shall not:

a. make the Service available to anyone other than Your users;

b. sell, resell, rent, or lease the Service;

c. use the Service to store or transmit Malicious Code;

d. interfere with or disrupt the integrity or performance of the Service or third-party data contained therein; or

e. attempt to gain unauthorized access to the Service or their related systems or networks.

f. use the Service to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party rights;

g. use the Service to store or transmit Malicious Code;

h. interfere with or disrupt the integrity or performance of the Service or third-party data contained therein; or

i. attempt to gain unauthorized access to the Service or any related systems or networks.

Usage Limitations. Service may be subject to other limitations, which will be outlined in the Subscription plan documentation. We may require You to execute a new Subscription plan Agreement for additional Services and You hereby agree to execute such additional Subscription plan Agreement and/or pay additional invoices associated with the additional Subscription plan Agreement, as applicable.

Your Representations and Warranties

You warrant and represent:

a.     that you have validly entered into this Agreement and have the legal right and power to do so;

b.     that you will not do anything to discredit the reputation, name, goodwill of Us or any product or service of Ours including, for clarity, the Service;

c.     that you will not do anything to adversely affect the Service or any software or platform in relation thereto or associated with the operation thereof;

d.     that you will not detrimentally effect or adversely affect the functionality of the Service;

e.     you will not allow any Malicious Code to interfere with the proper operation of the Service;

f.      that you will not disseminate or promulgate any Confidential Information, proprietary information or intellectual property belonging to Us or any third party to a third party unless you have our written consent to do so; and

g.     that you will not breach any term or conditions of this Agreement or do anything which would have any adverse effect upon us in any way as a result of entering into this Agreement with you.

Your Indemnifications

You shall indemnify and defend Us against any claim, demand, suit or proceeding made or brought against Us by a third party not caused in any way by us alleging that Your Content, or Your use of the Service, Third Party Social Media Services, or Indexed Content in breach of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates any Privacy Laws (a “Claim Against Us”).

You shall indemnify Us for any damages, legal fees and costs finally awarded against Us as a result of, or for any amounts paid by Us under a court-approved settlement of, a Claim Against Us; provided that We

• promptly give You written notice of the Claim Against Us;

• give You sole control of the defense and settlement of the Claim Against Us (provided that You may not settle any Claim Against Us unless the settlement unconditionally releases Us of all liability); and

• provide to You all reasonable assistance, at Your expense.

If We receive information regarding an actual or potential Claim Against Us, We may, in Our discretion, require You to immediately, upon receipt of notice from Us,

• discontinue all use of any Indexed Content or Your Content that may be related to an actual or potential Claim Against Us, and

• to the extent not prohibited by law, delete from Your systems any such Indexed Content or delete or permit Us to delete from the Service, any of Your Content.

You shall, if so requested by Us, certify such deletion and discontinuance of use in writing. We shall be authorized to provide a copy of such certification to the third-party claimant.

Applicable Laws

We shall ensure that the Service and the storage by us of all Indexed Content complies with any Applicable Laws. If We implement any changes to the Service required in order to bring the Service in compliance with amendments to Applicable Laws, We shall take reasonable steps to minimize disruption caused in the provision of the Service when doing so.

Governing Law

The laws of the Country, excluding its conflicts of law rules, shall govern these Terms and Your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws.

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Disputes Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.

United States Federal Government End Use Provisions

If You are a U.S. federal government end user, our Service is a "Commercial Item" as that term is defined at 48 C.F.R. §2.101.

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United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

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Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under Applicable Laws and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Terms shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms may have been translated if We have made them available to You on our Service.

You agree that the original English text shall prevail in the case of a dispute.

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Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Contact Us

If You have any questions about these Terms and Conditions, or the practices of or Your dealings with Our Service, please contact Us at the following address or email :

legal@properorange.com

Proper Orange, LLC

686 Massachusetts Ave

Cambridge, MA 02139

United States

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