Terms of Use – Merry Popin, Inc.

            Welcome to Merry Popin!  The Site is operated by Merry Popin, Inc. (“Company” “we,” “us” or “our”).  For the purposes of this agreement “you” means the person using the Site.  By using or accessing www.merrypopin.co, a subdomain of such website, any mobile application for such websites or any other website operated by us on which these terms of use (the “Terms of Use”) are posted via a link or otherwise (referred to herein collectively as the “Site”), you acknowledge that you agree to and are subject to the following terms and conditions, as well as our privacy policy (the “Privacy Policy”– together, the Terms of Use and the Privacy Policy are collectively referred to as, the “Terms“).  If you become a registered user as a Licensee or Host, you also agree to be bound by the terms of our platform services agreement (the “Platform Services Agreement”; the terms “Licensee” and “Host” are defined in the Platform Services Agreement).  If you do not fully agree to these Terms, Privacy Policy and any other terms and conditions posted or linked to the Site, you are not authorized to access or otherwise use the Site. Under the Terms, “use” or “access” of the Site specifically includes any direct or indirect access or use of the Site or any cached version of the Site and any direct or indirect access or use of any information or content on the Site, regardless of how obtained and the term “Site” includes, without limitation, any cached version thereof.

You should read through all the Terms carefully. The Terms constitute a legally binding agreement between you and the Company. You are not authorized to use this Site unless you are at least 18 years old and able to enter into legally binding contracts. We do not knowingly collect the information of anyone under the age of 18.

If you arrived on the Site after having been re-directed or otherwise clicking on another website, you agree that the Terms shall govern your use of the Site.

1. Trademarks

“Merry Popin” and “Popin” are trademarks of Merry Popin, Inc.  All rights reserved.  These and other Site graphics, logos and service marks are trademarks of the Company and its affiliates may not be used without prior written consent of the Company or its affiliates, as the case may be.  All other trademarks, product names, and company names and logos appearing on the Site are the property of their respective owners.

2. Limited License; Disclaimers and Limitation of Liability
3. Limited License to Use the Site.

You are granted a limited, revocable, non-exclusive license to access the Site and the content and services provided on the Site solely for the purpose of interacting with the Site, obtaining and sharing information and entering into certain transactions, all in accordance with the Terms and the Platform Services Agreement, if applicable.  Any use of the Site that is not for one of these purposes or otherwise in accordance with the Terms or as otherwise authorized by us in writing is expressly prohibited.

1. Disclaimers; Limitation of Liability.

You expressly agree that use of the Site is at your sole risk.  Neither the Company nor any of its members, officers, directors, employees, and agents, or the like, warrant that the Site will be uninterrupted or error free, nor do they make any warranty as to the results that may be obtained from the use of the Site, or as to the accuracy, reliability, or currency of any information, content or service provided through the Site.

THIS SITE IS PROVIDED BY MERRY POPIN, INC. ON AN “AS IS” AND “AS AVAILABLE” BASIS.  MERRY POPIN, INC. MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE INFORMATION, CONTENT, MATERIALS OR PRODUCTS, INCLUDED ON THIS SITE.  TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, MERRY POPIN, INC. DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  YOU ACKNOWLEDGE AND AGREE THAT ANY TRANSMISSION TO AND FROM THIS SITE IS NOT CONFIDENTIAL AND YOUR COMMUNICATIONS OR USER CONTRIBUTED CONTENT MAY BE READ OR INTERCEPTED BY OTHERS. YOU FURTHER ACKNOWLEDGE AND AGREE THAT BY SUBMITTING COMMUNICATIONS OR USER CONTRIBUTED CONTENT TO US AND BY POSTING INFORMATION ON THE SITE, INCLUDING SPACE LISTINGS, NO CONFIDENTIAL, FIDUCIARY, CONTRACTUALLY IMPLIED OR OTHER RELATIONSHIP IS CREATED BETWEEN YOU AND US OTHER THAN PURSUANT TO THESE TERMS.  MERRY POPIN, INC. WILL NOT BE LIABILE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES.  NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY MERRY POPIN, INC., NOR ITS AFFILIATES, NOR ANY OF MERRY POPIN, INC.’S MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS OR THE LIKE, SHALL CREATE A WARRANTY; NOR SHALL USER RELY ON ANY SUCH INFORMATION OR ADVICE.

