NearOne TERMS OF SERVICE

Introduction

Welcome to NearOne, a proximity-based social media platform designed to foster local connections by allowing users to discover and interact with others within a 5-mile radius of their current location. This service is provided by SPYNE DIGITAL ("we", "us", or "our").Our platform is dedicated to enhancing community engagement by making it easier for people to share experiences, access local information, and communicate directly with others nearby. Whether you're looking to make new friends, find local events, or simply get to know your neighbors, NearOne offers a unique space to connect with your community.These Terms of Service ("Terms") govern your access to and use of the NearOne app and any related services, content, and functionality offered on or through our app. By accessing or using NearOne, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not access or use NearOne.We reserve the right to make changes to these Terms at any time. Such changes will be effective immediately upon posting on the app. Your continued use of NearOne after any changes to these Terms will constitute your consent to such changes. We encourage you to periodically review the Terms to ensure you are informed of any updates.

Acceptance of Terms

By accessing or using NearOne, you signify your acceptance of and compliance with these Terms of Service. If you do not agree to these Terms, you must not access or use the app. The Terms govern your use of NearOne and apply to all users of the app, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content.Please read these Terms carefully before you start to use NearOne. By using the app, you accept and agree to be bound and abide by these Terms and our Privacy Policy, incorporated herein by reference. If you are using the app on behalf of an organization or entity, then you are agreeing to these Terms on behalf of that organization and you represent and warrant that you have the authority to bind the organization to these Terms. In such cases, "you" and "your" refer to that organization.If you are under 18, you affirm that you are either at least 18 years of age or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.Your access to and use of the app is also conditioned on your acceptance of and compliance with the Privacy Policy of our company. Our Privacy Policy describes our policies and procedures on the collection, use, and disclosure of your personal information when you use the app 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 app.

Changes to Terms

We reserve the right to update, change, or replace any part of these Terms of Service by posting updates and/or changes to our app. It is your responsibility to check this page periodically for changes. Your continued use of or access to the app following the posting of any changes constitutes acceptance of those changes.Such changes will become effective immediately upon their posting on the app. If the changes include material alterations that affect your rights or obligations, we will make reasonable efforts to notify you of the changes. This notification may come in the form of an announcement on the app, an email, or through other means deemed appropriate to ensure that you are informed of the new conditions.Please understand that our app is a dynamic environment, and we continually seek to improve the services and features we offer. As such, we need to reserve the right to make changes to our policies, practices, and Terms to reflect advancements in technology, legal and regulatory changes, new features, or changes in business practices.If you disagree with our changes, then you can discontinue using our services. Your continued participation in using the app after we publish or communicate changes to these Terms indicates that you agree to the changes and accept the Terms as modified.

User Accounts

4.1 Account Creation RequirementsTo access and use certain features of NearOne, you may be required to create an account. You must provide accurate and complete information, including a valid email address. You are responsible for updating such information should it change.4.2 Account ResponsibilitiesYou are responsible for maintaining the confidentiality of your account password and for all activities that occur under your account. We recommend using "strong" passwords (passwords that use a combination of upper and lower case letters, numbers, and symbols) to enhance the security of your account.4.3 Account SecurityYou must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account. We will not be liable for any loss or damage arising from your failure to comply with this security obligation.4.4 Termination/Suspension of AccountWe reserve the right to suspend or terminate your account at any time for any or no reason, including, but not limited to, a violation of these Terms. If your account is terminated, you may lose any information associated with your account, including User Content.In the event of account termination, you are no longer authorized to access the part(s) of the app affected by such cancellation or termination. The restrictions imposed on you concerning material downloaded from the app, and the disclaimers and limitations of liabilities set forth in these Terms, shall survive.4.5 Right to Disable AccountWe also reserve the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time if, in our opinion, you have violated any provision of these Terms.

