California and Colorado Users: You may cancel your subscription, without penalty or obligation, at any time prior to midnight of the third business day following the date your subscribed. Users may request a refund by contacting Oriscen at hi@orimeet.com or by mailing or delivering a signed and dated notice that state that you, the User, are canceling this Agreement, or words of similar effect. Please also include your name and the email address, phone number, or other unique identifier you used to sign up for your account. 

This notice shall be sent to: Oriscen, Inc. at 2261 Market Street STE 86857 San Francisco, CA 94114. You may have this Agreement emailed to you by sending a letter to Oriscen at the address above. In accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at Consumer Information Division, 1625 North Market Blvd., Suite N112 Sacramento, CA 95834, or by telephone at (800) 952-5210.

PLEASE READ THESE TERMS OF USE CAREFULLY. THE TERMS OF USE (“AGREEMENT”) CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND ORISCEN INC. 

SECTION 17 OF THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED BEFORE THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, SECTION 17 SETS FORTH OUR ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. PLEASE SEE SECTION 17 FOR MORE INFORMATION REGARDING THIS ARBITRATION AGREEMENT, THE POSSIBLE EFFECTS OF THIS ARBITRATION AGREEMENT, AND HOW TO OPT OUT OF THE ARBITRATION AGREEMENT.

1. Purpose 

Oriscen Inc. (“Oriscen,” “Ori,” “we,” “us,” or “our”) provides an online journaling and human connection platform, powered by AI. By using the Oriscen website/mobile application and any of the information and services offered through the application (“Services”), you agree to be bound by this Agreement. The success of the Services, however, depends on the adherence to the terms of this Agreement by you and other Users (collectively, “you,” “your,” or “Users”). While we will do our best to enforce the terms of this Agreement, we cannot warrant or represent that other Users will in fact adhere to this Agreement and cannot act as insurers or accept any liability for their failure to do so.

2. Eligibility 

By accessing or using the Services in any way, clicking on a button or taking similar action to signify your acceptance of this Agreement, you hereby represent that: 

• You have read, understand, and agree to be bound by this Agreement and any future amendments and additions to this Agreement as published from time to time at this webpage or through the Services; 

• You are 16 or older; 

• You have the authority to enter into the Agreement personally. Except as otherwise provided herein, if you do not agree to be bound by the Agreement, you may not access or use the Services; and 

• You will comply with all applicable laws, including those of the country, state, and city in which you are present while using the Services. 

3. Access 

1. Access. By entering into this Agreement, you will be granted a revocable license to access the Services. Your access privileges, however, are conditioned on your adherence to the terms of this Agreement. We reserve the right to temporarily deny you access to the Services or permanently terminate your access privileges at any time if, in our sole discretion, you have failed to abide by the terms of this Agreement or appear to us likely to do so. By agreeing to grant you access, we do not obligate ourselves to do so or to maintain the Services, or to maintain it in its present form, and we expressly reserve the right to modify, suspend, or terminate your access privileges.

2. Prohibited Uses. You understand, acknowledge and agree that any access or use of the Services shall be for your personal, non-commercial use only, and that you will not commercially exploit any portion of the Services. 

3. Privileges Nontransferable. Your access privileges may not be transferred to any third parties. 

4. Passwords and Security. You agree not to disclose to anyone your confidential password and to notify us immediately if there has been a breach of your security that affects our Services. 

4. Acceptable Use Policy 

By using the Services, you agree that: 

1. You will only use the Services for lawful purposes, and not for deceptive or fraudulent purposes; you will not send or store any unlawful material. 

2. You will not use the Services to cause nuisance, annoyance or inconvenience. 

3. You will not use the Services, or any content accessible through the Services, for any commercial purpose, including but not limited to contacting, advertising to, soliciting or selling to any Users. 

4. You will not violate the publicity or privacy rights of another individual. 

5. You will not copy or distribute any content displayed through the Services. 

6. You will not create or compile, directly or indirectly, any collection, compilation or other directory from any content displayed through the Services except for your personal, noncommercial use. 

