YearOne Terms of Use

Last Modified: May 18, 2023

Welcome to YearOne, a cloud-based platform and website ("YearOne") operated by PocketMentor, Inc. ("we" or "us"). By registering with, accessing, or using the YearOne cloud-based platform or when you visit or interact with the websites https://www.joinyearone.io and https://app.joinyearone.io/ (collectively, "YearOne"), you are agreeing to the following terms and conditions, our Privacy Policy, and any other legal notices, terms, and policies expressly incorporated herein (collectively, our "Terms of Use").

YearOne allows you to interact with us, provides you the opportunity to contact us directly, and may provide you with access to and use of certain products and services. While we want you to enjoy the experience of YearOne, we also want you to understand the terms and conditions to which you agree when using YearOne.

Please read our Terms of Use carefully before you start using YearOne. If you do not want to agree to our Terms of Use, you must not access or use YearOne.

Compliance with Our Terms of Use

You agree to use YearOne only in accordance with the Terms of Use, whether you are a "Visitor" (which means that you simply browse YearOne as an unregistered user) or you are a "Member" (which means you have registered with us). The term "User" means a "Visitor" or a "Member." Please read and save all of the Terms of Use. If you do not agree with the Terms of Use, do not use this YearOne or any of its features. If you register to become a Member you may be required to indicate your acceptance to these Terms of Use during the registration process.

Eligibility

YearOne is offered and available to Users who are 18 years of age or older. By using YearOne, you represent and warrant that you are of legal age to form a binding contract with us. If you do not meet this requirement, you are not permitted to access or use YearOne.

Use of YearOne and its features and registration to be a Member ("Membership") are void where prohibited. By using YearOne and its features, you represent and warrant that (a) you are not a minor and may otherwise enter into and form binding contracts under applicable law; (b) all registration information you submit is truthful and accurate; (c) you will maintain the accuracy of such information; and (d) your use of YearOne and its features does not violate any applicable law or regulation.

Changes to Our Terms of Use

We may revise and update our Terms of Use from time to time at our sole discretion. All changes are effective immediately when posted, and apply to all access and use of YearOne thereafter. Your continued use of YearOne following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this webpage frequently so you are aware of any changes, as they are binding on you. If you are dissatisfied with YearOne, its Content or any Terms of Use (including as modified), you agree that your sole and exclusive remedy is to discontinue using YearOne.

Accessing the Website and Account Security

We reserve the right to withdraw or amend YearOne and any service or material we provide on YearOne, at our sole discretion without notice. We will not be liable if for any reason all or any part of YearOne is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of YearOne to Users, including Members.

You are responsible for both:

• Making all arrangements necessary for you to have access to YearOne.
• Ensuring that all persons who access YearOne through your internet connection are aware of these Terms of Use and comply with them.

You agree that all information you provide for Membership or otherwise, including, but not limited to, through the use of any interactive features on YearOne, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you register to become a Member, you will be asked to provide an email address and password. You are solely responsible for maintaining the confidentiality of this information. You are not permitted to allow anyone else to use your user name and password to log into YearOne. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

You must notify us immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account, so please be vigilant in protecting its confidentiality.

We have the right to disable any user name, password, or other identifier at any time at our sole discretion for any or no reason, including, if, in our opinion, you have violated any provision of these Terms of Use.

Your Use of YearOne

You agree not to use YearOne for any unlawful purpose. You agree not to rent, retransmit, disclose, publish, sell, assign, lease, sublicense, market, or transfer YearOne or any portion thereof or use it in any manner not expressly authorized by these Terms of Use. You agree not to copy, reverse engineer, translate, port, modify or make derivative works of any portion of YearOne. Tampering with YearOne or any of the features or Content available on YearOne, misrepresenting the identity or age of a User, or conducting fraudulent activities on YearOne are prohibited.

Prohibited Uses

You may use YearOne only for lawful purposes and in accordance with these Terms of Use. You agree not to use YearOne:

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate Content, asking for personally identifiable information, or otherwise.
• To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.
• To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
• To impersonate or attempt to impersonate PocketMentor, a PocketMentor employee, another User, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of YearOne, or which, as determined by us, may harm the PocketMentor or Users of YearOne, or expose them to liability.

Additionally, you agree not to:

• Use YearOne in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of YearOne, including their ability to engage in real time activities through YearOne.
• Use any robot, spider, or other automatic device, process, or means to access YearOne for any purpose, including monitoring or copying any of the material on YearOne.
• Use any manual process to monitor or copy any of the material on YearOne, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of YearOne.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of YearOne, the server on which YearOne is stored, or any server, computer, or database connected to YearOne.
• Attack YearOne via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of YearOne.

Intellectual Property Rights

YearOne and its Contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, the design, selection, and arrangement thereof) are owned by us, our licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

Trademarks

Our company name, the terms YEARONE, our logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the PocketMentor or its affiliates or licensors. You shall not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

Content You Upload

We do not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post, submit, publish, display, or transmit to other Users or other persons (hereinafter, "post") on YearOne. After posting your Content, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. YearOne may contain Content of Users and other licensors. Except as provided within the Terms of Use, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through YearOne.

By displaying, publishing Content on the Site, or otherwise submitting Content to us (collectively, "posting"), you hereby grant to PocketMentor an irrevocable, perpetual, worldwide, royalty-free, non-exclusive license to use, modify, delete from, add to, create derivative works of, publicly perform, publicly display, reproduce and distribute (and to sublicense the foregoing rights through multiple tiers of licensees) such Content on or through YearOne. From time to time, we may remove Content from YearOne, permanently or temporarily.

User Contributions

YearOne may contain message boards, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively "Interactive Services") that allow Users to post Content (collectively, "User Contributions") on YearOne. All User Contributions must comply with the following our Content Standards.

