Welcome to Yupi Terms and Conditions (“Terms”). This is a contract between you and Wevention Pty Ltd, a corporation registered in Australia, in the state of New South Wales, under the Corporations Act of 2001, ACN 645 587 631 (“Trading Company”). Please take a few minutes to read these Terms before enjoying our services on Yupi.com.au (“Website”), the Yupi mobile application (“App”), or other platforms on which Yupi may be available (“Services”).
Once you access, view or use our Services, you will be legally bound by these Terms. We reserve the right to update the Terms from time to time, and by your continued use of the Services, you agree to be bound by the version of the Terms in effect at the time of your use of the Services. These Terms apply to anyone who accesses or uses our Services, regardless of any registration or subscription status.
Your use of our Services is also subject to the Privacy and Cookie Policies, and any terms disclosed and agreed to by you when you purchase any additional features, products, or services from Trading Company (“Additional Terms”), which are incorporated into these Terms by reference. If you do not wish to be bound by these Terms, please cease to use our Services.
Please note that Section 9 of these Terms contains provisions governing how any disputes between you and Trading Company shall be resolved. Particularly, it contains an Arbitration Agreement that will, with limited exceptions, require disputes between us to be submitted to binding and final arbitration.
You can create a Yupi account (“Account”) via manual registration on the Yupi.com.au website or by using your Facebook account. If you create an Account using your Facebook account, you authorise us to access, display, save, and use certain information from your Facebook account. For more information about what data we use and how we use it, please check out our Privacy Policy.
Verified Accounts will be marked with a tick to increase the trust of other users. In order to verify one’s Account, the user shall provide a selfie mimicking the gesture provided by us to the user individually and holding up a handwritten name tag, or otherwise, as per instructions provided on our Services. To promote community safety, Accounts shall be associated with users’ telephone numbers.
By using our Services, you represent and warrant that:
If at any time you cease to meet these requirements, you must immediately delete your account, and, accordingly, we retain the right to restrict your access to our services without warning.
By continuing to use our services, you agree to:
You agree that you shall not:
While using our Services, you will have access to three types of content:
In these Terms, “Content” shall include, without limitation, any text, images, video, audio, messages, posts, or other material on our Services, including information on users’ profiles and in messages between users.
You are solely responsible and liable for Your Content and will indemnify, defend, release, and hold us harmless of any claims made in connection with Your Content. You must not display any personal contact or banking information, whether in relation to you or any other person (for example, names, home addresses or postcodes, telephone numbers, email addresses, URLs, credit/ debit card or other banking details).
Any disclosure of your personally identifiable information on our platform shall be made at your own risk. You should keep in mind that everything you post is public and will be visible to other users all around the world.
You represent and warrant to us that the information you provide to us is accurate, including any information submitted through Facebook or other third-party sources, and that you will update your account information as necessary to ensure its accuracy.
By uploading Your Content, you represent and warrant to us that you have all necessary rights and licenses to do so and automatically grant us a worldwide, perpetual, transferable, sub-licensable, royalty-free, irrevocable right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, translate, modify, and distribute Your Content, including any information you authorize us to access from Facebook or other third-party source (if applicable), in whole or in part, and in any format or medium currently known or developed in the future. By way of example and without limitation, the rights you are granting to us include the rights to reproduce, publicly perform and stream any audiovisual works constituting, in full or in part, Your Content, to the maximum extent permitted by the Applicable law, on a royalty-free basis. You shall be solely responsible for procuring such a license in case you are not the sole owner of intellectual rights to Your Content.
You hereby also grant us a royalty-free license to use your likeness, name, image, and voice to identify you as the originator of Your Content.
Trading Company’s license to Your Content shall be non-exclusive, except that Trading Company’s license shall be exclusive with respect to derivative works created through use of our Services (for example, screenshots). In addition, so that Trading Company can prevent the use of Your Content outside of our Services, you authorize Trading Company to act on your behalf with respect to infringing uses of Your Content on our Services by other users or third parties. This expressly includes the authority, but not the obligation, to send notices on your behalf if Your Content used by third parties outside of our Services. To the maximum extent allowed by law, Trading Company is not obligated to take any action with regard to use of Your Content by other users or third parties. Trading Company’s license to Your Content is subject to your rights under applicable law (including, but not limited to, laws regarding personal data protection to the extent the content contains personal information as defined by those laws), insofar as such applicable law cannot be altered by a private agreement (these Terms).
We may assign and/or sub-license the above licence to our affiliates and successors without any further approval by you.
We do not have any obligation to store Your Content.
In consideration for Trading Company allowing you to use our Services, you agree that we, our affiliates, and our third-party partners may place advertising on our Services, which may be on, about, or in conjunction with Your Content.
By submitting suggestions or feedback to Trading Company regarding our Services, you agree that Trading Company may use and share such feedback for any purpose without compensating you.