7. The information you provide to us or otherwise communicate with us is accurate. 

8. You will not use the Services in any way that could damage, disable, overburden or impair any of our servers, or the networks connected to any of our servers. 

9. You will not attempt to gain unauthorized access to any part of the Services and/or to any service, account, resource, computer system and/or network connected to any of our servers. 

10. You will not deep-link to the Services or access the Services manually or with any robot, spider, web crawler, extraction software, automated processes and/or device to scrape, copy or monitor any portion of the Services or any content on the Services. 

11. You will report any errors, bugs, unauthorized access methodologies or any breach of our intellectual property rights that you uncover in your use of the Services. 

12. You will not impersonate another person, act as another entity without authorization, or create multiple accounts. 

13. Your self-submitted content (“User Content”) does not contain material that solicits personal information from anyone under 18 or exploits people under 18 in a sexual or violent manner, and does not violate any federal or state law concerning child pornography or otherwise intended to protect the health or wellbeing of minors. 

14. Your User Content does not violate any state or federal law designed to regulate electronic advertising. 

15. Your User Content does not contain pictures, data, audio or visual files, or any other content that is excessive in size, as determined by us in our sole discretion. 

16. Your User Content will not contain any material deemed illegal or inappropriate, as detailed in Section 8, and that you and or your User Content may be subject to remedial actions if found to violate this Agreement. 

2. Information on Our Services

While we will always use our best efforts to ensure the accuracy and completeness of information provided on our Services, we cannot guarantee the accuracy, adequacy, quality or suitability of any data on our Services and expressly disclaim liability for errors and omissions in the contents of our Services. Any use or reliance on any content or materials posted via the Services or obtained by you through the Services is at your own risk. Any link to a website or phone number owned by a third party does not constitute an endorsement, approval, association, sponsorship, or affiliation with the linked site or phone number. 

3. Oriscen AI Model Terms 

Some of our Services, including Services intended for individual Users, may include access to Oriscen AI, an artificial intelligence-powered interface that allows Users to submit journal prompts and entries. 

1. Oriscen AI Content. You may provide input to Oriscen AI (“input”) and receive output from Oriscen AI based on the input (“output”). Input and output are collectively referred to as “Content.” You are responsible for Content, including ensuring that it does not violate any applicable laws or this Agreement. You represent and warrant that you have all rights, licenses, and permissions needed to provide input to Oriscen AI. 

2. Accuracy. We are constantly working to improve Oriscen AI to make the product more accurate and reliable. However, given the probabilistic nature of machine learning and artificial intelligence, use of Oriscen AI may, in some situations, result in output that does not accurately reflect the current law, factual situations, and more. 

3. Similarity of Output. You acknowledge and understand that due to the nature of our Services and artificial intelligence generally, outputs may not be unique, and other Users may receive similar outputs from our Services. Outputs that are requested by or generated for other Users are not considered your output. 

4. Our Use of Input. We may use any Content to provide, maintain, develop, train, and improve Oriscen AI, which may include complying with applicable law, enforcing our policies, and keeping our Services, including Oriscen AI, safe. In addition, we may review submitted input and the output to generated to improve the quality of our Services and Oriscen AI.

In addition, when you use Oriscen AI, you understand and agree that: 

• We do not warrant or guarantee the accuracy and validity of Oriscen AI’s output, and it is your responsibility to validate the accuracy and validity of Oriscen AI’s output. 

• You will not rely on output from Oriscen AI as a sole source of truth or factual information, or as a substitute for professional services. 

• You will evaluate Oriscen AI output for accuracy and appropriateness for your use case, including using human review as appropriate, before using or sharing output from Oriscen AI. 

• You will not provide, share, or otherwise use confidential information, including personal information, in your input to Oriscen AI. 

• You will not use the outputs from Oriscen AI to provide tailored professional advice, including therapeutic or medical advice, without review by a qualified professional. 

• You will not represent that outputs are human generated when they are not. 

• You will not use any part of the Services, including any outputs from Oriscen AI to develop any artificial intelligence (or similar) models, unless you receive our express consent. 