Use of the Service

5.1 Permitted UsesYou are granted a limited, non-exclusive, non-transferable, and revocable license to access and use NearOne strictly in accordance with these Terms. This license is solely for the purpose of enabling you to use and enjoy the benefit of the services as provided by SPYNE DIGITAL, in the manner permitted by these Terms.5.2 Prohibited UsesIn your use of the app, you must not:Engage in any activity that interferes with or disrupts the app (or the servers and networks which are connected to the app).Attempt to copy, duplicate, reproduce, sell, trade, or resell our resources.Use the app for any purpose that is illegal, beyond the scope of their intended use, or otherwise prohibited in these Terms.Send spam or otherwise duplicative or unsolicited messages in violation of applicable laws.Use the app to infringe upon the intellectual property rights of others or to commit an unlawful activity.Upload to, distribute, or otherwise publish through the app any message, information, text or other material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, harassing, threatens or advocates harassment of another person, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable.5.3 Service Limitations and ModificationsSPYNE DIGITAL may establish limits concerning use of the service, including the maximum number of days that content will be retained by the service, the maximum size and number of postings, email messages, or other content that may be transmitted or stored by the service, and the frequency with which you may access the service. We reserve the right to modify, suspend, or discontinue the service (or any part or content thereof) at any time with or without notice to you, and SPYNE DIGITAL will not be liable to you or to any third party should it exercise such rights.5.4 System Maintenance and UpdatesSPYNE DIGITAL may from time to time perform maintenance upon the app or upgrade the software, infrastructure, and design of the app to enhance user experience and data security. These actions may result in temporary downtime or changes to the way the service operates. We strive to conduct all maintenance and updates during off-peak hours and provide advance notice whenever possible.5.5 Reporting MisuseIf you encounter any misuse of the app or any behavior by other users that violates the terms outlined here, you are encouraged to report this to us immediately. We are committed to maintaining a safe and compliant community and will take appropriate action in response to any reported misuse.

Intellectual Property Rights

6.1 Ownership of Service MaterialsAll materials provided on NearOne, including but not limited to information, documents, products, logos, graphics, sounds, images, software, and services (collectively "Materials"), are owned either by SPYNE DIGITAL or by our respective third party authors, developers, or vendors ("Third Party Providers"). Except as stated herein, none of the Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including but not limited to electronic, mechanical, photocopying, recording, or other means, without the prior express written permission of SPYNE DIGITAL and/or the appropriate Third Party Provider.6.2 User Content LicenseYou retain all your ownership rights to any text, images, or other content you submit ("User Content"). By submitting User Content on NearOne, you hereby grant SPYNE DIGITAL a non-exclusive, worldwide, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Content in connection with the service provided by the app and across different media including to promote the app or the service. You also grant each user of the app a non-exclusive license to access your User Content through the app, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the app and under these Terms.6.3 Copyright and Trademark InformationThe trademarks, logos, and service marks ("Marks") displayed on NearOne are the property of SPYNE DIGITAL or other third parties. You are not permitted to use these Marks without the prior written consent of SPYNE DIGITAL or such third party which may own the Mark.

User Content

7.1 User Responsibilities for ContentYou are solely responsible for the content that you upload, publish, display, link to, or otherwise make available (hereinafter, "post") on the app, and you agree that we are only acting as a passive conduit for your online distribution and publication of your content. You understand that whether or not such content is published, SPYNE DIGITAL does not guarantee any confidentiality with respect to any submissions.7.2 Content Review and RemovalSPYNE DIGITAL has the right, but not the obligation, to monitor the content you post on the app. We reserve the right to remove any content that we find, at our sole discretion, to be in violation of these Terms or otherwise harmful to the app or its users. We may also remove content that is alleged to be infringing on another's intellectual property rights.7.3 Copyright Claims (DMCA Notice)If you believe that your copyright or the copyright of someone else is being infringed upon by content posted on the app, you may submit a DMCA notice to us with the following information:A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address.A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Third-Party Links and Services

8.1 Third-Party WebsitesNearOne may contain links to third-party websites that are not owned or controlled by SPYNE DIGITAL. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no control over the nature, content, and availability of those sites.8.2 Third-Party ServicesThe app may integrate or offer services from third parties. Use of such services will be governed by the terms and conditions of the respective third parties, and SPYNE DIGITAL assumes no responsibility for your interaction with these services. We are not liable for any damage or losses caused by your interaction with third-party services that may be featured on NearOne.8.3 No EndorsementThe inclusion of any links or integration of third-party services does not imply a recommendation or endorse the views expressed within them. You acknowledge and agree that SPYNE DIGITAL is not responsible for the accuracy or availability of resources provided by external sites or services, and we do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such resources.

Fees and Payments

9.1 Subscription FeesNearOne is provided to you at no cost, and there are currently no subscription fees for the general use of the app. However, we reserve the right to introduce a fee for new services or features, which will be clearly communicated and optional for users.9.2 Billing PoliciesSince NearOne is a free service, there are no billing or payment policies applicable at this time. Should any payable services or features become available in the future, details regarding billing methods, payment procedures, and cancellation policies will be provided at that time.