You agree that Trading Company may access, preserve, and disclose your account information, including Your Content, if required to do so by law or upon a good faith belief that such access, preservation, or disclosure is reasonably necessary to:
In order to provide a platform for free self-expression that is safe for everyone, we have to prohibit on our Services any Content that:
We are committed to maintaining a safe and respectful community, and we do not tolerate any inappropriate content or misconduct, whether on or off of the Services. We encourage you to report any inappropriate Member Content or misconduct by other users. You can report a user directly by using the “Report” button on the App. You may also email Yupi Customer Service at policy@wevention.com.
Member Content belongs to the users who posted the content and is stored on our servers and displayed at the direction of that user.
You do not have any rights in relation to Member Content, and you may only use Member Content to the extent that your use is necessary to communicate with and meet one another. You must not copy the Member Content or use Member Content for commercial purposes, to spam, to harass, or to make unlawful threats. To the extent required by law, we will take down content that infringes on others’ rights, including intellectual property rights. We reserve the right to remove any Content that, in our sole discretion, violates these Terms and/ or terminate your account if you misuse Member Content.
Any other text, content, graphics, user interfaces, trademarks, logos, sounds, artwork, images, and other intellectual property appearing on our Services is owned, controlled by or licensed to us and protected by copyright, trademark and other intellectual property law rights. All rights, title, and interest in and to Our Content remains with us at all times.
For as long as you comply with these Terms, Trading Company grants to you a personal, worldwide, royalty-free, non-assignable, non-exclusive, revocable, and non-sublicensable license to access and use our Services for purposes as intended by Trading Company and permitted by these Terms and applicable laws.
Yupi currently offers or will offer in the future the various functionality (“following”, messaging, “liking”, etc.) that requires that the user pay for it in the form of platform-specific utility tokens (“Tokens”).
The Services shall be provided on a Freemium basis: each user shall be provided a certain equal amount of Tokens (as specified on the Services at any given time, which amount may be changed unilaterally and without notice by Trading Company on a daily basis, but shall have the right to purchase unlimited additional Tokens sold in the following batches with decreasing price per Token:
______________
Trading Company reserves the right to grant free bonus tokens to users under the terms unilaterally set forth by it. This is not to guarantee the granting of any such bonus tokens or to impose any obligation on Trading Company. If not used within 24 hours of receipt, the free Tokens provided by Trading Company on a daily basis shall expire. The additional Tokens purchased by the user shall not have an expiration date.
You will have an option to authorize the autofill of Tokens on your Account. In such a case, it will automatically recur until you cancel, in accordance with the terms disclosed to you at the time of purchase, as further described below.
The Tokens constitute so-called utility tokens, are not tradeable, do not represent value in any company, do not constitute investments or securities, and can only be used on the Services.
Trading Company may offer products and services for purchase through App Store, Google Play or other external services authorized by Trading Company (each, an “External Service,” and any purchases made thereon, an “External Service Purchase”).
When making a purchase on the Service, you may have the option to pay through an External Service, such as with your Apple ID or Google account (“your External Service Account”), and your External Service Account will be charged for the purchase in accordance with the terms disclosed to you at the time of purchase and the general terms applicable to your External Service Account. Some External Services may charge you tax, depending on where you live, which may change from time to time.
Generally, all purchases are final and nonrefundable, and there are no refunds or
credits for partially used periods, except if the laws applicable in your jurisdiction
provide for refunds.
If your account is terminated by you or by Trading Company for any reason, these Terms continue and remain enforceable between you and Trading Company, and you will not be entitled to any refund for purchases made, and any remaining Tokens shall be redeemed by Trading Company without compensation. Your information will be maintained and deleted in accordance with our Privacy Policy.
You can delete your account at any time: Login to the App > Go to Settings > Select Account and Tap Delete Account.
You may need to cancel / manage any External Service Purchases through your External Service Account (e.g., App Store, Google Play) to avoid additional billing.
Unless otherwise required by applicable law, Trading Company shall maintain on its servers the user’s information to enable Account restoration and comply with the legal requirement to keep business records.
We reserve the right at our sole discretion to terminate or suspend any Account, restrict access to the Services, or make use of any operational, technological, legal or other means available to enforce the Terms (including, without limitation, blocking access from specific IP addresses), at any time without liability and without the need to give you prior notice. Without limiting the foregoing in any way, we expressly reserve the right to terminate or suspend your Account without notice for the following reasons:
If your Account is terminated or suspended, you agree you will not receive a refund for any paid service or features you have already been charged for.
7. No Background or Identity Checks
Although Trading Company strives to provide a safe platform for its users and allows for security features, such as verified Accounts, it does not conduct criminal background or identity verification checks on its users or otherwise inquire into the background of its users. Trading Company makes no representations or warranties as to the conduct, identity, intentions, legitimacy, or veracity of its users.
