Terms of Service

Modified 05/21/20

Acceptance of Terms

Welcome to TinnCann. TinnCann is an online marketplace which enables scheduled, paid video conversations between Experts and their fans or followers (“Users”) seeking information and advice (collectively, the “Services”), which Services are accessible at www.tinncann.com and any other websites through which TinnCann makes the Services available (collectively, the “Site”) and as an application for mobile devices (the “Application” or “App”). By using the Site and Application, you agree to comply with and be legally bound by the terms and conditions of these Terms of Service (“Terms”), whether or not you become a registered user of the Services. These Terms govern your access to and use of the Site, Application and Services and all Collective Content (as defined below) and constitute a binding legal agreement between you and TinnCann.

In these Terms, “you” and “your” refer to the individual or entity that uses the Site, Application or Services. “We”, “us”, or “our” refer to TinnCann. In addition, in these Terms, unless the context requires otherwise, words in one gender include all genders and words in the singular include the plural and vice-versa.

Please read carefully these Terms and our Privacy Policy. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site or Application. Failure to use the Site and Application in accordance with these Terms may subject you to civil and criminal penalties.

THE SITE, APPLICATION AND SERVICES COMPRISE AN ONLINE PLATFORM THROUGH WHICH EXPERTS MAY CREATE LISTINGS (AS DEFINED BELOW) IN ORDER TO OFFER INFORMATION AND ADVICE TO USERS. YOU UNDERSTAND AND AGREE THAT TINNCANN IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN USERS (AS DEFINED BELOW). TINNCANN HAS NO CONTROL OVER THE CONDUCT OF USERS OR OTHER USERS OF THE SITE, APPLICATION AND SERVICES OR ANY INFORMATION PROVIDED IN CONNECTION THERETO, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.

Definitions

“Appointment” or “Conversation” means a scheduled telephone call coordinated via the Services between Users in connection with and subject to the terms of a Listing.

“TinnCann Content” means all Content that TinnCann makes available through the Site, Application, or Services, including any Content licensed from a third party, but excluding User Content.

“Collective Content” means User Content and TinnCann Content.

“Content” means text, graphics, images, music, software (excluding the Application), audio, video, information or other materials.

“Expert” means a User who offers information and advice to other Users and creates a Listing via the Site, Application or Services.

“Listing” means an offer by an Expert to provide the Services via the Site, Application, and Services.

“User” means a person who completes TinnCann’s account registration process as described under “User Account Registration” below, and includes, without limitation, Experts and Users.

“User Content” means all Content that a User posts, uploads, publishes, submits or transmits to be made available through the Site, Application or Services and includes, without limitation, Listings. “User” means a User who uses the Site, Application or Services to access information and advice from other Users.

“Tax” or “Taxes” mean any taxes or other withholding and personal or corporate income taxes.

Certain areas of the Site and Application (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Application, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Application, Services, or Collective Content.

YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE, APPLICATION OR SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE, VIA THE APPLICATION OR THROUGH THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SITE AND APPLICATION. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

Modification

TinnCann reserves the right, at its sole discretion, to modify the Site, Application or Services or to modify these Terms, including the Service Fee (as defined below), at any time and without prior notice. If we modify these Terms, we will post the modification on the Site and via the Application. We will also update the “Last Updated Date” at the top of these Terms. Modifications to these Terms shall automatically be effective upon posting; provided, however, that material changes to the Terms will be effective as to an existing User thirty (30) days after notice to the User is provided via email from info@tinncann.com to your email address on file with TinnCann. You agree to keep your email address on file with TinnCann up-to-date. By continuing to access or use the Site, Application or Services after we have posted a modification on the Site or via the Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services.

Eligibility

Age: You must be at least 16 years old to use our Site.
Eligibility Representations and Warranties: You represent and warrant that:
1. you have not been prohibited from using or accessing any aspect of our Site by us or pursuant to any applicable law or regulation;
2. you will comply with all applicable terms of any third party payment provider we select, and you are not on a prohibited list of that payment provider;
3. you (and any Site account that you created or control) have not been previously banned or removed from our Site for any reason; and
4. you are not a convicted sex offender.
National College Athletic Association (“NCAA”) and Other Amateur Organizations: If you are or may become subject to NCAA rules and regulations or those of any other association, group, authority or organization, you represent and warrant that you have checked the rules and regulations to verify and confirm that your participation on our Site does not or will not affect your current or future eligibility with respect to any such association, group, authority or organization.