Disclaimers

10.1 No Warranties for ServiceSPYNE DIGITAL provides NearOne "as is" and "as available" without any warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not guarantee that NearOne will always be safe, secure, error-free, or timely; nor do we guarantee that NearOne will always function without disruptions, delays, or imperfections.10.2 Service AvailabilityWhile we strive to keep NearOne available at all times, availability may be affected by factors outside our control, such as maintenance, upgrades, and external network issues. SPYNE DIGITAL is not liable for any interruptions to our service and does not promise full functionality at all times.10.3 Third-Party InteractionsAny dealings with third parties included within or on NearOne involving the delivery of and payment for goods and services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and the third party. SPYNE DIGITAL shall not be responsible or liable for any part of any such dealings or promotions.

Limitation of Liability

11.1 Cap on LiabilityTo the fullest extent permitted by law, SPYNE DIGITAL shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from (a) your access to or use of or inability to access or use NearOne; (b) any conduct or content of any third party on NearOne, including without limitation, any defamatory, offensive, or illegal conduct of other users or third parties; or (c) unauthorized access, use, or alteration of your transmissions or content.11.2 Types of DamagesIn no event shall SPYNE DIGITAL's aggregate liability for all claims relating to NearOne exceed one hundred British Pounds (£100) or the amount you paid SPYNE DIGITAL, if any, in the past six months for the services giving rise to the claim.11.3 Risk AllocationYou agree that the risks arising from your use of NearOne will be borne solely by you. This includes risks associated with your interactions with other users and third-party websites. This risk allocation is an integral part of the agreement between you and SPYNE DIGITAL, and the limitations in this section will apply even if any limited remedy specified herein is found to have failed its essential purpose.

Indemnification

12.1 Scope of IndemnificationYou agree to indemnify, defend, and hold harmless SPYNE DIGITAL, its affiliates, officers, directors, employees, agents, licensors, and suppliers (collectively the "Indemnified Parties") from and against all losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from any violation of these Terms, any wrongful or unlawful actions related to your account, or any other activity involving your use of NearOne (including negligent or wrongful conduct).12.2 Indemnification ProcedureSPYNE DIGITAL will provide notice to you of any such claim, suit, or proceeding that falls under this indemnification. You will assist and cooperate with SPYNE DIGITAL in defending any such claim, suit, or proceeding. SPYNE DIGITAL reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of SPYNE DIGITAL.

Dispute Resolution

13.1 Governing LawThese Terms of Service and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of the United Kingdom without regard to its conflict of law provisions.13.2 Arbitration AgreementBy agreeing to the Terms, you agree that you are required to resolve any claim that you may have against SPYNE DIGITAL on an individual basis in arbitration, as set forth in this Arbitration Agreement. This will preclude you from bringing any class, collective, or representative action against SPYNE DIGITAL, and also preclude you from participating in or recovering relief under any current or future class, collective, consolidated, or representative action brought against SPYNE DIGITAL by someone else.13.3 Arbitration ProcedureThe arbitration will be conducted by a neutral arbitrator in the location within the United Kingdom agreed upon by both parties or, if no location is agreed upon, in the jurisdiction closest to SPYNE DIGITAL’s primary place of business. The arbitration will be conducted in the English language, and the arbitrator will decide the dispute according to applicable UK law. The decision of the arbitrator will be final and binding on both parties.13.4 Opt-out of ArbitrationYou have the option to opt-out of the arbitration agreement by notifying SPYNE DIGITAL in writing within 30 days of first accepting these Terms. Your notice must clearly state that you are rejecting arbitration and include your name, address, account number, and a clear statement that you wish to opt out of arbitration. If you opt-out of the arbitration agreement, all other parts of this Section 13 will continue to apply to you. Litigation of any dispute that is not arbitrated will be conducted in the courts of the United Kingdom.

General Provisions

14.1 SeverabilityIf any provision of these Terms is determined to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.14.2 WaiverNo waiver of any provision of these Terms by SPYNE DIGITAL shall be deemed a further or continuing waiver of such provision or any other provision, and SPYNE DIGITAL's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.14.3 AssignmentYou may not assign or transfer these Terms, by operation of law or otherwise, without SPYNE DIGITAL's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. SPYNE DIGITAL 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.14.4 Entire AgreementThese Terms constitute the entire agreement between you and SPYNE DIGITAL regarding your use of NearOne, and supersede all prior and contemporaneous written or oral agreements between you and SPYNE DIGITAL. You may be subject to additional terms and conditions that apply when you use or purchase other SPYNE DIGITAL's services, which SPYNE DIGITAL will provide to you at the time of such use or purchase.

Contact Information

If you have any questions, concerns, or feedback regarding these Terms of Service or any other aspect of NearOne, please do not hesitate to contact us. We value your input and are here to assist you.You can reach us at:Email:
[email protected] Your inquiries are important to us, and we strive to respond promptly to all communications. We look forward to hearing from you and are committed to ensuring your experience with NearOne is positive and rewarding.