• You will not automatically or programmatically extract data or outputs from our Services. 

• You will not interfere with or disrupt our Services, including circumventing any rate limits or restrictions, bypassing any protective measures or safety mitigations we put on our Services, or initiating or facilitating Content-based attacks or jailbreaking. 

4. User Submissions and Content

We may provide you with interactive opportunities through the Services. You represent and warrant that you are the owner of, or otherwise have the right to provide, all User Content that you submit, post, and/or otherwise transmit through the Services. You hereby grant us a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, fully sublicensable right and license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works, distribute and/or otherwise use the User Content in connection with our business and in all forms now known or hereafter invented, without notification to and/or approval by you, except as otherwise required by law.

Feedback. You agree that any submission of any ideas, suggestions, and/or proposals to us through our suggestion, feedback, or similar pages (“Feedback”) is at your own risk and that we have no obligations (including without limitation, obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback and you hereby grant to us a perpetual, irrevocable, transferable, fully paid, royalty-free, non-exclusive, worldwide, fully sublicensable right and license to use, copy, display, publish, modify, remove, publicly perform, translate, create derivative works, distribute and/or otherwise use such Feedback, except as otherwise required by law.

5. Good Samaritan & Inappropriate Content Policy 

1. Policy. It is the policy of the owners and operators of these Services not to tolerate any acts of intellectual property infringement or violations of U.S. law or to allow for any child pornography or obscene or defamatory material to be posted at these Services. We will do our best, in good faith, to purge or otherwise restrict the availability of material that is infringing, racist, sexist, obscene, harassing, or otherwise objectionable. The provisions of this Section 8 are intended to implement this policy but are not intended to impose a contractual obligation on the owners or operators of these Services to undertake, or refrain from undertaking, any particular course of conduct. 

User Content may be deemed inappropriate and in violation of this Agreement if found to contain any of the following categories of content. This list is not exhaustive. 

1. Hate Speech/Racism. Hate speech involves abusive or threatening speech or writing that expresses prejudice against a particular group, especially on the basis of race, religion, or sexual orientation. Racism involves prejudice, discrimination, or antagonism directed against a person or people on the basis of their membership in a particular racial or ethnic group, typically one that is a minority or marginalized. 

2. Extremism/Radicalization. Extremism involves advocating for extreme measures or views, and such advocacy may involve advocating for violent acts. Radicalization involves the process by which individuals come to believe that their engagement in or facilitation of nonstate violence to achieve social and political change is necessary or justified. 

3. Disinformation/Misinformation. Disinformation is false information deliberately spread to deceive people. Misinformation is incorrect or misleading information. 

4. Harassment. Harassment involves behavior that demeans, humiliates, or embarrasses a person, typically characterized by disturbing, upsetting, or threatening actions. 

5. Foreign Political Interference. Foreign political interference involves covert, fraudulent, deceptive, or unlawful actions or attempted actions or a foreign government, or of any person acting as an agent of or on behalf of a foreign government, undertaken with the purpose or effect of influence, undermining confidence in, or altering the result or reported result of an election or undermining public confidence in election processes or institutions. 

2. Complaint Procedure and Flagging Inappropriate Content. If you believe that someone has posted material at these Services which infringes on the intellectual property rights or other rights of third parties or which is in violation of U.S. law, or which is racist, sexist, obscene, harassing, defamatory, or otherwise objectionable or inappropriate, or which constitutes child pornography, we ask you to flag the information to our attention by flagging it within our app’s reporting procedures. If you have any questions about this process, or would prefer to alternatively notify us by email, please contact us at the following address: hi@orimeet.com. 

When emailing us to report any inappropriate or infringing content, please provide as much detail as possible, including: 

1. the nature of the right infringed or violated (including the registration numbers of any registered copyrights, trademarks or patents allegedly infringed); 

2. all facts which lead you to believe that a right has been violated or infringed; 

3. the precise location where the offending material is located; 

4. any grounds to believe that the person who posted the material was not authorized to do so or did not have a valid defense (including the defense of fair use); and 

5. if known, the identity of the person or persons who posted the infringing or offending material. 