How the Site, Application and Services Work

The Site is a platform for Users to connect and schedule Appointments in order to exchange information with other Users. You may view Listings as an unregistered visitor to the Site, Application and Services; however, if you wish to use the Services or post a Listing, you must first register to create a TinnCann Account (as defined below).

TinnCann’s role is solely to facilitate the availability of the Site, Application and Services and to provide services related thereto, such as Appointment scheduling, call queuing, call cycling, payment integration and call facilitation. TinnCann does not provide and is not responsible for User Content or any information or advice exchanged between Users during Appointments or otherwise. TinnCann does not verify the credentials of any of its Users. You understand and acknowledge that Experts are not employees or agents of TinnCann but are independent service providers using the Site, Application and Services to market their expertise to other Users and the public. You acknowledge that TinnCann will not be liable for any loss or damage caused by your reliance on information provided by Users or information contained in User Content.

PLEASE NOTE THAT, AS STATED ABOVE, THE SITE, APPLICATION AND SERVICES ARE INTENDED TO BE USED TO FACILITATE USER INTERACTION. TINNCANN CANNOT AND DOES NOT CONTROL OR GUARANTEE THE CONTENT CONTAINED IN ANY LISTINGS OR THE INFORMATION EXCHANGED BETWEEN USERS VIA THE SERVICES. YOU UNDERSTAND AND ACKNOWLEDGE THAT TINNCANN IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL LISTINGS AND INFORMATION PROVIDED UNDER THE SERVICES. ACCORDINGLY, ALL USERS USE THE SITE, APPLICATION AND SERVICES AT THEIR OWN RISK.

Registration

Registration: To participate on our Site, you must register. By registering, you agree to provide true, accurate, current, and complete information about yourself as prompted by our registration form, as well as any other information reasonably requested by us (collectively, “Registration Data”), and maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. If you do not do so or we reasonably believe that you have not done so, we have the right to suspend or terminate your Site account and your use of our Site. You agree not to create a Site account using a false identity or providing false information, on behalf of another person (except as outlined below for a parent or legal guardian and Organizations), or if you (and your parent or legal guardian, or an Organization, if applicable) have previously been removed or banned from our Site. You are responsible for maintaining the confidentiality of your Site account information, including your username and password. You are responsible for all activities that occur on or in connection with your Site account and you agree to notify us immediately of any unauthorized access or use of your Site account. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities related to any unauthorized access to or use of your Site account.
1. Expert User age 16 or older: Expert Users who are at least 16 years old may register directly. By registering, you represent and warrant that: (A) you are at least 16 years old (and, if between 16 and 18 years old, are registering with the supervision and with the consent of your parent or legal guardian, who also agrees to these Terms); (B) you are of legal age to form a binding contract; (C) you are (and if you are between 16 and 18 years old, your parent or legal guardian is) not barred from using our Site under the laws of the United States, your place of residence (and if you are between 16 and 18 years old, the place of residence of your parent or legal guardian), or any other applicable jurisdiction; and (D) you are (and if you are between 16 and 18 years old, your parent or legal guardian is) responsible for complying with all applicable laws and regulations relating to Expert User’s participation on our Site and will fully indemnify the TinnCann Parties (defined below) for any failure to do so.
2. Organizations: A management company, manager, agency, agent, publicist, or other individual or organization (each, an “Organization”) may register an Expert User (“Affiliated Expert”). By registering, the Organization represents and warrants for itself and each Affiliated Expert that: (A) Organization is the authorized representative of the Affiliated Expert (and, if the Affiliated Expert is below the age of 18, is registering with any consent required of the Affiliated Expert’s parent or legal guardian as set forth in Sections 1.a(i) and 1.a(ii)) and agrees to these Terms; (B) neither the Organization nor the Affiliated Expert is barred from using our Site under the laws of the United States, the place of residence of the Organization or any Affiliated Expert, or any other applicable jurisdiction; and (C) Organization is responsible for complying with all applicable laws and regulations relating to Affiliated Expert’s participation on our Site under these Terms and will fully indemnify the TinnCann Parties for any failure to do so. To register Affiliated Expert as an Organization, please contact representation@tinncann.com.