LIMITATION OF LIABILITY.  IN NO EVENT WILL MERRY POPIN NOR ANY OF ITS AFFILIATED ENTITIES, SHAREHOLDERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS AND REPRESENTATIVES (COLLECTIVELY, THE “AFFILIATES”) BE LIABLE FOR ANY DELAYS, ACCIDENTS, DAMAGES, INJURIES OR LOSSES SUFFERED BY HOSTS, LICENSEES OR THE SPACE(S). MERRY POPIN IS NOT RESPONSIBLE OR LIABLE FOR MANAGING OR MAINTAINING THE SPACE(S) OR FOR THE ACTIONS, INACTIONS OR FAULTS OF HOSTS OR ANY OTHER THIRD PARTY INVOLVED IN THE BOOKING OR MANAGEMENT OF THE SPACE(S).  IN NO EVENT WILL MERRY POPIN BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY IN CONNECTION WITH THIS AGREEMENT OR THE BOOKING, LICENSE OR USE OF THE SPACE(S). IF, DESPITE THE LIMITATIONS CONTAINED IN THIS AGREEMENT, MERRY POPIN IS FOUND LIABLE FOR ANY LOSS OR DAMAGE WHICH ARISES OUT OF OR IS IN ANY WAY IN CONNECTION WITH THE AGREEMENT, THEN MERRY POPIN’S LIABILITY WILL IN NO EVENT EXCEED ONE HUNDRED DOLLARS ($100.00).

Under no circumstance shall the Company or any other party involved in creating, producing, or distributing the Site be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use the Site, including but not limited to reliance by you on any information obtained from the Site or that results from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, delays in operation or transmission, or any failure of performance, whether or not resulting from acts of God, communications failure, theft, destruction, or unauthorized access to the Site’s records, programs or services.  You hereby acknowledge that this paragraph shall apply to all content and services available through the Site.  Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, in such states liability is limited to the fullest extent permitted by law.

3. Content
   1. Proprietary Rights and Downloading of Information from the Site

You acknowledge that the Site may contain information, data, software, photographs, graphs, videos, typefaces, graphics, music sounds and other material (collectively, the “Content”) that are protected by copyrights, trademarks, trade secrets, or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed.  All Content and information on the Site are protected by copyright as a collective work and/or compilation, pursuant to applicable U.S. and international copyright laws and conventions and database rights.  You agree to abide by any and all copyright notices, information, or restrictions contained in or relating to any content on the Site. Copying, storing or otherwise accessing the Site or any content on the Site for other than for your personal, noncommercial use (other than in accordance with a valid membership) is expressly prohibited without prior written permission from us.

As part of the booking inquiry process, for your own personal, noncommercial use and not for further distribution, you may download, display, and/or print one copy of any portion of the Site. You may not modify the same, and you must reproduce our copyright notice in the form displayed on the relevant portion(s) of the Site that you desire to download, display or print.

1. Copyright Notifications

The Company will remove infringing materials in accordance with the Digital Millennium Copyright Act (“DMCA”) if properly notified that content infringes copyright. If you believe that your work has been copied in a way that constitutes copyright infringement, please notify the Company’s Copyright Agent in writing. Your notice must contain the following information (please confirm these requirements with your legal counsel, or see the U.S. Copyright Act, 17 U.S.C. §512(c)(3), for more information):

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
• A description of the copyrighted work that you claim has been infringed;
• A description of where the material that you claim is infringing is located on the site, sufficient for the Company to locate the material;
• Your address, telephone number, and email address;
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
• A statement by you that the information in your notice is accurate and, under penalty of perjury that you are the copyright owner or authorized to act on the copyright owner’s behalf.

If you believe that your work has been removed or disabled by mistake or misidentification, please notify the Company’s Copyright Agent in writing. Your counter-notice must contain the following information (please confirm these requirements with your legal counsel or see the U.S. Copyright Act, 17 U.S.C. §512(g)(3), for more information):

• A physical or electronic signature of the user of the Site;
• Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
• A statement made under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
• Your name, address, telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which the Company may be found, and that you will accept service of process from the person who provided notification under subscriber (c)(1)(C) or an agent of such person.

Under the Copyright Act, any person who knowingly materially misrepresents that material is infringing or was removed or disabled by mistake or misidentification may be subject to liability. If you fail to comply with these notice requirements, your notification or counter-notification may not be valid. Our designated copyright agent for notice of alleged copyright infringement is:

Merry Popin, Inc.

Attn: Copyright Agent

Address : 113 Saint Marks Place, Brooklyn, NY 11217

Email: info@merrypopin.co

In accordance with the DMCA and other applicable law, the Company has adopted a policy of terminating, in appropriate circumstances and at the Company’s sole discretion, users who are deemed to be repeat infringers. The Company may also at its sole discretion limit access to the Site and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

By submitting Content to any area of this Site, including without limitation any reviews or participation in any chat rooms, you automatically grant, or warrant, that the owner of such Content has expressly granted the Company the royalty-free, perpetual, irrevocable, nonexclusive right and license to use, reproduce, publish, translate, sublicense, copy and distribute the Content in whole or in part worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such Content.  You also permit any other user to access, store, or reproduce the Content for that user’s personal use.  Subject to this grant, the owner of the Content placed on the Site retains any and all rights which may exist in such Content.

1. Links to Third Party Sites

The Site may permit you to link to other websites or resources on the internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. Those other websites are not under the Company’s control, and you acknowledge that the Company is not liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of those other websites or resources. The inclusion on another website of any link to the Site does not imply endorsement by or affiliation with the Company. You further acknowledge and agree that the Company shall not be liable for any damage related to the use of any content, goods, or services available through any third-party website or resource.