We are committed to responding to all allegations of User Content in violation of this Agreement and seek to review all flagged User Content without delay. If you have any questions about this process, please contact us using the information at the bottom of this Agreement. 

3. Indemnification/Waiver of Certain Rights. By lodging a complaint, you agree that the substance of your complaint shall be deemed to constitute a representation made under penalty of perjury under the laws of the State of California. In addition, you agree, at your own expense, to defend us and indemnify us against any liability which we may incur by our response to your complaint. 

4. Waiver of Claims and Remedies. We expect Users to take responsibility for their own actions, and, as set forth below in Sections 15 and 16, cannot assume liability for any acts of Users or third parties which take place at these Services. By this Agreement, you acknowledge that in establishing a complaint procedure we are taking on the role of a Good Samaritan and, in order to allow us to do our best, in good faith, to purge or otherwise restrict the availability of material that is infringing, racist, sexist, obscene, harassing, or otherwise objectionable, you agree to waive any claims or remedies which you might otherwise be able to make against us under any theory of law (including, but not limited to, intellectual property laws) arising out of or relating in any way to the content at these Services or our response, or failure to respond, to a complaint.

5. Investigation/Right to Purge Postings. You agree that we have the right (but not the obligation) to investigate any complaint received, and at any time and for any reason, to remove any material which you post to these Services, with or without your permission and with or without cause, in our sole discretion. By reserving this right, we do not undertake any responsibility in fact to remove content posted online, whether or not a complaint has been received. 

6. Remedial Actions. If we find User Content to violate this Agreement, we may take remedial actions, including, but not limited to, removing the User Content, demonetizing the User Content or the User(s) that created it, deprioritizing the User Content, or banning the User(s) that created the User Content. 

6. Subscriptions, Plans, Payments and Cancelation 

To access or use some of our Services, you may need to subscribe to recurring payments (our “Subscription Services”). If you sign up for Subscription Services, you must provide us with valid payment information. 

1. Free Trial. If you sign up for a free trial of our Subscription Services, you will not be automatically charged at the conclusion of the trial. By signing up for a free trial, you agree that we may send you communications related to your trial and other company updates, promotions, and service announcements. 

2. Subscription Term; Auto Renewal. Subscriptions are normally assessed on a monthly or annual basis. Subscription fees are calculated from the day upon which your paid subscription commences. Your subscription to the Subscription Services shall be for the initial term (e.g., monthly or annually) selected by you. 

PAYMENTS AUTOMATICALLY RENEW FOR INDEFINITE SUCCESSIVE RENEWAL TERMS FROM THE SAME PERIOD AS THE INITIAL TERM, UNTIL CANCELED BY YOU OR BY US IN ACCORDANCE WITH THESE TERMS. 

3. Right to Modify Pricing. We reserve the right to raise or lower the cost of our Subscription Services, products, or subscription fees, and to create additional tiers or types of Subscription Services, including subscription fee tiers, at any time. 

4. Cancelation. You may cancel your subscription, without penalty or obligations, at any time prior to midnight of the third business day following the date you subscribed. In the event that you die before the end of your subscription period, your estate shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your death. In the event that you become disabled (such that you are unable to use our Services) before the end of your subscription period, you shall be entitled to a refund of that portion you had made for your subscription which is allocable to the period after your disability by providing Oriscen notice in the same manner as you request a refund in the “Refund” section below. 

Notwithstanding the foregoing, either we or you may cancel your subscription at any time and for any reason, but you must send us an explicit request at least 48 hours before the next order process date. In the event of a cancelation by us or you, all fees due to us up to the end of the then-current billing cycle at time of cancelation shall remain payable to us. Users may cancel their subscription by: 

• Navigating to their profile settings with our app.  

• Emailing a clear and specific cancelation request email to hi@orimeet.com.  