We will create your TinnCann Account and your TinnCann Account profile page for your use of the Site and Application based upon the personal information you provide to us. You may not have more than one (1) active TinnCann Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. TinnCann reserves the right to suspend or terminate your TinnCann Account and your access to the Site, Application and Services if you create more than one (1) TinnCann Account or if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your TinnCann Account, whether or not you have authorized such activities or actions. You will immediately notify TinnCann of any unauthorized use of your TinnCann Account.

Listings

You (as an Expert) may create Listings to offer your services to other Users. To this end, you may need to provide information regarding the expertise you offer as well as pricing and other financial terms applicable to your offering. Listings will be made publicly available via the Site, Application and Services.

Users will be able to schedule an Appointment with you via the Site, Application and Services based upon the information provided in your Listing. You understand and agree that once a User requests an Appointment, the price quoted under your Listing may not be altered.

You acknowledge and agree that you are solely responsible for any and all Listings you post. Accordingly, you represent and warrant that any Listing you post and the agreements you enter into with Users (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) comply with all applicable laws, Tax requirements, and rules and regulations that may apply to you and (b) not conflict with the rights of third parties. Please note that TinnCann assumes no responsibility for the content of Listings or for any User’s compliance with any applicable laws, rules and regulations.

You understand and agree that TinnCann is not involved in the interactions between Users and does not refer or endorse or recommend particular Experts to Users. You also understand and acknowledge that TinnCann does not edit, modify, filter, screen, monitor, endorse or guarantee User Content or the content of communications between Users. As stated above, TinnCann is not party to any agreements entered into between Users.

TinnCann reserves the right, at any time and without prior notice, to remove or disable access to any Listing for any reason, including Listings that TinnCann, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services. You acknowledge and agree that, as an Expert, you are responsible for your own acts and omissions.

Appointments and Financial Terms

Appointments and Financial Terms for Experts:

Booking Fee: You set your own price for each TINNCANN Appointment the Tinncann marketplace.
Fees: We will pay you 80% of the Booking Fee received by TinnCann for each TINNCANN Conversation or other TinnCann product offering that you delivered to fulfill to a User’s request that you accepted through our Site.
Fees and Payment Representations and Warranties: You represent and warrant that:
1. TINNCANN Conversations are not, and are not intended to be, covered by any guild, union, collective bargaining, or similar agreement and there will be no residual or any other type of payment due from Tinncann to you, to any third party, guild, or union, or pursuant to any collective bargaining agreement, in connection with any TINNCANN Conversation, payment from us to you, or our Site
2. Tinncann is not responsible for, and will not make any deduction to payments made to you for any fees, commissions, costs, expenses, or payments of any kind to or with respect to any third party, including any manager, agent, attorney, representative, or service provider, in connection with any revenue earned by or payments made to you in connection with our Site
3. Tinncann is not responsible for any contributions, payments, taxes, or deductions for Social Security, retirement benefits, unemployment insurance, annuities, or pension or welfare fund payments required by law or any labor union, or any withholding or income taxes.
Payment: You agree to register with the third -party payment provider selected by TinnCann, which TinnCann may change in its sole discretion. You may not use a payment provider other than the one selected by TinnCann. You will provide the payment provider any information required to receive payments via the payment provider. Any payments due to you from TinnCann will be made via the payment provider. If you do not provide the payment provider with all required information, you may not be able to receive the payments due to you. TinnCann will not be responsible for any damages, delays, losses, costs, expenses, or liabilities arising out of or in connection with your inability to receive payments because of your failure to provide such information. Subject to the payment provider’s terms, payment will be made within approximately two weeks of receipt by TinnCann of the Booking Fee or Net App Booking Fee. You acknowledge and agree that TinnCann does not operate, own, or control the payment provider; and your use of any payment provider is subject to the terms and privacy policies of that payment provider. You agree that we are not responsible for any delay, failure, damage, or liability caused by a payment provider, any other third party, a force majeure, or your failure to timely or properly set up an account with the payment provider or otherwise provide requested information for payment. Other than with respect any payment to or deduction by the application platform. TinnCann will be responsible for fees, costs, and expenses incurred in connection with the payment provider selected by TinnCann. Unless otherwise agreed by Tinncann in writing, you acknowledge and agree that you are solely responsible for any other fees, costs, and expenses, including with respect to your bank account and foreign exchange fees. Notwithstanding anything to the contrary contained in these Terms, if TinnCann, in its sole discretion, believes that any fraud, money laundering, or other violation of law or regulation is taking place on or in connection with our Site, you acknowledge and agree that we may withhold, delay, or seek repayment of any payments we believe, in our sole discretion, are related to the violation.
Currency: Payments via the payment provider are in U.S. dollars unless the payment provider permits you to choose another currency and you do so.
Fundraising: If you identify any entity on your booking page or elsewhere on our Site as a charitable organization or a recipient of any funds that you are raising (each, a “Charity”), you:
1. represent and warrant that you will comply with all applicable laws and regulations relating to that identification or the Charity, including making disclosures, registering, or entering into any agreement, such as a commercial co-venturer agreement
2. acknowledge and agree that we have the right in our sole discretion to reject your identification or the Charity
3. represent and warrant that the Charity is and will remain in good standing at all times the identification is used, that within 48 hours of your receipt of our request, you will provide us with written evidence of the Charity’s good standing and charitable status in all applicable jurisdictions, and that you will promptly remove the identification if the Charity ceases to be in good standing
4. represent and warrant that you will be responsible for making any payment to the Charity (unless we expressly agree in writing in advance to do so on your behalf and in satisfaction of our payment obligations to you under these Terms)
5. represent and warrant that you have all rights necessary to authorize use of the Charity’s name and logo in connection with (and on) our Site, in the identification, and in any social and other media. You further acknowledge and agree that we may add a statement to your booking page disclaiming a connection between Tinncann and the Charity, as we determine in our sole discretion.