Trading Company reserves the right to conduct — and you authorize it to conduct — any criminal background check or other screenings (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 the Trading Company decides to conduct any screening through a consumer reporting agency, you hereby authorize the company 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. Sex offender screenings and other tools do not guarantee your safety and are not a substitute for following other sensible 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 Trading Company, may result from users engaging with the service for improper purposes, including fraud, abuse, harassment, or other such improper behavior.
You agree to use caution in all interactions with other users, particularly if you decide to
communicate off the Services or meet in person.
8. Limitation of Liability; Indemnity
Trading Company’s liability is limited to the maximum extent allowed by applicable law.
Trading Company provides Services on an “as is” and “as available” basis and to the extent permitted by applicable law, grants no warranties of any kind, whether express, implied, statutory or otherwise with respect to the Services (including all Content contained therein), including, without limitation, any implied warranties of satisfactory quality, merchantability, fitness for a particular purpose or non-infringement.
Trading Company does not represent or warrant that:
Furthermore, Trading Company makes no guarantees as to the number of active users at any time; users’ ability or desire to communicate with or meet you, or the ultimate compatibility with or conduct by users you meet through the services.
Trading Company takes no responsibility for any content that you or another user or third party posts, sends, or receives through our services nor does TTrading Company take any responsibility for the identity, intentions, legitimacy, or veracity of any users with whom you may communicate through Yupi. Any material downloaded or otherwise obtained through the use of our services is accessed at your own discretion and risk. Trading Company is not responsible for any damage to your computer hardware, computer software, or other equipment or technology including, but without limitation, damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line or network failure, or any other technical or other malfunction.
You agree to hold us harmless of any damages you may incur while using the Services due to any technical flaws of the Website or the App, as well as your own or other users’ conduct while using the Services. Trading Company shall not be held liable for any violation by users of these Terms, including in case of commission by users of criminal offences online or offline in connection with the use of the Services.
To the fullest extent permitted by applicable law, in no event will Trading Company, its affiliates, employees, licensors, or service providers be liable for any indirect, consequential, exemplary, incidental, special or punitive damages, including, without limitation, loss of profits, 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 the Services,
b. the conduct or Content of other users or third parties on, through, or following use of the Services; or
c. unauthorized access, use, or alteration of your content.
In no event will Trading Company’s aggregate liability to you for all claims relating to the
Services exceed the amount paid, if any, by you to Trading Company for the services while you have an Account.
The limitation of liability provisions set forth in this Section 8 shall apply even if your remedies under these Terms fail with respect to their essential purpose.
Some jurisdictions do not allow the exclusion or limitation of certain damages, so some or all of the exclusions and limitations in this section may not apply to you.
You agree, to the extent permitted under applicable law, to indemnify, defend, and hold harmless Trading Company, our affiliates, and their and our respective officers, directors, agents, and employees of and against any and all complaints, demands, claims, damages, losses, costs, liabilities, and expenses, including attorney’s fees, due to, arising out of, or relating in any way to your access to or use of our Services, Your Content, Your conduct toward other users, or your breach of these Terms.
Any disputes between users and Trading Company shall be resolved by consultation and without outside assistance to the greatest degree possible in each individual case. If you are dissatisfied with our Services, please contact customer service at policy@wevention.com. If impossible to resolve the dispute amicably, the following arbitration clause shall apply.
Except where prohibited by applicable law:
1. The exclusive means of resolving any dispute, controversy or claim arising out of, relating to or in connection with these Terms, including any question regarding their existence, validity or termination, shall be BINDING ARBITRATION administered in accordance with the Australian Centre for International Commercial Arbitration Arbitration Rules. The seat of arbitration shall be Sydney, Australia. The language of the arbitration shall be English.
2. By using our Services in any manner, you agree to the above arbitration agreement. In doing so, YOU GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend any claims between you and the Company. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. Your rights will be determined by a NEUTRAL
ARBITRATOR, NOT A JUDGE OR JURY, and the arbitrator shall determine all issues regarding the arbitrability of the dispute. You are entitled to a fair hearing before the arbitrator. The arbitrator can grant any relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
3. Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against the Company may be commenced only in the federal or state courts located in Sydney, New South Wales, Australia. You irrevocably consent to the jurisdiction of those courts for such purposes.
4. Each party to the dispute shall bear its own arbitration costs.
Except as prohibited by applicable law, the laws of New South Wales, Australia, excluding the conflict of laws rules, shall apply to any disputes arising out of or relating to these Terms or our Services.
Except as prohibited by applicable law, all claims arising out of or relating to these Terms, to our Services, or to your relationship with Trading Company that for whatever reason are not submitted to arbitration will be litigated exclusively in the federal or state courts of Sydney, New South Wales, Australia. You and Trading Company consent to the exercise of personal jurisdiction of courts in the State of New South Wales and waive any claim that such courts constitute an inconvenient forum.
In addition to any reserved rights previously stated herein, we reserve the rights to :