Cancelation in the middle of a subscription term is deemed a waiver of any balance of the service term remaining, and you may not retrieve any data that you may have stored with us. You further agree to pay invoices promptly, and, in any event, no later than 30 days from the date of the invoice. Failure to timely pay an invoice gives us the right to, at our discretion, either terminate your service, or charge any payment method we hold on to your account for the full balance of any indebtedness to us. In addition, any discounts granted will be revoked, and payment on the full non-discounted value of Services sold under an invoice not paid within 30 days will then be due. 

5. Refunds. If you would like to request a refund, please contact Oriscen with your order number (see confirmation email) by mailing or delivering a signed and dated notice which states that you, the buyer, are canceling this Agreement, or words of similar effect. Please also include your email, phone number or other identifier associated with your account, along with your order number. This notice shall be sent to: 2261 Market Street STE 86857 San Francisco, CA 94114.

6. California and Ohio Users may also email Oriscen at hi@orimeet.com. 

7. Termination. If at any time we believe, in our sole discretion, that you may have violated any provision of this Agreement, we may immediately terminate your access to the Subscription Services without any refund or other remedy, and all fees due to us up to the end of the then-current billing cycle at the time of such termination shall remain payable to us. Such termination will not limit any other right by us under contract, tort, or any other legal theory to pursue any claim or cause of action against you for violating this Agreement, including without limitation monetary damages, injunctive relief, attorney’s fees, and court costs.

7. Intellectual Property Ownership

We (and our licensors, where applicable) shall own all right, title, and interest, including all related intellectual property rights, in and to the Services. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Services, or any intellectual property rights owned by us. Our name, logo, and the product names associated with the Services are our trademarks or belong to third parties, and no right or license is granted to use them. You agree that you will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services. 

8. Safety and Interacting with Other Users 

By using our Services, you agree to treat other Users with respect and consideration, both on and off our Services, and you agree to abide by our Community Guidelines and Relationship Safety Tips, below. 

1. Community Guidelines and Relationship Safety Tips. 

   1. Be Cautious. We want you to find friendship and support on our platform, but please take the time to get to know someone before you meet them in person. Take your time and look for red flags. Be cautious of communicating with a stranger who eagerly wants to meet with you. 

   2. Meet in Public. If you choose to meet up in person with another User who you met on our platform, tell a family member or friend where you will be meeting and when you will return. Meet for the first time in a public place – not your home, their home, or any other private location. Always provide your own transportation to and from the location. 

   3. Do Not Share Financial Information. Anyone who is able to commit identity theft can also falsify an online profile. Never send money or share financial information with people you do not know. 

   4. Do Not Share Personal Information. Never share personal information, such as your home address, phone number, or other identifying information with people you do not know. Stop communicating with anyone who pressures you for personal or financial information or attempts in any way to coerce you into revealing such information. 

Oriscen is not responsible for the conduct of a User on or off our Services or website. You agree to use caution in all interactions with other Users – especially if you decide to communicate with a User off the Services or meet in person. You agree to review the Community Guidelines and Relationship Safety Tips prior to using our Services. You agree that you will not provide your financial information (e.g., credit card or bank account information) to another User, or wire or send money to another User. 

YOU UNDERSTAND THAT ORISCEN DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR IDENTITY CHECKS ON ITS USERS OR OTHERWISE INQUIRE INTO THE BACKGROUND OT ITS USERS. ORISCEN MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OR COMPATIBILITY OF USERS. ORISCEN MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT, IDENTITY, HEALTH, PHYSICAL CONDITION, INTENTIONS, LEGITIMACY, OR VERACITY OF USERS. ORISCEN RESERVES THE RIGHT TO CONDUCT – AND YOU AUTHORIZED ORISCEN TO CONDUCT – ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENING (SUCH AS SEX OFFENDER REGISTER SEARCHES) AT ANY TIME USING AVAILABLE PUBLIC RECORDS, AND YOU AGREE THAT ANY INFORMATION YOU PROVIDE MAY BE USED FOR THAT PURPOSE. IF ORISCEN DECIDES TO CONDUCT ANY SCREENING THROUGH A CONSUMER REPORTING AGENCY, YOU HEREBY AUTHORIZE ORISCEN TO OBTAIN AND USE A CONSUMER REPORT ABOUT YOU TO DETERMINE YOUR ELIGIBILITY UNDER THESE TERMS. 