Appointments and Financial Terms for Users

You (as a User), not TinnCann, are solely responsible for honoring any confirmed Appointments. If you choose to enter into a transaction with an Expert by scheduling an Appointment via the Site or Application, these Terms and other terms, conditions, rules and restrictions associated with such Appointment as set out in the Listing may apply. You acknowledge and agree that you, and not TinnCann, will be responsible for performing the obligations of any such agreements, and TinnCann is not a party to such agreements and disclaims all liability arising from or related to any such agreements.

You agree to pay TinnCann all Appointment Fees due in connection with any Appointment. Upon scheduling an Appointment, TinnCann will process and collect the Appointment Fees payable in accordance with these Terms and the terms of the Listing. Please note that TinnCann cannot control any fees that may be charged to a User by his or her bank related to TinnCann’s collection of the Appointment Fees, and TinnCann disclaims all liability in this regard.

In connection with your payment, you will be asked to provide customary billing information such as name, billing address and credit card information either to TinnCann or its third party payment processor. You agree to pay TinnCann for any consummated Appointments in accordance with these Terms, by one of the methods described on the Site or Application – e.g. by www.stripe.com. You hereby authorize the collection of such amounts by charging the credit card provided as part of requesting the Appointment, either directly by TinnCann or indirectly, via a third party online payment processor or by one of the payment methods described on the Site or Application. If you are directed to TinnCann’s third party payment processor, you may be subject to terms and conditions governing use of that third party’s service and that third party’s personal information collection practices. Please review such terms and conditions and privacy policy before using the services. Once your transaction is complete you will receive a confirmation email summarizing your confirmed Appointment.

General Financial Terms

Refunds: You (as a User) may cancel an Appointment without penalty; provided, however, that you have not already initiated the call with the Expert via the Services. You (as an Expert) may cancel a scheduled Appointment without penalty at any time. If you have been improperly charged for an Appointment that was cancelled and require a refund, please contact TinnCann at support@tinncann.com.

Taxes: You understand and agree that you are solely responsible for determining your applicable Tax reporting requirements in consultation with your tax advisors. TinnCann cannot and does not offer Tax-related advice to any Users of the Site, Application and Services.

Privacy

Your privacy is important to us. Our Privacy Policy explains how we collect, use, and share personal information and other data. By using our Site, you agree to our Privacy Policy.

Ownership

The Site, Application, Services, and Collective Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Site, Application, Services and Collective Content, including all associated intellectual property rights is the exclusive property of TinnCann and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Application, Services, or Collective Content.