4. Online Conduct

As a condition of use, you promise not to use the Site for any purpose that is prohibited by the Terms or law. You are responsible for all of your activity in connection with the Site. You shall not, and shall not permit any third party using your account to, take any action, or submit content, that:

• you know is false or misleading;

• infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party;

• is patently offensive or promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual;

• is abusive, threatening, obscene, defamatory, or libelous;

• exploits people in a sexual or violent manner;

• contains nudity, violence, or offensive subject matter or contains a link to an adult website;

• solicits personal information from anyone under 18;

• provides any telephone numbers, street addresses, last names, URLs, or email addresses;

• involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing, instant messaging, “spimming,” or “spamming;

• contains restricted or password-only access pages or hidden pages or images;

• furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities;

• solicits passwords or personally identifiable information for commercial or unlawful purposes from other users of this Site;

• includes a photograph of another person that you have posted without that person’s consent;

• contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of the Company or any third party; or

• impersonates any person or entity, including any employee or representative of the Company.

Additionally, you shall not: (i) take any action that imposes or may impose (as determined by the Company in its sole discretion) an unreasonable or disproportionately large load on the Company’s or its third-party providers’ infrastructure; (ii) interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; (iii) bypass any measures the Company may use to prevent or restrict access to the Site (or other accounts, computer systems, or networks connected to the Site); (iv) run Maillist, Listserv, or any form of auto-responder or “spam” on the Site; or (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site.

You shall not directly or indirectly: (i) decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Site, except to the limited extent applicable laws specifically prohibit such restriction; (ii) modify, translate, or otherwise create derivative works of any part of the Site; or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder.

5. Privacy Policy

In accordance with the terms of Site’s Privacy Policy, Merry Popin, Inc. respects the privacy of its users.  To view our Privacy Policy, click here: https://merrypopin.co/privacy-policy/

6. Termination of Usage

The Company may terminate your access, or suspend your access to all or part of the Site, without notice, for any conduct that the Company, in its sole discretion, believes is in a violation of any applicable law or is harmful to the interests of another user, a third party provider, a service provider, or the Company.

7. Usage by Persons 18 Years or Older

You are not authorized to use the Site unless you are at least 18 and able to enter into legally binding contracts.  We do not knowingly collect the information of anyone under the age of 18.

8. Governing Law & Dispute Resolution
   1. Governing Law

The Terms and all disputes or issues arising from it shall be governed exclusively by the laws of the State of New York without regard to principles of conflicts of laws. 

1. Dispute Resolution

As a condition precedent to any other legal recourse (unless such legal recourse seeks injunctive relief), any parties to a dispute involving the Site shall make good faith efforts to come to a resolution.  An initial meeting to resolve the dispute shall be conducted by the parties at a meeting to be held via teleconference within fourteen (14) working days of a written request, which request shall specify in reasonable detail the nature of the dispute to be resolved at such meeting.  The meeting shall be attended by representatives of the parties and any other person that may be affected in any material respect by the resolution of such disputes.  Such representatives shall have authority to settle the dispute and shall attempt in good faith to resolve the dispute.  The parties shall submit any unresolved dispute to binding arbitration before the American Arbitration Association (the “AAA”) pursuant to the AAA’s expedited rules with proceedings to take place in New York, NY.  In the event of arbitration, the parties shall be responsible for their own legal fees and expenses, and the costs and expenses of the arbitrator and any fees charged by the AAA shall be apportioned equally between the parties.

9. Assignment

The Terms and the rights and liabilities of the parties hereto inure to the benefit of their respective successors and assigns.  The Company may assign the Terms to any successor entity.  You may not assign without the written permission of the Company. Any attempted assignment that does not comply with this Section 9 shall be null and void.

10. Severability

The provisions of the Terms are intended to be severable.  If for any reason any provision of the Terms shall be held invalid or unenforceable in whole or in part in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or provisions hereof in any jurisdiction.

11. Attorneys’ Fees

In the event any party shall commence any claims, actions, formal legal action, or arbitration to interpret and/or enforce these Terms, or relating in any way to this Agreement, including without limitation asserted breaches of representations and warranties, the prevailing party in any such action or proceeding shall be entitled to recover, in addition to all other available relief, its reasonable attorney’s fees and costs incurred in connection therewith, including attorneys’ fees incurred on appeal.

12. Acknowledgment

The Terms, including all documents referenced herein, represents the entire understanding between you and Merry Popin, Inc. regarding your relationship with the Site and supersedes any prior statements or representations. YOU AGREE TO BE BOUND BY THE TERMS by using the Site.  Merry Popin, Inc. reserves the right to change any of the provisions posted herein and you agree to review the Terms each time you visit the Site.  Your continued use of the Site following the posting of any changes to the Terms constitutes your acceptance of such changes.  Merry Popin, Inc. does not and will not assume any obligation to provide you with notice of any change to the Terms and you acknowledge and agree to same.  Unless accepted by the Company in writing, you may not amend the Terms in any way.

Last Updated: May 4 , 2023.