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. SECX OFFENDER SCREENINGS AND OTHER TOOLS DO NOT GUARANTEE YOUR SAFETY AND ARE NOT A SUBSTITUTE FOR FOLLOWING THE “COMMUNITY GUIDELINES AND RELATIONSHIP SAFETY TIPS” ABOVE AND OTHER SENSITBLE SAFETY PRECAUTIONS. ALWAYS USE YOUR BEST JUDGMENT AND TAKE APPROPRIATE SAFETY PRECAUTIONS WHEN COMMUNICATING WITH OR MEETING NEW PEOPLE. COMMUNICATIONS RECEIVED THROUGH THE SERVICE, INCLUDING AUTOMATIC NOTIFICATIONS SENT BY ORISCEN, MAY RESULT FROM USERS ENGAGING WITH THE SERVICE FOR IMPROPER PURPOSES, INCLUDING FRAUD, ABUSE, HARASSMENT OR OTHER SUCH IMPROPER BEHAVIOR. 

9. Privacy 

We have adopted a privacy policy outlining our personal data collection and use practices. Please refer to it for details about how we collect and use your personal information. By agreeing to the terms of this Agreement, you are automatically agreeing to our Privacy Policy, which is incorporated herein by reference. 

10. Third-Party Interactions

The Services may contain links to or display content originating from third-party websites and advertisements (collectively, “Third-Party Websites and Advertisements”). Such Third-Party Websites and Advertisements are not under our control. We are not responsible for Third-Party Websites and Advertisements. We do not review, approve, monitor, endorse, warrant or make any representations with respect to Third-Party Websites and Advertisements or their products or services. When you click on a link to any Third-Party Websites and Advertisements, we will not warn you that you have left our Services and will not warn you that you are subject to the terms and conditions (including privacy policies) of another website or destination. You use all links in Third-Party Websites and Advertisements at your own risk. You should review the applicable terms and policies, including privacy and data gathering practices of any Third-Party Websites and Advertisements, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party. 

11. Indemnification

You agree to indemnify and hold harmless Oriscen and its officers, directors, employees, agents and affiliates (each, an “Indemnified Party”), from and against any losses, claims, actions, costs, damages, penalties, fines and expenses, including without limitation attorneys’ fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to or resulting from (a) your User Content; (b) your misuse of the Services; (c) your violation of this Agreement; or (d) your violation of any applicable laws, rules or regulations through or related to the use of the Services. In the event of any claim, allegation, suit or proceeding alleging any matter potentially covered by the agreements in this Section, you agree to pay for the defense of the Indemnified Party, including reasonable costs and attorneys’ fees incurred by the Indemnified Party. We reserve the right, at our own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses. This provision does not require you to indemnify any Indemnified Party for any unconscionable commercial practice by such party, or for such party’s negligence, fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Services. You agree that the provisions in this Section will survive any termination of your account, this Agreement, or your access to the Services. 

12. Disclaimer of Warranties 

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT OF LAW, YOUR USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE PERIODICALLY MADE TO THE SERVICES AND MAY BE MADE AT ANY TIME WITHOUT NOTICE TO YOU. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE SERVICES, OR THE TEXT, GRAPHICS OR LINKS.

WE DO NOT WARRANT THAT THE SERVICES WILL OPERATE ERROR-FREE OR THAT THE SERVICES ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL MALWARE. IF YOUR USE OF THE SERVICES RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, WE SHALL NOT BE RESPONSIBLE FOR THOSE ECONOMIC COSTS.

13. Limitation of Liability. 

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, OR OTHERWISE) SHALL ORISCEN BE LIABLE TO YOU OR ANY THIRD PARTY FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA OR DATA BREACH, OR (B) FOR ANY DIRECT DAMAGES, COSTS, LOSSES OR LIABILITIES (INCLUDING ATTORNEYS’ FEES) IN EXCESS OF THE FEES ACTUALLY PAID BY YOU IN THE TWO (2) MONTHS PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM OR, IF NO FEES APPLY, ONE HUNDRED ($100) U.S. DOLLARS.  THE PROVISIONS OF THIS SECTION ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THIS AGREEMENT. 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 to you. IN THESE STATES, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. 

WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SERVICES, OR ANY OTHER ITEMS OR SERVICES PROVIDED BY US, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY IMPLIED WARRANTY OF NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT THE SERVICES (INCLUDING ANY SERVERS OR OTHER HARDWARE, SOFTWARE AND ANY OTHER ITEMS USED OR PROVIDED BY US IN CONNECTION WITH THE SERVICES) ARE PROVIDED "AS IS" AND THAT WE MAKE NO WARRANTY THAT THE SERVICES WILL BE FREE FROM BUGS, FAULTS, DEFECTS OR ERRORS OR THAT ACCESS TO THE SERVICES WILL BE UNINTERRUPTED.

14. Dispute Resolution 

PLEASE READ THE FOLLOWING SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF. THIS SECTION 17 OF THIS AGREEMENT SHALL BE REFERRED TO AS THE “ARBITRATION AGREEMENT.”

1. Scope of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access or use of the Services or as a consumer of our Services, to any advertising or marketing communications regarding us or our Services, to any products or services sold or distributed through the Services that you received as a consumer, or to any aspect of your relationship or transactions with us as a consumer of our Services will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) you or Oriscen may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement. IF YOU AGREE TO ARBITRATION WITH ORISCEN, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY SUCH CLASS, COLLECTIVE, AND/OR REPRESENTATIVE LAWSUIT. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST US IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR.

2. Informal Resolution. You and Oriscen agree that good-faith informal efforts to resolve disputes can often result in a prompt, low-cost and mutually beneficial outcome. You and Oriscen therefore agree that, before either you or Oriscen demands arbitration against the other, we will personally meet and confer, via telephone or videoconference, in a good-faith effort to resolve informally any claim covered by this mutual Arbitration Agreement. If you are represented by counsel, your counsel may participate in the conference, but you shall also fully participate in the conference. The party initiating the claim must give notice to the other party in writing of its, his, or her intent to initiate an informal dispute resolution conference, which shall occur within 60 days after the other party receives such notice, unless an extension is mutually agreed upon by the parties. To notify Oriscen that you intend to initiate an informal dispute resolution conference, email hi@orimeet.com, providing your username associated with your Oriscen account (if any), the email address associated with your Oriscen account (if any), and a description of your claim. In the interval between the party receiving such notice and the informal dispute resolution conference, the parties shall be free to attempt to resolve the initiating party’s claims. Engaging in an informal dispute resolution conference is a requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the informal dispute resolution process required by this paragraph.

3. Arbitration Rules and Forum. This Arbitration Agreement is governed by the Federal Arbitration Act in all respects. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent, 2261 Market Street STE 86857 San Francisco, CA 94114.

4. The arbitration will be conducted by JAMS under its rules and pursuant to the terms of this Agreement. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com (under the Rules/Clauses tab) or by calling JAMS at 800-352-5267. Payment of all filing, administration, and arbitration fees will be governed by JAMS’s rules. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver of fees from JAMS, we will pay them for you. In addition, we will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims with an amount in controversy totaling less than $10,000. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. You may choose to have the arbitration conducted by telephone, video conference, based on written submissions, or in person in the county where you live or at another mutually agreed location.

5. Arbitrator Powers. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Oriscen. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator will have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator will have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and this Agreement (including this Arbitration Agreement). The arbitrator will issue a written statement of decision describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The arbitrator’s decision is final and binding on you and Oriscen.

6. Waiver of Jury Trial. YOU AND ORISCEN WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND RECEIVE A JUDGE OR JURY TRIAL. You and Oriscen are instead electing to have claims and disputes resolved by arbitration, except as specified in Section 17(a) above. There is no judge or jury in arbitration, and court review of an arbitration reward is limited. 