TinnCann desires to avoid the possibility of misunderstandings if a project developed by us, our employees, or our contractors might seem similar to material submitted to us by you or a third party. To the extent you submit any ideas, suggestions, proposals, plans, or other materials related to our business (individually, and collectively, “Feedback”), you acknowledge and agree that you are submitting that Feedback at your own risk and that TinnCann has no obligation (including of confidentiality or privacy) with respect to your Feedback, and you grant to TinnCann a non-exclusive, royalty-free, fully paid, unlimited, universal, sublicensable (through multiple tiers of sublicenses), perpetual, and irrevocable license, in any and all manner and media, whether now known or hereinafter invented or devised, to reproduce, license, distribute, modify, adapt, publicly perform, publicly display, create derivative works of (for example, translations, adaptations, or other changes), and otherwise use and exploit in any manner (including commercially), any and all Feedback.

TinnCann Content and User Content License

Subject to your compliance with the terms and conditions of these Terms, TinnCann grants you a limited, non-exclusive, non-transferable license, to (i) access and view any TinnCann Content solely for your personal and non-commercial purposes and (ii) access and view any User Content to which you are permitted access, solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.

You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Application, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by TinnCann or its licensors, except for the licenses and rights expressly granted in these Terms.

User

License Grant to Expert Content: Our Site allows you to upload, submit, store, send, transmit, approve, and receive content and data, (collectively, “Expert Content”). When you upload, submit, store, send, transmit approve, or receive Expert Content to or through our Site, you grant to us a non-exclusive, royalty-free, fully paid, unlimited, universal, sublicensable (through multiple tiers of sublicenses), perpetual, and irrevocable license in any and all manner and media, whether now known or hereinafter invented or devised (including social media channels and third party websites and platforms), to reproduce, license, distribute, modify, adapt, publicly perform, publicly display, create derivative works of (for example, translations, adaptations, or other changes we make so that Expert Content works better with our Site or otherwise), and to use your Expert Content for the purposes of operating and providing our Site, to develop and improve our products and services, and to advertise, market, and promote our Site, products, and services, and you agree that such Expert Content may, in TinnCann’s sole discretion, be used, including performed or displayed, in connection with any other elements, materials, copyrights, rights of publicity, or copyrighted materials. Please remember that third parties (including Users) may search for and see any Expert Content you submit to public areas of our Site. You agree that we may display advertising with or in connection with your Expert Content. You further acknowledge and agree that TinnCann has no obligation to you in connection with any advertising displayed on or in connection with our Site (including no obligation to share any revenue received by TinnCann as a result of any such advertising).
Licenses: Please note that the licenses granted in this section are fully-paid and royalty free, meaning we do not owe you anything in connection with the use of your Expert Content, by us, Users, or third parties other than the payment set forth in the Fees and Payment Section. We may sublicense our rights as needed to provide and promote our Site or otherwise in accordance with these Terms, and Users may sublicense their rights subject to the Site Terms. Finally, the licenses granted in this section are perpetual, meaning that the rights granted under these licenses continue even after you stop using our Site.
Expert Content Representations and Warranties: You represent and warrant that:
1. you own all rights in and to your Expert Content and Feedback (defined below) and that you have the right to grant the rights described in these Terms;
2. you have paid and will pay in full any fees, royalties, or other payments that are due or may become due in connection with any use of your Expert Content and Feedback by us, Users, or third parties (including Recipients) as described in these Terms;

your agreement to, and provision of services under, these Terms does not violate any agreement that you may have with any third party;

In connection with each Promotional material:
1. any statements that you make in connection with the Business are factually correct and not misleading, are not disparaging or defamatory, and represent your true opinion;
2. you will comply with all applicable laws, rules, and regulations, including the Federal Trade Commission “Guides Concerning the Use of Endorsements and Testimonials in Advertising,” which may require adding an appropriate hashtag (e.g. #ad, #sponsored) or other disclosure to the Promo TINNCANN Video.
your Expert Content and Feedback does not infringe, misappropriate, or otherwise use without necessary authorization, any intellectual property, privacy, publicity, moral, or other rights of any third party, or violate any law, regulation, or court order;
you will not contact, respond to, or communicate with any User that you meet on or through our Site, except as expressly permitted through our Site.