You represent and warrant that: (a) you own the Content posted by you on or through YearOne or otherwise have the right to grant the licenses set forth above, and (b) the posting of your Content on or through YearOne does not violate the privacy rights, publicity rights, contract rights, intellectual property or any other rights of any person or entity. You agree to be fully responsible for and to pay any and all royalties, fees, and any other monies owing any person or entity by reason of any Content posted by you.

Content Standards

User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not:

• Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
• Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
• Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
• Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.
• Be likely to deceive any person.
• Promote any illegal activity, or advocate, promote, or assist any unlawful act.
• Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
• Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
• Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
• Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

We may reject, refuse to post or delete any Content for any or no reason, including, without limitation, Content that in our sole judgment violates these Terms of Use. We assume no responsibility for monitoring YearOne for inappropriate Content or conduct. If at any time we choose, at our sole discretion, to monitor YearOne, we nonetheless assume no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.

Copyright Infringement

Reporting Claims of Copyright Infringement

We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from YearOne infringe your copyright, you may request removal of those materials (or access to them) from YearOne by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), if you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective.

Our designated copyright agent to receive DMCA Notices is:

Parna Mehrbani
Tonkon Torp LLP
888 SW Fifth Ave, Suite 1600
Portland, Oregon 97204
503-802-2170
[email protected]

Please be aware that if you knowingly materially misrepresent that material or activity on YearOne is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

Counter Notification Procedures

If you believe that material you posted on YearOne was removed or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a "Counter Notice") by submitting written notification to our copyright agent designated above. The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within 10 business days of receiving the copy of your Counter Notice.

Please be aware that if you knowingly materially misrepresent that material or activity on the Website was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

Repeat Infringers

It is our policy in appropriate circumstances to disable or terminate the accounts of users who are repeat infringers.

Disclaimers

We are not responsible for and make no warranties, express or implied, as to any Content on YearOne, including, without limitation with respect to the accuracy and reliability of the Content, including User Content, whether caused by us, by Users, by any of the equipment or programming associated with or utilized by YearOne, or otherwise. The User Content does not necessarily reflect our opinions or policies. Content, including User Contributions, may contain links to other websites. We are not responsible for the Content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by PocketMentor.

Inclusion of any linked website on YearOne does not imply our approval or endorsement of the linked website. When you access these third party sites, you do so at your own risk. We take no responsibility for third party advertisements or third party applications that are posted on or through YearOne, nor do we take any responsibility for the goods or services provided by our advertisers. We are not responsible for the conduct, whether online or offline, of any User of YearOne including, without limitation, any Content posted by any User.

We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. We are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any portion of YearOne or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with YearOne.

Under no circumstances shall we be responsible for any loss or damage, including personal injury or death, resulting from use of YearOne, from any User Content posted on or through YearOne or from the conduct of any Users, whether online or offline. Additionally, we shall have no liability for any viruses or anything beyond our control. We are not responsible for any damage to your computer, software, modem, telephone or other property resulting from your use of YearOne. We will not be liable to you if you are unable to access information through YearOne.

Some states do not allow the exclusion or limitation of certain warranties and/or liabilities, so certain above limitations or exclusions may not apply to you.

The Site is provided "AS-IS" and as available and YearOne expressly disclaims any warranty of fitness for a particular purpose or non-infringement. We cannot guarantee and do not promise any specific results from use of YearOne.

Limitation of Our Liability

IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGE, CLAIM OR LOSS INCURRED BY YOU, INCLUDING WITHOUT LIMITATION COMPENSATORY, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, IRRESPECTIVE OF WHETHER WE HAVE BEEN INFORMED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, BREACH OF WARRANTY, DEFAMATION, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND OTHER TORTS, AS WELL AS THIRD-PARTY CLAIMS. IF THE WARRANTY EXCLUSIONS OR LIMITATIONS OF LIABILITY SET FORTH IN THIS USE AGREEMENT ARE FOR ANY REASON HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT OUR AGGREGATE LIABILITY SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).

Indemnification

You agree to indemnify and hold PocketMentor, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, cost, expense, claim, or demand, including without limitation, reasonable attorneys' fees, due or relating to or arising out of your use of YearOne in violation of the Terms of Use and/or arising from a breach of the Terms of Use and/or any breach of your representations and warranties set forth in the Terms of Use and/or arising out of or relating to any Content that you post or third party transaction that you enter or attempt to enter in connection with YearOne.

Miscellaneous

The Terms of Use will be construed, and their performance enforced, under the laws of Oregon without reference to choice of law principles. Any dispute relating to the Terms of Use or YearOne may be litigated only in a court having jurisdiction and venue in Multnomah County for state court causes of action and in the District of Oregon for federal court causes of action. The United Nations Convention on Contracts for the International Sale of Goods does not apply to the Terms of Use. We may assign the Terms of Use, in whole or in part, to a related entity or to a third party.

EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.. FURTHER (COLLECTIVELY, "CLAIMS"), EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. ANY CLAIMS YOU MAY HAVE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THE TERMS.

The Terms of Use are accepted upon your use of YearOne or any of its features and is further affirmed upon you becoming a Member. The Terms of Use constitute the entire agreement between you and PocketMentor regarding the use of YearOne and its services and features. Our failure to exercise or enforce any right or provision of the Terms of Use shall not operate as a waiver of such right or provision. The section titles in the Terms of Use are for convenience only and have no legal or contractual effect. The Terms of Use operate to the fullest extent permissible by law. If any provision of the Terms of Use is unlawful, void or unenforceable, that provision is deemed severable from the Terms of Use and does not affect the validity and enforceability of any remaining provisions.

Your Comments and Concerns

All feedback, comments, requests for technical support, and other communications relating to YearOne should be directed to [email protected].