7. Waiver of Class or Consolidated Actions. YOU AND ORISCEN AGREE TO WAIVE ANY RIGHT TO RESOLVE CLAIMS WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable with respect to a particular claim or dispute, neither you nor Oriscen is entitled to arbitration of such claim or dispute. Instead, all such claims and disputes will then be resolved in a court as set forth in Section 18. 

8. Batch Arbitrations. To increase efficiency of resolution, in the event 100 or more similar arbitration demands against Oriscen, presented by or with the assistance of the same law firm or organization, are submitted to an arbitration provider selected in accordance with the rules described above within a 30-day period, the arbitration provider shall (i) group the arbitration demands into batches of no more than 100 demands per batch (plus, to the extent there are less than 100 arbitration demands left over after the batching described above, a final batch consisting of the remaining demands); and (ii) provide for resolution of each batch as a single arbitration with one set of filing and administrative fees and one arbitrator assigned per batch. You agree to cooperate in good faith with Oriscen and the arbitration provider to implement such a batch approach to resolution and fees.

9. Opt Out. You may opt out of this Arbitration Agreement. If you do so, neither you nor Oriscen can force the other to arbitrate as a result of this Agreement. To opt out, you must notify Oriscen in writing no later than 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your email address (if you have one), and a CLEAR statement that you want to opt out of this Arbitration Agreement. You must send your opt-out notice to: hi@orimeet.com. 

10. Survival. This Arbitration Agreement will survive any termination of your relationship with us. 

11. Modification. Notwithstanding any provision in the Agreement to the contrary, we agree that if we make any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) that you had already provided notice of to us. 

15. Exclusive Venue 

To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Oriscen agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively within the State of California for courts situated in Santa Clara County, California, or in federal court for the Central District of California. 

16. Termination 

At our sole discretion, we may modify or discontinue the Services, or may modify, suspend or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Services, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, this Agreement will remain enforceable against you. All provisions which by their nature should survive to give effect to those provisions shall survive the termination of this Agreement.

17. General 

    1. No Joint Venture or Partnership. No joint venture, partnership, employment, or agency relationship exists between you, Oriscen or any third-party provider as a result of this Agreement or use of the Services. 

    2. Choice of Law. This Agreement is governed by the laws of the State of California consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of any other jurisdiction. 

    3. Severability. Except as otherwise provided herein, if any provision of this Agreement is found to be invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. 

    4. Electronic Communications. For contractual purposes, you (1) consent to receive communications from us in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if they were in writing. This subparagraph does not affect your statutory rights.

    5. Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter. 

18. State-Specific Terms 

    1. For Users residing in New York. 

       1. The Services do not guarantee any number of “referrals.” Rather, the functionality of the Services is such that the subscriber can review as many profiles as they would like. 

       2. Upon notice in writing and delivered to Oriscen 2261 Market Street STE 86857 San Francisco, CA 94114, subscribers may place their subscription on hold for up to one year; 

       3. How your information is used and how you may access your information is set forth in our Privacy Policy. 

       4. You may review the New York Dating Service Consumer Bill of Rights here. 

2. For Users residing in North Carolina. 

   1. You may review the North Carolina Buyer’s Rights here. 

3. For Users residing in Illinois, New York, North Carolina, and Ohio. 

   1. Our Services are widely available in the United States. If you believe that you have moved outside a location where we provide the Services, please contact us in writing delivered to [mailing address], and we will work with you to provide alternative services or a refund. 

4. For Users residing in Arizona, California, Colorado, Iowa, Minnesota, New York, North Carolina, Rhode Island, and Wisconsin. 

   1. Your Right to Cancel – You may cancel your subscription, without penalty or obligation, at any time prior to midnight of the third business day following the date you subscribed. In the event that you die before the end of your subscription period, your estate shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your death. In the event that you become disabled (such that you are unable to use our Services) before the end of your subscription period, you shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your disability by providing Oriscen notice in the same manner as you request a refund as described above in Section 9. 

5. For Users residing in Colorado: 

   1. Learn more about our safety policies and find local resources here. 

19. Contact Information 

hi@orimeet.com

2261 Market Street STE 86857

San Francisco, CA 94114