Treatment of Expert Content: Any Expert Content is non-confidential, non-proprietary, and must not contain or include any information which you do not have the right to disclose or that you do not wish to be disclosed. We will not be responsible or liable for any use or disclosure of Expert Content, including any personal information included in that Expert Content. You acknowledge and agree that your relationship with us is not a confidential, fiduciary, joint-venture, employer/employee, agency, or other type of special relationship, and that your decision to participate in our Site or submit any Expert Content does not place us in a position that is any different from the position held by members of the general public, including with regard to your Expert Content. None of your Expert Content will be subject to any obligation of confidence by us, Users, or third parties (including Recipients), and we will not be liable or responsible for any use or disclosure of any Expert Content.
Refusal and Removal of Expert Content: We may refuse to accept or transmit Expert Content for any reason without notice to you. We may remove Expert Content from our Site for any reason without notice to you.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of TinnCann used herein are trademarks or registered trademarks of TinnCann. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Copyright Policy

TinnCann respects copyright law and expects its users to do the same. It is TinnCann’s policy to terminate in appropriate circumstances the TinnCann Accounts of Users who infringe or are believed to be infringing the rights of copyright holders.

Changes to our Site

You acknowledge and agree we may change or discontinue any aspect of our Site at any time, without notice to you.

Termination and TinnCann Account Deactivation

We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate these Terms or your access to our Site, Application and Services, and (b) deactivate or cancel your TinnCann Account. If you violate any of these Terms, your permission to use our Site automatically terminates. Upon termination we will promptly pay you any amounts we reasonably determine we owe you in our discretion, which we are legally obligated to pay you. In the event TinnCann terminates these Terms, or your access to our Site, Application and Services or deactivates or cancels your TinnCann Account you will remain liable for all amounts due hereunder. You may cancel your TinnCann Account at any time by contacting TinnCann. Please note that if your TinnCann Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site, Application and Services, including, but not limited to, any reviews or Feedback.

Disclaimers and Limitations on Our Liability

You acknowledge and agree that your use of our Site is at your own risk and that our Site is provided on an “as is” and “as available” basis. To the extent permitted by applicable law, the TinnCann Parties disclaim all warranties, conditions, and representations of any kind, whether express, implied, statutory, or otherwise, including those related to merchantability, fitness for a particular purpose, non-infringement, and arising out of course of dealing or usage of trade.
In particular, the TinnCann Parties make no representations or warranties about the accuracy or completeness of content available on or through our Site or the content of any social media platform or third party website linked to or integrated with our Site. You acknowledge and agree that the TinnCann Parties will have no liability for any:
1. errors, mistakes, or inaccuracies of content;
2. personal injury, property damage, or other harm resulting from your access to or use of our Site;

any unauthorized access to or use of our servers, any personal information, or user data;

any interruption of transmission to or from our Site;
any bugs, viruses, trojan horses, or the like that may be transmitted on or through our Site;
any damages, losses, costs, expenses, or liabilities of any kind incurred as a result of any content or the use of any content posted or shared through our Site.

You acknowledge and agree that any material or information downloaded or otherwise obtained through our Site, including a User request, is done at your own risk and that you will be solely responsible for any damages, losses, costs, expenses, or liabilities arising from or in connection with doing so. No advice or information, whether oral or written, obtained by you from us or through our Site, including through a TINNCANN Conversation, will create any warranty not expressly made by us.
You acknowledge and agree that when using our Site, you will be exposed to content from a variety of sources, and that TinnCann is not responsible for the accuracy, usefulness, safety, legality, or intellectual property rights of or relating to any such content. You further understand and acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, objectionable, or harassing, and you agree to waive, and do hereby waive, any legal or equitable rights or remedies you have or may have against any TinnCann Party with respect thereto.
To the fullest extent permitted by applicable law, you acknowledge and agree that in no event will any TinnCann Party be liable to you or to any third party for any indirect, special, incidental, punitive, or consequential damages (including for loss of profits, revenue, or data) or for the cost of obtaining substitute products, arising out of or in connection with these Terms, however caused, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not TinnCann has been advised of the possibility of such damages.
To the maximum extent permitted by applicable law, our total cumulative liability to you or any third party under these Terms, including from all causes of action and all theories of liability, will be limited to and will not exceed the fees actually received by TinnCann from you during the 12 months preceding the claim giving rise to such liability.
Certain jurisdictions do not allow the exclusion or limitation of certain damages. If those laws apply to you, some or all of the above exclusions or limitations may not apply to you, and you might have additional rights.
You agree that the limitations of damages set forth above are fundamental elements of the basis of the bargain between TinnCann and you.

Indemnification

You agree to indemnify, defend, and hold harmless TinnCann and its parents, subsidiaries, affiliates, officers, employees, directors, shareholders, agents, partners, and licensors (each, a “TinnCann Party, “ and collectively, “TinnCann Parties”) from and against any and all claims, costs, proceedings, demands, losses, damages, and expenses (including reasonable attorneys’ fees and costs) of any kind or nature, arising from, out of, in connection with, or relating to: (a) these Terms; (b) use of our Site; (c) your negligence, misconduct, or fraud; (d) any action or inaction by you or anyone acting on your behalf; (e) any Organization or Affiliated Expert; (f) any Charity; (g) your status as a parent or legal guardian of a Expert User; (h) Expert Content; (i) Feedback; (j) your eligibility with the NCAA or any other association, group, authority, or organization. TinnCann may select counsel and control the defense of any claim that you are indemnifying. You will reasonably cooperate with us in connection with any claim.

Export Control and Restricted Countries

You may not use, export, re-export, import, or transfer the Application except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Site, Application and Services, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Site, Application and Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. TinnCann does not permit Listings associated with certain countries due to U.S. embargo restrictions.

Feedback and Reporting Misconduct

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site, Application and Services (“Feedback”). You may submit Feedback by emailing us at support@tinncann.com. You acknowledge and agree that all Feedback will be the sole and exclusive property of TinnCann and you hereby irrevocably assign to TinnCann and agree to irrevocably assign to TinnCann all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At TinnCann’s request and expense, you will execute documents and take such further acts as TinnCann may reasonably request to assist TinnCann to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.

In addition, If you feel any user is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of fraud, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and to TinnCann.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without TinnCann’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. TinnCann may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by TinnCann (i) via email (in each case to the email address that you provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Controlling Law and Jurisdiction

These Terms will be interpreted in accordance with the laws of the State of Ohio and the United States of America, without regard to its conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a state court located in Cincinnati, Ohio for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.

Severability

These Terms are intended to govern the agreement between TinnCann and you to the extent permitted by all applicable laws, ordinances, rules, and regulations. If any provision of these Terms or the application thereof to any person or circumstances shall, for any reason or to any extent, be invalid or unenforceable, the remainder of these Terms and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law.

Arbitration Agreement and Waiver of Certain Rights

Arbitration: You and TinnCann agree to resolve any disputes between you and TinnCann through binding and final arbitration instead of through court proceedings. You and TinnCann each hereby waive any right to a jury trial of any controversy, claim, counterclaim, or other dispute arising between you and TinnCann relating to these Terms or our Site (each a “Claim,” and collectively, “Claims”). Any Claim will be submitted for binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision will be in writing, will include the arbitrator’s reasons for the decision, will be final and binding upon the parties, and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including any pleadings, briefs or other documents submitted or exchanged, any testimony or other oral submissions, and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies.
Costs and Fees: If you demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, TinnCann will pay as much of the administrative costs and arbitrator’s fees required for the arbitration as the arbitrator deems necessary to prevent the cost of the arbitration from being prohibitive. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate.
No Preclusions: This arbitration agreement does not preclude you or TinnCann from seeking action by federal, state, or local government agencies. You and TinnCann each also have the right to bring any qualifying Claim in small claims court. In addition, you and TinnCann each retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request will not be deemed to be either incompatible with these Terms or a waiver of the right to have disputes submitted to arbitration as provided in these Terms.
No Class Representative or Private Attorney General: Each of you and TinnCann agree that with respect to any Claim, neither may: (i) act as a class representative or private attorney general; or (ii) participate as a member of a class of claimants. You agree that no Claim may be arbitrated on a class or representative basis. The arbitrator can decide only individual Claims (whether brought by you or TinnCann). The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.
Severability/No Waiver/Survival: If any provision of this section is found to be invalid or unenforceable, that provision will be deemed appropriately modified to give effect to the intent of the provision or, if modification is not possible, will be severed and the remainder of this section will continue in full force and effect. No waiver of any provision of this section will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver will not waive or affect any other provision of these Terms. This section will survive the termination of your relationship with TinnCann.
30-Day Opt-Out Right: You have the right to opt out of the provisions of this Arbitration Agreement by sending, within 30 days after first becoming subject to this Arbitration Agreement, written notice of your decision to opt out to the following address:. Your notice must include your name and address, any usernames, each email address you have used to set up an account on our Site, and an unequivocal statement that you want to opt out of this Arbitration Agreement. You agree that if you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
LIMITATIONS: This section limits certain rights, including the right to maintain certain court actions, the right to a jury trial, the right to participate in any form of class or representative claim, the right to engage in discovery except as provided in AAA rules, and the right to certain remedies and forms of relief. In addition, other rights that you or TinnCann would have in court may not be available in arbitration.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between TinnCann and you regarding the Site, Application, Services, Collective Content and any Appointments or Listings made via the Site, Application and Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between TinnCann and you regarding the same.

General

The failure of TinnCann to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of TinnCann. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Acceptable Use Policy

Last Updated: May 20, 2020

Your use of our Site (collectively, the TINNCANN™ website, mobile application (“App”), and services we provide through them) is governed by this Acceptable Use Policy. Terms that are defined in the Site Terms of Service or Expert Terms of Service will have the same meaning in our Acceptable Use Policy.

You are responsible for your use of any TINNCANN Conversation your Site account, our Site, and any Submission (if you are a Site user) or Expert Content (if you are a Expert User). Our goal is to create a positive, useful, and safe user experience. To promote this goal, we prohibit certain kinds of conduct that may be harmful.

You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Application, Services and Content. In connection with your use of our Site, Application and Services, you may not and you agree that you will not:

violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax regulations;
use manual or automated software, devices, scripts robots, other means or processes to access, “scrape”, “crawl” or “spider” any web pages or other services contained in the Site, Application, Services or Content;
use the Site, Application or Services for any commercial or other purposes that are not expressly permitted by these Terms; copy, store or otherwise access any information contained on the Site, Application, Services or Content for purposes not expressly permitted by these Terms;
infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
interfere with or damage our Site, Application or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
use our Site, Application or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
use our Site, Application or Services in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to lodging in a private residence;
“stalk” or harass any other user of our Site, Application, or Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as a TinnCann User;
register for more than one TinnCann Account or register for a TinnCann Account on behalf of an individual other than yourself;
contact an Expert for any purpose other than asking a question related to the Services,
contact a User for any purpose other than asking a question related to the Services;
recruit or otherwise solicit any other User to join third party services or websites that are competitive to TinnCann, without TinnCann’s prior written approval;
impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
use automated scripts to collect information or otherwise interact with the Site, Application or Services;
use the Site, Application and Services to find an Expert and then complete a transaction independent of the Site, Application or Services in order to circumvent the obligation to pay any fees related to TinnCann’s provision of the Services;
as an Expert, submit any Listing with a false or misleading information, or submit any Listing with a price that you do not intend to honor;
post, upload, publish, submit or transmit any Content that: (i)infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v)promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
systematically retrieve data or other content from our Site, Application or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
use, display, mirror or frame the Site or Application, or any individual element within the Site, Services, or Application, TinnCann’s name, any TinnCann trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without TinnCann’s express written consent;
access, tamper with, or use non-public areas of the Site or Application, TinnCann’s computer systems, or the technical delivery systems of TinnCann’s providers;
attempt to probe, scan, or test the vulnerability of any TinnCann system or network or breach any security or authentication measures;
avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by TinnCann or any of TinnCann’s providers or any other third party (including another user) to protect the Site, Services, Application or Collective Content;
forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, Application or Collective Content to send altered, deceptive or false source-identifying information;
attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Application or Collective Content; or
advocate, encourage, or assist any third party in doing any of the foregoing.
TinnCann will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. TinnCann may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that TinnCann has no obligation to monitor your access to or use of the Site, Application, Services or Collective Content or to review or edit any User Content, but has the right to do so for the purpose of operating the Site, Application and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. TinnCann reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that TinnCann, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.

Investigations:

You acknowledge and agree that we are not obligated to monitor access to or use of our Site by you or third parties (including monitoring any TINNCANN Video, Expert Content, Submission, or Feedback), but we have the right to do so to operate our Site; enforce this Policy or our Terms; or comply with applicable law, regulation, court order, or other legal, administrative, or regulatory request or process; or otherwise.